CITIGROUP MORTGAGE LOAN TRUST INC.
CITIGROUP MORTGAGE LOAN TRUST INC.
Depositor
OCWEN LOAN SERVICING, LLC
Servicer
CITIBANK, N.A.
Trust Administrator
and
U.S. BANK NATIONAL ASSOCIATION
Trustee
_________________________________________
POOLING AND SERVICING AGREEMENT
Dated as of November 1, 2005
_________________________________________
Asset-Backed Pass-Through Certificates
Series 2005-HE4
TABLE OF CONTENTS
ARTICLE I
DEFINITIONS
SECTION 1.01 |
Defined Terms. |
SECTION 1.02 |
Allocation of Certain Interest Shortfalls. |
ARTICLE II
CONVEYANCE OF MORTGAGE LOANS; ORIGINAL ISSUANCE OF CERTIFICATES
SECTION 2.01 |
Conveyance of Mortgage Loans. |
SECTION 2.02 |
Acceptance of the Trust Fund by the Trustee. |
SECTION 2.03 |
Repurchase or Substitution of Mortgage Loans by the Seller or the Depositor. |
SECTION 2.04 |
[Reserved]. |
SECTION 2.05 |
Representations, Warranties and Covenants of the Servicer. |
SECTION 2.06 |
Issuance of the Certificates. |
SECTION 2.07 |
Conveyance of the REMIC Regular Interests; Acceptance of the Trust REMICs by the Trustee. |
ARTICLE III
ADMINISTRATION AND SERVICING OF THE MORTGAGE LOANS
SECTION 3.01 |
Servicer to Act as Servicer. |
SECTION 3.02 |
Sub-Servicing Agreements Between the Servicer and Sub-Servicers. |
SECTION 3.03 |
Successor Sub-Servicers. |
SECTION 3.04 |
Liability of the Servicer. |
SECTION 3.05 |
No Contractual Relationship Between Sub-Servicers and Trustee, Trust Administrator or Certificateholders. |
SECTION 3.06 |
Assumption or Termination of Sub-Servicing Agreements by Trust Administrator. |
SECTION 3.07 |
Collection of Certain Mortgage Loan Payments. |
SECTION 3.08 |
Sub-Servicing Accounts. |
SECTION 3.09 |
Collection of Taxes, Assessments and Similar Items; Servicing Accounts. |
SECTION 3.10 |
Collection Account and Distribution Account. |
SECTION 3.11 |
Withdrawals from the Collection Account and Distribution Account. |
SECTION 3.12 |
Investment of Funds in the Collection Account and the Distribution Account. |
SECTION 3.13 |
[Reserved]. |
SECTION 3.14 |
Maintenance of Hazard Insurance and Errors and Omissions and Fidelity Coverage. |
SECTION 3.15 |
Enforcement of Due-On-Sale Clauses; Assumption Agreements. |
SECTION 3.16 |
Realization Upon Defaulted Mortgage Loans. |
SECTION 3.17 |
Trustee to Cooperate; Release of Mortgage Files. |
SECTION 3.18 |
Servicing Compensation. |
SECTION 3.19 |
Reports to the Trust Administrator; Collection Account Statements. |
SECTION 3.20 |
Statement as to Compliance. |
SECTION 3.21 |
Independent Public Accountants’ Servicing Report. |
SECTION 3.22 |
Access to Certain Documentation. |
SECTION 3.23 |
Title, Management and Disposition of REO Property. |
SECTION 3.24 |
Obligations of the Servicer in Respect of Prepayment Interest Shortfalls. |
SECTION 3.25 |
Obligations of the Servicer in Respect of Monthly Payments. |
SECTION 3.26 |
Advance Facility. |
ARTICLE IV
PAYMENTS TO CERTIFICATEHOLDERS
SECTION 4.01 |
Distributions. |
SECTION 4.02 |
Statements to Certificateholders. |
SECTION 4.03 |
Remittance Reports; P&I Advances. |
SECTION 4.04 |
Allocation of Extraordinary Trust Fund Expenses and Realized Losses. |
SECTION 4.05 |
Compliance with Withholding Requirements. |
SECTION 4.06 |
Net WAC Rate Carryover Reserve Account. |
SECTION 4.07 |
Commission Reporting. |
SECTION 4.08 |
Cap Account |
SECTION 4.09 |
[Reserved] |
ARTICLE V
THE CERTIFICATES
SECTION 5.01 |
The Certificates. |
SECTION 5.02 |
Registration of Transfer and Exchange of Certificates. |
SECTION 5.03 |
Mutilated, Destroyed, Lost or Stolen Certificates. |
SECTION 5.04 |
Persons Deemed Owners. |
SECTION 5.05 |
Certain Available Information. |
ARTICLE VI
THE DEPOSITOR AND THE SERVICER
SECTION 6.01 |
Liability of the Depositor and the Servicer. |
SECTION 6.02 |
Merger or Consolidation of the Depositor or the Servicer. |
SECTION 6.03 |
Limitation on Liability of the Depositor, the Servicer and Others. |
SECTION 6.04 |
Limitation on Resignation of the Servicer. |
SECTION 6.05 |
Rights of the Depositor in Respect of the Servicer. |
SECTION 6.06 |
Duties of the Credit Risk Manager. |
SECTION 6.07 |
Limitation Upon Liability of the Credit Risk Manager. |
SECTION 6.08 |
Removal of the Credit Risk Manager. |
ARTICLE VII
DEFAULT
SECTION 7.01 |
Servicer Events of Default. |
SECTION 7.02 |
Trust Administrator or Trustee to Act; Appointment of Successor. |
SECTION 7.03 |
Notification to Certificateholders. |
SECTION 7.04 |
Waiver of Servicer Events of Default. |
ARTICLE VIII
CONCERNING THE TRUSTEE aND THE TRUST ADMINISTRATOR
SECTION 8.01 |
Duties of Trustee and Trust Administrator. |
SECTION 8.02 |
Certain Matters Affecting the Trustee and the Trust Administrator. |
SECTION 8.03 |
Neither the Trustee nor Trust Administrator Liable for Certificates or Mortgage Loans. |
SECTION 8.04 |
Trustee and Trust Administrator May Own Certificates. |
SECTION 8.05 |
Trustee’s, Trust Administrator’s and Custodians’ Fees and Expenses. |
SECTION 8.06 |
Eligibility Requirements for Trustee and Trust Administrator. |
SECTION 8.07 |
Resignation and Removal of the Trustee and the Trust Administrator. |
SECTION 8.08 |
Successor Trustee or Trust Administrator. |
SECTION 8.09 |
Merger or Consolidation of Trustee or Trust Administrator. |
SECTION 8.10 |
Appointment of Co-Trustee or Separate Trustee. |
SECTION 8.11 |
[Reserved]. |
SECTION 8.12 |
Appointment of Office or Agency. |
SECTION 8.13 |
Representations and Warranties. |
SECTION 8.14 |
[Reserved]. |
SECTION 8.15 |
No Trustee or Trust Administrator Liability for Actions or Inactions of Custodians. |
ARTICLE IX
TERMINATION
SECTION 9.01 |
Termination Upon Repurchase or Liquidation of the Mortgage Loans. |
SECTION 9.02 |
Additional Termination Requirements. |
ARTICLE X
REMIC PROVISIONS
SECTION 10.01 |
REMIC Administration. |
SECTION 10.02 |
Prohibited Transactions and Activities. |
SECTION 10.03 |
Servicer, Trustee and Trust Administrator Indemnification. |
ARTICLE XI
MISCELLANEOUS PROVISIONS
SECTION 11.01 |
Amendment. |
SECTION 11.02 |
Recordation of Agreement; Counterparts. |
SECTION 11.03 |
Limitation on Rights of Certificateholders. |
SECTION 11.04 |
Governing Law. |
SECTION 11.05 |
Notices. |
SECTION 11.06 |
Severability of Provisions. |
SECTION 11.07 |
Notice to Rating Agencies. |
SECTION 11.08 |
Article and Section References. |
SECTION 11.09 |
Grant of Security Interest. |
SECTION 11.10 |
Third Party Rights. |
Exhibits
Exhibit A-1 |
Form of Class A-1 Certificate |
Exhibit A-2 |
Form of Class A-2A Certificate |
Exhibit A-3 |
Form of Class A-2B Certificate |
Exhibit A-4 |
Form of Class A-2C Certificate |
Exhibit A-5 |
Form of Class A-2D Certificate |
Exhibit A-6 |
Form of Class M-1 Certificate |
Exhibit A-7 |
Form of Class M-2 Certificate |
Exhibit A-8 |
Form of Class M-3 Certificate |
Exhibit A-9 |
Form of Class M-4 Certificate |
Exhibit A-10 |
Form of Class M-5 Certificate |
Exhibit A-11 |
Form of Class M-6 Certificate |
Exhibit A-12 |
Form of Class M-7 Certificate |
Exhibit A-13 |
Form of Class M-8 Certificate |
Exhibit A-14 |
Form of Class M-9 Certificate |
Exhibit A-15 |
Form of Class M-10 Certificate |
Exhibit A-16 |
Form of Class M-11 Certificate |
Exhibit A-17 |
Form of Class M-12 Certificate |
Exhibit A-18 |
Form of Class M-13 Certificate |
Exhibit A-19 |
Form of Class CE Certificate |
Exhibit A-20 |
Form of Class P Certificate |
Exhibit A-21 |
Form of Class R Certificate |
Exhibit A-22 |
Form of Class R-X Certificate |
Exhibit B |
[Reserved] |
Exhibit C |
[Reserved] |
Exhibit D |
Form of Assignment Agreements |
Exhibit E |
Request for Release |
Exhibit F-1 |
Form of Transferor Representation Letter and Form of Transferee Representation Letter in Connection with Transfer of the Private Certificates Pursuant to Rule 144A Under the 1933 Act |
Exhibit F-2 |
Form of Transfer Affidavit and Agreement and Form of Transferor Affidavit in Connection with Transfer of Residual Certificates |
Exhibit G |
Form of Certification with respect to ERISA and the Code |
Exhibit H-1 |
Form of Certification to be provided by the Depositor with Form 10-K |
Exhibit H-2 |
Form of Certification to be provided to the Depositor by the Trust Administrator |
Exhibit H-3 |
Form of Certification to be provided to the Depositor by the Servicer |
Exhibit I |
Form of Cap Contract |
Exhibit J |
Form of Cap Administration Agreement |
Schedule 1 |
Mortgage Loan Schedule |
Schedule 2 |
Prepayment Charge Schedule |
This Pooling and Servicing Agreement, is dated and effective as of November 1, 2005, among CITIGROUP MORTGAGE LOAN TRUST INC., as Depositor, OCWEN LOAN SERVICING, LLC, as Servicer, CITIBANK, N.A., as Trust Administrator, and U.S. BANK NATIONAL ASSOCIATION, as Trustee.
PRELIMINARY STATEMENT:
The Depositor intends to sell pass-through certificates to be issued hereunder in multiple classes, which in the aggregate will evidence the entire beneficial ownership interest in each REMIC (as defined herein) created hereunder. The Trust Fund will consist of a segregated pool of assets comprised of the Mortgage Loans and certain other related assets subject to this Agreement.
REMIC I
As provided herein, the Trust Administrator will elect to treat the segregated pool of assets consisting of the Mortgage Loans and certain other related assets (other than any Servicer Prepayment Charge Payment Amounts, the Net WAC Rate Carryover Reserve Account, the Cap Account and the Cap Contract) subject to this Agreement as a REMIC for federal income tax purposes, and such segregated pool of assets will be designated as “REMIC I.” The Class R-I Interest will be the sole class of “residual interests” in REMIC I for purposes of the REMIC Provisions (as defined herein). The following table irrevocably sets forth the designation, the REMIC I Remittance Rate, the initial Uncertificated Balance and, for purposes of satisfying Treasury regulation Section 1.860G-1(a)(4)(iii), the “latest possible maturity date” for each of the REMIC I Regular Interests (as defined herein). None of the REMIC I Regular Interests will be certificated.
|
REMIC I Remittance Rate |
Initial Uncertificated Balance |
Latest Possible Maturity Date(1) |
I-LTAA |
(2) |
$ 452,919,274.64 |
October 2035 |
I-LTA1 |
(2) |
$ 1,702,100.00 |
October 2035 |
I-LTA2A |
(2) |
$ 1,098,685.00 |
October 0000 |
X-XXX0X |
(2) |
$ 290,210.00 |
October 2035 |
I-LTA2C |
(2) |
$ 316,580.00 |
October 0000 |
X-XXX0X |
(2) |
$ 227,330.00 |
October 2035 |
I-LTM1 |
(2) |
$ 168,690.00 |
October 2035 |
I-LTM2 |
(2) |
$ 154,825.00 |
October 2035 |
I-LTM3 |
(2) |
$ 108,610.00 |
October 2035 |
I-LTM4 |
(2) |
$ 71,635.00 |
October 2035 |
I-LTM5 |
(2) |
$ 73,945.00 |
October 2035 |
I-LTM6 |
(2) |
$ 62,390.00 |
October 2035 |
I-LTM7 |
(2) |
$ 55,460.00 |
October 2035 |
I-LTM8 |
(2) |
$ 55,460.00 |
October 2035 |
I-LTM9 |
(2) |
$ 55,460.00 |
October 2035 |
I-LTM10 |
(2) |
$ 30,040.00 |
October 2035 |
I-LTM11 |
(2) |
$ 23,110.00 |
October 2035 |
I-LTM12 |
(2) |
$ 60,080.00 |
October 2035 |
I-LTM13 |
(2) |
$ 23,110.00 |
October 2035 |
I-LTZZ |
(2) |
$ 4,665,530.50 |
October 0000 |
X-XXX |
(2) |
$ 100.00 |
October 2035 |
I-LT1SUB |
(2) |
$ 9,240.99 |
October 2035 |
I-LT1GRP |
(2) |
$ 43,283.00 |
October 2035 |
I-LT2SUB |
(2) |
$ 10,493.42 |
October 2035 |
I-LT2GRP |
(2) |
$ 49,149.52 |
October 2035 |
I-LTXX |
(2) |
$ 462,050,358.22 |
October 2035 |
_______________
(1) |
For purposes of Section 1.860G-1(a)(4)(iii) of the Treasury regulations, the Distribution Date immediately following the maturity date for the Mortgage Loan with the latest maturity date has been designated as the “latest possible maturity date” for each REMIC I Regular Interest. |
(2) |
Calculated in accordance with the definition of “REMIC I Remittance Rate” herein. |
REMIC II
As provided herein, the Trust Administrator will elect to treat the segregated pool of assets consisting of the REMIC I Regular Interests as a REMIC for federal income tax purposes, and such segregated pool of assets will be designated as “REMIC II.” The Class R-II Interest will evidence the sole class of “residual interests” in REMIC II for purposes of the REMIC Provisions under federal income tax law. The following table irrevocably sets forth the designation, the Pass-Through Rate, the initial aggregate Certificate Principal Balance and, for purposes of satisfying Treasury regulation Section 1.860G-1(a)(4)(iii), the “latest possible maturity date” for the indicated Classes of Certificates and the Class CE Interest and the Class P Interest, which are uncertificated.
Designation |
Pass-Through Rate |
Initial Aggregate Certificate |
Latest Possible |
Class A-1 |
Variable(2) |
$ 340,420,000.00 |
October 2035 |
Class A-2A |
Variable(2) |
$ 219,737,000.00 |
October 2035 |
Class A-2B |
Variable(2) |
$ 58,042,000.00 |
October 2035 |
Class A-2C |
Variable(2) |
$ 63,316,000.00 |
October 2035 |
Class A-2D |
Variable(2) |
$ 45,466,000.00 |
October 2035 |
Class M-1 |
Variable(2) |
$ 33,738,000.00 |
October 2035 |
Class M-2 |
Variable(2) |
$ 30,965,000.00 |
October 2035 |
Class M-3 |
Variable(2) |
$ 21,722,000.00 |
October 2035 |
Class M-4 |
Variable(2) |
$ 14,327,000.00 |
October 2035 |
Class M-5 |
Variable(2) |
$ 14,789,000.00 |
October 2035 |
Class M-6 |
Variable(2) |
$ 12,478,000.00 |
October 2035 |
Class M-7 |
Variable(2) |
$ 11,092,000.00 |
October 2035 |
Class M-8 |
Variable(2) |
$ 11,092,000.00 |
October 2035 |
Class M-9 |
Variable(2) |
$ 11,092,000.00 |
October 2035 |
Class M-10 |
Variable(2) |
$ 6,008,000.00 |
October 2035 |
Class M-11 |
Variable(2) |
$ 4,622,000.00 |
October 2035 |
Class M-12 |
Variable(2) |
$ 12,016,000.00 |
October 2035 |
Class M-13 |
Variable(2) |
$ 4,622,000.00 |
October 2035 |
Class CE Interest |
Variable(3) |
$ 8,781,050.28 |
October 2035 |
Class P Interest |
N/A(4) |
$ 100.00 |
October 2035 |
_______________
(1) |
For purposes of Section 1.860G-1(a)(4)(iii) of the Treasury regulations, the Distribution Date immediately following the maturity date for the Mortgage Loans with the latest maturity date has been designated as the “latest possible maturity date” for each Class of Certificates. |
(2) |
Calculated in accordance with the definition of “Pass-Through Rate” herein. |
(3) |
The Class CE Interest will accrue interest at their variable Pass-Through Rate on the Notional Amount of the Class CE Interest outstanding from time to time which shall equal the aggregate Uncertificated Balance of the REMIC I Regular Interests (other than REMIC I Regular Interest I-LTP). The Class CE Interest will not accrue interest on their Certificate Principal Balance. |
(4) |
The Class P Interest will not accrue interest. |
REMIC III
As provided herein, the Trust Administrator will elect to treat the segregated pool of assets consisting of the Class CE Interest as a REMIC for federal income tax purposes, and such segregated pool of assets will be designated as “REMIC III.” The Class R-III Interest will evidence the sole class of “residual interests” in REMIC III for purposes of the REMIC Provisions under federal income tax law. The following table irrevocably sets forth the designation, the Pass-Through Rate, the initial aggregate Certificate Principal Balance and, for purposes of satisfying Treasury regulation Section 1.860G-1(a)(4)(iii), the “latest possible maturity date” for the indicated Class of Certificates.
Designation |
Pass-Through Rate |
Initial Aggregate Certificate |
Latest Possible |
Class CE Certificates |
Variable(2) |
$ 8,781,050.28 |
October 2035 |
_______________
(1) |
For purposes of Section 1.860G-1(a)(4)(iii) of the Treasury regulations, the Distribution Date immediately following the maturity date for the Mortgage Loans with the latest maturity date has been designated as the “latest possible maturity date” for the Class CE Certificates. |
(2) |
The Class CE Certificates will receive 100% of amounts received in respect of the Class CE Interest. |
REMIC IV
As provided herein, the Trust Administrator will elect to treat the segregated pool of assets consisting of the Class P Interest as a REMIC for federal income tax purposes, and such segregated pool of assets will be designated as “REMIC IV.” The Class R-IV Interest will evidence the sole class of “residual interests” in REMIC IV for purposes of the REMIC Provisions under federal income tax law. The following table irrevocably sets forth the designation, the Pass-Through Rate, the initial aggregate Certificate Principal Balance and, for purposes of satisfying Treasury regulation Section 1.860G-1(a)(4)(iii), the “latest possible maturity date” for the indicated Classes of Certificates.
Designation |
Pass-Through Rate |
Initial Aggregate Certificate |
Latest Possible |
Class P Certificates |
Variable(2) |
$100.00 |
October 2035 |
_______________
(1) |
For purposes of Section 1.860G-1(a)(4)(iii) of the Treasury regulations, the Distribution Date immediately following the maturity date for the Mortgage Loans with the latest maturity date has been designated as the “latest possible maturity date” for the Class P Certificates. |
(2) |
The Class P Certificates will receive 100% of amounts received in respect of the Class P Interest. |
As of the Cut-off Date, the Group I Mortgage Loans had an aggregate Stated Principal Balance equal to $ 432,829,963.29 and the Group II Mortgage Loans had an aggregate Stated Principal Balance equal to $ 491,495,186.99.
In consideration of the mutual agreements herein contained, the Depositor, the Servicer, the Trust Administrator and the Trustee agree as follows:
ARTICLE I
DEFINITIONS
|
SECTION 1.01 |
Defined Terms. |
Whenever used in this Agreement, including, without limitation, in the Preliminary Statement hereto, the following words and phrases, unless the context otherwise requires, shall have the meanings specified in this Article. Unless otherwise specified, all calculations described herein shall be made on the basis of a 360-day year consisting of twelve 30-day months.
“Adjustable-Rate Mortgage Loan”: Each of the Mortgage Loans identified on the Mortgage Loan Schedule as having a Mortgage Rate that is subject to adjustment.
“Adjustment Date”: With respect to each Adjustable-Rate Mortgage Loan, the first day of the month in which the Mortgage Rate of such Mortgage Loan changes pursuant to the related Mortgage Note. The first Adjustment Date following the Cut-off Date as to each Adjustable-Rate Mortgage Loan is set forth in the Mortgage Loan Schedule.
“Affiliate”: With respect to any specified Person, any other Person controlling or controlled by or under common control with such specified Person. For the purposes of this definition, “control” when used with respect to any specified Person means the power to direct the management and policies of such Person, directly or indirectly, whether through the ownership of voting securities, by contract or otherwise and the terms “controlling” and “controlled” have meanings correlative to the foregoing.
“Agreement”: This Pooling and Servicing Agreement and all amendments hereof and supplements hereto.
“Allocated Realized Loss Amount”: With respect to any Distribution Date and any Class of Mezzanine Certificates, (x) the sum of (i) any Realized Losses allocated to such Class of Certificates on such Distribution Date and (ii) the amount of any Allocated Realized Loss Amount for such Class of Certificates remaining unpaid from the previous Distribution Date minus (y) the amount of the increase in the Certificate Principal Balance of such Class due to the receipt of Subsequent Recoveries as provided in Section 4.01.
“Assignment”: An assignment of Mortgage, notice of transfer or equivalent instrument, in recordable form, which is sufficient under the laws of the jurisdiction wherein the related Mortgaged Property is located to reflect the record of sale of the Mortgage.
“Assignment Agreement”: Each of the agreements among the Depositor, the Seller and the related Originator regarding the transfer of the Mortgage Loans by the Seller to or at the direction of the Depositor, substantially in the form of Exhibit D annexed hereto.
“Available Distribution Amount”: With respect to any Distribution Date, an amount equal to the excess of (i) the sum of (a) the aggregate of the Monthly Payments due during the Due Period relating to such Distribution Date and received by the Servicer (or by a
Sub-Servicer on their behalf) on or prior to the related Determination Date, after deduction of the Servicing Fee and the Credit Risk Manager Fee for such Distribution Date, (b) Liquidation Proceeds, Insurance Proceeds, Principal Prepayments, proceeds from repurchases of and substitutions for Mortgage Loans, Subsequent Recoveries and other unscheduled payments of principal and interest in respect of the Mortgage Loans or REO Properties received by the Servicer during the related Prepayment Period, (c) the aggregate of any amounts on deposit in the Distribution Account representing Compensating Interest Payments paid by the Servicer in respect of Prepayment Interest Shortfalls relating to Principal Prepayments that occurred during the related Prepayment Period, (d) the aggregate of any P&I Advances made by the Servicer for such Distribution Date and (e) Prepayment Charges received and Servicer Prepayment Charge Payment Amounts paid in respect of Mortgage Loans with respect to which a Principal Prepayment occurred during the related Prepayment Period and any amounts received from the Seller as contemplated in Section 2.03(b) in respect of any Principal Prepayment that occurred during or prior to the related Prepayment Period over (ii) the sum of (a) amounts reimbursable to the Servicer, the Trustee, the Trust Administrator or a Custodian pursuant to Section 6.03 or Section 8.05 or otherwise payable in respect of Extraordinary Trust Fund Expenses, (b) amounts in respect of the items set forth in clauses (i)(a) through (i)(d) above deposited in the Collection Account or the Distribution Account in respect of the items set forth in clauses (i)(a) through (i)(d) above in error, (c) without duplication, any amounts in respect of the items set forth in clauses (i)(a) and (i)(b) permitted hereunder to be retained by the Servicer or to be withdrawn by the Servicer from the Collection Account pursuant to Section 3.18.
“Balloon Mortgage Loan”: A fixed-rate Mortgage Loan that provides for the payment of the unamortized Stated Principal Balance of such Mortgage Loan in a single payment at the maturity of such fixed-rate Mortgage Loan that is substantially greater than the preceding monthly payment.
“Balloon Payment”: A payment of the unamortized Stated Principal Balance of a fixed-rate Mortgage Loan in a single payment at the maturity of such fixed-rate Mortgage Loan that is substantially greater than the preceding Monthly Payment.
“Bankruptcy Code”: The Bankruptcy Reform Act of 1978 (Title 11 of the United States Code), as amended.
“Bankruptcy Loss”: With respect to any Mortgage Loan, a Realized Loss resulting from a Deficient Valuation or Debt Service Reduction.
“Book-Entry Certificate”: Any Certificate registered in the name of the Depository or its nominee. Initially, the Book-Entry Certificates will be the Class A Certificates and the Mezzanine Certificates.
“Book-Entry Custodian”: The custodian appointed pursuant to Section 5.01.
“Business Day”: Any day other than a Saturday, a Sunday or a day on which banking or savings and loan institutions in the State of New York, the State of Texas, the State of Missouri, the State of Iowa, the State of Maryland, the State of California, the State of Arizona, or in the city in which the Corporate Trust Office of the Trustee or the Corporate Trust Office of
the Trust Administrator is located, are authorized or obligated by law or executive order to be closed.
“Cap Account”: The account or accounts created and maintained pursuant to Section 4.08. The Cap Account must be an Eligible Account.
“Cap Administration Agreement”: As defined in Section 4.01.
“Cap Administrator”: Citibank, N.A..
“Cap Contract”: The cap contract between the Trustee on behalf of the Trust and the Cap Provider in the form attached hereto as Exhibit I.
“Cap Provider”: Bear Xxxxxxx Financial Products Inc.
“Cash-out Refinancing”: A Refinanced Mortgage Loan the proceeds of which were in excess of the principal balance of any existing first mortgage on the related Mortgaged Property and related closing costs, and were used to pay any such existing first mortgage, related closing costs and subordinate mortgages on the related Mortgaged Property.
“Certificate”: Any one of the Citigroup Mortgage Loan Trust Inc., Asset-Backed Pass-Through Certificates, Series 2005-HE4, issued under this Agreement.
“Certificate Factor”: With respect to any Class of Certificates as of any Distribution Date, a fraction, expressed as a decimal carried to six places, the numerator of which is the aggregate Certificate Principal Balance (or the Notional Amount, in the case of the Class CE Certificates) of such Class of Certificates on such Distribution Date (after giving effect to any distributions of principal and allocations of Realized Losses and Extraordinary Trust Fund Expenses in reduction of the Certificate Principal Balance (or the Notional Amount, in the case of the Class CE Certificates) of such Class of Certificates to be made on such Distribution Date), and the denominator of which is the initial aggregate Certificate Principal Balance (or the Notional Amount, in the case of the Class CE Certificates) of such Class of Certificates as of the Closing Date.
“Certificate Margin”: With respect to the Floating Rate Certificates and for purposes of the Marker Rate and the Maximum I-LTZZ Uncertificated Interest Deferral Amount, the specified REMIC I Regular Interest as follows:
Class |
REMIC I Regular Interest |
Certificate Margin | |
|
|
(1) (%) |
(2) (%) |
X-0 |
X-XXX0 |
0.240% |
0.480% |
A-2A |
I-LTA2A |
0.080% |
0.160% |
X-0X |
X-XXX0X |
0.160% |
0.320% |
A-2C |
I-LTA2C |
0.270% |
0.540% |
X-0X |
X-XXX0X |
0.360% |
0.720% |
M-1 |
I-LTM1 |
0.410% |
0.615% |
M-2 |
I-LTM1 |
0.450% |
0.675% |
M-3 |
I-LTM3 |
0.460% |
0.690% |
M-4 |
I-LTM4 |
0.600% |
0.900% |
M-5 |
I-LTM5 |
0.650% |
0.975% |
M-6 |
I-LTM6 |
0.750% |
1.125% |
M-7 |
I-LTM7 |
1.500% |
2.250% |
M-8 |
I-LTM8 |
1.800% |
2.700% |
M-9 |
I-LTM9 |
2.500% |
3.750% |
M-10 |
I-LTM10 |
2.500% |
3.750% |
M-11 |
I-LTM11 |
2.500% |
3.750% |
M-12 |
I-LTM12 |
2.050% |
3.075% |
M-13 |
I-LTM13 |
2.050% |
3.075% |
__________
|
(1) |
For each Interest Accrual Period for each Distribution Date on or prior to the Optional Termination Date. | |
|
(2) |
For each other Interest Accrual Period. |
|
“Certificateholder” or “Holder”: The Person in whose name a Certificate is registered in the Certificate Register, except that a Disqualified Organization or a Non-United States Person shall not be a Holder of a Residual Certificate for any purposes hereof and, solely for the purposes of giving any consent pursuant to this Agreement, any Certificate registered in the name of the Depositor or the Servicer or any Affiliate thereof shall be deemed not to be outstanding and the Voting Rights to which it is entitled shall not be taken into account in determining whether the requisite percentage of Voting Rights necessary to effect any such consent has been obtained, except as otherwise provided in Section 11.01. The Trustee and the Trust Administrator may conclusively rely upon a certificate of the Depositor or the Servicer in determining whether a Certificate is held by an Affiliate thereof. All references herein to “Holders” or “Certificateholders” shall reflect the rights of Certificate Owners as they may indirectly exercise such rights through the Depository and participating members thereof, except as otherwise specified herein; provided, however, that the Trustee and the Trust Administrator shall be required to recognize as a “Holder” or “Certificateholder” only the Person in whose name a Certificate is registered in the Certificate Register.
“Certificate Owner”: With respect to a Book-Entry Certificate, the Person who is the beneficial owner of such Certificate as reflected on the books of the Depository or on the books of a Depository Participant or on the books of an indirect participating brokerage firm for which a Depository Participant acts as agent.
“Certificate Principal Balance”: With respect to each Class A Certificate, Mezzanine Certificate or Class P Certificate as of any date of determination, the Certificate Principal Balance of such Certificate on the Distribution Date immediately prior to such date of determination plus any Subsequent Recoveries added to the Certificate Principal Balance of such Certificate pursuant to Section 4.01, minus all distributions allocable to principal made thereon and, in the case of the Mezzanine Certificates, Realized Losses allocated thereto on such
immediately prior Distribution Date (or, in the case of any date of determination up to and including the first Distribution Date, the initial Certificate Principal Balance of such Certificate, as stated on the face thereof). With respect to the Class CE Certificates as of any date of determination, an amount equal to the Percentage Interest evidenced by such Certificate times the excess, if any, of (A) the then aggregate Uncertificated Balance of the REMIC I Regular Interests over (B) the then aggregate Certificate Principal Balance of the Class A Certificates, the Mezzanine Certificates and the Class P Certificates then outstanding.
“Certificate Register” and “Certificate Registrar”: The register maintained pursuant to Section 5.02. Citibank, N.A. will act as Certificate Registrar, for so long as it is Trust Administrator under this Agreement.
“Citibank”: Citibank, N.A.
“Class”: Collectively, all of the Certificates bearing the same class designation.
“Class A-1 Certificates”: Any one of the Class A-1 Certificates executed, authenticated and delivered by the Trust Administrator, substantially in the form annexed hereto as Exhibit A-1 and evidencing a Regular Interest in REMIC II for purposes of the REMIC Provisions.
“Class A-2A Certificates”: Any one of the Class A-2A Certificates executed, authenticated and delivered by the Trust Administrator, substantially in the form annexed hereto as Exhibit A-2 and evidencing a Regular Interest in REMIC II for purposes of the REMIC Provisions.
“Class A-2B Certificates”: Any one of the Class A-2B Certificates executed, authenticated and delivered by the Trust Administrator, substantially in the form annexed hereto as Exhibit A-3 and evidencing a Regular Interest in REMIC II for purposes of the REMIC Provisions.
“Class A-2C Certificates”: Any one of the Class A-2C Certificates executed, authenticated and delivered by the Trust Administrator, substantially in the form annexed hereto as Exhibit A-4 and evidencing a Regular Interest in REMIC II for purposes of the REMIC Provisions.
“Class A-2D Certificates”: Any one of the Class A-3C Certificates executed, authenticated and delivered by the Trust Administrator, substantially in the form annexed hereto as Exhibit A-5 and evidencing a Regular Interest in REMIC II for purposes of the REMIC Provisions.
“Class A Certificates”: Collectively, the Class A-1 Certificates, the Class A-2A Certificates, the Class A-2B Certificates, the Class A-2C Certificates and the Class A-2D Certificates.
“Class A Principal Distribution Amount”: With respect to any Distribution Date, an amount equal to the sum of (i) the Group I Senior Principal Distribution Amount and (ii) the Group II Senior Principal Distribution Amount.
“Class CE Certificate”: Any one of the Class CE Certificates executed, authenticated and delivered by the Trust Administrator, substantially in the form annexed hereto as Exhibit A-19 and evidencing a Regular Interest in REMIC III for purposes of the REMIC Provisions.
“Class CE Interest”: An uncertificated interest in the Trust Fund held by the Trust Administrator on behalf of the Holders of the Class CE Certificates, evidencing a Regular Interest in REMIC II for purposes of the REMIC Provisions.
“Class M-1 Certificate”: Any one of the Class M-1 Certificates executed, authenticated and delivered by the Trust Administrator, substantially in the form annexed hereto as Exhibit A-6 and evidencing a Regular Interest in REMIC II for purposes of the REMIC Provisions.
“Class M-1 Principal Distribution Amount”: With respect to any Distribution Date, the excess of (x) the sum of (i) the aggregate Certificate Principal Balance of the Class A Certificates immediately prior to such Distribution Date (after taking into account the distribution of the Class A Principal Distribution Amount on such Distribution Date) and (ii) the Certificate Principal Balance of the Class M-1 Certificates immediately prior to such Distribution Date over (y) the lesser of (A) the product of (i) approximately 64.60% and (ii) the aggregate Stated Principal Balance of the Mortgage Loans as of the last day of the related Due Period (after giving effect to scheduled payments of principal due during the related Due Period, to the extent received or advanced, and unscheduled collections of principal received during the related Prepayment Period) and (B) the aggregate Stated Principal Balance of the Mortgage Loans as of the last day of the related Due Period (after giving effect to scheduled payments of principal due during the related Due Period, to the extent received or advanced, and unscheduled collections of principal received during the related Prepayment Period) minus $4,621,625.75.
“Class M-2 Certificate”: Any one of the Class M-2 Certificates executed, authenticated and delivered by the Trust Administrator, substantially in the form annexed hereto as Exhibit A-7 and evidencing a Regular Interest in REMIC II for purposes of the REMIC Provisions.
“Class M-2 Principal Distribution Amount”: With respect to any Distribution Date, the excess of (x) the sum of (i) the aggregate Certificate Principal Balance of the Class A Certificates immediately prior to such Distribution Date (after taking into account the distribution of the Class A Principal Distribution Amount on such Distribution Date), (ii) the Certificate Principal Balance of the Class M-1 Certificates immediately prior to such Distribution Date (after taking into account the distribution of the Class M-1 Principal Distribution Amount on such Distribution Date) and (iii) the Certificate Principal Balance of the Class M-2 Certificates immediately prior to such Distribution Date over (y) the lesser of (A) the product of (i) approximately 71.30% and (ii) the aggregate Stated Principal Balance of the Mortgage Loans as of the last day of the related Due Period (after giving effect to scheduled payments of principal due during the related Due Period, to the extent received or advanced, and unscheduled collections of principal received during the related Prepayment Period) and (B) the aggregate Stated Principal Balance of the Mortgage Loans as of the last day of the related Due Period (after giving effect to scheduled payments of principal due during the related Due Period, to the extent
received or advanced, and unscheduled collections of principal received during the related Prepayment Period) minus $4,621,625.75.
“Class M-3 Certificate”: Any one of the Class M-3 Certificates executed, authenticated and delivered by the Trust Administrator, substantially in the form annexed hereto as Exhibit A-8 and evidencing a Regular Interest in REMIC II for purposes of the REMIC Provisions.
“Class M-3 Principal Distribution Amount”: With respect to any Distribution Date, the excess of (x) the sum of (i) the aggregate Certificate Principal Balance of the Class A Certificates immediately prior to such Distribution Date (after taking into account the distribution of the Class A Principal Distribution Amount on such Distribution Date), (ii) the Certificate Principal Balance of the Class M-1 Certificates immediately prior to such Distribution Date (after taking into account the distribution of the Class M-1 Principal Distribution Amount on such Distribution Date), (iii) the Certificate Principal Balance of the Class M-2 Certificates immediately prior to such Distribution Date (after taking into account the distribution of the Class M-2 Principal Distribution Amount on such Distribution Date) and (iv) the Certificate Principal Balance of the Class M-3 Certificates immediately prior to such Distribution Date over (y) the lesser of (A) the product of (i) approximately 76.00% and (ii) the aggregate Stated Principal Balance of the Mortgage Loans as of the last day of the related Due Period (after giving effect to scheduled payments of principal due during the related Due Period, to the extent received or advanced, and unscheduled collections of principal received during the related Prepayment Period) and (B) the aggregate Stated Principal Balance of the Mortgage Loans as of the last day of the related Due Period (after giving effect to scheduled payments of principal due during the related Due Period, to the extent received or advanced, and unscheduled collections of principal received during the related Prepayment Period) minus $4,621,625.75.
“Class M-4 Certificate”: Any one of the Class M-4 Certificates executed, authenticated and delivered by the Trust Administrator, substantially in the form annexed hereto as Exhibit A-9 and evidencing a Regular Interest in REMIC II for purposes of the REMIC Provisions.
“Class M-4 Principal Distribution Amount”: With respect to any Distribution Date, the excess of (x) the sum of (i) the aggregate Certificate Principal Balance of the Class A Certificates immediately prior to such Distribution Date (after taking into account the distribution of the Class A Principal Distribution Amount on such Distribution Date), (ii) the Certificate Principal Balance of the Class M-1 Certificates immediately prior to such Distribution Date (after taking into account the distribution of the Class M-1 Principal Distribution Amount on such Distribution Date), (iii) the Certificate Principal Balance of the Class M-2 Certificates immediately prior to such Distribution Date (after taking into account the distribution of the Class M-2 Principal Distribution Amount on such Distribution Date), (iv) the Certificate Principal Balance of the Class M-3 Certificates immediately prior to such Distribution Date (after taking into account the distribution of the Class M-3 Principal Distribution Amount on such Distribution Date) and (v) the Certificate Principal Balance of the Class M-4 Certificates immediately prior to such Distribution Date over (y) the lesser of (A) the product of (i) approximately 79.10% and (ii) the aggregate Stated Principal Balance of the Mortgage Loans as of the last day of the related Due Period (after giving effect to scheduled payments of principal due during the related Due Period, to the extent received or advanced, and unscheduled collections of principal received during the related Prepayment Period) and (B) the aggregate Stated Principal Balance of the Mortgage Loans as of the last day of the related Due Period (after
giving effect to scheduled payments of principal due during the related Due Period, to the extent received or advanced, and unscheduled collections of principal received during the related Prepayment Period) minus $4,621,625.75.
“Class M-5 Certificate”: Any one of the Class M-5 Certificates executed, authenticated and delivered by the Trust Administrator, substantially in the form annexed hereto as Exhibit A-10 and evidencing a Regular Interest in REMIC II for purposes of the REMIC Provisions.
“Class M-5 Principal Distribution Amount”: With respect to any Distribution Date, the excess of (x) the sum of (i) the aggregate Certificate Principal Balance of the Class A Certificates immediately prior to such Distribution Date (after taking into account the distribution of the Senior Principal Distribution Amount on such Distribution Date), (ii) the Certificate Principal Balance of the Class M-1 Certificates immediately prior to such Distribution Date (after taking into account the distribution of the Class M-1 Principal Distribution Amount on such Distribution Date), (iii) the Certificate Principal Balance of the Class M-2 Certificates immediately prior to such Distribution Date (after taking into account the distribution of the Class M-2 Principal Distribution Amount on such Distribution Date), (iv) the Certificate Principal Balance of the Class M-3 Certificates immediately prior to such Distribution Date (after taking into account the distribution of the Class M-3 Principal Distribution Amount on such Distribution Date), (v) the Certificate Principal Balance of the Class M-4 Certificates immediately prior to such Distribution Date immediately prior to such Distribution Date (after taking into account the distribution of the Class M-4 Principal Distribution Amount on such Distribution Date) and (vi) the Certificate Principal Balance of the Class M-5 Certificates immediately prior to such Distribution Date over (y) the lesser of (A) the product of (i) approximately 82.30% and (ii) the aggregate Stated Principal Balance of the Mortgage Loans as of the last day of the related Due Period (after giving effect to scheduled payments of principal due during the related Due Period, to the extent received or advanced, and unscheduled collections of principal received during the related Prepayment Period) and (B) the aggregate Stated Principal Balance of the Mortgage Loans as of the last day of the related Due Period (after giving effect to scheduled payments of principal due during the related Due Period, to the extent received or advanced, and unscheduled collections of principal received during the related Prepayment Period) minus $4,621,625.75.
“Class M-6 Certificate”: Any one of the Class M-6 Certificates executed, authenticated and delivered by the Trust Administrator, substantially in the form annexed hereto as Exhibit A-11 and evidencing a Regular Interest in REMIC II for purposes of the REMIC Provisions.
“Class M-6 Principal Distribution Amount”: With respect to any Distribution Date, the excess of (x) the sum of (i) the aggregate Certificate Principal Balance of the Class A Certificates immediately prior to such Distribution Date (after taking into account the distributions of the Senior Principal Distribution Amount on such Distribution Date), (ii) the Certificate Principal Balance of the Class M-1 Certificates immediately prior to such Distribution Date (after taking into account the distribution of the Class M-1 Principal Distribution Amount on such Distribution Date), (iii) the Certificate Principal Balance of the Class M-2 Certificates immediately prior to such Distribution Date (after taking into account the distribution of the Class M-2 Principal Distribution Amount on such Distribution Date), (iv) the Certificate Principal Balance of the Class M-3 Certificates immediately prior to such Distribution Date (after taking into account the distribution of the Class M-3 Principal Distribution Amount on such Distribution Date), (v) the Certificate Principal Balance of the Class M-4 Certificates immediately prior to such Distribution Date immediately prior to such Distribution Date (after taking into account the
distribution of the Class M-4 Principal Distribution Amount on such Distribution Date), (vi) the Certificate Principal Balance of the Class M-5 Certificates immediately prior to such Distribution Date (after taking into account the distribution of the Class M-5 Principal Distribution Amount on such Distribution Date) and (vii) the Certificate Principal Balance of the Class M-6 Certificates immediately prior to such Distribution Date over (y) the lesser of (A) the product of (i) approximately 85.00% and (ii) the aggregate Stated Principal Balance of the Mortgage Loans as of the last day of the related Due Period (after giving effect to scheduled payments of principal due during the related Due Period, to the extent received or advanced, and unscheduled collections of principal received during the related Prepayment Period) and (B) the aggregate Stated Principal Balance of the Mortgage Loans as of the last day of the related Due Period (after giving effect to scheduled payments of principal due during the related Due Period, to the extent received or advanced, and unscheduled collections of principal received during the related Prepayment Period) minus $4,621,625.75.
“Class M-7 Certificate”: Any one of the Class M-7 Certificates executed, authenticated and delivered by the Trust Administrator, substantially in the form annexed hereto as Exhibit A-12 and evidencing a Regular Interest in REMIC II for purposes of the REMIC Provisions.
“Class M-7 Principal Distribution Amount”: With respect to any Distribution Date, the excess of (x) the sum of (i) the aggregate Certificate Principal Balance of the Class A Certificates immediately prior to such Distribution Date (after taking into account the distribution of the Senior Principal Distribution Amount on such Distribution Date), (ii) the Certificate Principal Balance of the Class M-1 Certificates immediately prior to such Distribution Date (after taking into account the distribution of the Class M-1 Principal Distribution Amount on such Distribution Date), (iii) the Certificate Principal Balance of the Class M-2 Certificates immediately prior to such Distribution Date (after taking into account the distribution of the Class M-2 Principal Distribution Amount on such Distribution Date), (iv) the Certificate Principal Balance of the Class M-3 Certificates immediately prior to such Distribution Date (after taking into account the distribution of the Class M-3 Principal Distribution Amount on such Distribution Date), (v) the Certificate Principal Balance of the Class M-4 Certificates immediately prior to such Distribution Date immediately prior to such Distribution Date (after taking into account the distribution of the Class M-4 Principal Distribution Amount on such Distribution Date), (vi) the Certificate Principal Balance of the Class M-5 Certificates immediately prior to such Distribution Date (after taking into account the distribution of the Class M-5 Principal Distribution Amount on such Distribution Date), (vii) the Certificate Principal Balance of the Class M-6 Certificates immediately prior to such Distribution Date (after taking into account the distribution of the Class M-6 Principal Distribution Amount on such Distribution Date) and (viii) the Certificate Principal Balance of the Class M-7 Certificates immediately prior to such Distribution Date over (y) the lesser of (A) the product of (i) approximately 87.40% and (ii) the aggregate Stated Principal Balance of the Mortgage Loans as of the last day of the related Due Period (after giving effect to scheduled payments of principal due during the related Due Period, to the extent received or advanced, and unscheduled collections of principal received during the related Prepayment Period) and (B) the aggregate Stated Principal Balance of the Mortgage Loans as of the last day of the related Due Period (after giving effect to scheduled payments of principal due during the related Due Period, to the extent received or advanced, and unscheduled collections of principal received during the related Prepayment Period) minus $4,621,625.75.
“Class M-8 Certificate”: Any one of the Class M-8 Certificates executed, authenticated and delivered by the Trust Administrator, substantially in the form annexed hereto as Exhibit A-13 and evidencing a Regular Interest in REMIC II for purposes of the REMIC Provisions.
“Class M-8 Principal Distribution Amount”: With respect to any Distribution Date, the excess of (x) the sum of (i) the aggregate Certificate Principal Balance of the Class A Certificates immediately prior to such Distribution Date (after taking into account the distribution of the Senior Principal Distribution Amount on such Distribution Date), (ii) the Certificate Principal Balance of the Class M-1 Certificates immediately prior to such Distribution Date (after taking into account the distribution of the Class M-1 Principal Distribution Amount on such Distribution Date), (iii) the Certificate Principal Balance of the Class M-2 Certificates immediately prior to such Distribution Date (after taking into account the distribution of the Class M-2 Principal Distribution Amount on such Distribution Date), (iv) the Certificate Principal Balance of the Class M-3 Certificates immediately prior to such Distribution Date (after taking into account the distribution of the Class M-3 Principal Distribution Amount on such Distribution Date), (v) the Certificate Principal Balance of the Class M-4 Certificates immediately prior to such Distribution Date (after taking into account the distribution of the Class M-4 Principal Distribution Amount on such Distribution Date), (vi) the Certificate Principal Balance of the Class M-5 Certificates immediately prior to such Distribution Date (after taking into account the distribution of the Class M-5 Principal Distribution Amount on such Distribution Date), (vii) the Certificate Principal Balance of the Class M-6 Certificates immediately prior to such Distribution Date (after taking into account the distribution of the Class M-6 Principal Distribution Amount on such Distribution Date), (viii) the Certificate Principal Balance of the Class M-7 Certificates immediately prior to such Distribution Date (after taking into account the distribution of the Class M-7 Principal Distribution Amount on such Distribution Date) and (viii) the Certificate Principal Balance of the Class M-8 Certificates immediately prior to such Distribution Date over (y) the lesser of (A) the product of (i) approximately 89.80% and (ii) the aggregate Stated Principal Balance of the Mortgage Loans as of the last day of the related Due Period (after giving effect to scheduled payments of principal due during the related Due Period, to the extent received or advanced, and unscheduled collections of principal received during the related Prepayment Period) and (B) the aggregate Stated Principal Balance of the Mortgage Loans as of the last day of the related Due Period (after giving effect to scheduled payments of principal due during the related Due Period, to the extent received or advanced, and unscheduled collections of principal received during the related Prepayment Period) minus $4,621,625.75.
“Class M-9 Certificate”: Any one of the Class M-9 Certificates executed, authenticated and delivered by the Trust Administrator, substantially in the form annexed hereto as Exhibit A-14 and evidencing a Regular Interest in REMIC II for purposes of the REMIC Provisions.
“Class M-9 Principal Distribution Amount”: With respect to any Distribution Date, the excess of (x) the sum of (i) the aggregate Certificate Principal Balance of the Class A Certificates immediately prior to such Distribution Date (after taking into account the distribution of the Senior Principal Distribution Amount on such Distribution Date), (ii) the Certificate Principal Balance of the Class M-1 Certificates immediately prior to such Distribution Date (after taking into account the distribution of the Class M-1 Principal Distribution Amount on such Distribution Date), (iii) the Certificate Principal Balance of the Class M-2 Certificates immediately prior to such Distribution Date (after taking into account the distribution of the Class M-2 Principal Distribution
Amount on such Distribution Date), (iv) the Certificate Principal Balance of the Class M-3 Certificates immediately prior to such Distribution Date (after taking into account the distribution of the Class M-3 Principal Distribution Amount on such Distribution Date), (v) the Certificate Principal Balance of the Class M-4 Certificates immediately prior to such Distribution Date (after taking into account the distribution of the Class M-4 Principal Distribution Amount on such Distribution Date), (vi) the Certificate Principal Balance of the Class M-5 Certificates immediately prior to such Distribution Date (after taking into account the distribution of the Class M-5 Principal Distribution Amount on such Distribution Date), (vii) the Certificate Principal Balance of the Class M-6 Certificates immediately prior to such Distribution Date (after taking into account the distribution of the Class M-6 Principal Distribution Amount on such Distribution Date), (viii) the Certificate Principal Balance of the Class M-7 Certificates immediately prior to such Distribution Date (after taking into account the distribution of the Class M-7 Principal Distribution Amount on such Distribution Date), (ix) the Certificate Principal Balance of the Class M-8 Certificates immediately prior to such Distribution Date (after taking into account the distribution of the Class M-8 Principal Distribution Amount on such Distribution Date) and (x) the Certificate Principal Balance of the Class M-9 Certificates immediately prior to such Distribution Date over (y) the lesser of (A) the product of (i) approximately 92.20% and (ii) the aggregate Stated Principal Balance of the Mortgage Loans as of the last day of the related Due Period (after giving effect to scheduled payments of principal due during the related Due Period, to the extent received or advanced, and unscheduled collections of principal received during the related Prepayment Period) and (B) the aggregate Stated Principal Balance of the Mortgage Loans as of the last day of the related Due Period (after giving effect to scheduled payments of principal due during the related Due Period, to the extent received or advanced, and unscheduled collections of principal received during the related Prepayment Period) minus $4,621,625.75.
“Class M-10 Certificate”: Any one of the Class M-10 Certificates executed, authenticated and delivered by the Trust Administrator, substantially in the form annexed hereto as Exhibit A-15 and evidencing a Regular Interest in REMIC II for purposes of the REMIC Provisions.
“Class M-10 Principal Distribution Amount”: With respect to any Distribution Date, the excess of (x) the sum of (i) the aggregate Certificate Principal Balance of the Class A Certificates immediately prior to such Distribution Date (after taking into account the distribution of the Senior Principal Distribution Amount on such Distribution Date), (ii) the Certificate Principal Balance of the Class M-1 Certificates immediately prior to such Distribution Date (after taking into account the distribution of the Class M-1 Principal Distribution Amount on such Distribution Date), (iii) the Certificate Principal Balance of the Class M-2 Certificates immediately prior to such Distribution Date (after taking into account the distribution of the Class M-2 Principal Distribution Amount on such Distribution Date), (iv) the Certificate Principal Balance of the Class M-3 Certificates immediately prior to such Distribution Date (after taking into account the distribution of the Class M-3 Principal Distribution Amount on such Distribution Date), (v) the Certificate Principal Balance of the Class M-4 Certificates immediately prior to such Distribution Date (after taking into account the distribution of the Class M-4 Principal Distribution Amount on such Distribution Date), (vi) the Certificate Principal Balance of the Class M-5 Certificates immediately prior to such Distribution Date (after taking into account the distribution of the Class M-5 Principal Distribution Amount on such Distribution Date), (vii) the Certificate Principal Balance of the Class M-6 Certificates immediately prior to such Distribution Date (after taking into account the distribution of the Class M-6 Principal Distribution Amount on such Distribution Date), (viii) the Certificate
Principal Balance of the Class M-7 Certificates immediately prior to such Distribution Date (after taking into account the distribution of the Class M-7 Principal Distribution Amount on such Distribution Date), (ix) the Certificate Principal Balance of the Class M-8 Certificates immediately prior to such Distribution Date (after taking into account the distribution of the Class M-8 Principal Distribution Amount on such Distribution Date), (x) the Certificate Principal Balance of the Class M-9 Certificates immediately prior to such Distribution Date (after taking into account the distribution of the Class M-9 Principal Distribution Amount on such Distribution Date) and (xi) the Certificate Principal Balance of the Class M-10 Certificates immediately prior to such Distribution Date over (y) the lesser of (A) the product of (i) approximately 93.50% and (ii) the aggregate Stated Principal Balance of the Mortgage Loans as of the last day of the related Due Period (after giving effect to scheduled payments of principal due during the related Due Period, to the extent received or advanced, and unscheduled collections of principal received during the related Prepayment Period) and (B) the aggregate Stated Principal Balance of the Mortgage Loans as of the last day of the related Due Period (after giving effect to scheduled payments of principal due during the related Due Period, to the extent received or advanced, and unscheduled collections of principal received during the related Prepayment Period) minus $4,621,625.75.
“Class M-11 Certificate”: Any one of the Class M-11 Certificates executed, authenticated and delivered by the Trust Administrator, substantially in the form annexed hereto as Exhibit A-16 and evidencing a Regular Interest in REMIC II for purposes of the REMIC Provisions.
“Class M-11 Principal Distribution Amount”: With respect to any Distribution Date, the excess of (x) the sum of (i) the aggregate Certificate Principal Balance of the Class A Certificates immediately prior to such Distribution Date (after taking into account the distribution of the Senior Principal Distribution Amount on such Distribution Date), (ii) the Certificate Principal Balance of the Class M-1 Certificates immediately prior to such Distribution Date (after taking into account the distribution of the Class M-1 Principal Distribution Amount on such Distribution Date), (iii) the Certificate Principal Balance of the Class M-2 Certificates immediately prior to such Distribution Date (after taking into account the distribution of the Class M-2 Principal Distribution Amount on such Distribution Date), (iv) the Certificate Principal Balance of the Class M-3 Certificates immediately prior to such Distribution Date (after taking into account the distribution of the Class M-3 Principal Distribution Amount on such Distribution Date), (v) the Certificate Principal Balance of the Class M-4 Certificates immediately prior to such Distribution Date (after taking into account the distribution of the Class M-4 Principal Distribution Amount on such Distribution Date), (vi) the Certificate Principal Balance of the Class M-5 Certificates immediately prior to such Distribution Date (after taking into account the distribution of the Class M-5 Principal Distribution Amount on such Distribution Date), (vii) the Certificate Principal Balance of the Class M-6 Certificates immediately prior to such Distribution Date (after taking into account the distribution of the Class M-6 Principal Distribution Amount on such Distribution Date), (viii) the Certificate Principal Balance of the Class M-7 Certificates immediately prior to such Distribution Date (after taking into account the distribution of the Class M-7 Principal Distribution Amount on such Distribution Date), (ix) the Certificate Principal Balance of the Class M-8 Certificates immediately prior to such Distribution Date (after taking into account the distribution of the Class M-8 Principal Distribution Amount on such Distribution Date), (x) the Certificate Principal Balance of the Class M-9 Certificates immediately prior to such Distribution Date (after taking into account the distribution of the Class M-9 Principal Distribution Amount on such
Distribution Date), (xi) the Certificate Principal Balance of the Class M-10 Certificates immediately prior to such Distribution Date (after taking into account the distribution of the Class M-10 Principal Distribution Amount on such Distribution Date) and (xii) the Certificate Principal Balance of the Class M-11 Certificates immediately prior to such Distribution Date over (y) the lesser of (A) the product of (i) approximately 94.50% and (ii) the aggregate Stated Principal Balance of the Mortgage Loans as of the last day of the related Due Period (after giving effect to scheduled payments of principal due during the related Due Period, to the extent received or advanced, and unscheduled collections of principal received during the related Prepayment Period) and (B) the aggregate Stated Principal Balance of the Mortgage Loans as of the last day of the related Due Period (after giving effect to scheduled payments of principal due during the related Due Period, to the extent received or advanced, and unscheduled collections of principal received during the related Prepayment Period) minus $4,621,625.75.
“Class M-12 Certificate”: Any one of the Class M-12 Certificates executed, authenticated and delivered by the Trust Administrator, substantially in the form annexed hereto as Exhibit A-17 and evidencing a Regular Interest in REMIC II for purposes of the REMIC Provisions.
“Class M-12 Principal Distribution Amount”: With respect to any Distribution Date, the excess of (x) the sum of (i) the aggregate Certificate Principal Balance of the Class A Certificates immediately prior to such Distribution Date (after taking into account the distribution of the Senior Principal Distribution Amount on such Distribution Date), (ii) the Certificate Principal Balance of the Class M-1 Certificates immediately prior to such Distribution Date (after taking into account the distribution of the Class M-1 Principal Distribution Amount on such Distribution Date), (iii) the Certificate Principal Balance of the Class M-2 Certificates immediately prior to such Distribution Date (after taking into account the distribution of the Class M-2 Principal Distribution Amount on such Distribution Date), (iv) the Certificate Principal Balance of the Class M-3 Certificates immediately prior to such Distribution Date (after taking into account the distribution of the Class M-3 Principal Distribution Amount on such Distribution Date), (v) the Certificate Principal Balance of the Class M-4 Certificates immediately prior to such Distribution Date (after taking into account the distribution of the Class M-4 Principal Distribution Amount on such Distribution Date), (vi) the Certificate Principal Balance of the Class M-5 Certificates immediately prior to such Distribution Date (after taking into account the distribution of the Class M-5 Principal Distribution Amount on such Distribution Date), (vii) the Certificate Principal Balance of the Class M-6 Certificates immediately prior to such Distribution Date (after taking into account the distribution of the Class M-6 Principal Distribution Amount on such Distribution Date), (viii) the Certificate Principal Balance of the Class M-7 Certificates immediately prior to such Distribution Date (after taking into account the distribution of the Class M-7 Principal Distribution Amount on such Distribution Date), (ix) the Certificate Principal Balance of the Class M-8 Certificates immediately prior to such Distribution Date (after taking into account the distribution of the Class M-8 Principal Distribution Amount on such Distribution Date), (x) the Certificate Principal Balance of the Class M-9 Certificates immediately prior to such Distribution Date (after taking into account the distribution of the Class M-9 Principal Distribution Amount on such Distribution Date), (xi) the Certificate Principal Balance of the Class M-10 Certificates immediately prior to such Distribution Date (after taking into account the distribution of the Class M-10 Principal Distribution Amount on such Distribution Date), (xii) the Certificate Principal Balance of the Class M-11 Certificates immediately prior to such Distribution Date (after taking into account the distribution of the Class M-11 Principal Distribution Amount on
such Distribution Date) and (xiii) the Certificate Principal Balance of the Class M-12 Certificates immediately prior to such Distribution Date over (y) the lesser of (A) the product of (i) approximately 97.10% and (ii) the aggregate Stated Principal Balance of the Mortgage Loans as of the last day of the related Due Period (after giving effect to scheduled payments of principal due during the related Due Period, to the extent received or advanced, and unscheduled collections of principal received during the related Prepayment Period) and (B) the aggregate Stated Principal Balance of the Mortgage Loans as of the last day of the related Due Period (after giving effect to scheduled payments of principal due during the related Due Period, to the extent received or advanced, and unscheduled collections of principal received during the related Prepayment Period) minus $4,621,625.75.
“Class M-13 Certificate”: Any one of the Class M-13 Certificates executed, authenticated and delivered by the Trust Administrator, substantially in the form annexed hereto as Exhibit A-18 and evidencing a Regular Interest in REMIC II for purposes of the REMIC Provisions.
“Class M-13 Principal Distribution Amount”: With respect to any Distribution Date, the excess of (x) the sum of (i) the aggregate Certificate Principal Balance of the Class A Certificates immediately prior to such Distribution Date (after taking into account the distribution of the Senior Principal Distribution Amount on such Distribution Date), (ii) the Certificate Principal Balance of the Class M-1 Certificates immediately prior to such Distribution Date (after taking into account the distribution of the Class M-1 Principal Distribution Amount on such Distribution Date), (iii) the Certificate Principal Balance of the Class M-2 Certificates immediately prior to such Distribution Date (after taking into account the distribution of the Class M-2 Principal Distribution Amount on such Distribution Date), (iv) the Certificate Principal Balance of the Class M-3 Certificates immediately prior to such Distribution Date (after taking into account the distribution of the Class M-3 Principal Distribution Amount on such Distribution Date), (v) the Certificate Principal Balance of the Class M-4 Certificates immediately prior to such Distribution Date (after taking into account the distribution of the Class M-4 Principal Distribution Amount on such Distribution Date), (vi) the Certificate Principal Balance of the Class M-5 Certificates immediately prior to such Distribution Date (after taking into account the distribution of the Class M-5 Principal Distribution Amount on such Distribution Date), (vii) the Certificate Principal Balance of the Class M-6 Certificates immediately prior to such Distribution Date (after taking into account the distribution of the Class M-6 Principal Distribution Amount on such Distribution Date), (viii) the Certificate Principal Balance of the Class M-7 Certificates immediately prior to such Distribution Date (after taking into account the distribution of the Class M-7 Principal Distribution Amount on such Distribution Date), (ix) the Certificate Principal Balance of the Class M-8 Certificates immediately prior to such Distribution Date (after taking into account the distribution of the Class M-8 Principal Distribution Amount on such Distribution Date), (x) the Certificate Principal Balance of the Class M-9 Certificates immediately prior to such Distribution Date (after taking into account the distribution of the Class M-9 Principal Distribution Amount on such Distribution Date), (xi) the Certificate Principal Balance of the Class M-10 Certificates immediately prior to such Distribution Date (after taking into account the distribution of the Class M-10 Principal Distribution Amount on such Distribution Date), (xii) the Certificate Principal Balance of the Class M-11 Certificates immediately prior to such Distribution Date (after taking into account the distribution of the Class M-11 Principal Distribution Amount on such Distribution Date), (xiii) the Certificate Principal Balance of the Class M-12 Certificates immediately prior to such Distribution Date (after taking into account the distribution of the
Class M-12 Principal Distribution Amount on such Distribution Date) and (iv) the Certificate Principal Balance of the Class M-13 Certificates immediately prior to such Distribution Date over (y) the lesser of (A) the product of (i) approximately 98.10% and (ii) the aggregate Stated Principal Balance of the Mortgage Loans as of the last day of the related Due Period (after giving effect to scheduled payments of principal due during the related Due Period, to the extent received or advanced, and unscheduled collections of principal received during the related Prepayment Period) and (B) the aggregate Stated Principal Balance of the Mortgage Loans as of the last day of the related Due Period (after giving effect to scheduled payments of principal due during the related Due Period, to the extent received or advanced, and unscheduled collections of principal received during the related Prepayment Period) minus $4,621,625.75.
“Class P Certificate”: Any one of the Class P Certificates executed, authenticated and delivered by the Trust Administrator, substantially in the form annexed hereto as Exhibit A-20 and evidencing a Regular Interest in REMIC IV for purposes of the REMIC Provisions.
“Class P Interest”: An uncertificated interest in the Trust Fund held by the Trust Administrator on behalf of the Holders of the Class P Certificates, evidencing a Regular Interest in REMIC II for purposes of the REMIC Provisions.
“Class R Certificate”: Any one of the Class R Certificates executed, authenticated and delivered by the Trust Administrator, substantially in the form annexed hereto as Exhibit A-21 and evidencing the ownership of the Class R-I Interest and the Class R-II Interest.
“Class R-X Certificate”: Any one of the Class R-X Certificates executed, authenticated and delivered by the Trust Administrator, substantially in the form annexed hereto as Exhibit A-22 and evidencing the ownership of the Class R-III Interest and the Class R-IV Interest.
“Class R-I Interest”: The uncertificated Residual Interest in REMIC I.
“Class R-II Interest”: The uncertificated Residual Interest in REMIC II.
“Class R-III Interest”: The uncertificated Residual Interest in REMIC III.
“Class R-IV Interest”: The uncertificated Residual Interest in REMIC IV.
“Closing Date”: November 30, 2005.
“Code”: The Internal Revenue Code of 1986, as amended.
“Collection Account”: The account or accounts created and maintained by the Servicer pursuant to Section 3.10(a), which shall be entitled “Ocwen Loan Servicing, LLC, as servicer for U.S. Bank National Association, as Trustee, in trust for the registered holders of Citigroup Mortgage Loan Trust, Asset-Backed Pass-Through Certificates, Series 2005-HE4,” and which must be an Eligible Account.
“Commission”: The Securities and Exchange Commission.
“Compensating Interest Payment”: With respect to any Distribution Date and the Mortgage Loans for which a Principal Prepayment in full or in part was received during the related Prepayment Period, an amount equal to the lesser of (A) the aggregate of the Prepayment Interest Shortfalls for the related Distribution Date and (B) the aggregate Servicing Fee received in the related Due Period.
“Corresponding Certificate”: With respect to each REMIC I Regular Interest, the Class of Regular Certificates listed below:
REMIC I Regular Interest |
Class |
I-LTA1 |
Class A-1 |
I-LTA2A |
Class A-2A |
I-LTA2B |
Class X-0X |
X-XXX0X |
Xxxxx X-0X |
X-XXX0X |
Class A-2D |
I-LTM1 |
Class M-1 |
I-LTM2 |
Class M-2 |
I-LTM3 |
Class M-3 |
I-LTM4 |
Class M-4 |
I-LTM5 |
Class M-5 |
I-LTM6 |
Class M-6 |
I-LTM7 |
Class M-7 |
I-LTM8 |
Class M-8 |
I-LTM9 |
Class M-9 |
I-LTM10 |
Class M-10 |
I-LTM11 |
Class M-11 |
I-LTM12 |
Class M-12 |
I-LTM13 |
Class M-13 |
I-LTP |
Class P |
“Corporate Trust Office”: The principal corporate trust office of the Trustee or the Trust Administrator at which at any particular time its corporate trust business in connection with this Agreement shall be administered, which office, with respect to the Trust Administrator, at the date of the execution of this instrument is located at 000 Xxxxxxxxx, 00xx Xxxxx, Xxx Xxxx Xxx Xxxx 00000, or such other address as the Trust Administrator may designate from time to time by notice to the Certificateholders, the Depositor, the Servicer and the Trustee and, with respect to the Trustee, at the date of the execution of this instrument is located at 00 Xxxxxxxxxx Xxxxxx, XX-XX-XX0X, Xx. Xxxx, Xxxxxxxxx 00000-0000, Attention: Structured Finance/CMLTI 2005-HE4, or such other address as the Trustee may designate from time to time by notice to the Certificateholders, the Depositor, the Servicer and the Trust Administrator.
“Credit Risk Manager”: Xxxxxxx Fixed Income Services Inc., formerly known as The Murrayhill Company, a Colorado corporation, and its successors and assigns.
“Credit Risk Management Agreement”: The agreement, dated as of the Closing Date, between the Credit Risk Manager and the Servicer, regarding the loss mitigation and advisory services to be provided by the Credit Risk Manager.
“Credit Risk Manager Fee”: With respect to any Distribution Date, an amount equal to the Credit Risk Manager Fee Rate accrued for one month on the aggregate Stated Principal Balance of the Mortgage Loans as of the first day of the related Due Period.
“Credit Risk Manager Fee Rate”: 0.015% per annum.
“Custodian”: A document custodian appointed by the Trustee to perform (or in the case of the related initial Custodian otherwise engaged to perform) custodial duties with respect to the Mortgage Files. The initial Custodian is Citibank West, FSB. A Custodian may be the Trustee, any Affiliate of the Trustee or an independent entity.
“Custodial Agreement”: An agreement pursuant to which a Custodian performs custodial duties with respect to the Mortgage Files. With respect to the related initial Custodian, the applicable agreement pursuant to which the related initial Custodian performs its custodial duties with respect to the Mortgage Files.
“Cut-off Date”: With respect to each Original Mortgage Loan, November 1, 2005. With respect to all Qualified Substitute Mortgage Loans, their respective dates of substitution. References herein to the “Cut-off Date,” when used with respect to more than one Mortgage Loan, shall be to the respective Cut-off Dates for such Mortgage Loans.
“Debt Service Reduction”: With respect to any Mortgage Loan, a reduction in the scheduled Monthly Payment for such Mortgage Loan by a court of competent jurisdiction in a proceeding under the Bankruptcy Code, except such a reduction resulting from a Deficient Valuation.
“Deficient Valuation”: With respect to any Mortgage Loan, a valuation of the related Mortgaged Property by a court of competent jurisdiction in an amount less than the then outstanding Stated Principal Balance of the Mortgage Loan, which valuation results from a proceeding initiated under the Bankruptcy Code.
“Definitive Certificates”: As defined in Section 5.01(b).
“Deleted Mortgage Loan”: A Mortgage Loan replaced or to be replaced by a Qualified Substitute Mortgage Loan.
“Delinquency Percentage”: As of the last day of the related Due Period, the percentage equivalent of a fraction, the numerator of which is the aggregate Stated Principal Balance of the Mortgage Loans that, as of the last day of the previous calendar month, are 60 or more days delinquent, are in foreclosure, have been converted to REO Properties or in bankruptcy (and delinquent 60 days or more), and the denominator of which is the aggregate Stated Principal Balance of the Mortgage Loans and REO Properties as of the last day of the previous calendar month.
“Depositor”: Citigroup Mortgage Loan Trust Inc., a Delaware corporation, or its successor in interest.
“Depository”: The Depository Trust Company, or any successor Depository hereafter named. The nominee of the initial Depository, for purposes of registering those Certificates that are to be Book-Entry Certificates, is CEDE & Co. The Depository shall at all times be a “clearing corporation” as defined in Section 8-102(3) of the Uniform Commercial Code of the State of New York and a “clearing agency” registered pursuant to the provisions of Section 17A of the Securities Exchange Act of 1934, as amended.
“Depository Institution”: Any depository institution or trust company, including the Trustee and the Trust Administrator, that (a) is incorporated under the laws of the United States of America or any State thereof, (b) is subject to supervision and examination by federal or state banking authorities and (c) has, or is a subsidiary of a holding company that has, an outstanding unsecured commercial paper or other short-term unsecured debt obligations that are rated in the highest rating category (P-1 by Xxxxx’x, F-1 by Fitch and A-1 by S&P) by the Rating Agencies (or a comparable rating if S&P, Xxxxx’x and Fitch are not the Rating Agencies).
“Depository Participant”: A broker, dealer, bank or other financial institution or other Person for whom from time to time a Depository effects book-entry transfers and pledges of securities deposited with the Depository.
“Determination Date”: With respect to each Distribution Date, the 15th day of the calendar month in which such Distribution Date occurs or, if such 15th day is not a Business Day, the Business Day immediately preceding such 15th day.
“Directly Operate”: With respect to any REO Property, the furnishing or rendering of services to the tenants thereof, the management or operation of such REO Property, the holding of such REO Property primarily for sale to customers, the performance of any construction work thereon or any use of such REO Property in a trade or business conducted by REMIC I, other than through an Independent Contractor; provided, however, that the Trustee (or the Servicer on behalf of the Trustee) shall not be considered to Directly Operate an REO Property solely because the Trustee (or the Servicer on behalf of the Trustee) establishes rental terms, chooses tenants, enters into or renews leases, deals with taxes and insurance, or makes decisions as to repairs or capital expenditures with respect to such REO Property.
“Disqualified Organization”: Any of the following: (i) the United States, any State or political subdivision thereof, any possession of the United States, or any agency or instrumentality of any of the foregoing (other than an instrumentality which is a corporation if all of its activities are subject to tax and, except for Xxxxxxx Mac, a majority of its board of directors is not selected by such governmental unit), (ii) any foreign government, any international organization, or any agency or instrumentality of any of the foregoing, (iii) any organization (other than certain farmers’ cooperatives described in Section 521 of the Code) which is exempt from the tax imposed by Chapter 1 of the Code (including the tax imposed by Section 511 of the Code on unrelated business taxable income), (iv) rural electric and telephone cooperatives described in Section 1381(a)(2)(C) of the Code, (v) an “electing large partnership” within the meaning of Section 775 of the Code and (vi) any other Person so designated by the Trustee or Trust Administrator based upon an Opinion of Counsel that the holding of an Ownership Interest in a Residual Certificate by such Person may cause any REMIC or any Person having an
Ownership Interest in any Class of Certificates (other than such Person) to incur a liability for any federal tax imposed under the Code that would not otherwise be imposed but for the Transfer of an Ownership Interest in a Residual Certificate to such Person. The terms “United States,” “State” and “international organization” shall have the meanings set forth in Section 7701 of the Code or successor provisions.
“Distribution Account”: The trust account or accounts created and maintained by the Trust Administrator pursuant to Section 3.10(b) which shall be entitled “Citibank, N.A., as Trust Administrator for U.S. Bank National Association as Trustee, in trust for the registered holders of Citigroup Mortgage Loan Trust Inc., Asset-Backed Pass-Through Certificates, Series 2005-HE4.” The Distribution Account must be an Eligible Account.
“Distribution Date”: The 25th day of any month, or if such 25th day is not a Business Day, the Business Day immediately following such 25th day, commencing in December 2005.
“DOL”: The United States Department of Labor or any successor in interest.
“DOL Regulations”: The regulations promulgated by the DOL at 29 C.F.R.ss.2510.3-101.
“Due Date”: With respect to each Distribution Date, the first day of the calendar month in which such Distribution Date occurs, which is the day of the month on which the Monthly Payment is due on a Mortgage Loan, exclusive of any days of grace.
“Due Period”: With respect to any Distribution Date, the period commencing on the second day of the calendar month preceding the calendar month in which such Distribution Date occurs and ending on the related Due Date.
“Eligible Account”: Any of (i) an account or accounts maintained with a Depository Institution, (ii) an account or accounts the deposits in which are fully insured by the FDIC, (iii) a trust account or accounts maintained with the corporate trust department of a federal or state chartered depository institution or trust company acting in its fiduciary capacity or (iv) an account otherwise acceptable to each Rating Agency without reduction or withdrawal of their then current ratings of the Certificates as evidenced by a letter from each Rating Agency to the Trustee and Trust Administrator. Eligible Accounts may bear interest.
“ERISA”: The Employee Retirement Income Security Act of 1974, as amended.
“Estate in Real Property”: A fee simple estate in a parcel of land.
“Excess Overcollateralized Amount”: With respect to the Class A Certificates and the Mezzanine Certificates and any Distribution Date, the excess, if any, of (i) the Overcollateralized Amount for such Distribution Date (calculated for this purpose only after assuming that 100% of the Principal Remittance Amount on such Distribution Date has been distributed) over (ii) the Overcollateralization Target Amount for such Distribution Date.
“Expense Adjusted Maximum Mortgage Rate”: With respect to any Mortgage Loan (or the related REO Property) as of any date of determination, a per annum rate of interest equal to the then applicable Maximum Mortgage Rate (or Mortgage Rate, in the case of any fixed-rate Mortgage Loan) for such Mortgage Loan minus the sum of the (i) the Servicing Fee Rate and (ii) the Credit Risk Manager Fee Rate.
“Expense Adjusted Mortgage Rate”: With respect to any Mortgage Loan (or the related REO Property) as of any date of determination, a per annum rate of interest equal to the then applicable Mortgage Rate for such Mortgage Loan minus the sum of the (i) the Servicing Fee Rate and (ii) the Credit Risk Manager Fee Rate.
“Extraordinary Trust Fund Expenses”: Any amounts reimbursable to the Servicer or the Depositor pursuant to Section 6.03, any amounts payable from the Distribution Account in respect of taxes pursuant to Section 10.01(g)(iii), any amounts reimbursable to the Trustee, the Trust Administrator or a Custodian from the Trust Fund pursuant to Section 2.01 or Section 8.05 and any other costs, expenses, liabilities and losses borne by the Trust Fund (exclusive of any cost, expense, liability or loss that is specific to a particular Mortgage Loan or REO Property and is taken into account in calculating a Realized Loss in respect thereof) for which the Trust Fund has not and, in the reasonable good faith judgment of the Trust Administrator, shall not, obtain reimbursement or indemnification from any other Person.
“Xxxxxx Xxx”: Xxxxxx Xxx, formerly known as the Federal National Mortgage Association, or any successor thereto.
“FDIC”: Federal Deposit Insurance Corporation or any successor thereto.
“Final Recovery Determination”: With respect to any defaulted Mortgage Loan or any REO Property (other than a Mortgage Loan or REO Property purchased by the related Originator, the Seller, the Depositor or the Servicer pursuant to or as contemplated by Section 2.03 or Section 9.01), a determination made by the Servicer that all Liquidation Proceeds have been recovered. The Servicer shall maintain records of each Final Recovery Determination made thereby.
“Fitch”: Fitch Ratings, or its successor in interest.
“Floating Rate Certificates”: The Class A Certificates and the Mezzanine Certificates.
“Formula Rate”: With respect to any Distribution Date and each Class of Floating Rate Certificates, the lesser of (i) One-Month LIBOR plus the related Certificate Margin and (ii) the related Maximum Cap Rate.
“Xxxxxxx Mac”: Xxxxxxx Mac, formally known as the Federal Home Loan Mortgage Corporation, or any successor thereto.
“Gross Margin”: With respect to each Adjustable-Rate Mortgage Loan, the fixed percentage set forth in the related Mortgage Note that is added to the Index on each Adjustment
Date in accordance with the terms of the related Mortgage Note used to determine the Mortgage Rate for such Adjustable-Rate Mortgage Loan.
“Group I Allocation Percentage”: With respect to the Group I Certificates and any Distribution Date, the percentage equivalent of a fraction, the numerator of which is (x) the Group I Principal Remittance Amount for such Distribution Date and the denominator of which is (y) the Principal Remittance Amount for such Distribution Date.
“Group I Certificates”: The Class A-1 Certificates.
“Group I Interest Remittance Amount”: For any Distribution Date, that portion of the Available Distribution Amount for the related Distribution Date that represents interest received or advanced on the Group I Mortgage Loans and Compensating Interest Payments on the Group I Mortgage Loans (net of Servicing Fees and Credit Risk Manager Fees).
“Group I Mortgage Loan”: A Mortgage Loan assigned to Loan Group I. All Group I Mortgage Loans have a principal balance at origination that conforms to Xxxxxxx Mac loan limits.
“Group I Principal Distribution Amount”: With respect to any Distribution Date, the sum of (i) the principal portion of each Monthly Payment due on the Group I Mortgage Loans during the related Due Period, whether or not received on or prior to the related Determination Date; (ii) the Stated Principal Balance of any Group I Mortgage Loan that was purchased during the related Prepayment Period pursuant to or as contemplated by Section 2.03 or Section 9.01 and the amount of any shortfall deposited in the Collection Account in connection with the substitution of a Deleted Mortgage Loan pursuant to Section 2.03 during the related Prepayment Period; (iii) the principal portion of all other unscheduled collections (including, without limitation, Principal Prepayments, Insurance Proceeds, Liquidation Proceeds, Subsequent Recoveries and REO Principal Amortization) received on the Group I Mortgage Loans during the related Prepayment Period, net of any portion thereof that represents a recovery of principal for which an Advance was made by the Servicer pursuant to Section 4.03 in respect of a preceding Distribution Date and (iv) the Group I Allocation Percentage of any Overcollateralization Increase Amount for such Distribution Date minus (v) the Group I Allocation Percentage of any Overcollateralization Reduction Amount for such Distribution Date. In no event will the Principal Distribution Amount with respect to any Distribution Date be (x) less than zero or (y) greater than the then outstanding aggregate Certificate Principal Balance of the Floating Rate Certificates.
“Group I Principal Remittance Amount”: For any Distribution Date, that portion of the Available Distribution Amount equal to the sum of the amounts set forth in (i) through (iii) of the definition of Group I Principal Distribution Amount.
“Group I Senior Principal Distribution Amount”: With respect to any Distribution Date, the excess of (x) the aggregate Certificate Principal Balance of the Group I Certificates immediately prior to such Distribution Date over (y) the lesser of (A) the product of (i) approximately 57.30% and (ii) the aggregate Stated Principal Balance of the Group I Mortgage Loans as of the last day of the related Due Period (after giving effect to scheduled
payments of principal due during the related Due Period, to the extent received or advanced, and unscheduled collections of principal received during the related Prepayment Period) and (B) the aggregate Stated Principal Balance of the Group I Mortgage Loans as of the last day of the related Due Period (after giving effect to scheduled payments of principal due during the related Due Period, to the extent received or advanced, and unscheduled collections of principal received during the related Prepayment Period) minus $2,164,149.82.
“Group II Allocation Percentage”: With respect to the Group II Certificates and any Distribution Date, the percentage equivalent of a fraction, the numerator of which is (x) the Group II Principal Remittance Amount for such Distribution Date and the denominator of which is (y) the Principal Remittance Amount for such Distribution Date.
“Group II Certificates”: The Class A-2A, Class A-2B, Class A-2C and Class A-2D Certificates.
“Group II Interest Remittance Amount”: For any Distribution Date, that portion of the Available Distribution Amount for the related Distribution Date that represents interest received or advanced on the Group II Mortgage Loans and Compensating Interest Payments on the Group II Mortgage Loans (net of Servicing Fees and Credit Risk Manager Fees).
“Group II Mortgage Loan”: A Mortgage Loan assigned to Loan Group II. All Group II Mortgage Loans have a principal balance at origination that may or may not conform to Xxxxxxx Mac loan limits.
“Group II Principal Distribution Amount”: With respect to any Distribution Date, the sum of (i) the principal portion of each Monthly Payment due on the Group II Mortgage Loans during the related Due Period, whether or not received on or prior to the related Determination Date; (ii) the Stated Principal Balance of any Group II Mortgage Loan that was purchased during the related Prepayment Period pursuant to or as contemplated by Section 2.03 or Section 9.01 and the amount of any shortfall deposited in the Collection Account in connection with the substitution of a Deleted Mortgage Loan pursuant to Section 2.03 during the related Prepayment Period; (iii) the principal portion of all other unscheduled collections (including, without limitation, Principal Prepayments, Insurance Proceeds, Liquidation Proceeds, Subsequent Recoveries and REO Principal Amortization) received on the Group II Mortgage Loans during the related Prepayment Period, net of any portion thereof that represents a recovery of principal for which an Advance was made by the Servicer pursuant to Section 4.03 in respect of a preceding Distribution Date and (iv) the Group II Allocation Percentage of any Overcollateralization Increase Amount for such Distribution Date minus (v) the Group II Allocation Percentage of any Overcollateralization Reduction Amount for such Distribution Date. In no event will the Principal Distribution Amount with respect to any Distribution Date be (x) less than zero or (y) greater than the then outstanding aggregate Certificate Principal Balance of the Floating Rate Certificates.
“Group II Principal Remittance Amount”: For any Distribution Date, that portion of the Available Distribution Amount equal to the sum of the amounts set forth in (i) through (iii) of the definition of Group II Principal Distribution Amount.
“Group II Senior Principal Distribution Amount”: With respect to any Distribution Date, the excess of (x) the aggregate Certificate Principal Balance of the Group II Certificates immediately prior to such Distribution Date over (y) the lesser of (A) the product of (i) approximately 57.30% and (ii) the aggregate Stated Principal Balance of the Group II Mortgage Loans as of the last day of the related Due Period (after giving effect to scheduled payments of principal due during the related Due Period, to the extent received or advanced, and unscheduled collections of principal received during the related Prepayment Period) and (B) the aggregate Stated Principal Balance of the Group II Mortgage Loans as of the last day of the related Due Period (after giving effect to scheduled payments of principal due during the related Due Period, to the extent received or advanced, and unscheduled collections of principal received during the related Prepayment Period) minus $2,457,475.94.
“Highest Priority”: As of any date of determination, the Class of Mezzanine Certificates then outstanding with a Certificate Principal Balance greater than zero, with the highest priority for payments pursuant to Section 4.01, in the following order: Class X-0, Xxxxx X-0, Class M-3, Class M-4, Class M-5, Class M-6, Class M-7, Class M-8, Class M-9, Class M-10, Class M-11, Class M-12 and Class M-13 Certificates.
“Indenture”: An indenture relating to the issuance of notes secured by the Class CE Certificates, the Class P Certificates and/or the Residual Certificates (or any portion thereof).
“Independent”: When used with respect to any specified Person, any such Person who (a) is in fact independent of the Depositor, the Servicer and their respective Affiliates, (b) does not have any direct financial interest in or any material indirect financial interest in the Depositor, the Servicer or any Affiliate thereof, and (c) is not connected with the Depositor, the Servicer or any Affiliate thereof as an officer, employee, promoter, underwriter, trustee, partner, director or Person performing similar functions; provided, however, that a Person shall not fail to be Independent of the Depositor, the Servicer or any Affiliate thereof merely because such Person is the beneficial owner of 1% or less of any class of securities issued by the Depositor or the Servicer or any Affiliate thereof, as the case may be.
“Independent Contractor”: Either (i) any Person (other than the Servicer) that would be an “independent contractor” with respect to any REMIC within the meaning of Section 856(d)(3) of the Code if any REMIC were a real estate investment trust (except that the ownership tests set forth in that section shall be considered to be met by any Person that owns, directly or indirectly, 35% or more of any Class of Certificates), so long as any REMIC does not receive or derive any income from such Person and provided that the relationship between such Person and any REMIC is at arm’s length, all within the meaning of Treasury Regulation Section 1.856-4(b)(5), or (ii) any other Person (including the Servicer) if the Trust Administrator has received an Opinion of Counsel for the benefit of the Trustee and the Trust Administrator to the effect that the taking of any action in respect of any REO Property by such Person, subject to any conditions therein specified, that is otherwise herein contemplated to be taken by an Independent Contractor will not cause such REO Property to cease to qualify as “foreclosure property” within the meaning of Section 860G(a)(8) of the Code (determined without regard to the exception applicable for purposes of Section 860D(a) of the Code), or cause any income realized in respect of such REO Property to fail to qualify as Rents from Real Property.
“Index”: With respect to each Adjustable-Rate Mortgage Loan and each related Adjustment Date, the index specified in the related Mortgage Note.
“Insurance Proceeds”: Proceeds of any title policy, hazard policy or other insurance policy covering a Mortgage Loan, to the extent such proceeds are not to be applied to the restoration of the related Mortgaged Property or released to the Mortgagor in accordance with the procedures that the Servicer would follow in servicing mortgage loans held for its own account, subject to the terms and conditions of the related Mortgage Note and Mortgage.
“Interest Accrual Period”: With respect to any Distribution Date and the Floating Rate Certificates, the period commencing on the Distribution Date of the month immediately preceding the month in which such Distribution Date occurs (or, in the case of the first Distribution Date, commencing on the Closing Date) and ending on the day preceding such Distribution Date. With respect to any Distribution Date and the Class CE Certificates and the REMIC Regular Interests, the one-month period ending on the last day of the calendar month preceding the month in which such Distribution Date occurs.
“Interest Carry Forward Amount”: With respect to any Distribution Date and the Class A Certificates or the Mezzanine Certificates, the sum of (i) the amount, if any, by which (a) the Interest Distribution Amount for such Class of Certificates as of the immediately preceding Distribution Date exceeded (b) the actual amount distributed on such Class of Certificates in respect of interest on such immediately preceding Distribution Date, (ii) the amount of any Interest Carry Forward Amount for such Class of Certificates remaining unpaid from the previous Distribution Date and (iii) accrued interest on the sum of (i) and (ii) above calculated at the related Pass-Through Rate for the most recently ended Interest Accrual Period.
“Interest Determination Date”: With respect to the Floating Rate Certificates and for purposes of the definition of Marker Rate and Maximum I-LTZZ Uncertificated Interest Deferral Amount, REMIC I Regular Interest I-LTA1, REMIC I Regular Interest I-LTA2A, REMIC I Regular Interest I-LTA2B, REMIC I Regular Interest I-LTA2C, REMIC I Regular Interest I-LTA2D, REMIC I Regular Interest I-LTM1, REMIC I Regular Interest I-LTM2, REMIC I Regular Interest I-LTM3, REMIC I Regular Interest I-LTM4, REMIC I Regular Interest I-LTM5, REMIC I Regular Interest I-LTM6, REMIC I Regular Interest I-LTM7, REMIC I Regular Interest I-LTM8, REMIC I Regular Interest I-LTM9, REMIC I Regular Interest I-LTM10, REMIC I Regular Interest I-LTM11, REMIC I Regular Interest I-LTM12 and REMIC I Regular Interest I-LTM13, and any Interest Accrual Period therefor, the second London Business Day preceding the commencement of such Interest Accrual Period.
“Interest Distribution Amount”: With respect to any Floating Rate Certificate and the Class CE Certificates and each Distribution Date, interest accrued during the related Interest Accrual Period at the Pass-Through Rate for such Certificate for such Distribution Date on the Certificate Principal Balance, in the case of the Floating Rate Certificates, or on the Notional Amount, in the case of the Class CE Certificates, of such Certificate immediately prior to such Distribution Date. The Class P Certificates are not entitled to distributions in respect of interest and, accordingly, shall not accrue interest. All distributions of interest on the Floating Rate Certificates shall be calculated on the basis of a 360-day year and the actual number of days in the applicable Interest Accrual Period. All distributions of interest on the Class CE Certificates
shall be based on a 360-day year consisting of twelve 30-day months. The Interest Distribution Amount with respect to each Distribution Date, as to any Floating Rate Certificate or the Class CE Certificates, shall be reduced by an amount equal to the portion allocable to such Certificate pursuant to Section 1.02 hereof of the sum of (a) the aggregate Prepayment Interest Shortfall, if any, for such Distribution Date to the extent not covered by payments pursuant to Section 3.24 and (b) the aggregate amount of any Relief Act Interest Shortfall, if any, for such Distribution Date.
“Late Collections”: With respect to any Mortgage Loan, all amounts received subsequent to the Determination Date immediately following any Due Period, whether as late payments of Monthly Payments or as Insurance Proceeds, Liquidation Proceeds or otherwise, which represent late payments or collections of principal and/or interest due (without regard to any acceleration of payments under the related Mortgage and Mortgage Note) but delinquent for such Due Period and not previously recovered.
“Liquidation Event”: With respect to any Mortgage Loan, any of the following events: (i) such Mortgage Loan is paid in full; (ii) a Final Recovery Determination is made as to such Mortgage Loan; or (iii) such Mortgage Loan is removed from any REMIC by reason of its being purchased, sold or replaced pursuant to or as contemplated by Section 2.03 or Section 9.01. With respect to any REO Property, either of the following events: (i) a Final Recovery Determination is made as to such REO Property; or (ii) such REO Property is removed from REMIC I by reason of its being purchased pursuant to Section 9.01.
“Liquidation Proceeds”: The amount (including any Insurance Proceeds or amounts received in respect of the rental of any REO Property prior to REO Disposition) received by the Servicer in connection with (i) the taking of all or a part of a Mortgaged Property by exercise of the power of eminent domain or condemnation, (ii) the liquidation of a defaulted Mortgage Loan through a trustee’s sale, foreclosure sale or otherwise, or (iii) the repurchase, substitution or sale of a Mortgage Loan or an REO Property pursuant to or as contemplated by Section 2.03, Section 3.23 or Section 9.01.
“Loan-to-Value Ratio”: As of any date of determination, the fraction, expressed as a percentage, the numerator of which is the principal balance of the related Mortgage Loan at such date and the denominator of which is the Value of the related Mortgaged Property.
“Loan Group”: Loan Group I or Loan Group II, as the context requires.
“Loan Group I”: The group of Mortgage Loans identified in the Mortgage Loan Schedule as having been assigned to Loan Group I.
“Loan Group II”: The group of Mortgage Loans identified in the Mortgage Loan Schedule as having been assigned to Loan Group II.
“London Business Day”: Any day on which banks in the City of London and New York are open and conducting transactions in United States dollars.
“Marker Rate”: With respect to the Class CE Certificates and any Distribution Date, a per annum rate equal to two (2) times the weighted average of the REMIC I Remittance
Rate for REMIC I Regular Interest I-LTA1, REMIC I Regular Interest I-LTA2A, REMIC I Regular Interest I-LTA2B, REMIC I Regular Interest I-LTA2C, REMIC I Regular Interest I-LTA2D, REMIC I Regular Interest I-LTM1, REMIC I Regular Interest I-LTM2, REMIC I Regular Interest I-LTM3, REMIC I Regular Interest I-LTM4, REMIC I Regular Interest I-LTM5, REMIC I Regular Interest I-LTM6, REMIC I Regular Interest I-LTM7, REMIC I Regular Interest I-LTM8, REMIC I Regular Interest I-LTM9, REMIC I Regular Interest I-LTM10, REMIC I Regular Interest I-LTM11, REMIC I Regular Interest I-LTM12, REMIC I Regular Interest I-LTM13 and REMIC I Regular Interest I-LTZZ, with the rate on each such REMIC I Regular Interest (other than REMIC I Regular Interest I-LTZZ) subject to a cap equal to the lesser of (i) One-Month LIBOR plus the related Certificate Margin for the related Corresponding Certificate and (ii) the related Net WAC Pass-Through Rate for the related Corresponding Certificate for the purpose of this calculation for such Distribution Date and with the rate on REMIC I Regular Interest I-LTZZ subject to a cap of zero for the purpose of this calculation; provided, however, each such cap shall be multiplied by a fraction, the numerator of which is the actual number of days elapsed in the related Interest Accrual Period and the denominator of which is 30.
“Master Agreement”: Any of the Master Mortgage Loan Purchase and Interim Servicing Agreements between an Originator and the Seller.
“Maximum Cap Rate”: For any Distribution Date with respect to the Group I Certificates, the sum of (A) a per annum rate equal to the product of (x) the weighted average of the Expense Adjusted Net Maximum Mortgage Rates of the Group I Mortgage Loans, weighted on the basis of the outstanding Stated Principal Balances of the Group I Mortgage Loans as of the first day of the month preceding the month of such Distribution Date (after giving effect to scheduled payments of principal due during the related Due Period, to the extent received or advanced, and unscheduled collections of principal received during the related Prepayment Period) and (y) a fraction, the numerator of which is the actual number of days elapsed in the related Interest Accrual Period and the denominator of which is 30 and (B) a per annum rate equal to the product of (x) the payment made by the Cap Provider divided by the aggregate Stated Principal Balance of the Mortgage Loans and (y) 12.
For any Distribution Date with respect to the Group II Certificates, the sum of (A) a per annum rate equal to the product of (x) the weighted average of the Expense Adjusted Net Maximum Mortgage Rates of the Group II Mortgage Loans, weighted on the basis of the outstanding Stated Principal Balances of the Group II Mortgage Loans as of the first day of the month preceding the month of such Distribution Date (after giving effect to scheduled payments of principal due during the related Due Period, to the extent received or advanced, and unscheduled collections of principal received during the related Prepayment Period) and (y) a fraction, the numerator of which is 30 and the denominator of which is the actual number of days elapsed in the related Interest Accrual Period and (B) a per annum rate equal to the product of (x) the payment made by the Cap Provider divided by the aggregate Stated Principal Balance of the Mortgage Loans and (y) 12.
For any Distribution Date with respect to the Mezzanine Certificates, a per annum rate equal to the weighted average (weighted on the basis of the results of subtracting from the aggregate Stated Principal Balance of the applicable Loan Group, the current Certificate
Principal Balance of the related Class A Certificates) of the weighted average of the Maximum Cap Rate for the Group I Mortgage Loans and the Group II Mortgage Loans, in each case, weighted on the basis of the outstanding Stated Principal Balances of the related Mortgage Loans as of the first day of the month preceding the month of such Distribution Date (after giving effect to scheduled payments of principal due during the related Due Period, to the extent received or advanced, and unscheduled collections of principal received during the related Prepayment Period).
“Maximum I-LTZZ Uncertificated Interest Deferral Amount”: With respect to any Distribution Date, the excess of (i) accrued interest at the REMIC I Remittance Rate applicable to REMIC I Regular Interest I-LTZZ for such Distribution Date on a balance equal to the Uncertificated Balance of REMIC I Regular Interest I-LTZZ minus the REMIC I Overcollateralized Amount, in each case for such Distribution Date, over (ii) Uncertificated Interest on REMIC I Regular Interest I-LTA1, REMIC I Regular Interest I-LTA2A, REMIC I Regular Interest I-LTA2B, REMIC I Regular Interest I-LTA2C, REMIC I Regular Interest I-LTA2D, REMIC I Regular Interest I-LTM1, REMIC I Regular Interest I-LTM2, REMIC I Regular Interest I-LTM3, REMIC I Regular Interest I-LTM4, REMIC I Regular Interest I-LTM5, REMIC I Regular Interest I-LTM6, REMIC I Regular Interest I-LTM7, REMIC I Regular Interest I-LTM8, REMIC I Regular Interest I-LTM9, REMIC I Regular Interest I-LTM10, REMIC I Regular Interest I-LTM11, REMIC I Regular Interest I-LTM12 and REMIC I Regular Interest I-LTM13 for such Distribution Date, with the rate on each such REMIC I Regular Interest subject to a cap equal to the lesser of (i) One-Month LIBOR plus the related Certificate Margin for the related Corresponding Certificate and (ii) the related Net WAC Pass-Through Rate for the related Corresponding Certificate; provided, however, each cap shall be multiplied by a fraction, the numerator of which is the actual number of days elapsed in the related Interest Accrual Period and the denominator of which is 30.
“Maximum Mortgage Rate”: With respect to each Adjustable-Rate Mortgage Loan, the percentage set forth in the related Mortgage Note as the maximum Mortgage Rate thereunder.
“MERS”: Mortgage Electronic Registration Systems, Inc., a corporation organized and existing under the laws of the State of Delaware, or any successor thereto.
“MERS System”: The system of recording transfers of Mortgages electronically maintained by MERS.
“Mezzanine Certificates”: Collectively, the Class M-1 Certificates, the Class M-2 Certificates, the Class M-3 Certificates, the Class M-4 Certificates, Class M-5 Certificates, the Class M-6 Certificates, the Class M-7 Certificates, the Class M-8 Certificates, the Class M-9 Certificates, the Class M-10 Certificates, the Class M-11 Certificates, the Class M-12 Certificates and the Class M-13 Certificates.
“MIN”: The Mortgage Identification Number for Mortgage Loans registered with MERS on the MERS System.
“Minimum Mortgage Rate”: With respect to each Adjustable-Rate Mortgage Loan, the percentage set forth in the related Mortgage Note as the minimum Mortgage Rate thereunder.
“MOM Loan”: With respect to any Mortgage Loans registered with MERS on the MERS® System, MERS acting as the mortgagee of such Mortgage Loan, solely as nominee for the originator of such Mortgage Loan and its successors and assigns, at the origination thereof.
“Monthly Payment”: With respect to any Mortgage Loan, the scheduled monthly payment of principal and interest on such Mortgage Loan which is payable by the related Mortgagor from time to time under the related Mortgage Note, determined: (a) after giving effect to (i) any Deficient Valuation and/or Debt Service Reduction with respect to such Mortgage Loan and (ii) any reduction in the amount of interest collectible from the related Mortgagor pursuant to the Relief Act; (b) without giving effect to any extension granted or agreed to by the Servicer pursuant to Section 3.07; and (c) on the assumption that all other amounts, if any, due under such Mortgage Loan are paid when due.
“Moody’s”: Xxxxx’x Investors Service, Inc., or its successor in interest.
“Mortgage”: The mortgage, deed of trust or other instrument creating a first or second lien on, or first priority security interest in, a Mortgaged Property securing a Mortgage Note.
“Mortgage File”: The mortgage documents listed in Section 2.01 pertaining to a particular Mortgage Loan and any additional documents required to be added to the Mortgage File pursuant to this Agreement.
“Mortgage Loan”: Each mortgage loan transferred and assigned to the Trustee pursuant to Section 2.01 or Section 2.03(d) of this Agreement, as from time to time held as a part of REMIC I, the Mortgage Loans so held being identified in the Mortgage Loan Schedule.
“Mortgage Loan Remittance Rate”: With respect to any Mortgage Loan or REO Property, as of any date of determination, the then applicable Mortgage Rate in respect thereof net of the Servicing Fee Rate.
“Mortgage Loan Schedule”: As of any date, the list of Mortgage Loans included in REMIC I on such date, separately identifying the Group I Mortgage Loans and the Group II Mortgage Loans, attached hereto as Schedule 1. The Mortgage Loan Schedule shall set forth the following information with respect to each Mortgage Loan:
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(i) |
the Mortgage Loan identifying number; |
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(ii) |
a code indicating whether the Mortgaged Property is owner-occupied; |
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(iii) |
the type of Residential Dwelling constituting the Mortgaged Property; | |||
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(iv) |
the original months to maturity; |
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(v) |
the original date of the mortgage; |
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(vi) |
the Loan-to-Value Ratio at origination; |
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(vii) |
the Mortgage Rate in effect immediately following the Cut-off Date; | ||
(viii) the date on which the first Monthly Payment was due on the Mortgage Loan;
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(ix) |
the stated maturity date; |
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(x) |
the amount of the Monthly Payment at origination; |
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(xi) |
the amount of the Monthly Payment as of the Cut-off Date; | ||
(xii) the last Due Date on which a Monthly Payment was actually applied to the unpaid Stated Principal Balance;
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(xiii) |
the original principal amount of the Mortgage Loan; |
(xiv) the Scheduled Principal Balance of the Mortgage Loan as of the close of business on the Cut-off Date;
(xv) a code indicating the purpose of the Mortgage Loan (i.e., purchase financing, Rate/Term Refinancing, Cash-Out Refinancing);
(xvi) a code indicating the documentation style (i.e., full, alternative or reduced);
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(xvii) |
the Value of the Mortgaged Property; |
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(xviii) |
the sale price of the Mortgaged Property, if applicable; |
(xix) the actual unpaid principal balance of the Mortgage Loan as of the Cut-off Date;
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(xx) |
the Servicing Fee Rate; |
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(xxi) |
the term of the Prepayment Charge , if any; |
(xxii) the percentage of the principal balance covered by lender paid mortgage insurance, if any; and
(xxiii) with respect to each Adjustable-Rate Mortgage Loan, the Adjustment Dates, the Gross Margin, the Maximum Mortgage Rate, the Minimum Mortgage Rate, the Periodic Rate Cap, the maximum first Adjustment Date Mortgage Rate adjustment, the first Adjustment Date immediately following the origination date and the rounding code (i.e., nearest 0.125%, next highest 0.125%).
The Mortgage Loan Schedule shall set forth the following information with respect to the Mortgage Loans by Loan Group and in the aggregate as of the Cut-off Date: (1) the number of Mortgage Loans; (2) the current principal balance of the Mortgage Loans; (3) the weighted average Mortgage Rate of the Mortgage Loans; (4) the weighted average maturity of the Mortgage Loans; (5) the Scheduled Principal Balance of the Mortgage Loans as of the close of business on the Cut-off Date (not taking into account any Principal Prepayments received on the Cut-off Date); and (6) the amount of the Monthly Payment as of the Cut-off Date. The Mortgage Loan Schedule shall be amended from time to time by the Depositor in accordance with the provisions of this Agreement. With respect to any Qualified Substitute Mortgage Loan, Cut-off Date shall refer to the related Cut-off Date for such Mortgage Loan, determined in accordance with the definition of Cut-off Date herein.
“Mortgage Note”: The original executed note or other evidence of the indebtedness of a Mortgagor under a Mortgage Loan.
“Mortgage Pool”: The pool of Mortgage Loans, identified on Schedule 1 from time to time, and any REO Properties acquired in respect thereof.
“Mortgage Rate”: With respect to each Mortgage Loan, the annual rate at which interest accrues on such Mortgage Loan from time to time in accordance with the provisions of the related Mortgage Note, without regard to any reduction thereof as a result of a Debt Service Reduction or operation of the Relief Act, which rate (i) with respect to each fixed-rate Mortgage Loan shall remain constant at the rate set forth in the Mortgage Loan Schedule as the Mortgage Rate in effect immediately following the Cut-off Date and (ii) with respect to the Adjustable-Rate Mortgage Loans, (A) as of any date of determination until the first Adjustment Date following the Cut-off Date shall be the rate set forth in the Mortgage Loan Schedule as the Mortgage Rate in effect immediately following the Cut-off Date and (B) as of any date of determination thereafter shall be the rate as adjusted on the most recent Adjustment Date equal to the sum, rounded as provided in the Mortgage Note, of the Index, as published as of a date prior to the Adjustment Date as set forth in the related Mortgage Note, plus the related Gross Margin; provided that the Mortgage Rate on such Adjustable-Rate Mortgage Loan on any Adjustment Date shall never be more than the lesser of (i) the sum of the Mortgage Rate in effect immediately prior to the Adjustment Date plus the related Periodic Rate Cap, if any, and (ii) the related Maximum Mortgage Rate, and shall never be less than the greater of (i) the Mortgage Rate in effect immediately prior to the Adjustment Date less the Periodic Rate Cap, if any, and (ii) the related Minimum Mortgage Rate. With respect to each Mortgage Loan that becomes an REO Property, as of any date of determination, the annual rate determined in accordance with the immediately preceding sentence as of the date such Mortgage Loan became an REO Property.
“Mortgaged Property”: The underlying property securing a Mortgage Loan, including any REO Property, consisting of an Estate in Real Property improved by a Residential Dwelling.
“Mortgagor”: The obligor on a Mortgage Note.
“Net Monthly Excess Cashflow”: With respect to any Distribution Date, the sum of (i) any Overcollateralization Reduction Amount and (ii) the excess of (x) the Available Distribution Amount for such Distribution Date over (y) the sum for such Distribution Date of (A) the Senior Interest Distribution Amounts distributable to the holders of the Class A Certificates and the Interest Distribution Amounts distributable to the holders of the Mezzanine Certificates and (B) the Principal Remittance Amount.
“Net WAC Pass-Through Rate”: For any Distribution Date with respect to the Group I Certificates, a per annum rate equal to the product of (x) the weighted average of the Expense Adjusted Net Mortgage Rates of the Group I Mortgage Loans, weighted on the basis of the outstanding Stated Principal Balances of the Group I Mortgage Loans as of the first day of the month preceding the month of such Distribution Date (after giving effect to scheduled payments of principal due during the related Due Period, to the extent received or advanced, and unscheduled collections of principal received during the related Prepayment Period) and (y) a fraction, the numerator of which is 30 and the denominator of which is the actual number of days elapsed in the related Interest Accrual Period. For federal income tax purposes, the economic equivalent of such rate shall be expressed as the weighted average of the REMIC I Remittance Rate on REMIC I Regular Interest I-LT1GRP, weighted on the basis of the Uncertificated Balance of such REMIC I Regular Interest.
For any Distribution Date with respect to the Group II Certificates, a per annum rate equal to the product of (x) the weighted average of the Expense Adjusted Net Mortgage Rates of the Group II Mortgage Loans, weighted on the basis of the outstanding Stated Principal Balances of the Group II Mortgage Loans as of the first day of the month preceding the month of such Distribution Date (after giving effect to scheduled payments of principal due during the related Due Period, to the extent received or advanced, and unscheduled collections of principal received during the related Prepayment Period) and (y) a fraction, the numerator of which is 30 and the denominator of which is the actual number of days elapsed in the related Interest Accrual Period. For federal income tax purposes, the economic equivalent of such rate shall be expressed as the weighted average of the REMIC I Remittance Rate on REMIC I Regular Interest I-LT2GRP, weighted on the basis of the Uncertificated Balance of such REMIC I Regular Interest.
For any Distribution Date with respect to the Mezzanine Certificates, a per annum rate equal to the weighted average (weighted on the basis of the results of subtracting from the aggregate Stated Principal Balance of the applicable Loan Group, the Certificate Principal Balance of the related Class A Certificates) of (i) the weighted average of the Net WAC Pass-Through Rate for the Group I Mortgage Loans as of the first day of the month preceding the month of such Distribution Date (after giving effect to scheduled payments of principal due during the related Due Period, to the extent received or advanced, and unscheduled collections of principal received during the related Prepayment Period) and (ii) the weighted average of the Net WAC Pass-Through Rate for the Group II Mortgage Loans as of the first day of the month preceding the month of such Distribution Date (after giving effect to scheduled payments of principal due during the related Due Period, to the extent received or advanced, and unscheduled collections of principal received during the related Prepayment Period. For federal income tax purposes, the economic equivalent of such rate shall be expressed as the weighted average of the REMIC I Remittance Rates on (a) REMIC I Regular Interest I-LT1SUB, subject to a cap and a floor equal to the weighted average of the Expense Adjusted Net Mortgage Rates of the Group I
Mortgage Loans and (b) REMIC I Regular Interest I-LT2SUB, subject to a cap and a floor equal to the weighted average of the Expense Adjusted Net Mortgage Rates of the Group II Mortgage Loans, weighted on the basis of the Uncertificated Balance of each such REMIC I Regular Interest.
“Net WAC Rate Carryover Reserve Account”: The Net WAC Rate Carryover Reserve Account established and maintained pursuant to Section 4.06.
“Net WAC Rate Carryover Amount”: With respect to any Distribution Date and any Class of Floating Rate Certificates, the sum of (A) the positive excess, if any, of (i) the amount of interest that would have accrued on such Class of Certificates for such Distribution Date if the Pass-Through Rate for such Class of Certificates for such Distribution Date were calculated at the related Formula Rate over (ii) the amount of interest accrued on such Class of Certificates at the Net WAC Pass-Through Rate for such Distribution Date and (B) the related Net WAC Rate Carryover Amount for the previous Distribution Date not previously distributed together with interest accrued on such unpaid amount for the most recently ended Interest Accrual Period at the Formula Rate for such Class of Certificates and such Distribution Date.
“New Lease”: Any lease of REO Property entered into on behalf of REMIC I, including any lease renewed or extended on behalf of REMIC I, if REMIC I has the right to renegotiate the terms of such lease.
“Nonrecoverable Advance”: Any P&I Advance or Servicing Advance previously made or proposed to be made in respect of a Mortgage Loan or REO Property that, in the good faith business judgment of the Servicer will not or, in the case of a proposed P&I Advance or Servicing Advance, would not be ultimately recoverable from related late payments, Insurance Proceeds or Liquidation Proceeds on such Mortgage Loan or REO Property as provided herein.
“Non-United States Person”: Any Person other than a United States Person.
“Notional Amount”: With respect to the Class CE Interest and any Distribution Date, the aggregate Uncertificated Balance of the REMIC I Regular Interests (other than REMIC I Regular Interest I-LTP and REMIC I Regular Interest I-LTXX) for such Distribution Date.
“Officers’ Certificate”: A certificate signed by the Chairman of the Board, the Vice Chairman of the Board, the President or a vice president (however denominated), and by the Treasurer, the Secretary, or one of the assistant treasurers or assistant secretaries of the Servicer, the Seller or the Depositor, as applicable.
“One-Month LIBOR”: With respect to the Class A-1 Certificates and for purposes of the Marker Rate and Maximum I-LTZZ Uncertificated Interest Deferral Amount, REMIC I Remittance Rate for REMIC I Regular Interest I-LTA1, REMIC I Regular Interest I-LTA2A, REMIC I Regular Interest I-LTA2B, REMIC I Regular Interest I-LTA2C, REMIC I Regular Interest I-LTA2D, REMIC I Regular Interest I-LTM1, REMIC I Regular Interest I-LTM2, REMIC I Regular Interest I-LTM3, REMIC I Regular Interest I-LTM4, REMIC I Regular Interest I-LTM5, REMIC I Regular Interest I-LTM6, REMIC I Regular Interest I-LTM7, REMIC I Regular Interest I-LTM8, REMIC I Regular Interest I-LTM9, REMIC I
Regular Interest I-LTM10, REMIC I Regular Interest I-LTM11, REMIC I Regular Interest I-LTM12 and REMIC I Regular Interest I-LTM13, and any Interest Accrual Period therefor, the rate determined by the Trust Administrator on the related Interest Determination Date on the basis of the offered rate for one-month U.S. dollar deposits, as such rate appears on Telerate Page 3750, Bloomberg Page BBAM or another page of these or any other financial reporting service in general use in the financial services industry, as of 11:00 a.m. (London time) on such Interest Determination Date; provided that if such rate does not appear on Telerate Page 3750, the rate for such date will be determined on the basis of the offered rates of the Reference Banks for one-month U.S. dollar deposits, as of 11:00 a.m. (London time) on such Interest Determination Date. In such event, the Trust Administrator will request the principal London office of each of the Reference Banks to provide a quotation of its rate. If on such Interest Determination Date, two or more Reference Banks provide such offered quotations, One-Month LIBOR for the related Interest Accrual Period shall be the arithmetic mean of such offered quotations (rounded upwards if necessary to the nearest whole multiple of 1/16%). If on such Interest Determination Date, fewer than two Reference Banks provide such offered quotations, One-Month LIBOR for the related Interest Accrual Period shall be the higher of (i) LIBOR as determined on the previous Interest Determination Date and (ii) the Reserve Interest Rate. Notwithstanding the foregoing, if, under the priorities described above, LIBOR for an Interest Determination Date would be based on LIBOR for the previous Interest Determination Date for the third consecutive Interest Determination Date, the Trust Administrator, after consultation with the Depositor, shall select an alternative comparable index (over which the Trust Administrator has no control), used for determining one-month Eurodollar lending rates that is calculated and published (or otherwise made available) by an independent party.
“Opinion of Counsel”: A written opinion of counsel, who may, without limitation, be salaried counsel for the Depositor, the Servicer or the Trust Administrator acceptable to the Trustee, if such opinion is delivered to the Trustee, or reasonably acceptable to the Trust Administrator, if such opinion is delivered to the Trust Administrator, except that any opinion of counsel relating to (a) the qualification of any Trust REMIC as a REMIC or (b) compliance with the REMIC Provisions must be an opinion of Independent counsel.
“Optional Termination Date”: The Determination Date on which the aggregate Stated Principal Balance of the Mortgage Loans and each REO Property remaining in the Trust Fund is less than 10% of the aggregate Stated Principal Balance of the Mortgage Loans as of the Cut-off Date.
“Original Mortgage Loan”: Any Mortgage Loans included in Trust Fund as of the Closing Date.
“Originator”: Each of Argent Mortgage Company, L.L.C. and MortgageIT, Inc.
“Overcollateralization Deficiency Amount”: With respect to any Distribution Date, the excess, if any, of (a) the Overcollateralization Target Amount applicable to such Distribution Date over (b) the Overcollateralized Amount applicable to such Distribution Date (calculated for this purpose only after assuming that 100% of the Principal Remittance Amount on such Distribution Date has been distributed).
“Overcollateralization Increase Amount”: With respect to any Distribution Date, the lesser of (a) the sum of (i) the Net Monthly Excess Cashflow for such Distribution Date and (ii) any amounts received under the Cap Contract for this purpose and (b) the Overcollateralization Deficiency Amount for such Distribution Date (calculated for this purpose only after assuming that 100% of the Principal Remittance Amount on such Distribution Date has been distributed).
“Overcollateralization Reduction Amount”: With respect to any Distribution Date, an amount equal to the lesser of (a) the Principal Remittance Amount for such Distribution Date and (b) the Excess Overcollateralized Amount.
“Overcollateralization Target Amount”: With respect to any Distribution Date, (i) prior to the Stepdown Date, an amount equal to 0.95% of the aggregate outstanding Stated Principal Balance of the Mortgage Loans as of the Cut-off Date, (ii) on or after the Stepdown Date provided a Trigger Event is not in effect, the greater of (x) 1.90% of the then current aggregate outstanding Stated Principal Balance of the Mortgage Loans as of the last day of the related Due Period and (y) 0.50% of the aggregate principal balance of the mortgage loans as of the Cut-off Date, or (iii) on or after the Stepdown Date and if a Trigger Event is in effect, the Overcollateralization Target Amount for the immediately preceding Distribution Date. Notwithstanding the foregoing, on and after any Distribution Date following the reduction of the aggregate Certificate Principal Balance of the Class A Certificates and the Mezzanine Certificates to zero, the Overcollateralization Target Amount shall be zero.
“Overcollateralized Amount”: With respect to any Distribution Date, the excess, if any, of (a) the aggregate Stated Principal Balances of the Mortgage Loans and REO Properties as of the last day of the related Due Period (after giving effect to scheduled payments of principal due during the related Due Period, to the extent received or advanced, and unscheduled collections of principal received during the related Prepayment Period) over (b) the sum of the aggregate Certificate Principal Balance of the Class A Certificates, the Mezzanine Certificates and the Class P Certificates after giving effect to distributions to be made on such Distribution Date.
“Ownership Interest”: As to any Certificate, any ownership or security interest in such Certificate, including any interest in such Certificate as the Holder thereof and any other interest therein, whether direct or indirect, legal or beneficial, as owner or as pledgee.
“Pass-Through Rate”: With respect to the Floating Rate Certificates and any Distribution Date, the lesser of (x) the related Formula Rate for such Distribution Date and (y) the related Net WAC Pass-Through Rate for such Distribution Date.
With respect to the Class CE Interest and any Distribution Date, a per annum rate equal to the percentage equivalent of a fraction, the numerator of which is (x) the sum of (i) 100% of the interest on REMIC I Regular Interest I-LTP and 100% of the interest on REMIC I Regular Interest I-LTX and (ii) interest on the Uncertificated Principal Balance of each REMIC I Regular Interest listed in clause (y) below at a rate equal to the related REMIC I Remittance Rate minus the Marker Rate and the denominator of which is (y) the aggregate Uncertificated Balance of REMIC I Regular Interest I-LTA1, REMIC I Regular Interest I-LTA2A, REMIC I Regular
Interest I-LTA2B, REMIC I Regular Interest I-LTA2C, REMIC I Regular Interest I-LTA2D, REMIC I Regular Interest I-LTM1, REMIC I Regular Interest I-LTM2, REMIC I Regular Interest I-LTM3, REMIC I Regular Interest I-LTM4, REMIC I Regular Interest I-LTM5, REMIC I Regular Interest I-LTM6, REMIC I Regular Interest I-LTM7, REMIC I Regular Interest I-LTM8, REMIC I Regular Interest I-LTM9, REMIC I Regular Interest I-LTM10, REMIC I Regular Interest I-LTM11, REMIC I Regular Interest I-LTM12, REMIC I Regular Interest I-LTM13 and REMIC I Regular Interest I-LTZZ. With respect to the Class CE Certificates, 100% of the interest distributable to the Class CE Interest, expressed as a per annum rate.
“Percentage Interest”: With respect to any Class of Certificates (other than the Residual Certificates), the portion of the respective Class evidenced by such Certificate, expressed as a percentage, the numerator of which is the initial Certificate Principal Balance or Notional Amount represented by such Certificate, and the denominator of which is the initial aggregate Certificate Principal Balance or Notional Amount of all of the Certificates of such Class. The Class A Certificates and the Mezzanine Certificates are issuable only in minimum Percentage Interests corresponding to minimum initial Certificate Principal Balances of $25,000 and integral multiples of $1.00 in excess thereof. The Class P Certificates are issuable only in Percentage Interests corresponding to initial Certificate Principal Balances of $20 and integral multiples thereof. The Class CE Certificates are issuable only in minimum Percentage Interests corresponding to minimum initial Certificate Principal Balances of $100,000 and integral multiples of $1.00 in excess thereof; provided, however, that a single Certificate of each such Class of Certificates may be issued having a Percentage Interest corresponding to the remainder of the aggregate initial Certificate Principal Balance or Notional Amount of such Class or to an otherwise authorized denomination for such Class plus such remainder. With respect to any Residual Certificate, the undivided percentage ownership in such Class evidenced by such Certificate, as set forth on the face of such Certificate. The Residual Certificates are issuable in Percentage Interests of 20% and multiples thereof.
“Periodic Rate Cap”: With respect to each Adjustable-Rate Mortgage Loan and any Adjustment Date therefor, the fixed percentage set forth in the related Mortgage Note, which is the maximum amount by which the Mortgage Rate for such Mortgage Loan may increase or decrease (without regard to the Maximum Mortgage Rate or the Minimum Mortgage Rate) on such Adjustment Date from the Mortgage Rate in effect immediately prior to such Adjustment Date.
“Permitted Investments”: Any one or more of the following obligations or securities acquired at a purchase price of not greater than par, regardless of whether issued by the Depositor, the Servicer, the Trustee, the Trust Administrator or any of their respective Affiliates:
(i) direct obligations of, or obligations fully guaranteed as to timely payment of principal and interest by, the United States or any agency or instrumentality thereof, provided such obligations are backed by the full faith and credit of the United States;
(ii) demand and time deposits in, certificates of deposit of, or bankers’ acceptances (which shall each have an original maturity of not more than 90 days and, in the case of bankers’ acceptances, shall in no event have an original maturity of more than
365 days or a remaining maturity of more than 30 days) denominated in United States dollars and issued by, any Depository Institution;
(iii) repurchase obligations with respect to any security described in clause (i) above entered into with a Depository Institution (acting as principal);
(iv) securities bearing interest or sold at a discount that are issued by any corporation incorporated under the laws of the United States of America or any state thereof and that are rated by the Rating Agencies in its highest long-term unsecured rating category at the time of such investment or contractual commitment providing for such investment;
(v) commercial paper (including both non-interest-bearing discount obligations and interest-bearing obligations payable on demand or on a specified date not more than 30 days after the date of acquisition thereof) that is rated by the Rating Agencies that rate such securities in its highest short-term unsecured debt rating available at the time of such investment;
(vi) units of money market funds, including money market funds affiliated with the Trustee, the Trust Administrator or an Affiliate of either of them, that have been rated “AAA” by S&P, “Aaa” by Xxxxx’x and “AAA” by Fitch; and
(vii) if previously confirmed in writing to the Servicer, the Trustee and the Trust Administrator, any other demand, money market or time deposit, or any other obligation, security or investment, as may be acceptable to the Rating Agencies as a permitted investment of funds backing securities having ratings equivalent to its highest initial rating of the Class A Certificates;
provided, however, that no instrument described hereunder shall evidence either the right to receive (a) only interest with respect to the obligations underlying such instrument or (b) both principal and interest payments derived from obligations underlying such instrument and the interest and principal payments with respect to such instrument provide a yield to maturity at par greater than 120% of the yield to maturity at par of the underlying obligations.
“Permitted Transferee”: Any Transferee of a Residual Certificate other than a Disqualified Organization or Non-United States Person.
“Person”: Any individual, corporation, partnership, limited liability company, joint venture, association, joint-stock company, trust, unincorporated organization or government or any agency or political subdivision thereof.
“P&I Advance”: As to any Mortgage Loan or REO Property, any advance made by the Servicer in respect of any Distribution Date pursuant to Section 4.03.
“Plan”: Any employee benefit plan or certain other retirement plans and arrangements, including individual retirement accounts and annuities, Xxxxx plans and bank collective investment funds and insurance company general or separate accounts in which such
plans, accounts or arrangements are invested, that are subject to ERISA or Section 4975 of the Code.
“Prepayment Assumption”: As defined in the Prospectus Supplement.
“Prepayment Charge”: With respect to any Prepayment Period, any prepayment premium, penalty or charge payable by a Mortgagor in connection with any Principal Prepayment on a Mortgage Loan pursuant to the terms of the related Mortgage Note (other than any Servicer Prepayment Charge Payment Amount).
“Prepayment Charge Schedule”: As of any date, the list of Prepayment Charges included in the Trust Fund on such date, attached hereto as Schedule 2 (including the prepayment charge summary attached thereto). The Prepayment Charge Schedule shall set forth the following information with respect to each Prepayment Charge:
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(i) |
the Mortgage Loan identifying number; |
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(ii) |
a code indicating the type of Prepayment Charge; |
(iii) the date on which the first Monthly Payment was due on the related Mortgage Loan;
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(iv) |
the term of the related Prepayment Charge; |
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(v) |
the original Stated Principal Balance of the related Mortgage Loan; and |
(vi) the Stated Principal Balance of the related Mortgage Loan as of the Cut-off Date.
“Prepayment Interest Excess”: With respect to any Distribution Date, for each Mortgage Loan that was the subject of a Principal Prepayment in full during the portion of the related Prepayment Period occurring between the first day of the calendar month in which such Distribution Date occurs and the 15th day of the calendar month in which such Distribution Date occurs, an amount equal to interest (to the extent received) at the applicable Mortgage Rate (less the Servicing Fee) on the amount of such Principal Prepayment for the number of days commencing on the first day of the calendar month in which such Distribution Date occurs and ending on the last date through which interest is collected from the related Mortgagor.
“Prepayment Interest Shortfall”: With respect to any Distribution Date, for each Mortgage Loan that was during the related Prepayment Period the subject of a Principal Prepayment in full or in part occurring between the first day of the related Prepayment Period and the last day of the calendar month preceding the calendar month in which such Distribution Date occurs, an amount equal to interest at the applicable Mortgage Loan Remittance Rate on the amount of such Principal Prepayment for the number of days commencing on the date on which the prepayment is applied and ending on the last day of the calendar month preceding the calendar month in which such Distribution Date occurs. The obligations of the Servicer in respect of any Prepayment Interest Shortfall are set forth in Section 3.24.
“Prepayment Period”: With respect to each Distribution Date, the period commencing on the 16th day of the month preceding the month in which such Distribution Date falls (or, in the case of the first Distribution Date, commencing November 1, 2005) and ending on the 15th day of the calendar month in which such Distribution Date occurs.
“Prime Rate”: The lesser of (i) the per annum rate of interest, publicly announced from time to time by Chase Manhattan Bank at its principal office in the City of New York, as its prime or base lending rate (any change in such rate of interest to be effective on the date such change is announced by Chase Manhattan Bank) and (ii) the maximum rate permissible under applicable usury or similar laws limiting interest rates.
“Principal Prepayment”: Any payment of principal made by the Mortgagor on a Mortgage Loan which is received in advance of its scheduled Due Date and which is not accompanied by an amount of interest representing the full amount of scheduled interest due on any Due Date in any month or months subsequent to the month of prepayment.
“Principal Remittance Amount”: With respect to any Distribution Date, the sum of the (i) the Group I Principal Remittance Amount and (ii) the Group II Principal Remittance Amount.
“Private Certificates”: Any of the Class A-1, Class M-11, Class M-12, Class M-13, Class CE, Class P or Residual Certificates.
“Prospectus Supplement”: The Prospectus Supplement, dated November 28, 2005, relating to the public offering of the Group II Certificates and the Mezzanine Certificates (other than the Class M-11, Class M-12 and Class M-13 Certificates).
“Purchase Price”: With respect to any Mortgage Loan or REO Property to be purchased by the Seller pursuant to or as contemplated by Section 2.03 or Section 9.01, and as confirmed by an Officers’ Certificate from the party purchasing the Mortgage Loan to the Trustee and the Trust Administrator, an amount equal to the sum of: (i) 100% of the Stated Principal Balance thereof as of the date of purchase (or such other price as provided in Section 9.01), (ii) in the case of (x) a Mortgage Loan, accrued interest on such Stated Principal Balance at the applicable Mortgage Loan Remittance Rate in effect from time to time from the Due Date as to which interest was last covered by a payment by the Mortgagor or an advance by the Servicer, which payment or advance had as of the date of purchase been distributed pursuant to Section 4.01, through the end of the calendar month in which the purchase is to be effected, and (y) an REO Property, the sum of (1) accrued interest on such Stated Principal Balance at the applicable Mortgage Loan Remittance Rate in effect from time to time from the Due Date as to which interest was last covered by a payment by the Mortgagor or an advance by the Servicer through the end of the calendar month immediately preceding the calendar month in which such REO Property was acquired, plus (2) REO Imputed Interest for such REO Property for each calendar month commencing with the calendar month in which such REO Property was acquired and ending with the calendar month in which such purchase is to be effected, minus the total of all net rental income, Insurance Proceeds, Liquidation Proceeds and P&I Advances that as of the date of purchase had been distributed as or to cover REO Imputed Interest pursuant to Section 4.01; (iii) any unreimbursed Servicing Advances and P&I Advances and any unpaid Servicing
Fees allocable to such Mortgage Loan or REO Property; (iv) any amounts previously withdrawn from the Collection Account in respect of such Mortgage Loan or REO Property pursuant to Sections 3.11(a)(ix) and Section 3.16(b); and (v) in the case of a Mortgage Loan required to be purchased pursuant to Section 2.03, expenses incurred or to be incurred by the Trust Fund in respect of the breach or defect giving rise to the purchase obligation including any costs and damages incurred by the Trust Fund in connection with any violation of any predatory or abusive lending law with respect to the related Mortgage Loan. With respect to any Mortgage Loan or REO Property to be purchased by an Originator pursuant to or as contemplated by Section 2.03 or Section 9.01, and as confirmed by an Officers’ Certificate from the related Originator to the Trustee and the Trust Administrator, an amount equal to the amount set forth pursuant to the terms of the related Master Agreement.
“Qualified Insurer”: Any insurer which meets the requirements of Xxxxxx Xxx and Xxxxxxx Mac.
“Qualified Substitute Mortgage Loan”: A mortgage loan substituted for a Deleted Mortgage Loan by the Seller pursuant to the terms of this Agreement which must, on the date of such substitution, (i) have an outstanding principal balance, after application of all scheduled payments of principal and interest due during or prior to the month of substitution, not in excess of the Scheduled Principal Balance of the Deleted Mortgage Loan as of the Due Date in the calendar month during which the substitution occurs, (ii) have a Mortgage Rate not less than (and not more than one percentage point in excess of) the Mortgage Rate of the Deleted Mortgage Loan, (iii) be covered under a Primary Mortgage Insurance Policy if such Qualified Substitute Mortgage Loan has a Loan-to-Value Ratio in excess of 80% and the Deleted Mortgage Loan was covered by a Primary Mortgage Insurance Policy, (iv) have a remaining term to maturity not greater than (and not more than one year less than) that of the Deleted Mortgage Loan, (v) have the same Due Date as the Due Date on the Deleted Mortgage Loan, (x) have a Loan-to-Value Ratio as of the date of substitution equal to or lower than the Loan-to-Value Ratio of the Deleted Mortgage Loan as of such date, and (vi) conform to each representation and warranty set forth in the related Assignment Agreement applicable to the Deleted Mortgage Loan. In the event that one or more mortgage loans are substituted for one or more Deleted Mortgage Loans, the amounts described in clause (i) hereof shall be determined on the basis of aggregate principal balances, the Mortgage Rates described in clause (ii) hereof shall be determined on the basis of weighted average Mortgage Rates, the terms described in clause (viii) shall be determined on the basis of weighted average remaining terms to maturity, the Loan-to-Value Ratios described in clause (iv) hereof shall be satisfied as to each such mortgage loan and, except to the extent otherwise provided in this sentence, the representations and warranties described in clause (vi) hereof must be satisfied as to each Qualified Substitute Mortgage Loan or in the aggregate, as the case may be. With respect to an Originator, a mortgage loan substituted for a Deleted Mortgage Loan pursuant to the terms of the related Master Agreement which must, on the date of such substitution conform to the terms set forth in the related Master Agreement.
“Rate/Term Refinancing”: A Refinanced Mortgage Loan, the proceeds of which are not in excess of the existing first mortgage loan on the related Mortgaged Property and related closing costs, and were used exclusively to satisfy the then existing first mortgage loan of the Mortgagor on the related Mortgaged Property and to pay related closing costs.
“Rating Agencies”: S&P, Xxxxx’x and Fitch or their successors. If such agencies or their successors are no longer in existence, the “Rating Agencies” shall be such nationally recognized statistical rating agencies, or other comparable Persons, designated by the Depositor, written notice of which designation shall be given to the Trustee, the Trust Administrator and the Servicer.
“Realized Loss”: With respect to each Mortgage Loan as to which a Final Recovery Determination has been made, an amount (not less than zero) equal to (i) the unpaid principal balance of such Mortgage Loan as of the commencement of the calendar month in which the Final Recovery Determination was made, plus (ii) accrued interest from the Due Date as to which interest was last paid by the Mortgagor through the end of the calendar month in which such Final Recovery Determination was made, calculated in the case of each calendar month during such period (A) at an annual rate equal to the annual rate at which interest was then accruing on such Mortgage Loan and (B) on a principal amount equal to the Stated Principal Balance of such Mortgage Loan as of the close of business on the Distribution Date during such calendar month, plus (iii) any amounts previously withdrawn from the Collection Account in respect of such Mortgage Loan pursuant to Section 3.11(a)(ix) and Section 3.16(b), minus (iv) the proceeds, if any, received in respect of such Mortgage Loan prior to the date such Final Recovery Determination was made, net of amounts that are payable therefrom to the Servicer with respect to such Mortgage Loan pursuant to Section 3.11(a)(iii).
With respect to any REO Property as to which a Final Recovery Determination has been made an amount (not less than zero) equal to (i) the unpaid principal balance of the related Mortgage Loan as of the date of acquisition of such REO Property on behalf of any REMIC, plus (ii) accrued interest from the Due Date as to which interest was last paid by the Mortgagor in respect of the related Mortgage Loan through the end of the calendar month immediately preceding the calendar month in which such REO Property was acquired, calculated in the case of each calendar month during such period (A) at an annual rate equal to the annual rate at which interest was then accruing on the related Mortgage Loan and (B) on a principal amount equal to the Stated Principal Balance of the related Mortgage Loan as of the close of business on the Distribution Date during such calendar month, plus (iii) REO Imputed Interest for such REO Property for each calendar month commencing with the calendar month in which such REO Property was acquired and ending with the calendar month that occurs during the Prepayment Period in which such Final Recovery Determination was made, plus (iv) any amounts previously withdrawn from the Collection Account in respect of the related Mortgage Loan pursuant to Section 3.11(a)(ix) and Section 3.16(b), minus (v) the aggregate of all Servicing Advances made by the Servicer in respect of such REO Property or the related Mortgage Loan (without duplication of amounts netted out of the rental income, Insurance Proceeds and Liquidation Proceeds described in clause (vi) below) and any unpaid Servicing Fees for which the Servicer has been or, in connection with such Final Recovery Determination, will be reimbursed pursuant to Section 3.11(a)(iii) or Section 3.23 out of rental income, Insurance Proceeds and Liquidation Proceeds received in respect of such REO Property, minus (vi) the total of all net rental income, Insurance Proceeds and Liquidation Proceeds received in respect of such REO Property that has been, or in connection with such Final Recovery Determination, will be transferred to the Distribution Account pursuant to Section 3.23.
With respect to each Mortgage Loan which has become the subject of a Deficient Valuation, the difference between the principal balance of the Mortgage Loan outstanding immediately prior to such Deficient Valuation and the principal balance of the Mortgage Loan as reduced by the Deficient Valuation.
With respect to each Mortgage Loan which has become the subject of a Debt Service Reduction, the portion, if any, of the reduction in each affected Monthly Payment attributable to a reduction in the Mortgage Rate imposed by a court of competent jurisdiction. Each such Realized Loss shall be deemed to have been incurred on the Due Date for each affected Monthly Payment.
“Record Date”: With respect to each Distribution Date and any Floating Rate Certificate so long as such Floating Rate Certificates is a Book-Entry Certificate, the Business Day immediately preceding such Distribution Date. With respect to each Distribution Date and any other Certificates, including any Definitive Certificates, the last Business Day of the month immediately preceding the month in which such Distribution Date occurs.
“Refinanced Mortgage Loan”: A Mortgage Loan the proceeds of which were not used to purchase the related Mortgaged Property.
“Regular Certificate”: Any Class A Certificate, Mezzanine Certificate, Class CE Certificate or Class P Certificate.
“Regular Interest”: A “regular interest” in a REMIC within the meaning of Section 860G(a)(1) of the Code.
“Relief Act”: The Servicemembers Civil Relief Act, or any state law providing for similar relief.
“Relief Act Interest Shortfall”: With respect to any Distribution Date and any Mortgage Loan, any reduction in the amount of interest collectible on such Mortgage Loan for the most recently ended calendar month as a result of the application of the Relief Act.
“REMIC”: A “real estate mortgage investment conduit” within the meaning of Section 860D of the Code.
“REMIC I”: The segregated pool of assets subject hereto, constituting the primary trust created hereby and to be administered hereunder, with respect to which a REMIC election is to be made, consisting of: (i) such Mortgage Loans and Prepayment Charges related thereto as from time to time are subject to this Agreement, together with the Mortgage Files relating thereto, and together with all collections thereon and proceeds thereof; (ii) any REO Property, together with all collections thereon and proceeds thereof; (iii) the Trustee’s rights with respect to the Mortgage Loans under all insurance policies required to be maintained pursuant to this Agreement and any proceeds thereof; (iv) the Depositor’s rights under the Assignment Agreements (including any security interest created thereby); and (v) the Collection Account (other than any amounts representing the Servicer Prepayment Charge Payment Amount), the Distribution Account (other than any amounts representing the Servicer Prepayment Charge Payment Amount) and any REO Account, and such assets that are deposited therein from time to
time and any investments thereof, together with any and all income, proceeds and payments with respect thereto. Notwithstanding the foregoing, however, REMIC I specifically excludes all payments and other collections of principal and interest due on the Mortgage Loans on or before the Cut-off Date, all Prepayment Charges payable in connection with Principal Prepayments on the Mortgage Loans made before the Cut-off Date, the Net WAC Rate Carryover Reserve Account, the Cap Contract, the Cap Account and Servicer Prepayment Charge Payment Amounts.
“REMIC I Interest Loss Allocation Amount”: With respect to any Distribution Date, an amount equal to (a) the product of (i) the aggregate Stated Principal Balance of the Mortgage Loans and REO Properties then outstanding and (ii) the REMIC I Remittance Rate for REMIC I Regular Interest I-LTAA minus the Marker Rate, divided by (b) 12.
“REMIC I Marker Allocation Percentage”: 0.50% of any amount payable or loss attributable from the Mortgage Loans, which shall be allocated to REMIC I Regular Interest I-LTAA, REMIC I Regular Interest I-LTA1, REMIC I Regular Interest I-LTA2A, REMIC I Regular Interest I-LTA2B, REMIC I Regular Interest I-LTA2C, REMIC I Regular Interest I-LTA2D, REMIC I Regular Interest I-LTM1, REMIC I Regular Interest I-LTM2, REMIC I Regular Interest I-LTM3, REMIC I Regular Interest I-LTM4, REMIC I Regular Interest I-LTM5, REMIC I Regular Interest I-LTM6, REMIC I Regular Interest I-LTM7, REMIC I Regular Interest I-LTM8, REMIC I Regular Interest I-LTM9, REMIC I Regular Interest I-LTM10, REMIC I Regular Interest I-LTM11, REMIC I Regular Interest I-LTM12, REMIC I Regular Interest I-LTM13, REMIC I Regular Interest I-LTZZ, REMIC I Regular Interest I-LTP and REMIC I Regular Interest I-LTX.
“REMIC I Overcollateralized Amount”: With respect to any date of determination, (i) 0.50% of the aggregate Uncertificated Balance of the REMIC I Regular Interests minus (ii) the aggregate Uncertificated Balance of REMIC I Regular Interest I-LTA1, REMIC I Regular Interest I-LTA2A, REMIC I Regular Interest I-LTA2B, REMIC I Regular Interest I-LTA2C, REMIC I Regular Interest I-LTA2D, REMIC I Regular Interest I-LTM1, REMIC I Regular Interest I-LTM2, REMIC I Regular Interest I-LTM3, REMIC I Regular Interest I-LTM4, REMIC I Regular Interest I-LTM5, REMIC I Regular Interest I-LTM6, REMIC I Regular Interest I-LTM7, REMIC I Regular Interest I-LTM8, REMIC I Regular Interest I-LTM9, REMIC I Regular Interest I-LTM10, REMIC I Regular Interest I-LTM11, REMIC I Regular Interest I-LTM12, REMIC I Regular Interest I-LTM13, REMIC I Regular Interest I-LTP and REMIC I Regular Interest I-LTX, in each case as of such date of determination.
“REMIC I Principal Loss Allocation Amount”: With respect to any Distribution Date, an amount equal to the product of (i) 50% of the aggregate Stated Principal Balance of the Mortgage Loans and REO Properties then outstanding and (ii) 1 minus a fraction, the numerator of which is two times the aggregate Uncertificated Balance of REMIC I Regular Interest I-LTA1, REMIC I Regular Interest I-LTA2A, REMIC I Regular Interest I-LTA2B, REMIC I Regular Interest I-LTA2C, REMIC I Regular Interest I-LTA2D, REMIC I Regular Interest I-LTM1, REMIC I Regular Interest I-LTM2, REMIC I Regular Interest I-LTM3, REMIC I Regular Interest I-LTM4, REMIC I Regular Interest I-LTM5, REMIC I Regular Interest I-LTM6, REMIC I Regular Interest I-LTM7, REMIC I Regular Interest I-LTM8, REMIC I
Regular Interest I-LTM9, REMIC I Regular Interest I-LTM10, REMIC I Regular Interest I-LTM11, REMIC I Regular Interest I-LTM12 and REMIC I Regular Interest I-LTM13 and the denominator of which is the aggregate Uncertificated Balance of REMIC I Regular Interest I-LTA1, REMIC I Regular Interest I-LTA2A, REMIC I Regular Interest I-LTA2B, REMIC I Regular Interest I-LTA2C, REMIC I Regular Interest I-LTA2D, REMIC I Regular Interest I-LTM1, REMIC I Regular Interest I-LTM2, REMIC I Regular Interest I-LTM3, REMIC I Regular Interest I-LTM4, REMIC I Regular Interest I-LTM5, REMIC I Regular Interest I-LTM6, REMIC I Regular Interest I-LTM7, REMIC I Regular Interest I-LTM8, REMIC I Regular Interest I-LTM9, REMIC I Regular Interest I-LTM10, REMIC I Regular Interest I-LTM11, REMIC I Regular Interest I-LTM12, REMIC I Regular Interest I-LTM13 and REMIC I Regular Interest I-LTZZ.
“REMIC I Regular Interest”: Any of the separate non-certificated beneficial ownership interests in REMIC I issued hereunder and designated as a “regular interest” in REMIC I. Each REMIC I Regular Interest shall accrue interest at the related REMIC I Remittance Rate in effect from time to time or shall otherwise be entitled to interest as set forth herein, and shall be entitled to distributions of principal, subject to the terms and conditions hereof, in an aggregate amount equal to its initial Uncertificated Balance as set forth in the Preliminary Statement hereto. The REMIC I Regular Interests are set forth in the Preliminary Statement hereto.
“REMIC I Remittance Rate”: With respect to REMIC I Regular Interest I-LTAA, REMIC I Regular Interest I-LTA1, REMIC I Regular Interest I-LTA2A, REMIC I Regular Interest I-LTA2B, REMIC I Regular Interest I-LTA2C, REMIC I Regular Interest I-LTA2D, REMIC I Regular Interest I-LTM1, REMIC I Regular Interest I-LTM2, REMIC I Regular Interest I-LTM3, REMIC I Regular Interest I-LTM4, REMIC I Regular Interest I-LTM5, REMIC I Regular Interest I-LTM6, REMIC I Regular Interest I-LTM7, REMIC I Regular Interest I-LTM8, REMIC I Regular Interest I-LTM9, REMIC I Regular Interest I-LTM10, REMIC I Regular Interest I-LTM11, REMIC I Regular Interest I-LTM12 and REMIC I Regular Interest I-LTM13, REMIC I Regular Interest I-LTZZ, REMIC I Regular Interest I-LTP, REMIC I Regular Interest I-LTX, REMIC I Regular Interest I-LT1SUB, REMIC I Regular Interest I-LT2SUB and REMIC I Regular Interest I-LTXX, the weighted average of the Expense Adjusted Net Mortgage Rates of the Mortgage Loans. With respect to REMIC I Regular Interest I-LT1GRP, the weighted average of the Expense Adjusted Net Mortgage Rates of the Group I Mortgage Loans and with respect REMIC I Regular Interest I-LT2GRP, the weighted average of the Expense Adjusted Net Mortgage Rates of the Group II Mortgage Loans.
“REMIC I Required Overcollateralized Amount”: 0.50% of the Overcollateralization Target Amount.
“REMIC I Sub WAC Allocation Percentage”: 50% of any amount payable from or loss attributable to the Mortgage Loans, which shall be allocated to REMIC I Regular Interest I-LT1SUB, REMIC I Regular Interest I-LT1GRP, REMIC I Regular Interest I-LT2SUB, REMIC I Regular Interest I-LT2GRP and REMIC I Regular Interest I-LTXX.
“REMIC I Subordinated Balance Ratio”: The ratio between the Uncertificated Balances of each REMIC I Regular Interest ending with the designation “SUB,”, equal to the
ratio between, with respect to each such REMIC I Regular Interest, the excess of (x) the aggregate Stated Principal Balance of the Mortgage Loans in the related Loan Group over (y) the current Certificate Principal Balance of Class A Certificates in the related Loan Group.
“REMIC II”: The segregated pool of assets consisting of all of the REMIC I Regular Interests conveyed in trust to the Trustee, for the benefit of the Class A Certificates, the Mezzanine Certificates, the Class CE Interest, the Class P Interest and the Class R-II Interest and all amounts deposited therein, with respect to which a separate REMIC election is to be made.
“REMIC III”: The segregated pool of assets consisting of all of the Class CE Interest conveyed in trust to the Trust Administrator, for the benefit of the Class CE Certificates, and the Class R-III Interest and all amounts deposited therein, with respect to which a separate REMIC election is to be made.
“REMIC IV”: The segregated pool of assets consisting of all of the Class P Interest conveyed in trust to the Trust Administrator, for the benefit of the Class P Certificates, and the Class R-IV Interest and all amounts deposited therein, with respect to which a separate REMIC election is to be made.
“REMIC Provisions”: Provisions of the federal income tax law relating to real estate mortgage investment conduits, which appear at Section 860A through 860G of the Code, and related provisions, and proposed, temporary and final regulations and published rulings, notices and announcements promulgated thereunder, as the foregoing may be in effect from time to time.
“REMIC Regular Interests”: The REMIC I Regular Interests, the Class CE Interest and the Class P Interest.
“Remittance Report”: A report in form and substance acceptable to the Trust Administrator prepared by the Servicer pursuant to Section 4.03 with such additions, deletions and modifications as agreed to by the Trust Administrator and the Servicer.
“Rents from Real Property”: With respect to any REO Property, gross income of the character described in Section 856(d) of the Code as being included in the term “rents from real property.”
“REO Account”: The account or accounts maintained by the Servicer in respect of an REO Property pursuant to Section 3.23.
“REO Disposition”: The sale or other disposition of an REO Property on behalf of any Trust REMIC.
“REO Imputed Interest”: As to any REO Property, for any calendar month during which such REO Property was at any time part of REMIC I, one month’s interest at the applicable Mortgage Loan Remittance Rate on the Stated Principal Balance of such REO Property (or, in the case of the first such calendar month, of the related Mortgage Loan if appropriate) as of the close of business on the Distribution Date in such calendar month.
“REO Property”: A Mortgaged Property acquired by the Servicer on behalf of the Trust Fund through foreclosure or deed-in-lieu of foreclosure, as described in Section 3.23.
“Request for Release”: A release signed by a Servicing Officer, in the form of Exhibit E attached hereto.
“Residential Dwelling”: Any one of the following: (i) an attached or detached one- family dwelling, (ii) a detached two- to four-family dwelling, (iii) a one-family dwelling unit in a Xxxxxx Xxx eligible condominium project, or (iv) a detached one-family dwelling in a planned unit development, none of which is a co-operative, mobile or manufactured home (as defined in 00 Xxxxxx Xxxxxx Code, Section 5402(6)).
“Residual Certificates”: The Class R Certificates and the Class R-X Certificates.
“Residual Interest”: The sole class of “residual interests” in a REMIC within the meaning of Section 860G(a)(2) of the Code.
“Responsible Officer”: When used with respect to the Trust Administrator, the President, any vice president, any assistant vice president, the Secretary, any assistant secretary, the Treasurer, any assistant treasurer, any trust officer or assistant trust officer, the Controller and any assistant controller or any other officer thereof customarily performing functions similar to those performed by any of the above designated officers and, with respect to a particular matter relating to this Agreement, to whom such matter is referred because of such officer’s knowledge of and familiarity with the particular subject. When used with respect to the Trustee, any officer of the Trustee with direct responsibility for the administration of this Agreement and, with respect to a particular matter relating to this Agreement, to whom such matter is referred because of such officer’s knowledge of and familiarity with the particular subject.
“S&P” Standard & Poor’s Ratings Services, a division of the XxXxxx-Xxxx Companies, Inc., or its successors in interest.
“Scheduled Principal Balance”: With respect to any Mortgage Loan: (a) as of the Cut-off Date, the outstanding principal balance of such Mortgage Loan as of such date, net of the principal portion of all unpaid Monthly Payments, if any, due on or before such date; (b) as of any Due Date subsequent to the Cut-off Date up to and including the Due Date in the calendar month in which a Liquidation Event occurs with respect to such Mortgage Loan, the Scheduled Principal Balance of such Mortgage Loan as of the Cut-off Date, minus the sum of (i) the principal portion of each Monthly Payment due on or before such Due Date but subsequent to the Cut-off Date, whether or not received, (ii) all Principal Prepayments received before such Due Date but after the Cut-off Date, (iii) the principal portion of all Liquidation Proceeds and Insurance Proceeds received before such Due Date but after the Cut-off Date, net of any portion thereof that represents principal due (without regard to any acceleration of payments under the related Mortgage and Mortgage Note) on a Due Date occurring on or before the date on which such proceeds were received and (iv) any Realized Loss incurred with respect thereto as a result of a Deficient Valuation occurring before such Due Date, but only to the extent such Realized Loss represents a reduction in the portion of principal of such Mortgage Loan not yet due (without regard to any acceleration of payments under the related Mortgage and Mortgage Note)
as of the date of such Deficient Valuation; and (c) as of any Due Date subsequent to the occurrence of a Liquidation Event with respect to such Mortgage Loan, zero. With respect to any REO Property: (a) as of any Due Date subsequent to the date of its acquisition on behalf of the Trust Fund up to and including the Due Date in the calendar month in which a Liquidation Event occurs with respect to such REO Property, an amount (not less than zero) equal to the Scheduled Principal Balance of the related Mortgage Loan as of the Due Date in the calendar month in which such REO Property was acquired minus the principal portion of each Monthly Payment that would have become due on such related Mortgage Loan after such REO Property was acquired if such Mortgage Loan had not been converted to an REO Property; and (b) as of any Due Date subsequent to the occurrence of a Liquidation Event with respect to such REO Property, zero.
“Seller”: Citigroup Global Markets Realty Corp. or its successor in interest.
“Senior Enhancement Percentage”: For any Distribution Date, the percentage equivalent of a fraction, the numerator of which is the sum of the aggregate Certificate Principal Balance of the Mezzanine, Class CE and Class P Certificates, calculated after taking into account distribution of the Group I Principal Distribution Amount and the Group II Principal Distribution Amount to the Certificates then entitled to distributions of principal on such Distribution Date, and the denominator of which is the aggregate Stated Principal Balance of the Mortgage Loans as of the last day of the related Due Period (after giving effect to scheduled payments of principal due during the related Due Period, to the extent received or advanced, and unscheduled collections of principal received during the related Prepayment Period).
“Senior Interest Distribution Amount”: With respect to any Distribution Date and each Class of Class A Certificates, an amount equal to the sum of (i) the Interest Distribution Amount for such Distribution Date and (ii) the Interest Carry Forward Amount, if any, for such Distribution Date.
“Servicer”: Ocwen Loan Servicing, LLC or any successor Servicer appointed as herein provided, each in its capacity as a Servicer hereunder.
“Servicer Event of Default”: One or more of the events described in Section 7.01.
“Servicer Prepayment Charge Payment Amount”: The amounts payable by the Servicer in respect of any waived Prepayment Charges pursuant to Section 3.01.
“Servicer Remittance Date”: With respect to any Distribution Date, the 22nd day of the calendar month in which such Distribution Date occurs or, if such 22nd day is not a Business Day, the Business Day immediately following.
“Servicing Account”: The account or accounts created and maintained pursuant to Section 3.09.
“Servicing Advances”: The reasonable “out-of-pocket” costs and expenses incurred by the Servicer in connection with a default, delinquency or other unanticipated event by the Servicer in the performance of its servicing obligations, including, but not limited to, the cost of (i) the preservation, restoration and protection of a Mortgaged Property, (ii) any
enforcement or judicial proceedings, including foreclosures, in respect of a particular Mortgage Loan, including any expenses incurred in relation to any such proceedings that result from the Mortgage Loan being registered on the MERS System, (iii) the management (including reasonable fees in connection therewith) and liquidation of any REO Property, (iv) obtaining any legal documentation required to be included in the Mortgage File and/or correcting any outstanding title issues (i.e. any lien or encumbrance on the Mortgaged Property that prevents the effective enforcement of the intended lien position) reasonably necessary for the Servicer to perform its obligations under this Agreement and (v) the performance of its obligations under Section 3.01, Section 3.09, Section 3.13, Section 3.14, Section 3.16 and Section 3.23. Servicing Advances shall also include any reasonable “out-of-pocket” costs and expenses (including legal fees) incurred by the Servicer in connection with executing and recording instruments of satisfaction, deeds of reconveyance or Assignments of Mortgage in connection with any foreclosure in respect of any Mortgage Loan to the extent not recovered from the related Mortgagor or otherwise payable under this Agreement.The Servicer shall not be required to make any Servicing Advance in respect of a Mortgage Loan or REO Property that, in the good faith business judgment of the Servicer, would not be ultimately recoverable from related Insurance Proceeds or Liquidation Proceeds on such Mortgage Loan or REO Property as provided herein. The Servicer shall not be required to make any Servicing Advance that would be a Nonrecoverable Advance.
“Servicing Fee”: With respect to each Mortgage Loan and for any calendar month, an amount equal to one month’s interest at the Servicing Fee Rate on the same principal amount on which interest on such Mortgage Loan accrues for such calendar month. A portion of such Servicing Fee may be retained by any Sub-Servicer as its servicing compensation.
“Servicing Fee Rate”: With respect to each Mortgage Loan, the rate of 0.50% per annum.
“Servicing Officer”: Any employee of the Servicer involved in, or responsible for, the administration and servicing of the Mortgage Loans, whose name appear on a list of Servicing Officers furnished by the Servicer to the Trustee, the Trust Administrator and the Depositor on the Closing Date, as such list may from time to time be amended.
“Single Certificate”: With respect to any Class of Certificates (other than the Residual Certificates), a hypothetical Certificate of such Class evidencing a Percentage Interest for such Class corresponding to an initial Certificate Principal Balance or Notional Amount of $1,000. With respect to the Class P and the Residual Certificates, a hypothetical Certificate of such Class evidencing a 20% Percentage Interest in such Class.
“Startup Day”: With respect to any Trust REMIC, the day designated as such pursuant to Section 10.01(b) hereof.
“Stated Principal Balance”: With respect to any Mortgage Loan: (a) as of any date of determination up to but not including the Distribution Date on which the proceeds, if any, of a Liquidation Event with respect to such Mortgage Loan would be distributed, the Scheduled Principal Balance of such Mortgage Loan as of the Cut-off Date, as shown in the Mortgage Loan Schedule, minus the sum of (i) the principal portion of each Monthly Payment due on a Due Date
subsequent to the Cut-off Date, to the extent received from the Mortgagor or advanced by the Servicer and distributed pursuant to Section 4.01 on or before such date of determination, (ii) all Principal Prepayments received after the Cut-off Date, to the extent distributed pursuant to Section 4.01 on or before such date of determination, (iii) all Liquidation Proceeds and Insurance Proceeds applied by the Servicer as recoveries of principal in accordance with the provisions of Section 3.16, to the extent distributed pursuant to Section 4.01 on or before such date of determination, and (iv) any Realized Loss incurred with respect thereto as a result of a Deficient Valuation made during or prior to the Prepayment Period for the most recent Distribution Date coinciding with or preceding such date of determination; and (b) as of any date of determination coinciding with or subsequent to the Distribution Date on which the proceeds, if any, of a Liquidation Event with respect to such Mortgage Loan would be distributed, zero. With respect to any REO Property: (a) as of any date of determination up to but not including the Distribution Date on which the proceeds, if any, of a Liquidation Event with respect to such REO Property would be distributed, an amount (not less than zero) equal to the Stated Principal Balance of the related Mortgage Loan as of the date on which such REO Property was acquired on behalf of the Trust Fund, minus, the principal portion of Monthly Payments that would have become due on such related Mortgage Loan after such REO Property was acquired if such Mortgage Loan had not been converted to an REO Property, to the extent advanced by the Servicer and distributed pursuant to Section 4.01 on or before such date of determination; and (b) as of any date of determination coinciding with or subsequent to the Distribution Date on which the proceeds, if any, of a Liquidation Event with respect to such REO Property would be distributed, zero.
“Stayed Funds”: If the Servicer is the subject of a proceeding under the federal Bankruptcy Code and the making of any payment required to be made under the terms of the Certificates and this Agreement is prohibited by Section 362 of the federal Bankruptcy Code, funds which are in the custody of the Servicer, a trustee in bankruptcy or a federal bankruptcy court and should have been the subject of such Remittance absent such prohibition.
“Stepdown Date”: The earlier to occur of (i) the first Distribution Date on which the aggregate Certificate Principal Balance of the Class A Certificates has been reduced to zero and (ii) the later to occur of (a) the Distribution Date occurring in December 2008 and (b) the first Distribution Date on which the Senior Enhancement Percentage (calculated for this purpose only after taking into account distributions of principal on the Mortgage Loans but prior to any distribution of the Group I Principal Distribution Amount and the Group II Principal Distribution Amount to the Certificates then entitled to distributions of principal on such Distribution Date) is equal to or greater than 42.70%.
“Sub-Servicer”: Any Person with which any Servicer has entered into a Sub- Servicing Agreement and which meets the qualifications of a Sub-Servicer pursuant to Section 3.02.
“Sub-Servicing Account”: An account established by a Sub-Servicer which meets the requirements set forth in Section 3.08 and is otherwise acceptable to the Servicer.
“Sub-Servicing Agreement”: The written contract between the Servicer and a Sub-Servicer relating to servicing and administration of certain Mortgage Loans as provided in Section 3.02.
“Subsequent Recoveries”: As of any Distribution Date, amounts received by the Trust Fund (net of any related expenses permitted to be reimbursed to the related Sub-Servicer or the Servicer from such amounts under the related Sub-Servicing Agreement or hereunder) specifically related to a Mortgage Loan that was the subject of a liquidation or an REO Disposition prior to the related Prepayment Period that resulted in a Realized Loss.
“Substitution Shortfall Amount”: As defined in Section 2.03(d) hereof.
“Tax Returns”: The federal income tax return on Internal Revenue Service Form 1066, U.S. Real Estate Mortgage Investment Conduit Income Tax Return, including Schedule Q thereto, Quarterly Notice to Residual Interest Holders of REMIC Taxable Income or Net Loss Allocation, or any successor forms, to be filed on behalf of any Trust REMIC due to its classification as a REMIC under the REMIC Provisions, together with any and all other information reports or returns that may be required to be furnished to the Certificateholders or filed with the Internal Revenue Service or any other governmental taxing authority under any applicable provisions of federal, state or local tax laws.
“Telerate Page 3750”: The display designated as page “3750” on the Dow Xxxxx Telerate Capital Markets Report (or such other page as may replace page 3750 on that report for the purpose of displaying London interbank offered rates of major banks).
“Termination Price”: As defined in Section 9.01.
“Terminator”: As defined in Section 9.01.
“Trailing Recoveries”: Any Insurance Proceeds, Liquidation Proceeds and other payments or recoveries on a Mortgage Loan received or collected by the Servicer after a Final Recovery Determination has been made with respect to such Mortgage Loan or related REO Property.
“Transfer”: Any direct or indirect transfer, sale, pledge, hypothecation, or other form of assignment of any Ownership Interest in a Certificate.
“Transferee”: Any Person who is acquiring by Transfer any Ownership Interest in a Certificate.
“Transferor”: Any Person who is disposing by Transfer of any Ownership Interest in a Certificate.
“Trigger Event”: A Trigger Event is in effect on any Distribution Date on or after the Stepdown Date if:
(a) the Delinquency Percentage exceeds 34.00% of the Senior Enhancement Percentage for the prior Distribution Date; or
(b) the aggregate amount of Realized Losses incurred since the Cut-off Date through the last day of the related Due Period (reduced by the aggregate amount of Subsequent Recoveries received since the Cut-off Date through the last day of the related Due Period)
divided by aggregate Stated Principal Balance of the Mortgage Loans as of the Cut-off Date exceeds the applicable percentages set forth below with respect to such Distribution Date:
Distribution Date Occurring In |
Percentage |
December 2007 through November 2008 |
1.40% |
December 2008 through November 2009 |
3.10% |
December 2009 through November 2010 |
4.90% |
December 2010 through November 2011 |
6.35% |
December 2011 and thereafter |
7.10% |
“Trust Administrator”: Citibank, N.A., or its successor in interest, or any successor trust administrator appointed as herein provided.
“Trust Fund”: Collectively, all of the assets of each Trust REMIC, the Net WAC Rate Carryover Reserve Account, the Cap Contract, distributions made to the Trust Administrator by the Cap Administrator under the Cap Administration Agreement and the Cap Account, Servicer Prepayment Charge Payment Amounts and the other assets conveyed by the Depositor to the Trustee pursuant to Section 2.01.
“Trust REMIC”: Any of REMIC I, REMIC II, REMIC III and REMIC IV.
“Trustee”: U.S. Bank National Association, or its successor in interest, or any successor trustee appointed as herein provided.
“Uncertificated Balance”: The amount of any REMIC Regular Interest outstanding as of any date of determination. As of the Closing Date, the Uncertificated Balance of each REMIC Regular Interest shall equal the amount set forth in the Preliminary Statement hereto as its initial Uncertificated Balance. On each Distribution Date, the Uncertificated Balance of each REMIC Regular Interest shall be reduced by all distributions of principal made on such REMIC Regular Interest on such Distribution Date pursuant to Section 4.01 and, if and to the extent necessary and appropriate, shall be further reduced on such Distribution Date by Realized Losses as provided in Section 4.04. The Uncertificated Balance of REMIC I Regular Interest I-LTZZ shall be increased by interest deferrals as provided in Section 4.01. With respect to the Class CE Interest as of any date of determination, an amount equal to the excess, if any, of (A) the then aggregate Uncertificated Principal Balance of the REMIC 1 Regular Interests over (B) the then aggregate Certificate Principal Balance of the Floating Rate Certificates and the Class P Certificates then outstanding. The Uncertificated Principal Balance of each REMIC Regular Interest that has an Uncertificated Principal Balance shall never be less than zero.
“Uncertificated Interest”: With respect to any REMIC Regular Interest for any Distribution Date, one month’s interest at the REMIC I Remittance Rate applicable to such REMIC Regular Interest for such Distribution Date, accrued on the Uncertificated Balance thereof immediately prior to such Distribution Date. Uncertificated Interest in respect of any REMIC Regular Interest shall accrue on the basis of a 360-day year consisting of twelve 30-day months. Uncertificated Interest with respect to each Distribution Date, as to any REMIC Regular Interest, shall be reduced by an amount equal to the sum of (a) the aggregate Prepayment Interest Shortfall, if any, for such Distribution Date to the extent not covered by payments pursuant to Section 3.24 and (b) the aggregate amount of any Relief Act Interest Shortfall, if any allocated,
in each case, to such REMIC Regular Interest pursuant to Section 1.02. In addition, Uncertificated Interest with respect to each Distribution Date, as to any REMIC Regular Interest shall be reduced by Realized Losses, if any, allocated to such REMIC Regular Interest pursuant to Section 1.02 and Section 4.04.
“Uninsured Cause”: Any cause of damage to a Mortgaged Property such that the complete restoration of such property is not fully reimbursable by the hazard insurance policies required to be maintained pursuant to Section 3.14.
“United States Person”: A citizen or resident of the United States, a corporation, partnership or other entity created or organized in, or under the laws of, the United States, any State thereof or the District of Columbia (except, in the case of a partnership, to the extent provided in regulations); provided that, for purposes solely of the restrictions on the transfer of the Residual Certificates, no partnership or other entity treated as a partnership for United States federal income tax purposes shall be treated as a United States Person unless all persons that own an interest in such partnership either directly or through any entity that is not a corporation for United States federal income tax purposes are required by the applicable operative agreement to be United States Persons, or an estate whose income is subject to United States federal income tax regardless of its source, or a trust if a court within the United States is able to exercise primary supervision over the administration of the trust and one or more United States Persons have the authority to control all substantial decisions of the trust. To the extent prescribed in regulations by the Secretary of the Treasury, which have not yet been issued, a trust which was in existence on August 20, 1996 (other than a trust treated as owned by the grantor under subpart E of part I of subchapter J of chapter 1 of the Code), and which was treated as a United States person on August 20, 1996 may elect to continue to be treated as a United States person notwithstanding the previous sentence. The term “United States” shall have the meaning set forth in Section 7701 of the Code.
“Value”: With respect to any Mortgaged Property, the lesser of (i) the value thereof as determined by an appraisal made for the originator of the Mortgage Loan at the time of origination of the Mortgage Loan and (ii) the purchase price paid for the related Mortgaged Property by the Mortgagor with the proceeds of the Mortgage Loan, provided, however, in the case of a Refinanced Mortgage Loan, such value of the Mortgaged Property is based solely upon the value determined by an appraisal made for the originator of such Refinanced Mortgage Loan at the time of origination of such Refinanced Mortgage Loan by an appraiser.
“Voting Rights”: The portion of the voting rights of all of the Certificates which is allocated to any Certificate. With respect to any date of determination, 98% of all Voting Rights will be allocated among the holders of the Class A Certificates, the Mezzanine Certificates and the Class CE Certificates in proportion to the then outstanding Certificate Principal Balances of their respective Certificates, 1% of all Voting Rights will be allocated to the holders of the Class P Certificates and 1% of all Voting Rights will be allocated among the holders of the Residual Certificates. The Voting Rights allocated to each Class of Certificate shall be allocated among Holders of each such Class in accordance with their respective Percentage Interests as of the most recent Record Date.
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SECTION 1.02 |
Allocation of Certain Interest Shortfalls. |
For purposes of calculating the Interest Distribution Amount for the Floating Rate Certificates and the Class CE Certificates for any Distribution Date, the aggregate amount of any Prepayment Interest Shortfalls (to the extent not covered by payments by the Servicer pursuant to Section 3.24) and any Relief Act Interest Shortfalls incurred in respect of the Mortgage Loans for any Distribution Date shall be allocated first, to the Class CE Certificates based on, and to the extent of, one month’s interest at the then applicable Pass-Through Rate on the Notional Amount of the Class CE Certificates and, thereafter, among the Class A Certificates and the Mezzanine Certificates on a pro rata basis based on, and to the extent of, one month’s interest at the then applicable respective Pass-Through Rate on the respective Certificate Principal Balance of each such Certificate immediately prior to such Distribution Date.
For purposes of calculating the amount of Uncertificated Interest for the REMIC I Regular Interests for any Distribution Date:
(A) The REMIC I Marker Allocation Percentage of the aggregate amount of any Prepayment Interest Shortfalls (to the extent not covered by payments by the Servicer pursuant to Section 3.24) and the REMIC I Marker Allocation Percentage of any Relief Act Interest Shortfalls incurred in respect of the Mortgage Loans for any Distribution Date shall be allocated among REMIC I Regular Interest I-LTAA, REMIC I Regular Interest I-LTA1, REMIC I Regular Interest I-LTA2A, REMIC I Regular Interest I-LTA2B, REMIC I Regular Interest I-LTA2C, REMIC I Regular Interest I-LTA2D, REMIC I Regular Interest I-LTM1, REMIC I Regular Interest I-LTM2, REMIC I Regular Interest I-LTM3, REMIC I Regular Interest I-LTM4, REMIC I Regular Interest I-LTM5, REMIC I Regular Interest I-LTM6, REMIC I Regular Interest I-LTM7, REMIC I Regular Interest I-LTM8, REMIC I Regular Interest I-LTM9, REMIC I Regular Interest I-LTM10, REMIC I Regular Interest I-LTM11, REMIC I Regular Interest I-LTM12, REMIC I Regular Interest I-LTM13 and REMIC I Regular Interest I-LTZZ pro rata based on, and to the extent of, one month’s interest at the then applicable respective REMIC I Remittance Rate on the respective Uncertificated Balance of each such REMIC I Regular Interest; and
(B) The REMIC I Sub WAC Allocation Percentage of the aggregate amount of any Prepayment Interest Shortfalls (to the extent not covered by payments by the Servicer pursuant to Section 3.24) and the REMIC I Sub WAC Allocation Percentage of any Relief Act Interest Shortfalls incurred in respect of the Mortgage Loans for any Distribution Date shall be allocated first, to Uncertificated Interest payable to REMIC I Regular Interest I-LT1SUB, REMIC I Regular Interest I-LT1GRP, REMIC I Regular Interest I-LT2SUB, REMIC I Regular Interest I-LT2GRP and REMIC I Regular Interest I-LTXX, pro rata based on, and to the extent of, one month’s interest at the then applicable respective REMIC I Remittance Rate on the respective Uncertificated Balance of each such REMIC I Regular Interest.
ARTICLE II
CONVEYANCE OF MORTGAGE LOANS;
ORIGINAL ISSUANCE OF CERTIFICATES
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SECTION 2.01 |
Conveyance of Mortgage Loans. |
The Depositor, concurrently with the execution and delivery hereof, does hereby transfer, assign, set over and otherwise convey to the Trustee without recourse for the benefit of the Certificateholders all the right, title and interest of the Depositor, including any security interest therein for the benefit of the Depositor, in and to the Mortgage Loans identified on the Mortgage Loan Schedule, the rights of the Depositor under the Assignment Agreements, payments made to the Trust Administrator by the Cap Administrator under the Cap Administration Agreement and the Cap Account, and all other assets included or to be included in REMIC I. Such assignment includes all interest and principal received by the Depositor or the Servicer on or with respect to the Mortgage Loans (other than payments of principal and interest due on such Mortgage Loans on or before the Cut-off Date). The Depositor herewith delivers to the Trustee executed copies of the Assignment Agreements, and the Trustee and the Trust Administrator acknowledge receipt of the same on behalf of the Certificateholders.
In connection with such transfer and assignment, the Depositor does hereby deliver to, and deposit with, the Trustee or a Custodian on its behalf, the following documents or instruments (a “Mortgage File”) with respect to each Mortgage Loan so transferred and assigned:
(i) The Mortgage Note, endorsed by manual or facsimile signature without recourse by the related Originator or an Affiliate of the related Originator in blank or to the Trustee showing a complete chain of endorsements from the named payee to the Trustee or from the named payee to the Affiliate of the related Originator and from such Affiliate to the Trustee;
(ii) The original recorded Mortgage, noting the presence of the MIN of the Mortgage Loan, if applicable, and language indicating that the Mortgage Loan is a MOM Loan if the Mortgage Loan is a MOM Loan, with evidence of recording thereon or a copy of the Mortgage certified by the public recording office in those jurisdictions where the public recording office retains the original;
(iii) Unless the Mortgage Loan is registered on the MERS® System, an assignment from the related Originator or an Affiliate of the related Originator to the Trustee in recordable form of the Mortgage which may be included, where permitted by local law, in a blanket assignment or assignments of the Mortgage to the Trustee, including any intervening assignments and showing a complete chain of title from the original mortgagee named under the Mortgage to the Person assigning the Mortgage Loan to the Trustee (or to MERS, noting the presence of the MIN, if the Mortgage Loan is registered on the MERS® System);
(iv) Any original assumption, modification, buydown or conversion-to- fixed-interest-rate agreement applicable to the Mortgage Loan; and
(v) The original or a copy of the title insurance policy (which may be a certificate or a short form policy relating to a master policy of title insurance) pertaining to the Mortgaged Property, or in the event such original title policy is unavailable, a copy of the preliminary title report and the lender’s recording instructions, with the original to be delivered within 180 days of the Closing Date or an attorney’s opinion of title in jurisdictions where such is the customary evidence of title.
In instances where an original recorded Mortgage cannot be delivered by the Depositor to the Trustee (or a Custodian on behalf of the Trustee) prior to or concurrently with the execution and delivery of this Agreement, due to a delay in connection with the recording of such Mortgage, the Depositor may, (a) in lieu of delivering such original recorded Mortgage referred to in clause (ii) above, deliver to the Trustee (or a Custodian on behalf of the Trustee) a copy thereof, provided that the Depositor certifies that the original Mortgage has been delivered to a title insurance company for recordation after receipt of its policy of title insurance or binder therefor (which may be a certificate relating to a master policy of title insurance), and (b) in lieu of delivering the completed assignment in recordable form referred to in clause (iii) above to the Trustee (or a Custodian on behalf of the Trustee), deliver such assignment to the Trustee (or a Custodian on behalf of the Trustee) completed except for recording information. In all such instances, the Depositor will deliver the original recorded Mortgage and completed assignment (if applicable) to the Trustee (or a Custodian on behalf of the Trustee) promptly upon receipt of such Mortgage. In instances where an original recorded Mortgage has been lost or misplaced, the Depositor or the related title insurance company may deliver, in lieu of such Mortgage, a copy of such Mortgage bearing recordation information and certified as true and correct by the office in which recordation thereof was made. In instances where the original or a copy of the title insurance policy referred to in clause (vi) above (which may be a certificate relating to a master policy of title insurance) pertaining to the Mortgaged Property relating to a Mortgage Loan cannot be delivered by the Depositor to the Trustee (or a Custodian on behalf of the Trustee) prior to or concurrently with the execution and delivery of this Agreement because such policy is not yet available, the Depositor may, in lieu of delivering the original or a copy of such title insurance referred to in clause (vi) above, deliver to the Trustee (or a Custodian on behalf of the Trustee) a binder with respect to such policy (which may be a certificate relating to a master policy of title insurance) and deliver the original or a copy of such policy (which may be a certificate relating to a master policy of title insurance) to the Trustee (or a Custodian on behalf of the Trustee) within 180 days of the Closing Date, in instances where an original assumption, modification, buydown or conversion-to-fixed- interest-rate agreement cannot be delivered by the Depositor to the Trustee (or a Custodian on behalf of the Trustee) prior to or concurrently with the execution and delivery of this Agreement, the Depositor may, in lieu of delivering the original of such agreement referred to in clause (iv) above, deliver a certified copy thereof.
To the extent not already recorded, except with respect to any Mortgage Loan for which MERS is identified on the Mortgage or on a properly recorded assignment of the Mortgage as the mortgagee of record, the Servicer, at the expense of the Seller shall promptly (and in no event later than five Business Days following the later of the Closing Date and the date of receipt by the Servicer of the recording information for a Mortgage) submit or cause to be submitted for recording, at no expense to any Trust REMIC, in the appropriate public office for real property records, each Assignment delivered to it pursuant to (iii) above. In the event that any such Assignment is lost or returned unrecorded because of a defect therein, the Servicer, at
the expense of the Seller, shall promptly prepare or cause to be prepared a substitute Assignment or cure or cause to be cured such defect, as the case may be, and thereafter cause each such Assignment to be duly recorded. Notwithstanding the foregoing, but without limiting the requirement that such Assignments be in recordable form, neither the Servicer nor the Trustee shall be required to submit or cause to be submitted for recording any Assignment delivered to it or a Custodian pursuant to (iii) above if such recordation shall not, as of the Closing Date, be required by the Rating Agencies, as a condition to their assignment on the Closing Date of their initial ratings to the Certificates, as evidenced by the delivery by the Rating Agencies of their ratings letters on the Closing Date; provided, however, notwithstanding the foregoing, the Servicer shall submit each Assignment for recording, at no expense to the Trust Fund or the Servicer, upon the earliest to occur of: (A) reasonable direction by Holders of Certificates entitled to at least 25% of the Voting Rights, (B) the occurrence of a Servicer Event of Default, (C) the occurrence of a bankruptcy, insolvency or foreclosure relating to the Seller, (D) the occurrence of a servicing transfer as described in Section 7.02 of this Agreement and (E) with respect to any one Assignment the occurrence of a foreclosure relating to the Mortgagor under the related Mortgage. Notwithstanding the foregoing, if the Seller fails to pay the cost of recording the Assignments, such expense will be paid by the Servicer and the Servicer shall be reimbursed for such expenses by the Trust as Servicing Advances.
In connection with the assignment of any Mortgage Loan registered on the MERS System, the Depositor further agrees that it will cause, within 30 Business Days after the Closing Date, the MERS System to indicate that such Mortgage Loans have been assigned by the Depositor to the Trustee in accordance with this Agreement for the benefit of the Certificateholders by including in such computer files (a) the code in the field which identifies the specific Trustee and (b) the code in the field “Pool Field” which identifies the series of the Certificates issued in connection with such Mortgage Loans. The Depositor further agrees that it will not, and will not permit the Servicer to, and the Servicer agrees that it will not and will not permit a Sub-Servicer to, alter the codes referenced in this paragraph with respect to any Mortgage Loan during the term of this Agreement unless and until such Mortgage Loan is repurchased in accordance with the terms of this Agreement.
With respect to a maximum of approximately 5.00% of the Original Mortgage Loans, by outstanding principal balance of the Original Mortgage Loans as of the Cut-off Date, if any original Mortgage Note referred to in (i) above cannot be located, the obligations of the Depositor to deliver such documents shall be deemed to be satisfied upon delivery to the Trustee (or a Custodian on behalf of the Trustee) of a photocopy of such Mortgage Note, if available, with a lost note affidavit. If any of the original Mortgage Notes for which a lost note affidavit was delivered to the Trustee (or a Custodian on behalf of the Trustee) is subsequently located, such original Mortgage Note shall be delivered to the Trustee (or a Custodian on behalf of the Trustee) within three Business Days.
The Depositor shall deliver or cause to be delivered to the Trustee (or a Custodian on behalf of the Trustee) promptly upon receipt thereof any other original documents constituting a part of a Mortgage File received with respect to any Mortgage Loan, including, but not limited to, any original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan. The Depositor shall deliver or cause the Seller to deliver to the Servicer copies of all trailing documents required to be included in the servicing file at the same time the
originals or certified copies thereof are delivered to the Trustee or Custodian, such documents including but not limited to the mortgagee policy of title insurance and any mortgage loan documents upon return from the recording office. The Servicer shall not be responsible for any custodian fees or other costs incurring in obtaining such documents and the Depositor shall cause the Servicer to be reimbursed for any such costs it may incur in connection with performing its obligations under this Agreement.
All original documents relating to the Mortgage Loans that are not delivered to the Trustee (or a Custodian on behalf of the Trustee) are and shall be held by or on behalf of the Seller, the Depositor or the Servicer, as the case may be, in trust for the benefit of the Trustee on behalf of the Certificateholders. In the event that any such original document is required pursuant to the terms of this Section to be a part of a Mortgage File, such document shall be delivered promptly to the Trustee (or a Custodian on behalf of the Trustee). Any such original document delivered to or held by the Depositor that is not required pursuant to the terms of this Section to be a part of a Mortgage File, shall be delivered promptly to the Servicer.
Wherever it is provided in this Section 2.01 that any document, evidence or information relating to a Mortgage Loan be delivered or supplied to the Trustee, the Depositor shall do so by delivery thereof to the Trustee or a Custodian on behalf of the Trustee.
The parties hereto understand and agree that it is not intended that any Mortgage Loan be included in the Trust that is a high-cost home loan as defined by the Homeownership and Equity Protection Act of 1994 or any other applicable predatory or abusive lending laws.
The Depositor hereby directs the Trustee to execute, deliver and perform its obligations under the Cap Contract on the Closing Date and thereafter on behalf of the Trust and the Holders of the Floating Rate Certificates. The Seller, the Depositor, the Servicer, the Trust Administrator and the Holders of the Floating Rate Certificates by their acceptance of such Certificates acknowledge and agree that the Trustee shall execute, deliver and perform the Trust Fund’s obligations under the Cap Contract and shall do so solely in its capacity as Trustee of the Trust Fund and not in its individual capacity. The Trustee shall not have any responsibility for the contents, adequacy or sufficiency of the Cap contract, including, without limitation, any representations and warranties contained therein.
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SECTION 2.02 |
Acceptance of the Trust Fund by the Trustee. |
Subject to the provisions of Section 2.01 and subject to any exceptions noted on an exception report delivered by or on behalf of the Trustee, the Trustee acknowledges receipt of the documents referred to in Section 2.01 (other than such documents described in Section 2.01(iv)) above and all other assets included in the definition of “Trust Fund” and declares that it holds and will hold such documents and the other documents delivered to it constituting the Mortgage File, and that it holds or will hold all such assets and such other assets included in the definition of “Trust Fund” in trust for the exclusive use and benefit of all present and future Certificateholders.
The Trustee, by execution and delivery hereof, acknowledges receipt, subject to the review described in the succeeding sentence, of the documents and other property referred to in Section 2.01 and declares that the Trustee (or a Custodian on behalf of the Trustee) holds and will hold such documents and other property, including property yet to be received in the Trust Fund, in trust, upon the trusts herein set forth, for the benefit of all present and future Certificateholders. The Trustee or the related Custodian on its behalf shall, for the benefit of the Trustee and the Certificateholders, review each Mortgage File within 90 days after execution and delivery of this Agreement, to ascertain that all required documents have been executed, received and recorded, if applicable, and that such documents relate to the Mortgage Loans. If in the course of such review the Trustee or the related Custodian on its behalf finds a document or documents constituting a part of a Mortgage File to be defective in any material respect, the Trustee or the related Custodian on its behalf shall promptly so notify the Depositor, the Trust Administrator, the Seller, the Servicer and, if such notice is from the related Custodian on the Trustee’s behalf, the Trustee. In addition, upon the discovery by the Depositor, the Servicer, the Trust Administrator or the Trustee of a breach of any of the representations and warranties made by the related Originator or the Seller in the related Assignment Agreement in respect of any Mortgage Loan which materially adversely affects such Mortgage Loan or the interests of the related Certificateholders in such Mortgage Loan, the party discovering such breach shall give prompt written notice to the other parties.
The Depositor and the Trustee intend that the assignment and transfer herein contemplated constitute a sale of the Mortgage Loans, the related Mortgage Notes and the related documents, conveying good title thereto free and clear of any liens and encumbrances, from the Depositor to the Trustee in trust for the benefit of the Certificateholders and that such property not be part of the Depositor’s estate or property of the Depositor in the event of any insolvency by the Depositor. In the event that such conveyance is deemed to be, or to be made as security for, a loan, the parties intend that the Depositor shall be deemed to have granted and does hereby grant to the Trustee a first priority perfected security interest in all of the Depositor’s right, title and interest in and to the Mortgage Loans, the related Mortgage Notes and the related documents, and that this Agreement shall constitute a security agreement under applicable law.
The Trustee may, concurrently with the execution and delivery hereof or at any time thereafter, enter into a custodial agreement with a Custodian pursuant to which the Trustee appoints a Custodian to hold the Mortgage Files on behalf of the Trustee for the benefit of the Trustee and all present and future Certificateholders, which may provide that the related Custodian shall, on behalf of the Trustee, conduct the review of each Mortgage File required under the first paragraph of this Section 2.02. Initially, Citibank West, FSB is appointed as Custodian with respect to the related Mortgage Files of all the related Mortgage Loans and, notwithstanding anything to the contrary herein, it is understood that such initial Custodian shall be responsible for the review contemplated in the second paragraph of this Section 2.02 and for all other functions relating to the receipt, review, reporting and certification provided for herein with respect to the Mortgage Files (other than ownership thereof for the benefit of the Certificateholders and related duties and obligations set forth herein).
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SECTION 2.03 |
Repurchase or Substitution of Mortgage Loans by the Seller or the Depositor. |
(a) Upon discovery or receipt of notice by the Depositor, the Servicer, the Trust Administrator or the Trustee of any materially defective document in, or that a document is missing from, a Mortgage File or of the breach by an Originator or the Seller of any representation, warranty or covenant under an Assignment Agreement in respect of any Mortgage Loan which materially adversely affects the value of such Mortgage Loan or the interest therein of the Certificateholders, the party so discovering or receiving notice shall promptly notify the other parties to this Agreement, and the Trustee thereupon shall promptly notify the related Originator and the Seller of such defect, missing document or breach and request that the related Originator deliver such missing document or cure such defect or that the related Originator or the Seller, as applicable, cure such breach within 90 days from the date the related Originator or the Seller, as applicable, was notified of such missing document, defect or breach, and if the related Originator or Seller, as applicable, does not deliver such missing document or cure such defect or breach in all material respects during such period, the Trustee shall enforce the obligations of the related Originator or Seller, as applicable, under the related Assignment Agreement (i) to repurchase such Mortgage Loan from REMIC I at the Purchase Price within 90 days after the date on which the Seller was notified (subject to Section 2.03(e)) of such missing document, defect or breach, and (ii) to indemnify the Trust Fund in respect of such missing document, defect or breach, in the case of each of (i) and (ii), if and to the extent that the related Originator or Seller, as applicable, is obligated to do so under the related Assignment Agreement. The Purchase Price for the repurchased Mortgage Loan and any indemnification shall be remitted by the related Originator or the Seller, as applicable, to the Servicer for deposit into the Collection Account, and the Trust Administrator, upon receipt of written notice from the Servicer of such deposit, shall give written notice to the Trustee and the related Custodian that such deposit has taken place and the Trustee shall release (or cause the related Custodian to release on its behalf) to the related Originator or the Seller, as applicable, the related Mortgage File, and the Trustee and the Trust Administrator shall execute and deliver such instruments of transfer or assignment, in each case without recourse, as the related Originator or the Seller, as applicable, shall furnish to it and as shall be necessary to vest in the related Originator or the Seller, as applicable, any Mortgage Loan released pursuant hereto, and the Trustee and the Trust Administrator shall have no further responsibility with regard to such Mortgage File. In furtherance of the foregoing, if the related Originator or the Seller, as applicable, is not a member of MERS and repurchases a Mortgage Loan which is registered on the MERS System, the related Originator or the Seller, as applicable, pursuant to the related Assignment Agreement at its own expense and without any right of reimbursement, shall cause MERS to execute and deliver an assignment of the Mortgage in recordable form to transfer the Mortgage from MERS to the related Originator or the Seller, as applicable, and shall cause such Mortgage to be removed from registration on the MERS System in accordance with MERS rules and regulations. In lieu of repurchasing any such Mortgage Loan as provided above, if so provided in the related Assignment Agreement the related Originator or the Seller, as applicable, may cause such Mortgage Loan to be removed from REMIC I (in which case it shall become a Deleted Mortgage Loan) and substitute one or more Qualified Substitute Mortgage Loans in the manner and subject to the limitations set forth in Section 2.03(d). It is understood and agreed that the obligation of the related Originator or the Seller, as applicable, to cure or to repurchase (or to substitute for) any Mortgage Loan as to which a document is missing, a material defect in
a constituent document exists or as to which such a breach has occurred and is continuing, and if and to the extent provided in the related Assignment Agreement to perform any applicable indemnification obligations with respect to any such omission, defect or breach, as provided in such Assignment Agreement, shall constitute the only remedies respecting such omission, defect or breach available to the Trustee or the Trust Administrator on behalf of the Certificateholders.
(b) Notwithstanding anything to the contrary in this Section 2.03, with respect to any breach by the related Originator or the Seller, as applicable, of any representation and warranty which breach materially and adversely affects the value of any Prepayment Charge or the interests of the Certificateholders therein, the Trustee shall enforce the obligation of the related Originator or the Seller, as applicable, to remedy such breach as provided in the related Assignment Agreement as follows: upon any Principal Prepayment with respect to the affected Mortgage Loan, the related Originator or the Seller, as applicable, shall pay or cause to be paid to the Purchaser the excess, if any, of (x) the amount of such Prepayment Charge calculated as set forth in the Mortgage Loan Schedule and (y) the amount collected from the Mortgagor in respect of such Prepayment Charge.
(c) Within 90 days of the earlier of discovery by the Servicer or receipt of notice by the Depositor of the breach of any representation, warranty or covenant of the Servicer set forth in Section 2.05 which materially and adversely affects the interests of the Certificateholders in any Mortgage Loan, the Servicer shall cure such breach in all material respects.
(d) Any substitution of Qualified Substitute Mortgage Loans for Deleted Mortgage Loans made pursuant to Section 2.03(a) must be effected prior to the date which is two years after the Startup Day for REMIC I.
As to any Deleted Mortgage Loan for which the related Originator or the Seller, as applicable, substitutes a Qualified Substitute Mortgage Loan or Loans, such substitution shall be effected by the related Originator or the Seller, as applicable, delivering to the Trustee (or to the related Custodian on behalf of the Trustee, as applicable), for such Qualified Substitute Mortgage Loan or Loans, the Mortgage Note, the Mortgage, the Assignment in blank or to the Trustee, and such other documents and agreements, with all necessary endorsements thereon, as are required by Section 2.01, together with an Officers’ Certificate providing that each such Qualified Substitute Mortgage Loan satisfies the definition thereof and specifying the Substitution Shortfall Amount (as described below), if any, in connection with such substitution. The related Custodian on its behalf and on behalf of the Trustee shall, for the benefit of the Certificateholders, review each Mortgage File within 90 days after execution and delivery of this Agreement, to ascertain that all required documents have been executed, received and recorded, if applicable, and that such documents relate to the Mortgage Loans. If in the course of such review the Trustee or the related Custodian on its behalf finds a document or documents constituting a part of a Mortgage File to be defective in any material respect, the Trustee or the related Custodian on its behalf shall promptly so notify the Depositor, the Trust Administrator, the related Originator, the Seller and the Servicer. Monthly Payments due with respect to Qualified Substitute Mortgage Loans in the month of substitution are not part of the Trust Fund and will be retained by the related Originator or the Seller, as applicable. For the month of substitution, distributions to Certificateholders will reflect the Monthly Payment due on such
Deleted Mortgage Loan on or before the Due Date in the month of substitution, and the related Originator or the Seller, as applicable, shall thereafter be entitled to retain all amounts subsequently received in respect of such Deleted Mortgage Loan. The Trust Administrator shall give or cause to be given written notice to the Trustee and the Certificateholders that such substitution has taken place, and the Trust Administrator shall amend or cause the related Custodian to amend the Mortgage Loan Schedule to reflect the removal of such Deleted Mortgage Loan from the terms of this Agreement and the substitution of the Qualified Substitute Mortgage Loan or Loans and, upon receipt thereof, shall deliver a copy of such amended Mortgage Loan Schedule to the Servicer. Upon such substitution, such Qualified Substitute Mortgage Loan or Loans shall constitute part of the Mortgage Pool and shall be subject in all respects to the terms of this Agreement and the related Assignment Agreement (including all applicable representations and warranties thereof included in such Assignment Agreement), in each case as of the date of substitution.
For any month in which the related Originator or the Seller, as applicable, substitutes one or more Qualified Substitute Mortgage Loans for one or more Deleted Mortgage Loans, the Servicer will determine the amount (the “Substitution Shortfall Amount”), if any, by which the aggregate Purchase Price of all such Deleted Mortgage Loans exceeds the aggregate of, as to each such Qualified Substitute Mortgage Loan, the Scheduled Principal Balance thereof as of the date of substitution, together with one month’s interest on such Scheduled Principal Balance at the applicable Mortgage Loan Remittance Rate. On the date of such substitution, the Trustee will monitor the obligation of the related Originator or the Seller, as applicable, to deliver or cause to be delivered, and shall request that such delivery be to the Servicer for deposit in the Collection Account, an amount equal to the Substitution Shortfall Amount, if any, and the Trustee (or the related Custodian on behalf of the Trustee, as applicable), upon receipt of the related Qualified Substitute Mortgage Loan or Loans and written notice given by the Servicer of such deposit, shall release to the related Originator or the Seller, as applicable, the related Mortgage File or Files and the Trustee and the Trust Administrator shall execute and deliver such instruments of transfer or assignment, in each case without recourse, as the related Originator or the Seller, as applicable, shall deliver to it and as shall be necessary to vest therein any Deleted Mortgage Loan released pursuant hereto.
In addition, the related Originator or the Seller, as applicable, shall obtain at its own expense and deliver to the Trustee and the Trust Administrator an Opinion of Counsel to the effect that such substitution will not cause (a) any federal tax to be imposed on any Trust REMIC, including without limitation, any federal tax imposed on “prohibited transactions” under Section 860F(a)(1) of the Code or on “contributions after the startup date” under Section 860G(d)(1) of the Code, or (b) any Trust REMIC to fail to qualify as a REMIC at any time that any Certificate is outstanding.
(e) Upon discovery by the Depositor, the Servicer, the Trust Administrator or the Trustee that any Mortgage Loan does not constitute a “qualified mortgage” within the meaning of Section 860G(a)(3) of the Code, the party discovering such fact shall within two Business Days give written notice thereof to the other parties to this Agreement, and the Trustee shall give written notice thereof to the Seller. In connection therewith, the related Originator or the Seller, as applicable, pursuant to the related Assignment Agreement or the Depositor pursuant to this Agreement shall repurchase or, subject to the limitations set forth in Section
2.03(d), substitute one or more Qualified Substitute Mortgage Loans for the affected Mortgage Loan within 90 days of the earlier of discovery or receipt of such notice with respect to such affected Mortgage Loan. Such repurchase or substitution shall be made by (i) the related Originator or the Seller, as applicable, if the affected Mortgage Loan’s status as a non-qualified mortgage is or results from a breach of any representation, warranty or covenant made by the related Originator or the Seller, as applicable, under the related Assignment Agreement or (iii) the Depositor, if the affected Mortgage Loan’s status as a non-qualified mortgage is a breach of no representation or warranty. Any such repurchase or substitution shall be made in the same manner as set forth in Sections 2.03(a). The Trustee shall reconvey to the Depositor, the related Originator or the Seller, as the case may be, the Mortgage Loan to be released pursuant hereto in the same manner, and on the same terms and conditions, as it would a Mortgage Loan repurchased by an Originator or the Seller for breach of a representation or warranty.
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SECTION 2.04 |
[Reserved]. |
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SECTION 2.05 |
Representations, Warranties and Covenants of the Servicer. |
(a) The Servicer hereby represents, warrants and covenants to the Trust Administrator and the Trustee, for the benefit of each of the Trustee, the Trust Administrator, the Certificateholders and to the Depositor that as of the Closing Date or as of such date specifically provided herein:
(i) The Servicer is duly organized, validly existing, and in good standing under the laws of the jurisdiction of its formation and is duly authorized and qualified to transact any and all business contemplated by this Agreement to be conducted by the Servicer in any state in which a Mortgaged Property is located or is otherwise not required under applicable law to effect such qualification and, in any event, is in compliance with the doing business laws of any such State, to the extent necessary to ensure its ability to enforce each Mortgage Loan and to service the Mortgage Loans in accordance with the terms of this Agreement;
(ii) The Servicer has the full power and authority to service each Mortgage Loan, and to execute, deliver and perform, and to enter into and consummate the transactions contemplated by this Agreement and has duly authorized by all necessary action on the part of the Servicer the execution, delivery and performance of this Agreement; and this Agreement, assuming the due authorization, execution and delivery thereof by the other parties hereto, constitutes a legal, valid and binding obligation of the Servicer, enforceable against the Servicer in accordance with its terms, except to the extent that (a) the enforceability thereof may be limited by bankruptcy, insolvency, moratorium, receivership and other similar laws relating to creditors’ rights generally and (b) the remedy of specific performance and injunctive and other forms of equitable relief may be subject to the equitable defenses and to the discretion of the court before which any proceeding therefor may be brought;
(iii) The execution and delivery of this Agreement by the Servicer, the servicing of the Mortgage Loans by the Servicer hereunder, the consummation of any
other of the transactions herein contemplated, and the fulfillment of or compliance with the terms hereof are in the ordinary course of business of the Servicer and will not (A) result in a breach of any term or provision of the charter or by-laws of the Servicer or (B) conflict with, result in a breach, violation or acceleration of, or result in a default under, the terms of any other material agreement or instrument to which the Servicer is a party or by which it may be bound, or any statute, order or regulation applicable to the Servicer of any court, regulatory body, administrative agency or governmental body having jurisdiction over the Servicer; and the Servicer is not a party to, bound by, or in breach or violation of any indenture or other agreement or instrument, or subject to or in violation of any statute, order or regulation of any court, regulatory body, administrative agency or governmental body having jurisdiction over it, which materially and adversely affects or, to the Servicer’s knowledge, would in the future materially and adversely affect, (x) the ability of the Servicer to perform its obligations under this Agreement or (y) the business, operations, financial condition, properties or assets of the Servicer taken as a whole;
(iv) The Servicer is an approved seller/servicer for Xxxxxx Xxx or Xxxxxxx Mac in good standing;
(v) No litigation is pending against the Servicer that would materially and adversely affect the execution, delivery or enforceability of this Agreement or the ability of the Servicer to service the Mortgage Loans or to perform any of its other obligations hereunder in accordance with the terms hereof;
(vi) No consent, approval, authorization or order of any court or governmental agency or body is required for the execution, delivery and performance by the Servicer of, or compliance by the Servicer with, this Agreement or the consummation of the transactions contemplated by this Agreement, except for such consents, approvals, authorizations or orders, if any, that have been obtained prior to the Closing Date;
(vii) The Servicer covenants that its computer and other systems used in servicing the Mortgage Loans operate in a manner such that the Servicer can service the Mortgage Loans in accordance with the terms of this Agreement;
(viii) The Servicer has fully furnished and will continue to fully furnish, in accordance with the Fair Credit Reporting Act and its implementing regulations, accurate and complete information (e.g., favorable and unfavorable) on its borrower credit files to Equifax, Experian and Trans Union Credit Information Company or their successors (the “Credit Repositories”) in a timely manner; and
(ix) The Servicer (or a Sub-Servicer servicing the Mortgage Loans on its behalf) is a member of MERS in good standing, and will comply in all material respects with the rules and procedures of MERS in connection with the servicing of the Mortgage Loans that are registered with MERS.
It is understood and agreed that the representations, warranties and covenants set forth in this Section 2.05 shall survive delivery of the Mortgage Files to the Trustee or to the related Custodian on its behalf and shall inure to the benefit of the Trustee, the Trust
Administrator, the Depositor and the Certificateholders. Upon discovery by any of the Depositor, the Servicer, the Trust Administrator or the Trustee of a breach of any of the foregoing representations, warranties and covenants which materially and adversely affects the value of any Mortgage Loan or the interests therein of the Certificateholders, the party discovering such breach shall give prompt written notice (but in no event later than two Business Days following such discovery) to the Trustee and the Trust Administrator. Subject to Section 7.01, the obligation of the Servicer set forth in Section 2.03(c) to cure breaches shall constitute the sole remedies against the Servicer available to the Certificateholders, the Depositor, the Trust Administrator or the Trustee on behalf of the Certificateholders respecting a breach of the representations, warranties and covenants contained in this Section 2.05.
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SECTION 2.06 |
Issuance of the Certificates. |
The Trustee acknowledges the assignment to it of the Mortgage Loans and the delivery to it or to the related Custodian on its behalf of the Mortgage Files, subject to the provisions of Section 2.01 and Section 2.02, together with the assignment to it of all other assets included in REMIC I delivered on the date hereof, receipt of which is hereby acknowledged. Concurrently with such assignment and delivery of such assets delivered on the date hereof and in exchange therefor, the Trust Administrator, pursuant to the written request of the Depositor executed by an officer of the Depositor, has executed, authenticated and delivered, to or upon the order of the Depositor, the Certificates in authorized denominations. The interests evidenced by the Certificates (other than the Class CE Certificates, the Class P Certificates and the Class R-X Certificates), the Class CE Interest and the Class P Interest constitute the entire beneficial ownership interest in REMIC II.
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SECTION 2.07 |
Conveyance of the REMIC Regular Interests; Acceptance of the Trust REMICs by the Trustee. |
(a) The Depositor, concurrently with the execution and delivery hereof, does hereby transfer, assign, set over and otherwise convey in trust to the Trustee without recourse all the right, title and interest of the Depositor in and to the assets described in the definition of REMIC I for the benefit of the holders of the REMIC I Regular Interests (which are uncertificated) and the Class R Certificates (in respect of the Class R-I Interest). The Trustee (or the related Custodian on its behalf, as applicable) acknowledges receipt of the assets described in the definition of REMIC I and declares that it holds and will hold the same in trust for the exclusive use and benefit of the holders of the REMIC I Regular Interests and the Class R Certificates (in respect of the Class R-I Interest). The interests evidenced by the Class R-I Interest, together with the REMIC I Regular Interests, constitute the entire beneficial ownership interest in REMIC I.
(b) The Depositor, concurrently with the execution and delivery hereof, does hereby transfer, assign, set over and otherwise convey in trust to the Trustee without recourse all the right, title and interest of the Depositor in and to the REMIC I Regular Interests (which are uncertificated) for the benefit of the Holders of the Regular Certificates (other than the Class CE Certificates and the Class P Certificates), the Class CE Interest, the Class P Interest and the Class R Certificates (in respect of the Class R-II Interest). The Trustee acknowledges receipt of the REMIC I Regular Interests and declares that it holds and will hold the same in trust for the
exclusive use and benefit of the Holders of the Regular Certificates (other than the Class CE Certificates and the Class P Certificates), the Class CE Interest, the Class P Interest and the Class R Certificates (in respect of the Class R-II Interest). The interests evidenced by the Class R-II Interest, together with the Regular Certificates, the Class CE Interest and the Class P Interest, constitute the entire beneficial ownership interest in REMIC II.
(c) The Depositor, concurrently with the execution and delivery hereof, does hereby transfer, assign, set over and otherwise convey in trust to the Trustee without recourse all the right, title and interest of the Depositor in and to the Class CE Interest (which is uncertificated) for the benefit of the Holders of the Class CE Certificates and the Class R-X Certificates (in respect of the Class R-III Interest). The Trustee acknowledges receipt of the Class CE Interest and declares that it holds and will hold the same in trust for the exclusive use and benefit of the Holders of the Class CE Certificates and the Class R-X Certificates (in respect of the Class R-III Interest). The interests evidenced by the Class R-III Interest, together with the Class CE Certificates, constitute the entire beneficial ownership interest in REMIC III.
(d) The Depositor, concurrently with the execution and delivery hereof, does hereby transfer, assign, set over and otherwise convey in trust to the Trustee without recourse all the right, title and interest of the Depositor in and to the Class P Interest (which is uncertificated) for the benefit of the Holders of the Class P Certificates and the Class R-X Certificates (in respect of the Class R-IV Interest). The Trustee acknowledges receipt of the Class P Interest and declares that it holds and will hold the same in trust for the exclusive use and benefit of the Holders of the Class P Certificates and the Class R-X Certificates (in respect of the Class R-IV Interest). The interests evidenced by the Class R-IV Interest, together with the Class P Certificates, constitute the entire beneficial ownership interest in REMIC IV.
(e) Concurrently with (i) the assignment and delivery to the Trustee of REMIC I and the acceptance by the Trustee thereof, pursuant to Section 2.01, Section 2.02 and subsection (a) hereof, (ii) the assignment and delivery to the Trustee of REMIC II (including the Residual Interest therein represented by the Class R-II Interest) and the acceptance by the Trustee thereof, pursuant to Section 2.01, Section 2.02 and subsection (b) hereof, (iii) the assignment and delivery to the Trustee of REMIC III (including the Residual Interest therein represented by the Class R-III Interest) and the acceptance by the Trustee thereof, pursuant to Section 2.01, Section 2.02 and subsection (c) hereof and (iv) the assignment and delivery to the Trustee of REMIC IV (including the Residual Interest therein represented by the Class IV Interest) and the acceptance by the Trustee thereof, pursuant to Section 2.01, Section 2.02 and subsection (d) hereof, the Trustee, pursuant to the written request of the Depositor executed by an officer of the Depositor, has executed, authenticated and delivered to or upon the order of the Depositor, (A) the Class R Certificates in authorized denominations evidencing the Class R-I Interest and the Class R-II Interest and (B) the Class R-X Certificates in authorized denominations evidencing the Class R-III Interest and the Class R-IV Interest.
ARTICLE III
ADMINISTRATION AND SERVICING
OF THE MORTGAGE LOANS
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SECTION 3.01 |
Servicer to Act as Servicer. |
The Servicer shall service and administer the Mortgage Loans on behalf of the Trustee and in the best interests of and for the benefit of the Certificateholders (as determined by the Servicer in its reasonable judgment) in accordance with the terms of this Agreement and the respective Mortgage Loans and, to the extent consistent with such terms, in the same manner in which it services and administers similar mortgage loans for its own portfolio, giving due consideration to customary and usual standards of practice of prudent mortgage lenders and loan servicers administering similar mortgage loans but without regard to:
(i) any relationship that the Servicer, any Sub-Servicer or any Affiliate of the Servicer or any Sub-Servicer may have with the related Mortgagor;
(ii) the ownership of any Certificate by the Servicer or any Affiliate of the Servicer;
(iii) the Servicer’s obligation to make P&I Advances or Servicing Advances; or
(iv) the Servicer’s or any Sub-Servicer’s right to receive compensation for its services hereunder or with respect to any particular transaction.
To the extent consistent with the foregoing, the Servicer (a) shall seek the timely and complete recovery of principal and interest on the Mortgage Notes and (b) shall waive (or permit a Sub-Servicer to waive) a Prepayment Charge only under the following circumstances: (i) such waiver is standard and customary in servicing similar Mortgage Loans and such waiver relates to a default or a reasonably foreseeable default and would, in the reasonable judgment of the Servicer, maximize recovery of total proceeds taking into account the value of such Prepayment Charge and the related Mortgage Loan, (ii) the collection of such Prepayment Charge would be in violation of applicable laws or (iii) the amount of the Prepayment Charge set forth on the Prepayment Charge Schedule is not consistent with the related Mortgage Note or is otherwise unenforceable. If a Prepayment Charge is waived as permitted by meeting the standard described in clauses (ii) or (iii) above, then, the Trustee shall make commercially reasonable efforts to attempt to enforce the obligations of the related Originator under the Master Agreement to pay the amount of such waived Prepayment Charge, for the benefit of the Holders of the Class P Certificates; provided, however, that the Trustee shall not be under any obligation to take any action pursuant to this paragraph unless directed by the Depositor and provided, further, the Depositor hereby agrees to assist the Trustee in enforcing any obligations of any Originator to repurchase or substitute for a Mortgage Loan which has breached a representation or warranty under the related Assignment Agreement. If the Trustee makes a good faith determination as evidenced by an officer’s certificate delivered by the Trustee to the Trust Administrator, that the Servicer’s efforts are not reasonably expected to be successful in enforcing such rights, it shall
notify the Trust Administrator of such failure and the Trust Administrator, with the cooperation of the Servicer, shall enforce the obligation of the related Originator under the Master Agreement to pay to the Servicer the amount of such waived Prepayment Charge. If such Originator fails to pay the amount of such waived Prepayment Charge in accordance with its obligations under the related Master Agreement, the Trustee, Trust Administrator, the Servicer and the Depositor shall consult on further actions to be taken against such Originator. Notwithstanding the foregoing, to the extent that the Trustee and the related Originator are the same entity, the Trust Administrator shall enforce the obligations of the related Originator under the related Master Agreement pursuant to the terms of this paragraph.
To the extent consistent with the foregoing, the Servicer shall also seek to maximize the timely and complete recovery of principal and interest on the Mortgage Notes. Subject only to the above-described servicing standards and the terms of this Agreement and of the respective Mortgage Loans, the Servicer shall have full power and authority, acting alone or through Sub-Servicers as provided in Section 3.02, to do or cause to be done any and all things in connection with such servicing and administration which it may deem necessary or desirable. Without limiting the generality of the foregoing, the Servicer in its own name or in the name of a Sub-Servicer is hereby authorized and empowered by the Trustee when the Servicer believes it appropriate in its best judgment in accordance with the servicing standards set forth above, to execute and deliver, on behalf of the Certificateholders and the Trustee, and upon notice to the Trustee, any and all instruments of satisfaction or cancellation, or of partial or full release or discharge, and all other comparable instruments, with respect to the Mortgage Loans and the Mortgaged Properties and to institute foreclosure proceedings or obtain a deed-in-lieu of foreclosure so as to convert the ownership of such properties, and to hold or cause to be held title to such properties, on behalf of the Trustee and Certificateholders. The Servicer shall service and administer the Mortgage Loans in accordance with applicable state and federal law and shall provide to the Mortgagors any reports required to be provided to them thereby. The Servicer shall also comply in the performance of this Agreement with all reasonable rules and requirements of any standard hazard insurance policy. Subject to Section 3.17, the Trustee shall execute, at the written request of the Servicer, and furnish to the Servicer and any Sub-Servicer such documents as are necessary or appropriate to enable the Servicer or any Sub-Servicer to carry out their servicing and administrative duties hereunder, and the Trustee hereby grants to the Servicer a power of attorney to carry out such duties. The Trustee shall not be liable for the actions of the Servicer or any Sub-Servicers under such powers of attorney.
In accordance with the standards of the preceding paragraph, the Servicer shall advance or cause to be advanced funds as necessary for the purpose of effecting the timely payment of taxes and assessments on the Mortgaged Properties, which advances shall be Servicing Advances reimbursable in the first instance from related collections from the Mortgagors pursuant to Section 3.09, and further as provided in Section 3.11. Any cost incurred by the Servicer or by Sub-Servicers in effecting the timely payment of taxes and assessments on a Mortgaged Property shall not, for the purpose of calculating distributions to Certificateholders, be added to the unpaid principal balance of the related Mortgage Loan, notwithstanding that the terms of such Mortgage Loan so permit.
The Servicer further is authorized and empowered by the Trustee, on behalf of the Certificateholders and the Trustee, in its own name or in the name of the Sub-Servicer, when the
Servicer or the Sub-Servicer, as the case may be, believes it is appropriate in its best judgment to register any Mortgage Loan on the MERS System, or cause the removal from the registration of any Mortgage Loan on the MERS System, to execute and deliver, on behalf of the Trustee and the Certificateholders or any of them, any and all instruments of assignment and other comparable instruments with respect to such assignment or re-recording of a Mortgage in the name of MERS, solely as nominee for the Trustee and its successors and assigns. Any reasonable expenses (i) incurred as a result of MERS discontinuing or becoming unable to continue operations in connection with the MERS System or (ii) if the affected Mortgage Loan is in default or, in the judgment of the Servicer, such default is reasonably foreseeable, incurred in connection with the actions described in the preceding sentence, shall be subject to withdrawal by the Servicer from the Collection Account.
Notwithstanding anything in this Agreement to the contrary, the Servicer may not make any future advances with respect to a Mortgage Loan (except as provided in Section 4.03) and the Servicer shall not (i) permit any modification with respect to any Mortgage Loan (except with respect to a Mortgage Loan that is in default or, in the judgment of the Servicer, such default is reasonably foreseeable) that would change the Mortgage Rate, reduce or increase the principal balance (except for reductions resulting from actual payments of principal) or change the final maturity date on such Mortgage Loan or (ii) permit any modification, waiver or amendment of any term of any Mortgage Loan that would both (A) effect an exchange or reissuance of such Mortgage Loan under Section 1001 of the Code (or final, temporary or proposed Treasury regulations promulgated thereunder) and (B) cause any Trust REMIC to fail to qualify as a REMIC under the Code or the imposition of any tax on “prohibited transactions” or “contributions after the startup date” under the REMIC Provisions.
The Servicer may delegate its responsibilities under this Agreement; provided, however, that no such delegation shall release the Servicer from the responsibilities or liabilities arising under this Agreement.
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SECTION 3.02 |
Sub-Servicing Agreements Between the Servicer and Sub-Servicers. |
(a) The Servicer may enter into Sub-Servicing Agreements (provided that such agreements would not result in a withdrawal or a downgrading by the Rating Agencies of the rating on any Class of Certificates) with Sub-Servicers, for the servicing and administration of the Mortgage Loans; provided, however, such sub-servicing arrangement and the terms of the related Sub-Subservicing Agreement must provide for the servicing of Mortgage Loans in a manner consistent with the servicing arrangement contemplated hereunder.
(b) Each Sub-Servicer shall be (i) authorized to transact business in the state or states in which the related Mortgaged Properties it is to service are situated, if and to the extent required by applicable law to enable the Sub-Servicer to perform its obligations hereunder and under the Sub-Servicing Agreement and (ii) a Xxxxxxx Mac or Xxxxxx Mae approved mortgage servicer. Each Sub-Servicing Agreement must impose on the Sub-Servicer requirements conforming to the provisions set forth in Section 3.08 and provide for servicing of the Mortgage Loans consistent with the terms of this Agreement. The Servicer will examine each Sub-Servicing Agreement and will be familiar with the terms thereof. The terms of any Sub-
Servicing Agreement will not be inconsistent with any of the provisions of this Agreement. The Servicer and the Sub-Servicers may enter into and make amendments to the Sub-Servicing Agreements or enter into different forms of Sub-Servicing Agreements; provided, however, that any such amendments or different forms shall be consistent with and not violate the provisions of this Agreement, and that no such amendment or different form shall be made or entered into which could be reasonably expected to be materially adverse to the interests of the Certificateholders, without the consent of the Holders of Certificates entitled to at least 66% of the Voting Rights. Any variation without the consent of the Holders of Certificates entitled to at least 66% of the Voting Rights from the provisions set forth in Section 3.08 relating to insurance or priority requirements of Sub-Servicing Accounts, or credits and charges to the Sub- Servicing Accounts or the timing and amount of remittances by the Sub-Servicers to the Servicer, are conclusively deemed to be inconsistent with this Agreement and therefore prohibited. The Servicer shall deliver to the Trustee and the Trust Administrator copies of all Sub-Servicing Agreements, and any amendments or modifications thereof, promptly upon the Servicer’s execution and delivery of such instruments.
(c) As part of its servicing activities hereunder, the Servicer (except as otherwise provided in the last sentence of this paragraph), for the benefit of the Trustee and the Certificateholders, shall enforce the obligations of each Sub-Servicer under the related Sub-Servicing Agreement, including, without limitation, any obligation to make advances in respect of delinquent payments as required by a Sub-Servicing Agreement. Such enforcement, including, without limitation, the legal prosecution of claims, termination of Sub-Servicing Agreements, and the pursuit of other appropriate remedies, shall be in such form and carried out to such an extent and at such time as the Servicer, in its good faith business judgment, would require were it the owner of the related Mortgage Loans. The Servicer shall pay the costs of such enforcement at its own expense, and shall be reimbursed therefor only (i) from a general recovery resulting from such enforcement, to the extent, if any, that such recovery exceeds all amounts due in respect of the related Mortgage Loans, or (ii) from a specific recovery of costs, expenses or attorneys’ fees against the party against whom such enforcement is directed.
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SECTION 3.03 |
Successor Sub-Servicers. |
The Servicer shall be entitled to terminate any Sub-Servicing Agreement and the rights and obligations of any Sub-Servicer pursuant to any Sub-Servicing Agreement in accordance with the terms and conditions of such Sub-Servicing Agreement. In the event of termination of any Sub-Servicer, all servicing obligations of such Sub-Servicer shall be assumed simultaneously by the Servicer without any act or deed on the part of such Sub-Servicer or the Servicer, and the Servicer either shall service directly the related Mortgage Loans or shall enter into a Sub-Servicing Agreement with a successor Sub-Servicer which qualifies under Section 3.02.
Any Sub-Servicing Agreement shall include the provision that such agreement may be immediately terminated by the Trustee or the Trust Administrator without fee, in accordance with the terms of this Agreement, in the event that the Servicer shall, for any reason, no longer be the Servicer (including termination due to a Servicer Event of Default).
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SECTION 3.04 |
Liability of the Servicer. |
Notwithstanding any Sub-Servicing Agreement, any of the provisions of this Agreement relating to agreements or arrangements between the Servicer and a Sub-Servicer or reference to actions taken through a Sub-Servicer or otherwise, the Servicer shall remain obligated and primarily liable to the Trustee and the Certificateholders for the servicing and administering of the Mortgage Loans in accordance with the provisions of Section 3.01 without diminution of such obligation or liability by virtue of such Sub-Servicing Agreements or arrangements or by virtue of indemnification from the Sub-Servicer and to the same extent and under the same terms and conditions as if the Servicer alone were servicing and administering the Mortgage Loans. The Servicer shall be entitled to enter into any agreement with a Sub- Servicer for indemnification of the Servicer by such Sub-Servicer and nothing contained in this Agreement shall be deemed to limit or modify such indemnification.
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SECTION 3.05 |
No Contractual Relationship Between Sub-Servicers and Trustee, Trust Administrator or Certificateholders. |
Any Sub-Servicing Agreement that may be entered into and any transactions or services relating to the Mortgage Loans involving a Sub-Servicer in its capacity as such shall be deemed to be between the Sub-Servicer and the Servicer alone, and the Trustee, the Trust Administrator and the Certificateholders shall not be deemed parties thereto and shall have no claims, rights, obligations, duties or liabilities with respect to the Sub-Servicer except as set forth in Section 3.06. The Servicer shall be solely liable for all fees owed by it to any Sub-Servicer, irrespective of whether the Servicer’s compensation pursuant to this Agreement is sufficient to pay such fees.
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SECTION 3.06 |
Assumption or Termination of Sub-Servicing Agreements by Trust Administrator. |
In the event the Servicer shall for any reason no longer be the servicer (including by reason of the occurrence of a Servicer Event of Default), the Trust Administrator or its designee shall thereupon assume all of the rights and obligations of the Servicer under each Sub-Servicing Agreement that the Servicer may have entered into, unless the Trust Administrator elects to terminate any Sub-Servicing Agreement in accordance with its terms as provided in Section 3.03. Upon such assumption, the Trust Administrator, its designee or the successor servicer for the Trust Administrator appointed pursuant to Section 7.02 shall be deemed, subject to Section 3.03, to have assumed all of the Servicer’s interest therein and to have replaced the Servicer as a party to each Sub-Servicing Agreement to the same extent as if each Sub-Servicing Agreement had been assigned to the assuming party, except that (i) the Servicer shall not thereby be relieved of any liability or obligations under any Sub-Servicing Agreement and (ii) none of the Trust Administrator, its designee or any successor Servicer shall be deemed to have assumed any liability or obligation of the Servicer that arose before it ceased to be the Servicer.
The Servicer at its expense shall, upon request of the Trust Administrator, deliver to the assuming party all documents and records relating to each Sub-Servicing Agreement and the Mortgage Loans then being serviced and an accounting of amounts collected and held by or
on behalf of it, and otherwise use its best efforts to effect the orderly and efficient transfer of the Sub- Servicing Agreements to the assuming party.
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SECTION 3.07 |
Collection of Certain Mortgage Loan Payments. |
The Servicer shall make reasonable efforts to collect all payments called for under the terms and provisions of the Mortgage Loans, and shall, to the extent such procedures shall be consistent with this Agreement and the terms and provisions of any applicable insurance policies, follow such collection procedures as it would follow with respect to mortgage loans comparable to the Mortgage Loans and held for its own account. Consistent with the foregoing and the servicing standards set forth in Section 3.01, the Servicer may in its discretion (i) waive any late payment charge or, if applicable, penalty interest or (ii) extend the due dates for Monthly Payments due on a Mortgage Note for a period of not greater than 180 days; provided that any extension pursuant to clause (ii) above shall not affect the amortization schedule of any Mortgage Loan for purposes of any computation hereunder, except as provided below. In the event of any such arrangement pursuant to clause (ii) above, the Servicer shall make timely advances on such Mortgage Loan during such extension pursuant to Section 4.03 and in accordance with the amortization schedule of such Mortgage Loan without modification thereof by reason of such arrangements. Notwithstanding the foregoing, in the event that any Mortgage Loan is in default or, in the judgment of the Servicer, such default is reasonably foreseeable, the Servicer, consistent with the standards set forth in Section 3.01, may waive, modify or vary any term of such Mortgage Loan (including modifications that change the Mortgage Rate, forgive the payment of principal or interest or extend the final maturity date of such Mortgage Loan), accept payment from the related Mortgagor of an amount less than the Stated Principal Balance in final satisfaction of such Mortgage Loan (such payment, a “Short Pay-off”) or consent to the postponement of strict compliance with any such term or otherwise grant indulgence to any Mortgagor, if in the Servicer’s determination such waiver, modification, postponement or indulgence is not materially adverse to the interests of the Certificateholders (taking into account any estimated Realized Loss that might result absent such action).
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SECTION 3.08 |
Sub-Servicing Accounts. |
In those cases where a Sub-Servicer is servicing a Mortgage Loan pursuant to a Sub-Servicing Agreement, the Sub-Servicer will be required to establish and maintain one or more accounts (collectively, the “Sub-Servicing Account”). The Sub-Servicing Account shall be an Eligible Account and shall comply with all requirements of this Agreement relating to the Collection Account. The Sub-Servicer shall deposit in the Sub-Servicing Account, in no event more than two Business Days after the Sub-Servicer’s receipt thereof, all proceeds of Mortgage Loans received by the Sub-Servicer less its servicing compensation to the extent permitted by the Sub-Servicing Agreement. The Sub-Servicer shall thereafter remit such proceeds to the Servicer for deposit in the Collection Account not later than two Business Days after the deposit of such amounts in the Sub-Servicing Account. For purposes of this Agreement, the Servicer shall be deemed to have received payments on the Mortgage Loans when the Sub-Servicer receives such payments.
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SECTION 3.09 |
Collection of Taxes, Assessments and Similar Items; Servicing Accounts. |
The Servicer shall establish and maintain (or cause a Sub-Servicer to establish and maintain) one or more accounts (the “Servicing Accounts”), into which all collections from the Mortgagors (or related advances from Sub-Servicers) for the payment of ground rents, taxes, assessments, fire and hazard insurance premiums, Primary Mortgage Insurance Premiums, water charges, sewer rents and comparable items for the account of the Mortgagors (“Escrow Payments”) shall be deposited and retained. Servicing Accounts shall be Eligible Accounts. The Servicer shall deposit in the clearing account (which account must be an Eligible Account) in which it customarily deposits payments and collections on mortgage loans in connection with its mortgage loan servicing activities on a daily basis, and in no event more than two Business Days after the Servicer’s receipt thereof, all Escrow Payments collected on account of the Mortgage Loans and shall thereafter deposit such Escrow Payments in the Servicing Accounts, in no event more than one Business Day after the deposit of such funds in the clearing account, for the purpose of effecting the payment of any such items as required under the terms of this Agreement. Each Sub-Servicer shall deposit in the escrow account established under the Sub-Servicing Agreement, in no event more than two Business Days after the Sub-Servicer’s receipt thereof, all Escrow Payments collected on account of the Mortgage Loans, for the purpose of effecting the payment of any such items as required under the terms of this Agreement. Withdrawals of amounts from a Servicing Account may be made only to (i) effect payment of Escrow Payments; (ii) reimburse the Servicer (or a Sub-Servicer to the extent provided in the related Sub-Servicing Agreement) out of related collections for any advances made pursuant to Section 3.01 (with respect to taxes and assessments) and Section 3.14 (with respect to hazard insurance); (iii) refund to Mortgagors any sums as may be determined to be overages; (iv) pay interest, if required and as described below, to Mortgagors on balances in the Servicing Account; (v) clear and terminate the Servicing Account at the termination of the Servicer’s obligations and responsibilities in respect of the Mortgage Loans under this Agreement in accordance with Article IX; or (vi) recover amounts deposited in error. As part of its servicing duties, the Servicer or Sub-Servicers shall pay to the Mortgagors interest on funds in Servicing Accounts, to the extent required by law and, to the extent that interest earned on funds in the Servicing Accounts is insufficient, to pay such interest from its or their own funds, without any reimbursement therefor. To the extent that a Mortgage does not provide for Escrow Payments, the Servicer shall determine whether any such payments are made by the Mortgagor in a manner and at a time that avoids the loss of the Mortgaged Property due to a tax sale or the foreclosure of a tax lien. The Servicer assumes full responsibility for the payment of all such bills and shall effect payments of all such bills irrespective of the Mortgagor’s faithful performance in the payment of same or the making of the Escrow Payments and shall make advances from its own funds to effect such payments.
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SECTION 3.10 |
Collection Account and Distribution Account. |
(a) On behalf of the Trust Fund, the Servicer shall establish and maintain one or more separate, segregated trust accounts (such account or accounts, the “Collection Account”), held in trust for the benefit of the Trust Administrator, the Trustee and the Certificateholders. On behalf of the Trust Fund, the Servicer shall deposit or cause to be deposited in the clearing account (which account must be an Eligible Account) in which it
customarily deposits payments and collections on mortgage loans in connection with its mortgage loan servicing activities on a daily basis, and in no event more than two Business Days after the Servicer’s receipt thereof, and shall thereafter deposit in the Collection Account, in no event more than one Business Day after the deposit of such funds into the clearing account, as and when received or as otherwise required hereunder, the following payments and collections received or made by it from and after the Cut-off Date (other than in respect of principal or interest on the related Mortgage Loans due on or before the Cut-off Date), or payments (other than Principal Prepayments) received by it on or prior to the Cut-off Date but allocable to a Due Period subsequent thereto:
(i) all payments on account of principal, including Principal Prepayments (but not Prepayment Charges), on the Mortgage Loans;
(ii) all payments on account of interest (net of the related Servicing Fee and any Prepayment Interest Excess) on each Mortgage Loan;
(iii) all Insurance Proceeds, Trailing Recoveries and Liquidation Proceeds (other than proceeds collected in respect of any particular REO Property and amounts paid by the Servicer in connection with a purchase of Mortgage Loans and REO Properties pursuant to Section 9.01);
(iv) any amounts required to be deposited pursuant to Section 3.12 in connection with any losses realized on Permitted Investments with respect to funds held in the Collection Account;
(v) any amounts required to be deposited by the Servicer pursuant to the second paragraph of Section 3.14(a) in respect of any blanket policy deductibles;
(vi) all proceeds of any Mortgage Loan repurchased or purchased in accordance with Section 2.03 or Section 9.01;
(vii) all amounts required to be deposited in connection with shortfalls in principal amount of Qualified Substitute Mortgage Loans pursuant to Section 2.03; and
(viii) all Prepayment Charges collected by the Servicer and any Servicer Prepayment Charge Payment Amounts in connection with the Principal Prepayment of any of the Mortgage Loans.
For purposes of the immediately preceding sentence, the Cut-off Date with respect to any Qualified Substitute Mortgage Loan shall be deemed to be the date of substitution.
The foregoing requirements for deposit in the Collection Accounts shall be exclusive, it being understood and agreed that, without limiting the generality of the foregoing, payments in the nature of late payment charges or assumption fees (other than Prepayment Charges) need not be deposited by the Servicer in the Collection Account. In the event the Servicer shall deposit in the Collection Account any amount not required to be deposited therein, it may at any time withdraw such amount from the Collection Account, any provision herein to the contrary notwithstanding.
(b) On behalf of the Trust Fund, the Trust Administrator, as agent for the Trustee, shall establish and maintain one or more separate, segregated trust accounts (such account or accounts, the “Distribution Account”), held in trust for the benefit of the Certificateholders. On behalf of the Trust Fund, the Servicer shall deliver to the Trust Administrator in immediately available funds for deposit in the Distribution Account on or before 4:00 p.m. New York time (i) on the Servicer Remittance Date, that portion of the Available Distribution Amount (calculated without regard to the subtraction therefrom of the Credit Risk Manager Fee) for the related Distribution Date then on deposit in the Collection Account, the amount of all Prepayment Charges collected during the applicable Prepayment Period by the Servicer and Servicer Prepayment Charge Payment Amounts in connection with the Principal Prepayment of any of the Mortgage Loans then on deposit in the Collection Account and (ii) on each Business Day as of the commencement of which the balance on deposit in the Collection Account exceeds $75,000 following any withdrawals pursuant to the next succeeding sentence, the amount of such excess, but only if the Collection Account constitutes an Eligible Account solely pursuant to clause (ii) of the definition of “Eligible Account.” If the balance on deposit in the Collection Account exceeds $75,000 as of the commencement of business on any Business Day and the Collection Account constitutes an Eligible Account solely pursuant to clause (ii) of the definition of “Eligible Account,” the Servicer shall, on or before 4:00 p.m. New York time on such Business Day, withdraw from the Collection Account any and all amounts payable or reimbursable to the Depositor, the Servicer, the Trustee, the Trust Administrator, the Seller or any Sub-Servicer pursuant to Section 3.11 and shall pay such amounts to the Persons entitled thereto.
(c) Funds in the Collection Account and the Distribution Account may be invested in Permitted Investments in accordance with the provisions set forth in Section 3.12. The Servicer shall give notice to the Trustee, the Trust Administrator and the Depositor of the location of the Collection Account maintained by it when established and prior to any change thereof. The Trust Administrator shall give notice to the Servicer, the Trustee and the Depositor of the location of the Distribution Account when established and prior to any change thereof.
(d) Funds held in the Collection Account at any time may be delivered by the Servicer to the Trust Administrator for deposit in an account (which may be the Distribution Account and must satisfy the standards for the Distribution Account as set forth in the definition thereof) and for all purposes of this Agreement shall be deemed to be a part of the Collection Account; provided, however, that the Trust Administrator shall have the sole authority to withdraw any funds held pursuant to this subsection (d). In the event the Servicer shall deliver to the Trust Administrator for deposit in the Distribution Account any amount not required to be deposited therein, it may at any time request that the Trust Administrator withdraw such amount from the Distribution Account and remit to it any such amount, any provision herein to the contrary notwithstanding. In addition, the Servicer shall deliver to the Trust Administrator from time to time for deposit, and upon written notification from the Servicer, the Trust Administrator shall so deposit, in the Distribution Account:
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(i) |
any P&I Advances, as required pursuant to Section 4.03; |
(ii) any amounts required to be deposited pursuant to Section 3.23(d) or (f) in connection with any REO Property;
(iii) any amounts to be paid by the Servicer in connection with a purchase of Mortgage Loans and REO Properties pursuant to Section 9.01;
(iv) any amounts required to be deposited pursuant to Section 3.24 in connection with any Prepayment Interest Shortfalls; and
(v) any Stayed Funds, as soon as permitted by the federal bankruptcy court having jurisdiction in such matters.
(e) Promptly upon receipt of any Stayed Funds, whether from the Servicer, a trustee in bankruptcy, or federal bankruptcy court or other source, the Trust Administrator shall deposit such funds in the Distribution Account, subject to withdrawal thereof as permitted hereunder.
(f) The Servicer shall deposit in the Collection Account any amounts required to be deposited pursuant to Section 3.12(b) in connection with losses realized on Permitted Investments with respect to funds held in the Collection Account.
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SECTION 3.11 |
Withdrawals from the Collection Account and Distribution Account. |
(a) The Servicer shall, from time to time, make withdrawals from the Collection Account for any of the following purposes or as described in Section 4.03:
(i) to remit to the Trust Administrator for deposit in the Distribution Account the amounts required to be so remitted pursuant to Section 3.10(b) or permitted to be so remitted pursuant to the first sentence of Section 3.10(d);
(ii) subject to Section 3.16(d), to reimburse the Servicer for P&I Advances, but only to the extent of amounts received which represent Late Collections (net of the related Servicing Fees) of Monthly Payments on Mortgage Loans with respect to which such P&I Advances were made in accordance with the provisions of Section 4.03;
(iii) subject to Section 3.16(d), to pay the Servicer or any Sub-Servicer (A) any unpaid Servicing Fees, (B) any unreimbursed Servicing Advances with respect to each Mortgage Loan, but only to the extent of any Liquidation Proceeds, Insurance Proceeds or other amounts as may be collected by the Servicer from a Mortgagor, or otherwise received with respect to such Mortgage Loan and (C) without limiting any right of withdrawal set forth in clause (vi) below, any Servicing Advances made with respect to a Mortgage Loan that, following the final liquidation of a Mortgage Loan are Nonrecoverable Advances, but only to the extent that Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such Mortgage Loan are insufficient to reimburse the Servicer or any Sub-Servicer for such Servicing Advances;
(iv) to pay to the Servicer as servicing compensation (in addition to the Servicing Fee) on the Servicer Remittance Date any interest or investment income earned on funds deposited in the Collection Account;
(v) to pay to the Servicer, the Depositor or the Seller, as the case may be, with respect to each Mortgage Loan that has previously been purchased or replaced pursuant to Section 2.03 all amounts received thereon subsequent to the date of purchase or substitution, as the case may be;
(vi) to reimburse the Servicer for any P&I Advance or Servicing Advance previously made which the Servicer has determined to be a Nonrecoverable Advance in accordance with the provisions of Section 4.03;
(vii) to reimburse the Servicer or the Depositor for expenses incurred by or reimbursable to the Servicer or the Depositor, as the case may be, pursuant to Section 6.03;
(viii) to reimburse the Servicer, the Trust Administrator or the Trustee, as the case may be, for expenses reasonably incurred in respect of the breach or defect giving rise to the purchase obligation under Section 2.03 or Section 2.04 of this Agreement that were included in the Purchase Price of the Mortgage Loan, including any expenses arising out of the enforcement of the purchase obligation;
(ix) to pay, or to reimburse the Servicer for advances in respect of expenses incurred in connection with any Mortgage Loan pursuant to Section 3.16(b); and
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(x) |
to clear and terminate the Collection Account pursuant to Section 9.01. |
The Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, for the purpose of justifying any withdrawal from the Collection Account, to the extent held by or on behalf of it, pursuant to subclauses (ii), (iii), (iv), (v), (vi), (viii) and (ix) above. The Servicer shall provide written notification to the Trustee and the Trust Administrator, on or prior to the next succeeding Servicer Remittance Date, upon making any withdrawals from the Collection Account pursuant to subclause (vii) above.
(b) The Trust Administrator shall, from time to time, make withdrawals from the Distribution Account, for any of the following purposes, without priority:
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(i) |
to make distributions to the Cap Account in accordance with Section 4.08; |
(ii) to make distributions to Certificateholders in accordance with Section 4.01;
(iii) to pay to itself any interest income earned on funds deposited in the Distribution Account pursuant to Section 3.12(c);
(iv) to reimburse the Trust Administrator or the Trustee pursuant to Section 7.02;
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(v) |
to pay any amounts in respect of taxes pursuant to 10.01(g)(iii); | |
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(vi) |
to pay any Extraordinary Trust Fund Expenses; |
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(vii) to reimburse the Trust Administrator or the Trustee for any P&I Advance made by it under Section 7.01 (if not reimbursed by the Servicer) to the same extent the Servicer would be entitled to reimbursement under Section 3.11(a);
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(viii) |
to pay the Credit Risk Manager the Credit Risk Manager Fee; and |
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(ix) |
to clear and terminate the Distribution Account pursuant to Section 9.01. |
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SECTION 3.12 |
Investment of Funds in the Collection Account and the Distribution Account. |
(a) The Servicer may direct any depository institution maintaining the Collection Account (for purposes of this Section 3.12, an “Investment Account”), and the Trust Administrator may at the direction of the Depositor direct any depository institution maintaining the Distribution Account (for purposes of this Section 3.12, also an “Investment Account”), to hold the funds in such Investment Account uninvested or to invest the funds in such Investment Account in one or more Permitted Investments specified in such instruction bearing interest or sold at a discount, and maturing, unless payable on demand, (i) no later than the Business Day immediately preceding the date on which such funds are required to be withdrawn from such account pursuant to this Agreement, if a Person other than the Trust Administrator is the obligor thereon, and (ii) no later than the date on which such funds are required to be withdrawn from such account pursuant to this Agreement, if the Trust Administrator is the obligor thereon. All such Permitted Investments shall be held to maturity, unless payable on demand. Any investment of funds in an Investment Account shall be made in the name of the Trust Administrator (in its capacity as such) or in the name of a nominee of the Trust Administrator. The Trust Administrator shall be entitled to sole possession (except with respect to investment direction of funds held in the Collection Account and the Distribution Account and any income and gain realized thereon) over each such investment, and any certificate or other instrument evidencing any such investment shall be delivered directly to the Trust Administrator or its agent, together with any document of transfer necessary to transfer title to such investment to the Trust Administrator or its nominee. In the event amounts on deposit in an Investment Account are at any time invested in a Permitted Investment payable on demand, the Trust Administrator shall:
(x) consistent with any notice required to be given thereunder, demand that payment thereon be made on the last day such Permitted Investment may otherwise mature hereunder in an amount equal to the lesser of (1) all amounts then payable thereunder and (2) the amount required to be withdrawn on such date; and
(y) demand payment of all amounts due thereunder promptly upon determination by a Responsible Officer of the Trust Administrator that such Permitted Investment would not constitute a Permitted Investment in respect of funds thereafter on deposit in the Investment Account.
(b) All income and gain realized from the investment of funds deposited in the Collection Account held by or on behalf of the Servicer, shall be for the benefit of the Servicer and shall be subject to its withdrawal in accordance with Section 3.11. The Servicer shall deposit in the Collection Account the amount of any loss of principal incurred in respect of any such
Permitted Investment made with funds in such accounts immediately upon realization of such loss.
(c) All income and gain realized from the investment of funds deposited in the Distribution Account held by or on behalf of the Trust Administrator, shall be for the benefit of the Trust Administrator and shall be subject to its withdrawal at any time. The Trust Administrator shall deposit in the Distribution Account the amount of any loss of principal incurred in respect of any such Permitted Investment made with funds in such accounts immediately upon realization of such loss.
(d) Except as otherwise expressly provided in this Agreement, if any default occurs in the making of a payment due under any Permitted Investment, or if a default occurs in any other performance required under any Permitted Investment, the Trust Administrator may and, subject to Section 8.01 and Section 8.02(a)(v), upon the request of the Holders of Certificates representing more than 50% of the Voting Rights allocated to any Class of Certificates, shall take such action as may be appropriate to enforce such payment or performance, including the institution and prosecution of appropriate proceedings.
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SECTION 3.13 |
[Reserved]. |
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SECTION 3.14 |
Maintenance of Hazard Insurance and Errors and Omissions and Fidelity Coverage. |
(a) The Servicer shall cause to be maintained for each Mortgage Loan fire insurance with extended coverage on the related Mortgaged Property in an amount which is at least equal to the least of (i) the current principal balance of such Mortgage Loan, (ii) the amount necessary to fully compensate for any damage or loss to the improvements that are a part of such property on a replacement cost basis and (iii) the maximum insurable value of the improvements which are a part of such Mortgaged Property, in each case in an amount not less than such amount as is necessary to avoid the application of any coinsurance clause contained in the related hazard insurance policy. The Servicer shall also cause to be maintained fire insurance with extended coverage on each REO Property in an amount which is at least equal to the lesser of (i) the maximum insurable value of the improvements which are a part of such property and (ii) the outstanding principal balance of the related Mortgage Loan at the time it became an REO Property, plus accrued interest at the Mortgage Rate and related Servicing Advances. The Servicer will comply in the performance of this Agreement with all reasonable rules and requirements of each insurer under any such hazard policies. Any amounts to be collected by the Servicer under any such policies (other than amounts to be applied to the restoration or repair of the property subject to the related Mortgage or amounts to be released to the Mortgagor in accordance with the procedures that the Servicer would follow in servicing loans held for its own account, subject to the terms and conditions of the related Mortgage and Mortgage Note) shall be deposited in the Collection Account, subject to withdrawal pursuant to Section 3.11, if received in respect of a Mortgage Loan, or in the REO Account, subject to withdrawal pursuant to Section 3.23, if received in respect of an REO Property. Any cost incurred by the Servicer in maintaining any such insurance shall not, for the purpose of calculating distributions to Certificateholders, be added to the unpaid principal balance of the related Mortgage Loan, notwithstanding that the terms of such Mortgage Loan so permit. It is understood and agreed that no earthquake or other
additional insurance is to be required of any Mortgagor other than pursuant to such applicable laws and regulations as shall at any time be in force and as shall require such additional insurance. If the Mortgaged Property or REO Property is at any time in an area identified in the Federal Register by the Federal Emergency Management Agency as having special flood hazards, the Servicer will cause to be maintained a flood insurance policy in respect thereof. Such flood insurance shall be in an amount equal to the lesser of (i) the unpaid principal balance of the related Mortgage Loan and (ii) the maximum amount of such insurance available for the related Mortgaged Property under the national flood insurance program (assuming that the area in which such Mortgaged Property is located is participating in such program).
In the event that the Servicer shall obtain and maintain a blanket policy with an insurer having a General Policy Rating of A:X or better in Best’s Key Rating Guide (or such other rating that is comparable to such rating) insuring against hazard losses on all of the Mortgage Loans, it shall conclusively be deemed to have satisfied its obligations as set forth in the first two sentences of this Section 3.14, it being understood and agreed that such policy may contain a deductible clause, in which case the Servicer shall, in the event that there shall not have been maintained on the related Mortgaged Property or REO Property a policy complying with the first two sentences of this Section 3.14, and there shall have been one or more losses which would have been covered by such policy, deposit to the Collection Account from its own funds the amount not otherwise payable under the blanket policy because of such deductible clause. In connection with its activities as administrator and servicer of the Mortgage Loans, the Servicer agrees to prepare and present, on behalf of itself, the Trustee and the Certificateholders, claims under any such blanket policy in a timely fashion in accordance with the terms of such policy.
(b) The Servicer shall keep in force during the term of this Agreement a policy or policies of insurance covering errors and omissions for failure in the performance of the Servicer’s obligations under this Agreement, which policy or policies shall be in such form and amount that would meet the requirements of Xxxxxx Xxx or Xxxxxxx Mac if it were the purchaser of the Mortgage Loans, unless the Servicer has obtained a waiver of such requirements from Xxxxxx Mae or Xxxxxxx Mac. The Servicer shall also maintain a fidelity bond in the form and amount that would meet the requirements of Xxxxxx Mae or Xxxxxxx Mac, unless the Servicer has obtained a waiver of such requirements from Xxxxxx Mae or Xxxxxxx Mac. The Servicer shall provide the Trustee and the Trust Administrator (upon the Trustee’s or the Trust Administrator’s reasonable request) with copies of any such insurance policies and fidelity bond. The Servicer shall be deemed to have complied with this provision if an Affiliate of the Servicer has such errors and omissions and fidelity bond coverage and, by the terms of such insurance policy or fidelity bond, the coverage afforded thereunder extends to the Servicer. Any such errors and omissions policy and fidelity bond shall by its terms not be cancelable without thirty days’ prior written notice to the Trustee and the Trust Administrator. The Servicer shall also cause each Sub-Servicer to maintain a policy of insurance covering errors and omissions and a fidelity bond which would meet such requirements.
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SECTION 3.15 |
Enforcement of Due-On-Sale Clauses; Assumption Agreements. |
The Servicer will, to the extent it has knowledge of any conveyance or prospective conveyance of any Mortgaged Property by any Mortgagor (whether by absolute
conveyance or by contract of sale, and whether or not the Mortgagor remains or is to remain liable under the Mortgage Note and/or the Mortgage), exercise its rights to accelerate the maturity of such Mortgage Loan under the “due-on-sale” clause, if any, applicable thereto; provided, however, that the Servicer shall not exercise any such rights if prohibited by law from doing so. If the Servicer reasonably believes it is unable under applicable law to enforce such “due-on-sale” clause, or if any of the other conditions set forth in the proviso to the preceding sentence apply, the Servicer will enter into an assumption and modification agreement from or with the person to whom such property has been conveyed or is proposed to be conveyed, pursuant to which such person becomes liable under the Mortgage Note and, to the extent permitted by applicable state law, the Mortgagor remains liable thereon. The Servicer is also authorized to enter into a substitution of liability agreement with such person, pursuant to which the original Mortgagor is released from liability and such person is substituted as the Mortgagor and becomes liable under the Mortgage Note, provided that no such substitution shall be effective unless such person satisfies the underwriting criteria of the Servicer. In connection with any assumption or substitution, the Servicer shall apply such underwriting standards and follow such practices and procedures as shall be normal and usual in its general mortgage servicing activities and as it applies to other mortgage loans owned solely by it. The Servicer shall not take or enter into any assumption and modification agreement, however, unless (to the extent practicable in the circumstances) it shall have received confirmation, in writing, of the continued effectiveness of any applicable hazard insurance policy, or a new policy meeting the requirements of this Section is obtained. Any fee collected by the Servicer in respect of an assumption or substitution of liability agreement will be retained by the Servicer as additional servicing compensation. In connection with any such assumption, no material term of the Mortgage Note (including but not limited to the related Mortgage Rate and the amount of the Monthly Payment) may be amended or modified, except as otherwise required pursuant to the terms thereof. The Servicer shall notify the Trustee and the Trust Administrator that any such substitution or assumption agreement has been completed by forwarding to the related Custodian (with a copy to the Trustee and the Trust Administrator) the executed original of such substitution or assumption agreement, which document shall be added to the related Mortgage File and shall, for all purposes, be considered a part of such Mortgage File to the same extent as all other documents and instruments constituting a part thereof.
Notwithstanding the foregoing paragraph or any other provision of this Agreement, the Servicer shall not be deemed to be in default, breach or any other violation of its obligations hereunder by reason of any assumption of a Mortgage Loan by operation of law or by the terms of the Mortgage Note or any assumption which the Servicer may be restricted by law from preventing, for any reason whatever. For purposes of this Section 3.15, the term “assumption” is deemed to also include a sale (of the Mortgaged Property) subject to the Mortgage that is not accompanied by an assumption or substitution of liability agreement.
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SECTION 3.16 |
Realization Upon Defaulted Mortgage Loans. |
(a) The Servicer shall, consistent with the servicing standard set forth in Section 3.01, foreclose upon or otherwise comparably convert the ownership of properties securing such of the Mortgage Loans as come into and continue in default and as to which no satisfactory arrangements can be made for collection of delinquent payments pursuant to Section 3.07. The Servicer shall be responsible for all costs and expenses incurred by it in any such
proceedings; provided, however, that such costs and expenses will be recoverable as Servicing Advances by the Servicer as contemplated in Section 3.11 and Section 3.23. The foregoing is subject to the provision that, in any case in which Mortgaged Property shall have suffered damage from an Uninsured Cause, the Servicer shall not be required to expend its own funds toward the restoration of such property unless it shall determine in its discretion that such restoration will increase the proceeds of liquidation of the related Mortgage Loan after reimbursement to itself for such expenses.
(b) Notwithstanding the foregoing provisions of this Section 3.16 or any other provision of this Agreement, with respect to any Mortgage Loan as to which the Servicer has received actual notice of, or has actual knowledge of, the presence of any toxic or hazardous substance on the related Mortgaged Property, the Servicer shall not, on behalf of the Trustee, either (i) obtain title to such Mortgaged Property as a result of or in lieu of foreclosure or otherwise, or (ii) otherwise acquire possession of, or take any other action with respect to, such Mortgaged Property, if, as a result of any such action, the Trustee, the Trust Fund, the Trust Administrator, the Servicer or the Certificateholders would be considered to hold title to, to be a “mortgagee-in-possession” of, or to be an “owner” or “operator” of such Mortgaged Property within the meaning of the Comprehensive Environmental Response, Compensation and Liability Act of 1980, as amended from time to time, or any comparable law, unless the Servicer has also previously determined, based on its reasonable judgment and a report prepared by a Person who regularly conducts environmental audits using customary industry standards, that:
(1) such Mortgaged Property is in compliance with applicable environmental laws or, if not, that it would be in the best economic interest of the Trust Fund to take such actions as are necessary to bring the Mortgaged Property into compliance therewith; and
(2) there are no circumstances present at such Mortgaged Property relating to the use, management or disposal of any hazardous substances, hazardous materials, hazardous wastes, or petroleum-based materials for which investigation, testing, monitoring, containment, clean-up or remediation could be required under any federal, state or local law or regulation, or that if any such materials are present for which such action could be required, that it would be in the best economic interest of the Trust Fund to take such actions with respect to the affected Mortgaged Property.
The cost of the environmental audit report contemplated by this Section 3.23 shall be advanced by the Servicer, subject to the Servicer’s right to be reimbursed therefor from the Collection Account as provided in Section 3.11(a)(ix), such right of reimbursement being prior to the rights of Certificateholders to receive any amount in the Collection Account received in respect of the affected Mortgage Loan or other Mortgage Loans.
If the Servicer determines, as described above, that it is in the best economic interest of the Trust Fund to take such actions as are necessary to bring any such Mortgaged Property into compliance with applicable environmental laws, or to take such action with respect to the containment, clean-up or remediation of hazardous substances, hazardous materials, hazardous wastes or petroleum-based materials affecting any such Mortgaged Property, then the
Servicer shall take such action as it deems to be in the best economic interest of the Trust Fund. The cost of any such compliance, containment, cleanup or remediation shall be advanced by the Servicer, subject to the Servicer’s right to be reimbursed therefor from the Collection Account as provided in Section 3.11(a)(ix), such right of reimbursement being prior to the rights of Certificateholders to receive any amount in the Collection Account received in respect of the affected Mortgage Loan or other Mortgage Loans.
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(c) |
[Reserved]. |
(d) Proceeds received in connection with any Final Recovery Determination, as well as any recovery resulting from a partial collection of Insurance Proceeds or Liquidation Proceeds, in respect of any Mortgage Loan, will be applied in the following order of priority: first, to reimburse the Servicer or any Sub-Servicer for any related unreimbursed Servicing Advances and P&I Advances, pursuant to Section 3.11(a)(ii) or (a)(iii)(B); second, to accrued and unpaid interest on the Mortgage Loan, to the date of the Final Recovery Determination, or to the Due Date prior to the Distribution Date on which such amounts are to be distributed if not in connection with a Final Recovery Determination; and third, as a recovery of principal of the Mortgage Loan. If the amount of the recovery so allocated to interest is less than the full amount of accrued and unpaid interest due on such Mortgage Loan, the amount of such recovery will be allocated by the Servicer as follows: first, to unpaid Servicing Fees; and second, to the balance of the interest then due and owing. The portion of the recovery so allocated to unpaid Servicing Fees shall be reimbursed to the Servicer or any Sub-Servicer pursuant to Section 3.11(a)(iii)(A).
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SECTION 3.17 |
Trustee to Cooperate; Release of Mortgage Files. |
(a) Upon the payment in full of any Mortgage Loan, or the receipt by the Servicer of a notification that payment in full shall be escrowed in a manner customary for such purposes, the Servicer will immediately notify the related Custodian, on behalf of the Trustee, by a Request for Release in the form of Exhibit E (which certification shall include a statement to the effect that all amounts received or to be received in connection with such payment which are required to be deposited in the Collection Account pursuant to Section 3.10 have been or will be so deposited) of a Servicing Officer and shall request that the related Custodian, on behalf of the Trustee, deliver to it the Mortgage File. Upon receipt of such certification and request, the related Custodian, on behalf of the Trustee, shall promptly release the related Mortgage File to the Servicer, and the Servicer is authorized to cause the removal from the registration on the MERS® System of any such Mortgage, if applicable, and to execute and deliver, on behalf of the Trustee and the Certificateholders or any of them, any and all instruments of satisfaction or cancellation or of partial or full release. No expenses incurred in connection with any instrument of satisfaction or deed of reconveyance shall be chargeable to the Collection Account or the Distribution Account.
The Trustee (or a Custodian on its behalf) shall, at the written request and expense of any Certificateholder, provide a written report to such Certificateholder of all Mortgage Files released to the Servicer for servicing purposes.
(b) From time to time and as appropriate for the servicing or foreclosure of any Mortgage Loan, including, for this purpose, collection under any insurance policy relating to
the Mortgage Loans, the related Custodian, on behalf of the Trustee, shall, upon request of the Servicer and delivery to the related Custodian and the Trustee of a Request for Release in the form of Exhibit E, release the related Mortgage File to the Servicer, and the related Custodian, on behalf of the Trustee, shall, at the direction of the Servicer, execute such documents as shall be necessary to the prosecution of any such proceedings. Such Request for Release shall obligate the Servicer to return each and every document previously requested from the Mortgage File to the related Custodian when the need therefor by the Servicer no longer exists, unless the Mortgage Loan has been liquidated and the Liquidation Proceeds relating to the Mortgage Loan have been deposited in the Collection Account or the Mortgage File or such document has been delivered to an attorney, or to a public trustee or other public official as required by law, for purposes of initiating or pursuing legal action or other proceedings for the foreclosure of the Mortgaged Property either judicially or non-judicially, and the Servicer has delivered to the related Custodian, on behalf of the Trustee, a certificate of a Servicing Officer certifying as to the name and address of the Person to which such Mortgage File or such document was delivered and the purpose or purposes of such delivery. Upon receipt of a certificate of a Servicing Officer stating that such Mortgage Loan was liquidated and that all amounts received or to be received in connection with such liquidation that are required to be deposited into the Collection Account have been so deposited, or that such Mortgage Loan has become an REO Property, a copy of the Request for Release shall be released by the related Custodian, on behalf of the Trustee, to the Servicer.
(c) Upon written certification of a Servicing Officer, the Trustee shall execute and deliver to the Servicer any court pleadings, requests for trustee’s sale or other documents reasonably necessary to the foreclosure or trustee’s sale in respect of a Mortgaged Property or to any legal action brought to obtain judgment against any Mortgagor on the Mortgage Note or Mortgage or to obtain a deficiency judgment, or to enforce any other remedies or rights provided by the Mortgage Note or Mortgage or otherwise available at law or in equity. Each such certification shall include a request that such pleadings or documents be executed by the Trustee and a statement as to the reason such documents or pleadings are required and that the execution and delivery thereof by the Trustee will not invalidate or otherwise affect the lien of the Mortgage, except for the termination of such a lien upon completion of the foreclosure or trustee’s sale.
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SECTION 3.18 |
Servicing Compensation. |
As compensation for the activities of the Servicer hereunder, the Servicer shall be entitled to the Servicing Fee with respect to each Mortgage Loan payable solely from payments of interest in respect of such Mortgage Loan, subject to Section 3.24. In addition, the Servicer shall be entitled to recover unpaid Servicing Fees out of Insurance Proceeds or Liquidation Proceeds to the extent permitted by Section 3.11(a)(iii)(A) and out of amounts derived from the operation and sale of an REO Property to the extent permitted by Section 3.23. The right to receive the Servicing Fee may not be transferred in whole or in part except in connection with the transfer of all of the Servicer’s responsibilities and obligations under this Agreement.
Additional servicing compensation in the form of assumption fees, late payment charges and other similar fees and charges (other than Prepayment Charges) shall be retained by the Servicer (subject to Section 3.24) only to the extent such fees or charges are received by the
Servicer. The Servicer shall also be entitled pursuant to Section 3.11(a)(iv) to withdraw from the Collection Account, and pursuant to Section 3.23(b) to withdraw from any REO Account, as additional servicing compensation, interest or other income earned on deposits therein, subject to Section 3.12 and Section 3.24. The Servicer shall be required to pay all expenses incurred by it in connection with its servicing activities hereunder (including premiums for the insurance required by Section 3.14, to the extent such premiums are not paid by the related Mortgagors or by a Sub-Servicer, servicing compensation of each Sub-Servicer, and to the extent provided herein in Section 8.05, the fees and expenses of the Trustee and the Trust Administrator) and shall not be entitled to reimbursement therefor except as specifically provided herein.
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SECTION 3.19 |
Reports to the Trust Administrator; Collection Account Statements. |
Not later than fifteen days after each Distribution Date, the Servicer shall forward to the Trust Administrator and the Trustee, upon the request of the Trust Administrator or the Trustee, a statement prepared by the Servicer setting forth the status of the Collection Account as of the close of business on the last day of the calendar month relating to such Distribution Date and showing, for the period covered by such statement, the aggregate amount of deposits into and withdrawals from the Collection Account of each category of deposit specified in Section 3.10(a) and each category of withdrawal specified in Section 3.11. Such statement may be in the form of the then current Xxxxxx Xxx Monthly Accounting Report for its Guaranteed Mortgage Pass-Through Program with appropriate additions and changes, and shall also include information as to the aggregate of the outstanding principal balances of all of the Mortgage Loans as of the last day of the calendar month immediately preceding such Distribution Date. Copies of such statement shall be provided by the Trust Administrator to any Certificateholder and to any Person identified to the Trust Administrator as a prospective transferee of a Certificate, upon the request and at the expense of the requesting party, provided such statement is delivered by the Servicer to the Trust Administrator.
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SECTION 3.20 |
Statement as to Compliance. |
The Servicer shall deliver to the Trustee, the Trust Administrator, the Depositor and the Rating Agencies on or before March 15 of each year, commencing in 2006, an officer’s certificate, certifying that with respect to the period ending December 31st of the prior year: (i) the Servicer or such Servicing Officer, as applicable, has reviewed the activities of the Servicer during the preceding calendar year or portion thereof and its performance under this Agreement and (ii) to the best of the Servicer’s or such Servicing Officer’s, as applicable, knowledge, based on such review, the Servicer has performed and fulfilled its duties, responsibilities and obligations under this Agreement in all material respects throughout such year, or, if there has been a default in the fulfillment of any such duties, responsibilities or obligations, specifying each such default known to such Servicing Officer and the nature and status thereof. Copies of any such statement shall be provided by the Trust Administrator to any Certificateholder and to any Person identified to the Trust Administrator as a prospective transferee of a Certificate, upon request at the expense of the requesting party, provided such statement is delivered by the Servicer to the Trust Administrator. In addition to the foregoing, the Servicer will, to the extent reasonable, give any other servicing information required by the Securities and Exchange Commission pursuant to applicable law. The Servicer shall indemnify and hold harmless the
Depositor and its officers, directors and Affiliates from and against any actual losses, damages, penalties, fines, forfeitures, reasonable and necessary legal fees and related costs, judgments and other costs and expenses that such Person may sustain based upon a breach of the Servicer’s obligations under this Section 3.20.
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SECTION 3.21 |
Independent Public Accountants’ Servicing Report. |
The Servicer at its expense shall cause a nationally recognized firm of independent certified public accountants to furnish a statement to the Trustee, the Trust Administrator, the Depositor and the Rating Agencies on or before March 15 of each year, commencing in 2006 to the effect that, with respect to the most recently ended calendar year, such firm has examined certain records and documents relating to the Servicer’s performance of its servicing obligations under this Agreement and pooling and servicing and trust agreements in material respects similar to this Agreement and to each other and that, on the basis of such examination conducted substantially in compliance with the audit program for mortgages serviced for Xxxxxxx Mac or the Uniform Single Attestation Program for Mortgage Bankers, such firm is of the opinion that the Servicer’s activities have been conducted in compliance with this Agreement, or that such examination has disclosed no material items of noncompliance except for (i) such exceptions as such firm believes to be immaterial, (ii) such other exceptions as are set forth in such statement and (iii) such exceptions that the Uniform Single Attestation Program for Mortgage Bankers or the Audit Program for Mortgages Serviced by Xxxxxxx Mac requires it to report. Copies of such statements shall be provided to any Certificateholder upon request by the Trust Administrator at the expense of the Servicer. If such report discloses exceptions that are material, the Servicer shall advise the Trust Administrator whether such exceptions have been or are susceptible of cure, and if susceptible of cure will take prompt action to cure.
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SECTION 3.22 |
Access to Certain Documentation. |
The Servicer shall provide to the Office of the Controller of the Currency, the Office of Thrift Supervision, the FDIC, and any other federal or state banking or insurance regulatory authority that may exercise authority over any Certificateholder, access to the documentation regarding the Mortgage Loans required by applicable laws and regulations. Such access shall be afforded without charge, but only upon reasonable request and during normal business hours at the offices of the Servicer designated by it. In addition, access to the documentation regarding the Mortgage Loans required by applicable laws and regulations will be provided to such Certificateholder, the Trustee, the Trust Administrator and to any Person identified to the Servicer as a prospective transferee of a Certificate subject to the execution of a confidentiality agreement in form and substance satisfactory to the servicer, upon reasonable request during normal business hours at the offices of the Servicer designated by it at the expense of the Person requesting such access. Nothing in this Section 3.22 shall derogate from the obligation of any such party to observe any applicable law prohibiting disclosure of information regarding the Mortgagors and the failure of any such party to provide access as provided in this Section as a result of such obligation shall not constitute a breach of this Section 3.22.
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SECTION 3.23 |
Title, Management and Disposition of REO Property. |
(a) The deed or certificate of sale of any REO Property shall be taken in the name of the Trustee, or its nominee, in trust for the benefit of the Certificateholders. The Servicer, on behalf of the Trust Fund, shall either sell any REO Property before the close of the third taxable year following the year the Trust Fund acquires ownership of such REO Property for purposes of Section 860G(a)(8) of the Code or request from the Internal Revenue Service, no later than 60 days before the day on which the above three-year grace period would otherwise expire, an extension of the above three-year grace period, unless the Servicer shall have delivered to the Trustee, the Trust Administrator and the Depositor an Opinion of Counsel, addressed to the Trustee, the Trust Administrator and the Depositor, to the effect that the holding by the Trust Fund of such REO Property subsequent to the close of the third taxable year after its acquisition will not result in the imposition on the Trust Fund of taxes on “prohibited transactions” thereof, as defined in Section 860F of the Code, or cause any Trust REMIC to fail to qualify as a REMIC under Federal law at any time that any Certificates are outstanding. The Servicer shall manage, conserve, protect and operate each REO Property for the Certificateholders solely for the purpose of its prompt disposition and sale in a manner which does not cause such REO Property to fail to qualify as “foreclosure property” within the meaning of Section 860G(a)(8) of the Code or result in the receipt by any Trust REMIC of any “income from non-permitted assets” within the meaning of Section 860F(a)(2)(B) of the Code, or any “net income from foreclosure property” which is subject to taxation under the REMIC Provisions.
(b) The Servicer shall segregate and hold all funds collected and received in connection with the operation of any REO Property separate and apart from its own funds and general assets and shall establish and maintain with respect to REO Properties an account held in trust for the Trustee for the benefit of the Certificateholders (the “REO Account”), which shall be an Eligible Account. The Servicer shall be permitted to allow the Collection Account to serve as the REO Account, subject to separate ledgers for each REO Property. The Servicer shall be entitled to retain or withdraw any interest income paid on funds deposited in the REO Account.
(c) The Servicer shall have full power and authority, subject only to the specific requirements and prohibitions of this Agreement, to do any and all things in connection with any REO Property as are consistent with the manner in which the Servicer manages and operates similar property owned by the Servicer or any of its Affiliates, all on such terms and for such period as the Servicer deems to be in the best interests of Certificateholders. In connection therewith, the Servicer shall deposit, or cause to be deposited in the clearing account (which account must be an Eligible Account) in which it customarily deposits payments and collections on mortgage loans in connection with its mortgage loan servicing activities on a daily basis, and in no event more than two Business Days after the Servicer’s receipt thereof, and shall thereafter deposit in the REO Account, in no event more than one Business Day after the deposit of such funds into the clearing account, all revenues received by it with respect to an REO Property and shall withdraw therefrom funds necessary for the proper operation, management and maintenance of such REO Property including, without limitation:
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(i) |
all insurance premiums due and payable in respect of such REO Property; |
(ii) all real estate taxes and assessments in respect of such REO Property that may result in the imposition of a lien thereon; and
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(iii) |
all costs and expenses necessary to maintain such REO Property. |
To the extent that amounts on deposit in the REO Account with respect to an REO Property are insufficient for the purposes set forth in clauses (i) through (iii) above with respect to such REO Property, the Servicer shall advance from its own funds such amount as is necessary for such purposes if, but only if, the Servicer would make such advances if the Servicer owned the REO Property and if in the Servicer’s judgment, the payment of such amounts will be recoverable from the rental or sale of the REO Property.
Notwithstanding the foregoing, none of the Servicer, the Trust Administrator or the Trustee shall:
(i) authorize the Trust Fund to enter into, renew or extend any New Lease with respect to any REO Property, if the New Lease by its terms will give rise to any income that does not constitute Rents from Real Property;
(ii) authorize any amount to be received or accrued under any New Lease other than amounts that will constitute Rents from Real Property;
(iii) authorize any construction on any REO Property, other than the completion of a building or other improvement thereon, and then only if more than ten percent of the construction of such building or other improvement was completed before default on the related Mortgage Loan became imminent, all within the meaning of Section 856(e)(4)(B) of the Code; or
(iv) authorize any Person to Directly Operate any REO Property on any date more than 90 days after its date of acquisition by the Trust Fund;
unless, in any such case, the Servicer has obtained an Opinion of Counsel, provided to the Trust Administrator and the Trustee, to the effect that such action will not cause such REO Property to fail to qualify as “foreclosure property” within the meaning of Section 860G(a)(8) of the Code at any time that it is held by the Trust Fund, in which case the Servicer may take such actions as are specified in such Opinion of Counsel.
The Servicer may contract with any Independent Contractor for the operation and management of any REO Property, provided that:
(i) the terms and conditions of any such contract shall not be inconsistent herewith;
(ii) any such contract shall require, or shall be administered to require, that the Independent Contractor pay all costs and expenses incurred in connection with the operation and management of such REO Property, including those listed above and remit all related revenues (net of such costs and expenses) to the Servicer as soon as
practicable, but in no event later than thirty days following the receipt thereof by such Independent Contractor;
(iii) none of the provisions of this Section 3.23(c) relating to any such contract or to actions taken through any such Independent Contractor shall be deemed to relieve the Servicer of any of its duties and obligations to the Trustee on behalf of the Certificateholders with respect to the operation and management of any such REO Property; and
(iv) the Servicer shall be obligated with respect thereto to the same extent as if it alone were performing all duties and obligations in connection with the operation and management of such REO Property.
The Servicer shall be entitled to enter into any agreement with any Independent Contractor performing services for it related to its duties and obligations hereunder for indemnification of the Servicer by such Independent Contractor, and nothing in this Agreement shall be deemed to limit or modify such indemnification. The Servicer shall be solely liable for all fees owed by it to any such Independent Contractor, irrespective of whether the Servicer’s compensation pursuant to Section 3.18 is sufficient to pay such fees.
(d) In addition to the withdrawals permitted under Section 3.23(c), the Servicer may from time to time make withdrawals from the REO Account for any REO Property: (i) to pay itself or any Sub-Servicer unpaid Servicing Fees in respect of the related Mortgage Loan; and (ii) to reimburse itself or any Sub-Servicer for unreimbursed Servicing Advances and P&I Advances made in respect of such REO Property or the related Mortgage Loan. Any income from the related REO Property received during any calendar months prior to a Final Recovery Determination, net of any withdrawals made pursuant to Section 3.23(c) or this Section 3.23(d), shall be withdrawn by the Servicer from each REO Account maintained by it and remitted to the Trust Administrator for deposit into the Distribution Account in accordance with Section 3.10(d)(ii) on the Servicer Remittance Date relating to a Final Recovery Determination with respect to such Mortgage Loan, for distribution on the related Distribution Date in accordance with Section 4.01.
(e) Subject to the time constraints set forth in Section 3.23(a), and further subject to obtaining the approval of the insurer under any related Primary Mortgage Insurance Policy (if and to the extent that such approvals are necessary to make claims under such policies in respect of the affected REO Property), each REO Disposition shall be carried out by the Servicer at such price and upon such terms and conditions as the Servicer shall deem necessary or advisable, as shall be normal and usual in its general servicing activities for similar properties.
(f) The proceeds from the REO Disposition, net of any amount required by law to be remitted to the Mortgagor under the related Mortgage Loan and net of any payment or reimbursement to the Servicer or any Sub-Servicer as provided above, shall be remitted to the Trust Administrator for deposit in the Distribution Account in accordance with Section 3.10(d)(ii) on the Servicer Remittance Date in the month following the receipt thereof for distribution on the related Distribution Date in accordance with Section 4.01. Any REO
Disposition shall be for cash only (unless changes in the REMIC Provisions made subsequent to the Startup Day allow a sale for other consideration).
(g) The Servicer shall file information returns with respect to the receipt of mortgage interest received in a trade or business, reports of foreclosures and abandonments of any Mortgaged Property and cancellation of indebtedness income with respect to any Mortgaged Property as required by Sections 6050H, 6050J and 6050P of the Code, respectively. Such reports shall be in form and substance sufficient to meet the reporting requirements imposed by such Sections 6050H, 6050J and 6050P of the Code.
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SECTION 3.24 |
Obligations of the Servicer in Respect of Prepayment Interest Shortfalls. |
The Servicer shall deliver to the Trust Administrator for deposit into the Distribution Account on or before 4:00 p.m. New York time on the Servicer Remittance Date from its own funds (or from a Sub-Servicer’s own funds received by the Servicer in respect of Compensating Interest) an amount equal to the lesser of (i) the aggregate of the Prepayment Interest Shortfalls for the related Distribution Date resulting from full or partial Principal Prepayments during the related Prepayment Period and (ii) the applicable Compensating Interest Payment.
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SECTION 3.25 |
Obligations of the Servicer in Respect of Monthly Payments. |
In the event that a shortfall in any collection on or liability with respect to any Mortgage Loan results from or is attributable to adjustments to Mortgage Rates, Monthly Payments or Stated Principal Balances that were made by the Servicer in a manner not consistent with the terms of the related Mortgage Note and this Agreement, the Servicer, upon discovery or receipt of notice thereof, immediately shall deliver to the Trust Administrator for deposit in the Distribution Account from its own funds the amount of any such shortfall and shall indemnify and hold harmless the Trust Fund, the Trustee, the Trust Administrator, the Depositor and any successor servicer in respect of any such liability. Such indemnities shall survive the termination or discharge of this Agreement. If amounts paid by the Servicer with respect to any Mortgage Loan pursuant to this Section 3.25 are subsequently recovered from the related Mortgagor, the Servicer shall be permitted to reimburse itself for such amounts paid by it pursuant to this Section 3.25 from such recoveries.
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SECTION 3.26 |
Advance Facility. |
(a) Either (i) the Servicer or (ii) the Trust Administrator, on behalf of the Trust Fund, with the consent of and at the direction of the Servicer, is hereby authorized to enter into a facility with any Person which provides that such Person (an “Advancing Person”) may fund P&I Advances and/or Servicing Advances to the Trust Fund under this Agreement, although no such facility shall reduce or otherwise affect the Servicer’s obligation to fund such P&I Advances and/or Servicing Advances. If the Servicer enters into such an Advance Facility pursuant to this Section 3.26, upon reasonable request of the Advancing Person, the Trust Administrator shall execute a letter of acknowledgment, confirming its receipt of notice of the
existence of such Advance Facility. If the Trust Administrator enters into such an Advance Facility pursuant to this Section 3.26, the Servicer shall also be a party to such Advance Facility. To the extent that an Advancing Person funds any P&I Advance or any Servicing Advance and provides the Trust Administrator with notice acknowledged by the Servicer that such Advancing Person is entitled to reimbursement, such Advancing Person shall be entitled to receive reimbursement pursuant to this Agreement for such amount to the extent provided in Section 3.26(b). Such notice from the Advancing Person must specify the amount of the reimbursement, the Section of this Agreement that permits the applicable P&I Advance or Servicing Advance to be reimbursed and the section(s) of the Advance Facility that entitle the Advancing Person to request reimbursement from the Trust Administrator, rather than the Servicer, and include the Servicer’s acknowledgment thereto or proof of an Event of Default under the Advance Facility. The Trust Administrator shall have no duty or liability with respect to any calculation of any reimbursement to be paid to an Advancing Person and shall be entitled to rely without independent investigation on the Advancing Person’s notice provided pursuant to this Section 3.26. An Advancing Person whose obligations hereunder are limited to the funding of P&I Advances and/or Servicing Advances shall not be required to meet the qualifications of a Servicer or a Sub-Servicer pursuant to Section 3.02 hereof and will not be deemed to be a Sub-Servicer under this Agreement.
(b) If an advancing facility is entered into, then the Servicer shall not be permitted to reimburse itself therefor under Section 3.11(a)(ii), Section 3.11(a)(iii) and Section 3.11(a)(vi) prior to the remittance to the Trust Fund, but instead the Servicer shall include such amounts in the applicable remittance to the Trust Administrator made pursuant to Section 3.11(a). The Trust Administrator is hereby authorized to pay to the Advancing Person, reimbursements for P&I Advances and Servicing Advances from the Distribution Account to the same extent the Servicer would have been permitted to reimburse itself for such P&I Advances and/or Servicing Advances in accordance with Section 3.11(a)(ii), Section 3.11(a)(iii) and Section 3.11(a)(vi), as the case may be, had the Servicer itself funded such P&I Advance or Servicing Advance. The Trust Administrator is hereby authorized to pay directly to the Advancing Person such portion of the Servicing Fee as the parties to any advancing facility agree in writing.
(c) All P&I Advances and Servicing Advances made pursuant to the terms of this Agreement shall be deemed made and shall be reimbursed on a “first in-first out” (FIFO) basis.
(d) Any amendment to this Section 3.26 or to any other provision of this Agreement that may be necessary or appropriate to effect the terms of an Advance Facility as described generally in this Section 3.26, including amendments to add provisions relating to a successor servicer, may be entered into by the Trustee, the Trust Administrator and the Servicer without the consent of any Certificateholder, notwithstanding anything to the contrary in this Agreement.
ARTICLE IV
PAYMENTS TO CERTIFICATEHOLDERS
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SECTION 4.01 |
Distributions. |
(a) (1) On each Distribution Date, the Trust Administrator shall, first, withdraw from the Distribution Account an amount equal to the Credit Risk Manager Fee for such Distribution Date and shall pay such amount to the Credit Risk Manager and, second, withdraw from the Distribution Account an amount equal to the Available Distribution Amount for such Distribution Date and shall distribute the following amounts, in the following order of priority:
(I) On each Distribution Date, the Group I Interest Remittance Amount shall be distributed to the Certificateholders in the following order of priority:
(i) to the Holders of the Group I Certificates, the Senior Interest Distribution Amount related to such Certificates; and
(ii) concurrently, to the Holders of each Class of Group II Certificates, on a pro rata basis based on the entitlement of each such Class, the Senior Interest Distribution Amount for each such Class, remaining undistributed after the distribution of the Group II Interest Remittance Amount, as set forth in Section 4.01(a)(1)(II)(i) below.
(II) On each Distribution Date, the Group II Interest Remittance Amount shall be distributed to the Certificateholders in the following order of priority:
(i) concurrently, to the Holders of each Class of Group II Certificates, on a pro rata basis based on the entitlement of each such Class, the Senior Interest Distribution Amount related to such Certificates; and
(ii) to the Holders of the Group I Certificates, the Senior Interest Distribution Amount related to such Certificates, remaining undistributed after the distribution of the Group I Interest Remittance Amount, as set forth in Section 4.01(a)(1)(I)(i) above.
(III) On each Distribution Date, following the distributions made pursuant to Section 4.01(a)(1)(I) and (II) above, any remaining Group I Interest Remittance Amount and Group II Interest Remittance Amount will be distributed sequentially to the Class X-0, Xxxxx X-0, Class M-3, Class M-4, Class M-5, Class M-6, Class M-7, Class M-8, Class M-9, Class M-10, Class M-11, Class M-12 and Class M-13 Certificates, in that order, in an amount equal to the Interest Distribution Amount for each such Class.
(2)(I) On each Distribution Date (a) prior to the Stepdown Date or (b) on which a Trigger Event is in effect, the Group I Principal Distribution Amount shall be distributed in the following order of priority:
(i) to the Holders of the Group I Certificates, until the Certificate Principal Balance of such Class has been reduced to zero; and
(ii) to the Holders of the Group II Certificates (allocated among the Classes of Group II Certificates in the priority described in Section 4.01(a)(4) below), after taking into account the distribution of the Group II Principal Distribution Amount, as described in Section 4.01(a)(2)(II)(i) below, until the Certificate Principal Balances of such Classes have been reduced to zero.
(II) On each Distribution Date (a) prior to the Stepdown Date or (b) on which a Trigger Event is in effect, the Group II Principal Distribution Amount shall be distributed in the following order of priority:
(i) to the Holders of the Group II Certificates (allocated among the Classes of Group II Certificates in the priority described in Section 4.01(a)(4) below), until the Certificate Principal Balances of such Classes have been reduced to zero; and
(ii) to the Holders of the Group I Certificates, after taking into account the distribution of the Group I Principal Distribution Amount, as described in Section 4.01(a)(2)(I)(i) above, until the Certificate Principal Balance of such Class has been reduced to zero.
(III) On each Distribution Date (a) prior to the Stepdown Date or (b) on which a Trigger Event is in effect, the sum of the Group I Principal Distribution Amount and the Group II Principal Distribution Amount remaining undistributed for such Distribution Date shall be distributed sequentially to the Class X-0, Xxxxx X-0, Class M-3, Class M-4, Class M-5, Class M-6, Class M-7, Class M-8, Class M-9, Class M-10, Class M-11, Class M-12 and Class M-13 Certificates, in that order, in each case, until the Certificate Principal Balance of such Class has been reduced to zero.
(IV) On each Distribution Date (a) on or after the Stepdown Date and (b) on which a Trigger Event is not in effect, the Group I Principal Distribution Amount shall be distributed in the following order of priority:
(i) to the Holders of the Group I Certificates, the Group I Senior Principal Distribution Amount, until the Certificate Principal Balance of such Class has been reduced to zero; and
(ii) to the Holders of the Group II Certificates (allocated among the Classes of Group II Certificates in the priority described in Section 4.01(a)(4) below), after taking into account the distribution of the Group II Principal Distribution Amount, as described in Section 4.01(a)(2)(V)(i) below, up to an amount equal to the Group II Senior Principal Distribution Amount remaining undistributed, until the Certificate Principal Balances of such Classes have been reduced to zero.
(V) On each Distribution Date (a) on or after the Stepdown Date and (b) on which a Trigger Event is not in effect, the Group II Principal Distribution Amount shall be distributed in the following order of priority:
(i) to the Holders of the Group II Certificates (allocated among the Classes of Group II Certificates in the priority described in Section 4.01(a)(4) below), the Group
II Senior Principal Distribution Amount, until the Certificate Principal Balances of such Classes have been reduced to zero; and
(ii) to the Holders of the Group I Certificates, after taking into account the distribution of the Group I Principal Distribution Amount, as described in Section 4.01(a)(2)(IV)(i) above, up to an amount equal to the Group I Senior Principal Distribution Amount remaining undistributed, until the Certificate Principal Balance of such Class has been reduced to zero.
(VI) On each Distribution Date (a) on or after the Stepdown Date and (b) on which a Trigger Event is not in effect, the sum of the Group I Principal Distribution Amount and the Group II Principal Distribution Amount remaining undistributed for such Distribution Date shall be distributed in the following order of priority:
(i) to the Holders of the Class M-1 Certificates, the Class M-1 Principal Distribution Amount, until the Certificate Principal Balance thereof has been reduced to zero;
(ii) to the Holders of the Class M-2 Certificates, the Class M-2 Principal Distribution Amount, until the Certificate Principal Balance thereof has been reduced to zero;
(iii) to the Holders of the Class M-3 Certificates, the Class M-3 Principal Distribution Amount, until the Certificate Principal Balance thereof has been reduced to zero;
(iv) to the Holders of the Class M-4 Certificates, the Class M-4 Principal Distribution Amount, until the Certificate Principal Balance thereof has been reduced to zero;
(v) to the Holders of the Class M-5 Certificates, the Class M-5 Principal Distribution Amount, until the Certificate Principal Balance thereof has been reduced to zero;
(vi) to the Holders of the Class M-6 Certificates, the Class M-6 Principal Distribution Amount, until the Certificate Principal Balance thereof has been reduced to zero;
(vii) to the Holders of the Class M-7 Certificates, the Class M-7 Principal Distribution Amount, until the Certificate Principal Balance thereof has been reduced to zero;
(viii) to the Holders of the Class M-8 Certificates, the Class M-8 Principal Distribution Amount, until the Certificate Principal Balance thereof has been reduced to zero;
(ix) to the Holders of the Class M-9 Certificates, the Class M-9 Principal Distribution Amount, until the Certificate Principal Balance thereof has been reduced to zero;
(x) to the Holders of the Class M-10 Certificates, the Class M-10 Principal Distribution Amount, until the Certificate Principal Balance thereof has been reduced to zero;
(xi) to the Holders of the Class M-11 Certificates, the Class M-11 Principal Distribution Amount, until the Certificate Principal Balance thereof has been reduced to zero;
(xii) to the Holders of the Class M-12 Certificates, the Class M-12 Principal Distribution Amount, until the Certificate Principal Balance thereof has been reduced to zero; and
(xiii) to the Holders of the Class M-13 Certificates, the Class M-13 Principal Distribution Amount, until the Certificate Principal Balance thereof has been reduced to zero.
(3) On each Distribution Date, the Net Monthly Excess Cashflow shall be distributed by the Trust Administrator as follows:
(i) to the Holders of the Class or Classes of Certificates then entitled to receive distributions in respect of principal, as part of the Principal Distribution Amount in an amount equal to the Overcollateralization Increase Amount for the Certificates, without taking into account amounts, if any, received under the cap contract, distributable as part of the Group I Principal Distribution Amount and the Group II Principal Distribution Amount;
(ii) sequentially, to the Holders of the Class M-1, Class M-2, Class M-3, Class M-4, Class M-5, Class M-6, Class M-7, Class M-8, Class M-9, Class M-10, Class M-11, Class M-12 and Class M-13 Certificates in that order, in each case, in an amount equal to the Interest Carry Forward Amount allocable to such Class of Certificates;
(iii) sequentially to the Holders of the Class M-1, Class M-2, Class M-3, Class M-4, Class M-5, Class M-6, Class M-7, Class M-8, Class M-9, Class M-10, Class M-11, Class M-12 and Class M-13 Certificates, in that order, in each case up to the related Allocated Realized Loss Amount related to each such Class of Certificates for such Distribution Date;
(iv) to the Net WAC Rate Carryover Reserve Account, any Net WAC Rate Carryover Amounts for the Floating Rate Certificates, without taking into account amount, if any, received under the cap contract for such Distribution Date;
(v) to the Holders of the Class CE Certificates, (a) the Interest Distribution Amount and any Overcollateralization Reduction Amount for such Distribution Date and (b) on any Distribution Date on which the aggregate Certificate Principal Balance
of the Floating Rate Certificates have been reduced to zero, any remaining amounts in reduction of the Certificate Principal Balance of the Class CE Certificates, until the Certificate Principal Balance thereof has been reduced to zero; and
(vi) to the Holders of the Class R Certificates, any remaining amounts; provided that if such Distribution Date is the Distribution Date immediately following the expiration of the latest Prepayment Charge term on a Mortgage Loan as identified on the Mortgage Loan Schedule or any Distribution Date thereafter, then any such remaining amounts will be distributed first, to the Holders of the Class P Certificates, until the Certificate Principal Balance thereof has been reduced to zero; and second, to the Holders of the Class R Certificates.
(4) With respect to the Group II Certificates, all principal distributions will be distributed sequentially, to the Class A-2A, Class A-2B, Class A-2C and Class A-2D Certificates, in that order, until the respective Certificate Principal Balance of each such Class has been reduced to zero, with the exception that on any Distribution Date on which the aggregate Certificate Principal Balance of the Mezzanine Certificates and the Class CE Certificates has been reduced to zero, principal distributions will be allocated concurrently, to the Class A-2A, Class A-2B, Class A-2C and Class A-2D Certificates, on a pro rata basis based on the Certificate Principal Balances of each such Class, until their respective Certificate Principal Balances have been reduced to zero.
(5) On each Distribution Date, after making the distributions of the Available Distribution Amount as set forth above, the Trust Administrator will withdraw from the Net WAC Rate Carryover Reserve Account, to the extent of amounts remaining on deposit therein, the amount of any Net WAC Rate Carryover Amount for such Distribution Date and distribute such amount in the following order of priority:
(i) concurrently, to the Class A Certificates, on a pro rata basis based on the Certificate Principal Balance for each such Class prior to any distributions of principal on such Distribution Date and then on a pro rata basis based on any remaining Net WAC Rate Carryover Amount for each such Class; and
(ii) sequentially, to the Class X-0, Xxxxx X-0, Class M-3, Class M-4, Class M-5, Class M-6, Class M-7, Class M-8, Class M-9, Class M-10, Class M-11, Class M-12 and Class M-13 Certificates, in that order, the related Net WAC Rate Carryover Amount.
(6) On each Distribution Date, after making the distributions of the Available Distribution Amount, Net Montly Excess Cashflow and amounts on the deposit in the Net WAC Rate Carryover Reserve Account as set forth above, the Trust Administrator, in its capacity as Cap Administrator, shall distribute the amount on deposit in the Cap Account as follows:
(i) concurrently, to each Class of Class A Certificates, the related Senior Interest Distribution Amount remaining undistributed after the distributions of the Group I Interest Remittance Amount and the Group II Interest Remittance Amount, on a pro rata basis based on such respective remaining Senior Interest Distribution Amount;
(ii) to the Holders of the Class or Classes of Certificates then entitled to receive distributions in respect of principal, in an amount equal to the difference between (x) the Overcollateralization Deficiency Amount, if any, and (y) the amount distributed pursuant to Section 4.01(d)(i) of this Agreement;
(iii) sequentially, to the Class X-0, Xxxxx X-0, Class M-3, Class M-4, Class M-5, Class M-6, Class M-7, Class M-8, Class M-9, Class M-10, Class M-11, Class M-12 and Class M-13 Certificates, in that order, the related Interest Distribution Amount and Interest Carry Forward Amount, to the extent remaining undistributed after the distributions of the Group I Interest Remittance Amount, the Group II Interest Remittance Amount and the Net Monthly Excess Cashflow;
(iv) sequentially to the Class X-0, Xxxxx X-0, Class M-3, Class M-4, Class M-5, Class M-6, Class M-7, Class M-8, Class M-9, Class M-10 and Class M-11, Class M-12 and Class M-13 Certificates, in that order, in each case up to the related Allocated Realized Loss Amount related to such Certificates for such Distribution Date remaining undistributed after distribution of the Net Monthly Excess Cashflow;
(v) concurrently, to each Class of Class A Certificates, the related Net WAC Rate Carryover Amount remaining unpaid after distributions from the Net WAC Rate Carryover Reserve Account, on a pro rata basis based on such respective remaining Net WAC Rate Carryover Amounts; and
(vi) sequentially, to the Class X-0, Xxxxx X-0, Class M-3, Class M-4, Class M-5, Class M-6, Class M-7, Class M-8, Class M-9, Class M-10, Class M-11, Class M-12 and Class M-13 Certificates, in that order, the related Net WAC Rate Carryover Amount remaining unpaid after distributions from the Net WAC Rate Carryover Reserve Account.
(7) On each Distribution Date, the following amounts, in the following order of priority, shall be distributed by REMIC I to REMIC II on account of the REMIC I Regular Interests or withdrawn from the Distribution Account and distributed to the holders of the Class R-I Interest, as the case may be:
(i) to Holders of REMIC Regular Interest I-LTAA, REMIC I Regular Interest I-LTA1, REMIC I Regular Interest I-LTA2A, REMIC I Regular Interest I-LTA2B, REMIC I Regular Interest I-LTA2C, REMIC I Regular Interest I-LTA2D, REMIC I Regular Interest I-LTM1, REMIC I Regular Interest I-LTM2, REMIC I Regular Interest I-LTM3, REMIC I Regular Interest I-LTM4, REMIC I Regular Interest I-LTM5, REMIC I Regular Interest I-LTM6, REMIC I Regular Interest I-LTM7, REMIC I Regular Interest I-LTM8, REMIC I Regular Interest I-LTM9, REMIC I Regular Interest I-LTM10, REMIC I Regular Interest I-LTM11, REMIC I Regular Interest I-LTM12, REMIC I Regular Interest I-LTM13, REMIC I Regular Interest I-LTZZ REMIC I Regular Interest I-LTP and REMIC I Regular Interest I-LTX, in an amount equal to (A) the Uncertificated Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates. Amounts payable as Uncertificated Interest in respect of REMIC I Regular Interest I-
LTZZ shall be reduced when the sum of the REMIC I Overcollateralized Amount is less than the REMIC I Required Overcollateralized Amount, by the lesser of (x) the amount of such difference and (y) the Maximum I-LTZZ Uncertificated Interest Deferral Amount and such amounts will be payable to the Holders of REMIC I Regular Interest I-LTA1, REMIC I Regular Interest I-LTA2A, REMIC I Regular Interest I-LTA2B, REMIC I Regular Interest I-LTA2C, REMIC I Regular Interest I-LTA2D, REMIC I Regular Interest I-LTM1, REMIC I Regular Interest I-LTM2, REMIC I Regular Interest I-LTM3, REMIC I Regular Interest I-LTM4, REMIC I Regular Interest I-LTM5, REMIC I Regular Interest I-LTM6, REMIC I Regular Interest I-LTM7, REMIC I Regular Interest I-LTM8, REMIC I Regular Interest I-LTM9, REMIC I Regular Interest I-LTM10, REMIC I Regular Interest I-LTM11, REMIC I Regular Interest I-LTM12 and REMIC I Regular Interest I-LTM13, in the same proportion as the Overcollateralization Increase Amount is allocated to the Corresponding Certificates and the Uncertificated Balance of REMIC I Regular Interest I-LTZZ shall be increased by such amount;
(ii) to Holders of REMIC I Regular Interest I-LT1SUB, REMIC I Regular Interest I-LT1GRP, REMIC I Regular Interest I-LT2SUB, REMIC I Regular Interest I-LT2GRP and REMIC I Regular Interest I-LTXX, pro rata, in an amount equal to (A) the Uncertificated Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates;
(iii) to the Holders of REMIC I Regular Interests, in an amount equal to the remainder of the REMIC I Marker Allocation Percentage of the Available Distribution Amount for such Distribution Date after the distributions made pursuant to clause (i) above, allocated as follows:
(a) 98.00% of such remainder (less the amount payable in clause (v) below) to the Holders of REMIC I Regular Interest I-LTAA, until the Uncertificated Balance of such REMIC I Regular Interest is reduced to zero;
(b) 2.00% of such remainder (less the amount payable in clause (v) below) first, to the Holders of REMIC I Regular Interest I-LTA1, REMIC I Regular Interest I-LTA2A, REMIC I Regular Interest I-LTA2B, REMIC I Regular Interest I-LTA2C, REMIC I Regular Interest I-LTA2D, REMIC I Regular Interest I-LTM1, REMIC I Regular Interest I-LTM2, REMIC I Regular Interest I-LTM3, REMIC I Regular Interest I-LTM4, REMIC I Regular Interest I-LTM5, REMIC I Regular Interest I-LTM6, REMIC I Regular Interest I-LTM7, REMIC I Regular Interest I-LTM8, REMIC I Regular Interest I-LTM9, REMIC I Regular Interest I-LTM10, REMIC I Regular Interest I-LTM11, REMIC I Regular Interest I-LTM12 and REMIC I Regular Interest I-LTM13, and in the same proportion as principal payments are allocated to the Corresponding Certificates, until the Uncertificated Balances of such REMIC I Regular Interests are reduced to zero and second, to the Holders of REMIC I Regular Interest I-LTZZ, until the Uncertificated Balance of such REMIC I Regular Interest is reduced to zero; then
(c) to the Holders of REMIC I Regular Interest I-LTP, on the Distribution Date immediately following the expiration of the latest Prepayment Charge as identified on the Prepayment Charge Schedule or any Distribution Date thereafter until $100 has been distributed pursuant to this clause; and
(d) to the Holders of REMIC I Regular Interest I-LTX upon termination of the Trust pursuant to Article IX hereof; and
(iv) to the Holders of REMIC I Regular Interests, in an amount equal to the remainder of the REMIC I Sub WAC Allocation Percentage of Available Funds for such Distribution Date after the distributions made pursuant to clause (ii) above, and such that distributions of principal shall be deemed to be made to the REMIC I Regular Interests first, so as to keep the Uncertificated Balance of each REMIC I Regular Interest ending with the designation “GRP” equal to 0.01% of the aggregate Stated Principal Balance of the Mortgage Loans in the related Loan Group; second, to each REMIC I Regular Interest ending with the designation “SUB,” so that the Uncertificated Balance of each such REMIC I Regular Interest is equal to 0.01% of the excess of (x) the aggregate Stated Principal Balance of the Mortgage Loans in the related Loan Group over (y) the current Certificate Principal Balance of the Class A Certificate in the related Loan Group (except that if any such excess is a larger number than in the preceding distribution period, the least amount of principal shall be distributed to such REMIC I Regular Interests such that the REMIC I Subordinated Balance Ratio is maintained); and third, any remaining principal to REMIC I Regular Interest I-LTXX.
(v) any remaining amount to the Holders of the Class R Certificates (as Holder of the Class R-I Interest).
(b) On each Distribution Date, the Trust Administrator shall withdraw any amounts then on deposit in the Distribution Account that represent Prepayment Charges collected by the Servicer or any Sub-Servicer in connection with the Principal Prepayment of any of the Mortgage Loans or any Servicer Prepayment Charge Payment Amount and shall distribute such amounts to the Holders of the Class P Certificates. Such distributions shall not be applied to reduce the Certificate Principal Balance of the Class P Certificates.
Following the foregoing distributions, an amount equal to the amount of Subsequent Recoveries shall be applied to increase the Certificate Principal Balance of the Class of Certificates with the Highest Priority up to the extent of such Realized Losses previously allocated to that Class of Certificates pursuant to Section 4.04. An amount equal to the amount of any remaining Subsequent Recoveries shall be applied to increase the Certificate Principal Balance of the Class of Certificates with the next Highest Priority, up to the amount of such Realized Losses previously allocated to that Class of Certificates pursuant to Section 4.04. Holders of such Certificates will not be entitled to any distribution in respect of interest on the amount of such increases for any Interest Accrual Period preceding the Distribution Date on which such increase occurs. Any such increases shall be applied to the Certificate Principal Balance of each Certificate of such Class in accordance with its respective Percentage Interest.
(c) All distributions made with respect to each Class of Certificates on each Distribution Date shall be allocated pro rata among the outstanding Certificates in such Class based on their respective Percentage Interests. Payments in respect of each Class of Certificates on each Distribution Date will be made to the Holders of the respective Class of record on the related Record Date (except as otherwise provided in Section 4.01(e) or Section 9.01 respecting the final distribution on such Class), based on the aggregate Percentage Interest represented by their respective Certificates, and shall be made by wire transfer of immediately available funds to the account of any such Holder at a bank or other entity having appropriate facilities therefor, if such Holder shall have so notified the Trust Administrator in writing at least five Business Days prior to the Record Date immediately prior to such Distribution Date and with respect to any Class of Certificates other than the Residual Certificates is the registered owner of Certificates having an initial aggregate Certificate Principal Balance that is in excess of the lesser of (i) $5,000,000 or (ii) two-thirds of the initial Certificate Principal Balance of such Class of Certificates, or otherwise by check mailed by first class mail to the address of such Holder appearing in the Certificate Register. The final distribution on each Certificate will be made in like manner, but only upon presentment and surrender of such Certificate at the Corporate Trust Office of the Trust Administrator or such other location specified in the notice to Certificateholders of such final distribution.
Each distribution with respect to a Book-Entry Certificate shall be paid to the Depository, as Holder thereof, and the Depository shall be responsible for crediting the amount of such distribution to the accounts of its Depository Participants in accordance with its normal procedures. Each Depository Participant shall be responsible for disbursing such distribution to the Certificate Owners that it represents and to each indirect participating brokerage firm (a “brokerage firm” or “indirect participating firm”) for which it acts as agent. Each brokerage firm shall be responsible for disbursing funds to the Certificate Owners that it represents. None of the Trustee, the Trust Administrator, the Depositor or the Servicer shall have any responsibility therefor except as otherwise provided by this Agreement or applicable law.
(d) The rights of the Certificateholders to receive distributions in respect of the Certificates, and all interests of the Certificateholders in such distributions, shall be as set forth in this Agreement. None of the Holders of any Class of Certificates, the Depositor, the Trustee, the Trust Administrator or the Servicer shall in any way be responsible or liable to the Holders of any other Class of Certificates in respect of amounts properly previously distributed on the Certificates.
(e) Except as otherwise provided in Section 9.01, whenever the Trust Administrator expects that the final distribution with respect to any Class of Certificates will be made on the next Distribution Date, the Trust Administrator shall, no later than five days after the latest related Determination Date, mail on such date to each Holder of such Class of Certificates a notice to the effect that:
(i) the Trust Administrator expects that the final distribution with respect to such Class of Certificates will be made on such Distribution Date, but only upon presentation and surrender of such Certificates at the office of the Trust Administrator therein specified, and
(ii) no interest shall accrue on such Certificates from and after the end of the related Interest Accrual Period.
(iii) Any funds not distributed to any Holder or Holders of Certificates of such Class on such Distribution Date because of the failure of such Holder or Holders to tender their Certificates shall, on such date, be set aside and held in trust by the Trust Administrator and credited to the account of the appropriate non-tendering Holder or Holders. If any Certificates as to which notice has been given pursuant to this Section 4.01(e) shall not have been surrendered for cancellation within six months after the time specified in such notice, the Trust Administrator shall mail a second notice to the remaining non-tendering Certificateholders to surrender their Certificates for cancellation in order to receive the final distribution with respect thereto. If within one year after the second notice all such Certificates shall not have been surrendered for cancellation, the Trust Administrator shall, directly or through an agent, mail a final notice to remaining non-tendering Certificateholders concerning surrender of their Certificates and shall continue to hold any remaining funds for the benefit of non-tendering Certificateholders. The costs and expenses of maintaining the funds in trust and of contacting such Certificateholders shall be paid out of the assets remaining in such trust fund. If within one year after the final notice any such Certificates shall not have been surrendered for cancellation, the Trust Administrator shall pay to Citigroup Global Markets Inc. all such amounts, and all rights of non-tendering Certificateholders in or to such amounts shall thereupon cease. No interest shall accrue or be payable to any Certificateholder on any amount held in trust by the Trust Administrator as a result of such Certificateholder’s failure to surrender its Certificate(s) for final payment thereof in accordance with this Section 4.01(e).
(f) Notwithstanding anything to the contrary herein, (i) in no event shall the Certificate Principal Balance of a Class A Certificate or a Mezzanine Certificate be reduced more than once in respect of any particular amount allocated to such Certificate in respect of Realized Losses pursuant to Section 4.04 and (ii) in no event shall the Uncertificated Balance of a REMIC Regular Interest be reduced more than once in respect of any particular amount both (a) allocated to such REMIC Regular Interest in respect of Realized Losses pursuant to Section 4.04 and (b) distributed on such REMIC Regular Interest in reduction of the Uncertificated Balance thereof pursuant to this Section 4.01.
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SECTION 4.02 |
Statements to Certificateholders. |
On each Distribution Date, the Trust Administrator shall prepare and make available on its website to each Holder of the Regular Certificates and the Cap Provider, a statement as to the distributions made on such Distribution Date setting forth:
(i) the amount of the distribution made on such Distribution Date to the Holders of Certificates of each such Class allocable to principal and the amount of the distribution made on such Distribution Date to the Holders of the Class P Certificates allocable to Prepayment Charges;
(ii) the amount of the distribution made on such Distribution Date to the Holders of Certificates of each such Class allocable to interest;
(iii) the aggregate amount of servicing compensation received by the Servicer during the related Due Period and such other customary information as the Trust Administrator deems necessary or desirable, or which a Certificateholder reasonably requests, to enable Certificateholders to prepare their tax returns;
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(iv) |
the aggregate amount of P&I Advances for such Distribution Date; |
(v) the aggregate Stated Principal Balance of the Mortgage Loans and any REO Properties at the close of business on such Distribution Date;
(vi) the number, aggregate principal balance, weighted average remaining term to maturity and weighted average Mortgage Rate of the Mortgage Loans as of the related Due Date;
(vii) the number and aggregate unpaid principal balance of Mortgage Loans that are (a) delinquent 30 to 59 days, (b) delinquent 60 to 89 days, (c) delinquent 90 or more days in each case, as of the last day of the preceding calendar month, (d) as to which foreclosure proceedings have been commenced and (e) with respect to which the related Mortgagor has filed for protection under applicable bankruptcy laws, with respect to whom bankruptcy proceedings are pending or with respect to whom bankruptcy protection is in force;
(viii) with respect to any Mortgage Loan that became an REO Property during the preceding calendar month, the loan number of such Mortgage Loan, the unpaid principal balance and the Stated Principal Balance of such Mortgage Loan as of the date it became an REO Property;
(ix) the book value and the Stated Principal Balance of any REO Property as of the close of business on the last Business Day of the calendar month preceding the Distribution Date;
(x) the aggregate amount of Principal Prepayments made during the related Prepayment Period;
(xi) the aggregate amount of Realized Losses incurred during the related Prepayment Period (or, in the case of Bankruptcy Losses allocable to interest, during the related Due Period), separately identifying whether such Realized Losses constituted Bankruptcy Losses;
(xii) the aggregate amount of Extraordinary Trust Fund Expenses withdrawn from the Collection Account or the Distribution Account for such Distribution Date;
(xiii) the aggregate Certificate Principal Balance of each such Class of Certificates, after giving effect to the distributions, and allocations of Realized Losses and Extraordinary Trust Fund Expenses, made on such Distribution Date, separately
identifying any reduction thereof due to allocations of Realized Losses and Extraordinary Trust Fund Expenses;
(xiv) the Certificate Factor for each such Class of Certificates applicable to such Distribution Date;
(xv) the Interest Distribution Amount in respect of each such Class of Certificates for such Distribution Date (separately identifying any reductions in the case of Subordinate Certificates resulting from the allocation of Realized Losses allocable to interest and Extraordinary Trust Fund Expenses on such Distribution Date) and the respective portions thereof, if any, remaining unpaid following the distributions made in respect of such Certificates on such Distribution Date;
(xvi) the aggregate amount of any Prepayment Interest Shortfalls for such Distribution Date, to the extent not covered by payments by the Servicer pursuant to Section 3.24;
(xvii) the aggregate amount of Relief Act Interest Shortfalls for such Distribution Date;
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(xviii) |
[reserved]; |
(xix) with respect to any Mortgage Loan as to which foreclosure proceedings have been concluded, the loan number and unpaid principal balance of such Mortgage Loan as of the date of such conclusion of foreclosure proceedings;
(xx) with respect to Mortgage Loans as to which a Final Liquidation has occurred, the number of Mortgage Loans, the unpaid principal balance of such Mortgage Loans as of the date of such Final Liquidation and the amount of proceeds (including Liquidation Proceeds and Insurance Proceeds) collected in respect of such Mortgage Loans;
(xxi) any Allocated Realized Loss Amount with respect to each Class of Certificates for such Distribution Date;
(xxii) the amounts deposited into the Net WAC Rate Carryover Reserve Account for such Distribution Date, the amounts withdrawn from such account and distributed to each Class of Certificates, and the amounts remaining on deposit in such account after all deposits into and withdrawals from such account on such Distribution Date; and
(xxiii) the Net WAC Rate Carryover Amounts for each Class of Certificates, if any, for such Distribution Date and the amounts remaining unpaid after reimbursements therefor on such Distribution Date.
In the case of information furnished pursuant to subclauses (i) through (iii) above, the amounts shall be expressed as a dollar amount per Single Certificate of the relevant Class.
Within a reasonable period of time after the end of each calendar year, the Trust Administrator shall forward to each Person (with a copy to the Trustee) who at any time during the calendar year was a Holder of a Regular Certificate a statement containing the information set forth in subclauses (i) through (iii) above, aggregated for such calendar year or applicable portion thereof during which such person was a Certificateholder. Such obligation of the Trust Administrator shall be deemed to have been satisfied to the extent that substantially comparable information shall be provided by the Trust Administrator pursuant to any requirements of the Code as from time to time are in force.
On each Distribution Date, the Trust Administrator shall make available to the Depositor, each Holder of a Residual Certificate, the Trustee, the Servicer and the Credit Risk Manager, a copy of the reports forwarded to the Regular Certificateholders on such Distribution Date and a statement setting forth the amounts, if any, actually distributed with respect to the Residual Certificates, respectively, on such Distribution Date.
Within a reasonable period of time after the end of each calendar year, the Trust Administrator shall forward to each Person (with a copy to the Trustee) who at any time during the calendar year was a Holder of a Residual Certificate a statement setting forth the amount, if any, actually distributed with respect to the Residual Certificates, as appropriate, aggregated for such calendar year or applicable portion thereof during which such Person was a Certificateholder. Such obligation of the Trust Administrator shall be deemed to have been satisfied to the extent that substantially comparable information shall be provided by the Trust Administrator to such Holders pursuant to the rules and regulations of the Code as are in force from time to time.
Upon request, the Trust Administrator shall forward to each Certificateholder, during the term of this Agreement, such periodic, special, or other reports or information, whether or not provided for herein, as shall be reasonable with respect to the Certificateholder, or otherwise with respect to the purposes of this Agreement, all such reports or information to be provided at the expense of the Certificateholder in accordance with such reasonable and explicit instructions and directions as the Certificateholder may provide. For purposes of this Section 4.02, the Trust Administrator’s duties are limited to the extent that the Trust Administrator receives timely reports as required from the Servicer.
On each Distribution Date, the Trust Administrator shall provide Bloomberg Financial Markets, L.P. (“Bloomberg”) on its website (1) CUSIP level factors for each class of Certificates as of such Distribution Date and (2) the number and aggregate unpaid principal balance of Mortgage Loans that are (a) delinquent 30 to 59 days, (b) delinquent 60 to 89 days, (c) delinquent 90 or more days in each case, as of the last day of the preceding calendar month, (d) as to which foreclosure proceedings have been commenced and (e) with respect to which the related Mortgagor has filed for protection under applicable bankruptcy laws, with respect to whom bankruptcy proceedings are pending or with respect to whom bankruptcy protection is in force, in each case using a format and media mutually acceptable to the Trust Administrator and Bloomberg.
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SECTION 4.03 |
Remittance Reports; P&I Advances. |
(a) By the third Business Day following each Determination Date, the Servicer shall deliver to the Trust Administrator by telecopy (or by such other means as the Servicer, the Trust Administrator and the Trustee may agree from time to time) a Remittance Report with respect to the related Distribution Date. Such Remittance Report will include (i) the amount of P&I Advances to be made by the Servicer in respect of the related Distribution Date, the aggregate amount of P&I Advances outstanding after giving effect to such P&I Advances, and the aggregate amount of nonrecoverable P&I Advances in respect of such Distribution Date and (ii) such other information with respect to the Mortgage Loans as the Trust Administrator may reasonably require to perform the calculations necessary for the Trust Administrator to make the distributions contemplated by Section 4.01 and for the Trust Administrator to prepare the statements to Certificateholders contemplated by Section 4.02. The Servicer shall make a good faith effort to deliver any such additional information to the Trust Administrator within two Business Days of any such request, provided that in no event shall the Servicer be required to provide any such additional information to the Trust Administrator to the extent the Trust Administrator makes such request prior to the third Business Day following the Determination Date. Neither the Trustee nor the Trust Administrator shall be responsible to recompute, recalculate or verify any information provided to it by the Servicer.
(b) The amount of P&I Advances to be made by the Servicer for any Distribution Date shall equal, subject to Section 4.03(d), the sum of (i) the aggregate amount of Monthly Payments (with each interest portion thereof net of the related Servicing Fee), due on the related Due Date in respect of the Mortgage Loans, which Monthly Payments were delinquent as of the close of business on the related Determination Date; provided however, that with respect to any Balloon Mortgage Loan that is delinquent on its maturity date, the Servicer will not be required to advance the related Balloon Payment but will be required to continue to make Advances in accordance with this Section 4.03(b) with respect to such Balloon Mortgage Loan in an amount equal to an assumed scheduled interest that would otherwise be due based on the original amortization schedule for that Balloon Mortgage Loan (with each interest portion thereof net of the related Servicing Fee) and (ii) with respect to each REO Property, which REO Property was acquired during or prior to the related Prepayment Period and as to which such REO Property an REO Disposition did not occur during the related Prepayment Period, an amount equal to the Monthly Payments (with each interest portion thereof net of the related Servicing Fee) that would have been due on the related Due Date in respect of the related Mortgage Loans.
On or before 4:00 p.m. New York time on the Servicer Remittance Date, the Servicer shall remit in immediately available funds to the Trust Administrator for deposit in the Distribution Account an amount equal to the aggregate amount of P&I Advances, if any, to be made in respect of the Mortgage Loans and REO Properties for the related Distribution Date either (i) from its own funds or, if received from a Sub-Servicer, from funds remitted by a Sub-Servicer in payment of required P&I Advances or (ii) from the Collection Account, to the extent of funds held therein for future distribution (in which case, it will cause to be made an appropriate entry in the records of Collection Account that amounts held for future distribution have been, as permitted by this Section 4.03, used by the Servicer in discharge of any such P&I Advance) or (iii) in the form of any combination of (i) and (ii) aggregating the total amount of
P&I Advances to be made by the Servicer with respect to the Mortgage Loans and REO Properties. Any amounts held for future distribution and so used shall be appropriately reflected in the Servicer’s records and replaced by the Servicer by deposit in the Collection Account on or before any future Servicer Remittance Date to the extent that the Available Distribution Amount for the related Distribution Date (determined without regard to P&I Advances to be made on the Servicer Remittance Date) shall be less than the total amount that would be distributed to the Classes of Certificateholders pursuant to Section 4.01 on such Distribution Date if such amounts held for future distributions had not been so used to make P&I Advances. The Trust Administrator will provide notice to the Servicer by telecopy by the close of business on any Servicer Remittance Date in the event that the amount remitted by the Servicer to the Trust Administrator on such Servicer Remittance Date is less than the P&I Advances required to be made by the Servicer for the related Distribution Date.
(c) The obligation of the Servicer to make such P&I Advances is mandatory, notwithstanding any other provision of this Agreement but subject to (d) below, and, with respect to any Mortgage Loan or REO Property, shall continue until a Final Recovery Determination in connection therewith or the removal thereof from REMIC I pursuant to any applicable provision of this Agreement, except as otherwise provided in this Section.
(d) Notwithstanding anything herein to the contrary, no P&I Advance or Servicing Advance shall be required to be made hereunder by the Servicer if such P&I Advance or Servicing Advance would, if made, constitute a Nonrecoverable Advance. The determination by the Servicer that it has made a Nonrecoverable Advance or that any proposed P&I Advance or Servicing Advance, if made, would constitute a Nonrecoverable Advance, shall be evidenced by an Officers’ Certificate of the Servicer delivered to the Depositor, the Trust Administrator, the Credit Risk Manager and the Trustee.
(e) If the Servicer shall fail to make any P&I Advance on any Servicer Remittance Date required to be made from its own funds pursuant to this Section 4.03, then the Trust Administrator as successor servicer, by not later than 1:00 p.m. on the related Distribution Date, shall make such P&I advance from its own funds by depositing the amount of such advance into the Distribution Account, and the Trust Administrator shall include the amount so advanced by the Trust Administrator in the Available Distribution Amount distributed on such Distribution Date.
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SECTION 4.04 |
Allocation of Extraordinary Trust Fund Expenses and Realized Losses. |
(a) Prior to each Distribution Date, the Servicer shall determine as to each Mortgage Loan and REO Property: (i) the total amount of Realized Losses, if any, incurred in connection with any Final Recovery Determinations made during the related Prepayment Period; (ii) whether and the extent to which such Realized Losses constituted Bankruptcy Losses; and (iii) the respective portions of such Realized Losses allocable to interest and allocable to principal. Prior to each Distribution Date, the Servicer shall also determine as to each Mortgage Loan: (A) the total amount of Realized Losses, if any, incurred in connection with any Deficient Valuations made during the related Prepayment Period; and (B) the total amount of Realized Losses, if any, incurred in connection with Debt Service Reductions in respect of Monthly
Payments due during the related Due Period. The information described in the two preceding sentences that is to be supplied by the Servicer shall be either included in the related Remittance Report or evidenced by an Officers’ Certificate delivered to the Trust Administrator and the Trustee by the Servicer prior to the Determination Date immediately following the end of (x) in the case of Bankruptcy Losses allocable to interest, the Due Period during which any such Realized Loss was incurred, and (y) in the case of all other Realized Losses, the Prepayment Period during which any such Realized Loss was incurred.
(b) All Realized Losses on the Mortgage Loans shall be allocated by the Trust Administrator on each Distribution Date as follows: first, to the Interest Distribution Amount for the Class CE Certificates for the related Interest Accrual Period; second, to payments received under the cap contract, third, to the Class CE Certificates, until the Certificate Principal Balance thereof has been reduced to zero; fourth, to the Class M-13 Certificates, until the Certificate Principal Balance thereof has been reduced to zero, fifth, to the Class M-12 Certificates, until the Certificate Principal Balance thereof has been reduced to zero, sixth, to the Class M-11 Certificates until the Certificate Principal Balance thereof has been reduced to zero; seventh, to the Class M-10 Certificates, until the Certificate Principal Balance thereof has been reduced to zero; eighth, to the Class M-9 Certificates, until the Certificate Principal Balance thereof has been reduced to zero; ninth, to the Class M-8 Certificates, until the Certificate Principal Balance thereof has been reduced to zero; tenth, to the Class M-7 Certificates, until the Certificate Principal Balance thereof has been reduced to zero; eleventh, to the Class M-6 Certificates, until the Certificate Principal Balance thereof has been reduced to zero; twelfth, to the Class M-5 Certificates, until the Certificate Principal Balance thereof has been reduced to zero; thirteenth, to the Class M-4 Certificates, until the Certificate Principal Balance thereof has been reduced to zero; fourteenth, to the Class M-3 Certificates, until the Certificate Principal Balance thereof has been reduced to zero; fifteenth, to the Class M-2 Certificates, until the Certificate Principal Balance thereof has been reduced to zero and sixteenth, to the Class M-1 Certificates, until the Certificate Principal Balance thereof has been reduced to zero.
All Realized Losses to be allocated to the Certificate Principal Balances of all Classes on any Distribution Date shall be so allocated after the actual distributions to be made on such date as provided above. All references above to the Certificate Principal Balance of any Class of Certificates shall be to the Certificate Principal Balance of such Class immediately prior to the relevant Distribution Date, before reduction thereof by any Realized Losses, in each case to be allocated to such Class of Certificates, on such Distribution Date.
Any allocation of Realized Losses to a Mezzanine Certificate on any Distribution Date shall be made by reducing the Certificate Principal Balance thereof by the amount so allocated and any allocation of Realized Losses to a Class CE Certificates shall be made by reducing the amount otherwise payable in respect thereof pursuant to Section 4.01(a)(3). No allocations of any Realized Losses shall be made to the Certificate Principal Balances of the Class A Certificates or the Class P Certificates.
(c) The REMIC I Marker Allocation Percentage of all Realized Losses on the Mortgage Loans shall be allocated by the Trust Administrator on each Distribution Date to the following REMIC I Regular Interests in the specified percentages, as follows: first, to Uncertificated Interest payable to the REMIC I Regular Interest I-LTAA and REMIC I Regular
Interest I-LTZZ up to an aggregate amount equal to the REMIC I Interest Loss Allocation Amount, 98% and 2%, respectively; second, to the Uncertificated Balances of the REMIC I Regular Interest I-LTAA and REMIC I Regular Interest I-LTZZ up to an aggregate amount equal to the REMIC I Principal Loss Allocation Amount, 98% and 2%, respectively; third, to the Uncertificated Balances of REMIC I Regular Interest I-LTAA, REMIC I Regular Interest I-LTM13 and REMIC I Regular Interest I-LTZZ, 98%, 1% and 1%, respectively, until the Uncertificated Balance of REMIC I Regular Interest I-LTM13 has been reduced to zero; fourth, to the Uncertificated Balances of REMIC I Regular Interest I-LTAA, REMIC I Regular Interest I-LTM12 and REMIC I Regular Interest I-LTZZ, 98%, 1% and 1%, respectively, until the Uncertificated Balance of REMIC I Regular Interest I-LTM12 has been reduced to zero; fifth, to the Uncertificated Balances of REMIC I Regular Interest I-LTAA, REMIC I Regular Interest I-LTM11 and REMIC I Regular Interest I-LTZZ, 98%, 1% and 1%, respectively, until the Uncertificated Balance of REMIC I Regular Interest I-LTM11 has been reduced to zero; sixth, to the Uncertificated Balances of REMIC I Regular Interest I-LTAA, REMIC I Regular Interest I-LTM10 and REMIC I Regular Interest I-LTZZ, 98%, 1% and 1%, respectively, until the Uncertificated Balance of REMIC I Regular Interest I-LTM10 has been reduced to zero; seventh, to the Uncertificated Balances of REMIC I Regular Interest I-LTAA, REMIC I Regular Interest I-LTM9 and REMIC I Regular Interest I-LTZZ, 98%, 1% and 1%, respectively, until the Uncertificated Balance of REMIC I Regular Interest I-LTM9 has been reduced to zero; eighth, to the Uncertificated Balances of REMIC I Regular Interest I-LTAA, REMIC I Regular Interest I-LTM8 and REMIC I Regular Interest I-LTZZ, 98%, 1% and 1%, respectively, until the Uncertificated Balance of REMIC I Regular Interest I-LTM8 has been reduced to zero; ninth, to the Uncertificated Balances of REMIC I Regular Interest I-LTAA, REMIC I Regular Interest I-LTM7 and REMIC I Regular Interest I-LTZZ, 98%, 1% and 1%, respectively, until the Uncertificated Balance of REMIC I Regular Interest I-LTM7 has been reduced to zero; tenth, to the Uncertificated Balances of REMIC I Regular Interest I-LTAA, REMIC I Regular Interest I-LTM6 and REMIC I Regular Interest I-LTZZ, 98%, 1% and 1%, respectively, until the Uncertificated Balance of REMIC I Regular Interest I-LTM6 has been reduced to zero; eleventh, to the Uncertificated Balances of REMIC I Regular Interest I-LTAA, REMIC I Regular Interest I-LTM5 and REMIC I Regular Interest I-LTZZ, 98%, 1% and 1%, respectively, until the Uncertificated Balance of REMIC I Regular Interest I-LTM5 has been reduced to zero; twelfth, to the Uncertificated Balances of REMIC I Regular Interest I-LTAA, REMIC I Regular Interest I-LTM4 and REMIC I Regular Interest I-LTZZ, 98%, 1% and 1%, respectively, until the Uncertificated Balance of REMIC I Regular Interest I-LTM4 has been reduced to zero; thirteenth, to the Uncertificated Balances of REMIC I Regular Interest I-LTAA, REMIC I Regular Interest I-LTM3 and REMIC I Regular Interest I-LTZZ, 98%, 1% and 1%, respectively, until the Uncertificated Balance of REMIC I Regular Interest I-LTM3 has been reduced to zero; fourteenth, to the Uncertificated Balances of REMIC I Regular Interest I-LTAA, REMIC I Regular Interest I-LTM2 and REMIC I Regular Interest I-LTZZ, 98%, 1% and 1%, respectively, until the Uncertificated Balance of REMIC I Regular Interest I-LTM2 has been reduced to zero and fifteenth, to the Uncertificated Balances of REMIC I Regular Interest I-LTAA, REMIC I Regular Interest I-LTM1 and REMIC I Regular Interest I-LTZZ, 98%, 1% and 1%, respectively, until the Uncertificated Balance of REMIC I Regular Interest I-LTM1 has been reduced to zero.
The REMIC I Sub WAC Allocation Percentage of all Realized Losses shall be applied after all distributions have been made on each Distribution Date first, so as to keep the Uncertificated Balance of each REMIC I Regular Interest ending with the designation “GRP”
equal to 0.01% of the aggregate Stated Principal Balance of the Mortgage Loans in the related Loan Group; second, to each REMIC I Regular Interest ending with the designation “SUB,” so that the Uncertificated Balance of each such REMIC I Regular Interest is equal to 0.01% of the excess of (x) the aggregate Stated Principal Balance of the Mortgage Loans in the related Loan Group over (y) the current Certificate Principal Balance of the Class A Certificate in the related Loan Group (except that if any such excess is a larger number than in the preceding distribution period, the least amount of Realized Losses shall be applied to such REMIC I Regular Interests such that the REMIC I Subordinated Balance Ratio is maintained); and third, any remaining Realized Losses shall be allocated to REMIC I Regular Interest I-LTXX.
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SECTION 4.05 |
Compliance with Withholding Requirements. |
Notwithstanding any other provision of this Agreement, the Trust Administrator shall comply with all federal withholding requirements respecting payments to Certificateholders of interest or original issue discount that the Trust Administrator reasonably believes are applicable under the Code. The consent of Certificateholders shall not be required for such withholding. In the event the Trust Administrator does withhold any amount from interest or original issue discount payments or advances thereof to any Certificateholder pursuant to federal withholding requirements, the Trust Administrator shall indicate the amount withheld to such Certificateholders.
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SECTION 4.06 |
Net WAC Rate Carryover Reserve Account. |
(a) No later than the Closing Date, the Trust Administrator shall establish and maintain a separate, segregated trust account titled, “Net WAC Rate Carryover Reserve Account, Citibank, N.A., as Trust Administrator, in trust for the registered holders of Citigroup Mortgage Loan Trust, Asset-Backed Pass-Through Certificates, Series 2005-HE4.”
(b) On each Distribution Date, the Trust Administrator has been directed by the Class CE Certificateholders to, and therefore shall, deposit into the Net WAC Rate Carryover Reserve Account, any Net WAC Rate Carryover Amounts for such Distribution Date, rather than distributing such amounts to the Class CE Certificateholders. On each such Distribution Date, the Trust Administrator shall hold all such amounts for the benefit of the Holders of the Floating Rate Certificates, and shall distribute the aggregate Net WAC Rate Carryover Amount, if any, for such Distribution Date from the Net WAC Rate Carryover Reserve Account to the Holders of the Floating Rate Certificates in the amounts and priorities set forth in Section 4.01(g).
On each Distribution Date, after the payment of any Net WAC Rate Carryover Amounts on the Floating Rate Certificates, any amounts remaining in the Net WAC Rate Carryover Reserve Account, shall be payable to the Trust Administrator as additional compensation to it, subject to the immediately following paragraph.
(c) For federal and state income tax purposes, the Class CE Certificateholders shall be deemed to be the owners of the Net WAC Rate Carryover Reserve Account and all amounts deposited into the Net WAC Rate Carryover Reserve Account shall be treated as amounts distributed by REMIC II to the Holder of the Class CE Interest and by REMIC III to the Holder of the Class CE Certificates. Upon the termination of the Trust Fund, or the payment in
full of the Floating Rate Certificates, all amounts remaining on deposit in the Net WAC Rate Carryover Reserve Account shall be released by the Trust Fund and distributed to the Class CE Certificateholders or their designees. The Net WAC Rate Carryover Reserve Account shall be part of the Trust Fund but not part of any Trust REMIC and any payments to the Holders of the Floating Rate Certificates of Net WAC Rate Carryover Amounts will not be payments with respect to a “regular interest” in a REMIC within the meaning of Code Section 860(G)(a)(1).
(d) By accepting a Class CE Certificate, each Class CE Certificateholder hereby agrees to direct the Trust Administrator, and the Trust Administrator is hereby is directed, to deposit into the Net WAC Rate Carryover Reserve Account the amounts described above on each Distribution Date rather than distributing such amounts to the Class CE Certificateholders. By accepting a Class CE Certificate, each Class CE Certificateholder further agrees that such direction is given for good and valuable consideration, the receipt and sufficiency of which is acknowledged by such acceptance.
(e) All amounts on deposit in the Net WAC Rate Carryover Reserve Account shall remain uninvested.
(f) For federal tax return and information reporting, the right of the Holders of the Floating Rate Certificates to receive payments from the Net WAC Rate Carryover Reserve Account in respect of any Net WAC Rate Carryover Amount shall be assigned a value of zero.
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SECTION 4.07 |
Commission Reporting. |
(a) The Depositor shall prepare or cause to be prepared the initial current report on Form 8-K. Within 15 days after each Distribution Date, the Trust Administrator shall, in accordance with industry standards, file with the Commission via the Electronic Data Gathering and Retrieval System (“XXXXX”), a Form 8-K with a copy of the statement to be furnished to the Certificateholders for such Distribution Date as an exhibit thereto. Prior to January 30, 2006, the Trust Administrator shall, in accordance with industry standards, file a Form 15 Suspension Notice with respect to the Trust Fund, if applicable. Prior to (i) March 31, 2006 and (ii) unless and until a Form 15 Suspension Notice shall have been filed, March 31st of each year thereafter, the Depositor shall sign and the Trust Administrator, in its capacity as trust administrator hereunder, shall file a Form 10-K, in substance conforming to industry standards, with respect to the Trust. Such Form 10-K shall include the certification in the form attached hereto as Exhibit H-1 (the “Certification”), the annual independent accountant’s servicing report and annual statement of compliance to be delivered by the Servicer pursuant to Sections 3.20 and 3.21. The Depositor hereby grants to the Trust Administrator a limited power of attorney to execute the Forms 8-K and to file the Forms 8-K and the Form 10-K on behalf of the Depositor. Such power of attorney shall continue until either the earlier of (i) receipt by the Trust Administrator from the Depositor of written termination of such power of attorney and (ii) the termination of the Trust Fund. Notwithstanding anything herein to the contrary, the Depositor, and not the Trust Administrator, shall be responsible for executing each Form 10-K filed on behalf of the Trust. The Depositor agrees to promptly furnish to the Trust Administrator and the Servicer, from time to time upon request, such further information, reports and financial statements within its control related to this Agreement or the Mortgage Loans as the Trust Administrator or the Servicer reasonably deems appropriate to prepare and file all necessary
reports with the Commission. None of the Trust Administrator or the Servicer shall have any responsibility to file any items other than those specified in this Section 4.07; provided, however, the Trust Administrator and the Servicer will cooperate with the Depositor in connection with any additional filings with respect to the Trust Fund as the Depositor deems necessary under the Securities Exchange Act of 1934, as amended (the “Exchange Act”).
(b) In addition, (x) the Trust Administrator shall sign a certification (in the form attached hereto as Exhibit H-2) for the benefit of the Depositor and its officers, directors and Affiliates regarding certain aspects of the Certification (the “Trust Administrator Certification”); provided, however, that the Trust Administrator shall not undertake an analysis of the accountant’s report attached as an exhibit to the Form 10-K, and (y) the Servicer shall sign a certification (in the related form attached hereto as Exhibit H-3) for the benefit of the Depositor, the Trust Administrator and their officers, directors and Affiliates regarding certain aspects of the Certification (the “Servicer Certification”). The Servicer Certification shall be delivered to the Depositor and the Trust Administrator no later than March 15th or if such day is not a Business Day, the preceding Business Day, each year (subject to Section 4.07(a)).
(c) In addition, (A) the Trust Administrator shall indemnify and hold harmless the Depositor and its officers, directors and Affiliates from and against any actual losses, damages, penalties, fines, forfeitures, reasonable and necessary legal fees and related costs, judgments and other costs and expenses arising out of third party claims based upon a breach of the Trust Administrator’s obligations under this Section 4.07 or any material misstatement or omission contained in the Trust Administrator Certification, and (B) the Servicer shall indemnify and hold harmless the Depositor, the Trust Administrator and their respective officers, directors and Affiliates from and against any actual losses, damages, penalties, fines, forfeitures, reasonable and necessary legal fees and related costs, judgments and other costs and expenses that such Person may sustain arising out of third party claims based upon a breach of such Servicer’s obligations under this Section 4.07, any material misstatement or omission contained in the Servicer’s Certification or any information correctly derived by the Trust Administrator and included in a Form 8-K or Form 10-K from information provided to the Trust Administrator by the Servicer under this Agreement. If the indemnification provided for herein is unavailable or insufficient to hold harmless the Depositor, then (i) the Trust Administrator agrees that it shall contribute to the amount paid or payable by the Depositor as a result of the losses, claims, damages or liabilities of the Depositor in such proportion as is appropriate to reflect the relative fault of the Depositor on the one hand and the Trust Administrator on the other and (ii) the Servicer agrees that it shall contribute to the amount paid or payable by the Depositor as a result of the losses, claims, damages or liabilities of the Depositor in such proportion as is appropriate to reflect the relative fault of the Depositor on the one hand and the Servicer on the other.
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SECTION 4.08 |
Cap Account |
(a) No later than the Closing Date, the Cap Administrator shall establish and maintain with itself, as agent for the Trust Administrator, a separate, segregated trust account titled, “Cap Account, Citibank, N.A., as Cap Administrator, in trust for the Cap Provider and the registered holders of Citigroup Mortgage Loan Trust Inc., Asset-Backed Pass-Through Certificates, Series 2005-HE4.” Such account shall be an Eligible Account and amounts therein shall be held uninvested.
(b) On each Distribution Date, prior to any distribution to any Certificate, the Trust Administrator shall deposit into the Cap Account amounts received by the Trust Administrator from the Cap Administrator, for distribution in accordance with Section 4.01(a)(6) above, pursuant to the Cap Administration Agreement, dated as of the Closing Date (the “Cap Administration Agreement”), among Citibank, N.A. in its capacity as Trust Administrator and Cap Administrator and Citigroup Global Markets Realty Corp. (in substantially the form attached hereto as Exhibit N).
(c) For federal income tax purposes, the Cap Account shall be owned by the majority Holder of the Class CE Certificates.
(d) For federal and state income tax purposes, the Class CE Certificateholders shall be deemed to be the owners of the Cap Account. Upon the termination of the Trust Fund, or the payment in full of the Floating Rate Certificates, all amounts remaining on deposit in the Cap Account shall be released by the Trust Fund and distributed to the Class CE Certificateholders or their designees. The Cap Account shall be part of the Trust Fund but not part of any Trust REMIC and any payments to the Holders of the Floating Rate Certificates of Net WAC Rate Carryover Amounts will not be payments with respect to a “regular interest” in a REMIC within the meaning of Code Section 860(G)(a)(1).
By accepting a Class CE Certificate, each Class CE Certificateholder hereby agrees to direct the Trust Administrator, and the Trust Administrator is hereby directed, to deposit into the Cap Account the amounts described above on each Distribution Date.
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SECTION 4.09 |
[Reserved] |
ARTICLE V
THE CERTIFICATES
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SECTION 5.01 |
The Certificates. |
(a) The Certificates in the aggregate will represent the entire beneficial ownership interest in the Mortgage Loans and all other assets included in the Trust Fund. At the Closing Date, the aggregate Certificate Principal Balance of the Certificates will equal the aggregate Stated Principal Balance of the Mortgage Loans.
The Certificates will be substantially in the forms annexed hereto as Exhibits A-1 through A-6. The Certificates of each Class will be issuable in registered form only, in denominations of authorized Percentage Interests as described in the definition thereof. Each Certificate will share ratably in all rights of the related Class.
Upon original issue, the Certificates shall be executed, authenticated and delivered by the Trust Administrator to or upon the order of the Depositor. The Certificates shall be executed and attested by manual or facsimile signature on behalf of the Trust Administrator by an authorized signatory. Certificates bearing the manual or facsimile signatures of individuals who were at any time the proper officers of the Trust Administrator shall bind the Trust Administrator, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the execution, authentication and delivery of such Certificates or did not hold such offices at the date of such Certificates. No Certificate shall be entitled to any benefit under this Agreement or be valid for any purpose, unless there appears on such Certificate a certificate of authentication substantially in the form provided herein executed by the Trust Administrator by manual signature, and such certificate of authentication shall be conclusive evidence, and the only evidence, that such Certificate has been duly authenticated and delivered hereunder. All Certificates shall be dated the date of their authentication.
(b) The Book-Entry Certificates shall initially be issued as one or more Certificates held by Book-Entry Custodian or, if appointed to hold such Certificates as provided below, the Depository and registered in the name of the Depository or its nominee and, except as provided below, registration of such Certificates may not be transferred by the Trust Administrator except to another Depository that agrees to hold such Certificates for the respective Certificate Owners with Ownership Interests therein. The Certificate Owners shall hold their respective Ownership Interests in and to such Certificates through the book-entry facilities of the Depository and, except as provided below, shall not be entitled to definitive, fully registered Certificates (“Definitive Certificates”) in respect of such Ownership Interests. All transfers by Certificate Owners of their respective Ownership Interests in the Book-Entry Certificates shall be made in accordance with the procedures established by the Depository Participant or brokerage firm representing such Certificate Owner. Each Depository Participant shall only transfer the Ownership Interests in the Book-Entry Certificates of Certificate Owners it represents or of brokerage firms for which it acts as agent in accordance with the Depository’s normal procedures. The Trust Administrator is hereby initially appointed as the Book-Entry Custodian and hereby agrees to act as such in accordance herewith and in accordance with the agreement that it has with the Depository authorizing it to act as such. The Book-Entry
Custodian may, and if it is no longer qualified to act as such, the Book-Entry Custodian shall, appoint, by a written instrument delivered to the Depositor, the Servicer and the Trust Administrator and any other transfer agent (including the Depository or any successor Depository) to act as Book-Entry Custodian under such conditions as the predecessor Book-Entry Custodian and the Depository or any successor Depository may prescribe, provided that the predecessor Book-Entry Custodian shall not be relieved of any of its duties or responsibilities by reason of any such appointment of other than the Depository. If the Trust Administrator resigns or is removed in accordance with the terms hereof, the successor Trust Administrator or, if it so elects, the Depository shall immediately succeed to its predecessor’s duties as Book-Entry Custodian. The Depositor shall have the right to inspect, and to obtain copies of, any Certificates held as Book-Entry Certificates by the Book-Entry Custodian.
The Trustee, the Trust Administrator, the Servicer and the Depositor may for all purposes (including the making of payments due on the Book-Entry Certificates) deal with the Depository as the authorized representative of the Certificate Owners with respect to the Book-Entry Certificates for the purposes of exercising the rights of Certificateholders hereunder. The rights of Certificate Owners with respect to the Book-Entry Certificates shall be limited to those established by law and agreements between such Certificate Owners and the Depository Participants and brokerage firms representing such Certificate Owners. Multiple requests and directions from, and votes of, the Depository as Holder of the Book-Entry Certificates with respect to any particular matter shall not be deemed inconsistent if they are made with respect to different Certificate Owners. The Trust Administrator may establish a reasonable record date in connection with solicitations of consents from or voting by Certificateholders and shall give notice to the Depository of such record date.
If (i)(A) the Depositor advises the Trust Administrator in writing that the Depository is no longer willing or able to properly discharge its responsibilities as Depository, and (B) the Depositor is unable to locate a qualified successor or (ii) after the occurrence of a Servicer Event of Default, Certificate Owners representing in the aggregate not less than 51% of the Ownership Interests of the Book-Entry Certificates advise the Trust Administrator through the Depository, in writing, that the continuation of a book-entry system through the Depository is no longer in the best interests of the Certificate Owners, the Trust Administrator shall notify all Certificate Owners, through the Depository, of the occurrence of any such event and of the availability of Definitive Certificates to Certificate Owners requesting the same. Upon surrender to the Trust Administrator of the Book- Entry Certificates by the Book-Entry Custodian or the Depository, as applicable, accompanied by registration instructions from the Depository for registration of transfer, the Trust Administrator shall issue the Definitive Certificates. Such Definitive Certificates will be issued in minimum denominations of $100,000, except that any beneficial ownership that was represented by a Book-Entry Certificate in an amount less than $100,000 immediately prior to the issuance of a Definitive Certificate shall be issued in a minimum denomination equal to the amount represented by such Book-Entry Certificate. None of the Depositor, the Servicer, the Trust Administrator nor the Trustee shall be liable for any delay in the delivery of such instructions and may conclusively rely on, and shall be protected in relying on, such instructions. Upon the issuance of Definitive Certificates all references herein to obligations imposed upon or to be performed by the Depository shall be deemed to be imposed upon and performed by the Trust Administrator, to the extent applicable with respect to such
Definitive Certificates, and the Trust Administrator shall recognize the Holders of the Definitive Certificates as Certificateholders hereunder.
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SECTION 5.02 |
Registration of Transfer and Exchange of Certificates. |
(a) The Trust Administrator shall cause to be kept at one of the offices or agencies to be appointed by the Trust Administrator in accordance with the provisions of Section 8.12 a Certificate Register for the Certificates in which, subject to such reasonable regulations as it may prescribe, the Trust Administrator shall provide for the registration of Certificates and of transfers and exchanges of Certificates as herein provided.
(b) No transfer of any Private Certificate shall be made unless that transfer is made pursuant to an effective registration statement under the Securities Act of 1933, as amended (the “1933 Act”), and effective registration or qualification under applicable state securities laws, or is made in a transaction that does not require such registration or qualification. In the event that such a transfer of a Private Certificate is to be made without registration or qualification (other than in connection with (i) the initial transfer of any such Certificate by the Depositor to an Affiliate of the Depositor or, in the case of the Residual Certificates, the first transfer by an Affiliate of the Depositor, (ii) the transfer of any such Class CE, Class P or Residual Certificate to the issuer under the Indenture or the indenture trustee or indenture trustee administrator under the Indenture or (iii) a transfer of any such Class CE, Class P or Residual Certificate from the issuer under the Indenture or the indenture trustee or indenture trustee administrator under the Indenture to the Depositor or an Affiliate of the Depositor), the Trustee shall require receipt of: (i) if such transfer is purportedly being made in reliance upon Rule 144A under the 1933 Act, written certifications from the Certificateholder desiring to effect the transfer and from such Certificateholder’s prospective transferee, substantially in the forms attached hereto as Exhibit F-1; and (ii) in all other cases, an Opinion of Counsel satisfactory to it that such transfer may be made without such registration (which Opinion of Counsel shall not be an expense of the Trust Fund or of the Depositor, the Trustee, the Trust Administrator, the Servicer, in its capacity as such, or any Sub-Servicer), together with copies of the written certification(s) of the Certificateholder desiring to effect the transfer and/or such Certificateholder’s prospective transferee upon which such Opinion of Counsel is based, if any. None of the Depositor, the Trust Administrator or the Trustee is obligated to register or qualify any such Certificates under the 1933 Act or any other securities laws or to take any action not otherwise required under this Agreement to permit the transfer of such Certificates without registration or qualification. Any Certificateholder desiring to effect the transfer of any such Certificate shall, and does hereby agree to, indemnify the Trustee, the Trust Administrator, the Depositor and the Servicer against any liability that may result if the transfer is not so exempt or is not made in accordance with such federal and state laws.
Notwithstanding the foregoing, in the event of any such transfer of any Ownership Interest in any Private Certificate that is a Book-Entry Certificate, except with respect to the initial transfer of any such Ownership Interest by the Depositor, such transfer shall be required to be made in reliance upon Rule 144A under the 1933 Act, and the transferee will be deemed to have made each of the transferee representations and warranties set forth Exhibit F-1 hereto in respect of such interest as if it was evidenced by a Definitive Certificate. The Certificate Owner of any such Ownership Interest in any such Book-Entry Certificate desiring to
effect such transfer shall, and does hereby agree to, indemnify the Trustee and the Depositor against any liability that may result if the transfer is not so exempt or is not made in accordance with such federal and state laws.
Notwithstanding the foregoing, no certification or Opinion of Counsel described in this Section 5.02(b) will be required in connection with the transfer, on the Closing Date, of any Residual Certificate by the Depositor to an “accredited investor” within the meaning of Rule 501(d) of the 1933 Act.
No transfer of a Private Certificate or any interest therein shall be made to any Plan subject to ERISA or Section 4975 of the Code, any Person acting, directly or indirectly, on behalf of any such Plan or any Person acquiring such Certificates with “Plan Assets” of a Plan within the meaning of the Department of Labor regulation promulgated at 29 C.F.R.§ 2510.3-101 (“Plan Assets”), as certified by such transferee in the form of Exhibit G, unless, (i) in the case of a Class CE Certificate, a Class P Certificate or Residual Certificate, the Trust Administrator is provided with an Opinion of Counsel on which the Trust Administrator, the Depositor, the Trustee and the Servicer may rely, to the effect that the purchase of such Certificates is permissible under ERISA and the Code, will not constitute or result in any non-exempt prohibited transaction under ERISA or Section 4975 of the Code and will not subject the Depositor, the Servicer, the Trustee, the Trust Administrator or the Trust Fund to any obligation or liability (including obligations or liabilities under ERISA or Section 4975 of the Code) in addition to those undertaken in this Agreement, which Opinion of Counsel shall not be an expense of the Depositor, the Servicer, the Trustee, the Trust Administrator or the Trust Fund or (ii) in the case of a Class M-11 Certificate, Class M-12 Certificate or Class M-13 Certificate, (1) such Person is an insurance company, (2) the source of funds used to acquire or hold the Certificate or interest therein is an “insurance company general account,” as such term is defined in Prohibited Transaction Class Exemption (“PTCE”) 95-60 and (3) the conditions in Sections I and III of PTCE 95-60 have been satisfied. Neither a certification nor an Opinion of Counsel will be required in connection with (i) the initial transfer of any such Certificate by the Depositor to an Affiliate of the Depositor or, in the case of the Residual Certificates, the first transfer by an Affiliate of the Depositor, (ii) the transfer of any such Class CE, Class P or Residual Certificate to the issuer under the Indenture or the indenture trustee under the Indenture or (iii) a transfer of any such Class CE, Class P or Residual Certificate from the issuer under the Indenture or the indenture trustee under the Indenture to the Depositor or an Affiliate of the Depositor (in which case, the Depositor or any Affiliate thereof shall have deemed to have represented that such Affiliate is not a Plan or a Person investing Plan Assets) and the Trust Administrator shall be entitled to conclusively rely upon a representation (which, upon the request of the Trust Administrator, shall be a written representation) from the Depositor of the status of such transferee as an affiliate of the Depositor.
Each beneficial owner of a Mezzanine Certificate (other than a Class M-11 Certificate, Class M-12 Certificate or Class M-13 Certificate) or any interest therein shall be deemed to have represented, by virtue of its acquisition or holding of that certificate or interest therein, that either (i) it is not a Plan investor, (ii) it has acquired and is holding such Mezzanine Certificate in reliance on the Underwriters’ Exemption, and that it understands that there are certain conditions to the availability of the Underwriters’ Exemption, including that such Mezzanine Certificate must be rated, at the time of purchase, not lower than “BBB-” (or its
equivalent) by S&P, Xxxxx’x or Fitch and the Certificates are so rated or (iii) (1) it is an insurance company, (2) the source of funds used to acquire or hold the Certificate or interest therein is an “insurance company general account,” as such term is defined in PTCE 95-60, and (3) the conditions in Sections I and III of PTCE 95-60 have been satisfied.
If any Private Certificate or Mezzanine Certificate or any interest therein is acquired or held in violation of the provisions of the preceding two paragraphs, the next preceding permitted beneficial owner will be treated as the beneficial owner of that Certificate retroactive to the date of transfer to the purported beneficial owner. Any purported beneficial owner whose acquisition or holding of any such Certificate or interest therein was effected in violation of the provisions of the preceding two paragraphs shall indemnify and hold harmless the Depositor, the Servicer, the Trustee, the Trust Administrator and the Trust Fund from and against any and all liabilities, claims, costs or expenses incurred by those parties as a result of that acquisition or holding.
(c) (i) Each Person who has or who acquires any Ownership Interest in a Residual Certificate shall be deemed by the acceptance or acquisition of such Ownership Interest to have agreed to be bound by the following provisions and to have irrevocably authorized the Trust Administrator or its designee under clause (iii)(A) below to deliver payments to a Person other than such Person and to negotiate the terms of any mandatory sale under clause (iii)(B) below and to execute all instruments of Transfer and to do all other things necessary in connection with any such sale. The rights of each Person acquiring any Ownership Interest in a Residual Certificate are expressly subject to the following provisions:
(A) Each Person holding or acquiring any Ownership Interest in a Residual Certificate shall be a Permitted Transferee and shall promptly notify the Trust Administrator of any change or impending change in its status as a Permitted Transferee.
(B) In connection with any proposed Transfer of any Ownership Interest in a Residual Certificate, the Trust Administrator shall require delivery to it and shall not register the Transfer of any Residual Certificate until its receipt of an affidavit and agreement (a “Transfer Affidavit and Agreement”), in the form attached hereto as Exhibit F-2, from the proposed Transferee, in form and substance satisfactory to the Trust Administrator, representing and warranting, among other things, that such Transferee is a Permitted Transferee, that it is not acquiring its Ownership Interest in the Residual Certificate that is the subject of the proposed Transfer as a nominee, trustee or agent for any Person that is not a Permitted Transferee, that for so long as it retains its Ownership Interest in a Residual Certificate, it will endeavor to remain a Permitted Transferee, and that it has reviewed the provisions of this Section 5.02(d) and agrees to be bound by them.
(C) Notwithstanding the delivery of a Transfer Affidavit and Agreement by a proposed Transferee under clause (B) above, if a Responsible Officer of the Trust Administrator who is assigned to this transaction has actual knowledge that the proposed Transferee is not a Permitted Transferee, no Transfer
of an Ownership Interest in a Residual Certificate to such proposed Transferee shall be effected.
(D) Each Person holding or acquiring any Ownership Interest in a Residual Certificate shall agree (x) to require a Transfer Affidavit and Agreement from any other Person to whom such Person attempts to transfer its Ownership Interest in a Residual Certificate and (y) not to transfer its Ownership Interest unless it provides a transferor affidavit (a “Transferor Affidavit”), in the form attached hereto as Exhibit F-2, to the Trust Administrator stating that, among other things, it has no actual knowledge that such other Person is not a Permitted Transferee.
(E) Each Person holding or acquiring an Ownership Interest in a Residual Certificate, by purchasing an Ownership Interest in such Certificate, agrees to give the Trust Administrator written notice that it is a “pass-through interest holder” within the meaning of temporary Treasury regulation Section 1.67- 3T(a)(2)(i)(A) immediately upon acquiring an Ownership Interest in a Residual Certificate, if it is, or is holding an Ownership Interest in a Residual Certificate on behalf of, a “pass-through interest holder.”
(ii) The Trust Administrator will register the Transfer of any Residual Certificate only if it shall have received the Transfer Affidavit and Agreement and all of such other documents as shall have been reasonably required by the Trust Administrator as a condition to such registration. In addition, no Transfer of a Residual Certificate shall be made unless the Trust Administrator shall have received a representation letter from the Transferee of such Certificate to the effect that such Transferee is a Permitted Transferee.
(iii) (A) If any purported Transferee shall become a Holder of a Residual Certificate in violation of the provisions of this Section 5.02(d), then the last preceding Permitted Transferee shall be restored, to the extent permitted by law, to all rights as Holder thereof retroactive to the date of registration of such Transfer of such Residual Certificate. The Trust Administrator shall be under no liability to any Person for any registration of Transfer of a Residual Certificate that is in fact not permitted by this Section 5.02(d) or for making any payments due on such Certificate to the Holder thereof or for taking any other action with respect to such Holder under the provisions of this Agreement.
(B) If any purported Transferee shall become a Holder of a Residual Certificate in violation of the restrictions in this Section 5.02(d) and to the extent that the retroactive restoration of the rights of the Holder of such Residual Certificate as described in clause (iii)(A) above shall be invalid, illegal or unenforceable, then the Trust Administrator shall have the right, without notice to the Holder or any prior Holder of such Residual Certificate, to sell such Residual Certificate to a purchaser selected by the Trust Administrator on such terms as the Trust Administrator may choose. Such purported Transferee shall promptly endorse and deliver each Residual Certificate in accordance with the instructions
of the Trust Administrator. Such purchaser may be the Trust Administrator itself or any Affiliate of the Trust Administrator. The proceeds of such sale, net of the commissions (which may include commissions payable to the Trust Administrator or its Affiliates), expenses and taxes due, if any, will be remitted by the Trust Administrator to such purported Transferee. The terms and conditions of any sale under this clause (iii)(B) shall be determined in the sole discretion of the Trust Administrator, and the Trust Administrator shall not be liable to any Person having an Ownership Interest in a Residual Certificate as a result of its exercise of such discretion.
(iv) The Trust Administrator shall make available to the Internal Revenue Service and those Persons specified by the REMIC Provisions all information necessary to compute any tax imposed (A) as a result of the Transfer of an Ownership Interest in a Residual Certificate to any Person who is a Disqualified Organization, including the information described in Treasury regulations sections 1.860D-1(b)(5) and 1.860E-2(a)(5) with respect to the “excess inclusions” of such Residual Certificate and (B) as a result of any regulated investment company, real estate investment trust, common trust fund, partnership, trust, estate or organization described in Section 1381 of the Code that holds an Ownership Interest in a Residual Certificate having as among its record holders at any time any Person which is a Disqualified Organization. Reasonable compensation for providing such information may be accepted by the Trust Administrator.
(v) The provisions of this Section 5.02(d) set forth prior to this subsection (v) may be modified, added to or eliminated, provided that there shall have been delivered to the Trust Administrator at the expense of the party seeking to modify, add to or eliminate any such provision the following:
(A) written notification from the Rating Agencies to the effect that the modification, addition to or elimination of such provisions will not cause the Rating Agencies to downgrade its then-current ratings of any Class of Certificates; and
(B) an Opinion of Counsel, in form and substance satisfactory to the Trust Administrator, to the effect that such modification of, addition to or elimination of such provisions will not cause any Trust REMIC to cease to qualify as a REMIC and will not cause (x) any Trust REMIC to be subject to an entity-level tax caused by the Transfer of any Residual Certificate to a Person that is not a Permitted Transferee or (y) a Person other than the prospective transferee to be subject to a REMIC-tax caused by the Transfer of a Residual Certificate to a Person that is not a Permitted Transferee.
(d) Subject to the preceding subsections, upon surrender for registration of transfer of any Certificate at any office or agency of the Trust Administrator maintained for such purpose pursuant to Section 8.12, the Trust Administrator shall execute, authenticate and deliver, in the name of the designated Transferee or Transferees, one or more new Certificates of the same Class of a like aggregate Percentage Interest.
(e) At the option of the Holder thereof, any Certificate may be exchanged for other Certificates of the same Class with authorized denominations and a like aggregate Percentage Interest, upon surrender of such Certificate to be exchanged at any office or agency of the Trust Administrator maintained for such purpose pursuant to Section 8.12. Whenever any Certificates are so surrendered for exchange, upon notice from the Trust Administrator, the Trust Administrator shall execute, authenticate and deliver, the Certificates which the Certificateholder making the exchange is entitled to receive. Every Certificate presented or surrendered for transfer or exchange shall (if so required by the Trust Administrator) be duly endorsed by, or be accompanied by a written instrument of transfer in the form satisfactory to the Trust Administrator duly executed by, the Holder thereof or his attorney duly authorized in writing. In addition, (i) with respect to each Class R Certificate, the Holder thereof may exchange, in the manner described above, such Class R Certificate for two separate Certificates, each representing such Holder’s respective Percentage Interest in the Class R-I Interest and the Class R-II Interest that was evidenced by the Class R Certificate being exchanged and (ii) with respect to each Class R-X Certificate, the Holder thereof may exchange, in the manner described above, such Class R-X Certificate for two separate Certificates, each representing such Holder’s respective Percentage Interest in the Class R-III Interest and the Class R-IV Interest, respectively, in each case that was evidenced by the Class R-X Certificate being exchanged.
(f) No service charge to the Certificateholders shall be made for any transfer or exchange of Certificates, but the Trust Administrator may require payment of a sum sufficient to cover any tax or governmental charge that may be imposed in connection with any transfer or exchange of Certificates.
(g) All Certificates surrendered for transfer and exchange shall be canceled and destroyed by the Trust Administrator in accordance with its customary procedures.
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SECTION 5.03 |
Mutilated, Destroyed, Lost or Stolen Certificates. |
If (i) any mutilated Certificate is surrendered to the Trust Administrator, or the Trust Administrator receive evidence to its satisfaction of the destruction, loss or theft of any Certificate, and (ii) there is delivered to the Trustee and the Trust Administrator such security or indemnity as may be required by them to save each of them harmless, then, in the absence of actual knowledge by the Trust Administrator that such Certificate has been acquired by a bona fide purchaser, the Trust Administrator shall execute, authenticate and deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Certificate, a new Certificate of the same Class and of like denomination and Percentage Interest. Upon the issuance of any new Certificate under this Section, the Trust Administrator may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trust Administrator) connected therewith. Any replacement Certificate issued pursuant to this Section shall constitute complete and indefeasible evidence of ownership in the applicable REMIC created hereunder, as if originally issued, whether or not the lost, stolen or destroyed Certificate shall be found at any time.
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SECTION 5.04 |
Persons Deemed Owners. |
The Depositor, the Servicer, the Trustee, the Trust Administrator and any agent of any of them may treat the Person in whose name any Certificate is registered as the owner of such Certificate for the purpose of receiving distributions pursuant to Section 4.01 and for all other purposes whatsoever, and none of the Depositor, the Servicer, the Trustee, the Trust Administrator or any agent of any of them shall be affected by notice to the contrary.
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SECTION 5.05 |
Certain Available Information. |
The Trust Administrator shall maintain at its Corporate Trust Office and shall make available free of charge during normal business hours for review by any Holder of a Certificate or any Person identified to the Trust Administrator as a prospective transferee of a Certificate, originals or copies of the following items: (A) this Agreement and any amendments hereof entered into pursuant to Section 11.01, (B) all monthly statements required to be delivered to Certificateholders of the relevant Class pursuant to Section 4.02 since the Closing Date, and all other notices, reports, statements and written communications delivered to the Certificateholders of the relevant Class pursuant to this Agreement since the Closing Date, (C) all certifications delivered by a Responsible Officer of the Trust Administrator since the Closing Date pursuant to Section 10.01(h), (D) any and all Officers’ Certificates delivered to the Trust Administrator by the Servicer since the Closing Date to evidence such Servicer’s determination that any P&I Advance or Servicing Advance was, or if made, would be a Nonrecoverable Advance and (E) any and all Officers’ Certificates delivered to the Trust Administrator by the Servicer since the Closing Date pursuant to Section 4.04(a). Copies and mailing of any and all of the foregoing items will be available from the Trust Administrator upon request at the expense of the person requesting the same.
ARTICLE VI
THE DEPOSITOR AND THE SERVICER
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SECTION 6.01 |
Liability of the Depositor and the Servicer. |
The Servicer shall be liable in accordance herewith only to the extent of the obligations specifically imposed by this Agreement and undertaken hereunder by the Servicer herein. The Depositor shall be liable in accordance herewith only to the extent of the obligations specifically imposed by this Agreement and undertaken hereunder by the Depositor herein.
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SECTION 6.02 |
Merger or Consolidation of the Depositor or the Servicer. |
Subject to the following paragraph, the Depositor will keep in full effect its existence, rights and franchises as a corporation under the laws of the jurisdiction of its incorporation. Subject to the following paragraph, the Servicer will keep in full effect its existence, rights and franchises as a corporation under the laws of the jurisdiction of its incorporation and its qualification as an approved conventional seller/servicer for Xxxxxx Xxx or Xxxxxxx Mac in good standing. The Depositor and the Servicer each will obtain and preserve its qualification to do business as a foreign corporation in each jurisdiction in which such qualification is or shall be necessary to protect the validity and enforceability of this Agreement, the Certificates or any of the Mortgage Loans and to perform its respective duties under this Agreement.
The Depositor or the Servicer may be merged or consolidated with or into any Person, or transfer all or substantially all of its assets to any Person, in which case any Person resulting from any merger or consolidation to which the Depositor or the Servicer shall be a party, or any Person succeeding to the business of the Depositor or the Servicer, shall be the successor of the Depositor or the Servicer, as the case may be, hereunder, without the execution or filing of any paper or any further act on the part of any of the parties hereto, anything herein to the contrary notwithstanding; provided, however, that the successor or surviving Person to the Servicer shall be qualified to service mortgage loans on behalf of Xxxxxx Mae or Xxxxxxx Mac; and provided further that the Rating Agencies’ ratings of the Class A Certificates and the Mezzanine Certificates in effect immediately prior to such merger or consolidation will not be qualified, reduced or withdrawn as a result thereof (as evidenced by a letter to such effect from the Rating Agencies).
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SECTION 6.03 |
Limitation on Liability of the Depositor, the Servicer and Others. |
None of the Depositor, the Servicer (and any Sub-Servicer) or any of the directors, officers, employees or agents of the Depositor or the Servicer (and any Sub-Servicer) shall be under any liability to the Trust Fund or the Certificateholders for any action taken or for refraining from the taking of any action in good faith pursuant to this Agreement or the related Sub-Servicing Agreement, as applicable, or for errors in judgment; provided, however, that this provision shall not protect the Depositor, the Servicer (and any Sub-Servicer) or any such person against any breach of warranties, representations or covenants made herein, or against any
specific liability imposed on the Servicer (and any Sub-Servicer) pursuant hereto or the related Sub-Servicing Agreement, as applicable, or against any liability which would otherwise be imposed by reason of willful misfeasance, bad faith or negligence in the performance of duties or by reason of reckless disregard of obligations and duties hereunder or the related Sub-Servicing Agreement, as applicable. The Depositor, the Servicer (and any Sub-Servicer) and any director, officer, employee or agent of the Depositor or the Servicer may rely in good faith on any document of any kind which, prima facie, is properly executed and submitted by any Person respecting any matters arising hereunder or the related Sub-Servicing Agreement, as applicable. The Depositor, the Servicer (and any Sub-Servicer) and any director, officer, employee or agent of the Depositor or the Servicer (and any Sub-Servicer) shall be indemnified and held harmless by the Trust Fund against (i) any loss, liability or expense incurred in connection with any legal action relating to this Agreement or the Certificates (except as any such loss, liability or expense shall be otherwise reimbursable pursuant to this Agreement) or any loss, liability or expense incurred by reason of willful misfeasance, bad faith or negligence in the performance of duties hereunder or the related Sub-Servicing Agreement, as applicable, or by reason of reckless disregard of obligations and duties hereunder or the related Sub-Servicing Agreement, as applicable, and (ii) any breach of a representation or warranty regarding the Mortgage Loans. None of the Depositor or the Servicer (and any Sub-Servicer) shall be under any obligation to appear in, prosecute or defend any legal action unless such action is related to its respective duties under this Agreement or the related Sub-Servicing Agreement, as applicable, and, in its opinion, does not involve it in any expense or liability; provided, however, that each of the Depositor and the Servicer (and any Sub-Servicer) may in its discretion undertake any such action which it may deem necessary or desirable with respect to this Agreement or the related Sub-Servicing Agreement, as applicable, and the rights and duties of the parties hereto or to the related Sub-Servicing Agreement, as applicable, and the interests of the Certificateholders hereunder. In such event, unless the Depositor or the Servicer (and any Sub-Servicer) acts without the consent of Holders of Certificates entitled to at least 51% of the Voting Rights (which consent shall not be necessary in the case of litigation or other legal action by either to enforce their respective rights or defend themselves hereunder or the related Sub-Servicing Agreement, as applicable), the legal expenses and costs of such action and any liability resulting therefrom (except any loss, liability or expense incurred by reason of willful misfeasance, bad faith or negligence in the performance of duties hereunder or by reason of reckless disregard of obligations and duties hereunder or the related Sub-Servicing Agreement, as applicable) shall be expenses, costs and liabilities of the Trust Fund, and the Depositor (subject to the limitations set forth above) and the Servicer (and any Sub-Servicer) shall be entitled to be reimbursed therefor from the Collection Account as and to the extent provided in Section 3.11 or from the corresponding custodial account established under the related Sub-Servicing Agreement, any such right of reimbursement being prior to the rights of the Certificateholders to receive any amount in the Collection Account.
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SECTION 6.04 |
Limitation on Resignation of the Servicer. |
The Servicer shall not resign from the obligations and duties hereby imposed on it except (i) upon determination that its duties hereunder are no longer permissible under applicable law or (ii) with the written consent of the Trustee and the Trust Administrator, which consent may not be unreasonably withheld, with written confirmation from the Rating Agencies (which confirmation shall be furnished to the Depositor, the Trustee and the Trust Administrator) that
such resignation will not cause the Rating Agencies to reduce the then current rating of the Class A Certificates and provided that a qualified successor has agreed to assume the duties and obligations of the Servicer hereunder. Any such determination pursuant to clause (i) of the preceding sentence permitting the resignation of the Servicer shall be evidenced by an Opinion of Counsel to such effect obtained at the expense of the Servicer and delivered to the Trustee and the Trust Administrator. No resignation of the Servicer shall become effective until the Trust Administrator or the Trustee, as applicable, in accordance with Section 7.02 hereof, or a successor servicer shall have assumed the Servicer’s responsibilities, duties, liabilities (other than those liabilities arising prior to the appointment of such successor) and obligations under this Agreement.
Except as expressly provided herein, the Servicer shall not assign or transfer any of its rights, benefits or privileges hereunder to any other Person, nor delegate to or subcontract with, nor authorize or appoint any other Person to perform any of the duties, covenants or obligations to be performed by the Servicer hereunder. If, pursuant to any provision hereof, the duties of the Servicer are transferred to a successor servicer, the entire amount of the Servicing Fee and other compensation payable to the Servicer pursuant hereto shall thereafter be payable to such successor servicer.
The Trustee and the Depositor hereby specifically consent to the pledge and assignment by the Servicer of all of the Servicer’s right, title and interest in, to and under this Agreement to a lender and if a Servicer Event of Termination occurs, agree that the Servicer or its designee may appoint the successor servicer, provided that at the time of such appointment, such successor meets the requirements of a successor Servicer pursuant to Section 7.02(a) hereof and agrees to be subject to the terms of this Agreement. If, pursuant to any provision hereof, the duties of the Servicer are transferred to a successor servicer, the entire amount of the Servicing Fee and other compensation payable to the Servicer pursuant hereto shall thereafter be payable to such successor servicer.
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SECTION 6.05 |
Rights of the Depositor in Respect of the Servicer. |
The Servicer shall afford (and any Sub-Servicing Agreement shall provide that each Sub-Servicer shall afford) the Depositor, the Trustee and the Trust Administrator, upon reasonable notice, during normal business hours, access to all records maintained by the Servicer (and any such Sub-Servicer) in respect of the Servicer’s rights and obligations hereunder and access to officers of the Servicer (and those of any such Sub-Servicer) responsible for such obligations. Upon request, the Servicer shall furnish to the Depositor, the Trustee and the Trust Administrator its (and any such Sub-Servicer’s) most recent financial statements of the parent company of the Servicer and such other information relating to the Servicer’s capacity to perform its obligations under this Agreement that it possesses. To the extent such information is not otherwise available to the public, the Depositor, the Trustee and the Trust Administrator shall not disseminate any information obtained pursuant to the preceding two sentences without the Servicer’s written consent, except as required pursuant to this Agreement or to the extent that it is appropriate to do so (i) in working with legal counsel, auditors, taxing authorities or other governmental agencies, rating agencies or reinsurers or (ii) pursuant to any law, rule, regulation, order, judgment, writ, injunction or decree of any court or governmental authority having jurisdiction over the Depositor, the Trustee, the Trust Administrator or the Trust Fund, and in
either case, the Depositor, the Trustee or the Trust Administrator, as the case may be, shall use its best efforts to assure the confidentiality of any such disseminated non-public information. The Depositor may, but is not obligated to, enforce the obligations of the Servicer under this Agreement and may, but is not obligated to, perform, or cause a designee to perform, any defaulted obligation of the Servicer under this Agreement or exercise the rights of any of the Servicer under this Agreement; provided that the Servicer shall not be relieved of any of its obligations under this Agreement by virtue of such performance by the Depositor or its designee. The Depositor shall not have any responsibility or liability for any action or failure to act by the Servicer and is not obligated to supervise the performance of the Servicer under this Agreement or otherwise.
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SECTION 6.06 |
Duties of the Credit Risk Manager. |
For and on behalf of the Trust, the Credit Risk Manager will provide reports and recommendations concerning certain delinquent and defaulted Mortgage Loans, and as to the collection of any Prepayment Charges with respect to the Mortgage Loans. Such reports and recommendations will be based upon information provided to the Credit Risk Manager pursuant to the respective Credit Risk Management Agreement, and the Credit Risk Manager shall look solely to the Servicer for all information and data (including loss and delinquency information and data) relating to the servicing of the related Mortgage Loans. Upon any termination of the Credit Risk Manager or the appointment of a successor Credit Risk Manager, the Depositor shall give written notice thereof to the Servicer, the Trustee, the Trust Administrator and each Rating Agency. Notwithstanding the foregoing, the termination of the Credit Risk Manager pursuant to this Section shall not become effective until the appointment of a successor Credit Risk Manager.
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SECTION 6.07 |
Limitation Upon Liability of the Credit Risk Manager. |
Neither the Credit Risk Manager, nor any of its directors, officers, employees, or agents shall be under any liability to the Trustee, the Certificateholders, the Trust Administrator or the Depositor for any action taken or for refraining from the taking of any action made in good faith pursuant to this Agreement, in reliance upon information provided by the Servicer under the related Credit Risk Management Agreement, or for errors in judgment; provided, however, that this provision shall not protect the Credit Risk Manager or any such person against liability that would otherwise be imposed by reason of willful malfeasance or bad faith in its performance of its duties. The Credit Risk Manager and any director, officer, employee, or agent of the Credit Risk Manager may rely in good faith on any document of any kind prima facie properly executed and submitted by any Person respecting any matters arising hereunder, and may rely in good faith upon the accuracy of information furnished by the Servicer pursuant to the applicable Credit Risk Management Agreement in the performance of its duties thereunder and hereunder.
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SECTION 6.08 |
Removal of the Credit Risk Manager. |
The Credit Risk Manager may be removed as Credit Risk Manager by Certificateholders holding not less than 66 2/3% of the Voting Rights in the Trust Fund, in the exercise of its or their sole discretion. The Certificateholders shall provide written notice of the Credit Risk Manager’s removal to the Trust Administrator. Upon receipt of such notice, the Trust Administrator shall provide written notice to the Credit Risk Manager of its removal, which shall be effective upon receipt of such notice by the Credit Risk Manager.
ARTICLE VII
DEFAULT
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SECTION 7.01 |
Servicer Events of Default. |
With respect to the Servicer, individually, if any one of the following events (“Servicer Event of Default”) shall occur and be continuing:
(i) any failure by the Servicer to remit to the Trust Administrator for distribution to the Certificateholders any payment (other than a P&I Advance required to be made from its own funds on any Servicer Remittance Date pursuant to Section 4.03) required to be made under the terms of the Certificates and this Agreement which continues unremedied for a period of one Business Day after the date upon which written notice of such failure, requiring the same to be remedied, shall have been given to the Servicer by the Depositor, the Trust Administrator or the Trustee (in which case notice shall be provided by telecopy), or to the Servicer, the Depositor, the Trust Administrator and the Trustee by the Holders of Certificates entitled to at least 25% of the Voting Rights; or
(ii) any failure on the part of the Servicer duly to observe or perform in any material respect any of the covenants or agreements on the part of the Servicer contained in the Certificates or in this Agreement which continues unremedied for a period of 30 days after the earlier of (i) the date on which written notice of such failure, requiring the same to be remedied, shall have been given to the Servicer by the Depositor, the Trust Administrator or the Trustee, or to the Servicer, the Depositor, the Trust Administrator and the Trustee by the Holders of Certificates entitled to at least 25% of the Voting Rights and (ii) actual knowledge of such failure by a Servicing Officer of the Servicer; or
(iii) a decree or order of a court or agency or supervisory authority having jurisdiction in the premises in an involuntary case under any present or future federal or state bankruptcy, insolvency or similar law or the appointment of a conservator or receiver or liquidator in any insolvency, readjustment of debt, marshalling of assets and liabilities or similar proceeding, or for the winding-up or liquidation of its affairs, shall have been entered against the Servicer and if such proceeding is being contested by the Servicer in good faith such decree or order shall have remained in force undischarged or unstayed for a period of 60 consecutive days or results in the entry of an order for relief or any such adjudication or appointment; or
(iv) the Servicer shall consent to the appointment of a conservator or receiver or liquidator in any insolvency, readjustment of debt, marshalling of assets and liabilities or similar proceedings of or relating to the Servicer or of or relating to all or substantially all of its property; or
(v) the Servicer shall admit in writing its inability to pay its debts generally as they become due, file a petition to take advantage of any applicable insolvency or
reorganization statute, make an assignment for the benefit of its creditors, or voluntarily suspend payment of its obligations; or
(vi) any failure of the Servicer to make, or of the Trust Administrator to make on behalf of the Servicer, any P&I Advance on any Servicer Remittance Date required to be made from its own funds pursuant to Section 4.03 which continued unremedied for a period of one Business Day after the date upon which written notice of such failure (which notice the Trust Administrator must provide by 3:00 p.m. New York time on the Business Day following the Servicer Remittance Date), requiring the same to be remedied, shall have been given to the Servicer by the Trust Administrator.
If a Servicer Event of Default described in clauses (i) through (v) of this Section shall occur, then, and in each and every such case, so long as such Servicer Event of Default shall not have been remedied, the Depositor or the Trustee may, and at the written direction of the Holders of Certificates entitled to at least 51% of Voting Rights, the Trustee shall, by notice in writing to the Servicer (and to the Depositor and the Trust Administrator if given by the Trustee or to the Trustee and the Trust Administrator if given by the Depositor), terminate all of the rights and obligations of the Servicer in its capacity as a Servicer under this Agreement, to the extent permitted by law, and in and to the Mortgage Loans and the proceeds thereof. If a Servicer Event of Default described in clause (vi) hereof shall occur and shall not have been remedied during the applicable time period set forth in clause (vi) above, the Trust Administrator shall, by notice in writing to the Servicer and the Depositor, terminate all of the rights and obligations of the Servicer in its capacity as a Servicer under this Agreement and in and to the Mortgage Loans and the proceeds thereof. On or after the receipt by the Servicer of such written notice, all authority and power of the Servicer under this Agreement, whether with respect to the Certificates (other than as a Holder of any Certificate) or the Mortgage Loans or otherwise, shall pass to and be vested in the Trust Administrator pursuant to and under this Section and, without limitation, the Trust Administrator is hereby authorized and empowered, as attorney-in-fact or otherwise, to execute and deliver on behalf of and at the expense of the Servicer, any and all documents and other instruments and to do or accomplish all other acts or things necessary or appropriate to effect the purposes of such notice of termination, whether to complete the transfer and endorsement or assignment of the Mortgage Loans and related documents, or otherwise. The Servicer agrees, at its sole cost and expense, promptly (and in any event no later than ten Business Days subsequent to such notice) to provide the Trust Administrator with all documents and records requested by it to enable it to assume the Servicer’s functions under this Agreement, and to cooperate with the Trust Administrator in effecting the termination of the Servicer’s responsibilities and rights under this Agreement, including, without limitation, the transfer within one Business Day to the Trust Administrator for administration by it of all cash amounts which at the time shall be or should have been credited by the Servicer to the Collection Account held by or on behalf of the Servicer, the Distribution Account or any REO Account or Servicing Account held by or on behalf of the Servicer or thereafter be received with respect to the Mortgage Loans or any REO Property serviced by the Servicer (provided, however, that the Servicer shall continue to be entitled to receive all amounts accrued or owing to it under this Agreement on or prior to the date of such termination, whether in respect of P&I Advances or otherwise, and shall continue to be entitled to the benefits of Section 6.03, notwithstanding any such termination, with respect to events occurring prior to such termination). For purposes of this Section 7.01, the Trustee and the Trust Administrator shall not be deemed to have knowledge of
a Servicer Event of Default unless a Responsible Officer of the Trustee or the Trust Administrator, as the case may be, assigned to and working in the Trustee’s or the Trust Administrator’s Corporate Trust Office, as applicable, has actual knowledge thereof or unless written notice of any event which is in fact such a Servicer Event of Default is received by the Trustee or the Trust Administrator, as applicable, and such notice references the Certificates, the Trust Fund or this Agreement.
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SECTION 7.02 |
Trust Administrator or Trustee to Act; Appointment of Successor. |
(a) On and after the time the Servicer receives a notice of termination, the Trust Administrator (and in the event the Trust Administrator fails in its obligation, the Trustee) shall be the successor in all respects to the Servicer in its capacity as Servicer under this Agreement, the Servicer shall not have the right to withdraw any funds from the Collection Account without the consent of the Trust Administrator or the Trustee, as applicable, and the transactions set forth or provided for herein and shall be subject to all the responsibilities, duties and liabilities relating thereto and arising thereafter placed on the Servicer (except for any representations or warranties of the Servicer under this Agreement, the responsibilities, duties and liabilities contained in Section 2.03(c) and its obligation to deposit amounts in respect of losses pursuant to Section 3.12) by the terms and provisions hereof including, without limitation, the Servicer’s obligations to make P&I Advances pursuant to Section 4.03; provided, however, that if the Trust Administrator or the Trustee, as applicable, is prohibited by law or regulation from obligating itself to make advances regarding delinquent mortgage loans, then the Trust Administrator or the Trustee, as applicable, shall not be obligated to make P&I Advances pursuant to Section 4.03; and provided further, that any failure to perform such duties or responsibilities caused by the Servicer’s failure to provide information required by Section 7.01 shall not be considered a default by the Trust Administrator or the Trustee, as applicable, as successor to the Servicer hereunder. As compensation therefor, the Trust Administrator or the Trustee, as applicable, shall be entitled to the Servicing Fees and all funds relating to the Mortgage Loans to which the Servicer would have been entitled if it had continued to act hereunder (other than amounts which were due or would become due to the Servicer prior to its termination or resignation). Notwithstanding the above, the Trust Administrator or the Trustee, as applicable, may, if it shall be unwilling to so act, or shall, if it is unable to so act or if it is prohibited by law from making advances regarding delinquent mortgage loans, or if the Holders of Certificates entitled to at least 51% of the Voting Rights so request in writing to the Trust Administrator or the Trustee, as applicable, promptly appoint or petition a court of competent jurisdiction to appoint, an established mortgage loan servicing institution acceptable to the Rating Agencies and having a net worth of not less than $15,000,000 as the successor to the Servicer under this Agreement in the assumption of all or any part of the responsibilities, duties or liabilities of the Servicer under this Agreement. No appointment of a successor Servicer under this Agreement shall be effective until the assumption by the successor of all of the Servicer’s responsibilities, duties and liabilities hereunder. In connection with such appointment and assumption described herein, the Trust Administrator or the Trustee, as applicable, may make such arrangements for the compensation of such successor out of payments on Mortgage Loans as it and such successor shall agree; provided, however, that no such compensation shall be in excess of that permitted the Servicer as such hereunder. The Depositor, the Trust Administrator, the Trustee and such successor shall take such action, consistent with this Agreement, as shall be
necessary to effectuate any such succession. Pending appointment of a successor to the Servicer under this Agreement, the Trust Administrator or the Trustee, as applicable, shall act in such capacity as hereinabove provided.
(b) In connection with the termination or resignation of the Servicer hereunder, either (i) the successor servicer, including the Trust Administrator or the Trustee, as applicable, if the Trust Administrator or the Trustee, as applicable, is acting as successor Servicer, shall represent and warrant that it is a member of MERS in good standing and shall agree to comply in all material respects with the rules and procedures of MERS in connection with the servicing of the Mortgage Loans that are registered with MERS, in which case the predecessor Servicer shall cooperate with the successor Servicer in causing MERS to revise its records to reflect the transfer of servicing to the successor Servicer as necessary under MERS’ rules and regulations, or (ii) the predecessor Servicer shall cooperate with the successor Servicer in causing MERS to execute and deliver an assignment of Mortgage in recordable form to transfer the Mortgage from MERS to the Trust Administrator or the Trustee, as applicable, and to execute and deliver such other notices, documents and other instruments as may be necessary or desirable to effect a transfer of such Mortgage Loan or servicing of such Mortgage Loan on the MERS® System to the successor Servicer. The predecessor Servicer shall file or cause to be filed any such assignment in the appropriate recording office. The predecessor Servicer shall bear any and all fees of MERS, costs of preparing any assignments of Mortgage, and fees and costs of filing any assignments of Mortgage that may be required under this Section 7.02(b).
(c) Notwithstanding any provision in this Agreement to the contrary, for a period of 30 days following the date on which the Servicer shall have received a notice of a Servicer Event of Termination pursuant to Section 7.01, the terminated Servicer or its designee may appoint a successor servicer that satisfies the eligibility criteria of a successor servicer set forth above, with the consent of the Depositor or its Affiliate (such consent not to be unreasonably withheld); provided that such successor servicer agrees to fully effect the servicing transfer within 90 days following the termination of the Servicer and to make all Advances that would otherwise be made by the successor servicer under Section 7.01 as of the date of such appointment, and to reimburse the terminated Servicer for any unreimbursed Advances and Servicing Advances it has made and any reimbursable expenses that they may have incurred in connection with this Section 7.02(c). Any proceeds received in connection with the appointment of such successor servicer shall be the property of the terminated Servicer or its designee. Notwithstanding the foregoing, in the event of a Servicer Event of Termination pursuant to Section 7.01(vi), either (i) the Servicer shall remit the amount of the required Advance by 10:00 a.m. New York time on the Business Day following the Servicer Remittance Date with respect to each Distribution Date during such 30-day period until it appoints a successor servicer during such 30-day period pursuant to this Section 7.02 (c) or (ii) by 10:00 a.m. New York time on the Business Day following the Servicer Remittance Date, the Servicer shall have appointed a successor servicer that satisfies the eligibility criteria of a successor servicer set forth above, with the consent of the Depositor or its Affiliate (such consent not to be unreasonably withheld) and that has remitted the amount of the required Advance to the Trustee. If the Servicer fails to adhere to the requirements set forth in the immediately preceding sentence, the Trustee shall be the successor in all respects to the Servicer in its capacity as Servicer under this Agreement and shall immediately assume the Servicer’s obligations to make Advances, subject to Section 7.02(a)
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SECTION 7.03 |
Notification to Certificateholders. |
(a) Upon any termination of a Servicer pursuant to Section 7.01 above or any appointment of a successor to a Servicer pursuant to Section 7.02 above, the Trust Administrator shall give prompt written notice thereof to Certificateholders at their respective addresses appearing in the Certificate Register.
(b) Not later than the later of 60 days after the occurrence of any event, which constitutes or which, with notice or lapse of time or both, would constitute a Servicer Event of Default or five days after a Responsible Officer of the Trust Administrator becomes aware of the occurrence of such an event, the Trust Administrator shall transmit by mail to all Holders of Certificates notice of each such occurrence, unless such default or Servicer Event of Default shall have been cured or waived.
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SECTION 7.04 |
Waiver of Servicer Events of Default. |
Subject to Section 11.09(d), the Holders representing at least 66% of the Voting Rights evidenced by all Classes of Certificates affected by any default or Servicer Event of Default hereunder may waive such default or Servicer Event of Default; provided, however, that a default or Servicer Event of Default under clause (i) or (vi) of Section 7.01 may be waived only by all of the Holders of the Regular Certificates. Upon any such waiver of a default or Servicer Event of Default, such default or Servicer Event of Default shall cease to exist and shall be deemed to have been remedied for every purpose hereunder. No such waiver shall extend to any subsequent or other default or Servicer Event of Default or impair any right consequent thereon except to the extent expressly so waived.
ARTICLE VIII
CONCERNING THE TRUSTEE AND THE TRUST ADMINISTRATOR
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SECTION 8.01 |
Duties of Trustee and Trust Administrator. |
Each of the Trustee and the Trust Administrator, prior to the occurrence of a Servicer Event of Default and after the curing of all Servicer Events of Default which may have occurred, undertakes to perform such duties and only such duties as are specifically set forth in this Agreement. During a Servicer Event of Default, each of the Trustee and the Trust Administrator shall exercise such of the rights and powers vested in it by this Agreement, and use the same degree of care and skill in their exercise as a prudent person would exercise or use under the circumstances in the conduct of such person’s own affairs. Any permissive right of the Trustee or the Trust Administrator enumerated in this Agreement shall not be construed as a duty.
Each of the Trustee and the Trust Administrator, upon receipt of all resolutions, certificates, statements, opinions, reports, documents, orders or other instruments furnished to it, which are specifically required to be furnished pursuant to any provision of this Agreement, shall examine them to determine whether they conform to the requirements of this Agreement; provided, however, that neither the Trustee nor the Trust Administrator will be responsible for the accuracy or content of any such resolutions, certificates, statements, opinions, reports, documents or other instruments. If any such instrument is found not to conform to the requirements of this Agreement in a material manner, it shall take such action as it deems appropriate to have the instrument corrected, and if the instrument is not corrected to its satisfaction, it will provide notice thereof to the Certificateholders.
No provision of this Agreement shall be construed to relieve the Trustee or the Trust Administrator from liability for its own negligent action, its own negligent failure to act or its own misconduct; provided, however, that:
(i) Prior to the occurrence of a Servicer Event of Default, and after the curing of all such Servicer Events of Default which may have occurred, the duties and obligations of each of the Trustee and the Trust Administrator shall be determined solely by the express provisions of this Agreement, neither the Trustee nor the Trust Administrator shall be liable except for the performance of such duties and obligations as are specifically set forth in this Agreement, no implied covenants or obligations shall be read into this Agreement against the Trustee or the Trust Administrator and, in the absence of bad faith on the part of the Trustee or the Trust Administrator, as applicable, the Trustee or the Trust Administrator, as the case may be, may conclusively rely, as to the truth of the statements and the correctness of the opinions expressed therein, upon any certificates or opinions furnished to the Trustee or the Trust Administrator, as the case may be, that conform to the requirements of this Agreement;
(ii) Neither the Trustee nor the Trust Administrator shall be personally liable for any error of judgment made in good faith by a Responsible Officer or Responsible
Officers of it unless it shall be proved that it was negligent in ascertaining the pertinent facts;
(iii) Neither the Trustee nor the Trust Administrator shall be personally liable with respect to any action taken, suffered or omitted to be taken by it in good faith in accordance with the direction of the Holders of Certificates entitled to at least 25% of the Voting Rights relating to the time, method and place of conducting any proceeding for any remedy available to the it or exercising any trust or power conferred upon it, under this Agreement; and
(iv) Neither the Trustee nor the Trust Administrator shall be required to take notice or be deemed to have notice or knowledge of any default unless a Responsible Officer of the Trustee or the Trust Administrator, as the case may be, shall have received written notice thereof or a Responsible Officer shall have actual knowledge thereof. In the absence of receipt of such notice or actual knowledge, the Trustee or Trust Administrator, as applicable, may conclusively assume there is no default.
Neither the Trustee nor the Trust Administrator shall be required to expend or risk its own funds or otherwise incur financial liability in the performance of any of its duties hereunder, or in the exercise of any of its rights or powers, in each case not including expenses, disbursements and advances incurred or made by the Trustee or the Trust Administrator, as applicable, including the compensation and the expenses and disbursements of its agents and counsel, in the ordinary course of the Trustee’s or the Trust Administrator’s, as the case may be, performance in accordance with the provisions of this Agreement, if there is reasonable ground for believing that the repayment of such funds or adequate indemnity against such risk or liability is not reasonably assured to it. With respect to the Trustee and the Trust Administrator, none of the provisions contained in this Agreement shall in any event require the Trustee or the Trust Administrator, as the case may be, to perform, or be responsible for the manner of performance of, any of the obligations of the Servicer under this Agreement, except during such time, if any, as the Trustee or the Trust Administrator, as applicable, shall be the successor to, and be vested with the rights, duties, powers and privileges of, the Servicer in accordance with the terms of this Agreement.
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SECTION 8.02 |
Certain Matters Affecting the Trustee and the Trust Administrator. |
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(a) |
Except as otherwise provided in Section 8.01: |
(i) Each of the Trustee and the Trust Administrator and any director, officer, employee or agent of the Trustee or the Trust Administrator, as the case may be, may request and conclusively rely upon and shall be fully protected in acting or refraining from acting upon any resolution, Officers’ Certificate, certificate of auditors or any other certificate, statement, instrument, opinion, report, notice, request, consent, order, appraisal, bond or other paper or document reasonably believed by it to be genuine and to have been signed or presented by the proper party or parties;
(ii) Each of the Trustee and the Trust Administrator, as the case may be, may consult with counsel of its selection and any Opinion of Counsel shall be full and complete authorization and protection in respect of any action taken or suffered or omitted by it hereunder in good faith and in accordance with such Opinion of Counsel;
(iii) Neither the Trustee nor the Trust Administrator shall be under any obligation to exercise any of the trusts or powers vested in it by this Agreement or to institute, conduct or defend any litigation hereunder or in relation hereto at the request, order or direction of any of the Certificateholders, pursuant to the provisions of this Agreement, unless such Certificateholders shall have offered to the Trustee or the Trust Administrator, as applicable, security or indemnity satisfactory to it against the costs, expenses and liabilities which may be incurred therein or thereby; the right of the Trustee or the Trust Administrator to perform any discretionary act enumerated in this Agreement shall not be construed as a duty, and neither the Trustee nor the Trust Administrator shall be answerable for other than its negligence or willful misconduct in the performance of any such act; nothing contained herein shall, however, relieve the Trust Administrator or the Trustee of the obligation, upon the occurrence of a Servicer Event of Default (which has not been cured or waived), to exercise such of the rights and powers vested in it by this Agreement, and to use the same degree of care and skill in their exercise as a prudent person would exercise or use under the circumstances in the conduct of such person’s own affairs;
(iv) Neither the Trustee nor the Trust Administrator shall be personally liable for any action taken, suffered or omitted by it in good faith and believed by it to be authorized or within the discretion or rights or powers conferred upon it by this Agreement;
(v) Prior to the occurrence of a Servicer Event of Default hereunder, and after the curing of all Servicer Events of Default which may have occurred, neither the Trustee nor the Trust Administrator shall be bound to make any investigation into the facts or matters stated in any resolution, certificate, statement, instrument, opinion, report, notice, request, consent, order, approval, bond or other paper or document, unless requested in writing to do so by the Holders of Certificates entitled to at least 25% of the Voting Rights; provided, however, that if the payment within a reasonable time to the Trustee or the Trust Administrator, as applicable, of the costs, expenses or liabilities likely to be incurred by it in the making of such investigation is, in the opinion of the Trustee or the Trust Administrator, as applicable, not reasonably assured to the Trustee or the Trust Administrator, as applicable, by such Certificateholders, the Trustee or the Trust Administrator, as applicable, may require indemnity satisfactory to it against such cost, expense, or liability from such Certificateholders as a condition to taking any such action;
(vi) Each of the Trustee and the Trust Administrator may execute any of the trusts or powers hereunder or perform any duties hereunder either directly or by or through agents or attorneys and neither the Trustee nor the Trust Administrator shall be responsible for any misconduct or negligence on the part of any agent or attorney appointed with due care;
(vii) Neither the Trustee nor the Trust Administrator shall be personally liable for any loss resulting from the investment of funds held in the Collection Account at the direction of the Servicer pursuant to Section 3.12; and
(viii) Any request or direction of the Depositor, the Servicer or the Certificateholders mentioned herein shall be sufficiently evidenced in writing.
(b) All rights of action under this Agreement or under any of the Certificates, enforceable by the Trustee or the Trust Administrator, may be enforced by it without the possession of any of the Certificates, or the production thereof at the trial or other proceeding relating thereto, and any such suit, action or proceeding instituted by the Trustee or the Trust Administrator shall be brought in its name for the benefit of all the Holders of such Certificates, subject to the provisions of this Agreement.
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SECTION 8.03 |
Neither the Trustee nor Trust Administrator Liable for Certificates or Mortgage Loans. |
The recitals contained herein and in the Certificates (other than the signature of the Trust Administrator, on behalf of the Trustee, the authentication of the Trust Administrator on the Certificates, the acknowledgments of the Trustee and the Trust Administrator contained in Article II and the representations and warranties of the Trustee and the Trust Administrator in Section 8.12) shall be taken as the statements of the Depositor and neither the Trustee nor the Trust Administrator assumes any responsibility for their correctness. Neither the Trustee nor the Trust Administrator makes any representations or warranties as to the validity or sufficiency of this Agreement (other than as specifically set forth in Section 8.12) or of the Certificates (other than the signature of the Trust Administrator and authentication of the Trust Administrator on the Certificates) or of any Mortgage Loan or related document or of MERS or the MERS System. Neither the Trustee nor the Trust Administrator shall be accountable for the use or application by the Depositor of any of the Certificates or of the proceeds of such Certificates, or for the use or application of any funds paid to the Depositor or the Servicer in respect of the Mortgage Loans or deposited in or withdrawn from the Collection Account by the Servicer.
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SECTION 8.04 |
Trustee and Trust Administrator May Own Certificates. |
Each of the Trustee and the Trust Administrator in its individual capacity or any other capacity may become the owner or pledgee of Certificates with the same rights it would have if it were not the Trustee or the Trust Administrator, as applicable.
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SECTION 8.05 |
Trustee’s, Trust Administrator’s and Custodians’ Fees and Expenses. |
(a) The Trust Administrator shall withdraw from the Distribution Account on each Distribution Date and pay to itself any income and gain realized from the investment of funds deposited in the Distribution Account. The Trustee’s fees will be paid by the Trust Administrator pursuant to a separate agreement between the Trustee and the Trust Administrator, and such compensation will not be an expense of the Trust. Each of the Trustee, the Trust Administrator, a Custodian and any director, officer, employee or agent of any of them, as
applicable, shall be indemnified by the Trust Fund and held harmless against any loss, liability or expense (not including expenses, disbursements and advances incurred or made by the Trustee, the Trust Administrator or a Custodian, as applicable, including the compensation and the expenses and disbursements of its agents and counsel, in the ordinary course of the Trustee’s, the Trust Administrator’s or a Custodian’s, as the case may be, performance in accordance with the provisions of this Agreement) incurred by the Trustee, the Trust Administrator or a Custodian, as applicable, in connection with any claim or legal action or any pending or threatened claim or legal action arising out of or in connection with the acceptance or administration of its obligations and duties under this Agreement (or, in the case of a Custodian, under the applicable Custodial Agreement), other than any loss, liability or expense (i) resulting from any breach of any Servicer’s obligations in connection with this Agreement for which the Servicer shall indemnify the Trustee and the Trust Administrator pursuant to Section 8.05(b) and Section 10.03 (and in the case of the Trustee, resulting from any breach of the Trust Administrator’s obligations in connection with this Agreement for which the Trust Administrator shall indemnify the Trustee pursuant to Section 10.03(a) and in the case of the Trust Administrator, resulting from any breach of the Trustee’s obligations in connection with this Agreement for which the Trustee shall indemnify the Trust Administrator pursuant to Section 10.03(c)), (ii) that constitutes a specific liability of the Trustee or the Trust Administrator, as applicable, pursuant to Section 10.01(g) or (iii) any loss, liability or expense incurred by reason of willful misfeasance, bad faith or negligence in the performance of duties hereunder or by reason of reckless disregard of obligations and duties hereunder (or, in the case of a Custodian, under the applicable Custodial Agreement) or as a result of a breach of the Trustee’s or the Trust Administrator’s obligations under Article X hereof (or, in the case of a Custodian, as a result of a breach of such Custodian’s obligations under the related Custodial Agreement). Any amounts payable to the Trustee, the Trust Administrator, a Custodian, or any director, officer, employee or agent of any of them in respect of the indemnification provided by this paragraph (a), or pursuant to any other right of reimbursement from the Trust Fund that the Trustee, the Trust Administrator, a Custodian or any director, officer, employee or agent of any of them may have hereunder in its capacity as such, may be withdrawn by the Trust Administrator for payment to the applicable indemnified Person from the Distribution Account at any time.
(b) The Servicer agrees to indemnify the Trustee, the Trust Administrator and any Custodian from, and hold each harmless against, any loss, liability or expense resulting from a breach of the Servicer’s obligations and duties under this Agreement. Such indemnity shall survive the termination or discharge of this Agreement and the resignation or removal of the Trustee, the Trust Administrator or such Custodian, as the case may be. Any payment hereunder made by the Servicer to the Trustee, the Trust Administrator or such Custodian shall be from the Servicer’s own funds, without reimbursement from the Trust Fund therefor.
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SECTION 8.06 |
Eligibility Requirements for Trustee and Trust Administrator. |
Each of the Trustee and the Trust Administrator hereunder shall at all times be a corporation or an association organized and doing business under the laws of any state or the United States of America, authorized under such laws to exercise corporate trust powers, having a combined capital and surplus of at least $50,000,000 and subject to supervision or examination by federal or state authority. In case at any time the Trustee or the Trust Administrator shall
cease to be eligible in accordance with the provisions of this Section, the Trustee or the Trust Administrator, as the case may be, shall resign immediately in the manner and with the effect specified in Section 8.07.
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SECTION 8.07 |
Resignation and Removal of the Trustee and the Trust Administrator. |
Either of the Trustee or the Trust Administrator may at any time resign and be discharged from the trust hereby created by giving written notice thereof to the Depositor, the Servicer and the Certificateholders and, if the Trustee is resigning, to the Trust Administrator, or, if the Trust Administrator is resigning, to the Trustee. Upon receiving such notice of resignation, the Depositor shall promptly appoint a successor trustee or trust administrator (which may be the same Person in the event both the Trustee and the Trust Administrator resign or are removed) by written instrument, in duplicate, which instrument shall be delivered to the resigning Trustee or Trust Administrator and to the successor trustee or trust administrator, as applicable. A copy of such instrument shall be delivered to the Certificateholders, the Trustee or Trust Administrator, as applicable, and the Servicer by the Depositor. If no successor trustee or trust administrator shall have been so appointed and have accepted appointment within 30 days after the giving of such notice of resignation, the resigning Trustee or Trust Administrator, as applicable, may petition any court of competent jurisdiction for the appointment of a successor trustee or trust administrator, as applicable.
If at any time the Trustee or the Trust Administrator shall cease to be eligible in accordance with the provisions of Section 8.06 and shall fail to resign after written request therefor by the Depositor (or in the case of the Trust Administrator, the Trustee), or if at any time the Trustee or the Trust Administrator shall become incapable of acting, or shall be adjudged bankrupt or insolvent, or a receiver of the Trustee or the Trust Administrator or of its property shall be appointed, or any public officer shall take charge or control of the Trustee or the Trust Administrator or of its property or affairs for the purpose of rehabilitation, conservation or liquidation, then the Depositor (or in the case of the Trust Administrator, the Trustee) may remove the Trustee or the Trust Administrator, as applicable, and appoint a successor trustee or trust administrator (which may be the same Person in the event both the Trustee and the Trust Administrator resign or are removed) by written instrument, in duplicate, which instrument shall be delivered to the Trustee or Trust Administrator so removed and to the successor trustee or trust administrator. A copy of such instrument shall be delivered to the Certificateholders, the Trustee or the Trust Administrator, as applicable, and the Servicer by the Depositor.
The Holders of Certificates entitled to at least 51% of the Voting Rights may at any time remove the Trustee or the Trust Administrator and appoint a successor trustee or trust administrator by written instrument or instruments, in triplicate, signed by such Holders or their attorneys-in-fact duly authorized, one complete set of which instruments shall be delivered to the Depositor, one complete set to the Trustee or the Trust Administrator, as the case may be, so removed and one complete set to the successor so appointed. A copy of such instrument shall be delivered to the Certificateholders and the Servicer by the Depositor.
If no successor Trust Administrator shall have been appointed and shall have accepted appointment within 60 days after the Trust Administrator ceases to be the Trust
Administrator pursuant to this Section 8.07, then the Trustee shall perform the duties of the Trust Administrator pursuant to this Agreement. The Trustee shall notify the Rating Agencies of any change of Trust Administrator.
Any resignation or removal of the Trustee or the Trust Administrator and appointment of a successor trustee or trust administrator, as the case may be, pursuant to any of the provisions of this Section shall not become effective until acceptance of appointment by the successor trustee or trust administrator as provided in Section 8.08. Notwithstanding the foregoing, in the event the Trust Administrator advises the Trustee that it is unable to continue to perform its obligations pursuant to the terms of this Agreement prior to the appointment of a successor, the Trustee shall be obligated to perform such obligations until a new trust administrator is appointed. Such performance shall be without prejudice to any claim by a party hereto or beneficiary hereof resulting from the Trust Administrator’s breach of its obligations hereunder. As compensation therefor, the Trustee shall be entitled to all fees the Trust Administrator would have been entitled to if it had continued to act hereunder.
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SECTION 8.08 |
Successor Trustee or Trust Administrator. |
Any successor trustee or trust administrator appointed as provided in Section 8.07 shall execute, acknowledge and deliver to the Depositor, the Trustee or the Trust Administrator, as applicable, and to its predecessor trustee or trust administrator an instrument accepting such appointment hereunder, and thereupon the resignation or removal of the predecessor trustee or trust administrator shall become effective and such successor trustee or trust administrator, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with the like effect as if originally named as trustee or trust administrator herein. The predecessor trustee or trust administrator shall deliver to the successor trustee or trust administrator all Mortgage Files and related documents and statements, as well as all moneys, held by it hereunder and the Depositor and the predecessor trustee or trust administrator shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor trustee or trust administrator all such rights, powers, duties and obligations.
No successor trustee or trust administrator shall accept appointment as provided in this Section unless at the time of such acceptance such successor trustee or trust administrator shall be eligible under the provisions of Section 8.06 and the appointment of such successor trustee or trust administrator shall not result in a downgrading of any Class of Certificates by the Rating Agencies, as evidenced by a letter from the Rating Agencies.
Upon acceptance of appointment by a successor trustee or trust administrator as provided in this Section, the Depositor shall mail notice of the succession of such trustee or trust administrator hereunder to all Holders of Certificates at their addresses as shown in the Certificate Register. If the Depositor fails to mail such notice within 10 days after acceptance of appointment by the successor trustee or trust administrator, the successor trustee or trust administrator shall cause such notice to be mailed at the expense of the Depositor.
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SECTION 8.09 |
Merger or Consolidation of Trustee or Trust Administrator. |
Any corporation or association into which either the Trustee or the Trust Administrator may be merged or converted or with which it may be consolidated or any corporation or association resulting from any merger, conversion or consolidation to which the Trustee or the Trust Administrator, as the case may be, shall be a party, or any corporation or association succeeding to the business of the Trustee or the Trust Administrator, as applicable, shall be the successor of the Trustee or the Trust Administrator, as the case may be, hereunder, provided such corporation or association shall be eligible under the provisions of Section 8.06, without the execution or filing of any paper or any further act on the part of any of the parties hereto, anything herein to the contrary notwithstanding.
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SECTION 8.10 |
Appointment of Co-Trustee or Separate Trustee. |
Notwithstanding any other provisions hereof, at any time, for the purpose of meeting any legal requirements of any jurisdiction in which any part of REMIC I or property securing the same may at the time be located, the Servicer and the Trustee acting jointly shall have the power and shall execute and deliver all instruments to appoint one or more Persons approved by the Trustee to act as co-trustee or co-trustees, jointly with the Trustee, or separate trustee or separate trustees, of all or any part of REMIC I, and to vest in such Person or Persons, in such capacity, such title to REMIC I, or any part thereof, and, subject to the other provisions of this Section 8.10, such powers, duties, obligations, rights and trusts as the Servicer and the Trustee may consider necessary or desirable. If the Servicer shall not have joined in such appointment within 15 days after the receipt by it of a request to do so, or in case a Servicer Event of Default shall have occurred and be continuing, the Trustee alone shall have the power to make such appointment. No co-trustee or separate trustee hereunder shall be required to meet the terms of eligibility as a successor trustee under Section 8.06 hereunder and no notice to Holders of Certificates of the appointment of co-trustee(s) or separate trustee(s) shall be required under Section 8.08 hereof.
In the case of any appointment of a co-trustee or separate trustee pursuant to this Section 8.10 all rights, powers, duties and obligations conferred or imposed upon the Trustee shall be conferred or imposed upon and exercised or performed by the Trustee and such separate trustee or co-trustee jointly, except to the extent that under any law of any jurisdiction in which any particular act or acts are to be performed by the Trustee (whether as Trustee hereunder or as successor to the Servicer hereunder), the Trustee shall be incompetent or unqualified to perform such act or acts, in which event such rights, powers, duties and obligations (including the holding of title to REMIC I or any portion thereof in any such jurisdiction) shall be exercised and performed by such separate trustee or co-trustee at the direction of the Trustee.
Any notice, request or other writing given to the Trustee shall be deemed to have been given to each of the then separate trustees and co-trustees, as effectively as if given to each of them. Every instrument appointing any separate trustee or co-trustee shall refer to this Agreement and the conditions of this Article VIII. Each separate trustee and co-trustee, upon its acceptance of the trust conferred, shall be vested with the estates or property specified in its instrument of appointment, either jointly with the Trustee or separately, as may be provided
therein, subject to all the provisions of this Agreement, specifically including every provision of this Agreement relating to the conduct of, affecting the liability of, or affording protection to, the Trustee. Every such instrument shall be filed with the Trustee.
Any separate trustee or co-trustee may, at any time, constitute the Trustee, its agent or attorney-in-fact, with full power and authority, to the extent not prohibited by law, to do any lawful act under or in respect of this Agreement on its behalf and in its name. If any separate trustee or co-trustee shall die, become incapable of acting, resign or be removed, all of its estates, properties, rights, remedies and trusts shall vest in and be exercised by the Trustee, to the extent permitted by law, without the appointment of a new or successor trustee.
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SECTION 8.11 |
[Reserved]. |
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SECTION 8.12 |
Appointment of Office or Agency. |
The Trust Administrator will appoint an office or agency in the City of New York where the Certificates may be surrendered for registration of transfer or exchange, and presented for final distribution, and where notices and demands to or upon the Trust Administrator in respect of the Certificates and this Agreement may be served.
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SECTION 8.13 |
Representations and Warranties. |
Each of the Trustee and the Trust Administrator hereby represents and warrants to the Servicer, the Depositor and the Trustee and the Trust Administrator, as applicable, as of the Closing Date, that:
(i) It is a national banking association duly organized, validly existing and in good standing under the laws of the United States of America.
(ii) The execution and delivery of this Agreement by it, and the performance and compliance with the terms of this Agreement by it, will not violate its articles of association or bylaws or constitute a default (or an event which, with notice or lapse of time, or both, would constitute a default) under, or result in the breach of, any material agreement or other instrument to which it is a party or which is applicable to it or any of its assets.
(iii) It has the full power and authority to enter into and consummate all transactions contemplated by this Agreement, has duly authorized the execution, delivery and performance of this Agreement, and has duly executed and delivered this Agreement.
(iv) This Agreement, assuming due authorization, execution and delivery by the other parties hereto, constitutes a valid, legal and binding obligation of it, enforceable against it in accordance with the terms hereof, subject to (A) applicable bankruptcy, insolvency, receivership, reorganization, moratorium and other laws affecting the enforcement of creditors’ rights generally, and (B) general principles of equity, regardless of whether such enforcement is considered in a proceeding in equity or at law.
(v) It is not in violation of, and its execution and delivery of this Agreement and its performance and compliance with the terms of this Agreement will not constitute a violation of, any law, any order or decree of any court or arbiter, or any order, regulation or demand of any federal, state or local governmental or regulatory authority, which violation, in its good faith and reasonable judgment, is likely to affect materially and adversely either the ability of the it to perform its obligations under this Agreement or the financial condition of it.
(vi) No litigation is pending or, to the best of its knowledge, threatened against it which would prohibit it from entering into this Agreement or, in its good faith reasonable judgment, is likely to materially and adversely affect either the ability of it to perform its obligations under this Agreement or the financial condition of it.
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SECTION 8.14 |
[Reserved]. |
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SECTION 8.15 |
No Trustee or Trust Administrator Liability for Actions or Inactions of Custodians. |
Notwithstanding anything to the contrary herein, in no event shall the Trustee pr the Trust Administrator be liable to any party hereto or to any third party for the performance of any custody-related functions with respect to which the applicable Custodian shall fail to take action on behalf of the Trustee or Trust Administrator, as the case may be, or, with respect to which the performance of custody-related functions pursuant to the terms of the custodial agreement with the applicable Custodian shall fail to satisfy all the related requirements under this Agreement.
ARTICLE IX
TERMINATION
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SECTION 9.01 |
Termination Upon Repurchase or Liquidation of the Mortgage Loans. |
(a) Subject to Section 9.02, the respective obligations and responsibilities under this Agreement of the Depositor, the Servicer, the Trustee and the Trust Administrator with respect to the Mortgage Loans (other than the obligations of the Servicer to the Trustee and the Trust Administrator pursuant to Section 8.05 and of the Servicer to provide for and the Trust Administrator to make payments in respect of the REMIC I Regular Interests and the Classes of Certificates as hereinafter set forth) shall terminate upon payment to the Certificateholders and the deposit of all amounts held by or on behalf of the Trustee or the Trust Administrator and required hereunder to be so paid or deposited on the Distribution Date coinciding with or following the earlier to occur of (i) the purchase by the Terminator (on a servicing retained basis) of all Mortgage Loans and each related REO Property remaining in REMIC I and (ii) the final payment or other liquidation (or any advance with respect thereto) of the last Mortgage Loan or related REO Property remaining in REMIC I; provided, however, that in no event shall the trust created hereby continue beyond the earlier of (a) the expiration of 21 years from the death of the last survivor of the descendants of Xxxxxx X. Xxxxxxx, the late ambassador of the United States to the Court of St. Xxxxx, living on the date hereof and (b) the Latest Possible Maturity Date (as defined in the Preliminary Statement).
Subject to Section 3.10 hereof, the purchase by the Terminator of all Mortgage Loans and each REO Property remaining in REMIC I shall be at a price equal to the greater of (i) the Stated Principal Balance of the Mortgage Loans and the appraised value of any REO Properties (such appraisal to be conducted by an appraiser mutually agreed upon by the Servicer and the Trust Administrator) and (ii) the fair market value of the Mortgage Loans and the REO Properties (as determined by the Servicer, with the consent of the Trust Administrator as of the close of business on the third Business Day next preceding the date upon which notice of any such termination is furnished to the related Certificateholders pursuant to Section 9.01(c)), in each case plus accrued and unpaid interest thereon at the weighted average of the Mortgage Rates through the end of the Due Period preceding the final Distribution Date plus unreimbursed Servicing Advances allocable to such Mortgage Loans and REO Properties (the “Termination Price”); provided, however, such option may only be exercised if the Termination Price is sufficient to result in the payment of all interest accrued on, as well as amounts necessary to retire the principal balance of, each class of notes issued pursuant to the Indenture.
(b) The Servicer shall have the right (the party exercising such right, the “Terminator”), to purchase all of the Mortgage Loans and each REO Property remaining in REMIC I pursuant to clause (i) of the preceding paragraph no later than the Determination Date in the month immediately preceding the Distribution Date on which the Certificates will be retired; provided, however, that the Terminator may elect to purchase all of the Mortgage Loans and each REO Property remaining in REMIC I pursuant to clause (i) above only if the aggregate Stated Principal Balance of the Mortgage Loans and each REO Property remaining in the Trust Fund at the time of such election is reduced to less than 10% of the aggregate Stated Principal
Balance of the Mortgage Loans as of the Cut-off Date. By acceptance of a Residual Certificate, the Holders of the Residual Certificates agree, in connection with any termination hereunder, to assign and transfer any amounts in excess of par, and to the extent received in respect of such termination, to pay any such amounts to the Holders of the Class CE Certificates.
(c) Notice of the liquidation of any Certificates shall be given promptly by the Trust Administrator by letter to the related Certificateholders mailed (a) in the event such notice is given in connection with the purchase of the Mortgage Loans and each related REO Property remaining in REMIC I by the Terminator, not earlier than the 15th day and not later than the 25th day of the month next preceding the month of the final distribution on the related Certificates or (b) otherwise during the month of such final distribution on or before the Determination Date in such month, in each case specifying (i) the Distribution Date upon which REMIC I will terminate and final payment of the Certificates and will be made upon presentation and surrender of the Certificates at the office of the Trust Administrator therein designated, (ii) the amount of any such final payment, (iii) that no interest shall accrue in respect of the Certificates from and after the Interest Accrual Period relating to the final Distribution Date therefor and (iv) that the Record Date otherwise applicable to such Distribution Date is not applicable, payments being made only upon presentation and surrender of the Certificates at the office of the Trust Administrator. In the event such notice is given in connection with the purchase of all of the Mortgage Loans and each REO Property remaining in REMIC I by the Terminator, the Terminator shall deliver to the Trust Administrator for deposit in the Distribution Account not later than the last Business Day of the month next preceding the month in which such distribution will be made an amount in immediately available funds equal to the Termination Price. Upon certification to the Trust Administrator by a Servicing Officer of the making of such final deposit, the Trust Administrator shall promptly release or cause to be released to the related Terminator the Mortgage Files for the remaining Mortgage Loans and the Trust Administrator shall execute all assignments, endorsements and other instruments delivered to it which are necessary to effectuate such transfer.
(d) Upon receipt of notice by the Trust Administrator of the presentation of the Certificates by the Certificateholders on the related final Distribution Date to the Trust Administrator, the Trust Administrator shall distribute to each Certificateholder so presenting and surrendering its Certificates the amount otherwise distributable on such Distribution Date in accordance with Section 4.01 in respect of the Certificates so presented and surrendered. Any funds not distributed to any Holder or Holders of Certificates being retired on such Distribution Date because of the failure of such Holder or Holders to tender their Certificates shall, on such date, be set aside and held in trust by the Trust Administrator and credited to the account of the appropriate non-tendering Holder or Holders. If any Certificates as to which notice has been given pursuant to this Section 9.01 shall not have been surrendered for cancellation within six months after the time specified in such notice, the Trust Administrator shall mail a second notice to the remaining non-tendering Certificateholders to surrender their Certificates for cancellation in order to receive the final distribution with respect thereto. If within one year after the second notice all such Certificates shall not have been surrendered for cancellation, the Trust Administrator shall, directly or through an agent, mail a final notice to remaining related non-tendering Certificateholders concerning surrender of their Certificates. The costs and expenses of maintaining the funds in trust and of contacting such Certificateholders shall be paid out of the assets remaining in the trust funds. If within one year after the final notice any such Certificates
shall not have been surrendered for cancellation, the Trust Administrator shall pay to Citigroup Global Markets Inc. all such amounts, and all rights of non-tendering Certificateholders in or to such amounts shall thereupon cease. No interest shall accrue or be payable to any Certificateholder on any amount held in trust by the Trust Administrator as a result of such Certificateholder’s failure to surrender its Certificate(s) for final payment thereof in accordance with this Section 9.01.
Immediately following the deposit of funds in trust hereunder in respect of each of the Certificates the Trust Fund shall terminate.
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SECTION 9.02 |
Additional Termination Requirements. |
(a) In the event that the Terminator purchases all the Mortgage Loans and each REO Property, REMIC I shall be terminated, in each case in accordance with the following additional requirements (or in connection with the final payment on or other liquidation of the last Mortgage Loan or REO Property remaining in REMIC I, the additional requirement specified in clause (i) below):
(i) The Trust Administrator shall specify the first day in the 90-day liquidation period in a statement attached to REMIC I’s final Tax Return pursuant to Treasury regulation Section 1.860F-1, and such termination shall satisfy all requirements of a qualified liquidation under Section 860F of the Code and any regulations thereunder, as evidenced by an Opinion of Counsel obtained at the expense of the Servicer;
(ii) During such 90-day liquidation period, and at or prior to the time of making of the final payment on the Certificates, the Trust Administrator shall sell all of the assets of REMIC I to the Terminator for cash; and
(iii) At the time of the making of the final payment on the related Certificates, the Trust Administrator shall distribute or credit, or cause to be distributed or credited, to the Holders of the Class R Certificates all cash on hand in REMIC I (other than cash retained to meet claims), and REMIC I shall terminate at that time.
(b) At the expense of the Terminator (or in the event of termination under Section 9.01(a)(ii), at the expense of the Servicer), the Trust Administrator shall prepare or cause to be prepared the documentation required in connection with the adoption of a plan of liquidation of REMIC I pursuant to this Section 9.02.
(c) By their acceptance of Certificates, the Holders thereof hereby agree to authorize the Trust Administrator to specify the 90-day liquidation period for REMIC I which authorization shall be binding upon all successor Certificateholders.
ARTICLE X
REMIC PROVISIONS
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SECTION 10.01 |
REMIC Administration. |
(a) The Trust Administrator shall elect to treat each REMIC created hereunder as a REMIC under the Code and, if necessary, under applicable state law. Such election will be made by the Trust Administrator on behalf of the Trustee on Form 1066 or other appropriate federal tax or information return or any appropriate state return for the taxable year ending on the last day of the calendar year in which the Certificates are issued. For the purposes of the REMIC election in respect of REMIC I, the REMIC I Regular Interests shall be designated as the Regular Interests in REMIC I and the Class R-I Interest shall be designated as the Residual Interest in REMIC I. The Floating Rate Certificates, the Class CE Interest and the Class P Interest shall be designated as the Regular Interests in REMIC II and the Class R-II Interest shall be designated as the Residual Interest in REMIC II. The Class CE Certificates shall be designated as the Regular Interests in REMIC III and the Class R-III Interest shall be designated as the Residual Interest in REMIC III. The Class P Certificates shall be designated as the Regular Interests in REMIC IV and the Class R-IV Interest shall be designated as the Residual Interest in REMIC IV. Neither the Trustee nor the Trust Administrator shall permit the creation of any “interests” in any Trust REMIC (within the meaning of Section 860G of the Code) other than the REMIC Regular Interests and the interests represented by the Certificates.
(b) The Closing Date is hereby designated as the “Startup Day” of each Trust REMIC created hereunder within the meaning of Section 860G(a)(9) of the Code.
(c) The Trust Administrator shall pay any and all expenses relating to any tax audit of the Trust Fund (including, but not limited to, any professional fees or any administrative or judicial proceedings with respect to any Trust REMIC that involve the Internal Revenue Service or state tax authorities), and shall be entitled to reimbursement from the Trust therefor to the extent permitted under Section 8.05. The Trust Administrator, as agent for any Trust REMIC’s tax matters person, shall (i) act on behalf of the Trust Fund in relation to any tax matter or controversy involving any Trust REMIC and (ii) represent the Trust Fund in any administrative or judicial proceeding relating to an examination or audit by any governmental taxing authority with respect thereto. The holder of the largest Percentage Interest of the Residual Certificates shall be designated, in the manner provided under Treasury regulations section 1.860F-4(d) and Treasury regulations section 301.6231(a)(7)-1, as the tax matters person of the related REMIC created hereunder. By its acceptance thereof, the holder of the largest Percentage Interest of the Residual Certificates hereby agrees to irrevocably appoint the Trust Administrator or an Affiliate as its agent to perform all of the duties of the tax matters person for the Trust Fund.
(d) The Trust Administrator shall prepare and the Trustee at the direction of the Trust Administrator shall sign and the Trust Administrator shall file all of the Tax Returns in respect of the REMIC created hereunder. The expenses of preparing and filing such returns shall be borne by the Trust Administrator without any right of reimbursement therefor. The Servicer shall provide on a timely basis to the Trust Administrator or its designee such information with
respect to the assets of the Trust Fund as is in its possession and reasonably required by the Trust Administrator to enable it to perform its obligations under this Article.
(e) The Trust Administrator shall perform on behalf of any Trust REMIC all reporting and other tax compliance duties that are the responsibility of the REMIC under the Code, the REMIC Provisions or other compliance guidance issued by the Internal Revenue Service or any state or local taxing authority including the filing of Form 8811 with the Internal Revenue Service within 30 days following the Closing Date. Among its other duties, as required by the Code, the REMIC Provisions or other such compliance guidance, the Trust Administrator shall provide (i) to any Transferor of a Residual Certificate such information as is necessary for the application of any tax relating to the transfer of a Residual Certificate to any Person who is not a Permitted Transferee, (ii) to the Certificateholders such information or reports as are required by the Code or the REMIC Provisions including reports relating to interest, original issue discount and market discount or premium (using the Prepayment Assumption as required) and (iii) to the Internal Revenue Service the name, title, address and telephone number of the person who will serve as the representative of any Trust REMIC. The Servicer shall provide on a timely basis to the Trust Administrator such information with respect to the assets of the Trust Fund, including, without limitation, the Mortgage Loans, as is in its possession and reasonably required by the Trust Administrator to enable it to perform its obligations under this subsection. In addition, the Depositor shall provide or cause to be provided to the Trust Administrator, within ten (10) days after the Closing Date, all information or data that the Trust Administrator reasonably determines to be relevant for tax purposes as to the valuations and issue prices of the Certificates, including, without limitation, the price, yield, Prepayment Assumption and projected cash flow of the Certificates.
(f) The Servicer, the Trustee and the Trust Administrator shall take such action and shall cause any Trust REMIC to take such action as shall be necessary to create or maintain the status thereof as a REMIC under the REMIC Provisions. The Servicer, the Trustee and the Trust Administrator shall not take any action, cause the Trust Fund to take any action or fail to take (or fail to cause to be taken) any action that, under the REMIC Provisions, if taken or not taken, as the case may be, could (i) endanger the status of any Trust REMIC as a REMIC or (ii) result in the imposition of a tax upon the Trust Fund (including but not limited to the tax on prohibited transactions as defined in Section 860F(a)(2) of the Code and the tax on contributions to a REMIC set forth in Section 860G(d) of the Code) (either such event, an “Adverse REMIC Event”) unless the Trustee and the Trust Administrator have received an Opinion of Counsel, addressed to the Trustee and the Trust Administrator (at the expense of the party seeking to take such action but in no event at the expense of the Trust Administrator or the Trustee) to the effect that the contemplated action will not, with respect to any Trust REMIC, endanger such status or result in the imposition of such a tax, nor shall the Servicer take or fail to take any action (whether or not authorized hereunder) as to which the Trustee or the Trust Administrator has advised it in writing that it has received an Opinion of Counsel to the effect that an Adverse REMIC Event could occur with respect to such action. In addition, prior to taking any action with respect to any Trust REMIC or its assets, or causing any Trust REMIC to take any action, which is not contemplated under the terms of this Agreement, the Servicer will consult with the Trustee and the Trust Administrator or their designee, in writing, with respect to whether such action could cause an Adverse REMIC Event to occur with respect to any Trust REMIC, and the Servicer shall not take any such action or cause any Trust REMIC to take any such action as to
which the Trustee or the Trust Administrator has advised it in writing that an Adverse REMIC Event could occur. The Trust Administrator and the Trustee may consult with counsel to make such written advice, and the cost of same shall be borne by the party seeking to take the action not permitted by this Agreement, but in no event shall such cost be an expense of the Trustee or the Trust Administrator. At all times as may be required by the Code, the Trust Administrator, the Trustee or Servicer will ensure that substantially all of the assets of any Trust REMIC will consist of “qualified mortgages” as defined in Section 860G(a)(3) of the Code and “permitted investments” as defined in Section 860G(a)(5) of the Code.
(g) In the event that any tax is imposed on “prohibited transactions” of the REMIC created hereunder as defined in Section 860F(a)(2) of the Code, on the “net income from foreclosure property” of the REMIC as defined in Section 860G(c) of the Code, on any contributions to the REMIC after the Startup Day therefor pursuant to Section 860G(d) of the Code, or any other tax is imposed by the Code or any applicable provisions of state or local tax laws, such tax shall be charged (i) to the Trust Administrator pursuant to Section 10.03 hereof, if such tax arises out of or results from a breach by the Trust Administrator of any of its obligations under this Article X, (ii) to the Trustee pursuant to Section 10.03 hereof, if such tax arises out of or results from a breach by the Trustee of any of its obligations under this Article X, (iii) to the Servicer pursuant to Section 10.03 hereof, if such tax arises out of or results from a breach by the Servicer of any of its obligations under Article III or this Article X, or otherwise (iv) against amounts on deposit in the Distribution Account and shall be paid by withdrawal therefrom.
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(h) |
[Reserved]. |
(i) The Trust Administrator shall, for federal income tax purposes, maintain books and records with respect to any Trust REMIC on a calendar year and on an accrual basis.
(j) Following the Startup Day, the Servicer, the Trustee and the Trust Administrator shall not accept any contributions of assets to any Trust REMIC other than in connection with any Qualified Substitute Mortgage Loan delivered in accordance with Section 2.03 unless it shall have received an Opinion of Counsel to the effect that the inclusion of such assets in the Trust Fund will not cause the REMIC to fail to qualify as a REMIC at any time that any Certificates are outstanding or subject the REMIC to any tax under the REMIC Provisions or other applicable provisions of federal, state and local law or ordinances.
(k) None of the Trustee, the Trust Administrator or the Servicer shall enter into any arrangement by which any Trust REMIC will receive a fee or other compensation for services nor permit either such REMIC to receive any income from assets other than “qualified mortgages” as defined in Section 860G(a)(3) of the Code or “permitted investments” as defined in Section 860G(a)(5) of the Code.
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SECTION 10.02 |
Prohibited Transactions and Activities. |
None of the Depositor, the Servicer, the Trust Administrator or the Trustee shall sell, dispose of or substitute for any of the Mortgage Loans (except in connection with (i) the foreclosure of a Mortgage Loan, including but not limited to, the acquisition or sale of a Mortgaged Property acquired by deed in lieu of foreclosure, (ii) the bankruptcy of any Trust
REMIC, (iii) the termination of any Trust REMIC pursuant to Article IX of this Agreement, (iv) a substitution pursuant to Article II of this Agreement or (v) a purchase of Mortgage Loans pursuant to Article II or III of this Agreement), nor acquire any assets for any Trust REMIC (other than REO Property acquired in respect of a defaulted Mortgage Loan), nor sell or dispose of any investments in the Collection Account or the Distribution Account for gain, nor accept any contributions to any Trust REMIC after the Closing Date (other than a Qualified Substitute Mortgage Loan delivered in accordance with Section 2.03), unless it has received an Opinion of Counsel, addressed to the Trustee and the Trust Administrator (at the expense of the party seeking to cause such sale, disposition, substitution, acquisition or contribution but in no event at the expense of the Trustee or the Trust Administrator) that such sale, disposition, substitution, acquisition or contribution will not (a) affect adversely the status of any Trust REMIC as a REMIC or (b) cause any Trust REMIC to be subject to a tax on “prohibited transactions” or “contributions” pursuant to the REMIC Provisions.
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SECTION 10.03 |
Servicer, Trustee and Trust Administrator Indemnification. |
(a) The Trust Administrator agrees to indemnify the Trust Fund, the Depositor, the Servicer and the Trustee for any taxes and costs including, without limitation, any reasonable attorneys fees imposed on or incurred by the Trust Fund, the Depositor, the Servicer or the Trustee as a result of a breach of the Trust Administrator’s covenants set forth in this Article X.
(b) The Servicer agrees to indemnify the Trust Fund, the Depositor, the Trust Administrator and the Trustee for any taxes and costs including, without limitation, any reasonable attorneys’ fees imposed on or incurred by the Trust Fund, the Depositor, the Trust Administrator or the Trustee, as a result of a breach of the Servicer’s covenants set forth in Article III or this Article X.
(c) The Trustee agrees to indemnify the Trust Fund, the Depositor, the Trust Administrator and the Servicer for any taxes and costs including, without limitation, any reasonable attorneys’ fees imposed on or incurred by the Trust Fund, the Depositor, the Trust Administrator or the Servicer, as a result of a breach of the Trustee’s covenants set forth in this Article X.
ARTICLE XI
MISCELLANEOUS PROVISIONS
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SECTION 11.01 |
Amendment. |
This Agreement may be amended from time to time by the Depositor, the Servicer, the Trustee and the Trust Administrator without the consent of any of the Certificateholders, (i) to cure any ambiguity or defect, (ii) to correct, modify or supplement any provisions herein (including to give effect to the expectations of Certificateholders) or (iii) to make any other provisions with respect to matters or questions arising under this Agreement which shall not be inconsistent with the provisions of this Agreement, provided that such action shall not, as evidenced by either (a) an Opinion of Counsel delivered to the Trustee and the Trust Administrator, adversely affect in any material respect the interests of any Certificateholder or (b) written notice to the Depositor, the Servicer, the Trustee and the Trust Administrator from the Rating Agencies that such action will not result in the reduction or withdrawal of the rating of any outstanding Class of Certificates with respect to which it is a Rating Agency). No amendment shall be deemed to adversely affect in any material respect the interests of any Certificateholder who shall have consented thereto, and no Opinion of Counsel or Rating Agency confirmation shall be required to address the effect of any such amendment on any such consenting Certificateholder.
This Agreement may also be amended from time to time by the Depositor, the Servicer, the Trustee and the Trust Administrator with the consent of the Holders of Certificates entitled to at least 66% of the Voting Rights for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Agreement or of modifying in any manner the rights of the Cap Provider or Holders of Certificates; provided, however, that no such amendment shall (i) reduce in any manner the amount of, or delay the timing of, payments received on Mortgage Loans which are required to be distributed on any Certificate without the consent of the Holder of such Certificate, (ii) adversely affect in any material respect the interests of the Cap Provider or Holders of any Class of Certificates (as evidenced by either (i) an Opinion of Counsel delivered to the Trustee and Trust Administrator or (ii) written notice to the Depositor, the Servicer, the Trustee and the Trust Administrator from the Rating Agencies that such action will not result in the reduction or withdrawal of the rating of any outstanding Class of Certificates with respect to which it is a Rating Agency) in a manner, other than as described in (i), without the consent of the Holders of Certificates of such Class evidencing at least 66% of the Voting Rights allocated to such Class, or (iii) modify the consents required by the immediately preceding clauses (i) and (ii) without the consent of the Holders of all Certificates then outstanding. Notwithstanding any other provision of this Agreement, for purposes of the giving or withholding of consents pursuant to this Section 11.01, Certificates registered in the name of the Depositor or the Servicer or any Affiliate thereof shall be entitled to Voting Rights with respect to matters affecting such Certificates.
Notwithstanding any contrary provision of this Agreement, neither the Trustee nor the Trust Administrator shall consent to any amendment to this Agreement unless it shall have first received an Opinion of Counsel to the effect that such amendment will not result in the
imposition of any tax on any Trust REMIC pursuant to the REMIC Provisions or cause any Trust REMIC to fail to qualify as a REMIC at any time that any Certificates are outstanding.
Prior to executing any amendment pursuant to this Section, the Trustee and the Trust Administrator shall be entitled to receive an Opinion of Counsel (provided by the Person requesting such amendment) to the effect that such amendment is authorized or permitted by this Agreement.
Notwithstanding any of the other provisions of this Section 11.01, none of the Depositor, the Servicer or the Trustee shall enter into any amendment to Section 4.01(e), Section 4.08 or Section 11.10 of this Agreement without the prior written consent of the Cap Provider.
Promptly after the execution of any such amendment the Trust Administrator shall furnish a copy of such amendment to each Certificateholder.
It shall not be necessary for the consent of Certificateholders under this Section 11.01 to approve the particular form of any proposed amendment, but it shall be sufficient if such consent shall approve the substance thereof. The manner of obtaining such consents and of evidencing the authorization of the execution thereof by Certificateholders shall be subject to such reasonable regulations as the Trust Administrator may prescribe.
The cost of any Opinion of Counsel to be delivered pursuant to this Section 11.01 shall be borne by the Person seeking the related amendment, but in no event shall such Opinion of Counsel be an expense of the Trustee or the Trust Administrator.
Notwithstanding the foregoing, each of the Trustee and Trust Administrator may, but shall not be obligated to enter into any amendment pursuant to this Section that affects its rights, duties and immunities under this Agreement or otherwise.
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SECTION 11.02 |
Recordation of Agreement; Counterparts. |
To the extent permitted by applicable law, this Agreement is subject to recordation in all appropriate public offices for real property records in all the counties or other comparable jurisdictions in which any or all of the properties subject to the Mortgages are situated, and in any other appropriate public recording office or elsewhere, such recordation to be effected by the Servicer at the expense of the Certificateholders, but only upon direction of Certificateholders accompanied by an Opinion of Counsel to the effect that such recordation materially and beneficially affects the interests of the Certificateholders.
For the purpose of facilitating the recordation of this Agreement as herein provided and for other purposes, this Agreement may be executed simultaneously in any number of counterparts, each of which counterparts shall be deemed to be an original, and such counterparts shall constitute but one and the same instrument.
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SECTION 11.03 |
Limitation on Rights of Certificateholders. |
The death or incapacity of any Certificateholder shall not operate to terminate this Agreement or the Trust Fund, nor entitle such Certificateholder’s legal representatives or heirs to
claim an accounting or to take any action or proceeding in any court for a partition or winding up of the Trust Fund, nor otherwise affect the rights, obligations and liabilities of the parties hereto or any of them.
No Certificateholder shall have any right to vote (except as expressly provided for herein) or in any manner otherwise control the operation and management of the Trust Fund, or the obligations of the parties hereto, nor shall anything herein set forth, or contained in the terms of any of the Certificates, be construed so as to constitute the Certificateholders from time to time as partners or members of an association; nor shall any Certificateholder be under any liability to any third person by reason of any action taken by the parties to this Agreement pursuant to any provision hereof.
No Certificateholder shall have any right by virtue of any provision of this Agreement to institute any suit, action or proceeding in equity or at law upon or under or with respect to this Agreement, unless (i) such Holder previously shall have given to the Trustee and Trust Administrator a written notice of default and of the continuance thereof, as hereinbefore provided, and (ii) the Holders of Certificates entitled to at least 25% of the Voting Rights shall have made written request upon the Trustee and the Trust Administrator to institute such action, suit or proceeding in its own name as Trustee or Trust Administrator hereunder and shall have offered to the Trustee or the Trust Administrator, as applicable, such indemnity satisfactory to it against the costs, expenses and liabilities to be incurred therein or thereby, and the Trustee or the Trust Administrator, for 15 days after its receipt of such notice, request and offer of indemnity, shall have neglected or refused to institute any such action, suit or proceeding. It is understood and intended, and expressly covenanted by each Certificateholder with every other Certificateholder, the Trustee and the Trust Administrator, that no one or more Holders of Certificates shall have any right in any manner whatsoever by virtue of any provision of this Agreement to affect, disturb or prejudice the rights of the Holders of any other of such Certificates, or to obtain or seek to obtain priority over or preference to any other such Holder, or to enforce any right under this Agreement, except in the manner herein provided and for the equal, ratable and common benefit of all Certificateholders. For the protection and enforcement of the provisions of this Section, each and every Certificateholder, the Trustee and the Trust Administrator shall be entitled to such relief as can be given either at law or in equity.
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SECTION 11.04 |
Governing Law. |
This Agreement shall be construed in accordance with the laws of the State of New York and the obligations, rights and remedies of the parties hereunder shall be determined in accordance with such laws.
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SECTION 11.05 |
Notices. |
All directions, demands and notices hereunder shall be sent (i) via facsimile (with confirmation of receipt) or (ii) in writing and shall be deemed to have been duly given when received if personally delivered at or mailed by first class mail, postage prepaid, or by express delivery service or delivered in any other manner specified herein, to (a) in the case of the Depositor, 000 Xxxxxxxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000, Attention: Mortgage Finance Group (telecopy number (000) 000-0000), or such other address or telecopy number as may
hereafter be furnished to the Servicer, the Trust Administrator and the Trustee in writing by the Depositor, (b) in the case of Ocwen Loan Servicing, LLC, 1675 Palm Beach Xxxxx Xxxxxxxxx, Xxxxx 00X, Xxxx Xxxx Xxxxx, Xxxxxxx 00000, Attention: Secretary (telecopy number: (000) 000-0000), or such other address or telecopy number as may hereafter be furnished to the Trustee, the Trust Administrator and the Depositor in writing by the Servicer, (c) in the case of the Trust Administrator, 1000 Technology Drive, M.S. 337, O’Xxxxxx, Xxxxxxxx 00000, Attention: Mortgage Finance (telecopy number (000) 000-0000), or such other address or telecopy number as may hereafter be furnished to the Trustee, the Servicer and the Depositor in writing by the Trust Administrator and (d) in the case of the Trustee, U.S. Bank National Association, 00 Xxxxxxxxxx Xxxxxx, XX-XX-XX0X, Xx. Xxxx, Xxxxxxxxx 00000, Attention: Structured Finance/CMLTI 2005-HE4 (telecopy number (000) 000-0000), or such other address or telecopy number as may hereafter be furnished to the Servicer, the Trust Administrator and the Depositor in writing by the Trustee. Any notice required or permitted to be given to a Certificateholder shall be given by first class mail, postage prepaid, at the address of such Holder as shown in the Certificate Register. Any notice so mailed within the time prescribed in this Agreement shall be conclusively presumed to have been duly given when mailed, whether or not the Certificateholder receives such notice. A copy of any notice required to be telecopied hereunder also shall be mailed to the appropriate party in the manner set forth above.
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SECTION 11.06 |
Severability of Provisions. |
If any one or more of the covenants, agreements, provisions or terms of this Agreement shall be for any reason whatsoever held invalid, then such covenants, agreements, provisions or terms shall be deemed severable from the remaining covenants, agreements, provisions or terms of this Agreement and shall in no way affect the validity or enforceability of the other provisions of this Agreement or of the Certificates or the rights of the Holders thereof.
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SECTION 11.07 |
Notice to Rating Agencies. |
The Trust Administrator shall use its best efforts promptly to provide notice to the Rating Agencies, and the Servicer shall use its best efforts promptly to provide notice to the Trust Administrator, with respect to each of the following of which the Trust Administrator or the Servicer, as applicable, has actual knowledge:
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1. |
Any material change or amendment to this Agreement; |
2. The occurrence of any Servicer Event of Default that has not been cured or waived;
3. The resignation or termination of any Servicer, the Trust Administrator or the Trustee;
4. The repurchase or substitution of Mortgage Loans pursuant to or as contemplated by Section 2.03;
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5. |
The final payment to the Holders of any Class of Certificates; |
6. Any change in the location of the Collection Account or the Distribution Account;
7. Any event that would result in the inability of the Trust Administrator or the Trustee, as applicable, were it to succeed as Servicer, to make advances regarding delinquent Mortgage Loans; and
8. The filing of any claim under the Servicer’s blanket bond and errors and omissions insurance policy required by Section 3.14 or the cancellation or material modification of coverage under any such instrument.
In addition, the Trust Administrator shall make available to the Rating Agencies copies of each report to Certificateholders described in Section 4.02 and the Servicer, as required pursuant to Section 3.20 and Section 3.21, shall promptly furnish to the Rating Agencies copies of the following:
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1. |
Each annual statement as to compliance described in Section 3.20; and |
2. Each annual independent public accountants’ servicing report described in Section 3.21.
Any such notice pursuant to this Section 11.07 shall be in writing and shall be deemed to have been duly given if personally delivered at or mailed by first class mail, postage prepaid, or by express delivery service to Fitch Ratings, Xxx Xxxxx Xxxxxx Xxxxx, Xxx Xxxx, Xxx Xxxx 00000, to Standard & Poor’s Ratings Services, a division of the XxXxxx-Xxxx Companies, Inc., 00 Xxxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000 and to Moody’s at 00 Xxxxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000 or such other addresses as the Rating Agencies may designate in writing to the parties hereto.
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SECTION 11.08 |
Article and Section References. |
All article and section references used in this Agreement, unless otherwise provided, are to articles and sections in this Agreement.
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SECTION 11.09 |
Grant of Security Interest. |
It is the express intent of the parties hereto that the conveyance of the Mortgage Loans by the Depositor to the Trustee be, and be construed as, a sale of the Mortgage Loans by the Depositor and not a pledge of the Mortgage Loans by the Depositor to secure a debt or other obligation of the Depositor. However, in the event that, notwithstanding the aforementioned intent of the parties, the Mortgage Loans are held to be property of the Depositor, then, (a) it is the express intent of the parties that such conveyance be deemed a pledge of the Mortgage Loans by the Depositor to the Trustee to secure a debt or other obligation of the Depositor and (b)(1) this Agreement shall also be deemed to be a security agreement within the meaning of Articles 8 and 9 of the Uniform Commercial Code as in effect from time to time in the State of New York; (2) the conveyance provided for in Section 2.01 hereof shall be deemed to be a grant by the Depositor to the Trustee of a security interest in all of the Depositor’s right, title and interest in and to the Mortgage Loans and all amounts payable to the holders of the Mortgage Loans in
accordance with the terms thereof and all proceeds of the conversion, voluntary or involuntary, of the foregoing into cash, instruments, securities or other property, including without limitation all amounts, other than investment earnings, from time to time held or invested in the Collection Account and the Distribution Account, whether in the form of cash, instruments, securities or other property; (3) the obligations secured by such security agreement shall be deemed to be all of the Depositor’s obligations under this Agreement, including the obligation to provide to the Certificateholders the benefits of this Agreement relating to the Mortgage Loans and the Trust Fund; and (4) notifications to persons holding such property, and acknowledgments, receipts or confirmations from persons holding such property, shall be deemed notifications to, or acknowledgments, receipts or confirmations from, financial intermediaries, bailees or agents (as applicable) of the Trustee for the purpose of perfecting such security interest under applicable law. Accordingly, the Depositor hereby grants to the Trustee a security interest in the Mortgage Loans and all other property described in clause (2) of the preceding sentence, for the purpose of securing to the Trustee the performance by the Depositor of the obligations described in clause (3) of the preceding sentence. Notwithstanding the foregoing, the parties hereto intend the conveyance pursuant to Section 2.01 to be a true, absolute and unconditional sale of the Mortgage Loans and assets constituting the Trust Fund by the Depositor to the Trustee.
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SECTION 11.10 |
Third Party Rights. |
The Cap Provider shall be deemed a third-party beneficiary of this Agreement to the same extent as if it were a party hereto, and shall have the right to enforce the provisions of this Agreement.
IN WITNESS WHEREOF, the Depositor, the Servicer, the Trust Administrator and the Trustee have caused their names to be signed hereto by their respective officers thereunto duly authorized, in each case as of the day and year first above written.
CITIGROUP MORTGAGE LOAN TRUST INC.,
as Depositor
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By: |
/s/ Xxxxxxx X. Xxxxx |
Name: Xxxxxxx X. Xxxxx
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Title: |
Asst.Vice President |
OCWEN LOAN SERVICING, LLC,
as a Servicer
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By: |
/s/ Xxxxxxx Xxxxxxx |
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Name: |
Xxxxxxx Xxxxxxx | |||
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Title: |
Authorized Rep. |
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CITIBANK, N.A.,
as Trust Administrator
By: /s/ Xxxxxxxx XxXxxxx
Name: Xxxxxxxx XxXxxxx
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Title: |
Vice President |
U.S. BANK NATIONAL ASSOCIATION, not in its individual capacity but solely as Trustee
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By: |
/s/ Xxxxxxx Xxxxx | ||
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Name: |
Xxxxxxx Xxxxx | ||
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Title: |
Vice President |
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STATE OF NEW YORK |
) |
) ss.:
COUNTY OF NEW YORK |
) |
On the ____ day of November 2005, before me, a notary public in and for said State, personally appeared __________________, known to me to be a __________________ of Citigroup Mortgage Loan Trust Inc., one of the corporations that executed the within instrument, and also known to me to be the person who executed it on behalf of said corporation, and acknowledged to me that such corporation executed the within instrument.
IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal the day and year in this certificate first above written.
_____________________________________
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Notary Public |
[Notarial Seal]
STATE OF ___________________)
) ss.:
COUNTY OF ___________ |
) |
On the ____ day of November 2005, before me, a notary public in and for said State, personally appeared ____________________, known to me to be a ________________ of Ocwen Loan Servicing, LLC, one of the entities that executed the within instrument, and also known to me to be the person who executed it on behalf of said corporation, and acknowledged to me that such corporation executed the within instrument.
IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal the day and year in this certificate first above written.
_____________________________________
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Notary Public |
[Notarial Seal]
STATE OF NEW YORK |
) |
) ss.:
COUNTY OF NEW YORK |
) |
On the ____ day of November 2005, before me, a notary public in and for said State, personally appeared ____________________, known to me to be a ________________ of Citibank, N.A., one of the entities that executed the within instrument, and also known to me to be the person who executed it on behalf of said corporation, and acknowledged to me that such corporation executed the within instrument.
IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal the day and year in this certificate first above written.
_______________________________________
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Notary Public |
[Notarial Seal]
STATE OF ____________ |
) |
) ss.:
COUNTY OF ___________ |
) |
On the ____ day of November 2005, before me, a notary public in and for said State, personally appeared ________________________, known to me to be a ________________ of U.S. Bank National Association, one of the entities that executed the within instrument, and also known to me to be the person who executed it on behalf of said corporation, and acknowledged to me that such entity executed the within instrument.
IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal the day and year in this certificate first above written.
_______________________________________
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Notary Public |
[Notarial Seal]
EXHIBIT A-1
FORM OF CLASS A-1 CERTIFICATE
UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION (“DTC”), TO THE TRUSTEE OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE, OR PAYMENT, AND ANY CERTIFICATE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE, OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.
SOLELY FOR U.S. FEDERAL INCOME TAX PURPOSES, THIS CERTIFICATE IS A “REGULAR INTEREST” IN A “REAL ESTATE MORTGAGE INVESTMENT CONDUIT,” AS THOSE TERMS ARE DEFINED, RESPECTIVELY, IN SECTIONS 860G AND 860D OF THE INTERNAL REVENUE CODE OF 1986 (THE “CODE”).
THIS CERTIFICATE HAS NOT BEEN AND WILL NOT BE REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR THE SECURITIES LAWS OF ANY STATE AND MAY NOT BE RESOLD OR TRANSFERRED UNLESS IT IS REGISTERED PURSUANT TO SUCH ACT AND LAWS OR IS SOLD OR TRANSFERRED IN TRANSACTIONS THAT ARE EXEMPT FROM REGISTRATION UNDER SUCH ACT AND UNDER APPLICABLE STATE LAW AND IS TRANSFERRED IN ACCORDANCE WITH THE PROVISIONS OF SECTION 5.02 OF THE AGREEMENT.
Series 0000-XX0 |
Xxxxxxxxx Certificate Principal Balance of the Class A-1 Certificates as of the Issue Date: $340,420,000.00 |
Pass-Through Rate: Variable |
Denomination: $340,420,000.00 |
Cut-off Date and date of Pooling and Servicing Agreement: November 1, 2005 |
Servicer: Ocwen Loan Servicing, LLC |
First Distribution Date: December 27, 2005 |
Trust Administrator: Citibank, N.A. |
No. 1 |
Trustee: U.S. Bank National Association |
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Issue Date: November 30, 2005 |
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CUSIP: 17307G Q8 4 |
DISTRIBUTIONS IN REDUCTION OF THE CERTIFICATE PRINCIPAL BALANCE OF THIS CERTIFICATE MAY BE MADE MONTHLY AS SET FORTH HEREIN. ACCORDINGLY, THE OUTSTANDING CERTIFICATE PRINCIPAL BALANCE HEREOF AT ANY TIME MAY BE LESS THAN THE AMOUNT SHOWN ABOVE AS THE DENOMINATION OF THIS CERTIFICATE.
ASSET-BACKED PASS-THROUGH CERTIFICATE
evidencing a beneficial ownership interest in a Trust Fund (the “Trust Fund”) consisting primarily of a pool of conventional one- to four-family, fixed-rate and adjustable-rate, first lien and second lien mortgage loans (the “Mortgage Loans”) formed and sold by
CITIGROUP MORTGAGE LOAN TRUST INC.
THIS CERTIFICATE DOES NOT REPRESENT AN OBLIGATION OF OR INTEREST IN CITIGROUP MORTGAGE LOAN TRUST INC., THE SERVICER, THE TRUST ADMINISTRATOR, THE TRUSTEE OR ANY OF THEIR RESPECTIVE AFFILIATES. NEITHER THIS CERTIFICATE NOR THE UNDERLYING MORTGAGE LOANS ARE GUARANTEED BY ANY AGENCY OR INSTRUMENTALITY OF THE UNITED STATES.
This certifies that Cede & Co. is the registered owner of a Percentage Interest (obtained by dividing the denomination of this Certificate by the aggregate Certificate Principal Balance of the Class A-1 Certificates as of the Issue Date) in that certain beneficial ownership interest evidenced by all the Class A-1 Certificates in the REMIC created pursuant to a Pooling and Servicing Agreement, dated as specified above (the “Agreement”), among Citigroup Mortgage Loan Trust Inc. (hereinafter called the “Depositor,” which term includes any successor entity under the Agreement), the Servicer, the Trust Administrator and the Trustee, a summary of certain of the pertinent provisions of which is set forth hereafter. To the extent not defined herein, the capitalized terms used herein have the meanings assigned in the Agreement. This Certificate is issued under and is subject to the terms, provisions and conditions of the Agreement, to which Agreement the Holder of this Certificate by virtue of the acceptance hereof assents and by which such Holder is bound.
Pursuant to the terms of the Agreement, distributions will be made on the 25th day of each month or, if such 25th day is not a Business Day, the Business Day immediately following (a “Distribution Date”), commencing on the First Distribution Date specified above, to the Person in whose name this Certificate is registered on the Record Date, in an amount equal to the product of the Percentage Interest evidenced by this Certificate and the amount required to be distributed to the Holders of Class A-1 Certificates on such Distribution Date pursuant to the Agreement.
All distributions to the Holder of this Certificate under the Agreement will be made or caused to be made by the Trust Administrator by wire transfer in immediately available funds to the account of the Person entitled thereto if such Person shall have so notified the Trust Administrator in writing at least five Business Days prior to the Record Date immediately prior to such Distribution Date or otherwise by check mailed by first class mail to the address of the Person entitled thereto, as such name and address shall appear on the Certificate Register. Notwithstanding the above, the final distribution on this Certificate will be made after due notice by the Trust Administrator of the pendency of such distribution and only upon presentation and surrender of this Certificate at the office or agency appointed by the Trust Administrator for that purpose as provided in the Agreement.
This Certificate is one of a duly authorized issue of Certificates designated as Asset-Backed Pass-Through Certificates of the Series specified on the face hereof (herein called the “Certificates”) and representing the Percentage Interest specified above in the Class of Certificates to which the Certificate belongs.
The Certificates are limited in right of payment to certain collections and recoveries respecting the Mortgage Loans, all as more specifically set forth herein and in the Agreement. As provided in the Agreement, withdrawals from the Collection Account and the Distribution Account may be made from time to time for purposes other than distributions to Certificateholders, such purposes including reimbursement of advances made, or certain expenses incurred, with respect to the Mortgage Loans.
The Agreement permits, with certain exceptions therein provided, the amendment thereof and the modification of the rights and obligations of the Depositor, the Servicer, the Trust Administrator and the Trustee and the rights of the Certificateholders, under the Agreement at any time by the Depositor, the Servicer, the Trust Administrator and the Trustee with the consent of the Holders of Certificates entitled to at least 66% of the Voting Rights. Any such consent by the Holder of this Certificate shall be conclusive and binding on such Holder and upon all future Holders of this Certificate and of any Certificate issued upon the transfer hereof or in exchange herefor or in lieu hereof whether or not notation of such consent is made upon this Certificate. The Agreement also permits the amendment thereof, in certain limited circumstances, without the consent of the Holders of any of the Certificates.
As provided in the Agreement and subject to certain limitations therein set forth, the transfer of this Certificate is registrable in the Certificate Register upon surrender of this Certificate for registration of transfer at the offices or agencies appointed by the Trust Administrator as provided in the Agreement, duly endorsed by, or accompanied by an assignment in the form below or other written instrument of transfer in form satisfactory to the Trust Administrator duly executed by, the Holder hereof or such Holder's attorney duly authorized in writing, and thereupon one or more new Certificates of the same Class in authorized denominations evidencing the same aggregate Percentage Interest will be issued to the designated transferee or transferees.
No transfer of this Certificate shall be made unless the transfer is made pursuant to an effective registration statement under the Securities Act of 1933, as amended (the “1933 Act”), and an effective registration or qualification under applicable state securities laws, or is made in a transaction that does not require such registration or qualification. In the event that such a transfer of this Certificate is to be made without registration or qualification, the Trust Administrator shall require receipt of written certifications from the Holder of the Certificate desiring to effect the transfer, and from such Holder’s prospective transferee, substantially in the forms attached to the Agreement as Exhibit F-1. None of the Depositor or the Trust Administrator is obligated to register or qualify the Class of Certificates specified on the face hereof under the 1933 Act or any other securities law or to take any action not otherwise required under the Agreement to permit the transfer of such Certificates without registration or qualification. Any Holder desiring to effect a transfer of this Certificate shall be required to indemnify the Trustee, the Trust Administrator, the Depositor, the Servicer and any Sub-Servicer
against any liability that may result if the transfer is not so exempt or is not made in accordance with such federal and state laws.
The Certificates are issuable in fully registered form only without coupons in Classes and denominations representing Percentage Interests specified in the Agreement. As provided in the Agreement and subject to certain limitations therein set forth, the Certificates are exchangeable for new Certificates of the same Class in authorized denominations evidencing the same aggregate Percentage Interest, as requested by the Holder surrendering the same. No service charge will be made for any such registration of transfer or exchange of Certificates, but the Trust Administrator may require payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in connection with any transfer or exchange of Certificates.
The Depositor, the Servicer, the Trust Administrator, the Trustee and any agent of the Depositor, the Servicer, the Trust Administrator or the Trustee may treat the Person in whose name this Certificate is registered as the owner hereof for all purposes, and none of the Depositor, the Servicer, the Trust Administrator, the Trustee nor any such agent shall be affected by notice to the contrary.
The obligations created by the Agreement and the Trust Fund created thereby shall terminate upon payment to the Certificateholders of all amounts held by the Trust Administrator and required to be paid to them pursuant to the Agreement following the earlier of (i) the final payment or other liquidation (or any advance with respect thereto) of the last Mortgage Loan and REO Property remaining in the REMIC and (ii) the purchase by the party designated in the Agreement at a price determined as provided in the Agreement from the REMIC of all the Mortgage Loans and all property acquired in respect of such Mortgage Loans. The Agreement permits, but does not require, the party designated in the Agreement to purchase from the REMIC all the Mortgage Loans and all property acquired in respect of any Mortgage Loan at a price determined as provided in the Agreement. The exercise of such right will effect early retirement of the Certificates; however, such right to purchase is subject to the aggregate Stated Principal Balance of the Mortgage Loans at the time of purchase being less than 10% of the aggregate principal balance of the Mortgage Loans as of the Cut-off Date.
The recitals contained herein shall be taken as statements of the Depositor, and the Trustee assumes no responsibility for their correctness.
Unless the certificate of authentication hereon has been executed by the Trust Administrator, by manual signature, this Certificate shall not be entitled to any benefit under the Agreement or be valid for any purpose.
IN WITNESS WHEREOF, the Trust Administrator has caused this Certificate to be duly executed.
Dated: November ___, 2005
Citibank, N.A., as Trust Administrator
By:______________________________
Authorized Officer
CERTIFICATE OF AUTHENTICATION
This is one of the Certificates referred to in the within-mentioned Agreement.
Citibank, N.A., as Trust Administrator
By:______________________________
Authorized Signatory
ABBREVIATIONS
The following abbreviations, when used in the inscription on the face of this instrument, shall be construed as though they were written out in full according to applicable laws or regulations:
TEN COM - as tenants in common |
UNIF GIFT MIN ACT - Custodian |
TEN ENT - as tenants by the entireties |
(Cust) (Minor) under |
JT TEN - as joint tenants with right |
_______________ |
Additional abbreviations may also be used though not in the above list.
ASSIGNMENT
FOR VALUE RECEIVED, the undersigned hereby sell(s), assign(s) and transfer(s) unto _____________________________________________________________________________________
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(Please print or typewrite name, address including postal zip code, and Taxpayer Identification Number of assignee) a Percentage Interest equal to _________% evidenced by the within Asset-Backed Pass-Through Certificates and hereby authorize(s) the registration of transfer of such interest to assignee on the Certificate Register of the Trust Fund.
I (we) further direct the Trustee to issue a new Certificate of a like Percentage Interest and Class to the above named assignee and deliver such Certificate to the following address:
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Dated: |
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Signature by or on behalf of assignor |
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Signature Guaranteed |
DISTRIBUTION INSTRUCTIONS
The assignee should include the following for purposes of distribution:
Distributions shall be made, by wire transfer or otherwise, in immediately available | |||||||
funds to |
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for the account of |
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account number |
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or, if mailed by check, to | |||||
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Applicable statements should be mailed to |
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This information is provided by |
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assignee named above, or |
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its agent. |
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EXHIBIT A-2
FORM OF CLASS A-2A CERTIFICATE
UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION (“DTC”), TO THE TRUSTEE OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE, OR PAYMENT, AND ANY CERTIFICATE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE, OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.
SOLELY FOR U.S. FEDERAL INCOME TAX PURPOSES, THIS CERTIFICATE IS A “REGULAR INTEREST” IN A “REAL ESTATE MORTGAGE INVESTMENT CONDUIT,” AS THOSE TERMS ARE DEFINED, RESPECTIVELY, IN SECTIONS 860G AND 860D OF THE INTERNAL REVENUE CODE OF 1986 (THE “CODE”).
Series 0000-XX0 |
Xxxxxxxxx Certificate Principal Balance of the Class A-2A Certificates as of the Issue Date: $219,737,000.00 |
Pass-Through Rate: Variable |
Denomination: $219,737,000.00 |
Cut-off Date and date of Pooling and Servicing Agreement: November 1, 2005 |
Servicer: Ocwen Loan Servicing, LLC |
First Distribution Date: December 27, 2005 |
Trust Administrator: Citibank, N.A. |
No. 1 |
Trustee: U.S. Bank National Association |
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Issue Date: November 30, 2005 |
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CUSIP: 17307G P2 8 |
DISTRIBUTIONS IN REDUCTION OF THE CERTIFICATE PRINCIPAL BALANCE OF THIS CERTIFICATE MAY BE MADE MONTHLY AS SET FORTH HEREIN. ACCORDINGLY, THE OUTSTANDING CERTIFICATE PRINCIPAL BALANCE HEREOF AT ANY TIME MAY BE LESS THAN THE AMOUNT SHOWN ABOVE AS THE DENOMINATION OF THIS CERTIFICATE.
ASSET-BACKED PASS-THROUGH CERTIFICATE
evidencing a beneficial ownership interest in a Trust Fund (the “Trust Fund”) consisting primarily of a pool of conventional one- to four-family, fixed-rate and adjustable-rate, first lien and second lien mortgage loans (the “Mortgage Loans”) formed and sold by
CITIGROUP MORTGAGE LOAN TRUST INC.
THIS CERTIFICATE DOES NOT REPRESENT AN OBLIGATION OF OR INTEREST IN CITIGROUP MORTGAGE LOAN TRUST INC., THE SERVICER, THE TRUST ADMINISTRATOR, THE TRUSTEE OR ANY OF THEIR RESPECTIVE AFFILIATES. NEITHER THIS CERTIFICATE NOR THE UNDERLYING MORTGAGE LOANS ARE GUARANTEED BY ANY AGENCY OR INSTRUMENTALITY OF THE UNITED STATES.
This certifies that Cede & Co. is the registered owner of a Percentage Interest (obtained by dividing the denomination of this Certificate by the aggregate Certificate Principal Balance of the Class A-2A Certificates as of the Issue Date) in that certain beneficial ownership interest evidenced by all the Class A-2A Certificates in the REMIC created pursuant to a Pooling and Servicing Agreement, dated as specified above (the “Agreement”), among Citigroup Mortgage Loan Trust Inc. (hereinafter called the “Depositor,” which term includes any successor entity under the Agreement), the Servicer, the Trust Administrator and the Trustee, a summary of certain of the pertinent provisions of which is set forth hereafter. To the extent not defined herein, the capitalized terms used herein have the meanings assigned in the Agreement. This Certificate is issued under and is subject to the terms, provisions and conditions of the Agreement, to which Agreement the Holder of this Certificate by virtue of the acceptance hereof assents and by which such Holder is bound.
Pursuant to the terms of the Agreement, distributions will be made on the 25th day of each month or, if such 25th day is not a Business Day, the Business Day immediately following (a “Distribution Date”), commencing on the First Distribution Date specified above, to the Person in whose name this Certificate is registered on the Record Date, in an amount equal to the product of the Percentage Interest evidenced by this Certificate and the amount required to be distributed to the Holders of Class A-2A Certificates on such Distribution Date pursuant to the Agreement.
All distributions to the Holder of this Certificate under the Agreement will be made or caused to be made by the Trust Administrator by wire transfer in immediately available funds to the account of the Person entitled thereto if such Person shall have so notified the Trust Administrator in writing at least five Business Days prior to the Record Date immediately prior to such Distribution Date or otherwise by check mailed by first class mail to the address of the Person entitled thereto, as such name and address shall appear on the Certificate Register. Notwithstanding the above, the final distribution on this Certificate will be made after due notice by the Trust Administrator of the pendency of such distribution and only upon presentation and surrender of this Certificate at the office or agency appointed by the Trust Administrator for that purpose as provided in the Agreement.
This Certificate is one of a duly authorized issue of Certificates designated as Asset-Backed Pass-Through Certificates of the Series specified on the face hereof (herein called the “Certificates”) and representing the Percentage Interest specified above in the Class of Certificates to which the Certificate belongs.
The Certificates are limited in right of payment to certain collections and recoveries respecting the Mortgage Loans, all as more specifically set forth herein and in the Agreement. As provided in the Agreement, withdrawals from the Collection Account and the Distribution Account may be made from time to time for purposes other than distributions to Certificateholders, such purposes including reimbursement of advances made, or certain expenses incurred, with respect to the Mortgage Loans.
The Agreement permits, with certain exceptions therein provided, the amendment thereof and the modification of the rights and obligations of the Depositor, the Servicer, the Trust Administrator and the Trustee and the rights of the Certificateholders, under the Agreement at any time by the Depositor, the Servicer, the Trust Administrator and the Trustee with the consent of the Holders of Certificates entitled to at least 66% of the Voting Rights. Any such consent by the Holder of this Certificate shall be conclusive and binding on such Holder and upon all future Holders of this Certificate and of any Certificate issued upon the transfer hereof or in exchange herefor or in lieu hereof whether or not notation of such consent is made upon this Certificate. The Agreement also permits the amendment thereof, in certain limited circumstances, without the consent of the Holders of any of the Certificates.
As provided in the Agreement and subject to certain limitations therein set forth, the transfer of this Certificate is registrable in the Certificate Register upon surrender of this Certificate for registration of transfer at the offices or agencies appointed by the Trust Administrator as provided in the Agreement, duly endorsed by, or accompanied by an assignment in the form below or other written instrument of transfer in form satisfactory to the Trust Administrator duly executed by, the Holder hereof or such Holder's attorney duly authorized in writing, and thereupon one or more new Certificates of the same Class in authorized denominations evidencing the same aggregate Percentage Interest will be issued to the designated transferee or transferees.
The Certificates are issuable in fully registered form only without coupons in Classes and denominations representing Percentage Interests specified in the Agreement. As provided in the Agreement and subject to certain limitations therein set forth, the Certificates are exchangeable for new Certificates of the same Class in authorized denominations evidencing the same aggregate Percentage Interest, as requested by the Holder surrendering the same. No service charge will be made for any such registration of transfer or exchange of Certificates, but the Trust Administrator may require payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in connection with any transfer or exchange of Certificates.
The Depositor, the Servicer, the Trust Administrator the Trustee and any agent of the Depositor, the Servicer, the Trust Administrator or the Trustee may treat the Person in whose name this Certificate is registered as the owner hereof for all purposes, and none of the
Depositor, the Servicer, the Trust Administrator, the Trustee nor any such agent shall be affected by notice to the contrary.
The obligations created by the Agreement and the Trust Fund created thereby shall terminate upon payment to the Certificateholders of all amounts held by the Trust Administrator and required to be paid to them pursuant to the Agreement following the earlier of (i) the final payment or other liquidation (or any advance with respect thereto) of the last Mortgage Loan and REO Property remaining in the REMIC and (ii) the purchase by the party designated in the Agreement at a price determined as provided in the Agreement from the REMIC of all the Mortgage Loans and all property acquired in respect of such Mortgage Loans. The Agreement permits, but does not require, the party designated in the Agreement to purchase from the REMIC all the Mortgage Loans and all property acquired in respect of any Mortgage Loan at a price determined as provided in the Agreement. The exercise of such right will effect early retirement of the Certificates; however, such right to purchase is subject to the aggregate Stated Principal Balance of the Mortgage Loans at the time of purchase being less than 10% of the aggregate principal balance of the Mortgage Loans as of the Cut-off Date.
The recitals contained herein shall be taken as statements of the Depositor, and the Trustee assumes no responsibility for their correctness.
Unless the certificate of authentication hereon has been executed by the Trust Administrator, by manual signature, this Certificate shall not be entitled to any benefit under the Agreement or be valid for any purpose.
IN WITNESS WHEREOF, the Trust Administrator has caused this Certificate to be duly executed.
Dated: November ___, 2005
Citibank, N.A., as Trust Administrator
By:______________________________
Authorized Officer
CERTIFICATE OF AUTHENTICATION
This is one of the Certificates referred to in the within-mentioned Agreement.
Citibank, N.A., as Trust Administrator
By:______________________________
Authorized Signatory
ABBREVIATIONS
The following abbreviations, when used in the inscription on the face of this instrument, shall be construed as though they were written out in full according to applicable laws or regulations:
TEN COM - as tenants in common |
UNIF GIFT MIN ACT - Custodian |
TEN ENT - as tenants by the entireties |
(Cust) (Minor) under |
JT TEN - as joint tenants with right |
_______________ |
Additional abbreviations may also be used though not in the above list.
ASSIGNMENT
FOR VALUE RECEIVED, the undersigned hereby sell(s), assign(s) and transfer(s) unto _____________________________________________________________________________________
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(Please print or typewrite name, address including postal zip code, and Taxpayer Identification Number of assignee) a Percentage Interest equal to _________% evidenced by the within Asset-Backed Pass-Through Certificates and hereby authorize(s) the registration of transfer of such interest to assignee on the Certificate Register of the Trust Fund.
I (we) further direct the Trustee to issue a new Certificate of a like Percentage Interest and Class to the above named assignee and deliver such Certificate to the following address:
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Dated: |
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Signature by or on behalf of assignor |
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Signature Guaranteed |
DISTRIBUTION INSTRUCTIONS
The assignee should include the following for purposes of distribution:
Distributions shall be made, by wire transfer or otherwise, in immediately available | |||||||
funds to |
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for the account of |
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account number |
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or, if mailed by check, to | |||||
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Applicable statements should be mailed to |
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This information is provided by |
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assignee named above, or |
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its agent. |
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EXHIBIT A-3
FORM OF CLASS A-2B CERTIFICATE
UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION (“DTC”), TO THE TRUSTEE OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE, OR PAYMENT, AND ANY CERTIFICATE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE, OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.
SOLELY FOR U.S. FEDERAL INCOME TAX PURPOSES, THIS CERTIFICATE IS A “REGULAR INTEREST” IN A “REAL ESTATE MORTGAGE INVESTMENT CONDUIT,” AS THOSE TERMS ARE DEFINED, RESPECTIVELY, IN SECTIONS 860G AND 860D OF THE INTERNAL REVENUE CODE OF 1986 (THE “CODE”).
Series 0000-XX0 |
Xxxxxxxxx Certificate Principal Balance of the Class A-2B Certificates as of the Issue Date: $58,042,000.00 |
Pass-Through Rate: Variable |
Denomination: : $58,042,000.00 |
Cut-off Date and date of Pooling and Servicing Agreement: November 1, 2005 |
Servicer: Ocwen Loan Servicing, LLC |
First Distribution Date: December 27, 2005 |
Trust Administrator: Citibank, N.A. |
No. 1 |
Trustee: U.S. Bank National Association |
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Issue Date: November 30, 2005 |
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CUSIP: 17307G P3 6 |
DISTRIBUTIONS IN REDUCTION OF THE CERTIFICATE PRINCIPAL BALANCE OF THIS CERTIFICATE MAY BE MADE MONTHLY AS SET FORTH HEREIN. ACCORDINGLY, THE OUTSTANDING CERTIFICATE PRINCIPAL BALANCE HEREOF AT ANY TIME MAY BE LESS THAN THE AMOUNT SHOWN ABOVE AS THE DENOMINATION OF THIS CERTIFICATE.
ASSET-BACKED PASS-THROUGH CERTIFICATE
evidencing a beneficial ownership interest in a Trust Fund (the “Trust Fund”) consisting primarily of a pool of conventional one- to four-family, fixed-rate and adjustable-rate, first lien and second lien mortgage loans (the “Mortgage Loans”) formed and sold by
CITIGROUP MORTGAGE LOAN TRUST INC.
THIS CERTIFICATE DOES NOT REPRESENT AN OBLIGATION OF OR INTEREST IN CITIGROUP MORTGAGE LOAN TRUST INC., THE SERVICER, THE TRUST ADMINISTRATOR, THE TRUSTEE OR ANY OF THEIR RESPECTIVE AFFILIATES. NEITHER THIS CERTIFICATE NOR THE UNDERLYING MORTGAGE LOANS ARE GUARANTEED BY ANY AGENCY OR INSTRUMENTALITY OF THE UNITED STATES.
This certifies that Cede & Co. is the registered owner of a Percentage Interest (obtained by dividing the denomination of this Certificate by the aggregate Certificate Principal Balance of the Class A-2B Certificates as of the Issue Date) in that certain beneficial ownership interest evidenced by all the Class A-2B Certificates in the REMIC created pursuant to a Pooling and Servicing Agreement, dated as specified above (the “Agreement”), among Citigroup Mortgage Loan Trust Inc. (hereinafter called the “Depositor,” which term includes any successor entity under the Agreement), the Servicer, the Trust Administrator and the Trustee, a summary of certain of the pertinent provisions of which is set forth hereafter. To the extent not defined herein, the capitalized terms used herein have the meanings assigned in the Agreement. This Certificate is issued under and is subject to the terms, provisions and conditions of the Agreement, to which Agreement the Holder of this Certificate by virtue of the acceptance hereof assents and by which such Holder is bound.
Pursuant to the terms of the Agreement, distributions will be made on the 25th day of each month or, if such 25th day is not a Business Day, the Business Day immediately following (a “Distribution Date”), commencing on the First Distribution Date specified above, to the Person in whose name this Certificate is registered on the Record Date, in an amount equal to the product of the Percentage Interest evidenced by this Certificate and the amount required to be distributed to the Holders of Class A-2B Certificates on such Distribution Date pursuant to the Agreement.
All distributions to the Holder of this Certificate under the Agreement will be made or caused to be made by the Trust Administrator by wire transfer in immediately available funds to the account of the Person entitled thereto if such Person shall have so notified the Trust Administrator in writing at least five Business Days prior to the Record Date immediately prior to such Distribution Date or otherwise by check mailed by first class mail to the address of the Person entitled thereto, as such name and address shall appear on the Certificate Register. Notwithstanding the above, the final distribution on this Certificate will be made after due notice by the Trust Administrator of the pendency of such distribution and only upon presentation and surrender of this Certificate at the office or agency appointed by the Trust Administrator for that purpose as provided in the Agreement.
This Certificate is one of a duly authorized issue of Certificates designated as Asset-Backed Pass-Through Certificates of the Series specified on the face hereof (herein called the “Certificates”) and representing the Percentage Interest specified above in the Class of Certificates to which the Certificate belongs.
The Certificates are limited in right of payment to certain collections and recoveries respecting the Mortgage Loans, all as more specifically set forth herein and in the Agreement. As provided in the Agreement, withdrawals from the Collection Account and the Distribution Account may be made from time to time for purposes other than distributions to Certificateholders, such purposes including reimbursement of advances made, or certain expenses incurred, with respect to the Mortgage Loans.
The Agreement permits, with certain exceptions therein provided, the amendment thereof and the modification of the rights and obligations of the Depositor, the Servicer, the Trust Administrator and the Trustee and the rights of the Certificateholders, under the Agreement at any time by the Depositor, the Servicer, the Trust Administrator and the Trustee with the consent of the Holders of Certificates entitled to at least 66% of the Voting Rights. Any such consent by the Holder of this Certificate shall be conclusive and binding on such Holder and upon all future Holders of this Certificate and of any Certificate issued upon the transfer hereof or in exchange herefor or in lieu hereof whether or not notation of such consent is made upon this Certificate. The Agreement also permits the amendment thereof, in certain limited circumstances, without the consent of the Holders of any of the Certificates.
As provided in the Agreement and subject to certain limitations therein set forth, the transfer of this Certificate is registrable in the Certificate Register upon surrender of this Certificate for registration of transfer at the offices or agencies appointed by the Trust Administrator as provided in the Agreement, duly endorsed by, or accompanied by an assignment in the form below or other written instrument of transfer in form satisfactory to the Trust Administrator duly executed by, the Holder hereof or such Holder's attorney duly authorized in writing, and thereupon one or more new Certificates of the same Class in authorized denominations evidencing the same aggregate Percentage Interest will be issued to the designated transferee or transferees.
The Certificates are issuable in fully registered form only without coupons in Classes and denominations representing Percentage Interests specified in the Agreement. As provided in the Agreement and subject to certain limitations therein set forth, the Certificates are exchangeable for new Certificates of the same Class in authorized denominations evidencing the same aggregate Percentage Interest, as requested by the Holder surrendering the same. No service charge will be made for any such registration of transfer or exchange of Certificates, but the Trust Administrator may require payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in connection with any transfer or exchange of Certificates.
The Depositor, the Servicer, the Trust Administrator the Trustee and any agent of the Depositor, the Servicer, the Trust Administrator or the Trustee may treat the Person in whose name this Certificate is registered as the owner hereof for all purposes, and none of the
Depositor, the Servicer, the Trust Administrator, the Trustee nor any such agent shall be affected by notice to the contrary.
The obligations created by the Agreement and the Trust Fund created thereby shall terminate upon payment to the Certificateholders of all amounts held by the Trust Administrator and required to be paid to them pursuant to the Agreement following the earlier of (i) the final payment or other liquidation (or any advance with respect thereto) of the last Mortgage Loan and REO Property remaining in the REMIC and (ii) the purchase by the party designated in the Agreement at a price determined as provided in the Agreement from the REMIC of all the Mortgage Loans and all property acquired in respect of such Mortgage Loans. The Agreement permits, but does not require, the party designated in the Agreement to purchase from the REMIC all the Mortgage Loans and all property acquired in respect of any Mortgage Loan at a price determined as provided in the Agreement. The exercise of such right will effect early retirement of the Certificates; however, such right to purchase is subject to the aggregate Stated Principal Balance of the Mortgage Loans at the time of purchase being less than 10% of the aggregate principal balance of the Mortgage Loans as of the Cut-off Date.
The recitals contained herein shall be taken as statements of the Depositor, and the Trustee assumes no responsibility for their correctness.
Unless the certificate of authentication hereon has been executed by the Trust Administrator, by manual signature, this Certificate shall not be entitled to any benefit under the Agreement or be valid for any purpose.
IN WITNESS WHEREOF, the Trust Administrator has caused this Certificate to be duly executed.
Dated: November ___, 2005
Citibank, N.A., as Trust Administrator
By:______________________________
Authorized Officer
CERTIFICATE OF AUTHENTICATION
This is one of the Certificates referred to in the within-mentioned Agreement.
Citibank, N.A., as Trust Administrator
By:______________________________
Authorized Signatory
ABBREVIATIONS
The following abbreviations, when used in the inscription on the face of this instrument, shall be construed as though they were written out in full according to applicable laws or regulations:
TEN COM - as tenants in common |
UNIF GIFT MIN ACT - Custodian |
TEN ENT - as tenants by the entireties |
(Cust) (Minor) under |
JT TEN - as joint tenants with right |
_______________ |
Additional abbreviations may also be used though not in the above list.
ASSIGNMENT
FOR VALUE RECEIVED, the undersigned hereby sell(s), assign(s) and transfer(s) unto _____________________________________________________________________________________
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(Please print or typewrite name, address including postal zip code, and Taxpayer Identification Number of assignee) a Percentage Interest equal to ____% evidenced by the within Asset-Backed Pass-Through Certificates and hereby authorize(s) the registration of transfer of such interest to assignee on the Certificate Register of the Trust Fund.
I (we) further direct the Trustee to issue a new Certificate of a like Percentage Interest and Class to the above named assignee and deliver such Certificate to the following address:
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Dated: |
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Signature by or on behalf of assignor |
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Signature Guaranteed |
DISTRIBUTION INSTRUCTIONS
The assignee should include the following for purposes of distribution:
Distributions shall be made, by wire transfer or otherwise, in immediately available | |||||||
funds to |
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for the account of |
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account number |
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or, if mailed by check, to | |||||
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Applicable statements should be mailed to |
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This information is provided by |
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assignee named above, or |
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its agent. |
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EXHIBIT A-4
FORM OF CLASS A-2C CERTIFICATE
UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION (“DTC”), TO THE TRUSTEE OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE, OR PAYMENT, AND ANY CERTIFICATE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE, OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.
SOLELY FOR U.S. FEDERAL INCOME TAX PURPOSES, THIS CERTIFICATE IS A “REGULAR INTEREST” IN A “REAL ESTATE MORTGAGE INVESTMENT CONDUIT,” AS THOSE TERMS ARE DEFINED, RESPECTIVELY, IN SECTIONS 860G AND 860D OF THE INTERNAL REVENUE CODE OF 1986 (THE “CODE”).
Series 0000-XX0 |
Xxxxxxxxx Certificate Principal Balance of the Class A-2C Certificates as of the Issue Date: $63,316,000.00 |
Pass-Through Rate: Variable |
Denomination: $63,316,000.00 |
Cut-off Date and date of Pooling and Servicing Agreement: November 1, 2005 |
Servicer: Ocwen Loan Servicing, LLC |
First Distribution Date: December 27, 2005 |
Trust Administrator: Citibank, N.A. |
No. 1 |
Trustee: U.S. Bank National Association |
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Issue Date: November 30, 2005 |
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CUSIP: 17307G P4 4 |
DISTRIBUTIONS IN REDUCTION OF THE CERTIFICATE PRINCIPAL BALANCE OF THIS CERTIFICATE MAY BE MADE MONTHLY AS SET FORTH HEREIN. ACCORDINGLY, THE OUTSTANDING CERTIFICATE PRINCIPAL BALANCE HEREOF AT ANY TIME MAY BE LESS THAN THE AMOUNT SHOWN ABOVE AS THE DENOMINATION OF THIS CERTIFICATE.
ASSET-BACKED PASS-THROUGH CERTIFICATE
evidencing a beneficial ownership interest in a Trust Fund (the “Trust Fund”) consisting primarily of a pool of conventional one- to four-family, fixed-rate and adjustable-rate, first lien and second lien mortgage loans (the “Mortgage Loans”) formed and sold by
CITIGROUP MORTGAGE LOAN TRUST INC.
THIS CERTIFICATE DOES NOT REPRESENT AN OBLIGATION OF OR INTEREST IN CITIGROUP MORTGAGE LOAN TRUST INC., THE SERVICER, THE TRUST ADMINISTRATOR, THE TRUSTEE OR ANY OF THEIR RESPECTIVE AFFILIATES. NEITHER THIS CERTIFICATE NOR THE UNDERLYING MORTGAGE LOANS ARE GUARANTEED BY ANY AGENCY OR INSTRUMENTALITY OF THE UNITED STATES.
This certifies that Cede & Co. is the registered owner of a Percentage Interest (obtained by dividing the denomination of this Certificate by the aggregate Certificate Principal Balance of the Class A-2C Certificates as of the Issue Date) in that certain beneficial ownership interest evidenced by all the Class A-2C Certificates in the REMIC created pursuant to a Pooling and Servicing Agreement, dated as specified above (the “Agreement”), among Citigroup Mortgage Loan Trust Inc. (hereinafter called the “Depositor,” which term includes any successor entity under the Agreement), the Servicer, the Trust Administrator and the Trustee, a summary of certain of the pertinent provisions of which is set forth hereafter. To the extent not defined herein, the capitalized terms used herein have the meanings assigned in the Agreement. This Certificate is issued under and is subject to the terms, provisions and conditions of the Agreement, to which Agreement the Holder of this Certificate by virtue of the acceptance hereof assents and by which such Holder is bound.
Pursuant to the terms of the Agreement, distributions will be made on the 25th day of each month or, if such 25th day is not a Business Day, the Business Day immediately following (a “Distribution Date”), commencing on the First Distribution Date specified above, to the Person in whose name this Certificate is registered on the Record Date, in an amount equal to the product of the Percentage Interest evidenced by this Certificate and the amount required to be distributed to the Holders of Class A-2C Certificates on such Distribution Date pursuant to the Agreement.
All distributions to the Holder of this Certificate under the Agreement will be made or caused to be made by the Trust Administrator by wire transfer in immediately available funds to the account of the Person entitled thereto if such Person shall have so notified the Trust Administrator in writing at least five Business Days prior to the Record Date immediately prior to such Distribution Date or otherwise by check mailed by first class mail to the address of the Person entitled thereto, as such name and address shall appear on the Certificate Register. Notwithstanding the above, the final distribution on this Certificate will be made after due notice by the Trust Administrator of the pendency of such distribution and only upon presentation and surrender of this Certificate at the office or agency appointed by the Trust Administrator for that purpose as provided in the Agreement.
This Certificate is one of a duly authorized issue of Certificates designated as Asset-Backed Pass-Through Certificates of the Series specified on the face hereof (herein called the “Certificates”) and representing the Percentage Interest specified above in the Class of Certificates to which the Certificate belongs.
The Certificates are limited in right of payment to certain collections and recoveries respecting the Mortgage Loans, all as more specifically set forth herein and in the Agreement. As provided in the Agreement, withdrawals from the Collection Account and the Distribution Account may be made from time to time for purposes other than distributions to Certificateholders, such purposes including reimbursement of advances made, or certain expenses incurred, with respect to the Mortgage Loans.
The Agreement permits, with certain exceptions therein provided, the amendment thereof and the modification of the rights and obligations of the Depositor, the Servicer, the Trust Administrator and the Trustee and the rights of the Certificateholders, under the Agreement at any time by the Depositor, the Servicer, the Trust Administrator and the Trustee with the consent of the Holders of Certificates entitled to at least 66% of the Voting Rights. Any such consent by the Holder of this Certificate shall be conclusive and binding on such Holder and upon all future Holders of this Certificate and of any Certificate issued upon the transfer hereof or in exchange herefor or in lieu hereof whether or not notation of such consent is made upon this Certificate. The Agreement also permits the amendment thereof, in certain limited circumstances, without the consent of the Holders of any of the Certificates.
As provided in the Agreement and subject to certain limitations therein set forth, the transfer of this Certificate is registrable in the Certificate Register upon surrender of this Certificate for registration of transfer at the offices or agencies appointed by the Trust Administrator as provided in the Agreement, duly endorsed by, or accompanied by an assignment in the form below or other written instrument of transfer in form satisfactory to the Trust Administrator duly executed by, the Holder hereof or such Holder's attorney duly authorized in writing, and thereupon one or more new Certificates of the same Class in authorized denominations evidencing the same aggregate Percentage Interest will be issued to the designated transferee or transferees.
The Certificates are issuable in fully registered form only without coupons in Classes and denominations representing Percentage Interests specified in the Agreement. As provided in the Agreement and subject to certain limitations therein set forth, the Certificates are exchangeable for new Certificates of the same Class in authorized denominations evidencing the same aggregate Percentage Interest, as requested by the Holder surrendering the same. No service charge will be made for any such registration of transfer or exchange of Certificates, but the Trust Administrator may require payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in connection with any transfer or exchange of Certificates.
The Depositor, the Servicer, the Trust Administrator, the Trustee and any agent of the Depositor, the Servicer, the Trust Administrator or the Trustee may treat the Person in whose name this Certificate is registered as the owner hereof for all purposes, and none of the
Depositor, the Servicer, the Trust Administrator, the Trustee nor any such agent shall be affected by notice to the contrary.
The obligations created by the Agreement and the Trust Fund created thereby shall terminate upon payment to the Certificateholders of all amounts held by the Trust Administrator and required to be paid to them pursuant to the Agreement following the earlier of (i) the final payment or other liquidation (or any advance with respect thereto) of the last Mortgage Loan and REO Property remaining in the REMIC and (ii) the purchase by the party designated in the Agreement at a price determined as provided in the Agreement from the REMIC of all the Mortgage Loans and all property acquired in respect of such Mortgage Loans. The Agreement permits, but does not require, the party designated in the Agreement to purchase from the REMIC all the Mortgage Loans and all property acquired in respect of any Mortgage Loan at a price determined as provided in the Agreement. The exercise of such right will effect early retirement of the Certificates; however, such right to purchase is subject to the aggregate Stated Principal Balance of the Mortgage Loans at the time of purchase being less than 10% of the aggregate principal balance of the Mortgage Loans as of the Cut-off Date.
The recitals contained herein shall be taken as statements of the Depositor, and the Trustee assumes no responsibility for their correctness.
Unless the certificate of authentication hereon has been executed by the Trust Administrator, by manual signature, this Certificate shall not be entitled to any benefit under the Agreement or be valid for any purpose.
IN WITNESS WHEREOF, the Trust Administrator has caused this Certificate to be duly executed.
Dated: November ___, 2005
Citibank, N.A., as Trust Administrator
By:______________________________
Authorized Officer
CERTIFICATE OF AUTHENTICATION
This is one of the Certificates referred to in the within-mentioned Agreement.
Citibank, N.A., as Trust Administrator
By:______________________________
Authorized Signatory
ABBREVIATIONS
The following abbreviations, when used in the inscription on the face of this instrument, shall be construed as though they were written out in full according to applicable laws or regulations:
TEN COM - as tenants in common |
UNIF GIFT MIN ACT - Custodian |
TEN ENT - as tenants by the entireties |
(Cust) (Minor) under |
JT TEN - as joint tenants with right |
_______________ |
Additional abbreviations may also be used though not in the above list.
ASSIGNMENT
FOR VALUE RECEIVED, the undersigned hereby sell(s), assign(s) and transfer(s) unto _____________________________________________________________________________________
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(Please print or typewrite name, address including postal zip code, and Taxpayer Identification Number of assignee) a Percentage Interest equal to ____% evidenced by the within Asset-Backed Pass-Through Certificates and hereby authorize(s) the registration of transfer of such interest to assignee on the Certificate Register of the Trust Fund.
I (we) further direct the Trustee to issue a new Certificate of a like Percentage Interest and Class to the above named assignee and deliver such Certificate to the following address:
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Dated: |
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Signature by or on behalf of assignor |
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Signature Guaranteed |
DISTRIBUTION INSTRUCTIONS
The assignee should include the following for purposes of distribution:
Distributions shall be made, by wire transfer or otherwise, in immediately available | |||||||
funds to |
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for the account of |
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account number |
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or, if mailed by check, to | |||||
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Applicable statements should be mailed to |
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This information is provided by |
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assignee named above, or |
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its agent. |
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EXHIBIT A-5
FORM OF CLASS A-2D CERTIFICATE
UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION (“DTC”), TO THE TRUSTEE OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE, OR PAYMENT, AND ANY CERTIFICATE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE, OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.
SOLELY FOR U.S. FEDERAL INCOME TAX PURPOSES, THIS CERTIFICATE IS A “REGULAR INTEREST” IN A “REAL ESTATE MORTGAGE INVESTMENT CONDUIT,” AS THOSE TERMS ARE DEFINED, RESPECTIVELY, IN SECTIONS 860G AND 860D OF THE INTERNAL REVENUE CODE OF 1986 (THE “CODE”).
Series 0000-XX0 |
Xxxxxxxxx Certificate Principal Balance of the Class A-2D Certificates as of the Issue Date: $45,466,000.00 |
Pass-Through Rate: Variable |
Denomination: $45,466,000.00 |
Cut-off Date and date of Pooling and Servicing Agreement: November 1, 2005 |
Servicer: Ocwen Loan Servicing, LLC |
First Distribution Date: December 27, 2005 |
Trust Administrator: Citibank, N.A. |
No. 1 |
Trustee: U.S. Bank National Association |
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Issue Date: November 30, 2005 |
|
CUSIP: 17307G P5 1 |
DISTRIBUTIONS IN REDUCTION OF THE CERTIFICATE PRINCIPAL BALANCE OF THIS CERTIFICATE MAY BE MADE MONTHLY AS SET FORTH HEREIN. ACCORDINGLY, THE OUTSTANDING CERTIFICATE PRINCIPAL BALANCE HEREOF AT ANY TIME MAY BE LESS THAN THE AMOUNT SHOWN ABOVE AS THE DENOMINATION OF THIS CERTIFICATE.
ASSET-BACKED PASS-THROUGH CERTIFICATE
evidencing a beneficial ownership interest in a Trust Fund (the “Trust Fund”) consisting primarily of a pool of conventional one- to four-family, fixed-rate and adjustable-rate, first lien and second lien mortgage loans (the “Mortgage Loans”) formed and sold by
CITIGROUP MORTGAGE LOAN TRUST INC.
THIS CERTIFICATE DOES NOT REPRESENT AN OBLIGATION OF OR INTEREST IN CITIGROUP MORTGAGE LOAN TRUST INC., THE SERVICER, THE TRUST ADMINISTRATOR, THE TRUSTEE OR ANY OF THEIR RESPECTIVE AFFILIATES. NEITHER THIS CERTIFICATE NOR THE UNDERLYING MORTGAGE LOANS ARE GUARANTEED BY ANY AGENCY OR INSTRUMENTALITY OF THE UNITED STATES.
This certifies that Cede & Co. is the registered owner of a Percentage Interest (obtained by dividing the denomination of this Certificate by the aggregate Certificate Principal Balance of the Class A-2D Certificates as of the Issue Date) in that certain beneficial ownership interest evidenced by all the Class A-2D Certificates in the REMIC created pursuant to a Pooling and Servicing Agreement, dated as specified above (the “Agreement”), among Citigroup Mortgage Loan Trust Inc. (hereinafter called the “Depositor,” which term includes any successor entity under the Agreement), the Servicer, the Trust Administrator and the Trustee, a summary of certain of the pertinent provisions of which is set forth hereafter. To the extent not defined herein, the capitalized terms used herein have the meanings assigned in the Agreement. This Certificate is issued under and is subject to the terms, provisions and conditions of the Agreement, to which Agreement the Holder of this Certificate by virtue of the acceptance hereof assents and by which such Holder is bound.
Pursuant to the terms of the Agreement, distributions will be made on the 25th day of each month or, if such 25th day is not a Business Day, the Business Day immediately following (a “Distribution Date”), commencing on the First Distribution Date specified above, to the Person in whose name this Certificate is registered on the Record Date, in an amount equal to the product of the Percentage Interest evidenced by this Certificate and the amount required to be distributed to the Holders of Class A-2D Certificates on such Distribution Date pursuant to the Agreement.
All distributions to the Holder of this Certificate under the Agreement will be made or caused to be made by the Trust Administrator by wire transfer in immediately available funds to the account of the Person entitled thereto if such Person shall have so notified the Trust Administrator in writing at least five Business Days prior to the Record Date immediately prior to such Distribution Date or otherwise by check mailed by first class mail to the address of the Person entitled thereto, as such name and address shall appear on the Certificate Register. Notwithstanding the above, the final distribution on this Certificate will be made after due notice by the Trust Administrator of the pendency of such distribution and only upon presentation and surrender of this Certificate at the office or agency appointed by the Trust Administrator for that purpose as provided in the Agreement.
This Certificate is one of a duly authorized issue of Certificates designated as Asset-Backed Pass-Through Certificates of the Series specified on the face hereof (herein called the “Certificates”) and representing the Percentage Interest specified above in the Class of Certificates to which the Certificate belongs.
The Certificates are limited in right of payment to certain collections and recoveries respecting the Mortgage Loans, all as more specifically set forth herein and in the Agreement. As provided in the Agreement, withdrawals from the Collection Account and the Distribution Account may be made from time to time for purposes other than distributions to Certificateholders, such purposes including reimbursement of advances made, or certain expenses incurred, with respect to the Mortgage Loans.
The Agreement permits, with certain exceptions therein provided, the amendment thereof and the modification of the rights and obligations of the Depositor, the Servicer, the Trust Administrator and the Trustee and the rights of the Certificateholders, under the Agreement at any time by the Depositor, the Servicer, the Trust Administrator and the Trustee with the consent of the Holders of Certificates entitled to at least 66% of the Voting Rights. Any such consent by the Holder of this Certificate shall be conclusive and binding on such Holder and upon all future Holders of this Certificate and of any Certificate issued upon the transfer hereof or in exchange herefor or in lieu hereof whether or not notation of such consent is made upon this Certificate. The Agreement also permits the amendment thereof, in certain limited circumstances, without the consent of the Holders of any of the Certificates.
As provided in the Agreement and subject to certain limitations therein set forth, the transfer of this Certificate is registrable in the Certificate Register upon surrender of this Certificate for registration of transfer at the offices or agencies appointed by the Trust Administrator as provided in the Agreement, duly endorsed by, or accompanied by an assignment in the form below or other written instrument of transfer in form satisfactory to the Trust Administrator duly executed by, the Holder hereof or such Holder's attorney duly authorized in writing, and thereupon one or more new Certificates of the same Class in authorized denominations evidencing the same aggregate Percentage Interest will be issued to the designated transferee or transferees.
The Certificates are issuable in fully registered form only without coupons in Classes and denominations representing Percentage Interests specified in the Agreement. As provided in the Agreement and subject to certain limitations therein set forth, the Certificates are exchangeable for new Certificates of the same Class in authorized denominations evidencing the same aggregate Percentage Interest, as requested by the Holder surrendering the same. No service charge will be made for any such registration of transfer or exchange of Certificates, but the Trust Administrator may require payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in connection with any transfer or exchange of Certificates.
The Depositor, the Servicer, the Trust Administrator the Trustee and any agent of the Depositor, the Servicer, the Trust Administrator or the Trustee may treat the Person in whose name this Certificate is registered as the owner hereof for all purposes, and none of the
Depositor, the Servicer, the Trust Administrator, the Trustee nor any such agent shall be affected by notice to the contrary.
The obligations created by the Agreement and the Trust Fund created thereby shall terminate upon payment to the Certificateholders of all amounts held by the Trust Administrator and required to be paid to them pursuant to the Agreement following the earlier of (i) the final payment or other liquidation (or any advance with respect thereto) of the last Mortgage Loan and REO Property remaining in the REMIC and (ii) the purchase by the party designated in the Agreement at a price determined as provided in the Agreement from the REMIC of all the Mortgage Loans and all property acquired in respect of such Mortgage Loans. The Agreement permits, but does not require, the party designated in the Agreement to purchase from the REMIC all the Mortgage Loans and all property acquired in respect of any Mortgage Loan at a price determined as provided in the Agreement. The exercise of such right will effect early retirement of the Certificates; however, such right to purchase is subject to the aggregate Stated Principal Balance of the Mortgage Loans at the time of purchase being less than 10% of the aggregate principal balance of the Mortgage Loans as of the Cut-off Date.
The recitals contained herein shall be taken as statements of the Depositor, and the Trustee assumes no responsibility for their correctness.
Unless the certificate of authentication hereon has been executed by the Trust Administrator, by manual signature, this Certificate shall not be entitled to any benefit under the Agreement or be valid for any purpose.
IN WITNESS WHEREOF, the Trust Administrator has caused this Certificate to be duly executed.
Dated: November ___, 2005
Citibank, N.A., as Trust Administrator
By:______________________________
Authorized Officer
CERTIFICATE OF AUTHENTICATION
This is one of the Certificates referred to in the within-mentioned Agreement.
Citibank, N.A., as Trust Administrator
By:______________________________
Authorized Signatory
ABBREVIATIONS
The following abbreviations, when used in the inscription on the face of this instrument, shall be construed as though they were written out in full according to applicable laws or regulations:
TEN COM - as tenants in common |
UNIF GIFT MIN ACT - Custodian |
TEN ENT - as tenants by the entireties |
(Cust) (Minor) under |
JT TEN - as joint tenants with right |
_______________ |
Additional abbreviations may also be used though not in the above list.
ASSIGNMENT
FOR VALUE RECEIVED, the undersigned hereby sell(s), assign(s) and transfer(s) unto _____________________________________________________________________________________
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|
(Please print or typewrite name, address including postal zip code, and Taxpayer Identification Number of assignee) a Percentage Interest equal to _________% evidenced by the within Asset-Backed Pass-Through Certificates and hereby authorize(s) the registration of transfer of such interest to assignee on the Certificate Register of the Trust Fund.
I (we) further direct the Trustee to issue a new Certificate of a like Percentage Interest and Class to the above named assignee and deliver such Certificate to the following address:
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. |
Dated: |
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Signature by or on behalf of assignor |
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Signature Guaranteed |
DISTRIBUTION INSTRUCTIONS
The assignee should include the following for purposes of distribution:
Distributions shall be made, by wire transfer or otherwise, in immediately available | |||||||
funds to |
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| |||||||
for the account of |
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account number |
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or, if mailed by check, to | |||||
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Applicable statements should be mailed to |
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This information is provided by |
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assignee named above, or |
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its agent. |
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EXHIBIT A-6
FORM OF CLASS M-1 CERTIFICATE
UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION (“DTC”), TO THE TRUSTEE OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE, OR PAYMENT, AND ANY CERTIFICATE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE, OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.
SOLELY FOR U.S. FEDERAL INCOME TAX PURPOSES, THIS CERTIFICATE IS A “REGULAR INTEREST” IN A “REAL ESTATE MORTGAGE INVESTMENT CONDUIT,” AS THOSE TERMS ARE DEFINED, RESPECTIVELY, IN SECTIONS 860G AND 860D OF THE INTERNAL REVENUE CODE OF 1986 (THE “CODE”).
THIS CERTIFICATE IS SUBORDINATE TO THE CLASS A CERTIFICATES TO THE EXTENT DESCRIBED IN THE POOLING AND SERVICING AGREEMENT REFERRED TO HEREIN.
Series 0000-XX0 |
Xxxxxxxxx Certificate Principal Balance of the Class M-1 Certificates as of the Issue Date: $33,738,000.00 |
Pass-Through Rate: Variable |
Denomination: $33,738,000.00 |
Cut-off Date and date of Pooling and Servicing Agreement: November 1, 2005 |
Servicer: Ocwen Loan Servicing, LLC |
First Distribution Date: December 27, 2005 |
Trust Administrator: Citibank, N.A. |
No. 1 |
Trustee: U.S. Bank National Association |
|
Issue Date: November 30, 2005 |
|
CUSIP: 17307G P6 9 |
DISTRIBUTIONS IN REDUCTION OF THE CERTIFICATE PRINCIPAL BALANCE OF THIS CERTIFICATE MAY BE MADE MONTHLY AS SET FORTH HEREIN. ACCORDINGLY, THE OUTSTANDING CERTIFICATE PRINCIPAL BALANCE HEREOF AT ANY TIME MAY BE LESS THAN THE AMOUNT SHOWN ABOVE AS THE DENOMINATION OF THIS CERTIFICATE.
ASSET-BACKED PASS-THROUGH CERTIFICATE
evidencing a beneficial ownership interest in a Trust Fund (the “Trust Fund”) consisting primarily of a pool of conventional one- to four-family, fixed-rate and adjustable-rate, first lien and second lien mortgage loans (the “Mortgage Loans”) formed and sold by
CITIGROUP MORTGAGE LOAN TRUST INC.
THIS CERTIFICATE DOES NOT REPRESENT AN OBLIGATION OF OR INTEREST IN CITIGROUP MORTGAGE LOAN TRUST INC., THE SERVICER, THE TRUST ADMINISTRATOR, THE TRUSTEE OR ANY OF THEIR RESPECTIVE AFFILIATES. NEITHER THIS CERTIFICATE NOR THE UNDERLYING MORTGAGE LOANS ARE GUARANTEED BY ANY AGENCY OR INSTRUMENTALITY OF THE UNITED STATES.
This certifies that Cede & Co. is the registered owner of a Percentage Interest (obtained by dividing the denomination of this Certificate by the aggregate Certificate Principal Balance of the Class M-1 Certificates as of the Issue Date) in that certain beneficial ownership interest evidenced by all the Class M-1 Certificates in the REMIC created pursuant to a Pooling and Servicing Agreement, dated as specified above (the “Agreement”), among Citigroup Mortgage Loan Trust Inc. (hereinafter called the “Depositor,” which term includes any successor entity under the Agreement), the Servicer, the Trust Administrator and the Trustee, a summary of certain of the pertinent provisions of which is set forth hereafter. To the extent not defined herein, the capitalized terms used herein have the meanings assigned in the Agreement. This Certificate is issued under and is subject to the terms, provisions and conditions of the Agreement, to which Agreement the Holder of this Certificate by virtue of the acceptance hereof assents and by which such Holder is bound.
Pursuant to the terms of the Agreement, distributions will be made on the 25th day of each month or, if such 25th day is not a Business Day, the Business Day immediately following (a “Distribution Date”), commencing on the First Distribution Date specified above, to the Person in whose name this Certificate is registered on the Record Date, in an amount equal to the product of the Percentage Interest evidenced by this Certificate and the amount required to be distributed to the Holders of Class M-1 Certificates on such Distribution Date pursuant to the Agreement.
All distributions to the Holder of this Certificate under the Agreement will be made or caused to be made by the Trust Administrator by wire transfer in immediately available funds to the account of the Person entitled thereto if such Person shall have so notified the Trust Administrator in writing at least five Business Days prior to the Record Date immediately prior to such Distribution Date or otherwise by check mailed by first class mail to the address of the Person entitled thereto, as such name and address shall appear on the Certificate Register. Notwithstanding the above, the final distribution on this Certificate will be made after due notice by the Trust Administrator of the pendency of such distribution and only upon presentation and surrender of this Certificate at the office or agency appointed by the Trust Administrator for that purpose as provided in the Agreement.
This Certificate is one of a duly authorized issue of Certificates designated as Asset-Backed Pass-Through Certificates of the Series specified on the face hereof (herein called the “Certificates”) and representing the Percentage Interest specified above in the Class of Certificates to which the Certificate belongs.
The Certificates are limited in right of payment to certain collections and recoveries respecting the Mortgage Loans, all as more specifically set forth herein and in the Agreement. As provided in the Agreement, withdrawals from the Collection Account and the Distribution Account may be made from time to time for purposes other than distributions to Certificateholders, such purposes including reimbursement of advances made, or certain expenses incurred, with respect to the Mortgage Loans.
The Agreement permits, with certain exceptions therein provided, the amendment thereof and the modification of the rights and obligations of the Depositor, the Servicer, the Trust Administrator and the Trustee and the rights of the Certificateholders, under the Agreement at any time by the Depositor, the Servicer, the Trust Administrator and the Trustee with the consent of the Holders of Certificates entitled to at least 66% of the Voting Rights. Any such consent by the Holder of this Certificate shall be conclusive and binding on such Holder and upon all future Holders of this Certificate and of any Certificate issued upon the transfer hereof or in exchange herefor or in lieu hereof whether or not notation of such consent is made upon this Certificate. The Agreement also permits the amendment thereof, in certain limited circumstances, without the consent of the Holders of any of the Certificates.
As provided in the Agreement and subject to certain limitations therein set forth, the transfer of this Certificate is registrable in the Certificate Register upon surrender of this Certificate for registration of transfer at the offices or agencies appointed by the Trust Administrator as provided in the Agreement, duly endorsed by, or accompanied by an assignment in the form below or other written instrument of transfer in form satisfactory to the Trust Administrator duly executed by, the Holder hereof or such Holder's attorney duly authorized in writing, and thereupon one or more new Certificates of the same Class in authorized denominations evidencing the same aggregate Percentage Interest will be issued to the designated transferee or transferees.
The Certificates are issuable in fully registered form only without coupons in Classes and denominations representing Percentage Interests specified in the Agreement. As provided in the Agreement and subject to certain limitations therein set forth, the Certificates are exchangeable for new Certificates of the same Class in authorized denominations evidencing the same aggregate Percentage Interest, as requested by the Holder surrendering the same. No service charge will be made for any such registration of transfer or exchange of Certificates, but the Trust Administrator may require payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in connection with any transfer or exchange of Certificates.
The Depositor, the Servicer, the Trust Administrator, the Trustee and any agent of the Depositor, the Servicer, the Trust Administrator or the Trustee may treat the Person in whose name this Certificate is registered as the owner hereof for all purposes, and none of the
Depositor, the Servicer, the Trust Administrator, the Trustee nor any such agent shall be affected by notice to the contrary.
The obligations created by the Agreement and the Trust Fund created thereby shall terminate upon payment to the Certificateholders of all amounts held by the Trust Administrator and required to be paid to them pursuant to the Agreement following the earlier of (i) the final payment or other liquidation (or any advance with respect thereto) of the last Mortgage Loan and REO Property remaining in the REMIC and (ii) the purchase by the party designated in the Agreement at a price determined as provided in the Agreement from the REMIC of all the Mortgage Loans and all property acquired in respect of such Mortgage Loans. The Agreement permits, but does not require, the party designated in the Agreement to purchase from the REMIC all the Mortgage Loans and all property acquired in respect of any Mortgage Loan at a price determined as provided in the Agreement. The exercise of such right will effect early retirement of the Certificates; however, such right to purchase is subject to the aggregate Stated Principal Balance of the Mortgage Loans at the time of purchase being less than 10% of the aggregate principal balance of the Mortgage Loans as of the Cut-off Date.
The recitals contained herein shall be taken as statements of the Depositor, and the Trustee assumes no responsibility for their correctness.
Unless the certificate of authentication hereon has been executed by the Trust Administrator, by manual signature, this Certificate shall not be entitled to any benefit under the Agreement or be valid for any purpose.
IN WITNESS WHEREOF, the Trust Administrator has caused this Certificate to be duly executed.
Dated: November ___, 2005
Citibank, N.A., as Trust Administrator
By:______________________________
Authorized Officer
CERTIFICATE OF AUTHENTICATION
This is one of the Certificates referred to in the within-mentioned Agreement.
Citibank, N.A., as Trust Administrator
By:______________________________
Authorized Signatory
ABBREVIATIONS
The following abbreviations, when used in the inscription on the face of this instrument, shall be construed as though they were written out in full according to applicable laws or regulations:
TEN COM - as tenants in common |
UNIF GIFT MIN ACT - Custodian |
TEN ENT - as tenants by the entireties |
(Cust) (Minor) under |
JT TEN - as joint tenants with right |
_______________ |
Additional abbreviations may also be used though not in the above list.
ASSIGNMENT
FOR VALUE RECEIVED, the undersigned hereby sell(s), assign(s) and transfer(s) unto _____________________________________________________________________________________
|
|
(Please print or typewrite name, address including postal zip code, and Taxpayer Identification Number of assignee) a Percentage Interest equal to _________% evidenced by the within Asset-Backed Pass-Through Certificates and hereby authorize(s) the registration of transfer of such interest to assignee on the Certificate Register of the Trust Fund.
I (we) further direct the Trustee to issue a new Certificate of a like Percentage Interest and Class to the above named assignee and deliver such Certificate to the following address:
| |
|
. |
Dated: |
|
|
Signature by or on behalf of assignor |
|
|
|
|
|
|
|
Signature Guaranteed |
DISTRIBUTION INSTRUCTIONS
The assignee should include the following for purposes of distribution:
Distributions shall be made, by wire transfer or otherwise, in immediately available | |||||||
funds to |
| ||||||
| |||||||
for the account of |
| ||||||
account number |
|
or, if mailed by check, to | |||||
| |||||||
Applicable statements should be mailed to |
| ||||||
| |||||||
| |||||||
This information is provided by |
| ||||||
assignee named above, or |
| ||||||
its agent. |
| ||||||
EXHIBIT A-7
FORM OF CLASS M-2 CERTIFICATE
UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION (“DTC”), TO THE TRUSTEE OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE, OR PAYMENT, AND ANY CERTIFICATE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE, OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.
SOLELY FOR U.S. FEDERAL INCOME TAX PURPOSES, THIS CERTIFICATE IS A “REGULAR INTEREST” IN A “REAL ESTATE MORTGAGE INVESTMENT CONDUIT,” AS THOSE TERMS ARE DEFINED, RESPECTIVELY, IN SECTIONS 860G AND 860D OF THE INTERNAL REVENUE CODE OF 1986 (THE “CODE”).
THIS CERTIFICATE IS SUBORDINATE TO THE CLASS A CERTIFICATES AND THE CLASS M-1 CERTIFICATES TO THE EXTENT DESCRIBED IN THE POOLING AND SERVICING AGREEMENT REFERRED TO HEREIN.
Series 0000-XX0 |
Xxxxxxxxx Certificate Principal Balance of the Class M-2 Certificates as of the Issue Date: $30,965,000.00 |
Pass-Through Rate: Variable |
Denomination: $30,965,000.00 |
Cut-off Date and date of Pooling and Servicing Agreement: November 1, 2005 |
Servicer: Ocwen Loan Servicing, LLC |
First Distribution Date: December 27, 2005 |
Trust Administrator: Citibank, N.A. |
No. 1 |
Trustee: U.S. Bank National Association |
|
Issue Date: November 30, 2005 |
|
CUSIP: 17307G P7 7 |
DISTRIBUTIONS IN REDUCTION OF THE CERTIFICATE PRINCIPAL BALANCE OF THIS CERTIFICATE MAY BE MADE MONTHLY AS SET FORTH HEREIN. ACCORDINGLY, THE OUTSTANDING CERTIFICATE PRINCIPAL BALANCE HEREOF AT ANY TIME MAY BE LESS THAN THE AMOUNT SHOWN ABOVE AS THE DENOMINATION OF THIS CERTIFICATE.
ASSET-BACKED PASS-THROUGH CERTIFICATE
evidencing a beneficial ownership interest in a Trust Fund (the “Trust Fund”) consisting primarily of a pool of conventional one- to four-family, fixed-rate and adjustable-rate, first lien and second lien mortgage loans (the “Mortgage Loans”) formed and sold by
CITIGROUP MORTGAGE LOAN TRUST INC.
THIS CERTIFICATE DOES NOT REPRESENT AN OBLIGATION OF OR INTEREST IN CITIGROUP MORTGAGE LOAN TRUST INC., THE SERVICER, THE TRUST ADMINISTRATOR, THE TRUSTEE OR ANY OF THEIR RESPECTIVE AFFILIATES. NEITHER THIS CERTIFICATE NOR THE UNDERLYING MORTGAGE LOANS ARE GUARANTEED BY ANY AGENCY OR INSTRUMENTALITY OF THE UNITED STATES.
This certifies that Cede & Co. is the registered owner of a Percentage Interest (obtained by dividing the denomination of this Certificate by the aggregate Certificate Principal Balance of the Class M-2 Certificates as of the Issue Date) in that certain beneficial ownership interest evidenced by all the Class M-2 Certificates in the REMIC created pursuant to a Pooling and Servicing Agreement, dated as specified above (the “Agreement”), among Citigroup Mortgage Loan Trust Inc. (hereinafter called the “Depositor,” which term includes any successor entity under the Agreement), the Servicer, the Trust Administrator and the Trustee, a summary of certain of the pertinent provisions of which is set forth hereafter. To the extent not defined herein, the capitalized terms used herein have the meanings assigned in the Agreement. This Certificate is issued under and is subject to the terms, provisions and conditions of the Agreement, to which Agreement the Holder of this Certificate by virtue of the acceptance hereof assents and by which such Holder is bound.
Pursuant to the terms of the Agreement, distributions will be made on the 25th day of each month or, if such 25th day is not a Business Day, the Business Day immediately following (a “Distribution Date”), commencing on the First Distribution Date specified above, to the Person in whose name this Certificate is registered on the Record Date, in an amount equal to the product of the Percentage Interest evidenced by this Certificate and the amount required to be distributed to the Holders of Class M-2 Certificates on such Distribution Date pursuant to the Agreement.
All distributions to the Holder of this Certificate under the Agreement will be made or caused to be made by the Trust Administrator by wire transfer in immediately available funds to the account of the Person entitled thereto if such Person shall have so notified the Trust Administrator in writing at least five Business Days prior to the Record Date immediately prior to such Distribution Date or otherwise by check mailed by first class mail to the address of the Person entitled thereto, as such name and address shall appear on the Certificate Register. Notwithstanding the above, the final distribution on this Certificate will be made after due notice by the Trust Administrator of the pendency of such distribution and only upon presentation and surrender of this Certificate at the office or agency appointed by the Trust Administrator for that purpose as provided in the Agreement.
This Certificate is one of a duly authorized issue of Certificates designated as Asset-Backed Pass-Through Certificates of the Series specified on the face hereof (herein called the “Certificates”) and representing the Percentage Interest specified above in the Class of Certificates to which the Certificate belongs.
The Certificates are limited in right of payment to certain collections and recoveries respecting the Mortgage Loans, all as more specifically set forth herein and in the Agreement. As provided in the Agreement, withdrawals from the Collection Account and the Distribution Account may be made from time to time for purposes other than distributions to Certificateholders, such purposes including reimbursement of advances made, or certain expenses incurred, with respect to the Mortgage Loans.
The Agreement permits, with certain exceptions therein provided, the amendment thereof and the modification of the rights and obligations of the Depositor, the Servicer, the Trust Administrator and the Trustee and the rights of the Certificateholders, under the Agreement at any time by the Depositor, the Servicer, the Trust Administrator and the Trustee with the consent of the Holders of Certificates entitled to at least 66% of the Voting Rights. Any such consent by the Holder of this Certificate shall be conclusive and binding on such Holder and upon all future Holders of this Certificate and of any Certificate issued upon the transfer hereof or in exchange herefor or in lieu hereof whether or not notation of such consent is made upon this Certificate. The Agreement also permits the amendment thereof, in certain limited circumstances, without the consent of the Holders of any of the Certificates.
As provided in the Agreement and subject to certain limitations therein set forth, the transfer of this Certificate is registrable in the Certificate Register upon surrender of this Certificate for registration of transfer at the offices or agencies appointed by the Trust Administrator as provided in the Agreement, duly endorsed by, or accompanied by an assignment in the form below or other written instrument of transfer in form satisfactory to the Trust Administrator duly executed by, the Holder hereof or such Holder's attorney duly authorized in writing, and thereupon one or more new Certificates of the same Class in authorized denominations evidencing the same aggregate Percentage Interest will be issued to the designated transferee or transferees.
The Certificates are issuable in fully registered form only without coupons in Classes and denominations representing Percentage Interests specified in the Agreement. As provided in the Agreement and subject to certain limitations therein set forth, the Certificates are exchangeable for new Certificates of the same Class in authorized denominations evidencing the same aggregate Percentage Interest, as requested by the Holder surrendering the same. No service charge will be made for any such registration of transfer or exchange of Certificates, but the Trust Administrator may require payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in connection with any transfer or exchange of Certificates.
The Depositor, the Servicer, the Trust Administrator, the Trustee and any agent of the Depositor, the Servicer, the Trust Administrator or the Trustee may treat the Person in whose name this Certificate is registered as the owner hereof for all purposes, and none of the
Depositor, the Servicer, the Trust Administrator, the Trustee nor any such agent shall be affected by notice to the contrary.
The obligations created by the Agreement and the Trust Fund created thereby shall terminate upon payment to the Certificateholders of all amounts held by the Trust Administrator and required to be paid to them pursuant to the Agreement following the earlier of (i) the final payment or other liquidation (or any advance with respect thereto) of the last Mortgage Loan and REO Property remaining in the REMIC and (ii) the purchase by the party designated in the Agreement at a price determined as provided in the Agreement from the REMIC of all the Mortgage Loans and all property acquired in respect of such Mortgage Loans. The Agreement permits, but does not require, the party designated in the Agreement to purchase from the REMIC all the Mortgage Loans and all property acquired in respect of any Mortgage Loan at a price determined as provided in the Agreement. The exercise of such right will effect early retirement of the Certificates; however, such right to purchase is subject to the aggregate Stated Principal Balance of the Mortgage Loans at the time of purchase being less than 10% of the aggregate principal balance of the Mortgage Loans as of the Cut-off Date.
The recitals contained herein shall be taken as statements of the Depositor, and the Trustee assumes no responsibility for their correctness.
Unless the certificate of authentication hereon has been executed by the Trust Administrator, by manual signature, this Certificate shall not be entitled to any benefit under the Agreement or be valid for any purpose.
IN WITNESS WHEREOF, the Trust Administrator has caused this Certificate to be duly executed.
Dated: November ___, 2005
Citibank, N.A., as Trust Administrator
By:______________________________
Authorized Officer
CERTIFICATE OF AUTHENTICATION
This is one of the Certificates referred to in the within-mentioned Agreement.
Citibank, N.A., as Trust Administrator
By:______________________________
Authorized Signatory
ABBREVIATIONS
The following abbreviations, when used in the inscription on the face of this instrument, shall be construed as though they were written out in full according to applicable laws or regulations:
TEN COM - as tenants in common |
UNIF GIFT MIN ACT - Custodian |
TEN ENT - as tenants by the entireties |
(Cust) (Minor) under |
JT TEN - as joint tenants with right |
_______________ |
Additional abbreviations may also be used though not in the above list.
ASSIGNMENT
FOR VALUE RECEIVED, the undersigned hereby sell(s), assign(s) and transfer(s) unto _____________________________________________________________________________________
|
|
(Please print or typewrite name, address including postal zip code, and Taxpayer Identification Number of assignee) a Percentage Interest equal to _________% evidenced by the within Asset-Backed Pass-Through Certificates and hereby authorize(s) the registration of transfer of such interest to assignee on the Certificate Register of the Trust Fund.
I (we) further direct the Trustee to issue a new Certificate of a like Percentage Interest and Class to the above named assignee and deliver such Certificate to the following address:
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. |
Dated: |
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Signature by or on behalf of assignor |
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|
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Signature Guaranteed |
DISTRIBUTION INSTRUCTIONS
The assignee should include the following for purposes of distribution:
Distributions shall be made, by wire transfer or otherwise, in immediately available | |||||||
funds to |
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for the account of |
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account number |
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or, if mailed by check, to | |||||
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Applicable statements should be mailed to |
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This information is provided by |
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assignee named above, or |
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its agent. |
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EXHIBIT A-8
FORM OF CLASS M-3 CERTIFICATE
UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION (“DTC”), TO THE TRUSTEE OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE, OR PAYMENT, AND ANY CERTIFICATE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE, OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.
SOLELY FOR U.S. FEDERAL INCOME TAX PURPOSES, THIS CERTIFICATE IS A “REGULAR INTEREST” IN A “REAL ESTATE MORTGAGE INVESTMENT CONDUIT,” AS THOSE TERMS ARE DEFINED, RESPECTIVELY, IN SECTIONS 860G AND 860D OF THE INTERNAL REVENUE CODE OF 1986 (THE “CODE”).
THIS CERTIFICATE IS SUBORDINATE TO THE CLASS A CERTIFICATES, THE CLASS M-1 CERTIFICATES AND THE CLASS M-2 CERTIFICATES TO THE EXTENT DESCRIBED IN THE POOLING AND SERVICING AGREEMENT REFERRED TO HEREIN.
Series 0000-XX0 |
Xxxxxxxxx Certificate Principal Balance of the Class M-3 Certificates as of the Issue Date: $21,722,000.00 |
Pass-Through Rate: Variable |
Denomination: : $21,722,000.00 |
Cut-off Date and date of Pooling and Servicing Agreement: November 1, 2005 |
Servicer: Ocwen Loan Servicing, LLC |
First Distribution Date: December 27, 2005 |
Trust Administrator: Citibank, N.A. |
No. 1 |
Trustee: U.S. Bank National Association |
|
Issue Date: November 30, 2005 |
|
CUSIP: 17307G P8 5 |
DISTRIBUTIONS IN REDUCTION OF THE CERTIFICATE PRINCIPAL BALANCE OF THIS CERTIFICATE MAY BE MADE MONTHLY AS SET FORTH HEREIN. ACCORDINGLY, THE OUTSTANDING CERTIFICATE PRINCIPAL BALANCE HEREOF AT ANY TIME MAY BE LESS THAN THE AMOUNT SHOWN ABOVE AS THE DENOMINATION OF THIS CERTIFICATE.
ASSET-BACKED PASS-THROUGH CERTIFICATE
evidencing a beneficial ownership interest in a Trust Fund (the “Trust Fund”) consisting primarily of a pool of conventional one- to four-family, fixed-rate and adjustable-rate, first lien and second lien mortgage loans (the “Mortgage Loans”) formed and sold by
CITIGROUP MORTGAGE LOAN TRUST INC.
THIS CERTIFICATE DOES NOT REPRESENT AN OBLIGATION OF OR INTEREST IN CITIGROUP MORTGAGE LOAN TRUST INC., THE SERVICER, THE TRUST ADMINISTRATOR, THE TRUSTEE OR ANY OF THEIR RESPECTIVE AFFILIATES. NEITHER THIS CERTIFICATE NOR THE UNDERLYING MORTGAGE LOANS ARE GUARANTEED BY ANY AGENCY OR INSTRUMENTALITY OF THE UNITED STATES.
This certifies that Cede & Co. is the registered owner of a Percentage Interest (obtained by dividing the denomination of this Certificate by the aggregate Certificate Principal Balance of the Class M-3 Certificates as of the Issue Date) in that certain beneficial ownership interest evidenced by all the Class M-3 Certificates in the REMIC created pursuant to a Pooling and Servicing Agreement, dated as specified above (the “Agreement”), among Citigroup Mortgage Loan Trust Inc. (hereinafter called the “Depositor,” which term includes any successor entity under the Agreement), the Servicer, the Trust Administrator and the Trustee, a summary of certain of the pertinent provisions of which is set forth hereafter. To the extent not defined herein, the capitalized terms used herein have the meanings assigned in the Agreement. This Certificate is issued under and is subject to the terms, provisions and conditions of the Agreement, to which Agreement the Holder of this Certificate by virtue of the acceptance hereof assents and by which such Holder is bound.
Pursuant to the terms of the Agreement, distributions will be made on the 25th day of each month or, if such 25th day is not a Business Day, the Business Day immediately following (a “Distribution Date”), commencing on the First Distribution Date specified above, to the Person in whose name this Certificate is registered on the Record Date, in an amount equal to the product of the Percentage Interest evidenced by this Certificate and the amount required to be distributed to the Holders of Class M-3 Certificates on such Distribution Date pursuant to the Agreement.
All distributions to the Holder of this Certificate under the Agreement will be made or caused to be made by the Trust Administrator by wire transfer in immediately available funds to the account of the Person entitled thereto if such Person shall have so notified the Trust Administrator in writing at least five Business Days prior to the Record Date immediately prior to such Distribution Date or otherwise by check mailed by first class mail to the address of the Person entitled thereto, as such name and address shall appear on the Certificate Register. Notwithstanding the above, the final distribution on this Certificate will be made after due notice by the Trust Administrator of the pendency of such distribution and only upon presentation and surrender of this Certificate at the office or agency appointed by the Trust Administrator for that purpose as provided in the Agreement.
This Certificate is one of a duly authorized issue of Certificates designated as Asset-Backed Pass-Through Certificates of the Series specified on the face hereof (herein called the “Certificates”) and representing the Percentage Interest specified above in the Class of Certificates to which the Certificate belongs.
The Certificates are limited in right of payment to certain collections and recoveries respecting the Mortgage Loans, all as more specifically set forth herein and in the Agreement. As provided in the Agreement, withdrawals from the Collection Account and the Distribution Account may be made from time to time for purposes other than distributions to Certificateholders, such purposes including reimbursement of advances made, or certain expenses incurred, with respect to the Mortgage Loans.
The Agreement permits, with certain exceptions therein provided, the amendment thereof and the modification of the rights and obligations of the Depositor, the Servicer, the Trust Administrator and the Trustee and the rights of the Certificateholders, under the Agreement at any time by the Depositor, the Servicer, the Trust Administrator and the Trustee with the consent of the Holders of Certificates entitled to at least 66% of the Voting Rights. Any such consent by the Holder of this Certificate shall be conclusive and binding on such Holder and upon all future Holders of this Certificate and of any Certificate issued upon the transfer hereof or in exchange herefor or in lieu hereof whether or not notation of such consent is made upon this Certificate. The Agreement also permits the amendment thereof, in certain limited circumstances, without the consent of the Holders of any of the Certificates.
As provided in the Agreement and subject to certain limitations therein set forth, the transfer of this Certificate is registrable in the Certificate Register upon surrender of this Certificate for registration of transfer at the offices or agencies appointed by the Trust Administrator as provided in the Agreement, duly endorsed by, or accompanied by an assignment in the form below or other written instrument of transfer in form satisfactory to the Trust Administrator duly executed by, the Holder hereof or such Holder's attorney duly authorized in writing, and thereupon one or more new Certificates of the same Class in authorized denominations evidencing the same aggregate Percentage Interest will be issued to the designated transferee or transferees.
The Certificates are issuable in fully registered form only without coupons in Classes and denominations representing Percentage Interests specified in the Agreement. As provided in the Agreement and subject to certain limitations therein set forth, the Certificates are exchangeable for new Certificates of the same Class in authorized denominations evidencing the same aggregate Percentage Interest, as requested by the Holder surrendering the same. No service charge will be made for any such registration of transfer or exchange of Certificates, but the Trust Administrator may require payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in connection with any transfer or exchange of Certificates.
The Depositor, the Servicer, the Trust Administrator, the Trustee and any agent of the Depositor, the Servicer, the Trust Administrator or the Trustee may treat the Person in whose name this Certificate is registered as the owner hereof for all purposes, and none of the
Depositor, the Servicer, the Trust Administrator, the Trustee nor any such agent shall be affected by notice to the contrary.
The obligations created by the Agreement and the Trust Fund created thereby shall terminate upon payment to the Certificateholders of all amounts held by the Trust Administrator and required to be paid to them pursuant to the Agreement following the earlier of (i) the final payment or other liquidation (or any advance with respect thereto) of the last Mortgage Loan and REO Property remaining in the REMIC and (ii) the purchase by the party designated in the Agreement at a price determined as provided in the Agreement from the REMIC of all the Mortgage Loans and all property acquired in respect of such Mortgage Loans. The Agreement permits, but does not require, the party designated in the Agreement to purchase from the REMIC all the Mortgage Loans and all property acquired in respect of any Mortgage Loan at a price determined as provided in the Agreement. The exercise of such right will effect early retirement of the Certificates; however, such right to purchase is subject to the aggregate Stated Principal Balance of the Mortgage Loans at the time of purchase being less than 10% of the aggregate principal balance of the Mortgage Loans as of the Cut-off Date.
The recitals contained herein shall be taken as statements of the Depositor, and the Trustee assumes no responsibility for their correctness.
Unless the certificate of authentication hereon has been executed by the Trust Administrator, by manual signature, this Certificate shall not be entitled to any benefit under the Agreement or be valid for any purpose.
IN WITNESS WHEREOF, the Trust Administrator has caused this Certificate to be duly executed.
Dated: November ___, 2005
Citibank, N.A., as Trust Administrator
By:______________________________
Authorized Officer
CERTIFICATE OF AUTHENTICATION
This is one of the Certificates referred to in the within-mentioned Agreement.
Citibank, N.A., as Trust Administrator
By:______________________________
Authorized Signatory
ABBREVIATIONS
The following abbreviations, when used in the inscription on the face of this instrument, shall be construed as though they were written out in full according to applicable laws or regulations:
TEN COM - as tenants in common |
UNIF GIFT MIN ACT - Custodian |
TEN ENT - as tenants by the entireties |
(Cust) (Minor) under |
JT TEN - as joint tenants with right |
_______________ |
Additional abbreviations may also be used though not in the above list.
ASSIGNMENT
FOR VALUE RECEIVED, the undersigned hereby sell(s), assign(s) and transfer(s) unto _____________________________________________________________________________________
|
|
(Please print or typewrite name, address including postal zip code, and Taxpayer Identification Number of assignee) a Percentage Interest equal to _________% evidenced by the within Asset-Backed Pass-Through Certificates and hereby authorize(s) the registration of transfer of such interest to assignee on the Certificate Register of the Trust Fund.
I (we) further direct the Trustee to issue a new Certificate of a like Percentage Interest and Class to the above named assignee and deliver such Certificate to the following address:
| |
|
. |
Dated: |
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|
Signature by or on behalf of assignor |
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|
|
|
|
|
Signature Guaranteed |
DISTRIBUTION INSTRUCTIONS
The assignee should include the following for purposes of distribution:
Distributions shall be made, by wire transfer or otherwise, in immediately available | |||||||
funds to |
| ||||||
| |||||||
for the account of |
| ||||||
account number |
|
or, if mailed by check, to | |||||
| |||||||
Applicable statements should be mailed to |
| ||||||
| |||||||
| |||||||
This information is provided by |
| ||||||
assignee named above, or |
| ||||||
its agent. |
| ||||||
EXHIBIT A-9
FORM OF CLASS M-4 CERTIFICATE
UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION (“DTC”), TO THE TRUSTEE OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE, OR PAYMENT, AND ANY CERTIFICATE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE, OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.
SOLELY FOR U.S. FEDERAL INCOME TAX PURPOSES, THIS CERTIFICATE IS A “REGULAR INTEREST” IN A “REAL ESTATE MORTGAGE INVESTMENT CONDUIT,” AS THOSE TERMS ARE DEFINED, RESPECTIVELY, IN SECTIONS 860G AND 860D OF THE INTERNAL REVENUE CODE OF 1986 (THE “CODE”).
THIS CERTIFICATE IS SUBORDINATE TO THE CLASS A CERTIFICATES, THE CLASS M-1 CERTIFICATES, THE CLASS M-2 CERTIFICATES AND THE CLASS M-3 CERTIFICATES TO THE EXTENT DESCRIBED IN THE POOLING AND SERVICING AGREEMENT REFERRED TO HEREIN.
Series 0000-XX0 |
Xxxxxxxxx Certificate Principal Balance of the Class M-4 Certificates as of the Issue Date: $14,327,000.00 |
Pass-Through Rate: Variable |
Denomination: $14,327,000.00 |
Cut-off Date and date of Pooling and Servicing Agreement: November 1, 2005 |
Servicer: Ocwen Loan Servicing, LLC |
First Distribution Date: December 27, 2005 |
Trust Administrator: Citibank, N.A. |
No. 1 |
Trustee: U.S. Bank National Association |
|
Issue Date: November 30, 2005 |
|
CUSIP: 17307G P9 3 |
DISTRIBUTIONS IN REDUCTION OF THE CERTIFICATE PRINCIPAL BALANCE OF THIS CERTIFICATE MAY BE MADE MONTHLY AS SET FORTH HEREIN. ACCORDINGLY, THE OUTSTANDING CERTIFICATE PRINCIPAL BALANCE HEREOF AT ANY TIME MAY BE LESS THAN THE AMOUNT SHOWN ABOVE AS THE DENOMINATION OF THIS CERTIFICATE.
ASSET-BACKED PASS-THROUGH CERTIFICATE
evidencing a beneficial ownership interest in a Trust Fund (the “Trust Fund”) consisting primarily of a pool of conventional one- to four-family, fixed-rate and adjustable-rate, first lien and second lien mortgage loans (the “Mortgage Loans”) formed and sold by
CITIGROUP MORTGAGE LOAN TRUST INC.
THIS CERTIFICATE DOES NOT REPRESENT AN OBLIGATION OF OR INTEREST IN CITIGROUP MORTGAGE LOAN TRUST INC., THE SERVICER, THE TRUST ADMINISTRATOR, THE TRUSTEE OR ANY OF THEIR RESPECTIVE AFFILIATES. NEITHER THIS CERTIFICATE NOR THE UNDERLYING MORTGAGE LOANS ARE GUARANTEED BY ANY AGENCY OR INSTRUMENTALITY OF THE UNITED STATES.
This certifies that Cede & Co. is the registered owner of a Percentage Interest (obtained by dividing the denomination of this Certificate by the aggregate Certificate Principal Balance of the Class M-4 Certificates as of the Issue Date) in that certain beneficial ownership interest evidenced by all the Class M-4 Certificates in the REMIC created pursuant to a Pooling and Servicing Agreement, dated as specified above (the “Agreement”), among Citigroup Mortgage Loan Trust Inc. (hereinafter called the “Depositor,” which term includes any successor entity under the Agreement), the Servicer, the Trust Administrator and the Trustee, a summary of certain of the pertinent provisions of which is set forth hereafter. To the extent not defined herein, the capitalized terms used herein have the meanings assigned in the Agreement. This Certificate is issued under and is subject to the terms, provisions and conditions of the Agreement, to which Agreement the Holder of this Certificate by virtue of the acceptance hereof assents and by which such Holder is bound.
Pursuant to the terms of the Agreement, distributions will be made on the 25th day of each month or, if such 25th day is not a Business Day, the Business Day immediately following (a “Distribution Date”), commencing on the First Distribution Date specified above, to the Person in whose name this Certificate is registered on the Record Date, in an amount equal to the product of the Percentage Interest evidenced by this Certificate and the amount required to be distributed to the Holders of Class M-4 Certificates on such Distribution Date pursuant to the Agreement.
All distributions to the Holder of this Certificate under the Agreement will be made or caused to be made by the Trust Administrator by wire transfer in immediately available funds to the account of the Person entitled thereto if such Person shall have so notified the Trust Administrator in writing at least five Business Days prior to the Record Date immediately prior to such Distribution Date or otherwise by check mailed by first class mail to the address of the Person entitled thereto, as such name and address shall appear on the Certificate Register. Notwithstanding the above, the final distribution on this Certificate will be made after due notice by the Trust Administrator of the pendency of such distribution and only upon presentation and surrender of this Certificate at the office or agency appointed by the Trust Administrator for that purpose as provided in the Agreement.
This Certificate is one of a duly authorized issue of Certificates designated as Asset-Backed Pass-Through Certificates of the Series specified on the face hereof (herein called the “Certificates”) and representing the Percentage Interest specified above in the Class of Certificates to which the Certificate belongs.
The Certificates are limited in right of payment to certain collections and recoveries respecting the Mortgage Loans, all as more specifically set forth herein and in the Agreement. As provided in the Agreement, withdrawals from the Collection Account and the Distribution Account may be made from time to time for purposes other than distributions to Certificateholders, such purposes including reimbursement of advances made, or certain expenses incurred, with respect to the Mortgage Loans.
The Agreement permits, with certain exceptions therein provided, the amendment thereof and the modification of the rights and obligations of the Depositor, the Servicer, the Trust Administrator and the Trustee and the rights of the Certificateholders, under the Agreement at any time by the Depositor, the Servicer, the Trust Administrator and the Trustee with the consent of the Holders of Certificates entitled to at least 66% of the Voting Rights. Any such consent by the Holder of this Certificate shall be conclusive and binding on such Holder and upon all future Holders of this Certificate and of any Certificate issued upon the transfer hereof or in exchange herefor or in lieu hereof whether or not notation of such consent is made upon this Certificate. The Agreement also permits the amendment thereof, in certain limited circumstances, without the consent of the Holders of any of the Certificates.
As provided in the Agreement and subject to certain limitations therein set forth, the transfer of this Certificate is registrable in the Certificate Register upon surrender of this Certificate for registration of transfer at the offices or agencies appointed by the Trust Administrator as provided in the Agreement, duly endorsed by, or accompanied by an assignment in the form below or other written instrument of transfer in form satisfactory to the Trust Administrator duly executed by, the Holder hereof or such Holder's attorney duly authorized in writing, and thereupon one or more new Certificates of the same Class in authorized denominations evidencing the same aggregate Percentage Interest will be issued to the designated transferee or transferees.
The Certificates are issuable in fully registered form only without coupons in Classes and denominations representing Percentage Interests specified in the Agreement. As provided in the Agreement and subject to certain limitations therein set forth, the Certificates are exchangeable for new Certificates of the same Class in authorized denominations evidencing the same aggregate Percentage Interest, as requested by the Holder surrendering the same. No service charge will be made for any such registration of transfer or exchange of Certificates, but the Trust Administrator may require payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in connection with any transfer or exchange of Certificates.
The Depositor, the Servicer, the Trust Administrator, the Trustee and any agent of the Depositor, the Servicer, the Trust Administrator or the Trustee may treat the Person in whose name this Certificate is registered as the owner hereof for all purposes, and none of the
Depositor, the Servicer, the Trust Administrator, the Trustee nor any such agent shall be affected by notice to the contrary.
The obligations created by the Agreement and the Trust Fund created thereby shall terminate upon payment to the Certificateholders of all amounts held by the Trust Administrator and required to be paid to them pursuant to the Agreement following the earlier of (i) the final payment or other liquidation (or any advance with respect thereto) of the last Mortgage Loan and REO Property remaining in the REMIC and (ii) the purchase by the party designated in the Agreement at a price determined as provided in the Agreement from the REMIC of all the Mortgage Loans and all property acquired in respect of such Mortgage Loans. The Agreement permits, but does not require, the party designated in the Agreement to purchase from the REMIC all the Mortgage Loans and all property acquired in respect of any Mortgage Loan at a price determined as provided in the Agreement. The exercise of such right will effect early retirement of the Certificates; however, such right to purchase is subject to the aggregate Stated Principal Balance of the Mortgage Loans at the time of purchase being less than 10% of the aggregate principal balance of the Mortgage Loans as of the Cut-off Date.
The recitals contained herein shall be taken as statements of the Depositor, and the Trustee assumes no responsibility for their correctness.
Unless the certificate of authentication hereon has been executed by the Trust Administrator, by manual signature, this Certificate shall not be entitled to any benefit under the Agreement or be valid for any purpose.
IN WITNESS WHEREOF, the Trust Administrator has caused this Certificate to be duly executed.
Dated: November ___, 2005
Citibank, N.A., as Trust Administrator
By:______________________________
Authorized Officer
CERTIFICATE OF AUTHENTICATION
This is one of the Certificates referred to in the within-mentioned Agreement.
Citibank, N.A., as Trust Administrator
By:______________________________
Authorized Signatory
ABBREVIATIONS
The following abbreviations, when used in the inscription on the face of this instrument, shall be construed as though they were written out in full according to applicable laws or regulations:
TEN COM - as tenants in common |
UNIF GIFT MIN ACT - Custodian |
TEN ENT - as tenants by the entireties |
(Cust) (Minor) under |
JT TEN - as joint tenants with right |
_______________ |
Additional abbreviations may also be used though not in the above list.
ASSIGNMENT
FOR VALUE RECEIVED, the undersigned hereby sell(s), assign(s) and transfer(s) unto _____________________________________________________________________________________
|
|
(Please print or typewrite name, address including postal zip code, and Taxpayer Identification Number of assignee) a Percentage Interest equal to _________% evidenced by the within Asset-Backed Pass-Through Certificates and hereby authorize(s) the registration of transfer of such interest to assignee on the Certificate Register of the Trust Fund.
I (we) further direct the Trustee to issue a new Certificate of a like Percentage Interest and Class to the above named assignee and deliver such Certificate to the following address:
| |
|
. |
Dated: |
|
|
Signature by or on behalf of assignor |
|
|
|
|
|
|
|
Signature Guaranteed |
DISTRIBUTION INSTRUCTIONS
The assignee should include the following for purposes of distribution:
Distributions shall be made, by wire transfer or otherwise, in immediately available | |||||||
funds to |
| ||||||
| |||||||
for the account of |
| ||||||
account number |
|
or, if mailed by check, to | |||||
| |||||||
Applicable statements should be mailed to |
| ||||||
| |||||||
| |||||||
This information is provided by |
| ||||||
assignee named above, or |
| ||||||
its agent. |
| ||||||
EXHIBIT A-10
FORM OF CLASS M-5 CERTIFICATE
UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION (“DTC”), TO THE TRUSTEE OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE, OR PAYMENT, AND ANY CERTIFICATE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE, OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.
SOLELY FOR U.S. FEDERAL INCOME TAX PURPOSES, THIS CERTIFICATE IS A “REGULAR INTEREST” IN A “REAL ESTATE MORTGAGE INVESTMENT CONDUIT,” AS THOSE TERMS ARE DEFINED, RESPECTIVELY, IN SECTIONS 860G AND 860D OF THE INTERNAL REVENUE CODE OF 1986 (THE “CODE”).
THIS CERTIFICATE IS SUBORDINATE TO THE CLASS A CERTIFICATES, THE CLASS M-1 CERTIFICATES, THE CLASS M-2 CERTIFICATES, THE CLASS M-3 CERTIFICATES, AND THE CLASS M-4 CERTIFICATES TO THE EXTENT DESCRIBED IN THE POOLING AND SERVICING AGREEMENT REFERRED TO HEREIN.
Series 0000-XX0 |
Xxxxxxxxx Certificate Principal Balance of the Class |
Pass-Through Rate: Variable |
Denomination: $14,789,000.00 |
Cut-off Date and date of Pooling and Servicing Agreement: November 1, 2005 |
Servicer: Ocwen Loan Servicing, LLC |
First Distribution Date: December 27, 2005 |
Trust Administrator: Citibank, N.A. |
No. 1 |
Trustee: U.S. Bank National Association |
|
Issue Date: November 30, 2005 |
|
CUSIP: 17307G Q2 7 |
DISTRIBUTIONS IN REDUCTION OF THE CERTIFICATE PRINCIPAL BALANCE OF THIS CERTIFICATE MAY BE MADE MONTHLY AS SET FORTH HEREIN. ACCORDINGLY, THE OUTSTANDING CERTIFICATE PRINCIPAL BALANCE HEREOF AT ANY TIME MAY BE LESS THAN THE AMOUNT SHOWN ABOVE AS THE DENOMINATION OF THIS CERTIFICATE.
ASSET-BACKED PASS-THROUGH CERTIFICATE
evidencing a beneficial ownership interest in a Trust Fund (the “Trust Fund”) consisting primarily of a pool of conventional one- to four-family, fixed-rate and adjustable-rate, first lien and second lien mortgage loans (the “Mortgage Loans”) formed and sold by
CITIGROUP MORTGAGE LOAN TRUST INC.
THIS CERTIFICATE DOES NOT REPRESENT AN OBLIGATION OF OR INTEREST IN CITIGROUP MORTGAGE LOAN TRUST INC., THE SERVICER, THE TRUST ADMINISTRATOR, THE TRUSTEE OR ANY OF THEIR RESPECTIVE AFFILIATES. NEITHER THIS CERTIFICATE NOR THE UNDERLYING MORTGAGE LOANS ARE GUARANTEED BY ANY AGENCY OR INSTRUMENTALITY OF THE UNITED STATES.
This certifies that Cede & Co. is the registered owner of a Percentage Interest (obtained by dividing the denomination of this Certificate by the aggregate Certificate Principal Balance of the Class M-5 Certificates as of the Issue Date) in that certain beneficial ownership interest evidenced by all the Class M-5 Certificates in the REMIC created pursuant to a Pooling and Servicing Agreement, dated as specified above (the “Agreement”), among Citigroup Mortgage Loan Trust Inc. (hereinafter called the “Depositor,” which term includes any successor entity under the Agreement), the Servicer, the Trust Administrator and the Trustee, a summary of certain of the pertinent provisions of which is set forth hereafter. To the extent not defined herein, the capitalized terms used herein have the meanings assigned in the Agreement. This Certificate is issued under and is subject to the terms, provisions and conditions of the Agreement, to which Agreement the Holder of this Certificate by virtue of the acceptance hereof assents and by which such Holder is bound.
Pursuant to the terms of the Agreement, distributions will be made on the 25th day of each month or, if such 25th day is not a Business Day, the Business Day immediately following (a “Distribution Date”), commencing on the First Distribution Date specified above, to the Person in whose name this Certificate is registered on the Record Date, in an amount equal to the product of the Percentage Interest evidenced by this Certificate and the amount required to be distributed to the Holders of Class M-5 Certificates on such Distribution Date pursuant to the Agreement.
All distributions to the Holder of this Certificate under the Agreement will be made or caused to be made by the Trust Administrator by wire transfer in immediately available funds to the account of the Person entitled thereto if such Person shall have so notified the Trust Administrator in writing at least five Business Days prior to the Record Date immediately prior to such Distribution Date or otherwise by check mailed by first class mail to the address of the Person entitled thereto, as such name and address shall appear on the Certificate Register. Notwithstanding the above, the final distribution on this Certificate will be made after due notice by the Trust Administrator of the pendency of such distribution and only upon presentation and surrender of this Certificate at the office or agency appointed by the Trust Administrator for that purpose as provided in the Agreement.
This Certificate is one of a duly authorized issue of Certificates designated as Asset-Backed Pass-Through Certificates of the Series specified on the face hereof (herein called the “Certificates”) and representing the Percentage Interest specified above in the Class of Certificates to which the Certificate belongs.
The Certificates are limited in right of payment to certain collections and recoveries respecting the Mortgage Loans, all as more specifically set forth herein and in the Agreement. As provided in the Agreement, withdrawals from the Collection Account and the Distribution Account may be made from time to time for purposes other than distributions to Certificateholders, such purposes including reimbursement of advances made, or certain expenses incurred, with respect to the Mortgage Loans.
The Agreement permits, with certain exceptions therein provided, the amendment thereof and the modification of the rights and obligations of the Depositor, the Servicer, the Trust Administrator and the Trustee and the rights of the Certificateholders, under the Agreement at any time by the Depositor, the Servicer, the Trust Administrator and the Trustee with the consent of the Holders of Certificates entitled to at least 66% of the Voting Rights. Any such consent by the Holder of this Certificate shall be conclusive and binding on such Holder and upon all future Holders of this Certificate and of any Certificate issued upon the transfer hereof or in exchange herefor or in lieu hereof whether or not notation of such consent is made upon this Certificate. The Agreement also permits the amendment thereof, in certain limited circumstances, without the consent of the Holders of any of the Certificates.
As provided in the Agreement and subject to certain limitations therein set forth, the transfer of this Certificate is registrable in the Certificate Register upon surrender of this Certificate for registration of transfer at the offices or agencies appointed by the Trust Administrator as provided in the Agreement, duly endorsed by, or accompanied by an assignment in the form below or other written instrument of transfer in form satisfactory to the Trust Administrator duly executed by, the Holder hereof or such Holder's attorney duly authorized in writing, and thereupon one or more new Certificates of the same Class in authorized denominations evidencing the same aggregate Percentage Interest will be issued to the designated transferee or transferees.
The Certificates are issuable in fully registered form only without coupons in Classes and denominations representing Percentage Interests specified in the Agreement. As provided in the Agreement and subject to certain limitations therein set forth, the Certificates are exchangeable for new Certificates of the same Class in authorized denominations evidencing the same aggregate Percentage Interest, as requested by the Holder surrendering the same. No service charge will be made for any such registration of transfer or exchange of Certificates, but the Trust Administrator may require payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in connection with any transfer or exchange of Certificates.
The Depositor, the Servicer, the Trust Administrator, the Trustee and any agent of the Depositor, the Servicer, the Trust Administrator or the Trustee may treat the Person in whose name this Certificate is registered as the owner hereof for all purposes, and none of the
Depositor, the Servicer, the Trust Administrator, the Trustee nor any such agent shall be affected by notice to the contrary.
The obligations created by the Agreement and the Trust Fund created thereby shall terminate upon payment to the Certificateholders of all amounts held by the Trust Administrator and required to be paid to them pursuant to the Agreement following the earlier of (i) the final payment or other liquidation (or any advance with respect thereto) of the last Mortgage Loan and REO Property remaining in the REMIC and (ii) the purchase by the party designated in the Agreement at a price determined as provided in the Agreement from the REMIC of all the Mortgage Loans and all property acquired in respect of such Mortgage Loans. The Agreement permits, but does not require, the party designated in the Agreement to purchase from the REMIC all the Mortgage Loans and all property acquired in respect of any Mortgage Loan at a price determined as provided in the Agreement. The exercise of such right will effect early retirement of the Certificates; however, such right to purchase is subject to the aggregate Stated Principal Balance of the Mortgage Loans at the time of purchase being less than 10% of the aggregate principal balance of the Mortgage Loans as of the Cut-off Date.
The recitals contained herein shall be taken as statements of the Depositor, and the Trustee assumes no responsibility for their correctness.
Unless the certificate of authentication hereon has been executed by the Trust Administrator, by manual signature, this Certificate shall not be entitled to any benefit under the Agreement or be valid for any purpose.
IN WITNESS WHEREOF, the Trust Administrator has caused this Certificate to be duly executed.
Dated: November ___, 2005
Citibank, N.A., as Trust Administrator
By:______________________________
Authorized Officer
CERTIFICATE OF AUTHENTICATION
This is one of the Certificates referred to in the within-mentioned Agreement.
Citibank, N.A., as Trust Administrator
By:______________________________
Authorized Signatory
ABBREVIATIONS
The following abbreviations, when used in the inscription on the face of this instrument, shall be construed as though they were written out in full according to applicable laws or regulations:
TEN COM - as tenants in common |
UNIF GIFT MIN ACT - Custodian |
TEN ENT - as tenants by the entireties |
(Cust) (Minor) under |
JT TEN - as joint tenants with right |
_______________ |
Additional abbreviations may also be used though not in the above list.
ASSIGNMENT
FOR VALUE RECEIVED, the undersigned hereby sell(s), assign(s) and transfer(s) unto _____________________________________________________________________________________
|
|
(Please print or typewrite name, address including postal zip code, and Taxpayer Identification Number of assignee) a Percentage Interest equal to _________% evidenced by the within Asset-Backed Pass-Through Certificates and hereby authorize(s) the registration of transfer of such interest to assignee on the Certificate Register of the Trust Fund.
I (we) further direct the Trustee to issue a new Certificate of a like Percentage Interest and Class to the above named assignee and deliver such Certificate to the following address:
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Dated: |
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Signature by or on behalf of assignor |
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Signature Guaranteed |
DISTRIBUTION INSTRUCTIONS
The assignee should include the following for purposes of distribution:
Distributions shall be made, by wire transfer or otherwise, in immediately available | |||||||
funds to |
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for the account of |
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account number |
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or, if mailed by check, to | |||||
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Applicable statements should be mailed to |
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This information is provided by |
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assignee named above, or |
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its agent. |
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EXHIBIT A-11
FORM OF CLASS M-6 CERTIFICATE
UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION (“DTC”), TO THE TRUSTEE OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE, OR PAYMENT, AND ANY CERTIFICATE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE, OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.
SOLELY FOR U.S. FEDERAL INCOME TAX PURPOSES, THIS CERTIFICATE IS A “REGULAR INTEREST” IN A “REAL ESTATE MORTGAGE INVESTMENT CONDUIT,” AS THOSE TERMS ARE DEFINED, RESPECTIVELY, IN SECTIONS 860G AND 860D OF THE INTERNAL REVENUE CODE OF 1986 (THE “CODE”).
THIS CERTIFICATE IS SUBORDINATE TO THE CLASS A CERTIFICATES, THE CLASS M-1 CERTIFICATES, THE CLASS M-2 CERTIFICATES, THE CLASS M-3 CERTIFICATES, THE CLASS M-4 CERTIFICATES, AND THE CLASS M-5 CERTIFICATES TO THE EXTENT DESCRIBED IN THE POOLING AND SERVICING AGREEMENT REFERRED TO HEREIN.
Series 0000-XX0 |
Xxxxxxxxx Certificate Principal Balance of the Class |
Pass-Through Rate: Variable |
Denomination: : $12,478,000.00 |
Cut-off Date and date of Pooling and Servicing Agreement: November 1, 2005 |
Servicer: Ocwen Loan Servicing, LLC |
First Distribution Date: December 27, 2005 |
Trust Administrator: Citibank, N.A. |
No. 1 |
Trustee: U.S. Bank National Association |
|
Issue Date: November 30, 2005 |
|
CUSIP: 17307G Q3 5 |
DISTRIBUTIONS IN REDUCTION OF THE CERTIFICATE PRINCIPAL BALANCE OF THIS CERTIFICATE MAY BE MADE MONTHLY AS SET FORTH HEREIN. ACCORDINGLY, THE OUTSTANDING CERTIFICATE PRINCIPAL BALANCE HEREOF AT ANY TIME MAY BE LESS THAN THE AMOUNT SHOWN ABOVE AS THE DENOMINATION OF THIS CERTIFICATE.
ASSET-BACKED PASS-THROUGH CERTIFICATE
evidencing a beneficial ownership interest in a Trust Fund (the “Trust Fund”) consisting primarily of a pool of conventional one- to four-family, fixed-rate and adjustable-rate, first lien and second lien mortgage loans (the “Mortgage Loans”) formed and sold by
CITIGROUP MORTGAGE LOAN TRUST INC.
THIS CERTIFICATE DOES NOT REPRESENT AN OBLIGATION OF OR INTEREST IN CITIGROUP MORTGAGE LOAN TRUST INC., THE SERVICER, THE TRUST ADMINISTRATOR, THE TRUSTEE OR ANY OF THEIR RESPECTIVE AFFILIATES. NEITHER THIS CERTIFICATE NOR THE UNDERLYING MORTGAGE LOANS ARE GUARANTEED BY ANY AGENCY OR INSTRUMENTALITY OF THE UNITED STATES.
This certifies that Cede & Co. is the registered owner of a Percentage Interest (obtained by dividing the denomination of this Certificate by the aggregate Certificate Principal Balance of the Class M-6 Certificates as of the Issue Date) in that certain beneficial ownership interest evidenced by all the Class M-6 Certificates in the REMIC created pursuant to a Pooling and Servicing Agreement, dated as specified above (the “Agreement”), among Citigroup Mortgage Loan Trust Inc. (hereinafter called the “Depositor,” which term includes any successor entity under the Agreement), the Servicer, the Trust Administrator and the Trustee, a summary of certain of the pertinent provisions of which is set forth hereafter. To the extent not defined herein, the capitalized terms used herein have the meanings assigned in the Agreement. This Certificate is issued under and is subject to the terms, provisions and conditions of the Agreement, to which Agreement the Holder of this Certificate by virtue of the acceptance hereof assents and by which such Holder is bound.
Pursuant to the terms of the Agreement, distributions will be made on the 25th day of each month or, if such 25th day is not a Business Day, the Business Day immediately following (a “Distribution Date”), commencing on the First Distribution Date specified above, to the Person in whose name this Certificate is registered on the Record Date, in an amount equal to the product of the Percentage Interest evidenced by this Certificate and the amount required to be distributed to the Holders of Class M-6 Certificates on such Distribution Date pursuant to the Agreement.
All distributions to the Holder of this Certificate under the Agreement will be made or caused to be made by the Trust Administrator by wire transfer in immediately available funds to the account of the Person entitled thereto if such Person shall have so notified the Trust Administrator in writing at least five Business Days prior to the Record Date immediately prior to such Distribution Date or otherwise by check mailed by first class mail to the address of the Person entitled thereto, as such name and address shall appear on the Certificate Register. Notwithstanding the above, the final distribution on this Certificate will be made after due notice by the Trust Administrator of the pendency of such distribution and only upon presentation and surrender of this Certificate at the office or agency appointed by the Trust Administrator for that purpose as provided in the Agreement.
This Certificate is one of a duly authorized issue of Certificates designated as Asset-Backed Pass-Through Certificates of the Series specified on the face hereof (herein called the “Certificates”) and representing the Percentage Interest specified above in the Class of Certificates to which the Certificate belongs.
The Certificates are limited in right of payment to certain collections and recoveries respecting the Mortgage Loans, all as more specifically set forth herein and in the Agreement. As provided in the Agreement, withdrawals from the Collection Account and the Distribution Account may be made from time to time for purposes other than distributions to Certificateholders, such purposes including reimbursement of advances made, or certain expenses incurred, with respect to the Mortgage Loans.
The Agreement permits, with certain exceptions therein provided, the amendment thereof and the modification of the rights and obligations of the Depositor, the Servicer, the Trust Administrator and the Trustee and the rights of the Certificateholders, under the Agreement at any time by the Depositor, the Servicer, the Trust Administrator and the Trustee with the consent of the Holders of Certificates entitled to at least 66% of the Voting Rights. Any such consent by the Holder of this Certificate shall be conclusive and binding on such Holder and upon all future Holders of this Certificate and of any Certificate issued upon the transfer hereof or in exchange herefor or in lieu hereof whether or not notation of such consent is made upon this Certificate. The Agreement also permits the amendment thereof, in certain limited circumstances, without the consent of the Holders of any of the Certificates.
As provided in the Agreement and subject to certain limitations therein set forth, the transfer of this Certificate is registrable in the Certificate Register upon surrender of this Certificate for registration of transfer at the offices or agencies appointed by the Trust Administrator as provided in the Agreement, duly endorsed by, or accompanied by an assignment in the form below or other written instrument of transfer in form satisfactory to the Trust Administrator duly executed by, the Holder hereof or such Holder's attorney duly authorized in writing, and thereupon one or more new Certificates of the same Class in authorized denominations evidencing the same aggregate Percentage Interest will be issued to the designated transferee or transferees.
The Certificates are issuable in fully registered form only without coupons in Classes and denominations representing Percentage Interests specified in the Agreement. As provided in the Agreement and subject to certain limitations therein set forth, the Certificates are exchangeable for new Certificates of the same Class in authorized denominations evidencing the same aggregate Percentage Interest, as requested by the Holder surrendering the same. No service charge will be made for any such registration of transfer or exchange of Certificates, but the Trust Administrator may require payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in connection with any transfer or exchange of Certificates.
The Depositor, the Servicer, the Trust Administrator, the Trustee and any agent of the Depositor, the Servicer, the Trust Administrator or the Trustee may treat the Person in whose name this Certificate is registered as the owner hereof for all purposes, and none of the
Depositor, the Servicer, the Trust Administrator, the Trustee nor any such agent shall be affected by notice to the contrary.
The obligations created by the Agreement and the Trust Fund created thereby shall terminate upon payment to the Certificateholders of all amounts held by the Trust Administrator and required to be paid to them pursuant to the Agreement following the earlier of (i) the final payment or other liquidation (or any advance with respect thereto) of the last Mortgage Loan and REO Property remaining in the REMIC and (ii) the purchase by the party designated in the Agreement at a price determined as provided in the Agreement from the REMIC of all the Mortgage Loans and all property acquired in respect of such Mortgage Loans. The Agreement permits, but does not require, the party designated in the Agreement to purchase from the REMIC all the Mortgage Loans and all property acquired in respect of any Mortgage Loan at a price determined as provided in the Agreement. The exercise of such right will effect early retirement of the Certificates; however, such right to purchase is subject to the aggregate Stated Principal Balance of the Mortgage Loans at the time of purchase being less than 10% of the aggregate principal balance of the Mortgage Loans as of the Cut-off Date.
The recitals contained herein shall be taken as statements of the Depositor, and the Trustee assumes no responsibility for their correctness.
Unless the certificate of authentication hereon has been executed by the Trust Administrator, by manual signature, this Certificate shall not be entitled to any benefit under the Agreement or be valid for any purpose.
IN WITNESS WHEREOF, the Trust Administrator has caused this Certificate to be duly executed.
Dated: November ___, 2005
Citibank, N.A., as Trust Administrator
By:______________________________
Authorized Officer
CERTIFICATE OF AUTHENTICATION
This is one of the Certificates referred to in the within-mentioned Agreement.
Citibank, N.A., as Trust Administrator
By:______________________________
Authorized Signatory
ABBREVIATIONS
The following abbreviations, when used in the inscription on the face of this instrument, shall be construed as though they were written out in full according to applicable laws or regulations:
TEN COM - as tenants in common |
UNIF GIFT MIN ACT - Custodian |
TEN ENT - as tenants by the entireties |
(Cust) (Minor) under |
JT TEN - as joint tenants with right |
_______________ |
Additional abbreviations may also be used though not in the above list.
ASSIGNMENT
FOR VALUE RECEIVED, the undersigned hereby sell(s), assign(s) and transfer(s) unto _____________________________________________________________________________________
|
|
(Please print or typewrite name, address including postal zip code, and Taxpayer Identification Number of assignee) a Percentage Interest equal to _________% evidenced by the within Asset-Backed Pass-Through Certificates and hereby authorize(s) the registration of transfer of such interest to assignee on the Certificate Register of the Trust Fund.
I (we) further direct the Trustee to issue a new Certificate of a like Percentage Interest and Class to the above named assignee and deliver such Certificate to the following address:
| |
|
. |
Dated: |
|
|
Signature by or on behalf of assignor |
|
|
|
|
|
|
|
Signature Guaranteed |
DISTRIBUTION INSTRUCTIONS
The assignee should include the following for purposes of distribution:
Distributions shall be made, by wire transfer or otherwise, in immediately available | |||||||
funds to |
| ||||||
| |||||||
for the account of |
| ||||||
account number |
|
or, if mailed by check, to | |||||
| |||||||
Applicable statements should be mailed to |
| ||||||
| |||||||
| |||||||
This information is provided by |
| ||||||
assignee named above, or |
| ||||||
its agent. |
| ||||||
EXHIBIT A-12
FORM OF CLASS M-7 CERTIFICATE
UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION (“DTC”), TO THE TRUSTEE OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE, OR PAYMENT, AND ANY CERTIFICATE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE, OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.
SOLELY FOR U.S. FEDERAL INCOME TAX PURPOSES, THIS CERTIFICATE IS A “REGULAR INTEREST” IN A “REAL ESTATE MORTGAGE INVESTMENT CONDUIT,” AS THOSE TERMS ARE DEFINED, RESPECTIVELY, IN SECTIONS 860G AND 860D OF THE INTERNAL REVENUE CODE OF 1986 (THE “CODE”).
THIS CERTIFICATE IS SUBORDINATE TO THE CLASS A CERTIFICATES, THE CLASS M-1 CERTIFICATES, THE CLASS M-2 CERTIFICATES, THE CLASS M-3 CERTIFICATES, THE CLASS M-4 CERTIFICATES, THE CLASS M-5 CERTIFICATES AND THE CLASS M-6 CERTIFICATES TO THE EXTENT DESCRIBED IN THE POOLING AND SERVICING AGREEMENT REFERRED TO HEREIN.
Series 0000-XX0 |
Xxxxxxxxx Certificate Principal Balance of the Class |
Pass-Through Rate: Variable |
Denomination: $11,092,000.00 |
Cut-off Date and date of Pooling and Servicing Agreement: November 1, 2005 |
Servicer: Ocwen Loan Servicing, LLC |
First Distribution Date: December 27, 2005 |
Trust Administrator: Citibank, N.A. |
No. 1 |
Trustee: U.S. Bank National Association |
|
Issue Date: November 30, 2005 |
|
CUSIP: 17307G Q4 3 |
DISTRIBUTIONS IN REDUCTION OF THE CERTIFICATE PRINCIPAL BALANCE OF THIS CERTIFICATE MAY BE MADE MONTHLY AS SET FORTH HEREIN. ACCORDINGLY, THE OUTSTANDING CERTIFICATE PRINCIPAL BALANCE HEREOF AT ANY TIME MAY BE LESS THAN THE AMOUNT SHOWN ABOVE AS THE DENOMINATION OF THIS CERTIFICATE.
ASSET-BACKED PASS-THROUGH CERTIFICATE
evidencing a beneficial ownership interest in a Trust Fund (the “Trust Fund”) consisting primarily of a pool of conventional one- to four-family, fixed-rate and adjustable-rate, first lien and second lien mortgage loans (the “Mortgage Loans”) formed and sold by
CITIGROUP MORTGAGE LOAN TRUST INC.
THIS CERTIFICATE DOES NOT REPRESENT AN OBLIGATION OF OR INTEREST IN CITIGROUP MORTGAGE LOAN TRUST INC., THE SERVICER, THE TRUST ADMINISTRATOR, THE TRUSTEE OR ANY OF THEIR RESPECTIVE AFFILIATES. NEITHER THIS CERTIFICATE NOR THE UNDERLYING MORTGAGE LOANS ARE GUARANTEED BY ANY AGENCY OR INSTRUMENTALITY OF THE UNITED STATES.
This certifies that Cede & Co. is the registered owner of a Percentage Interest (obtained by dividing the denomination of this Certificate by the aggregate Certificate Principal Balance of the Class M-7 Certificates as of the Issue Date) in that certain beneficial ownership interest evidenced by all the Class M-7 Certificates in the REMIC created pursuant to a Pooling and Servicing Agreement, dated as specified above (the “Agreement”), among Citigroup Mortgage Loan Trust Inc. (hereinafter called the “Depositor,” which term includes any successor entity under the Agreement), the Servicer, the Trust Administrator and the Trustee, a summary of certain of the pertinent provisions of which is set forth hereafter. To the extent not defined herein, the capitalized terms used herein have the meanings assigned in the Agreement. This Certificate is issued under and is subject to the terms, provisions and conditions of the Agreement, to which Agreement the Holder of this Certificate by virtue of the acceptance hereof assents and by which such Holder is bound.
Pursuant to the terms of the Agreement, distributions will be made on the 25th day of each month or, if such 25th day is not a Business Day, the Business Day immediately following (a “Distribution Date”), commencing on the First Distribution Date specified above, to the Person in whose name this Certificate is registered on the Record Date, in an amount equal to the product of the Percentage Interest evidenced by this Certificate and the amount required to be distributed to the Holders of Class M-7 Certificates on such Distribution Date pursuant to the Agreement.
All distributions to the Holder of this Certificate under the Agreement will be made or caused to be made by the Trust Administrator by wire transfer in immediately available funds to the account of the Person entitled thereto if such Person shall have so notified the Trust Administrator in writing at least five Business Days prior to the Record Date immediately prior to such Distribution Date or otherwise by check mailed by first class mail to the address of the Person entitled thereto, as such name and address shall appear on the Certificate Register. Notwithstanding the above, the final distribution on this Certificate will be made after due notice by the Trust Administrator of the pendency of such distribution and only upon presentation and surrender of this Certificate at the office or agency appointed by the Trust Administrator for that purpose as provided in the Agreement.
This Certificate is one of a duly authorized issue of Certificates designated as Asset-Backed Pass-Through Certificates of the Series specified on the face hereof (herein called the “Certificates”) and representing the Percentage Interest specified above in the Class of Certificates to which the Certificate belongs.
The Certificates are limited in right of payment to certain collections and recoveries respecting the Mortgage Loans, all as more specifically set forth herein and in the Agreement. As provided in the Agreement, withdrawals from the Collection Account and the Distribution Account may be made from time to time for purposes other than distributions to Certificateholders, such purposes including reimbursement of advances made, or certain expenses incurred, with respect to the Mortgage Loans.
The Agreement permits, with certain exceptions therein provided, the amendment thereof and the modification of the rights and obligations of the Depositor, the Servicer, the Trust Administrator the Trustee and the rights of the Certificateholders, under the Agreement at any time by the Depositor, the Servicer, the Trust Administrator and the Trustee with the consent of the Holders of Certificates entitled to at least 66% of the Voting Rights. Any such consent by the Holder of this Certificate shall be conclusive and binding on such Holder and upon all future Holders of this Certificate and of any Certificate issued upon the transfer hereof or in exchange herefor or in lieu hereof whether or not notation of such consent is made upon this Certificate. The Agreement also permits the amendment thereof, in certain limited circumstances, without the consent of the Holders of any of the Certificates.
As provided in the Agreement and subject to certain limitations therein set forth, the transfer of this Certificate is registrable in the Certificate Register upon surrender of this Certificate for registration of transfer at the offices or agencies appointed by the Trust Administrator as provided in the Agreement, duly endorsed by, or accompanied by an assignment in the form below or other written instrument of transfer in form satisfactory to the Trust Administrator duly executed by, the Holder hereof or such Holder's attorney duly authorized in writing, and thereupon one or more new Certificates of the same Class in authorized denominations evidencing the same aggregate Percentage Interest will be issued to the designated transferee or transferees.
The Certificates are issuable in fully registered form only without coupons in Classes and denominations representing Percentage Interests specified in the Agreement. As provided in the Agreement and subject to certain limitations therein set forth, the Certificates are exchangeable for new Certificates of the same Class in authorized denominations evidencing the same aggregate Percentage Interest, as requested by the Holder surrendering the same. No service charge will be made for any such registration of transfer or exchange of Certificates, but the Trust Administrator may require payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in connection with any transfer or exchange of Certificates.
The Depositor, the Servicer, the Trust Administrator, the Trustee and any agent of the Depositor, the Servicer, the Trust Administrator or the Trustee may treat the Person in whose name this Certificate is registered as the owner hereof for all purposes, and none of the
Depositor, the Servicer, the Trust Administrator, the Trustee nor any such agent shall be affected by notice to the contrary.
The obligations created by the Agreement and the Trust Fund created thereby shall terminate upon payment to the Certificateholders of all amounts held by the Trust Administrator and required to be paid to them pursuant to the Agreement following the earlier of (i) the final payment or other liquidation (or any advance with respect thereto) of the last Mortgage Loan and REO Property remaining in the REMIC and (ii) the purchase by the party designated in the Agreement at a price determined as provided in the Agreement from the REMIC of all the Mortgage Loans and all property acquired in respect of such Mortgage Loans. The Agreement permits, but does not require, the party designated in the Agreement to purchase from the REMIC all the Mortgage Loans and all property acquired in respect of any Mortgage Loan at a price determined as provided in the Agreement. The exercise of such right will effect early retirement of the Certificates; however, such right to purchase is subject to the aggregate Stated Principal Balance of the Mortgage Loans at the time of purchase being less than 10% of the aggregate principal balance of the Mortgage Loans as of the Cut-off Date.
The recitals contained herein shall be taken as statements of the Depositor, and the Trustee assumes no responsibility for their correctness.
Unless the certificate of authentication hereon has been executed by the Trust Administrator, by manual signature, this Certificate shall not be entitled to any benefit under the Agreement or be valid for any purpose.
IN WITNESS WHEREOF, the Trust Administrator has caused this Certificate to be duly executed.
Dated: November ___, 2005
Citibank, N.A., as Trust Administrator
By:______________________________
Authorized Officer
CERTIFICATE OF AUTHENTICATION
This is one of the Certificates referred to in the within-mentioned Agreement.
Citibank, N.A., as Trust Administrator
By:______________________________
Authorized Signatory
ABBREVIATIONS
The following abbreviations, when used in the inscription on the face of this instrument, shall be construed as though they were written out in full according to applicable laws or regulations:
TEN COM - as tenants in common |
UNIF GIFT MIN ACT - Custodian |
TEN ENT - as tenants by the entireties |
(Cust) (Minor) under |
JT TEN - as joint tenants with right |
_______________ |
Additional abbreviations may also be used though not in the above list.
ASSIGNMENT
FOR VALUE RECEIVED, the undersigned hereby sell(s), assign(s) and transfer(s) unto _____________________________________________________________________________________
|
|
(Please print or typewrite name, address including postal zip code, and Taxpayer Identification Number of assignee) a Percentage Interest equal to _________% evidenced by the within Asset-Backed Pass-Through Certificates and hereby authorize(s) the registration of transfer of such interest to assignee on the Certificate Register of the Trust Fund.
I (we) further direct the Trustee to issue a new Certificate of a like Percentage Interest and Class to the above named assignee and deliver such Certificate to the following address:
| |
|
. |
Dated: |
|
|
Signature by or on behalf of assignor |
|
|
|
|
|
|
|
Signature Guaranteed |
DISTRIBUTION INSTRUCTIONS
The assignee should include the following for purposes of distribution:
Distributions shall be made, by wire transfer or otherwise, in immediately available | |||||||
funds to |
| ||||||
| |||||||
for the account of |
| ||||||
account number |
|
or, if mailed by check, to | |||||
| |||||||
Applicable statements should be mailed to |
| ||||||
| |||||||
| |||||||
This information is provided by |
| ||||||
assignee named above, or |
| ||||||
its agent. |
| ||||||
EXHIBIT A-13
FORM OF CLASS M-8 CERTIFICATE
UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION (“DTC”), TO THE TRUSTEE OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE, OR PAYMENT, AND ANY CERTIFICATE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE, OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.
SOLELY FOR U.S. FEDERAL INCOME TAX PURPOSES, THIS CERTIFICATE IS A “REGULAR INTEREST” IN A “REAL ESTATE MORTGAGE INVESTMENT CONDUIT,” AS THOSE TERMS ARE DEFINED, RESPECTIVELY, IN SECTIONS 860G AND 860D OF THE INTERNAL REVENUE CODE OF 1986 (THE “CODE”).
THIS CERTIFICATE IS SUBORDINATE TO THE CLASS A CERTIFICATES, THE CLASS M-1 CERTIFICATES, THE CLASS M-2 CERTIFICATES, THE CLASS M-3 CERTIFICATES, THE CLASS M-4 CERTIFICATES, THE CLASS M-5 CERTIFICATES, THE CLASS M-6 CERTIFICATES AND THE CLASS M-7 CERTIFICATES TO THE EXTENT DESCRIBED IN THE POOLING AND SERVICING AGREEMENT REFERRED TO HEREIN.
THIS CERTIFICATE HAS NOT BEEN AND WILL NOT BE REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR THE SECURITIES LAWS OF ANY STATE AND MAY NOT BE RESOLD OR TRANSFERRED UNLESS IT IS REGISTERED PURSUANT TO SUCH ACT AND LAWS OR IS SOLD OR TRANSFERRED IN TRANSACTIONS THAT ARE EXEMPT FROM REGISTRATION UNDER SUCH ACT AND UNDER APPLICABLE STATE LAW AND IS TRANSFERRED IN ACCORDANCE WITH THE PROVISIONS OF SECTION 5.02 OF THE AGREEMENT.
NO TRANSFER OF THIS CERTIFICATE TO AN EMPLOYEE BENEFIT PLAN OR OTHER RETIREMENT ARRANGEMENT SUBJECT TO THE EMPLOYEE RETIREMENT INCOME SECURITY ACT OF 1974, AS AMENDED, OR THE CODE WILL BE REGISTERED EXCEPT IN COMPLIANCE WITH THE PROCEDURES DESCRIBED HEREIN.
Series 0000-XX0 |
Xxxxxxxxx Certificate Principal Balance of the Class |
Pass-Through Rate: Variable |
Denomination: $11,092,000.00 |
Cut-off Date and date of Pooling and Servicing Agreement: November 1, 2005 |
Servicer: Ocwen Loan Servicing, LLC |
First Distribution Date: December 27, 2005 |
Trust Administrator: Citibank, N.A. |
No. 1 |
Trustee: U.S. Bank National Association |
|
Issue Date: November 30, 2005 |
|
CUSIP: 17307G Q5 0 |
DISTRIBUTIONS IN REDUCTION OF THE CERTIFICATE PRINCIPAL BALANCE OF THIS CERTIFICATE MAY BE MADE MONTHLY AS SET FORTH HEREIN. ACCORDINGLY, THE OUTSTANDING CERTIFICATE PRINCIPAL BALANCE HEREOF AT ANY TIME MAY BE LESS THAN THE AMOUNT SHOWN ABOVE AS THE DENOMINATION OF THIS CERTIFICATE.
ASSET-BACKED PASS-THROUGH CERTIFICATE
evidencing a beneficial ownership interest in a Trust Fund (the “Trust Fund”) consisting primarily of a pool of conventional one- to four-family, fixed-rate and adjustable-rate, first lien and second lien mortgage loans (the “Mortgage Loans”) formed and sold by
CITIGROUP MORTGAGE LOAN TRUST INC.
THIS CERTIFICATE DOES NOT REPRESENT AN OBLIGATION OF OR INTEREST IN CITIGROUP MORTGAGE LOAN TRUST INC., THE SERVICER, THE TRUST ADMINISTRATOR, THE TRUSTEE OR ANY OF THEIR RESPECTIVE AFFILIATES. NEITHER THIS CERTIFICATE NOR THE UNDERLYING MORTGAGE LOANS ARE GUARANTEED BY ANY AGENCY OR INSTRUMENTALITY OF THE UNITED STATES.
This certifies that Cede & Co. is the registered owner of a Percentage Interest (obtained by dividing the denomination of this Certificate by the aggregate Certificate Principal Balance of the Class M-8 Certificates as of the Issue Date) in that certain beneficial ownership interest evidenced by all the Class M-8 Certificates in the REMIC created pursuant to a Pooling and Servicing Agreement, dated as specified above (the “Agreement”), among Citigroup Mortgage Loan Trust Inc. (hereinafter called the “Depositor,” which term includes any successor entity under the Agreement), the Servicer, the Trust Administrator and the Trustee, a summary of certain of the pertinent provisions of which is set forth hereafter. To the extent not defined herein, the capitalized terms used herein have the meanings assigned in the Agreement. This Certificate is issued under and is subject to the terms, provisions and conditions of the Agreement, to which Agreement the Holder of this Certificate by virtue of the acceptance hereof assents and by which such Holder is bound.
Pursuant to the terms of the Agreement, distributions will be made on the 25th day of each month or, if such 25th day is not a Business Day, the Business Day immediately following (a “Distribution Date”), commencing on the First Distribution Date specified above, to the Person in whose name this Certificate is registered on the Record Date, in an amount equal to the product of the Percentage Interest evidenced by this Certificate and the amount required to be distributed to the Holders of Class M-8 Certificates on such Distribution Date pursuant to the Agreement.
All distributions to the Holder of this Certificate under the Agreement will be made or caused to be made by the Trust Administrator by wire transfer in immediately available funds to the account of the Person entitled thereto if such Person shall have so notified the Trust Administrator in writing at least five Business Days prior to the Record Date immediately prior to such Distribution Date or otherwise by check mailed by first class mail to the address of the Person entitled thereto, as such name and address shall appear on the Certificate Register. Notwithstanding the above, the final distribution on this Certificate will be made after due notice by the Trust Administrator of the pendency of such distribution and only upon presentation and surrender of this Certificate at the office or agency appointed by the Trust Administrator for that purpose as provided in the Agreement.
This Certificate is one of a duly authorized issue of Certificates designated as Asset-Backed Pass-Through Certificates of the Series specified on the face hereof (herein called the “Certificates”) and representing the Percentage Interest specified above in the Class of Certificates to which the Certificate belongs.
The Certificates are limited in right of payment to certain collections and recoveries respecting the Mortgage Loans, all as more specifically set forth herein and in the Agreement. As provided in the Agreement, withdrawals from the Collection Account and the Distribution Account may be made from time to time for purposes other than distributions to Certificateholders, such purposes including reimbursement of advances made, or certain expenses incurred, with respect to the Mortgage Loans.
The Agreement permits, with certain exceptions therein provided, the amendment thereof and the modification of the rights and obligations of the Depositor, the Servicer, the Trust Administrator and the Trustee and the rights of the Certificateholders, under the Agreement at any time by the Depositor, the Servicer, the Trust Administrator and the Trustee with the consent of the Holders of Certificates entitled to at least 66% of the Voting Rights. Any such consent by the Holder of this Certificate shall be conclusive and binding on such Holder and upon all future Holders of this Certificate and of any Certificate issued upon the transfer hereof or in exchange herefor or in lieu hereof whether or not notation of such consent is made upon this Certificate. The Agreement also permits the amendment thereof, in certain limited circumstances, without the consent of the Holders of any of the Certificates.
As provided in the Agreement and subject to certain limitations therein set forth, the transfer of this Certificate is registrable in the Certificate Register upon surrender of this Certificate for registration of transfer at the offices or agencies appointed by the Trust Administrator as provided in the Agreement, duly endorsed by, or accompanied by an assignment in the form below or other written instrument of transfer in form satisfactory to the Trust Administrator duly executed by, the Holder hereof or such Holder's attorney duly authorized in writing, and thereupon one or more new Certificates of the same Class in authorized denominations evidencing the same aggregate Percentage Interest will be issued to the designated transferee or transferees.
No transfer of this Certificate shall be made unless the transfer is made pursuant to an effective registration statement under the Securities Act of 1933, as amended (the “1933 Act”), and an effective registration or qualification under applicable state securities laws, or is made in a transaction that does not require such registration or qualification. In the event that such a transfer of this Certificate is to be made without registration or qualification, the Trust Administrator shall require receipt of written certifications from the Holder of the Certificate desiring to effect the transfer, and from such Holder’s prospective transferee, substantially in the forms attached to the Agreement as Exhibit F-1. None of the Depositor or the Trust Administrator is obligated to register or qualify the Class of Certificates specified on the face hereof under the 1933 Act or any other securities law or to take any action not otherwise required under the Agreement to permit the transfer of such Certificates without registration or qualification. Any Holder desiring to effect a transfer of this Certificate shall be required to indemnify the Trustee, the Trust Administrator, the Depositor, the Servicer and any Sub-Servicer
against any liability that may result if the transfer is not so exempt or is not made in accordance with such federal and state laws.
No transfer of this Certificate to a Plan subject to ERISA or section 4975 of the Code, any Person acting, directly or indirectly, on behalf of any such Plan or any Person using "Plan Assets" to acquire this Certificate shall be made except in accordance with Section 5.02(b) of the Agreement.
The Certificates are issuable in fully registered form only without coupons in Classes and denominations representing Percentage Interests specified in the Agreement. As provided in the Agreement and subject to certain limitations therein set forth, the Certificates are exchangeable for new Certificates of the same Class in authorized denominations evidencing the same aggregate Percentage Interest, as requested by the Holder surrendering the same. No service charge will be made for any such registration of transfer or exchange of Certificates, but the Trust Administrator may require payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in connection with any transfer or exchange of Certificates.
The Depositor, the Servicer, the Trust Administrator, the Trustee and any agent of the Depositor, the Servicer, the Trust Administrator or the Trustee may treat the Person in whose name this Certificate is registered as the owner hereof for all purposes, and none of the Depositor, the Servicer, the Trust Administrator, the Trustee nor any such agent shall be affected by notice to the contrary.
The obligations created by the Agreement and the Trust Fund created thereby shall terminate upon payment to the Certificateholders of all amounts held by the Trust Administrator and required to be paid to them pursuant to the Agreement following the earlier of (i) the final payment or other liquidation (or any advance with respect thereto) of the last Mortgage Loan and REO Property remaining in the REMIC and (ii) the purchase by the party designated in the Agreement at a price determined as provided in the Agreement from the REMIC of all the Mortgage Loans and all property acquired in respect of such Mortgage Loans. The Agreement permits, but does not require, the party designated in the Agreement to purchase from the REMIC all the Mortgage Loans and all property acquired in respect of any Mortgage Loan at a price determined as provided in the Agreement. The exercise of such right will effect early retirement of the Certificates; however, such right to purchase is subject to the aggregate Stated Principal Balance of the Mortgage Loans at the time of purchase being less than 10% of the aggregate principal balance of the Mortgage Loans as of the Cut-off Date.
The recitals contained herein shall be taken as statements of the Depositor, and the Trustee assumes no responsibility for their correctness.
Unless the certificate of authentication hereon has been executed by the Trust Administrator, by manual signature, this Certificate shall not be entitled to any benefit under the Agreement or be valid for any purpose.
IN WITNESS WHEREOF, the Trust Administrator has caused this Certificate to be duly executed.
Dated: November ___, 2005
Citibank, N.A., as Trust Administrator
By:______________________________
Authorized Officer
CERTIFICATE OF AUTHENTICATION
This is one of the Certificates referred to in the within-mentioned Agreement.
Citibank, N.A., as Trust Administrator
By:______________________________
Authorized Signatory
ABBREVIATIONS
The following abbreviations, when used in the inscription on the face of this instrument, shall be construed as though they were written out in full according to applicable laws or regulations:
TEN COM - as tenants in common |
UNIF GIFT MIN ACT - Custodian |
TEN ENT - as tenants by the entireties |
(Cust) (Minor) under |
JT TEN - as joint tenants with right |
_______________ |
Additional abbreviations may also be used though not in the above list.
ASSIGNMENT
FOR VALUE RECEIVED, the undersigned hereby sell(s), assign(s) and transfer(s) unto _____________________________________________________________________________________
|
|
(Please print or typewrite name, address including postal zip code, and Taxpayer Identification Number of assignee) a Percentage Interest equal to _________% evidenced by the within Asset-Backed Pass-Through Certificates and hereby authorize(s) the registration of transfer of such interest to assignee on the Certificate Register of the Trust Fund.
I (we) further direct the Trustee to issue a new Certificate of a like Percentage Interest and Class to the above named assignee and deliver such Certificate to the following address:
| |
|
. |
Dated: |
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|
Signature by or on behalf of assignor |
|
|
|
|
|
|
|
Signature Guaranteed |
DISTRIBUTION INSTRUCTIONS
The assignee should include the following for purposes of distribution:
Distributions shall be made, by wire transfer or otherwise, in immediately available | |||||||
funds to |
| ||||||
| |||||||
for the account of |
| ||||||
account number |
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or, if mailed by check, to | |||||
| |||||||
Applicable statements should be mailed to |
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This information is provided by |
| ||||||
assignee named above, or |
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its agent. |
| ||||||
EXHIBIT A-14
FORM OF CLASS M-9 CERTIFICATE
UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION (“DTC”), TO THE TRUSTEE OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE, OR PAYMENT, AND ANY CERTIFICATE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE, OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.
SOLELY FOR U.S. FEDERAL INCOME TAX PURPOSES, THIS CERTIFICATE IS A “REGULAR INTEREST” IN A “REAL ESTATE MORTGAGE INVESTMENT CONDUIT,” AS THOSE TERMS ARE DEFINED, RESPECTIVELY, IN SECTIONS 860G AND 860D OF THE INTERNAL REVENUE CODE OF 1986 (THE “CODE”).
THIS CERTIFICATE HAS NOT BEEN AND WILL NOT BE REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR THE SECURITIES LAWS OF ANY STATE AND MAY NOT BE RESOLD OR TRANSFERRED UNLESS IT IS REGISTERED PURSUANT TO SUCH ACT AND LAWS OR IS SOLD OR TRANSFERRED IN TRANSACTIONS THAT ARE EXEMPT FROM REGISTRATION UNDER SUCH ACT AND UNDER APPLICABLE STATE LAW AND IS TRANSFERRED IN ACCORDANCE WITH THE PROVISIONS OF SECTION 5.02 OF THE AGREEMENT.
NO TRANSFER OF THIS CERTIFICATE TO AN EMPLOYEE BENEFIT PLAN OR OTHER RETIREMENT ARRANGEMENT SUBJECT TO THE EMPLOYEE RETIREMENT INCOME SECURITY ACT OF 1974, AS AMENDED, OR THE CODE WILL BE REGISTERED EXCEPT IN COMPLIANCE WITH THE PROCEDURES
THIS CERTIFICATE IS SUBORDINATE TO THE CLASS A CERTIFICATES, THE CLASS M-1 CERTIFICATES, THE CLASS M-2 CERTIFICATES, THE CLASS M-3 CERTIFICATES, THE CLASS M-4 CERTIFICATES, THE CLASS M-5 CERTIFICATES, THE CLASS M-6 CERTIFICATES, THE CLASS M-7 CERTIFICATES AND THE CLASS M-8 CERTIFICATES TO THE EXTENT DESCRIBED IN THE POOLING AND SERVICING AGREEMENT REFERRED TO HEREIN.
Series 0000-XX0 |
Xxxxxxxxx Certificate Principal Balance of the Class |
Pass-Through Rate: Variable |
Denomination: $11,092,000.00 |
Cut-off Date and date of Pooling and Servicing Agreement: November 1, 2005 |
Servicer: Ocwen Loan Servicing, LLC |
First Distribution Date: December 27, 2005 |
Trust Administrator: Citibank, N.A. |
No. 1 |
Trustee: U.S. Bank National Association |
|
Issue Date: November 30, 2005 |
|
CUSIP: 17307G Q6 8 |
DISTRIBUTIONS IN REDUCTION OF THE CERTIFICATE PRINCIPAL BALANCE OF THIS CERTIFICATE MAY BE MADE MONTHLY AS SET FORTH HEREIN. ACCORDINGLY, THE OUTSTANDING CERTIFICATE PRINCIPAL BALANCE HEREOF AT ANY TIME MAY BE LESS THAN THE AMOUNT SHOWN ABOVE AS THE DENOMINATION OF THIS CERTIFICATE.
ASSET-BACKED PASS-THROUGH CERTIFICATE
evidencing a beneficial ownership interest in a Trust Fund (the “Trust Fund”) consisting primarily of a pool of conventional one- to four-family, fixed-rate and adjustable-rate, first lien and second lien mortgage loans (the “Mortgage Loans”) formed and sold by
CITIGROUP MORTGAGE LOAN TRUST INC.
THIS CERTIFICATE DOES NOT REPRESENT AN OBLIGATION OF OR INTEREST IN CITIGROUP MORTGAGE LOAN TRUST INC., THE SERVICER, THE TRUST ADMINISTRATOR, THE TRUSTEE OR ANY OF THEIR RESPECTIVE AFFILIATES. NEITHER THIS CERTIFICATE NOR THE UNDERLYING MORTGAGE LOANS ARE GUARANTEED BY ANY AGENCY OR INSTRUMENTALITY OF THE UNITED STATES.
This certifies that Cede & Co. is the registered owner of a Percentage Interest (obtained by dividing the denomination of this Certificate by the aggregate Certificate Principal Balance of the Class M-9 Certificates as of the Issue Date) in that certain beneficial ownership interest evidenced by all the Class M-9 Certificates in the REMIC created pursuant to a Pooling and Servicing Agreement, dated as specified above (the “Agreement”), among Citigroup Mortgage Loan Trust Inc. (hereinafter called the “Depositor,” which term includes any successor entity under the Agreement), the Servicer, the Trust Administrator and the Trustee, a summary of certain of the pertinent provisions of which is set forth hereafter. To the extent not defined herein, the capitalized terms used herein have the meanings assigned in the Agreement. This Certificate is issued under and is subject to the terms, provisions and conditions of the Agreement, to which Agreement the Holder of this Certificate by virtue of the acceptance hereof assents and by which such Holder is bound.
Pursuant to the terms of the Agreement, distributions will be made on the 25th day of each month or, if such 25th day is not a Business Day, the Business Day immediately following (a “Distribution Date”), commencing on the First Distribution Date specified above, to the Person in whose name this Certificate is registered on the Record Date, in an amount equal to the product of the Percentage Interest evidenced by this Certificate and the amount required to be distributed to the Holders of Class M-9 Certificates on such Distribution Date pursuant to the Agreement.
All distributions to the Holder of this Certificate under the Agreement will be made or caused to be made by the Trust Administrator by wire transfer in immediately available funds to the account of the Person entitled thereto if such Person shall have so notified the Trust Administrator in writing at least five Business Days prior to the Record Date immediately prior to such Distribution Date or otherwise by check mailed by first class mail to the address of the Person entitled thereto, as such name and address shall appear on the Certificate Register. Notwithstanding the above, the final distribution on this Certificate will be made after due notice by the Trust Administrator of the pendency of such distribution and only upon presentation and surrender of this Certificate at the office or agency appointed by the Trust Administrator for that purpose as provided in the Agreement.
This Certificate is one of a duly authorized issue of Certificates designated as Asset-Backed Pass-Through Certificates of the Series specified on the face hereof (herein called the “Certificates”) and representing the Percentage Interest specified above in the Class of Certificates to which the Certificate belongs.
The Certificates are limited in right of payment to certain collections and recoveries respecting the Mortgage Loans, all as more specifically set forth herein and in the Agreement. As provided in the Agreement, withdrawals from the Collection Account and the Distribution Account may be made from time to time for purposes other than distributions to Certificateholders, such purposes including reimbursement of advances made, or certain expenses incurred, with respect to the Mortgage Loans.
The Agreement permits, with certain exceptions therein provided, the amendment thereof and the modification of the rights and obligations of the Depositor, the Servicer, the Trust Administrator and the Trustee and the rights of the Certificateholders, under the Agreement at any time by the Depositor, the Servicer, the Trust Administrator and the Trustee with the consent of the Holders of Certificates entitled to at least 66% of the Voting Rights. Any such consent by the Holder of this Certificate shall be conclusive and binding on such Holder and upon all future Holders of this Certificate and of any Certificate issued upon the transfer hereof or in exchange herefor or in lieu hereof whether or not notation of such consent is made upon this Certificate. The Agreement also permits the amendment thereof, in certain limited circumstances, without the consent of the Holders of any of the Certificates.
As provided in the Agreement and subject to certain limitations therein set forth, the transfer of this Certificate is registrable in the Certificate Register upon surrender of this Certificate for registration of transfer at the offices or agencies appointed by the Trust Administrator as provided in the Agreement, duly endorsed by, or accompanied by an assignment in the form below or other written instrument of transfer in form satisfactory to the Trust Administrator duly executed by, the Holder hereof or such Holder's attorney duly authorized in writing, and thereupon one or more new Certificates of the same Class in authorized denominations evidencing the same aggregate Percentage Interest will be issued to the designated transferee or transferees.
No transfer of this Certificate shall be made unless the transfer is made pursuant to an effective registration statement under the Securities Act of 1933, as amended (the “1933 Act”), and an effective registration or qualification under applicable state securities laws, or is made in a transaction that does not require such registration or qualification. In the event that such a transfer of this Certificate is to be made without registration or qualification, the Trust Administrator shall require receipt of written certifications from the Holder of the Certificate desiring to effect the transfer, and from such Holder’s prospective transferee, substantially in the forms attached to the Agreement as Exhibit F-1. None of the Depositor or the Trust Administrator is obligated to register or qualify the Class of Certificates specified on the face hereof under the 1933 Act or any other securities law or to take any action not otherwise required under the Agreement to permit the transfer of such Certificates without registration or qualification. Any Holder desiring to effect a transfer of this Certificate shall be required to indemnify the Trustee, the Trust Administrator, the Depositor, the Trust Administrator, the
Servicer and any Sub-Servicer against any liability that may result if the transfer is not so exempt or is not made in accordance with such federal and state laws.
No transfer of this Certificate to a Plan subject to ERISA or section 4975 of the Code, any Person acting, directly or indirectly, on behalf of any such Plan or any Person using "Plan Assets" to acquire this Certificate shall be made except in accordance with Section 5.02(b) of the Agreement.
The Certificates are issuable in fully registered form only without coupons in Classes and denominations representing Percentage Interests specified in the Agreement. As provided in the Agreement and subject to certain limitations therein set forth, the Certificates are exchangeable for new Certificates of the same Class in authorized denominations evidencing the same aggregate Percentage Interest, as requested by the Holder surrendering the same. No service charge will be made for any such registration of transfer or exchange of Certificates, but the Trust Administrator may require payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in connection with any transfer or exchange of Certificates.
The Depositor, the Servicer, the Trust Administrator, the Trustee and any agent of the Depositor, the Servicer, the Trust Administrator or the Trustee may treat the Person in whose name this Certificate is registered as the owner hereof for all purposes, and none of the Depositor, the Servicer, the Trust Administrator, the Trustee nor any such agent shall be affected by notice to the contrary.
The obligations created by the Agreement and the Trust Fund created thereby shall terminate upon payment to the Certificateholders of all amounts held by the Trust Administrator and required to be paid to them pursuant to the Agreement following the earlier of (i) the final payment or other liquidation (or any advance with respect thereto) of the last Mortgage Loan and REO Property remaining in the REMIC and (ii) the purchase by the party designated in the Agreement at a price determined as provided in the Agreement from the REMIC of all the Mortgage Loans and all property acquired in respect of such Mortgage Loans. The Agreement permits, but does not require, the party designated in the Agreement to purchase from the REMIC all the Mortgage Loans and all property acquired in respect of any Mortgage Loan at a price determined as provided in the Agreement. The exercise of such right will effect early retirement of the Certificates; however, such right to purchase is subject to the aggregate Stated Principal Balance of the Mortgage Loans at the time of purchase being less than 10% of the aggregate principal balance of the Mortgage Loans as of the Cut-off Date.
The recitals contained herein shall be taken as statements of the Depositor, and the Trustee assumes no responsibility for their correctness.
Unless the certificate of authentication hereon has been executed by the Trust Administrator, by manual signature, this Certificate shall not be entitled to any benefit under the Agreement or be valid for any purpose.
IN WITNESS WHEREOF, the Trust Administrator has caused this Certificate to be duly executed.
Dated: November ___, 2005
Citibank, N.A., as Trust Administrator
By:______________________________
Authorized Officer
CERTIFICATE OF AUTHENTICATION
This is one of the Certificates referred to in the within-mentioned Agreement.
Citibank, N.A., as Trust Administrator
By:______________________________
Authorized Signatory
ABBREVIATIONS
The following abbreviations, when used in the inscription on the face of this instrument, shall be construed as though they were written out in full according to applicable laws or regulations:
TEN COM - as tenants in common |
UNIF GIFT MIN ACT - Custodian |
TEN ENT - as tenants by the entireties |
(Cust) (Minor) under |
JT TEN - as joint tenants with right |
_______________ |
Additional abbreviations may also be used though not in the above list.
ASSIGNMENT
FOR VALUE RECEIVED, the undersigned hereby sell(s), assign(s) and transfer(s) unto _____________________________________________________________________________________
|
|
(Please print or typewrite name, address including postal zip code, and Taxpayer Identification Number of assignee) a Percentage Interest equal to _________% evidenced by the within Asset-Backed Pass-Through Certificates and hereby authorize(s) the registration of transfer of such interest to assignee on the Certificate Register of the Trust Fund.
I (we) further direct the Trustee to issue a new Certificate of a like Percentage Interest and Class to the above named assignee and deliver such Certificate to the following address:
| |
|
. |
Dated: |
|
|
Signature by or on behalf of assignor |
|
|
|
|
|
|
|
Signature Guaranteed |
DISTRIBUTION INSTRUCTIONS
The assignee should include the following for purposes of distribution:
Distributions shall be made, by wire transfer or otherwise, in immediately available | |||||||
funds to |
| ||||||
| |||||||
for the account of |
| ||||||
account number |
|
or, if mailed by check, to | |||||
| |||||||
Applicable statements should be mailed to |
| ||||||
| |||||||
| |||||||
This information is provided by |
| ||||||
assignee named above, or |
| ||||||
its agent. |
| ||||||
EXHIBIT A-15
FORM OF CLASS M-10 CERTIFICATE
UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION (“DTC”), TO THE TRUSTEE OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE, OR PAYMENT, AND ANY CERTIFICATE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE, OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.
SOLELY FOR U.S. FEDERAL INCOME TAX PURPOSES, THIS CERTIFICATE IS A “REGULAR INTEREST” IN A “REAL ESTATE MORTGAGE INVESTMENT CONDUIT,” AS THOSE TERMS ARE DEFINED, RESPECTIVELY, IN SECTIONS 860G AND 860D OF THE INTERNAL REVENUE CODE OF 1986 (THE “CODE”).
THIS CERTIFICATE HAS NOT BEEN AND WILL NOT BE REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR THE SECURITIES LAWS OF ANY STATE AND MAY NOT BE RESOLD OR TRANSFERRED UNLESS IT IS REGISTERED PURSUANT TO SUCH ACT AND LAWS OR IS SOLD OR TRANSFERRED IN TRANSACTIONS THAT ARE EXEMPT FROM REGISTRATION UNDER SUCH ACT AND UNDER APPLICABLE STATE LAW AND IS TRANSFERRED IN ACCORDANCE WITH THE PROVISIONS OF SECTION 5.02 OF THE AGREEMENT.
NO TRANSFER OF THIS CERTIFICATE TO AN EMPLOYEE BENEFIT PLAN OR OTHER RETIREMENT ARRANGEMENT SUBJECT TO THE EMPLOYEE RETIREMENT INCOME SECURITY ACT OF 1974, AS AMENDED, OR THE CODE WILL BE REGISTERED EXCEPT IN COMPLIANCE WITH THE PROCEDURES
THIS CERTIFICATE IS SUBORDINATE TO THE CLASS A CERTIFICATES, THE CLASS M-1 CERTIFICATES, THE CLASS M-2 CERTIFICATES, THE CLASS M-3 CERTIFICATES, THE CLASS M-4 CERTIFICATES, THE CLASS M-5 CERTIFICATES, THE CLASS M-6 CERTIFICATES, THE CLASS M-7 CERTIFICATES, THE CLASS M-8 CERTIFICATES AND THE CLASS M-9 CERTIFICATES TO THE EXTENT DESCRIBED IN THE POOLING AND SERVICING AGREEMENT REFERRED TO HEREIN.
Series 0000-XX0 |
Xxxxxxxxx Certificate Principal Balance of the Class |
Pass-Through Rate: Variable |
Denomination: $6,008,000.00 |
Cut-off Date and date of Pooling and Servicing Agreement: November 1, 2005 |
Servicer: Ocwen Loan Servicing, LLC |
First Distribution Date: December 27, 2005 |
Trust Administrator: Citibank, N.A. |
No. 1 |
Trustee: U.S. Bank National Association |
|
Issue Date: November 30, 2005 |
|
CUSIP: 17307G Q7 6 |
DISTRIBUTIONS IN REDUCTION OF THE CERTIFICATE PRINCIPAL BALANCE OF THIS CERTIFICATE MAY BE MADE MONTHLY AS SET FORTH HEREIN. ACCORDINGLY, THE OUTSTANDING CERTIFICATE PRINCIPAL BALANCE HEREOF AT ANY TIME MAY BE LESS THAN THE AMOUNT SHOWN ABOVE AS THE DENOMINATION OF THIS CERTIFICATE.
ASSET-BACKED PASS-THROUGH CERTIFICATE
evidencing a beneficial ownership interest in a Trust Fund (the “Trust Fund”) consisting primarily of a pool of conventional one- to four-family, fixed-rate and adjustable-rate, first lien and second lien mortgage loans (the “Mortgage Loans”) formed and sold by
CITIGROUP MORTGAGE LOAN TRUST INC.
THIS CERTIFICATE DOES NOT REPRESENT AN OBLIGATION OF OR INTEREST IN CITIGROUP MORTGAGE LOAN TRUST INC., THE SERVICER, THE TRUST ADMINISTRATOR, THE TRUSTEE OR ANY OF THEIR RESPECTIVE AFFILIATES. NEITHER THIS CERTIFICATE NOR THE UNDERLYING MORTGAGE LOANS ARE GUARANTEED BY ANY AGENCY OR INSTRUMENTALITY OF THE UNITED STATES.
This certifies that Cede & Co. is the registered owner of a Percentage Interest (obtained by dividing the denomination of this Certificate by the aggregate Certificate Principal Balance of the Class M-10 Certificates as of the Issue Date) in that certain beneficial ownership interest evidenced by all the Class M-10 Certificates in the REMIC created pursuant to a Pooling and Servicing Agreement, dated as specified above (the “Agreement”), among Citigroup Mortgage Loan Trust Inc. (hereinafter called the “Depositor,” which term includes any successor entity under the Agreement), the Servicer, the Trust Administrator and the Trustee, a summary of certain of the pertinent provisions of which is set forth hereafter. To the extent not defined herein, the capitalized terms used herein have the meanings assigned in the Agreement. This Certificate is issued under and is subject to the terms, provisions and conditions of the Agreement, to which Agreement the Holder of this Certificate by virtue of the acceptance hereof assents and by which such Holder is bound.
Pursuant to the terms of the Agreement, distributions will be made on the 25th day of each month or, if such 25th day is not a Business Day, the Business Day immediately following (a “Distribution Date”), commencing on the First Distribution Date specified above, to the Person in whose name this Certificate is registered on the Record Date, in an amount equal to the product of the Percentage Interest evidenced by this Certificate and the amount required to be distributed to the Holders of Class M-10 Certificates on such Distribution Date pursuant to the Agreement.
All distributions to the Holder of this Certificate under the Agreement will be made or caused to be made by the Trust Administrator by wire transfer in immediately available funds to the account of the Person entitled thereto if such Person shall have so notified the Trust Administrator in writing at least five Business Days prior to the Record Date immediately prior to such Distribution Date or otherwise by check mailed by first class mail to the address of the Person entitled thereto, as such name and address shall appear on the Certificate Register. Notwithstanding the above, the final distribution on this Certificate will be made after due notice by the Trust Administrator of the pendency of such distribution and only upon presentation and surrender of this Certificate at the office or agency appointed by the Trust Administrator for that purpose as provided in the Agreement.
This Certificate is one of a duly authorized issue of Certificates designated as Asset-Backed Pass-Through Certificates of the Series specified on the face hereof (herein called
the “Certificates”) and representing the Percentage Interest specified above in the Class of Certificates to which the Certificate belongs.
The Certificates are limited in right of payment to certain collections and recoveries respecting the Mortgage Loans, all as more specifically set forth herein and in the Agreement. As provided in the Agreement, withdrawals from the Collection Account and the Distribution Account may be made from time to time for purposes other than distributions to Certificateholders, such purposes including reimbursement of advances made, or certain expenses incurred, with respect to the Mortgage Loans.
The Agreement permits, with certain exceptions therein provided, the amendment thereof and the modification of the rights and obligations of the Depositor, the Servicer, the Trust Administrator and the Trustee and the rights of the Certificateholders, under the Agreement at any time by the Depositor, the Servicer, the Trust Administrator and the Trustee with the consent of the Holders of Certificates entitled to at least 66% of the Voting Rights. Any such consent by the Holder of this Certificate shall be conclusive and binding on such Holder and upon all future Holders of this Certificate and of any Certificate issued upon the transfer hereof or in exchange herefor or in lieu hereof whether or not notation of such consent is made upon this Certificate. The Agreement also permits the amendment thereof, in certain limited circumstances, without the consent of the Holders of any of the Certificates.
As provided in the Agreement and subject to certain limitations therein set forth, the transfer of this Certificate is registrable in the Certificate Register upon surrender of this Certificate for registration of transfer at the offices or agencies appointed by the Trust Administrator as provided in the Agreement, duly endorsed by, or accompanied by an assignment in the form below or other written instrument of transfer in form satisfactory to the Trust Administrator duly executed by, the Holder hereof or such Holder's attorney duly authorized in writing, and thereupon one or more new Certificates of the same Class in authorized denominations evidencing the same aggregate Percentage Interest will be issued to the designated transferee or transferees.
No transfer of this Certificate shall be made unless the transfer is made pursuant to an effective registration statement under the Securities Act of 1933, as amended (the “1933 Act”), and an effective registration or qualification under applicable state securities laws, or is made in a transaction that does not require such registration or qualification. In the event that such a transfer of this Certificate is to be made without registration or qualification, the Trust Administrator shall require receipt of written certifications from the Holder of the Certificate desiring to effect the transfer, and from such Holder’s prospective transferee, substantially in the forms attached to the Agreement as Exhibit F-1. None of the Depositor or the Trust Administrator is obligated to register or qualify the Class of Certificates specified on the face hereof under the 1933 Act or any other securities law or to take any action not otherwise required under the Agreement to permit the transfer of such Certificates without registration or qualification. Any Holder desiring to effect a transfer of this Certificate shall be required to indemnify the Trustee, the Trust Administrator, the Depositor, the Servicer and any Sub-Servicer against any liability that may result if the transfer is not so exempt or is not made in accordance with such federal and state laws.
No transfer of this Certificate to a Plan subject to ERISA or section 4975 of the Code, any Person acting, directly or indirectly, on behalf of any such Plan or any Person using
"Plan Assets" to acquire this Certificate shall be made except in accordance with Section 5.02(b) of the Agreement.
The Certificates are issuable in fully registered form only without coupons in Classes and denominations representing Percentage Interests specified in the Agreement. As provided in the Agreement and subject to certain limitations therein set forth, the Certificates are exchangeable for new Certificates of the same Class in authorized denominations evidencing the same aggregate Percentage Interest, as requested by the Holder surrendering the same. No service charge will be made for any such registration of transfer or exchange of Certificates, but the Trust Administrator may require payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in connection with any transfer or exchange of Certificates.
The Depositor, the Servicer, the Trust Administrator, the Trustee and any agent of the Depositor, the Servicer, the Trust Administrator or the Trustee may treat the Person in whose name this Certificate is registered as the owner hereof for all purposes, and none of the Depositor, the Servicer, the Trust Administrator, the Trustee nor any such agent shall be affected by notice to the contrary.
The obligations created by the Agreement and the Trust Fund created thereby shall terminate upon payment to the Certificateholders of all amounts held by the Trust Administrator and required to be paid to them pursuant to the Agreement following the earlier of (i) the final payment or other liquidation (or any advance with respect thereto) of the last Mortgage Loan and REO Property remaining in the REMIC and (ii) the purchase by the party designated in the Agreement at a price determined as provided in the Agreement from the REMIC of all the Mortgage Loans and all property acquired in respect of such Mortgage Loans. The Agreement permits, but does not require, the party designated in the Agreement to purchase from the REMIC all the Mortgage Loans and all property acquired in respect of any Mortgage Loan at a price determined as provided in the Agreement. The exercise of such right will effect early retirement of the Certificates; however, such right to purchase is subject to the aggregate Stated Principal Balance of the Mortgage Loans at the time of purchase being less than 10% of the aggregate principal balance of the Mortgage Loans as of the Cut-off Date.
The recitals contained herein shall be taken as statements of the Depositor, and the Trustee assumes no responsibility for their correctness.
Unless the certificate of authentication hereon has been executed by the Trust Administrator, by manual signature, this Certificate shall not be entitled to any benefit under the Agreement or be valid for any purpose.
IN WITNESS WHEREOF, the Trust Administrator has caused this Certificate to be duly executed.
Dated: November ___, 2005
Citibank, N.A., as Trust Administrator
By:______________________________
Authorized Officer
CERTIFICATE OF AUTHENTICATION
This is one of the Certificates referred to in the within-mentioned Agreement.
Citibank, N.A., as Trust Administrator
By:______________________________
Authorized Signatory
ABBREVIATIONS
The following abbreviations, when used in the inscription on the face of this instrument, shall be construed as though they were written out in full according to applicable laws or regulations:
TEN COM - as tenants in common |
UNIF GIFT MIN ACT - Custodian |
TEN ENT - as tenants by the entireties |
(Cust) (Minor) under |
JT TEN - as joint tenants with right |
_______________ |
Additional abbreviations may also be used though not in the above list.
ASSIGNMENT
FOR VALUE RECEIVED, the undersigned hereby sell(s), assign(s) and transfer(s) unto _____________________________________________________________________________________
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(Please print or typewrite name, address including postal zip code, and Taxpayer Identification Number of assignee) a Percentage Interest equal to _________% evidenced by the within Asset-Backed Pass-Through Certificates and hereby authorize(s) the registration of transfer of such interest to assignee on the Certificate Register of the Trust Fund.
I (we) further direct the Trustee to issue a new Certificate of a like Percentage Interest and Class to the above named assignee and deliver such Certificate to the following address:
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Dated: |
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Signature by or on behalf of assignor |
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Signature Guaranteed |
DISTRIBUTION INSTRUCTIONS
The assignee should include the following for purposes of distribution:
Distributions shall be made, by wire transfer or otherwise, in immediately available | |||||||
funds to |
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for the account of |
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account number |
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or, if mailed by check, to | |||||
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Applicable statements should be mailed to |
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This information is provided by |
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assignee named above, or |
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its agent. |
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EXHIBIT A-16
FORM OF CLASS M-11 CERTIFICATE
UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION (“DTC”), TO THE TRUSTEE OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE, OR PAYMENT, AND ANY CERTIFICATE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE, OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.
SOLELY FOR U.S. FEDERAL INCOME TAX PURPOSES, THIS CERTIFICATE IS A “REGULAR INTEREST” IN A “REAL ESTATE MORTGAGE INVESTMENT CONDUIT,” AS THOSE TERMS ARE DEFINED, RESPECTIVELY, IN SECTIONS 860G AND 860D OF THE INTERNAL REVENUE CODE OF 1986 (THE “CODE”).
THIS CERTIFICATE HAS NOT BEEN AND WILL NOT BE REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR THE SECURITIES LAWS OF ANY STATE AND MAY NOT BE RESOLD OR TRANSFERRED UNLESS IT IS REGISTERED PURSUANT TO SUCH ACT AND LAWS OR IS SOLD OR TRANSFERRED IN TRANSACTIONS THAT ARE EXEMPT FROM REGISTRATION UNDER SUCH ACT AND UNDER APPLICABLE STATE LAW AND IS TRANSFERRED IN ACCORDANCE WITH THE PROVISIONS OF SECTION 5.02 OF THE AGREEMENT.
NO TRANSFER OF THIS CERTIFICATE TO AN EMPLOYEE BENEFIT PLAN OR OTHER RETIREMENT ARRANGEMENT SUBJECT TO THE EMPLOYEE RETIREMENT INCOME SECURITY ACT OF 1974, AS AMENDED, OR THE CODE WILL BE REGISTERED EXCEPT IN COMPLIANCE WITH THE PROCEDURES
THIS CERTIFICATE IS SUBORDINATE TO THE CLASS A CERTIFICATES, THE CLASS M-1 CERTIFICATES, THE CLASS M-2 CERTIFICATES, THE CLASS M-3 CERTIFICATES, THE CLASS M-4 CERTIFICATES, THE CLASS M-5 CERTIFICATES, THE CLASS M-6 CERTIFICATES, THE CLASS M-7 CERTIFICATES, THE CLASS M-8 CERTIFICATES, THE CLASS M-9 CERTIFICATES AND THE CLASS M-10 CERTIFICATES TO THE EXTENT DESCRIBED IN THE POOLING AND SERVICING AGREEMENT REFERRED TO HEREIN.
Series 0000-XX0 |
Xxxxxxxxx Certificate Principal Balance of the Class |
Pass-Through Rate: Variable |
Denomination: : $4,622,000.00 |
Cut-off Date and date of Pooling and Servicing Agreement: November 1, 2005 |
Servicer: Ocwen Loan Servicing, LLC |
First Distribution Date: December 27, 2005 |
Trust Administrator: Citibank, N.A. |
No. 1 |
Trustee: U.S. Bank National Association |
|
Issue Date: November 30, 2005 |
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CUSIP: 17307G Q9 2 |
DISTRIBUTIONS IN REDUCTION OF THE CERTIFICATE PRINCIPAL BALANCE OF THIS CERTIFICATE MAY BE MADE MONTHLY AS SET FORTH HEREIN. ACCORDINGLY, THE OUTSTANDING CERTIFICATE PRINCIPAL BALANCE HEREOF AT ANY TIME MAY BE LESS THAN THE AMOUNT SHOWN ABOVE AS THE DENOMINATION OF THIS CERTIFICATE.
ASSET-BACKED PASS-THROUGH CERTIFICATE
evidencing a beneficial ownership interest in a Trust Fund (the “Trust Fund”) consisting primarily of a pool of conventional one- to four-family, fixed-rate and adjustable-rate, first lien and second lien mortgage loans (the “Mortgage Loans”) formed and sold by
CITIGROUP MORTGAGE LOAN TRUST INC.
THIS CERTIFICATE DOES NOT REPRESENT AN OBLIGATION OF OR INTEREST IN CITIGROUP MORTGAGE LOAN TRUST INC., THE SERVICER, THE TRUST ADMINISTRATOR, THE TRUSTEE OR ANY OF THEIR RESPECTIVE AFFILIATES. NEITHER THIS CERTIFICATE NOR THE UNDERLYING MORTGAGE LOANS ARE GUARANTEED BY ANY AGENCY OR INSTRUMENTALITY OF THE UNITED STATES.
This certifies that Cede & Co. is the registered owner of a Percentage Interest (obtained by dividing the denomination of this Certificate by the aggregate Certificate Principal Balance of the Class M-11 Certificates as of the Issue Date) in that certain beneficial ownership interest evidenced by all the Class M-11 Certificates in the REMIC created pursuant to a Pooling and Servicing Agreement, dated as specified above (the “Agreement”), among Citigroup Mortgage Loan Trust Inc. (hereinafter called the “Depositor,” which term includes any successor entity under the Agreement), the Servicer, the Trust Administrator and the Trustee, a summary of certain of the pertinent provisions of which is set forth hereafter. To the extent not defined herein, the capitalized terms used herein have the meanings assigned in the Agreement. This Certificate is issued under and is subject to the terms, provisions and conditions of the Agreement, to which Agreement the Holder of this Certificate by virtue of the acceptance hereof assents and by which such Holder is bound.
Pursuant to the terms of the Agreement, distributions will be made on the 25th day of each month or, if such 25th day is not a Business Day, the Business Day immediately following (a “Distribution Date”), commencing on the First Distribution Date specified above, to the Person in whose name this Certificate is registered on the Record Date, in an amount equal to the product of the Percentage Interest evidenced by this Certificate and the amount required to be distributed to the Holders of Class M-11 Certificates on such Distribution Date pursuant to the Agreement.
All distributions to the Holder of this Certificate under the Agreement will be made or caused to be made by the Trust Administrator by wire transfer in immediately available funds to the account of the Person entitled thereto if such Person shall have so notified the Trust Administrator in writing at least five Business Days prior to the Record Date immediately prior to such Distribution Date or otherwise by check mailed by first class mail to the address of the Person entitled thereto, as such name and address shall appear on the Certificate Register. Notwithstanding the above, the final distribution on this Certificate will be made after due notice by the Trust Administrator of the pendency of such distribution and only upon presentation and surrender of this Certificate at the office or agency appointed by the Trust Administrator for that purpose as provided in the Agreement.
This Certificate is one of a duly authorized issue of Certificates designated as Asset-Backed Pass-Through Certificates of the Series specified on the face hereof (herein called
the “Certificates”) and representing the Percentage Interest specified above in the Class of Certificates to which the Certificate belongs.
The Certificates are limited in right of payment to certain collections and recoveries respecting the Mortgage Loans, all as more specifically set forth herein and in the Agreement. As provided in the Agreement, withdrawals from the Collection Account and the Distribution Account may be made from time to time for purposes other than distributions to Certificateholders, such purposes including reimbursement of advances made, or certain expenses incurred, with respect to the Mortgage Loans.
The Agreement permits, with certain exceptions therein provided, the amendment thereof and the modification of the rights and obligations of the Depositor, the Servicer, the Trust Administrator and the Trustee and the rights of the Certificateholders, under the Agreement at any time by the Depositor, the Servicer, the Trust Administrator and the Trustee with the consent of the Holders of Certificates entitled to at least 66% of the Voting Rights. Any such consent by the Holder of this Certificate shall be conclusive and binding on such Holder and upon all future Holders of this Certificate and of any Certificate issued upon the transfer hereof or in exchange herefor or in lieu hereof whether or not notation of such consent is made upon this Certificate. The Agreement also permits the amendment thereof, in certain limited circumstances, without the consent of the Holders of any of the Certificates.
As provided in the Agreement and subject to certain limitations therein set forth, the transfer of this Certificate is registrable in the Certificate Register upon surrender of this Certificate for registration of transfer at the offices or agencies appointed by the Trust Administrator as provided in the Agreement, duly endorsed by, or accompanied by an assignment in the form below or other written instrument of transfer in form satisfactory to the Trust Administrator duly executed by, the Holder hereof or such Holder's attorney duly authorized in writing, and thereupon one or more new Certificates of the same Class in authorized denominations evidencing the same aggregate Percentage Interest will be issued to the designated transferee or transferees.
No transfer of this Certificate shall be made unless the transfer is made pursuant to an effective registration statement under the Securities Act of 1933, as amended (the “1933 Act”), and an effective registration or qualification under applicable state securities laws, or is made in a transaction that does not require such registration or qualification. In the event that such a transfer of this Certificate is to be made without registration or qualification, the Trust Administrator shall require receipt of written certifications from the Holder of the Certificate desiring to effect the transfer, and from such Holder’s prospective transferee, substantially in the forms attached to the Agreement as Exhibit F-1. None of the Depositor or the Trust Administrator is obligated to register or qualify the Class of Certificates specified on the face hereof under the 1933 Act or any other securities law or to take any action not otherwise required under the Agreement to permit the transfer of such Certificates without registration or qualification. Any Holder desiring to effect a transfer of this Certificate shall be required to indemnify the Trustee, the Trust Administrator, the Depositor, the Servicer and any Sub-Servicer against any liability that may result if the transfer is not so exempt or is not made in accordance with such federal and state laws.
No transfer of this Certificate to a Plan subject to ERISA or section 4975 of the Code, any Person acting, directly or indirectly, on behalf of any such Plan or any Person using
"Plan Assets" to acquire this Certificate shall be made except in accordance with Section 5.02(b) of the Agreement.
The Certificates are issuable in fully registered form only without coupons in Classes and denominations representing Percentage Interests specified in the Agreement. As provided in the Agreement and subject to certain limitations therein set forth, the Certificates are exchangeable for new Certificates of the same Class in authorized denominations evidencing the same aggregate Percentage Interest, as requested by the Holder surrendering the same. No service charge will be made for any such registration of transfer or exchange of Certificates, but the Trust Administrator may require payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in connection with any transfer or exchange of Certificates.
The Depositor, the Servicer, the Trust Administrator, the Trustee and any agent of the Depositor, the Servicer, the Trust Administrator or the Trustee may treat the Person in whose name this Certificate is registered as the owner hereof for all purposes, and none of the Depositor, the Servicer, the Trust Administrator, the Trustee nor any such agent shall be affected by notice to the contrary.
The obligations created by the Agreement and the Trust Fund created thereby shall terminate upon payment to the Certificateholders of all amounts held by the Trust Administrator and required to be paid to them pursuant to the Agreement following the earlier of (i) the final payment or other liquidation (or any advance with respect thereto) of the last Mortgage Loan and REO Property remaining in the REMIC and (ii) the purchase by the party designated in the Agreement at a price determined as provided in the Agreement from the REMIC of all the Mortgage Loans and all property acquired in respect of such Mortgage Loans. The Agreement permits, but does not require, the party designated in the Agreement to purchase from the REMIC all the Mortgage Loans and all property acquired in respect of any Mortgage Loan at a price determined as provided in the Agreement. The exercise of such right will effect early retirement of the Certificates; however, such right to purchase is subject to the aggregate Stated Principal Balance of the Mortgage Loans at the time of purchase being less than 10% of the aggregate principal balance of the Mortgage Loans as of the Cut-off Date.
The recitals contained herein shall be taken as statements of the Depositor, and the Trustee assumes no responsibility for their correctness.
Unless the certificate of authentication hereon has been executed by the Trust Administrator, by manual signature, this Certificate shall not be entitled to any benefit under the Agreement or be valid for any purpose.
IN WITNESS WHEREOF, the Trust Administrator has caused this Certificate to be duly executed.
Dated: November ___, 2005
Citibank, N.A., as Trust Administrator
By:______________________________
Authorized Officer
CERTIFICATE OF AUTHENTICATION
This is one of the Certificates referred to in the within-mentioned Agreement.
Citibank, N.A., as Trust Administrator
By:______________________________
Authorized Signatory
ABBREVIATIONS
The following abbreviations, when used in the inscription on the face of this instrument, shall be construed as though they were written out in full according to applicable laws or regulations:
TEN COM - as tenants in common |
UNIF GIFT MIN ACT - Custodian |
TEN ENT - as tenants by the entireties |
(Cust) (Minor) under |
JT TEN - as joint tenants with right |
_______________ |
Additional abbreviations may also be used though not in the above list.
ASSIGNMENT
FOR VALUE RECEIVED, the undersigned hereby sell(s), assign(s) and transfer(s) unto _____________________________________________________________________________________
|
|
(Please print or typewrite name, address including postal zip code, and Taxpayer Identification Number of assignee) a Percentage Interest equal to _________% evidenced by the within Asset-Backed Pass-Through Certificates and hereby authorize(s) the registration of transfer of such interest to assignee on the Certificate Register of the Trust Fund.
I (we) further direct the Trustee to issue a new Certificate of a like Percentage Interest and Class to the above named assignee and deliver such Certificate to the following address:
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. |
Dated: |
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Signature by or on behalf of assignor |
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Signature Guaranteed |
DISTRIBUTION INSTRUCTIONS
The assignee should include the following for purposes of distribution:
Distributions shall be made, by wire transfer or otherwise, in immediately available | |||||||
funds to |
| ||||||
| |||||||
for the account of |
| ||||||
account number |
|
or, if mailed by check, to | |||||
| |||||||
Applicable statements should be mailed to |
| ||||||
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This information is provided by |
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assignee named above, or |
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its agent. |
| ||||||
EXHIBIT A-17
FORM OF CLASS M-12 CERTIFICATE
UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION (“DTC”), TO THE TRUSTEE OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE, OR PAYMENT, AND ANY CERTIFICATE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE, OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.
SOLELY FOR U.S. FEDERAL INCOME TAX PURPOSES, THIS CERTIFICATE IS A “REGULAR INTEREST” IN A “REAL ESTATE MORTGAGE INVESTMENT CONDUIT,” AS THOSE TERMS ARE DEFINED, RESPECTIVELY, IN SECTIONS 860G AND 860D OF THE INTERNAL REVENUE CODE OF 1986 (THE “CODE”).
THIS CERTIFICATE HAS NOT BEEN AND WILL NOT BE REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR THE SECURITIES LAWS OF ANY STATE AND MAY NOT BE RESOLD OR TRANSFERRED UNLESS IT IS REGISTERED PURSUANT TO SUCH ACT AND LAWS OR IS SOLD OR TRANSFERRED IN TRANSACTIONS THAT ARE EXEMPT FROM REGISTRATION UNDER SUCH ACT AND UNDER APPLICABLE STATE LAW AND IS TRANSFERRED IN ACCORDANCE WITH THE PROVISIONS OF SECTION 5.02 OF THE AGREEMENT.
NO TRANSFER OF THIS CERTIFICATE TO AN EMPLOYEE BENEFIT PLAN OR OTHER RETIREMENT ARRANGEMENT SUBJECT TO THE EMPLOYEE RETIREMENT INCOME SECURITY ACT OF 1974, AS AMENDED, OR THE CODE WILL BE REGISTERED EXCEPT IN COMPLIANCE WITH THE PROCEDURES
THIS CERTIFICATE IS SUBORDINATE TO THE CLASS A CERTIFICATES, THE CLASS M-1 CERTIFICATES, THE CLASS M-2 CERTIFICATES, THE CLASS M-3 CERTIFICATES, THE CLASS M-4 CERTIFICATES, THE CLASS M-5 CERTIFICATES, THE CLASS M-6 CERTIFICATES, THE CLASS M-7 CERTIFICATES, THE CLASS M-8 CERTIFICATES, THE CLASS M-9 CERTIFICATES, THE CLASS M-10 CERTIFICATES AND THE CLASS M-11 CERTIFICATES TO THE EXTENT DESCRIBED IN THE POOLING AND SERVICING AGREEMENT REFERRED TO HEREIN.
Series 0000-XX0 |
Xxxxxxxxx Certificate Principal Balance of the Class |
Pass-Through Rate: Variable |
Denomination: $12,016,000.00 |
Cut-off Date and date of Pooling and Servicing Agreement: November 1, 2005 |
Servicer: Ocwen Loan Servicing, LLC |
First Distribution Date: December 27, 2005 |
Trust Administrator: Citibank, N.A. |
No. 1 |
Trustee: U.S. Bank National Association |
|
Issue Date: November 30, 2005 |
|
CUSIP: 17307G R2 6 |
DISTRIBUTIONS IN REDUCTION OF THE CERTIFICATE PRINCIPAL BALANCE OF THIS CERTIFICATE MAY BE MADE MONTHLY AS SET FORTH HEREIN. ACCORDINGLY, THE OUTSTANDING CERTIFICATE PRINCIPAL BALANCE HEREOF AT ANY TIME MAY BE LESS THAN THE AMOUNT SHOWN ABOVE AS THE DENOMINATION OF THIS CERTIFICATE.
ASSET-BACKED PASS-THROUGH CERTIFICATE
evidencing a beneficial ownership interest in a Trust Fund (the “Trust Fund”) consisting primarily of a pool of conventional one- to four-family, fixed-rate and adjustable-rate, first lien and second lien mortgage loans (the “Mortgage Loans”) formed and sold by
CITIGROUP MORTGAGE LOAN TRUST INC.
THIS CERTIFICATE DOES NOT REPRESENT AN OBLIGATION OF OR INTEREST IN CITIGROUP MORTGAGE LOAN TRUST INC., THE SERVICER, THE TRUST ADMINISTRATOR, THE TRUSTEE OR ANY OF THEIR RESPECTIVE AFFILIATES. NEITHER THIS CERTIFICATE NOR THE UNDERLYING MORTGAGE LOANS ARE GUARANTEED BY ANY AGENCY OR INSTRUMENTALITY OF THE UNITED STATES.
This certifies that Cede & Co. is the registered owner of a Percentage Interest (obtained by dividing the denomination of this Certificate by the aggregate Certificate Principal Balance of the Class M-12 Certificates as of the Issue Date) in that certain beneficial ownership interest evidenced by all the Class M-12 Certificates in the REMIC created pursuant to a Pooling and Servicing Agreement, dated as specified above (the “Agreement”), among Citigroup Mortgage Loan Trust Inc. (hereinafter called the “Depositor,” which term includes any successor entity under the Agreement), the Servicer, the Trust Administrator and the Trustee, a summary of certain of the pertinent provisions of which is set forth hereafter. To the extent not defined herein, the capitalized terms used herein have the meanings assigned in the Agreement. This Certificate is issued under and is subject to the terms, provisions and conditions of the Agreement, to which Agreement the Holder of this Certificate by virtue of the acceptance hereof assents and by which such Holder is bound.
Pursuant to the terms of the Agreement, distributions will be made on the 25th day of each month or, if such 25th day is not a Business Day, the Business Day immediately following (a “Distribution Date”), commencing on the First Distribution Date specified above, to the Person in whose name this Certificate is registered on the Record Date, in an amount equal to the product of the Percentage Interest evidenced by this Certificate and the amount required to be distributed to the Holders of Class M-12 Certificates on such Distribution Date pursuant to the Agreement.
All distributions to the Holder of this Certificate under the Agreement will be made or caused to be made by the Trust Administrator by wire transfer in immediately available funds to the account of the Person entitled thereto if such Person shall have so notified the Trust Administrator in writing at least five Business Days prior to the Record Date immediately prior to such Distribution Date or otherwise by check mailed by first class mail to the address of the Person entitled thereto, as such name and address shall appear on the Certificate Register. Notwithstanding the above, the final distribution on this Certificate will be made after due notice by the Trust Administrator of the pendency of such distribution and only upon presentation and surrender of this Certificate at the office or agency appointed by the Trust Administrator for that purpose as provided in the Agreement.
This Certificate is one of a duly authorized issue of Certificates designated as Asset-Backed Pass-Through Certificates of the Series specified on the face hereof (herein called
the “Certificates”) and representing the Percentage Interest specified above in the Class of Certificates to which the Certificate belongs.
The Certificates are limited in right of payment to certain collections and recoveries respecting the Mortgage Loans, all as more specifically set forth herein and in the Agreement. As provided in the Agreement, withdrawals from the Collection Account and the Distribution Account may be made from time to time for purposes other than distributions to Certificateholders, such purposes including reimbursement of advances made, or certain expenses incurred, with respect to the Mortgage Loans.
The Agreement permits, with certain exceptions therein provided, the amendment thereof and the modification of the rights and obligations of the Depositor, the Servicer, the Trust Administrator and the Trustee and the rights of the Certificateholders, under the Agreement at any time by the Depositor, the Servicer, the Trust Administrator and the Trustee with the consent of the Holders of Certificates entitled to at least 66% of the Voting Rights. Any such consent by the Holder of this Certificate shall be conclusive and binding on such Holder and upon all future Holders of this Certificate and of any Certificate issued upon the transfer hereof or in exchange herefor or in lieu hereof whether or not notation of such consent is made upon this Certificate. The Agreement also permits the amendment thereof, in certain limited circumstances, without the consent of the Holders of any of the Certificates.
As provided in the Agreement and subject to certain limitations therein set forth, the transfer of this Certificate is registrable in the Certificate Register upon surrender of this Certificate for registration of transfer at the offices or agencies appointed by the Trust Administrator as provided in the Agreement, duly endorsed by, or accompanied by an assignment in the form below or other written instrument of transfer in form satisfactory to the Trust Administrator duly executed by, the Holder hereof or such Holder's attorney duly authorized in writing, and thereupon one or more new Certificates of the same Class in authorized denominations evidencing the same aggregate Percentage Interest will be issued to the designated transferee or transferees.
No transfer of this Certificate shall be made unless the transfer is made pursuant to an effective registration statement under the Securities Act of 1933, as amended (the “1933 Act”), and an effective registration or qualification under applicable state securities laws, or is made in a transaction that does not require such registration or qualification. In the event that such a transfer of this Certificate is to be made without registration or qualification, the Trust Administrator shall require receipt of written certifications from the Holder of the Certificate desiring to effect the transfer, and from such Holder’s prospective transferee, substantially in the forms attached to the Agreement as Exhibit F-1. None of the Depositor or the Trust Administrator is obligated to register or qualify the Class of Certificates specified on the face hereof under the 1933 Act or any other securities law or to take any action not otherwise required under the Agreement to permit the transfer of such Certificates without registration or qualification. Any Holder desiring to effect a transfer of this Certificate shall be required to indemnify the Trustee, the Trust Administrator, the Depositor, the Servicer and any Sub-Servicer against any liability that may result if the transfer is not so exempt or is not made in accordance with such federal and state laws.
No transfer of this Certificate to a Plan subject to ERISA or section 4975 of the Code, any Person acting, directly or indirectly, on behalf of any such Plan or any Person using
"Plan Assets" to acquire this Certificate shall be made except in accordance with Section 5.02(b) of the Agreement.
The Certificates are issuable in fully registered form only without coupons in Classes and denominations representing Percentage Interests specified in the Agreement. As provided in the Agreement and subject to certain limitations therein set forth, the Certificates are exchangeable for new Certificates of the same Class in authorized denominations evidencing the same aggregate Percentage Interest, as requested by the Holder surrendering the same. No service charge will be made for any such registration of transfer or exchange of Certificates, but the Trust Administrator may require payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in connection with any transfer or exchange of Certificates.
The Depositor, the Servicer, the Trust Administrator, the Trustee and any agent of the Depositor, the Servicer, the Trust Administrator or the Trustee may treat the Person in whose name this Certificate is registered as the owner hereof for all purposes, and none of the Depositor, the Servicer, the Trust Administrator, the Trustee nor any such agent shall be affected by notice to the contrary.
The obligations created by the Agreement and the Trust Fund created thereby shall terminate upon payment to the Certificateholders of all amounts held by the Trust Administrator and required to be paid to them pursuant to the Agreement following the earlier of (i) the final payment or other liquidation (or any advance with respect thereto) of the last Mortgage Loan and REO Property remaining in the REMIC and (ii) the purchase by the party designated in the Agreement at a price determined as provided in the Agreement from the REMIC of all the Mortgage Loans and all property acquired in respect of such Mortgage Loans. The Agreement permits, but does not require, the party designated in the Agreement to purchase from the REMIC all the Mortgage Loans and all property acquired in respect of any Mortgage Loan at a price determined as provided in the Agreement. The exercise of such right will effect early retirement of the Certificates; however, such right to purchase is subject to the aggregate Stated Principal Balance of the Mortgage Loans at the time of purchase being less than 10% of the aggregate principal balance of the Mortgage Loans as of the Cut-off Date.
The recitals contained herein shall be taken as statements of the Depositor, and the Trustee assumes no responsibility for their correctness.
Unless the certificate of authentication hereon has been executed by the Trust Administrator, by manual signature, this Certificate shall not be entitled to any benefit under the Agreement or be valid for any purpose.
IN WITNESS WHEREOF, the Trust Administrator has caused this Certificate to be duly executed.
Dated: November ___, 2005
Citibank, N.A., as Trust Administrator
By:______________________________
Authorized Officer
CERTIFICATE OF AUTHENTICATION
This is one of the Certificates referred to in the within-mentioned Agreement.
Citibank, N.A., as Trust Administrator
By:______________________________
Authorized Signatory
ABBREVIATIONS
The following abbreviations, when used in the inscription on the face of this instrument, shall be construed as though they were written out in full according to applicable laws or regulations:
TEN COM - as tenants in common |
UNIF GIFT MIN ACT - Custodian |
TEN ENT - as tenants by the entireties |
(Cust) (Minor) under |
JT TEN - as joint tenants with right |
_______________ |
Additional abbreviations may also be used though not in the above list.
ASSIGNMENT
FOR VALUE RECEIVED, the undersigned hereby sell(s), assign(s) and transfer(s) unto _____________________________________________________________________________________
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(Please print or typewrite name, address including postal zip code, and Taxpayer Identification Number of assignee) a Percentage Interest equal to ____% evidenced by the within Asset-Backed Pass-Through Certificates and hereby authorize(s) the registration of transfer of such interest to assignee on the Certificate Register of the Trust Fund.
I (we) further direct the Trustee to issue a new Certificate of a like Percentage Interest and Class to the above named assignee and deliver such Certificate to the following address:
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Dated: |
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Signature by or on behalf of assignor |
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Signature Guaranteed |
DISTRIBUTION INSTRUCTIONS
The assignee should include the following for purposes of distribution:
Distributions shall be made, by wire transfer or otherwise, in immediately available | |||||||
funds to |
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for the account of |
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account number |
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or, if mailed by check, to | |||||
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Applicable statements should be mailed to |
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assignee named above, or |
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its agent. |
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EXHIBIT A-18
FORM OF CLASS M-13 CERTIFICATE
UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION (“DTC”), TO THE TRUSTEE OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE, OR PAYMENT, AND ANY CERTIFICATE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE, OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.
SOLELY FOR U.S. FEDERAL INCOME TAX PURPOSES, THIS CERTIFICATE IS A “REGULAR INTEREST” IN A “REAL ESTATE MORTGAGE INVESTMENT CONDUIT,” AS THOSE TERMS ARE DEFINED, RESPECTIVELY, IN SECTIONS 860G AND 860D OF THE INTERNAL REVENUE CODE OF 1986 (THE “CODE”).
THIS CERTIFICATE HAS NOT BEEN AND WILL NOT BE REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR THE SECURITIES LAWS OF ANY STATE AND MAY NOT BE RESOLD OR TRANSFERRED UNLESS IT IS REGISTERED PURSUANT TO SUCH ACT AND LAWS OR IS SOLD OR TRANSFERRED IN TRANSACTIONS THAT ARE EXEMPT FROM REGISTRATION UNDER SUCH ACT AND UNDER APPLICABLE STATE LAW AND IS TRANSFERRED IN ACCORDANCE WITH THE PROVISIONS OF SECTION 5.02 OF THE AGREEMENT.
NO TRANSFER OF THIS CERTIFICATE TO AN EMPLOYEE BENEFIT PLAN OR OTHER RETIREMENT ARRANGEMENT SUBJECT TO THE EMPLOYEE RETIREMENT INCOME SECURITY ACT OF 1974, AS AMENDED, OR THE CODE WILL BE REGISTERED EXCEPT IN COMPLIANCE WITH THE PROCEDURES
THIS CERTIFICATE IS SUBORDINATE TO THE CLASS A CERTIFICATES, THE CLASS M-1 CERTIFICATES, THE CLASS M-2 CERTIFICATES, THE CLASS M-3 CERTIFICATES, THE CLASS M-4 CERTIFICATES, THE CLASS M-5 CERTIFICATES, THE CLASS M-6 CERTIFICATES, THE CLASS M-7 CERTIFICATES, THE CLASS M-8 CERTIFICATES, THE CLASS M-9 CERTIFICATES, THE CLASS M-10 CERTIFICATES, THE CLASS M-11 CERTIFICATES AND THE CLASS M-12 CERTIFICATES TO THE EXTENT DESCRIBED IN THE POOLING AND SERVICING AGREEMENT REFERRED TO HEREIN.
Series 0000-XX0 |
Xxxxxxxxx Certificate Principal Balance of the Class |
Pass-Through Rate: Variable |
Denomination: $4,622,000.00 |
Cut-off Date and date of Pooling and Servicing Agreement: November 1, 2005 |
Servicer: Ocwen Loan Servicing, LLC |
First Distribution Date: December 27, 2005 |
Trust Administrator: Citibank, N.A. |
No. 1 |
Trustee: U.S. Bank National Association |
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Issue Date: November 30, 2005 |
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CUSIP: 17307G R3 4 |
DISTRIBUTIONS IN REDUCTION OF THE CERTIFICATE PRINCIPAL BALANCE OF THIS CERTIFICATE MAY BE MADE MONTHLY AS SET FORTH HEREIN. ACCORDINGLY, THE OUTSTANDING CERTIFICATE PRINCIPAL BALANCE HEREOF AT ANY TIME MAY BE LESS THAN THE AMOUNT SHOWN ABOVE AS THE DENOMINATION OF THIS CERTIFICATE.
ASSET-BACKED PASS-THROUGH CERTIFICATE
evidencing a beneficial ownership interest in a Trust Fund (the “Trust Fund”) consisting primarily of a pool of conventional one- to four-family, fixed-rate and adjustable-rate, first lien and second lien mortgage loans (the “Mortgage Loans”) formed and sold by
CITIGROUP MORTGAGE LOAN TRUST INC.
THIS CERTIFICATE DOES NOT REPRESENT AN OBLIGATION OF OR INTEREST IN CITIGROUP MORTGAGE LOAN TRUST INC., THE SERVICER, THE TRUST ADMINISTRATOR, THE TRUSTEE OR ANY OF THEIR RESPECTIVE AFFILIATES. NEITHER THIS CERTIFICATE NOR THE UNDERLYING MORTGAGE LOANS ARE GUARANTEED BY ANY AGENCY OR INSTRUMENTALITY OF THE UNITED STATES.
This certifies that Cede & Co. is the registered owner of a Percentage Interest (obtained by dividing the denomination of this Certificate by the aggregate Certificate Principal Balance of the Class M-13 Certificates as of the Issue Date) in that certain beneficial ownership interest evidenced by all the Class M-13 Certificates in the REMIC created pursuant to a Pooling and Servicing Agreement, dated as specified above (the “Agreement”), among Citigroup Mortgage Loan Trust Inc. (hereinafter called the “Depositor,” which term includes any successor entity under the Agreement), the Servicer, the Trust Administrator and the Trustee, a summary of certain of the pertinent provisions of which is set forth hereafter. To the extent not defined herein, the capitalized terms used herein have the meanings assigned in the Agreement. This Certificate is issued under and is subject to the terms, provisions and conditions of the Agreement, to which Agreement the Holder of this Certificate by virtue of the acceptance hereof assents and by which such Holder is bound.
Pursuant to the terms of the Agreement, distributions will be made on the 25th day of each month or, if such 25th day is not a Business Day, the Business Day immediately following (a “Distribution Date”), commencing on the First Distribution Date specified above, to the Person in whose name this Certificate is registered on the Record Date, in an amount equal to the product of the Percentage Interest evidenced by this Certificate and the amount required to be distributed to the Holders of Class M-13 Certificates on such Distribution Date pursuant to the Agreement.
All distributions to the Holder of this Certificate under the Agreement will be made or caused to be made by the Trust Administrator by wire transfer in immediately available funds to the account of the Person entitled thereto if such Person shall have so notified the Trust Administrator in writing at least five Business Days prior to the Record Date immediately prior to such Distribution Date or otherwise by check mailed by first class mail to the address of the Person entitled thereto, as such name and address shall appear on the Certificate Register. Notwithstanding the above, the final distribution on this Certificate will be made after due notice by the Trust Administrator of the pendency of such distribution and only upon presentation and surrender of this Certificate at the office or agency appointed by the Trust Administrator for that purpose as provided in the Agreement.
This Certificate is one of a duly authorized issue of Certificates designated as Asset-Backed Pass-Through Certificates of the Series specified on the face hereof (herein called
the “Certificates”) and representing the Percentage Interest specified above in the Class of Certificates to which the Certificate belongs.
The Certificates are limited in right of payment to certain collections and recoveries respecting the Mortgage Loans, all as more specifically set forth herein and in the Agreement. As provided in the Agreement, withdrawals from the Collection Account and the Distribution Account may be made from time to time for purposes other than distributions to Certificateholders, such purposes including reimbursement of advances made, or certain expenses incurred, with respect to the Mortgage Loans.
The Agreement permits, with certain exceptions therein provided, the amendment thereof and the modification of the rights and obligations of the Depositor, the Servicer, the Trust Administrator and the Trustee and the rights of the Certificateholders, under the Agreement at any time by the Depositor, the Servicer, the Trust Administrator and the Trustee with the consent of the Holders of Certificates entitled to at least 66% of the Voting Rights. Any such consent by the Holder of this Certificate shall be conclusive and binding on such Holder and upon all future Holders of this Certificate and of any Certificate issued upon the transfer hereof or in exchange herefor or in lieu hereof whether or not notation of such consent is made upon this Certificate. The Agreement also permits the amendment thereof, in certain limited circumstances, without the consent of the Holders of any of the Certificates.
As provided in the Agreement and subject to certain limitations therein set forth, the transfer of this Certificate is registrable in the Certificate Register upon surrender of this Certificate for registration of transfer at the offices or agencies appointed by the Trust Administrator as provided in the Agreement, duly endorsed by, or accompanied by an assignment in the form below or other written instrument of transfer in form satisfactory to the Trust Administrator duly executed by, the Holder hereof or such Holder's attorney duly authorized in writing, and thereupon one or more new Certificates of the same Class in authorized denominations evidencing the same aggregate Percentage Interest will be issued to the designated transferee or transferees.
No transfer of this Certificate shall be made unless the transfer is made pursuant to an effective registration statement under the Securities Act of 1933, as amended (the “1933 Act”), and an effective registration or qualification under applicable state securities laws, or is made in a transaction that does not require such registration or qualification. In the event that such a transfer of this Certificate is to be made without registration or qualification, the Trust Administrator shall require receipt of written certifications from the Holder of the Certificate desiring to effect the transfer, and from such Holder’s prospective transferee, substantially in the forms attached to the Agreement as Exhibit F-1. None of the Depositor or the Trust Administrator is obligated to register or qualify the Class of Certificates specified on the face hereof under the 1933 Act or any other securities law or to take any action not otherwise required under the Agreement to permit the transfer of such Certificates without registration or qualification. Any Holder desiring to effect a transfer of this Certificate shall be required to indemnify the Trustee, the Trust Administrator, the Depositor, the Servicer and any Sub-Servicer against any liability that may result if the transfer is not so exempt or is not made in accordance with such federal and state laws.
No transfer of this Certificate to a Plan subject to ERISA or section 4975 of the Code, any Person acting, directly or indirectly, on behalf of any such Plan or any Person using
"Plan Assets" to acquire this Certificate shall be made except in accordance with Section 5.02(b) of the Agreement.
The Certificates are issuable in fully registered form only without coupons in Classes and denominations representing Percentage Interests specified in the Agreement. As provided in the Agreement and subject to certain limitations therein set forth, the Certificates are exchangeable for new Certificates of the same Class in authorized denominations evidencing the same aggregate Percentage Interest, as requested by the Holder surrendering the same. No service charge will be made for any such registration of transfer or exchange of Certificates, but the Trust Administrator may require payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in connection with any transfer or exchange of Certificates.
The Depositor, the Servicer, the Trust Administrator, the Trustee and any agent of the Depositor, the Servicer, the Trust Administrator or the Trustee may treat the Person in whose name this Certificate is registered as the owner hereof for all purposes, and none of the Depositor, the Servicer, the Trust Administrator, the Trustee nor any such agent shall be affected by notice to the contrary.
The obligations created by the Agreement and the Trust Fund created thereby shall terminate upon payment to the Certificateholders of all amounts held by the Trust Administrator and required to be paid to them pursuant to the Agreement following the earlier of (i) the final payment or other liquidation (or any advance with respect thereto) of the last Mortgage Loan and REO Property remaining in the REMIC and (ii) the purchase by the party designated in the Agreement at a price determined as provided in the Agreement from the REMIC of all the Mortgage Loans and all property acquired in respect of such Mortgage Loans. The Agreement permits, but does not require, the party designated in the Agreement to purchase from the REMIC all the Mortgage Loans and all property acquired in respect of any Mortgage Loan at a price determined as provided in the Agreement. The exercise of such right will effect early retirement of the Certificates; however, such right to purchase is subject to the aggregate Stated Principal Balance of the Mortgage Loans at the time of purchase being less than 10% of the aggregate principal balance of the Mortgage Loans as of the Cut-off Date.
The recitals contained herein shall be taken as statements of the Depositor, and the Trustee assumes no responsibility for their correctness.
Unless the certificate of authentication hereon has been executed by the Trust Administrator, by manual signature, this Certificate shall not be entitled to any benefit under the Agreement or be valid for any purpose.
IN WITNESS WHEREOF, the Trust Administrator has caused this Certificate to be duly executed.
Dated: November ___, 2005
Citibank, N.A., as Trust Administrator
By:______________________________
Authorized Officer
CERTIFICATE OF AUTHENTICATION
This is one of the Certificates referred to in the within-mentioned Agreement.
Citibank, N.A., as Trust Administrator
By:______________________________
Authorized Signatory
ABBREVIATIONS
The following abbreviations, when used in the inscription on the face of this instrument, shall be construed as though they were written out in full according to applicable laws or regulations:
TEN COM - as tenants in common |
UNIF GIFT MIN ACT - Custodian |
TEN ENT - as tenants by the entireties |
(Cust) (Minor) under |
JT TEN - as joint tenants with right |
_______________ |
Additional abbreviations may also be used though not in the above list.
ASSIGNMENT
FOR VALUE RECEIVED, the undersigned hereby sell(s), assign(s) and transfer(s) unto _____________________________________________________________________________________
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(Please print or typewrite name, address including postal zip code, and Taxpayer Identification Number of assignee) a Percentage Interest equal to _________% evidenced by the within Asset-Backed Pass-Through Certificates and hereby authorize(s) the registration of transfer of such interest to assignee on the Certificate Register of the Trust Fund.
I (we) further direct the Trustee to issue a new Certificate of a like Percentage Interest and Class to the above named assignee and deliver such Certificate to the following address:
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Dated: |
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Signature by or on behalf of assignor |
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Signature Guaranteed |
DISTRIBUTION INSTRUCTIONS
The assignee should include the following for purposes of distribution:
Distributions shall be made, by wire transfer or otherwise, in immediately available | |||||||
funds to |
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for the account of |
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account number |
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or, if mailed by check, to | |||||
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Applicable statements should be mailed to |
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This information is provided by |
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assignee named above, or |
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its agent. |
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EXHIBIT A-19
FORM OF CLASS CE CERTIFICATE
SOLELY FOR U.S. FEDERAL INCOME TAX PURPOSES, THIS CERTIFICATE IS A “REGULAR INTEREST” IN A “REAL ESTATE MORTGAGE INVESTMENT CONDUIT,” AS THOSE TERMS ARE DEFINED, RESPECTIVELY, IN SECTIONS 860G AND 860D OF THE INTERNAL REVENUE CODE OF 1986 (THE “CODE”).
THIS CERTIFICATE IS SUBORDINATE TO THE CLASS A CERTIFICATES, AND THE MEZZANINE CERTIFICATES TO THE EXTENT DESCRIBED IN THE POOLING AND SERVICING AGREEMENT REFERRED TO HEREIN.
THIS CERTIFICATE HAS NOT BEEN AND WILL NOT BE REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR THE SECURITIES LAWS OF ANY STATE AND MAY NOT BE RESOLD OR TRANSFERRED UNLESS IT IS REGISTERED PURSUANT TO SUCH ACT AND LAWS OR IS SOLD OR TRANSFERRED IN TRANSACTIONS THAT ARE EXEMPT FROM REGISTRATION UNDER SUCH ACT AND UNDER APPLICABLE STATE LAW AND IS TRANSFERRED IN ACCORDANCE WITH THE PROVISIONS OF SECTION 5.02 OF THE AGREEMENT.
NO TRANSFER OF THIS CERTIFICATE TO AN EMPLOYEE BENEFIT PLAN OR OTHER RETIREMENT ARRANGEMENT SUBJECT TO THE EMPLOYEE RETIREMENT INCOME SECURITY ACT OF 1974, AS AMENDED, OR THE CODE WILL BE REGISTERED EXCEPT IN COMPLIANCE WITH THE PROCEDURES DESCRIBED HEREIN.
Series: 0000-XX0 |
Xxxxxxxxx Certificate Principal Balance of the Class |
Pass-Through Rate: Variable |
Denomination: $8,781,150.28 |
Cut-off Date and date of Pooling and Servicing Agreement: November 1, 2005 |
Servicer: Ocwen Loan Servicing, LLC |
First Distribution Date: December 27, 2005 |
Trust Administrator: Citibank, N.A. |
No. 1 |
Trustee: U.S. Bank National Association |
Aggregate Notional Amount of the Class CE Certificates as of the Issue Date: $924,325,050.28 |
Issue Date: November 30, 2005
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THE OUTSTANDING CERTIFICATE PRINCIPAL BALANCE OR NOTIONAL AMOUNT HEREOF AT ANY TIME MAY BE LESS THAN THE AMOUNT SHOWN ABOVE AS THE INITIAL CERTIFICATE PRINCIPAL BALANCE OR NOTIONAL AMOUNT, AS THE CASE MAY BE, OF THIS CERTIFICATE.
ASSET BACKED PASS-THROUGH CERTIFICATE
evidencing a beneficial ownership interest in a portion of a Trust Fund (the “Trust Fund”) consisting primarily of a pool of conventional one- to four-family, fixed-rate and adjustable-rate, first lien and second lien mortgage loans (the “Mortgage Loans”) formed and sold by
CITIGROUP MORTGAGE LOAN TRUST INC.
THIS CERTIFICATE DOES NOT REPRESENT AN OBLIGATION OF OR INTEREST IN CITIGROUP MORTGAGE LOAN TRUST INC., THE SERVICER, THE TRUST ADMINISTRATOR, THE TRUSTEE OR ANY OF THEIR RESPECTIVE AFFILIATES. NEITHER THIS CERTIFICATE NOR THE UNDERLYING MORTGAGE LOANS ARE GUARANTEED BY ANY AGENCY OR INSTRUMENTALITY OF THE UNITED STATES.
This certifies that Citigroup Global Markets Realty Corp. is the registered owner of a Percentage Interest (obtained by dividing the denomination of this Certificate by the aggregate Certificate Principal Balance of the Class CE Certificates as of the Issue Date) in that certain beneficial ownership interest evidenced by all the Class CE Certificates in REMIC II created pursuant to a Pooling and Servicing Agreement, dated as specified above (the “Agreement”), among Citigroup Mortgage Loan Trust Inc. (hereinafter called the “Depositor,” which term includes any successor entity under the Agreement), the Servicer, Trust Administrator and the Trustee, a summary of certain of the pertinent provisions of which is set forth hereafter. To the extent not defined herein, the capitalized terms used herein have the meanings assigned in the Agreement. This Certificate is issued under and is subject to the terms, provisions and conditions of the Agreement, to which Agreement the Holder of this Certificate by virtue of the acceptance hereof assents and by which such Holder is bound.
Pursuant to the terms of the Agreement, distributions will be made on the 25th day of each month or, if such 25th day is not a Business Day, the Business Day immediately following (a “Distribution Date”), commencing on the First Distribution Date specified above, to the Person in whose name this Certificate is registered on the Record Date, in an amount equal to the product of the Percentage Interest evidenced by this Certificate and the amount required to be distributed to the Holders of Class CE Certificates on such Distribution Date pursuant to the Agreement.
All distributions to the Holder of this Certificate under the Agreement will be made or caused to be made by the Trust Administrator by wire transfer in immediately available funds to the account of the Person entitled thereto if such Person shall have so notified the Trust Administrator in writing at least five Business Days prior to the Record Date immediately prior to such Distribution Date or otherwise by check mailed by first class mail to the address of the Person entitled thereto, as such name and address shall appear on the Certificate Register. Notwithstanding the above, the final distribution on this Certificate will be made after due notice by the Trust Administrator of the pendency of such distribution and only upon presentation and surrender of this Certificate at the office or agency appointed by the Trust Administrator for that purpose as provided in the Agreement.
This Certificate is one of a duly authorized issue of Certificates designated as Asset Backed Pass-Through Certificates of the Series specified on the face hereof (herein called
the “Certificates”) and representing the Percentage Interest specified above in the Class of Certificates to which the Certificate belongs.
The Certificates are limited in right of payment to certain collections and recoveries respecting the Mortgage Loans, all as more specifically set forth herein and in the Agreement. As provided in the Agreement, withdrawals from the Collection Account and the Distribution Account may be made from time to time for purposes other than distributions to Certificateholders, such purposes including reimbursement of advances made, or certain expenses incurred, with respect to the Mortgage Loans.
The Agreement permits, with certain exceptions therein provided, the amendment thereof and the modification of the rights and obligations of the Depositor, the Servicer, the Trust Administrator and the Trustee and the rights of the Certificateholders under the Agreement at any time by the Depositor, the Servicer, the Trust Administrator and the Trustee with the consent of the Holders of Certificates entitled to at least 66% of the Voting Rights. Any such consent by the Holder of this Certificate shall be conclusive and binding on such Holder and upon all future Holders of this Certificate and of any Certificate issued upon the transfer hereof or in exchange herefor or in lieu hereof whether or not notation of such consent is made upon this Certificate. The Agreement also permits the amendment thereof, in certain limited circumstances, without the consent of the Holders of any of the Certificates.
As provided in the Agreement and subject to certain limitations therein set forth, the transfer of this Certificate is registrable in the Certificate Register upon surrender of this Certificate for registration of transfer at the offices or agencies appointed by the Trust Administrator as provided in the Agreement, duly endorsed by, or accompanied by an assignment in the form below or other written instrument of transfer in form satisfactory to the Trust Administrator duly executed by, the Holder hereof or such Holder’s attorney duly authorized in writing, and thereupon one or more new Certificates of the same Class in authorized denominations evidencing the same aggregate Percentage Interest will be issued to the designated transferee or transferees.
No transfer of this Certificate shall be made unless the transfer is made pursuant to an effective registration statement under the Securities Act of 1933, as amended (the “1933 Act”), and an effective registration or qualification under applicable state securities laws, or is made in a transaction that does not require such registration or qualification. In the event that such a transfer of this Certificate is to be made without registration or qualification, the Trust Administrator shall require receipt of (i) if such transfer is purportedly being made in reliance upon Rule 144A under the 1933 Act, written certifications from the Holder of the Certificate desiring to effect the transfer, and from such Holder’s prospective transferee, substantially in the forms attached to the Agreement as Exhibit F-1, and (ii) in all other cases, an Opinion of Counsel satisfactory to it that such transfer may be made without such registration or qualification (which Opinion of Counsel shall not be an expense of the Trust Fund or of the Depositor, the Trustee, the Trust Administrator or the Servicer in their respective capacities as such), together with copies of the written certification(s) of the Holder of the Certificate desiring to effect the transfer and/or such Holder’s prospective transferee upon which such Opinion of Counsel is based. None of the Depositor or the Trust Administrator is obligated to register or qualify the Class of Certificates specified on the face hereof under the 1933 Act or any other securities law or to take any action not otherwise required under the Agreement to permit the transfer of such Certificates
without registration or qualification. Any Holder desiring to effect a transfer of this Certificate shall be required to indemnify the Trustee, the Trust Administrator, the Depositor, the Servicer and any Sub-Servicer against any liability that may result if the transfer is not so exempt or is not made in accordance with such federal and state laws.
No transfer of this Certificate to a Plan subject to ERISA or Section 4975 of the Code, any Person acting, directly or indirectly, on behalf of any such Plan or any Person using “Plan Assets” to acquire this Certificate shall be made except in accordance with Section 5.02(c) of the Agreement.
The Certificates are issuable in fully registered form only without coupons in Classes and denominations representing Percentage Interests specified in the Agreement. As provided in the Agreement and subject to certain limitations therein set forth, the Certificates are exchangeable for new Certificates of the same Class in authorized denominations evidencing the same aggregate Percentage Interest, as requested by the Holder surrendering the same. No service charge will be made for any such registration of transfer or exchange of Certificates, but the Trust Administrator may require payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in connection with any transfer or exchange of Certificates.
The Depositor, the Servicer, the Trust Administrator, the Trustee and any agent of the Depositor, the Servicer, the Trust Administrator or the Trustee may treat the Person in whose name this Certificate is registered as the owner hereof for all purposes, and none of the Depositor, the Servicer, the Trust Administrator, the Trustee nor any such agent shall be affected by notice to the contrary.
The obligations created by the Agreement and the Trust Fund created thereby shall terminate upon payment to the Certificateholders of all amounts held by the Trust Administrator and required to be paid to them pursuant to the Agreement following the earlier of (i) the final payment or other liquidation (or any advance with respect thereto) of the last Mortgage Loan and REO Property remaining in REMIC I and (ii) the purchase by the party designated in the Agreement at a price determined as provided in the Agreement from REMIC I of all the Mortgage Loans and all property acquired in respect of such Mortgage Loans. The Agreement permits, but does not require, the party designated in the Agreement to purchase from REMIC I all the Mortgage Loans and all property acquired in respect of any Mortgage Loan at a price determined as provided in the Agreement. The exercise of such right will effect early retirement of the Certificates; however, such right to purchase is subject to the aggregate Stated Principal Balance of the Mortgage Loans at the time of purchase being less than 10% of the aggregate Stated Principal Balance of the Mortgage Loans as of the Cut-off Date.
The recitals contained herein shall be taken as statements of the Depositor and the Trustee assumes no responsibility for their correctness.
Unless the certificate of authentication hereon has been executed by the Trust Administrator, by manual signature, this Certificate shall not be entitled to any benefit under the Agreement or be valid for any purpose.
IN WITNESS WHEREOF, the Trust Administrator has caused this Certificate to be duly executed.
Dated: November ___, 2005
Citibank, N.A., as Trust Administrator
By:______________________________
Authorized Officer
CERTIFICATE OF AUTHENTICATION
This is one of the Certificates referred to in the within-mentioned Agreement.
Citibank, N.A., as Trust Administrator
By:______________________________
Authorized Signatory
ABBREVIATIONS
The following abbreviations, when used in the inscription on the face of this instrument, shall be construed as though they were written out in full according to applicable laws or regulations:
TEN COM - as tenants in common |
UNIF GIFT MIN ACT - Custodian |
TEN ENT - as tenants by the entireties |
(Cust) (Minor) under |
JT TEN - as joint tenants with right |
_______________ |
Additional abbreviations may also be used though not in the above list.
ASSIGNMENT
FOR VALUE RECEIVED, the undersigned hereby sell(s), assign(s) and transfer(s) unto _____________________________________________________________________________________
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(Please print or typewrite name, address including postal zip code, and Taxpayer Identification Number of assignee) a Percentage Interest equal to ____% evidenced by the within Asset Backed Pass-Through Certificates and hereby authorize(s) the registration of transfer of such interest to assignee on the Certificate Register of the Trust Fund.
I (we) further direct the Trustee to issue a new Certificate of a like Percentage Interest and Class to the above named assignee and deliver such Certificate to the following address:
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. |
Dated: |
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Signature by or on behalf of assignor |
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Signature Guaranteed |
DISTRIBUTION INSTRUCTIONS
The assignee should include the following for purposes of distribution:
Distributions shall be made, by wire transfer or otherwise, in immediately available | |||||||
funds to |
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for the account of |
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account number |
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or, if mailed by check, to | |||||
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Applicable statements should be mailed to |
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This information is provided by |
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assignee named above, or |
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its agent. |
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EXHIBIT A-20
FORM OF CLASS P CERTIFICATE
SOLELY FOR U.S. FEDERAL INCOME TAX PURPOSES, THIS CERTIFICATE IS A “REGULAR INTEREST” IN A “REAL ESTATE MORTGAGE INVESTMENT CONDUIT,” AS THOSE TERMS ARE DEFINED, RESPECTIVELY, IN SECTIONS 860G AND 860D OF THE INTERNAL REVENUE CODE OF 1986 (THE “CODE”).
THIS CERTIFICATE HAS NOT BEEN AND WILL NOT BE REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR THE SECURITIES LAWS OF ANY STATE AND MAY NOT BE RESOLD OR TRANSFERRED UNLESS IT IS REGISTERED PURSUANT TO SUCH ACT AND LAWS OR IS SOLD OR TRANSFERRED IN TRANSACTIONS THAT ARE EXEMPT FROM REGISTRATION UNDER SUCH ACT AND UNDER APPLICABLE STATE LAW AND IS TRANSFERRED IN ACCORDANCE WITH THE PROVISIONS OF SECTION 5.02 OF THE AGREEMENT.
NO TRANSFER OF THIS CERTIFICATE TO AN EMPLOYEE BENEFIT PLAN OR OTHER RETIREMENT ARRANGEMENT SUBJECT TO THE EMPLOYEE RETIREMENT INCOME SECURITY ACT OF 1974, AS AMENDED, OR THE CODE WILL BE REGISTERED EXCEPT IN COMPLIANCE WITH THE PROCEDURES DESCRIBED HEREIN.
Series: 0000-XX0 |
Xxxxxxxxx Certificate Principal Balance of the |
Cut-off Date and date of Pooling and Servicing Agreement: November 1, 2005 |
Denomination: $100.00 |
First Distribution Date: December 27, 2005 |
Servicer: Ocwen Loan Servicing, LLC |
No. 1 |
Trust Administrator: Citibank, N.A. |
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Trustee: U.S. Bank National Association |
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Issue Date: November 30, 2005 |
DISTRIBUTIONS IN REDUCTION OF THE CERTIFICATE PRINCIPAL BALANCE OF THIS CERTIFICATE MAY BE MADE MONTHLY AS SET FORTH HEREIN. ACCORDINGLY, THE OUTSTANDING CERTIFICATE PRINCIPAL BALANCE HEREOF AT ANY TIME MAY BE LESS THAN THE AMOUNT SHOWN ABOVE AS THE DENOMINATION OF THIS CERTIFICATE.
ASSET BACKED PASS-THROUGH CERTIFICATE
evidencing a beneficial ownership interest in a Trust Fund (the “Trust Fund”) consisting primarily of a pool of conventional one- to four-family, fixed-rate and adjustable-rate, first lien and second lien mortgage loans (the “Mortgage Loans”) formed and sold by
CITIGROUP MORTGAGE LOAN TRUST INC.
THIS CERTIFICATE DOES NOT REPRESENT AN OBLIGATION OF OR INTEREST IN CITIGROUP MORTGAGE LOAN TRUST INC., THE SERVICER, THE TRUST ADMINISTRATOR, THE TRUSTEE OR ANY OF THEIR RESPECTIVE AFFILIATES. NEITHER THIS CERTIFICATE NOR THE UNDERLYING MORTGAGE LOANS ARE GUARANTEED BY ANY AGENCY OR INSTRUMENTALITY OF THE UNITED STATES.
This certifies that Citigroup Global Markets Realty Corp. is the registered owner of a Percentage Interest (obtained by dividing the denomination of this Certificate by the aggregate Certificate Principal Balance of the Class P Certificates as of the Issue Date) in that certain beneficial ownership interest evidenced by all the Class P Certificates in REMIC II created pursuant to a Pooling and Servicing Agreement, dated as specified above (the “Agreement”), among Citigroup Mortgage Loan Trust Inc. (hereinafter called the “Depositor,” which term includes any successor entity under the Agreement), the Servicer and the Trustee, a summary of certain of the pertinent provisions of which is set forth hereafter. To the extent not defined herein, the capitalized terms used herein have the meanings assigned in the Agreement. This Certificate is issued under and is subject to the terms, provisions and conditions of the Agreement, to which Agreement the Holder of this Certificate by virtue of the acceptance hereof assents and by which such Holder is bound.
Pursuant to the terms of the Agreement, distributions will be made on the 25th day of each month or, if such 25th day is not a Business Day, the Business Day immediately following (a “Distribution Date”), commencing on the First Distribution Date specified above, to the Person in whose name this Certificate is registered on the Record Date, in an amount equal to the product of the Percentage Interest evidenced by this Certificate and the amount required to be distributed to the Holders of Class P Certificates on such Distribution Date pursuant to the Agreement.
All distributions to the Holder of this Certificate under the Agreement will be made or caused to be made by the Trust Administrator by wire transfer in immediately available funds to the account of the Person entitled thereto if such Person shall have so notified the Trust Administrator in writing at least five Business Days prior to the Record Date immediately prior to such Distribution Date or otherwise by check mailed by first class mail to the address of the Person entitled thereto, as such name and address shall appear on the Certificate Register. Notwithstanding the above, the final distribution on this Certificate will be made after due notice by the Trust Administrator of the pendency of such distribution and only upon presentation and surrender of this Certificate at the office or agency appointed by the Trust Administrator for that purpose as provided in the Agreement.
This Certificate is one of a duly authorized issue of Certificates designated as Asset Backed Pass-Through Certificates of the Series specified on the face hereof (herein called the “Certificates”) and representing the Percentage Interest specified above in the Class of Certificates to which the Certificate belongs.
The Certificates are limited in right of payment to certain collections and recoveries respecting the Mortgage Loans, all as more specifically set forth herein and in the Agreement. As provided in the Agreement, withdrawals from the Collection Account and the Distribution Account may be made from time to time for purposes other than distributions to Certificateholders, such purposes including reimbursement of advances made, or certain expenses incurred, with respect to the Mortgage Loans.
The Agreement permits, with certain exceptions therein provided, the amendment thereof and the modification of the rights and obligations of the Depositor, the Servicer, the Trust Administrator and the Trustee and the rights of the Certificateholders under the Agreement at any time by the Depositor, the Servicer, the Trust Administrator and the Trustee with the consent of the Holders of Certificates entitled to at least 66% of the Voting Rights. Any such consent by the Holder of this Certificate shall be conclusive and binding on such Holder and upon all future Holders of this Certificate and of any Certificate issued upon the transfer hereof or in exchange herefor or in lieu hereof whether or not notation of such consent is made upon this Certificate. The Agreement also permits the amendment thereof, in certain limited circumstances, without the consent of the Holders of any of the Certificates.
As provided in the Agreement and subject to certain limitations therein set forth, the transfer of this Certificate is registrable in the Certificate Register upon surrender of this Certificate for registration of transfer at the offices or agencies appointed by the Trust Administrator as provided in the Agreement, duly endorsed by, or accompanied by an assignment in the form below or other written instrument of transfer in form satisfactory to the Trust Administrator duly executed by, the Holder hereof or such Holder’s attorney duly authorized in writing, and thereupon one or more new Certificates of the same Class in authorized denominations evidencing the same aggregate Percentage Interest will be issued to the designated transferee or transferees.
No transfer of this Certificate shall be made unless the transfer is made pursuant to an effective registration statement under the Securities Act of 1933, as amended (the “1933 Act”), and an effective registration or qualification under applicable state securities laws, or is made in a transaction that does not require such registration or qualification. In the event that such a transfer of this Certificate is to be made without registration or qualification, the Trust Administrator shall require receipt of (i) if such transfer is purportedly being made in reliance upon Rule 144A under the 1933 Act, written certifications from the Holder of the Certificate desiring to effect the transfer, and from such Holder’s prospective transferee, substantially in the forms attached to the Agreement as Exhibit F-1, and (ii) in all other cases, an Opinion of Counsel satisfactory to it that such transfer may be made without such registration or qualification (which Opinion of Counsel shall not be an expense of the Trust Fund or of the Depositor, the Trustee, the Trust Administrator or the Servicer in their respective capacities as such), together with copies of the written certification(s) of the Holder of the Certificate desiring to effect the transfer and/or such Holder’s prospective transferee upon which such Opinion of Counsel is based. None
of the Depositor or the Trust Administrator is obligated to register or qualify the Class of Certificates specified on the face hereof under the 1933 Act or any other securities law or to take any action not otherwise required under the Agreement to permit the transfer of such Certificates without registration or qualification. Any Holder desiring to effect a transfer of this Certificate shall be required to indemnify the Trustee, the Trust Administrator, the Depositor, the Servicer and any Sub-Servicer against any liability that may result if the transfer is not so exempt or is not made in accordance with such federal and state laws.
No transfer of this Certificate to a Plan subject to ERISA or Section 4975 of the Code, any Person acting, directly or indirectly, on behalf of any such Plan or any Person using “Plan Assets” to acquire this Certificate shall be made except in accordance with Section 5.02(c) of the Agreement.
The Certificates are issuable in fully registered form only without coupons in Classes and denominations representing Percentage Interests specified in the Agreement. As provided in the Agreement and subject to certain limitations therein set forth, the Certificates are exchangeable for new Certificates of the same Class in authorized denominations evidencing the same aggregate Percentage Interest, as requested by the Holder surrendering the same. No service charge will be made for any such registration of transfer or exchange of Certificates, but the Trust Administrator may require payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in connection with any transfer or exchange of Certificates.
The Depositor, the Servicer, the Trust Administrator, the Trustee and any agent of the Depositor, the Servicer, the Trust Administrator or the Trustee may treat the Person in whose name this Certificate is registered as the owner hereof for all purposes, and none of the Depositor, the Servicer, the Trust Administrator, the Trustee nor any such agent shall be affected by notice to the contrary.
The obligations created by the Agreement and the Trust Fund created thereby shall terminate upon payment to the Certificateholders of all amounts held by the Trust Administrator and required to be paid to them pursuant to the Agreement following the earlier of (i) the final payment or other liquidation (or any advance with respect thereto) of the last Mortgage Loan and REO Property remaining in REMIC I and (ii) the purchase by the party designated in the Agreement at a price determined as provided in the Agreement from REMIC I of all the Mortgage Loans and all property acquired in respect of such Mortgage Loans. The Agreement permits, but does not require, the party designated in the Agreement to purchase from REMIC I all the Mortgage Loans and all property acquired in respect of any Mortgage Loan at a price determined as provided in the Agreement. The exercise of such right will effect early retirement of the Certificates; however, such right to purchase is subject to the aggregate Stated Principal Balance of the Mortgage Loans at the time of purchase being less than 10% of the aggregate Stated Principal Balance of the Mortgage Loans as of the Cut-off Date.
The recitals contained herein shall be taken as statements of the Depositor and the Trustee assumes no responsibility for their correctness.
Unless the certificate of authentication hereon has been executed by the Trust Administrator, by manual signature, this Certificate shall not be entitled to any benefit under the Agreement or be valid for any purpose.
IN WITNESS WHEREOF, the Trust Administrator has caused this Certificate to be duly executed.
Dated: November ___, 2005
Citibank, N.A., as Trust Administrator
By:______________________________
Authorized Officer
CERTIFICATE OF AUTHENTICATION
This is one of the Certificates referred to in the within-mentioned Agreement.
Citibank, N.A., as Trust Administrator
By:______________________________
Authorized Signatory
ABBREVIATIONS
The following abbreviations, when used in the inscription on the face of this instrument, shall be construed as though they were written out in full according to applicable laws or regulations:
TEN COM - as tenants in common |
UNIF GIFT MIN ACT - Custodian |
TEN ENT - as tenants by the entireties |
(Cust) (Minor) under |
JT TEN - as joint tenants with right |
_______________ |
Additional abbreviations may also be used though not in the above list.
ASSIGNMENT
FOR VALUE RECEIVED, the undersigned hereby sell(s), assign(s) and transfer(s) unto _____________________________________________________________________________________
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|
(Please print or typewrite name, address including postal zip code, and Taxpayer Identification Number of assignee) a Percentage Interest equal to ____% evidenced by the within Asset Backed Pass-Through Certificates and hereby authorize(s) the registration of transfer of such interest to assignee on the Certificate Register of the Trust Fund.
I (we) further direct the Trustee to issue a new Certificate of a like Percentage Interest and Class to the above named assignee and deliver such Certificate to the following address:
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. |
Dated: |
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Signature by or on behalf of assignor |
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Signature Guaranteed |
DISTRIBUTION INSTRUCTIONS
The assignee should include the following for purposes of distribution:
Distributions shall be made, by wire transfer or otherwise, in immediately available | |||||||
funds to |
| ||||||
| |||||||
for the account of |
| ||||||
account number |
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or, if mailed by check, to | |||||
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Applicable statements should be mailed to |
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This information is provided by |
| ||||||
assignee named above, or |
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its agent. |
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EXHIBIT A-21
FORM OF CLASS R CERTIFICATE
THIS CERTIFICATE MAY NOT BE TRANSFERRED TO A NON-UNITED STATES PERSON.
SOLELY FOR U.S. FEDERAL INCOME TAX PURPOSES, THIS CERTIFICATE IS A “RESIDUAL INTEREST” IN A “REAL ESTATE MORTGAGE INVESTMENT CONDUIT” (“REMIC”), AS THOSE TERMS ARE DEFINED, RESPECTIVELY, IN SECTIONS 860G AND 860D OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED (THE “CODE”).
ANY RESALE, TRANSFER OR OTHER DISPOSITION OF THIS CERTIFICATE MAY BE MADE ONLY IN ACCORDANCE WITH THE PROVISIONS OF SECTION 5.02 OF THE AGREEMENT REFERRED TO HEREIN.
THIS CERTIFICATE HAS NOT BEEN AND WILL NOT BE REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR THE SECURITIES LAWS OF ANY STATE AND MAY NOT BE RESOLD OR TRANSFERRED UNLESS IT IS REGISTERED PURSUANT TO SUCH ACT AND LAWS OR IS SOLD OR TRANSFERRED IN TRANSACTIONS THAT ARE EXEMPT FROM REGISTRATION UNDER SUCH ACT AND UNDER APPLICABLE STATE LAW AND IS TRANSFERRED IN ACCORDANCE WITH THE PROVISIONS OF SECTION 5.02 OF THE AGREEMENT REFERRED TO HEREIN.
NO TRANSFER OF THIS CERTIFICATE TO AN EMPLOYEE BENEFIT PLAN OR OTHER RETIREMENT ARRANGEMENT (EACH A “PLAN”) SUBJECT TO THE EMPLOYEE RETIREMENT INCOME SECURITY ACT OF 1974, AS AMENDED (“ERISA”), OR THE CODE WILL BE REGISTERED EXCEPT IN COMPLIANCE WITH THE PROCEDURES DESCRIBED HEREIN.
ANY RESALE, TRANSFER OR OTHER DISPOSITION OF THIS CERTIFICATE MAY BE MADE ONLY IF THE PROPOSED TRANSFEREE PROVIDES (I) AN AFFIDAVIT TO THE TRUSTEE THAT (A) SUCH TRANSFEREE IS NOT (1) THE UNITED STATES OR ANY POSSESSION THEREOF, ANY STATE OR POLITICAL SUBDIVISION THEREOF, ANY FOREIGN GOVERNMENT, ANY INTERNATIONAL ORGANIZATION, OR ANY AGENCY OR INSTRUMENTALITY OF ANY OF THE FOREGOING, (2) ANY ORGANIZATION (OTHER THAN A COOPERATIVE DESCRIBED IN SECTION 521 OF THE CODE) THAT IS EXEMPT FROM THE TAX IMPOSED BY CHAPTER 1 OF THE CODE UNLESS SUCH ORGANIZATION IS SUBJECT TO THE TAX IMPOSED BY SECTION 511 OF THE CODE, (3) ANY ORGANIZATION DESCRIBED IN SECTION 1381(A)(2)(C) OF THE CODE (ANY SUCH PERSON DESCRIBED IN THE FOREGOING CLAUSES (1), (2) OR (3) SHALL HEREINAFTER BE REFERRED TO AS A “DISQUALIFIED ORGANIZATION”) OR (4) AN AGENT OF A DISQUALIFIED ORGANIZATION AND (B) NO PURPOSE OF SUCH TRANSFER IS TO IMPEDE THE ASSESSMENT OR COLLECTION OF TAX,
AND (II) SUCH TRANSFEREE SATISFIES CERTAIN ADDITIONAL CONDITIONS RELATING TO THE FINANCIAL CONDITION OF THE PROPOSED TRANSFEREE. NOTWITHSTANDING THE REGISTRATION IN THE CERTIFICATE REGISTER OF ANY TRANSFER, SALE OR OTHER DISPOSITION OF THIS CERTIFICATE TO A DISQUALIFIED ORGANIZATION OR AN AGENT OF A DISQUALIFIED ORGANIZATION, SUCH REGISTRATION SHALL BE DEEMED TO BE OF NO LEGAL FORCE OR EFFECT WHATSOEVER AND SUCH PERSON SHALL NOT BE DEEMED TO BE A CERTIFICATEHOLDER FOR ANY PURPOSE HEREUNDER, INCLUDING, BUT NOT LIMITED TO, THE RECEIPT OF DISTRIBUTIONS ON THIS CERTIFICATE. EACH HOLDER OF THIS CERTIFICATE BY ACCEPTANCE HEREOF SHALL BE DEEMED TO HAVE CONSENTED TO THE PROVISIONS OF THIS PARAGRAPH AND THE PROVISIONS OF SECTION 5.02(D) OF THE AGREEMENT REFERRED TO HEREIN. ANY PERSON THAT IS A DISQUALIFIED ORGANIZATION IS PROHIBITED FROM ACQUIRING BENEFICIAL OWNERSHIP OF THIS CERTIFICATE.
Series 0000-XX0 |
Xxxxxxxxx Percentage Interest of the Class R Certificates as of the Issue Date: 100% |
Cut-off Date and date of Pooling and Servicing Agreement: November 1, 2005 |
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First Distribution Date: December 27, 2005 |
Servicer: Ocwen Loan Servicing, LLC |
No. 1 |
Trust Administrator: Citibank, N.A. |
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Trustee: U.S. Bank National Association |
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Issue Date: November 30, 2005 |
DISTRIBUTIONS IN REDUCTION OF THE CERTIFICATE PRINCIPAL BALANCE OF THIS CERTIFICATE MAY BE MADE MONTHLY AS SET FORTH HEREIN. ACCORDINGLY, THE OUTSTANDING CERTIFICATE PRINCIPAL BALANCE HEREOF AT ANY TIME MAY BE LESS THAN THE AMOUNT SHOWN ABOVE AS THE DENOMINATION OF THIS CERTIFICATE.
ASSET-BACKED PASS-THROUGH CERTIFICATE
evidencing a beneficial ownership interest in a portion of a Trust Fund (the “Trust Fund”) consisting primarily of a pool of conventional one- to four-family, fixed-rate, first lien mortgage loans (the “Mortgage Loans”) formed and sold by
CITIGROUP MORTGAGE LOAN TRUST INC.
THIS CERTIFICATE DOES NOT REPRESENT AN OBLIGATION OF OR INTEREST IN CITIGROUP MORTGAGE LOAN TRUST INC., THE SERVICER, THE TRUST ADMINISTRATOR, THE TRUSTEE OR ANY OF THEIR RESPECTIVE AFFILIATES. NEITHER THIS CERTIFICATE NOR THE UNDERLYING MORTGAGE LOANS ARE GUARANTEED BY ANY AGENCY OR INSTRUMENTALITY OF THE UNITED STATES.
This certifies that Citigroup Global Markets, Inc. is the registered owner of a Percentage Interest (obtained by dividing the denomination of this Certificate by the aggregate Certificate Principal Balance of the Class R Certificates as of the Issue Date) in that certain beneficial ownership interest evidenced by all the Class R Certificates created pursuant to a Pooling and Servicing Agreement, dated as specified above (the “Agreement”), among Citigroup Mortgage Loan Trust Inc. (hereinafter called the “Depositor,” which term includes any successor entity under the Agreement), the Servicer, the Trust Administrator and the Trustee, a summary of certain of the pertinent provisions of which is set forth hereafter. To the extent not defined herein, the capitalized terms used herein have the meanings assigned in the Agreement. This Certificate is issued under and is subject to the terms, provisions and conditions of the Agreement, to which Agreement the Holder of this Certificate by virtue of the acceptance hereof assents and by which such Holder is bound.
Pursuant to the terms of the Agreement, distributions will be made on the 25th day of each month or, if such 25th day is not a Business Day, the Business Day immediately following (a “Distribution Date”), commencing on the First Distribution Date specified above, to the Person in whose name this Certificate is registered on the Record Date, in an amount equal to the product of the Percentage Interest evidenced by this Certificate and the amount required to be distributed to the Holders of Class R Certificates on such Distribution Date pursuant to the Agreement.
All distributions to the Holder of this Certificate under the Agreement will be made or caused to be made by the Trust Administrator by wire transfer in immediately available funds to the account of the Person entitled thereto if such Person shall have so notified the Trust Administrator in writing at least five Business Days prior to the Record Date immediately prior to such Distribution Date or otherwise by check mailed by first class mail to the address of the Person entitled thereto, as such name and address shall appear on the Certificate Register. Notwithstanding the above, the final distribution on this Certificate will be made after due notice by the Trust Administrator of the pendency of such distribution and only upon presentation and surrender of this Certificate at the office or agency appointed by the Trust Administrator for that purpose as provided in the Agreement.
This Certificate is one of a duly authorized issue of Certificates designated as Asset-Backed Pass-Through Certificates of the Series specified on the face hereof (herein called the “Certificates”) and representing a Percentage Interest in the Class of Certificates equal to the denomination specified on the face hereof divided by the aggregate Certificate Principal Balance of the Class of Certificates specified on the face hereof.
The Certificates are limited in right of payment to certain collections and recoveries respecting the Mortgage Loans, all as more specifically set forth herein and in the Agreement. As provided in the Agreement, withdrawals from the Collection Account and the Distribution Account may be made from time to time for purposes other than distributions to Certificateholders, such purposes including reimbursement of advances made, or certain expenses incurred, with respect to the Mortgage Loans.
The Agreement permits, with certain exceptions therein provided, the amendment thereof and the modification of the rights and obligations of the Depositor, the Servicer, the Trust Administrator, the Trustee, and the rights of the Certificateholders under the Agreement at any time by the Depositor, the Servicer, the Trust Adminstrator and the Trustee with the consent of the Holders of Certificates entitled to at least 66% of the Voting Rights. Any such consent by the Holder of this Certificate shall be conclusive and binding on such Holder and upon all future Holders of this Certificate and of any Certificate issued upon the transfer hereof or in exchange herefor or in lieu hereof whether or not notation of such consent is made upon this Certificate. The Agreement also permits the amendment thereof, in certain limited circumstances, without the consent of the Holders of any of the Certificates.
Any resale, transfer or other disposition of this certificate may be made only in accordance with the provisions of section 5.02 of the agreement referred to herein.
As provided in the Agreement and subject to certain limitations therein set forth, the transfer of this Certificate is registrable in the Certificate Register upon surrender of this Certificate for registration of transfer at the offices or agencies appointed by the Trust Administrator as provided in the Agreement, duly endorsed by, or accompanied by an assignment in the form below or other written instrument of transfer in form satisfactory to the Trust Administrator duly executed by, the Holder hereof or such Holder’s attorney duly authorized in writing, and thereupon one or more new Certificates of the same Class in authorized denominations evidencing the same aggregate Percentage Interest will be issued to the designated transferee or transferees.
The Certificates are issuable in fully registered form only without coupons in Classes and denominations representing Percentage Interests specified in the Agreement. As provided in the Agreement and subject to certain limitations therein set forth, the Certificates are exchangeable for new Certificates of the same Class in authorized denominations evidencing the same aggregate Percentage Interest, as requested by the Holder surrendering the same. No service charge will be made for any such registration of transfer or exchange of Certificates, but the Trust Administrator may require payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in connection with any transfer or exchange of Certificates.
No transfer of this Certificate shall be made unless the transfer is made pursuant to an effective registration statement under the Securities Act of 1933, as amended (the “1933 Act”), and an effective registration or qualification under applicable state securities laws, or is made in a transaction that does not require such registration or qualification. In the event that such a transfer of this Certificate is to be made without registration or qualification, the Trust Administrator shall require receipt of (i) if such transfer is purportedly being made in reliance upon Rule 144A under the 1933 Act, written certifications from the Holder of the Certificate desiring to effect the transfer, and from such Holder’s prospective transferee, substantially in the forms attached to the Agreement as Exhibit F-1, and (ii) in all other cases, an Opinion of Counsel satisfactory to it that such transfer may be made without such registration or qualification (which Opinion of Counsel shall not be an expense of the Trust Fund or of the Depositor, the Trustee, the Trust Administrator or the Servicer in their respective capacities as such), together with copies of the written certification(s) of the Holder of the Certificate desiring to effect the transfer and/or such Holder’s prospective transferee upon which such Opinion of Counsel is based. None of the Depositor or the Trust Administrator is obligated to register or qualify the Class of Certificates specified on the face hereof under the 1933 Act or any other securities law or to take any action not otherwise required under the Agreement to permit the transfer of such Certificates without registration or qualification. Any Holder desiring to effect a transfer of this Certificate shall be required to indemnify the Trustee, the Trust Administrator, the Depositor, the Servicer and any Sub-Servicer against any liability that may result if the transfer is not so exempt or is not made in accordance with such federal and state laws.
No transfer of this Certificate to a Plan subject to ERISA or Section 4975 of the Code, any Person acting, directly or indirectly, on behalf of any such Plan or any person using Plan Assets to acquire this Certificate shall be made except in accordance with Section 5.02(c) of the Agreement.
Prior to registration of any transfer, sale or other disposition of this Certificate, the proposed transferee shall provide to the Trust Administrator (i) an affidavit to the effect that such transferee is any Person other than a Disqualified Organization or the agent (including a broker, nominee or middleman) of a Disqualified Organization, and (ii) a certificate that acknowledges that (A) the Class R Certificates have been designated as a residual interest in REMIC I and REMIC II, (B) it will include in its income a pro rata share of the net income of the Trust Fund and that such income may be an “excess inclusion,” as defined in the Code, that, with certain exceptions, cannot be offset by other losses or benefits from any tax exemption, and (C) it expects to have the financial means to satisfy all of its tax obligations including those relating to holding the Class R Certificates. Notwithstanding the registration in the Certificate Register of any transfer, sale or other disposition of this Certificate to a Disqualified Organization or an agent (including a broker, nominee or middleman) of a Disqualified Organization, such registration shall be deemed to be of no legal force or effect whatsoever and such Person shall not be deemed to be a Certificateholder for any purpose, including, but not limited to, the receipt of distributions in respect of this Certificate.
The Holder of this Certificate, by its acceptance hereof, shall be deemed to have consented to the provisions of Section 5.02 of the Agreement and to any amendment of the Agreement deemed necessary by counsel of the Depositor to ensure that the transfer of this Certificate to any Person other than a Permitted Transferee or any other Person will not cause the
Trust Fund to cease to qualify as a REMIC or cause the imposition of a tax upon REMIC I or REMIC II.
No service charge will be made for any such registration of transfer or exchange of Certificates, but the Trust Administrator may require payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in connection with any transfer or exchange of Certificates.
The Depositor, the Servicer, the Trust Administrator, the Trustee and any agent of the Depositor, the Servicer, the Trust Administrator or the Trustee may treat the Person in whose name this Certificate is registered as the owner hereof for all purposes, and none of the Depositor, the Servicer, the Trust Administrator, the Trustee nor any such agent shall be affected by notice to the contrary.
The obligations created by the Agreement and the Trust Fund created thereby shall terminate upon payment to the Certificateholders of all amounts held by the Trust Administrator and required to be paid to them pursuant to the Agreement following the earlier of (i) the purchase by the holders of the Class X Certificates or the Servicer of all Mortgage Loans and related REO Property remaining in REMIC I, (ii) the final payment or other liquidation (or any advance with respect thereto) of the last Mortgage Loan or REO Property remaining in REMIC I. The Agreement permits, but does not require, the party designated in the Agreement to purchase from REMIC I all the Mortgage Loans and all property acquired in respect of any Mortgage Loan at a price determined as provided in the Agreement. The exercise of such right will effect early retirement of the Certificates; however, such right to purchase is subject to the aggregate Stated Principal Balance of the Mortgage Loans at the time of purchase being less than 10% of the aggregate principal balance of the Mortgage Loans as of the Cut-off Date.
The recitals contained herein shall be taken as statements of the Depositor, and none of the Trustee, Servicer or Trust Administrator assume responsibility for their correctness.
Unless the certificate of authentication hereon has been executed by the Trust Administrator, by manual signature, this Certificate shall not be entitled to any benefit under the Agreement or be valid for any purpose.
IN WITNESS WHEREOF, the Trust Administrator has caused this Certificate to be duly executed.
Dated: November ___, 2005
Citibank, N.A., as Trust Administrator
By:______________________________
Authorized Officer
CERTIFICATE OF AUTHENTICATION
This is one of the Certificates referred to in the within-mentioned Agreement.
Citibank, N.A., as Trust Administrator
By:______________________________
Authorized Signatory
ABBREVIATIONS
The following abbreviations, when used in the inscription on the face of this instrument, shall be construed as though they were written out in full according to applicable laws or regulations:
TEN COM - as tenants in common |
UNIF GIFT MIN ACT - Custodian |
TEN ENT - as tenants by the entireties |
(Cust) (Minor) under |
JT TEN - as joint tenants with right |
_______________ |
Additional abbreviations may also be used though not in the above list.
ASSIGNMENT
FOR VALUE RECEIVED, the undersigned hereby sell(s), assign(s) and transfer(s) unto _____________________________________________________________________________________
|
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(Please print or typewrite name, address including postal zip code, and Taxpayer Identification Number of assignee) a Percentage Interest equal to _________% evidenced by the within Asset-Backed Pass-Through Certificates and hereby authorize(s) the registration of transfer of such interest to assignee on the Certificate Register of the Trust Fund.
I (we) further direct the Trustee to issue a new Certificate of a like Percentage Interest and Class to the above named assignee and deliver such Certificate to the following address:
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Signature by or on behalf of assignor |
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Signature Guaranteed |
DISTRIBUTION INSTRUCTIONS
The assignee should include the following for purposes of distribution:
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EXHIBIT A-22
FORM OF CLASS R-X CERTIFICATE
THIS CERTIFICATE MAY NOT BE TRANSFERRED TO A NON-UNITED STATES PERSON.
SOLELY FOR U.S. FEDERAL INCOME TAX PURPOSES, THIS CERTIFICATE IS A “RESIDUAL INTEREST” IN A “REAL ESTATE MORTGAGE INVESTMENT CONDUIT” (“REMIC”), AS THOSE TERMS ARE DEFINED, RESPECTIVELY, IN SECTIONS 860G AND 860D OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED (THE “CODE”).
ANY RESALE, TRANSFER OR OTHER DISPOSITION OF THIS CERTIFICATE MAY BE MADE ONLY IN ACCORDANCE WITH THE PROVISIONS OF SECTION 5.02 OF THE AGREEMENT REFERRED TO HEREIN.
THIS CERTIFICATE HAS NOT BEEN AND WILL NOT BE REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR THE SECURITIES LAWS OF ANY STATE AND MAY NOT BE RESOLD OR TRANSFERRED UNLESS IT IS REGISTERED PURSUANT TO SUCH ACT AND LAWS OR IS SOLD OR TRANSFERRED IN TRANSACTIONS THAT ARE EXEMPT FROM REGISTRATION UNDER SUCH ACT AND UNDER APPLICABLE STATE LAW AND IS TRANSFERRED IN ACCORDANCE WITH THE PROVISIONS OF SECTION 5.02 OF THE AGREEMENT REFERRED TO HEREIN.
NO TRANSFER OF THIS CERTIFICATE TO AN EMPLOYEE BENEFIT PLAN OR OTHER RETIREMENT ARRANGEMENT (EACH A “PLAN”) SUBJECT TO THE EMPLOYEE RETIREMENT INCOME SECURITY ACT OF 1974, AS AMENDED (“ERISA”), OR THE CODE WILL BE REGISTERED EXCEPT IN COMPLIANCE WITH THE PROCEDURES DESCRIBED HEREIN.
ANY RESALE, TRANSFER OR OTHER DISPOSITION OF THIS CERTIFICATE MAY BE MADE ONLY IF THE PROPOSED TRANSFEREE PROVIDES (I) AN AFFIDAVIT TO THE TRUSTEE THAT (A) SUCH TRANSFEREE IS NOT (1) THE UNITED STATES OR ANY POSSESSION THEREOF, ANY STATE OR POLITICAL SUBDIVISION THEREOF, ANY FOREIGN GOVERNMENT, ANY INTERNATIONAL ORGANIZATION, OR ANY AGENCY OR INSTRUMENTALITY OF ANY OF THE FOREGOING, (2) ANY ORGANIZATION (OTHER THAN A COOPERATIVE DESCRIBED IN SECTION 521 OF THE CODE) THAT IS EXEMPT FROM THE TAX IMPOSED BY CHAPTER 1 OF THE CODE UNLESS SUCH ORGANIZATION IS SUBJECT TO THE TAX IMPOSED BY SECTION 511 OF THE CODE, (3) ANY ORGANIZATION DESCRIBED IN SECTION 1381(A)(2)(C) OF THE CODE (ANY SUCH PERSON DESCRIBED IN THE FOREGOING CLAUSES (1), (2) OR (3) SHALL HEREINAFTER BE REFERRED TO AS A “DISQUALIFIED ORGANIZATION”) OR (4) AN AGENT OF A DISQUALIFIED ORGANIZATION AND (B) NO PURPOSE OF SUCH TRANSFER IS TO IMPEDE THE ASSESSMENT OR COLLECTION OF TAX,
AND (II) SUCH TRANSFEREE SATISFIES CERTAIN ADDITIONAL CONDITIONS RELATING TO THE FINANCIAL CONDITION OF THE PROPOSED TRANSFEREE. NOTWITHSTANDING THE REGISTRATION IN THE CERTIFICATE REGISTER OF ANY TRANSFER, SALE OR OTHER DISPOSITION OF THIS CERTIFICATE TO A DISQUALIFIED ORGANIZATION OR AN AGENT OF A DISQUALIFIED ORGANIZATION, SUCH REGISTRATION SHALL BE DEEMED TO BE OF NO LEGAL FORCE OR EFFECT WHATSOEVER AND SUCH PERSON SHALL NOT BE DEEMED TO BE A CERTIFICATEHOLDER FOR ANY PURPOSE HEREUNDER, INCLUDING, BUT NOT LIMITED TO, THE RECEIPT OF DISTRIBUTIONS ON THIS CERTIFICATE. EACH HOLDER OF THIS CERTIFICATE BY ACCEPTANCE HEREOF SHALL BE DEEMED TO HAVE CONSENTED TO THE PROVISIONS OF THIS PARAGRAPH AND THE PROVISIONS OF SECTION 5.02(D) OF THE AGREEMENT REFERRED TO HEREIN. ANY PERSON THAT IS A DISQUALIFIED ORGANIZATION IS PROHIBITED FROM ACQUIRING BENEFICIAL OWNERSHIP OF THIS CERTIFICATE.
Series 0000-XX0 |
Xxxxxxxxx Percentage Interest of the Class R-X Certificates as of the Issue Date: 100% |
Cut-off Date and date of Pooling and Servicing Agreement: November 1, 2005 |
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First Distribution Date: December 27, 2005 |
Servicer: Ocwen Loan Servicing, LLC |
No. 1 |
Trust Administrator: Citibank, N.A. |
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Trustee: U.S. Bank National Association |
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Issue Date: November 30, 2005 |
DISTRIBUTIONS IN REDUCTION OF THE CERTIFICATE PRINCIPAL BALANCE OF THIS CERTIFICATE MAY BE MADE MONTHLY AS SET FORTH HEREIN. ACCORDINGLY, THE OUTSTANDING CERTIFICATE PRINCIPAL BALANCE HEREOF AT ANY TIME MAY BE LESS THAN THE AMOUNT SHOWN ABOVE AS THE DENOMINATION OF THIS CERTIFICATE.
ASSET-BACKED PASS-THROUGH CERTIFICATE
evidencing a beneficial ownership interest in a portion of a Trust Fund (the “Trust Fund”) consisting primarily of a pool of conventional one- to four-family, fixed-rate, first lien mortgage loans (the “Mortgage Loans”) formed and sold by
CITIGROUP MORTGAGE LOAN TRUST INC.
THIS CERTIFICATE DOES NOT REPRESENT AN OBLIGATION OF OR INTEREST IN CITIGROUP MORTGAGE LOAN TRUST INC., THE SERVICER, THE TRUST ADMINISTRATOR, THE TRUSTEE OR ANY OF THEIR RESPECTIVE AFFILIATES. NEITHER THIS CERTIFICATE NOR THE UNDERLYING MORTGAGE LOANS ARE GUARANTEED BY ANY AGENCY OR INSTRUMENTALITY OF THE UNITED STATES.
This certifies that Citigroup Global Markets Inc. is the registered owner of a Percentage Interest (obtained by dividing the denomination of this Certificate by the aggregate Certificate Principal Balance of the Class R-X Certificates as of the Issue Date) in that certain beneficial ownership interest evidenced by all the Class R-X Certificates created pursuant to a Pooling and Servicing Agreement, dated as specified above (the “Agreement”), among Citigroup Mortgage Loan Trust Inc. (hereinafter called the “Depositor,” which term includes any successor entity under the Agreement), the Servicer, the Trust Administrator and the Trustee, a summary of certain of the pertinent provisions of which is set forth hereafter. To the extent not defined herein, the capitalized terms used herein have the meanings assigned in the Agreement. This Certificate is issued under and is subject to the terms, provisions and conditions of the Agreement, to which Agreement the Holder of this Certificate by virtue of the acceptance hereof assents and by which such Holder is bound.
Pursuant to the terms of the Agreement, distributions will be made on the 25th day of each month or, if such 25th day is not a Business Day, the Business Day immediately following (a “Distribution Date”), commencing on the First Distribution Date specified above, to the Person in whose name this Certificate is registered on the Record Date, in an amount equal to the product of the Percentage Interest evidenced by this Certificate and the amount required to be distributed to the Holders of Class R-X Certificates on such Distribution Date pursuant to the Agreement.
All distributions to the Holder of this Certificate under the Agreement will be made or caused to be made by the Trust Administrator by wire transfer in immediately available funds to the account of the Person entitled thereto if such Person shall have so notified the Trust Administrator in writing at least five Business Days prior to the Record Date immediately prior to such Distribution Date or otherwise by check mailed by first class mail to the address of the Person entitled thereto, as such name and address shall appear on the Certificate Register. Notwithstanding the above, the final distribution on this Certificate will be made after due notice by the Trust Administrator of the pendency of such distribution and only upon presentation and surrender of this Certificate at the office or agency appointed by the Trust Administrator for that purpose as provided in the Agreement.
This Certificate is one of a duly authorized issue of Certificates designated as Asset-Backed Pass-Through Certificates of the Series specified on the face hereof (herein called the “Certificates”) and representing a Percentage Interest in the Class of Certificates equal to the denomination specified on the face hereof divided by the aggregate Certificate Principal Balance of the Class of Certificates specified on the face hereof.
The Certificates are limited in right of payment to certain collections and recoveries respecting the Mortgage Loans, all as more specifically set forth herein and in the Agreement. As provided in the Agreement, withdrawals from the Collection Account and the Distribution Account may be made from time to time for purposes other than distributions to Certificateholders, such purposes including reimbursement of advances made, or certain expenses incurred, with respect to the Mortgage Loans.
The Agreement permits, with certain exceptions therein provided, the amendment thereof and the modification of the rights and obligations of the Depositor, the Servicer, the Trust Administrator, the Trustee, and the rights of the Certificateholders under the Agreement at any time by the Depositor, the Servicer, the Trust Adminstrator and the Trustee with the consent of the Holders of Certificates entitled to at least 66% of the Voting Rights. Any such consent by the Holder of this Certificate shall be conclusive and binding on such Holder and upon all future Holders of this Certificate and of any Certificate issued upon the transfer hereof or in exchange herefor or in lieu hereof whether or not notation of such consent is made upon this Certificate. The Agreement also permits the amendment thereof, in certain limited circumstances, without the consent of the Holders of any of the Certificates.
Any resale, transfer or other disposition of this certificate may be made only in accordance with the provisions of section 5.02 of the agreement referred to herein.
As provided in the Agreement and subject to certain limitations therein set forth, the transfer of this Certificate is registrable in the Certificate Register upon surrender of this Certificate for registration of transfer at the offices or agencies appointed by the Trust Administrator as provided in the Agreement, duly endorsed by, or accompanied by an assignment in the form below or other written instrument of transfer in form satisfactory to the Trust Administrator duly executed by, the Holder hereof or such Holder’s attorney duly authorized in writing, and thereupon one or more new Certificates of the same Class in authorized denominations evidencing the same aggregate Percentage Interest will be issued to the designated transferee or transferees.
The Certificates are issuable in fully registered form only without coupons in Classes and denominations representing Percentage Interests specified in the Agreement. As provided in the Agreement and subject to certain limitations therein set forth, the Certificates are exchangeable for new Certificates of the same Class in authorized denominations evidencing the same aggregate Percentage Interest, as requested by the Holder surrendering the same. No service charge will be made for any such registration of transfer or exchange of Certificates, but the Trust Administrator may require payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in connection with any transfer or exchange of Certificates.
No transfer of this Certificate shall be made unless the transfer is made pursuant to an effective registration statement under the Securities Act of 1933, as amended (the “1933 Act”), and an effective registration or qualification under applicable state securities laws, or is made in a transaction that does not require such registration or qualification. In the event that such a transfer of this Certificate is to be made without registration or qualification, the Trust Administrator shall require receipt of (i) if such transfer is purportedly being made in reliance upon Rule 144A under the 1933 Act, written certifications from the Holder of the Certificate desiring to effect the transfer, and from such Holder’s prospective transferee, substantially in the forms attached to the Agreement as Exhibit F-1, and (ii) in all other cases, an Opinion of Counsel satisfactory to it that such transfer may be made without such registration or qualification (which Opinion of Counsel shall not be an expense of the Trust Fund or of the Depositor, the Trustee, the Trust Administrator or the Servicer in their respective capacities as such), together with copies of the written certification(s) of the Holder of the Certificate desiring to effect the transfer and/or such Holder’s prospective transferee upon which such Opinion of Counsel is based. None of the Depositor or the Trust Administrator is obligated to register or qualify the Class of Certificates specified on the face hereof under the 1933 Act or any other securities law or to take any action not otherwise required under the Agreement to permit the transfer of such Certificates without registration or qualification. Any Holder desiring to effect a transfer of this Certificate shall be required to indemnify the Trustee, the Trust Administrator, the Depositor, the Servicer and any Sub-Servicer against any liability that may result if the transfer is not so exempt or is not made in accordance with such federal and state laws.
No transfer of this Certificate to a Plan subject to ERISA or Section 4975 of the Code, any Person acting, directly or indirectly, on behalf of any such Plan or any person using Plan Assets to acquire this Certificate shall be made except in accordance with Section 5.02(c) of the Agreement.
Prior to registration of any transfer, sale or other disposition of this Certificate, the proposed transferee shall provide to the Trust Administrator (i) an affidavit to the effect that such transferee is any Person other than a Disqualified Organization or the agent (including a broker, nominee or middleman) of a Disqualified Organization, and (ii) a certificate that acknowledges that (A) the Class R-X Certificates have been designated as a residual interest in REMIC I and REMIC II, (B) it will include in its income a pro rata share of the net income of the Trust Fund and that such income may be an “excess inclusion,” as defined in the Code, that, with certain exceptions, cannot be offset by other losses or benefits from any tax exemption, and (C) it expects to have the financial means to satisfy all of its tax obligations including those relating to holding the Class R-X Certificates. Notwithstanding the registration in the Certificate Register of any transfer, sale or other disposition of this Certificate to a Disqualified Organization or an agent (including a broker, nominee or middleman) of a Disqualified Organization, such registration shall be deemed to be of no legal force or effect whatsoever and such Person shall not be deemed to be a Certificateholder for any purpose, including, but not limited to, the receipt of distributions in respect of this Certificate.
The Holder of this Certificate, by its acceptance hereof, shall be deemed to have consented to the provisions of Section 5.02 of the Agreement and to any amendment of the Agreement deemed necessary by counsel of the Depositor to ensure that the transfer of this Certificate to any Person other than a Permitted Transferee or any other Person will not cause the
Trust Fund to cease to qualify as a REMIC or cause the imposition of a tax upon REMIC I or REMIC II.
No service charge will be made for any such registration of transfer or exchange of Certificates, but the Trust Administrator may require payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in connection with any transfer or exchange of Certificates.
The Depositor, the Servicer, the Trust Administrator, the Trustee and any agent of the Depositor, the Servicer, the Trust Administrator or the Trustee may treat the Person in whose name this Certificate is registered as the owner hereof for all purposes, and none of the Depositor, the Servicer, the Trust Administrator, the Trustee nor any such agent shall be affected by notice to the contrary.
The obligations created by the Agreement and the Trust Fund created thereby shall terminate upon payment to the Certificateholders of all amounts held by the Trust Administrator and required to be paid to them pursuant to the Agreement following the earlier of (i) the purchase by the holders of the Class X Certificates or the Servicer of all Mortgage Loans and related REO Property remaining in REMIC I, (ii) the final payment or other liquidation (or any advance with respect thereto) of the last Mortgage Loan or REO Property remaining in REMIC I. The Agreement permits, but does not require, the party designated in the Agreement to purchase from REMIC I all the Mortgage Loans and all property acquired in respect of any Mortgage Loan at a price determined as provided in the Agreement. The exercise of such right will effect early retirement of the Certificates; however, such right to purchase is subject to the aggregate Stated Principal Balance of the Mortgage Loans at the time of purchase being less than 10% of the aggregate principal balance of the Mortgage Loans as of the Cut-off Date.
The recitals contained herein shall be taken as statements of the Depositor, and none of the Trustee, Servicer or Trust Administrator assume responsibility for their correctness.
Unless the certificate of authentication hereon has been executed by the Trust Administrator, by manual signature, this Certificate shall not be entitled to any benefit under the Agreement or be valid for any purpose.
IN WITNESS WHEREOF, the Trust Administrator has caused this Certificate to be duly executed.
Dated: November ___, 2005
Citibank, N.A., as Trust Administrator
By:______________________________
Authorized Officer
CERTIFICATE OF AUTHENTICATION
This is one of the Certificates referred to in the within-mentioned Agreement.
Citibank, N.A., as Trust Administrator
By:______________________________
Authorized Signatory
ABBREVIATIONS
The following abbreviations, when used in the inscription on the face of this instrument, shall be construed as though they were written out in full according to applicable laws or regulations:
TEN COM - as tenants in common |
UNIF GIFT MIN ACT - Custodian |
TEN ENT - as tenants by the entireties |
(Cust) (Minor) under |
JT TEN - as joint tenants with right |
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Additional abbreviations may also be used though not in the above list.
ASSIGNMENT
FOR VALUE RECEIVED, the undersigned hereby sell(s), assign(s) and transfer(s) unto _____________________________________________________________________________________
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(Please print or typewrite name, address including postal zip code, and Taxpayer Identification Number of assignee) a Percentage Interest equal to _________% evidenced by the within Asset-Backed Pass-Through Certificates and hereby authorize(s) the registration of transfer of such interest to assignee on the Certificate Register of the Trust Fund.
I (we) further direct the Trustee to issue a new Certificate of a like Percentage Interest and Class to the above named assignee and deliver such Certificate to the following address:
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Dated: |
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Signature by or on behalf of assignor |
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Signature Guaranteed |
DISTRIBUTION INSTRUCTIONS
The assignee should include the following for purposes of distribution:
Distributions shall be made, by wire transfer or otherwise, in immediately available | |||||||
funds to |
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EXHIBIT B
[RESERVED]
EXHIBIT C
[RESERVED]
EXHIBIT D
FORM OF ASSIGNMENT AGREEMENTS
ASSIGNMENT AND RECOGNITION AGREEMENT
THIS ASSIGNMENT AND RECOGNITION AGREEMENT, dated November 30, 2005, (“Agreement”) among Citigroup Global Markets Realty Corp. (“Assignor”), Citigroup Mortgage Loan Trust Inc. (“Assignee”) and MortgageIT, Inc. (the “Company”):
For and in consideration of the sum of TEN DOLLARS ($10.00) and other valuable consideration the receipt and sufficiency of which hereby are acknowledged, and of the mutual covenants herein contained, the parties hereto hereby agree as follows:
Assignment and Conveyance
1. The Assignor hereby conveys, sells, grants, transfers and assigns to the Assignee (x) all of the right, title and interest of the Assignor, as purchaser, in, to and under (a) those certain Mortgage Loans listed as being originated by the Company on the schedule (the “Mortgage Loan Schedule”) attached hereto as Exhibit A (the “Mortgage Loans”) other than the Servicing Rights appurtenant to the Mortgage Loans and (b) except as described below, that certain Master Mortgage Loan Purchase and Interim Servicing Agreement dated as of March 1, 2005, as amended (the “Purchase Agreement”), between the Assignor, as purchaser (the “Purchaser”), and the Company, as seller, solely insofar as the Purchase Agreement relates to the Mortgage Loans and (y) other than as provided below with respect to the enforcement of representations and warranties, none of the obligations of the Assignor under the Purchase Agreement.
The Assignor specifically reserves and does not assign to the Assignee hereunder any and all right, title and interest in, to and under and any obligations of the Assignor with respect to the Servicing Rights or any mortgage loans subject to the Purchase Agreement which are not the Mortgage Loans set forth on the Mortgage Loan Schedule and are not the subject of this Agreement.
The Assignor and the Assignee each hereby retain the right to enforce the representations and warranties set forth in Section 7.01 and Section 7.02 with respect to the Company and the Mortgage Loans against the Company; provided, however, that in no event shall the Company be required to pay the Repurchase Price with respect to any Mortgage Loan more than once in connection with the repurchase of a Mortgage Loan pursuant to Section 7.03 or 7.04 of the Purchase Agreement. In addition, the right to require the Company to repurchase a Mortgage Loan shall be exercised solely the Assignee, its successors and assigns.
Recognition of the Company
2. From and after the date hereof, the Company shall and does hereby recognize that the Assignee will transfer the Mortgage Loans and assign its rights under the Purchase Agreement (solely to the extent set forth herein) and this Agreement to the trust created pursuant to a Pooling and Servicing Agreement, dated as of November 1, 2005 (the “Pooling Agreement”), among the Assignee, Ocwen Loan Servicing, LLC (the “Servicer”), Citibank, N.A. (the “Trust Administrator”) and U.S. Bank, National Association, as trustee (including its successors in interest and any successor trustees under the Pooling Agreement, the “Trustee”).
The Company hereby acknowledges and agrees that from and after the date hereof (i) the Trust will be the owner of the Mortgage Loans, (ii) the Company shall look solely to the Trust for performance of any obligations of the Assignor insofar as they relate to the enforcement of the representations, warranties and covenants with respect to the Mortgage Loans, (iii) the Trust (including the Trustee, the Trust Administrator and the Servicer acting on the Trust’s behalf) shall have all the rights and remedies available to the Assignor, insofar as they relate to the Mortgage Loans, under the Purchase Agreement, including, without limitation, the enforcement of the document delivery requirements and remedies with respect to breaches of representations and warranties set forth in the Purchase Agreement, and shall be entitled to enforce all of the obligations of the Company thereunder insofar as they relate to the Mortgage Loans, and (iv) all references to the Purchaser (insofar as they relate to the rights, title and interest and, with respect to obligations of the Purchaser, only insofar as they relate to the enforcement of the representations, warranties and covenants of the Company under the Purchase Agreement insofar as they relate to the Mortgage Loans, shall be deemed to refer to the Trust (including the Trustee, the Trust Administrator and the Servicer acting on the Trust’s behalf). Neither the Company nor the Assignor shall amend or agree to amend, modify, waiver, or otherwise alter any of the terms or provisions of the Purchase Agreement which amendment, modification, waiver or other alteration would in any way affect the Mortgage Loans or the Company’s performance under the Purchase Agreement with respect to the Mortgage Loans without the prior written consent of the Trustee.
Representations and Warranties of the Company
3. The Company warrants and represents to the Assignor, the Assignee and the Trust as of the date hereof that:
(a) The Company is duly organized, validly existing and in good standing under the laws of the jurisdiction of its incorporation;
(b) The Company has full power and authority to execute, deliver and perform its obligations under this Agreement and has full power and authority to perform its obligations under the Purchase Agreement. The execution by the Company of this Agreement is in the ordinary course of the Company’s business and will not conflict with, or result in a breach of, any of the terms, conditions or provisions of the Company’s charter or bylaws or any legal restriction, or any material agreement or instrument to which the Company is now a party or by which it is bound, or result in the violation of any law, rule, regulation, order, judgment or decree to which the Company or its property is subject. The execution, delivery and performance by the Company of this Agreement have been duly authorized by all necessary corporate action on part of the Company. This Agreement has been duly executed and delivered by the Company, and, upon the due authorization, execution and delivery by the Assignor and the Assignee, will constitute the valid and legally binding obligation of the Company, enforceable against the Company in accordance with its terms except as enforceability may be limited by bankruptcy, reorganization, insolvency, moratorium or other similar laws now or hereafter in effect relating to
creditors’ rights generally, and by general principles of equity regardless of whether enforceability is considered in a proceeding in equity or at law;
(c) No consent, approval, order or authorization of, or declaration, filing or registration with, any governmental entity is required to be obtained or made by the Company in connection with the execution, delivery or performance by the Company of this Agreement;
(d) There is no action, suit, proceeding or investigation pending or, to its knowledge, threatened against the Company, before any court, administrative agency or other tribunal, which would draw into question the validity of this Agreement or the Purchase Agreement, or which, either in any one instance or in the aggregate, would result in any material adverse change in the ability of the Company to perform its obligations under this Agreement or the Purchase Agreement, and the Company is solvent;
(e) (a) No Mortgage Loan is a “high cost home,” “covered” (excluding home loans defined as “covered home loans” in the New Jersey Home Ownership Security Act of 2002 that were originated between November 26, 2003 and July 7, 2004), “high risk home” or “predatory” loan under any other applicable state, federal or local law (or a similarly classified loan using different terminology under a law imposing heightened regulatory scrutiny or additional legal liability for residential mortgage loans having high interest rates, points and/or fees); and
(f) The prepayment charges are enforceable and were originated in compliance with all applicable federal, state and local laws.
4. Pursuant to Section 12 of the Purchase Agreement, the Company hereby represents and warrants, for the benefit of the Assignor, the Assignee and the Trust, that the representations and warranties set forth in Sections 7.01 and 7.02 of the Purchase Agreement (set forth on Schedule 1 hereto), are true and correct in all material respects as of the date hereof as if such representations and warranties were made on the date hereof except that (a) the representations and warranties set forth in such Subsections qualified by materiality shall be true and correct and (b) the representation and warranty set forth in Section 7.02(i) shall, for purposes of this Agreement, relate to the Mortgage Loan Schedule attached hereto.
5. The Assignor hereby makes the following representations and warranties as of the date hereof:
(a) Each Mortgage Loan at the time it was made complied in all material respects with applicable local, state, and federal laws, including, but not limited to, all applicable predatory and abusive lending laws;
(b) None of the mortgage loans are High Cost as defined by any applicable predatory and abusive lending laws;
(c) No Mortgage Loan is a high cost loan or a covered loan, as applicable (as such terms are defined in Standard & Poor’s LEVELS Version 5.6 Glossary Revised, Appendix E);
(d) The stated principal balance of each Group I Mortgage Loan is within Xxxxxxx Mac’s dollar amount limits for conforming one-to-four-family mortgage loans;
Remedies for Breach of Representations and Warranties
6. The Company hereby acknowledges and agrees that the remedies available to the Assignor, the Assignee and the Trust (including the Trustee, the Trust Administrator and the Servicer acting on the Trust’s behalf) in connection with any breach of the representations and warranties made by the Company set forth in Sections 3 and 4 hereof shall be as set forth in Subsection 7.02 of the Purchase Agreement as if they were set forth herein (including without limitation the repurchase and indemnity obligations set forth therein). In addition, the Company hereby acknowledges and agrees that any breach of the representations set forth in Section 7.02 (xlvi), (lviii), (lxviii), (xlix), (lvi), (lxi), (lxix) and (lxvi) of the Purchase Agreement and Section 3(e) hereof shall be deemed to materially and adversely affect the value of the related mortgage loans or the interests of the Trust in the related mortgage loans.
The Assignor hereby acknowledges and agrees that the remedies available to the Assignee and the Trust (including the Trustee, the Trust Administrator and the Servicer acting on the Trust’s behalf) in connection with any breach of the representations and warranties made by the Assignor set forth in Section 5 hereof shall be as set forth in Section 2.03 of the Pooling Agreement as if they were set forth herein. In addition, the Assignor hereby acknowledges and agrees that any breach of the representations set forth in Section 5(d) hereof shall be deemed to materially and adversely affect the value of the related mortgage loans or the interests of the Trust in the related mortgage loans.
Miscellaneous
7. This Agreement shall be construed in accordance with the laws of the State of New York, without regard to conflicts of law principles, and the obligations, rights and remedies of the parties hereunder shall be determined in accordance with such laws.
8. No term or provision of this Agreement may be waived or modified unless such waiver or modification is in writing and signed by the party against whom such waiver or modification is sought to be enforced, with the prior written consent of the Trustee.
9. This Agreement shall inure to the benefit of (i) the successors and assigns of the parties hereto and (ii) the Trust (including the Trustee, the Trust Administrator and the Servicer acting on the Trust’s behalf). Any entity into which Assignor, Assignee or Company may be merged or consolidated shall, without the requirement for any further writing, be deemed Assignor, Assignee or Company, respectively, hereunder.
10. Each of this Agreement and the Purchase Agreement shall survive the conveyance of the Mortgage Loans and the assignment of the Purchase Agreement (to the extent
assigned hereunder) by Assignor to Assignee and by Assignee to the Trust and nothing contained herein shall supersede or amend the terms of the Purchase Agreement.
11. This Agreement may be executed simultaneously in any number of counterparts. Each counterpart shall be deemed to be an original and all such counterparts shall constitute one and the same instrument.
12. In the event that any provision of this Agreement conflicts with any provision of the Purchase Agreement with respect to the Mortgage Loans, the terms of this Agreement shall control.
13. As used herein, "Designated Area" means those zip codes listed on the attached Exhibit B.
14. Capitalized terms used in this Agreement (including the exhibits hereto) but not defined in this Agreement shall have the meanings given to such terms in the Purchase Agreement.
IN WITNESS WHEREOF, the parties have caused this Agreement to be executed by their duly authorized officers as of the date first above written.
CITIGROUP GLOBAL MARKETS REALTY CORP. | |
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CITIGROUP MORTGAGE LOAN TRUST INC. | |
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EXHIBIT A
Mortgage Loan Schedule
EXHIBIT B
Schedule 1
Representations and Warranties
Capitalized terms used herein but not defined in this Schedule 1 shall have the meanings given to such terms in the Purchase Agreement:
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Subsection 7.01. |
Representations and Warranties Respecting the Seller. |
The Seller represents, warrants and covenants to the Purchaser as of the initial Closing Date and each subsequent Closing Date or as of such date specifically provided herein or in the applicable Assignment and Conveyance:
(i) The Seller is a corporation duly organized and validly existing under the laws of the State of New York. The Seller has all licenses necessary to carry out its business as now being conducted, and is licensed and qualified to transact business in and is in good standing under the laws of each state in which any Mortgaged Property is located or is otherwise exempt under applicable law from such licensing or qualification or is otherwise not required under applicable law to effect such licensing or qualification and no demand for such licensing or qualification has been made upon the Seller in any such state, and in any event the Seller is in compliance with the laws of any such state to the extent necessary to ensure the enforceability of each Mortgage Loan and the interim servicing of the Mortgage Loans in accordance with the terms of this Agreement. No licenses or approvals obtained by the Seller have been suspended or revoked by any court, administrative agency, arbitrator or governmental body and no proceedings are pending which might result in such suspension or revocation;
(ii) The Seller has the full power and authority to hold each Mortgage Loan, to sell each Mortgage Loan, and to execute, deliver and perform, and to enter into and consummate, all transactions contemplated by this Agreement. The Seller has duly authorized the execution, delivery and performance of this Agreement, has duly executed and delivered this Agreement, and this Agreement, assuming due authorization, execution and delivery by the Purchaser, constitutes a legal, valid and binding obligation of the Seller, enforceable against it in accordance with its terms, except as such enforcement may be limited by bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium or similar laws affecting the enforceability of creditors’ rights generally and by judicial discretion in applying principles of equity;
(iii) The execution and delivery of this Agreement by the Seller and the performance of and compliance with the terms of this Agreement will not violate the Seller’s articles of incorporation or by-laws or constitute a default under or result in a breach or acceleration of, any material contract, agreement or other instrument to which the Seller is a party or which may be applicable to the Seller or its assets;
(iv) The Seller is not in violation of, and the execution and delivery of this Agreement by the Seller and its performance and compliance with the terms of this
Agreement will not constitute a violation with respect to, any order or decree of any court or any order or regulation of any federal, state, municipal or governmental agency having jurisdiction over the Seller or its assets, which violation would be reasonably likely to have consequences that would materially and adversely affect the condition (financial or otherwise) or the operation of the Seller or its assets or would be reasonably likely to have consequences that would materially and adversely affect the performance of its obligations and duties hereunder;
(v) The Seller is an approved seller for FNMA and FHLMC in good standing and is a HUD approved mortgagee pursuant to Section 203 of the National Housing Act. No event has occurred, including but not limited to a change in insurance coverage, which would make the Seller unable to comply with FNMA, FHLMC or HUD eligibility requirements or which would require notification to FNMA, FHLMC or HUD;
(vi) The Seller does not believe, nor does it have any reason or cause to believe, that it cannot perform each and every covenant contained in this Agreement;
(vii) The Mortgage Note, the Mortgage, the Assignment of Mortgage (other than with respect to any MOM Loan) and any other documents required to be delivered with respect to each Mortgage Loan pursuant to this Agreement, have been delivered to the Purchaser or its designee all in compliance with the specific requirements of this Agreement. With respect to each Mortgage Loan, the Seller is in possession of a complete Mortgage File in compliance with Exhibit 5, except for such documents as have been delivered to the Purchaser or its designee;
(viii) Immediately prior to the payment of the Purchase Price for each Mortgage Loan, the Seller was the owner of record of the related Mortgage and the indebtedness evidenced by the related Mortgage Note and upon the payment of the Purchase Price by the Purchaser, in the event that the Seller retains record title, the Seller shall retain such record title to each Mortgage, each related Mortgage Note and the related Mortgage Files with respect thereto in trust for the Purchaser as the owner thereof and only for the purpose of servicing and supervising the servicing of each Mortgage Loan;
(ix) There are no actions or proceedings against, or investigations of, the Seller before any court, administrative or other tribunal (A) that are reasonably likely to prohibit its entering into this Agreement, (B) that are reasonably likely to prevent the sale of the Mortgage Loans or the consummation of the transactions contemplated by this Agreement or (C) that are reasonably likely to prohibit or materially and adversely affect the performance by the Seller of its obligations under, or the validity or enforceability of, this Agreement;
(x) No consent, approval, authorization or order of any court or governmental agency or body is required for the execution, delivery and performance by the Seller of, or compliance by the Seller with, this Agreement or the consummation of
the transactions contemplated by this Agreement, except for such consents, approvals, authorizations or orders, if any, that have been obtained prior to the Closing Date;
(xi) The consummation of the transactions contemplated by this Agreement are in the ordinary course of business of the Seller, and the transfer, assignment and conveyance of the Mortgage Notes and the Mortgages by the Seller pursuant to this Agreement are not subject to the bulk transfer or any similar statutory provisions;
(xii) The transfer of the Mortgage Loans shall be treated as a sale on the books and records of the Seller, and the Seller has determined that, and will treat, the disposition of the Mortgage Loans pursuant to this Agreement for tax and accounting purposes as a sale. The Seller shall maintain a complete set of books for each Mortgage Loan that shall be clearly marked to reflect the ownership of each Mortgage Loan by the Purchaser;
(xiii) The consideration received by the Seller upon the sale of the Mortgage Loans constitutes fair consideration and reasonably equivalent value for such Mortgage Loans;
(xiv) The Seller is solvent and will not be rendered insolvent by the consummation of the transactions contemplated hereby. The Seller is not transferring any Mortgage Loan with any intent to hinder, delay or defraud any of its creditors;
(xv) The information delivered by the Seller to the Purchaser with respect to the Seller’s loan loss, foreclosure and delinquency experience for the twelve (12) months immediately preceding the Initial Closing Date on mortgage loans underwritten to the same standards as the Mortgage Loans and covering mortgaged properties similar to the Mortgaged Properties, is true and correct in all material respects;
(xvi) Neither this Agreement nor any written statement, report or other document prepared and furnished or to be prepared and furnished by the Seller pursuant to this Agreement or in connection with the transactions contemplated hereby contains any untrue statement of material fact or omits to state a material fact necessary to make the statements contained herein or therein not misleading; and
(xvii) The Seller is a member of MERS in good standing, will comply in all material respects with the rules and procedures of MERS in connection with the servicing of the Mortgage Loans that are registered with MERS and is current in payment of all fees and assessments imposed by MERS.
Subsection 7.02. Representations and Warranties Regarding Individual Mortgage Loans.
The Seller hereby represents and warrants to the Purchaser that, as to each Mortgage Loan, as of the related Closing Date for such Mortgage Loan:
(i) The information set forth in the related Mortgage Loan Schedule is complete, true and correct;
(ii) The Mortgage Loan is in compliance with all requirements set forth in the related Confirmation, and the characteristics of the related Mortgage Loan Package as set forth in the related Confirmation are true and correct;
(iii) All payments required to be made up to the close of business on the Closing Date for such Mortgage Loan under the terms of the Mortgage Note have been made. The Seller has not advanced funds, or induced, solicited or knowingly received any advance of funds from a party other than the owner of the related Mortgaged Property, directly or indirectly, for the payment of any amount required by the Mortgage Note or Mortgage; and there has been no delinquency, exclusive of any period of grace, in any payment by the Mortgagor thereunder since the origination of the Mortgage Loan;
(iv) There are no delinquent taxes, ground rents, water charges, sewer rents, assessments, insurance premiums, leasehold payments, including assessments payable in future installments or other outstanding charges affecting the related Mortgaged Property;
(v) The terms of the Mortgage Note and the Mortgage have not been impaired, waived, altered or modified in any respect, except by written instruments, recorded in the applicable public recording office or registered with the MERS System if necessary to maintain the lien priority of the Mortgage, and which have been delivered to the Purchaser or its designee; the substance of any such waiver, alteration or modification has been approved by the title insurer, to the extent required by the related policy, and is reflected on the related Mortgage Loan Schedule. No instrument of waiver, alteration or modification has been executed, and no Mortgagor has been released, in whole or in part, except in connection with an assumption agreement approved by the title insurer, to the extent required by the policy, and which assumption agreement has been delivered to the Purchaser or its designee and the terms of which are reflected in the related Mortgage Loan Schedule;
(vi) The Mortgage Note and the Mortgage are not subject to any right of rescission, set-off, counterclaim or defense, including the defense of usury, nor will the operation of any of the terms of the Mortgage Note and the Mortgage, or the exercise of any right thereunder, render the Mortgage unenforceable, in whole or in part, or subject to any right of rescission, set-off, counterclaim or defense, including the defense of usury and no such right of rescission, set-off, counterclaim or defense has been asserted with respect thereto. Each Prepayment Charge or penalty with respect to any Mortgage Loan is permissible, enforceable and collectible under applicable federal, state and local law;
(vii) All buildings upon the Mortgaged Property are insured by an insurer acceptable to FNMA and FHLMC against loss by fire, hazards of extended coverage and such other hazards as are customary in the area where the Mortgaged
Property is located, pursuant to insurance policies conforming to the requirements of FNMA and FHLMC. All such insurance policies contain a standard mortgagee clause naming the Seller, its successors and assigns as mortgagee and all premiums thereon have been paid. If the Mortgaged Property is in an area identified on a Flood Hazard Map or Flood Insurance Rate Map issued by the Federal Emergency Management Agency as having special flood hazards (and such flood insurance has been made available) a flood insurance policy meeting the requirements of the current guidelines of the Federal Insurance Administration is in effect which policy conforms to the requirements of FNMA and FHLMC. The Mortgage obligates the Mortgagor thereunder to maintain all such insurance at the Mortgagor’s cost and expense, and on the Mortgagor’s failure to do so, authorizes the holder of the Mortgage to maintain such insurance at Mortgagor’s cost and expense and to seek reimbursement therefor from the Mortgagor;
(viii) Any and all requirements of any federal, state or local law including, without limitation, usury, truth in lending, real estate settlement procedures, predatory and abusive lending, consumer credit protection, equal credit opportunity, fair housing or disclosure laws applicable to the origination and servicing of mortgage loans of a type similar to the Mortgage Loans have been complied with;
(ix) The Mortgage has not been satisfied, cancelled, subordinated or rescinded, in whole or in part, and the Mortgaged Property has not been released from the lien of the Mortgage, in whole or in part, nor has any instrument been executed that would effect any such satisfaction, cancellation, subordination, rescission or release;
(x) The Mortgage is a valid, existing and enforceable first or second (as indicated on the Mortgage Loan Schedule) lien on the Mortgaged Property, including all improvements on the Mortgaged Property subject only to (a) the lien of current real property taxes and assessments not yet due and payable, (b) covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording being acceptable to mortgage lending institutions generally and specifically referred to in the lender’s title insurance policy delivered to the originator of the Mortgage Loan and which do not adversely affect the Appraised Value of the Mortgaged Property, (c) to the extent the Mortgage Loan is a second lien Mortgage Loan, the related first lien on the Mortgaged Property; and (d) other matters to which like properties are commonly subject which do not materially interfere with the benefits of the security intended to be provided by the Mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property. Any security agreement, chattel mortgage or equivalent document related to and delivered in connection with the Mortgage Loan establishes and creates a valid, existing and enforceable first or second (as indicated on the Mortgage Loan Schedule) lien and first or second (as indicated on the Mortgage Loan Schedule) priority security interest on the property described therein and the Seller has full right to sell and assign the same to the Purchaser. The Mortgaged Property was not, as of the date of origination of the Mortgage Loan, subject to a mortgage, deed of trust, deed to secure debt or other security instrument creating a lien subordinate to the lien of the Mortgage;
(xi) The Mortgage Note and the related Mortgage are genuine and each is the legal, valid and binding obligation of the maker thereof, enforceable in accordance with its terms except as such enforcement may be limited by bankruptcy;
(xii) All parties to the Mortgage Note and the Mortgage had legal capacity to enter into the Mortgage Loan and to execute and deliver the Mortgage Note and the Mortgage, and the Mortgage Note and the Mortgage have been duly and properly executed by such parties. The Mortgagor is a natural person;
(xiii) The proceeds of the Mortgage Loan have been fully disbursed to or for the account of the Mortgagor and there is no obligation for the Mortgagee to advance additional funds thereunder and any and all requirements as to completion of any on-site or off-site improvement and as to disbursements of any escrow funds therefor have been complied with. All costs, fees and expenses incurred in making or closing the Mortgage Loan and the recording of the Mortgage have been paid, and the Mortgagor is not entitled to any refund of any amounts paid or due to the Mortgagee pursuant to the Mortgage Note or Mortgage;
(xiv) The Seller is the sole legal, beneficial and equitable owner of the Mortgage Note and the Mortgage and has full right to transfer and sell the Mortgage Loan to the Purchaser free and clear of any encumbrance, equity, lien, pledge, charge, claim or security interest;
(xv) All parties which have had any interest in the Mortgage Loan, whether as mortgagee, assignee, pledgee or otherwise, are (or, during the period in which they held and disposed of such interest, were) in material compliance with any and all applicable “doing business” and licensing requirements of the laws of the state wherein the Mortgaged Property is located (or were otherwise exempt from such requirements under applicable law);
(xvi) The Mortgage Loan is covered by an American Land Title Association (“ALTA”) lender’s title insurance policy (which, in the case of an Adjustable Rate Mortgage Loan has an adjustable rate mortgage endorsement in the form of ALTA 6.0 or 6.1) acceptable to FNMA and FHLMC, issued by a title insurer acceptable to FNMA and FHLMC and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring (subject to the exceptions contained in (x)(a) and (b) above) the Seller, its successors and assigns as to the first or second (as indicated on the Mortgage Loan Schedule) priority lien of the Mortgage in the original principal amount of the Mortgage Loan and, with respect to any Adjustable Rate Mortgage Loan, against any loss by reason of the invalidity or unenforceability of the lien resulting from the provisions of the Mortgage providing for adjustment in the Mortgage Interest Rate and Monthly Payment. Additionally, such lender’s title insurance policy affirmatively insures ingress and egress to and from the Mortgaged Property, and against encroachments by or upon the Mortgaged Property or any interest therein. The Seller is the sole insured of such lender’s title insurance policy, and such lender’s title insurance policy is in full force and effect and will be in full force and effect upon the consummation of the transactions
contemplated by this Agreement. No claims have been made under such lender’s title insurance policy, and no prior holder of the related Mortgage, including the Seller, has done, by act or omission, anything which would impair the coverage of such lender’s title insurance policy;
(xvii) There is no default, breach, violation or event of acceleration existing under the Mortgage or the Mortgage Note and no event which, with the passage of time or with notice and the expiration of any grace or cure period, would constitute a default, breach, violation or event of acceleration, and the Seller has not waived any default, breach, violation or event of acceleration. With respect to each second lien mortgage loan (i) the first lien mortgage loan is in full force and effect, (ii) to the best of Seller’s knowledge, there is no default, breach, violation or event of acceleration existing under such first lien mortgage or the related mortgage note, (iii) no event which, with the passage of time or with notice and the expiration of any grace or cure period, would constitute a default, breach, violation or event of acceleration thereunder, and either (A) the first lien mortgage contains a provision which allows or (B) applicable law requires, the mortgagee under the second lien Mortgage Loan to receive notice of, and affords such mortgagee an opportunity to cure any default by payment in full or otherwise under the first lien mortgage;
(xviii) There are no mechanics’ or similar liens or claims which have been filed for work, labor or material (and no rights are outstanding that under law could give rise to such lien) affecting the related Mortgaged Property which are or may be liens prior to, or equal or coordinate with, the lien of the related Mortgage;
(xix) All improvements which were considered in determining the Appraised Value of the related Mortgaged Property lay wholly within the boundaries and building restriction lines of the Mortgaged Property, and no improvements on adjoining properties encroach upon the Mortgaged Property;
(xx) As of the origination of the Mortgage Loan, no improvement located on the Mortgaged Property was in violation of any applicable zoning or subdivision laws or ordinances;
(xxi) The Mortgage Loan was originated by the Seller or by a savings and loan association, a savings bank, a commercial bank, credit union, insurance company or similar banking institution which is supervised and examined by a federal or state authority, or by a mortgagee approved as such by the Secretary of HUD pursuant to Section 203 and 211 of the National Housing Act;
(xxii) Principal payments on the Mortgage Loan commenced no more than sixty days after the proceeds of the Mortgage Loan were disbursed. The Mortgage Loan bears interest at the Mortgage Interest Rate. With respect to each Mortgage Loan, the Mortgage Note is payable on the first day of each month in Monthly Payments, which, other than with respect to a Balloon Mortgage Loan, in the case of a Fixed Rate Mortgage Loans, are sufficient to fully amortize the original principal balance over the
original term thereof and to pay interest at the related Mortgage Interest Rate, and, in the case of an Adjustable Rate Mortgage Loan, are changed on each Adjustment Date, and in any case, are sufficient to fully amortize the original principal balance over the original term thereof and to pay interest at the related Mortgage Interest Rate. The Index for each Adjustable Rate Mortgage Loan is as defined in the related Confirmation. With respect to each Balloon Mortgage Loan, the Mortgage Note requires a monthly payment which is sufficient to fully amortize the original principal balance over the original term thereof and to pay interest at the related Mortgage Interest Rate and requires a final Monthly Payment substantially greater than the preceding monthly payment which is sufficient to repay the remained unpaid principal balance of the Balloon Mortgage Loan as of the Due Date of such monthly payment. The Mortgage Note does not permit negative amortization. No Mortgage Loan is a Convertible Mortgage Loan;
(xxiii) The origination and collection practices used by the Seller with respect to each Mortgage Note and Mortgage have been in all respects legal, proper, prudent and customary in the mortgage origination and servicing industry. The Mortgage Loan has been serviced by the Seller and any predecessor servicer in accordance with the terms of the Mortgage Note. With respect to escrow deposits and Escrow Payments, if any, all such payments are in the possession of, or under the control of, the Seller and there exist no deficiencies in connection therewith for which customary arrangements for repayment thereof have not been made. No escrow deposits or Escrow Payments or other charges or payments due the Seller have been capitalized under any Mortgage or the related Mortgage Note and no such escrow deposits or Escrow Payments are being held by the Seller for any work on a Mortgaged Property which has not been completed;
(xxiv) The Mortgaged Property is in good repair and is free of material damage and waste and there is no proceeding pending for the total or partial condemnation thereof;
(xxv) The Mortgage and related Mortgage Note contain customary and enforceable provisions such as to render the rights and remedies of the holder thereof adequate for the realization against the Mortgaged Property of the benefits of the security provided thereby, including, (a) in the case of a Mortgage designated as a deed of trust, by trustee’s sale, and (b) otherwise by judicial foreclosure. The Mortgaged Property has not been subject to any bankruptcy proceeding or foreclosure proceeding and the Mortgagor has not filed for protection under applicable bankruptcy laws. There is no homestead or other exemption available to the Mortgagor which would interfere with the right to sell the Mortgaged Property at a trustee’s sale or the right to foreclose the Mortgage. The Mortgagor has not notified the Seller and the Seller has no knowledge of any relief requested or allowed to the Mortgagor under the Servicemembers’ Civil Relief Act;
(xxvi) The Mortgage Loan was underwritten in accordance with the underwriting standards of the Seller in effect at the time the Mortgage Loan was originated, which underwriting standards satisfy the standards of FNMA and FHLMC; and the Mortgage Note and Mortgage are on forms acceptable to FNMA and FHLMC;
(xxvii) The Mortgage Note is not and has not been secured by any collateral except the lien of the corresponding Mortgage on the Mortgaged Property and the security interest of any applicable security agreement or chattel mortgage referred to in (x) above;
(xxviii) The Mortgage File contains an appraisal of the related Mortgaged Property which satisfied the standards of FNMA and FHLMC, was on appraisal form 1004 or form 2055 with an interior inspection, and was made and signed, prior to the approval of the Mortgage Loan application, by a qualified appraiser, duly appointed by the Seller, who had no interest, direct or indirect in the Mortgaged Property or in any loan made on the security thereof, whose compensation is not affected by the approval or disapproval of the Mortgage Loan and who met the minimum qualifications of FNMA and FHLMC. Each appraisal of the Mortgage Loan was made in accordance with the relevant provisions of the Financial Institutions Reform, Recovery, and Enforcement Act of 1989;
(xxix) In the event the Mortgage constitutes a deed of trust, a trustee, duly qualified under applicable law to serve as such, has been properly designated and currently so serves and is named in the Mortgage, and no fees or expenses are or will become payable by the Purchaser to the trustee under the deed of trust, except in connection with a trustee’s sale after default by the Mortgagor;
(xxx) No Mortgage Loan contains provisions pursuant to which Monthly Payments are (a) paid or partially paid with funds deposited in any separate account established by the Seller, the Mortgagor, or anyone on behalf of the Mortgagor, (b) paid by any source other than the Mortgagor or (c) contains any other similar provisions which may constitute a “buydown” provision. The Mortgage Loan is not a graduated payment mortgage loan and the Mortgage Loan does not have a shared appreciation or other contingent interest feature;
(xxxi) The Mortgagor has executed a statement to the effect that the Mortgagor has received all disclosure materials required by applicable law with respect to the making of fixed rate mortgage loans in the case of Fixed Rate Mortgage Loans, and adjustable rate mortgage loans in the case of Adjustable Rate Mortgage Loans and rescission materials with respect to Refinanced Mortgage Loans, and such statement is and will remain in the Mortgage File;
(xxxii) No Mortgage Loan was made in connection with (a) the construction or rehabilitation of a Mortgaged Property or (b) facilitating the trade-in or exchange of a Mortgaged Property;
(xxxiii) The Seller has no knowledge of any circumstances or condition with respect to the Mortgage, the Mortgaged Property, the Mortgagor or the Mortgagor’s credit standing that can reasonably be expected to cause the Mortgage Loan to be an unacceptable investment, cause the Mortgage Loan to become delinquent, or adversely affect the value of the Mortgage Loan;
(xxxiv) No Mortgage Loan had an LTV or a CLTV at origination in excess of 100%. Each Mortgage Loan with an LTV or CLTV at origination in excess of 80% is and will be subject to a Primary Insurance Policy, issued by a Qualified Insurer, which insures that portion of the Mortgage Loan in excess of the portion of the Appraised Value of the Mortgaged Property required by FNMA. All provisions of such Primary Insurance Policy have been and are being complied with, such policy is in full force and effect, and all premiums due thereunder have been paid. Any Mortgage subject to any such Primary Insurance Policy obligates the Mortgagor thereunder to maintain such insurance and to pay all premiums and charges in connection therewith. The Mortgage Interest Rate for the Mortgage Loan does not include any such insurance premium;
(xxxv) The Mortgaged Property is, to the best of the Seller’s knowledge, lawfully occupied under applicable law; all inspections, licenses and certificates required to be made or issued with respect to all occupied portions of the Mortgaged Property and, with respect to the use and occupancy of the same, including but not limited to certificates of occupancy, have been made or obtained from the appropriate authorities;
(xxxvi) No error, omission, misrepresentation, negligence, fraud or similar occurrence with respect to a Mortgage Loan has taken place on the part of the Mortgagor, the Seller, or to the best of Seller’s knowledge, any appraiser, any builder or developer, or any other party involved in the origination of the Mortgage Loan or in the application of any insurance in relation to such Mortgage Loan;
(xxxvii) For each Mortgage Loan that is not a MOM Loan, the Assignment of Mortgage is in recordable form except for the name of the assignee that is blank and is acceptable for recording under the laws of the jurisdiction in which the Mortgaged Property is located. The original Mortgage was or is being recorded and, unless the Mortgage Loan is subject to the MERS System, all subsequent assignments of the original Mortgage (other than the assignment to Purchaser) have been recorded in the appropriate jurisdiction wherein such recordation is necessary to perfect the lien thereof against creditors of Seller, or is in the process of being recorded.
(xxxviii) Any principal advances made to the Mortgagor prior to the Cut-off Date have been consolidated with the outstanding principal amount secured by the Mortgage, and the secured principal amount, as consolidated, bears a single interest rate and single repayment term. The lien of the Mortgage securing the consolidated principal amount is expressly insured as having first or second lien priority by a title insurance policy or an endorsement to the policy insuring the mortgagee’s consolidated interest. The consolidated principal amount does not exceed the original principal amount of the Mortgage Loan;
(xxxix) Unless otherwise set forth on the related Mortgage Loan Schedule, no Mortgage Loan has a balloon payment feature;
(xl) If the Residential Dwelling on the Mortgaged Property is a condominium unit or a unit in a planned unit development (other than a de minimis
planned unit development) such condominium or planned unit development project meets the eligibility requirements of FNMA and FHLMC;
(xli) The source of the down payment with respect to each Mortgage Loan has been fully verified by the Seller;
(xlii) Interest on each Mortgage Loan is calculated on the basis of a 360-day year consisting of twelve 30-day months;
(xliii) The Mortgaged Property is in material compliance with all applicable environmental laws pertaining to environmental hazards including, without limitation, asbestos, and neither the Seller nor, to the Seller’s knowledge, the related Mortgagor, has received any notice of any violation or potential violation of such law;
(xliv) Seller shall, at its own expense, cause each Mortgage Loan to be covered by a Tax Service Contract which is assignable to the Purchaser or its designee; provided however, that if the Seller fails to purchase such Tax Service Contract, the Seller shall be required to reimburse the Purchaser for all costs and expenses incurred by the Purchaser in connection with the purchase of any such Tax Service Contract;
(xlv) Each Mortgage Loan is covered by a Flood Zone Service Contract which is assignable to the Purchaser or its designee or, for each Mortgage Loan not covered by such Flood Zone Service Contract, the Seller agrees to purchase such Flood Zone Service Contract;
(xlvi) No Mortgage Loan is (a) subject to the provisions of the Homeownership and Equity Protection Act of 1994 as amended (“HOEPA”), (b) a “high cost” mortgage loan, “covered” mortgage loan, “high risk home” mortgage loan or “predatory” mortgage loan or any other comparable term, no matter how defined under any federal, state or local law, (c) subject to any comparable federal, state or local statutes or regulations, or any other statute or regulation providing for heightened regulatory scrutiny or assignee liability to holders of such mortgage loans, or (d) a High Cost Loan or Covered Loan, as applicable (as such terms are defined in the current Standard & Poor’s LEVELS® Glossary Revised, Appendix E);
(xlvii) No predatory or deceptive lending practices, including but not limited to, the extension of credit to a mortgagor without regard for the mortgagor’s ability to repay the Mortgage Loan and the extension of credit to a mortgagor which has no apparent benefit to the mortgagor, were employed in connection with the origination of the Mortgage Loan. Each Mortgage Loan is in compliance with the anti-predatory lending eligibility for purchase requirements of the FNMA Guides;
(xlviii) Not more than one percent (1%) of the Mortgage Loans purchased on the related Closing Date, measured by the aggregate Stated Principal Balance of such Mortgage Loans as of the related Cut-off Date, include a Mortgage Note for which a lost note affidavit with indemnification has been delivered;
(xlix) No Mortgagor was required to purchase any single premium credit insurance policy (e.g., life, disability, accident, unemployment, or health insurance product) or debt cancellation agreement as a condition of obtaining the extension of credit. No Mortgagor obtained a prepaid single premium credit insurance policy (e.g., life, disability, accident, unemployment, mortgage, or health insurance) in connection with the origination of the Mortgage Loan. No proceeds from any Mortgage Loan were used to purchase single premium credit insurance policies or debt cancellation agreements as part of the origination of, or as a condition to closing, such Mortgage Loan;
(l) The Mortgage Loans were not selected from the outstanding one to four-family mortgage loans in the Seller’s portfolio at the related Closing Date as to which the representations and warranties set forth in this Agreement could be made in a manner so as to affect adversely the interests of the Purchaser;
(li) The Mortgage contains an enforceable provision for the acceleration of the payment of the unpaid principal balance of the Mortgage Loan in the event that the Mortgaged Property is sold or transferred without the prior written consent of the mortgagee thereunder;
(lii) The Mortgage Loan complies with all applicable consumer credit statutes and regulations, including, without limitation, the respective Uniform Consumer Credit Code laws in effect in Colorado, Idaho, Indiana, Iowa, Kansas, Maine, Oklahoma, South Carolina, Utah and Wyoming (to the extent that the related Mortgaged Property is located in such state), has been originated by a properly licensed entity, and in all other respects, complies with all of the material requirements of any such applicable laws;
(liii) The information set forth in the Prepayment Charge Schedule is complete, true and correct in all material respects and each Prepayment Charge is permissible, enforceable and collectable under applicable federal and state law;
(liv) The Mortgage Loan was not prepaid in full prior to the Closing Date and the Seller has not received notification from a Mortgagor that a prepayment in full shall be made after the Closing Date;
(lv) No Mortgage Loan is secured by cooperative housing, commercial property, mobile homes, manufactured housing or mixed use property;
(lvi) Except as set forth on the related Mortgage Loan Schedule, none of the Mortgage Loans are subject to a Prepayment Charge. For any Mortgage Loan originated prior to October 1, 2002 that is subject to a Prepayment Charge, such Prepayment Charge does not extend beyond five years after the date of origination. For any Mortgage Loan originated on or following October 1, 2002 that is subject to a Prepayment Charge, such Prepayment Charge does not extend beyond three years after the date of origination. With respect to any Mortgage Loan that contains a provision permitting imposition of a Prepayment Charge upon a prepayment prior to maturity: (i)
prior to the Mortgage Loan’s origination, the Mortgagor agreed to such Prepayment Charge in exchange for a monetary benefit, including but not limited to a rate or fee reduction, (ii) prior to the Mortgage Loan’s origination, the Mortgagor was offered the option of obtaining a Mortgage Loan that did not require payment of such a Prepayment Charge, (iii) the Prepayment Charge is disclosed to the Mortgagor in the loan documents pursuant to applicable state and federal law, (iv) for Mortgage Loans originated on or after September 1, 2004, the duration of the prepayment period shall not exceed three (3) years from the date of the Mortgage Note, unless the Mortgage Loan was modified to reduce the prepayment period to no more than three years from the date of the Mortgage Note and the Mortgagor was notified in writing of such reduction in prepayment period, and (v) notwithstanding any state or federal law to the contrary, the Seller shall not impose such Prepayment Charge in any instance when the mortgage debt is accelerated as the result of the Mortgagor’s default in making the loan payments;
(lvii) The Seller has complied with all applicable anti-money laundering laws and regulations, including without limitation the USA Patriot Act of 2001 (collectively, the “Anti-Money Laundering Laws”); the Seller has established an anti-money laundering compliance program as required by the Anti-Money Laundering Laws, has conducted the requisite due diligence in connection with the origination of each Mortgage Loan for purposes of the Anti-Money Laundering Laws, including with respect to the legitimacy of the applicable Mortgagor and the origin of the assets used by the said Mortgagor to purchase the property in question, and maintains, and will maintain, sufficient information to identify the applicable Mortgagor for purposes of the Anti-Money Laundering Laws. No Mortgage Loan is subject to nullification pursuant to Executive Order 13224 (the “Executive Order”) or the regulations promulgated by the Office of Foreign Assets Control of the United States Department of the Treasury (the “OFAC Regulations”) or in violation of the Executive Order or the OFAC Regulations, and no Mortgagor is subject to the provisions of such Executive Order or the OFAC Regulations nor listed as a “blocked person” for purposes of the OFAC Regulations;
(lviii) No Mortgage Loan is secured by real property or secured by a manufactured home located in the state of Georgia unless (x) such Mortgage Loan was originated prior to October 1, 2002 or after March 6, 2003, or (y) the property securing the Mortgage Loan is not, nor will be, occupied by the Mortgagor as the Mortgagor’s principal dwelling. No Mortgage Loan is a “High Cost Home Loan” as defined in the Georgia Fair Lending Act, as amended (the “Georgia Act”) or the New York Banking Law 6-1. Each Mortgage Loan that is a “Home Loan” under the Georgia Act complies with all applicable provisions of the Georgia Act. No Mortgage Loan secured by owner occupied real property or an owner occupied manufactured home located in the State of Georgia was originated (or modified) on or after October 1, 2002 through and including March 6, 2003;
(lix) No Mortgagor was encouraged or required to select a Mortgage Loan product offered by the Mortgage Loan’s originator which is a higher cost product designed for less creditworthy borrowers, unless at the time of the Mortgage Loan’s origination, such Mortgagor did not qualify taking into account credit history and debt to
income ratios for a lower cost credit product then offered by the Mortgage Loan’s originator or any affiliate of the Mortgage Loan’s originator. If, at the time of loan application, the Mortgagor may have qualified for a for a lower cost credit product then offered by any mortgage lending affiliate of the Mortgage Loan’s originator, the Mortgage Loan’s originator referred the Mortgagor’s application to such affiliate for underwriting consideration;
(lx) The methodology used in underwriting the extension of credit for each Mortgage Loan employs objective mathematical principles which relate the Mortgagor’s income, assets and liabilities to the proposed payment and such underwriting methodology does not rely on the extent of the Mortgagor’s equity in the collateral as the principal determining factor in approving such credit extension. Such underwriting methodology confirmed that at the time of origination (application/approval) the Mortgagor had a reasonable ability to make timely payments on the Mortgage Loan;
(lxi) With respect to each Mortgage Loan, the Seller has fully and accurately furnished complete information on the related borrower credit files to Equifax, Experian and Trans Union Credit Information Company, in accordance with the Fair Credit Reporting Act and its implementing regulations, on a monthly basis and the Seller for each Loan will furnish, in accordance with the Fair Credit Reporting Act and its implementing regulations, accurate and complete information on its borrower credit files to Equifax, Experian, and Trans Union Credit Information Company, on a monthly basis;
(lxii) All points and fees related to each Mortgage Loan were disclosed in writing to the related Borrower in accordance with applicable state and federal law and regulation. Except in the case of a Mortgage Loan in an original principal amount of less than $60,000 which would have resulted in an unprofitable origination, no related Borrower was charged “points and fees” (whether or not financed) in an amount greater than 5% of the principal amount of such loan, such 5% limitation is calculated in accordance with Xxxxxx Mae’s anti-predatory lending requirements as set forth in the Xxxxxx Mae Selling Guide;
(lxiii) All fees and charges (including finance charges) and whether or not financed, assessed, collected or to be collected in connection with the origination and servicing of each Mortgage Loan has been disclosed in writing to the Mortgagor in accordance with applicable state and federal law and regulation;
(lxiv) The Seller will transmit full-file credit reporting data for each Mortgage Loan pursuant to Xxxxxx Xxx Guide Announcement 95-19 and for each Mortgage Loan, Seller agrees it shall report one of the following statuses each month as follows: new origination, current, delinquent (30-, 60-, 90-days, etc.), foreclosed, or charged-off;
(lxv) No Mortgage Loan is a “High Cost Home Loan” as defined in the Arkansas Home Loan Protection Act effective October 16, 2003 (Act 1340 or 2003);
(lxvi) No Mortgage Loan is a “High Cost Home Loan” as defined in the Kentucky high-cost loan statute effective June 24, 2003 (Ky. Rev. Stat. Section 360.100);
(lxvii) No Mortgage Loan secured by property located in the State of Nevada is a “home loan” as defined in the Nevada Assembly Xxxx No. 284;
(lxviii) No Mortgage Loan is a “manufactured housing loan” or “home improvement home loan” pursuant to the New Jersey Home Ownership Act. No Mortgage Loan is a “High-Cost Home Loan” or a refinanced “Covered Home Loan,” in each case, as defined in the New Jersey Home Ownership Act effective November 27, 2003 (N.J.S.A. 46;10B-22 et seq.);
(lxix) Each Mortgage Loan constitutes a “qualified mortgage” under Section 860G(a)(3)(A) of the Code and Treasury Regulation Section 1.860G-2(a)(1);
(lxx) No Mortgage Loan is a subsection 10 mortgage under the Oklahoma Home Ownership and Equity protection Act;
(lxxi) No Mortgage Loan is a “High-Cost Home Loan” as defined in the New Mexico Home Loan Protection Act effective January 1, 2004 (N.M. Stat. Xxx. §§ 58-21A-1 et seq.);
(lxxii) No Mortgage Loan is a “High-Risk Home Loan” as defined in the Illinois High-Risk Home Loan Act effective January 1, 2004 (815 Ill. Comp. Stat. 137/1 et seq.);
(lxxiii) No Mortgage Loan originated in the City of Los Angeles is subject to the City of Los Angeles California Ordinance 175008 as a “home loan”
(lxxiv) No Mortgage Loan originated in the City of Oakland is subject to the City of Oakland, California Ordinance 12361 as a “home loan”
(lxxv) No Mortgage Loan is a “High-Cost Home Loan” as defined under the Maine House Xxxx 383 X.X. 494, effective as of September 13, 2003;
(lxxvi) No Mortgage Loan is a “High-Cost Home Mortgage Loan” as defined in the Massachusetts Predatory Home Loan Practices Act, effective November 7, 2004 (Mass. Xxx. Laws Ch. 183C);
(lxxvii) With respect to any Mortgage Loan for which a mortgage loan application was submitted by the Mortgagor after April 1, 2004, no such Mortgage Loan secured by Mortgaged Property in the State of Illinois which has a Mortgage Interest Rate in excess of 8.0% per annum has lender-imposed fees (or other charges) in excess of 3.0% of the original principal balance of the Mortgage Loan;
(lxxviii) With respect to each MOM Loan, a MIN has been assigned by MERS and such MIN is accurately provided on the Mortgage Loan Schedule. The
related Assignment of Mortgage to MERS has been duly and properly recorded, or has been delivered for recording to the applicable recording office;
(lxxix) With respect to each MERS Mortgage Loan, Seller has not received any notice of liens or legal actions with respect to such Mortgage Loan and no such notices have been electronically posted by MERS;
(lxxx) No Mortgagor agreed to submit to arbitration to resolve any dispute arising out of or relating in any way to the Mortgage Loan transaction, and with respect to any Mortgage Loan originated on or after August 1, 2004, neither the Mortgage nor the Mortgage Note requires the Mortgagor to submit to arbitration to resolve any dispute arising out of or relating in any way to the origination of the Mortgage Loan;
(lxxxi) No Loan is a “High Cost Home Loan” governed by the Indiana Home Loan Practices Act, Ind. Code Xxx. §§ 24-9-1-1 et seq.;
(lxxxii) With respect to each Mortgage Loan, (i) if the related first lien provides for negative amortization, the CLTV was calculated at the maximum principal balance of such first lien that could result upon application of such negative amortization feature, and (ii) either no consent for the Mortgage Loan is required by the holder of the first lien or such consent has been obtained and is contained in the Mortgage File;
(lxxxiii) The Mortgagee has not made or caused to be made any payment in the nature of an “average” or “yield spread premium” to a mortgage broker or a like Person which has not been fully disclosed to the Mortgagor;
(lxxxiv) No Mortgage Loan secured by a Mortgaged Property located in the Commonwealth of Massachusetts was made to pay off or refinance an existing loan or other debt of the related borrower (as the term “borrower” is defined in the regulations promulgated by the Massachusetts Secretary of State in connection with Massachusetts House Xxxx 4880 (2004)) unless (a) the related Mortgage Interest Rate (that would be effective once the introductory rate expires, with respect to Adjustable Rate Mortgage Loans) did or would not exceed by more than 2.25% the yield on United States Treasury securities having comparable periods of maturity to the maturity of the related Mortgage Loan as of the fifteenth day of the month immediately preceding the month in which the application for the extension of credit was received by the related lender or (b) the Mortgage Loan is an “open-end home loan” (as such term is used in the Massachusetts House Xxxx 4880 (2004)) and the related Mortgage Note provides that the related Mortgage Interest Rate may not exceed at any time the Prime rate index as published in The Wall Street Journal plus a margin of one percent;
(lxxxv) With respect to each Mortgage Loan that is secured in whole or in part by the interest of the Mortgagor as a lessee under a ground lease of the related Mortgaged Property (a “Ground Lease”) and not by a fee interest in such Mortgaged Property:
(a) The Mortgagor is the owner of a valid and subsisting interest as tenant under the Ground Lease;
(b) The Ground Lease is in full force and effect, unmodified and not supplemented by any writing or otherwise;
(c) The Mortgagor is not in default under any of the terms thereof and there are no circumstances which, with the passage of time or the giving of notice or both, would constitute an event of default thereunder;
(d) The lessor under the Ground Lease is not in default under any of the terms or provisions thereof on the part of the lessor to be observed or performed;
(e) The term of the Ground Lease exceeds the maturity date of the related Mortgage Loan by at least ten years;
(f) The Ground Lease or a memorandum thereof has been recorded and by its terms permits the leasehold estate to be mortgaged. The Ground Lease grants any leasehold mortgagee standard protection necessary to protect the security of a leasehold mortgagee;
(g) The Ground Lease does not contain any default provisions that could give rise to forfeiture or termination of the Ground Lease except for the non-payment of the Ground Lease rents;
(h) The execution, delivery and performance of the Mortgage do not require the consent (other than those consents which have been obtained and are in full force and effect) under, and will not contravene any provision of or cause a default under, the Ground Lease;
(i) The Ground Lease provides that the leasehold can be transferred, mortgaged and sublet an unlimited number of times either without restriction or on payment of a reasonable fee and delivery of reasonable documentation to the lessor;
(j) The Mortgagor has not commenced any action or given or received any notice for the purpose of terminating the Ground Lease;
(k) No lessor, as debtor in possession or by a trustee for such lessor has give any notice of, and the Mortgagor has not consented to, any attempt to transfer the related Mortgaged Property free and clear of such Ground Lease under section 363(f) of the Bankruptcy Code; and
(l) No lessor is subject to any voluntary or involuntary bankruptcy, reorganization or insolvency proceeding and no Mortgaged Property is an asset in any voluntary or involuntary bankruptcy, reorganization or insolvency proceeding.
(lxxxvi) No Mortgage Loan is a balloon mortgage loan that has an original stated maturity of less than seven (7) years;
(lxxxvii) No Mortgage Loan is subject to mandatory arbitration except when the terms of the arbitration also contain a waiver provision that provides that in the event of a sale or transfer of the Mortgage Loan or interest in the Mortgage Loan to Xxxxxx Xxx, the terms of the arbitration are null and void. The Seller hereby covenants that the Seller or the servicer of the Mortgage Loan, as applicable, will notify the Mortgagor in writing within 60 days of the sale or transfer of the Mortgage Loan to Xxxxxx Mae that the terms of the arbitration are null and void; and
(lxxxviii) Each Mortgage Loan is eligible for sale in the secondary market or for inclusion in a Pass-Through Transfer without unreasonable credit enhancement.
ASSIGNMENT AND RECOGNITION AGREEMENT
THIS ASSIGNMENT AND RECOGNITION AGREEMENT, dated November 30, 2005, (“Agreement”) among Citigroup Global Markets Realty Corp. (“Assignor”), Citigroup Mortgage Loan Trust Inc. (“Assignee”) and Ameriquest Mortgage Company (the “Company”):
For and in consideration of the sum of TEN DOLLARS ($10.00) and other valuable consideration the receipt and sufficiency of which hereby are acknowledged, and of the mutual covenants herein contained, the parties hereto hereby agree as follows:
Assignment and Conveyance
1. The Assignor hereby conveys, sells, grants, transfers and assigns to the Assignee (x) all of the right, title and interest of the Assignor, as purchaser, in, to and under (a) those certain Mortgage Loans listed as being originated by the Company on the schedule (the “Mortgage Loan Schedule”) attached hereto as Exhibit A (the “Mortgage Loans”) and (b) except as described below, that certain Mortgage Loan Purchase and Interim Servicing Agreement dated as of December 28, 2004, as amended (the “Purchase Agreement”), between the Assignor, as purchaser (the “Purchaser”), and the Company, as seller, solely insofar as the Purchase Agreement relates to the Mortgage Loans and (y) other than as provided below with respect to the enforcement of representations and warranties, none of the obligations of the Assignor under the Purchase Agreement.
The Assignor specifically reserves and does not assign to the Assignee hereunder any and all right, title and interest in, to and under and any obligations of the Assignor with respect to any mortgage loans subject to the Purchase Agreement which are not the Mortgage Loans set forth on the Mortgage Loan Schedule and are not the subject of this Agreement.
Recognition of the Company
2. From and after the date hereof, the Company shall and does hereby recognize that the Assignee will transfer the Mortgage Loans and assign its rights under the Purchase Agreement (solely to the extent set forth herein) and this Agreement to the trust created pursuant to a Pooling and Servicing Agreement, dated as of November 1, 2005 (the “Pooling Agreement”), among the Assignee, Ocwen Loan Servicing, LLC as servicer (including its successors in interest and any successor servicer under the Pooling Agreement, the “Servicer”), Citibank, N.A. as trust administrator and U.S. Bank National Association, as trustee (including its successors in interest and any successor trustee under the Pooling Agreement, the “Trustee”). The Company hereby acknowledges and agrees that from and after the date hereof (i) the Trust will be the owner of the Mortgage Loans, (ii) the Company shall look solely to the Trust for performance of any obligations of the Assignor insofar as they relate to the enforcement of the representations, warranties and covenants with respect to the Mortgage Loans, (iii) the Trust (including the Trustee, the Trust Administrator and the Servicer acting on the Trust’s behalf) shall have all the rights and remedies available to the Assignor, insofar as they relate to the Mortgage Loans, under the Purchase Agreement, including, without limitation, the enforcement of the document delivery requirements and remedies with respect to breaches of representations and warranties set forth in the Purchase Agreement, and shall be entitled to enforce all of the
obligations of the Company thereunder insofar as they relate to the Mortgage Loans, and (iv) all references to the Purchaser (insofar as they relate to the rights, title and interest and, with respect to obligations of the Purchaser, only insofar as they relate to the enforcement of the representations, warranties and covenants of the Company) or the Custodian under the Purchase Agreement insofar as they relate to the Mortgage Loans, shall be deemed to refer to the Trust (including the Trustee, the Trust Administrator and the Servicer acting on the Trust’s behalf). Neither the Company nor the Assignor shall amend or agree to amend, modify, waiver, or otherwise alter any of the terms or provisions of the Purchase Agreement which amendment, modification, waiver or other alteration would in any way affect the Mortgage Loans or the Company’s performance under the Purchase Agreement with respect to the Mortgage Loans without the prior written consent of the Trustee.
Representations and Warranties of the Company
3. The Company warrants and represents to the Assignor, the Assignee and the Trust as of the date hereof that:
(a) The Company is duly organized, validly existing and in good standing as a corporation under the laws of the State of Delaware;
(b) The Company has the full power and authority to execute, deliver and perform, and to enter into and consummate, all transactions contemplated by this Agreement. The Company has duly authorized the execution, delivery and performance of this Agreement, has duly executed and delivered this Agreement, and this Agreement, assuming due authorization, execution and delivery by the Assignor or Assignee constitutes a legal, valid and binding obligation of the Company, enforceable against it in accordance with its terms except as the enforceability thereof may be limited by bankruptcy, insolvency or reorganization;
(c) The execution and delivery of this Agreement by the Company and the performance of and compliance with the terms of this Agreement will not violate the Company’s articles of incorporation or by-laws or constitute a default under or result in a breach or acceleration of, any material contract, agreement or other instrument to which the Company is a party or which may be applicable to the Company or its assets;
(d) The Company is not in violation of, and the execution and delivery of this Agreement by the Company and its performance and compliance with the terms of this Agreement will not constitute a violation with respect to, any order or decree of any court or any order or regulation of any federal, state, municipal or governmental agency having jurisdiction over the Company or its assets, which violation might have consequences that would materially and adversely affect the condition (financial or otherwise) or the operation of the Company or its assets or might have consequences that would materially and adversely affect the performance of its obligations and duties hereunder;
(e) The Company does not believe, nor does it have any reason or cause to believe, that it cannot perform each and every covenant contained in this
Agreement;
(f) There are no actions or proceedings against, investigations known to it of, the Company before any court, administrative or other tribunal (A) that might prohibit its entering into this Agreement or (B) that might prohibit or materially and adversely affect the performance by the Company of its obligations under, or validity or enforceability of, this Agreement or the Mortgage Loans; and
(g) No consent, approval, authorization or order of any court or governmental agency or body is required for the execution, delivery and performance by the Company of, or compliance by the Company with, this Agreement or the consummation of the transactions contemplated by this Agreement, except for such consents, approvals, authorizations or orders, if any, that have been obtained.
4. Pursuant to Section 11 of the Purchase Agreement, the Company hereby represents and warrants, for the benefit of the Assignor, the Assignee and the Trust, that the representations and warranties set forth in Sections 7.01 and 7.03 of the Purchase Agreement, are true and correct as of the date hereof as if such representations and warranties were made on the date hereof or such earlier date as specified in any such representation and warranty.
5. The Assignor hereby makes the following representations and warranties as of the date hereof:
(a) With respect to the representations and warranties set forth in Section 7.03 (a) (2), Section 7.03 (a) (3), Section 7.03 (a) (4), Section 7.03 (a) (5), Section 7.03 (a) (7), Section 7.03 (a) (9), Section 7.03 (a) (15), Section 7.03 (a) (16), Section 7.03 (a) (18), Section 7.03 (a) (19), Section 7.03 (a) (20), Section 7.03 (a) (25), Section 7.03 (a) (34), Section 7.03 (a) (41) and Section 7.03 (a) (50) to the best of the Assignor’s knowledge, nothing has occurred in the period of time since the date on which servicing for the Mortgage Loans was transferred to the date hereof which would cause such representations and warranties to be untrue in any material respect as of the date hereof;
(b) Each Mortgage Loan at the time it was made complied in all material respects with applicable local, state, and federal laws, including, but not limited to, all applicable predatory and abusive lending laws;
(c) None of the mortgage loans are High Cost as defined by any applicable predatory and abusive lending laws;
(d) No Mortgage Loan is a high cost loan or a covered loan, as applicable (as such terms are defined in Standard & Poor’s LEVELS Version 5.6 Glossary Revised, Appendix E);
(e) With respect to each Mortgage Loan, no borrower obtained a prepaid single-premium credit-life, credit disability, credit unemployment or credit property insurance policy in connection with the origination of the mortgage loan; and
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Xxxxxxx Mac’s dollar amount limits for conforming one-to-four-family mortgage loans.
Remedies for Breach of Representations and Warranties
6. The Company hereby acknowledges and agrees that the remedies available to the Assignor, the Assignee and the Trust (including the Trustee, the Trust Administrator and the Servicer acting on the Trust’s behalf) in connection with any breach of the representations and warranties made by the Company set forth in Sections 3 and 4 hereof shall be as set forth in Subsection 7.03 of the Purchase Agreement as if they were set forth herein (including without limitation the repurchase and indemnity obligations set forth therein); provided, however, with respect to any representation of the Company which materially and adversely affects the interests of any Prepayment Charge, the Company shall pay the amount of the scheduled Prepayment Charge by remitting such amount to the Servicer for deposit into the Collection Account in respect of such Prepayment Charge. In addition, the Company hereby acknowledges and agrees that any breach of the representations set forth in Section 7.03a (40), (46), (54), (56), (57) and (63) of the Purchase Agreement shall be deemed to materially and adversely affect the value of the related mortgage loans or the interests of the Trust in the related mortgage loans.
The Assignor hereby acknowledges and agrees that the remedies available to the Assignee and the Trust (including the Trustee, the Trust Administrator and the Servicer acting on the Trust’s behalf) in connection with any breach of the representations and warranties made by the Assignor set forth in Section 5 hereof shall be as set forth in Section 2.03 of the Pooling Agreement as if they were set forth herein. In addition, the Assignor hereby acknowledges and agrees that any breach of the representations set forth in Section 5 (e) and (f) hereof shall be deemed to materially and adversely affect the value of the related mortgage loans or the interests of the Trust in the related mortgage loans.
Miscellaneous
7. This Agreement shall be construed in accordance with the laws of the State of New York, without regard to conflicts of law principles, and the obligations, rights and remedies of the parties hereunder shall be determined in accordance with such laws.
8. No term or provision of this Agreement may be waived or modified unless such waiver or modification is in writing and signed by the party against whom such waiver or modification is sought to be enforced, with the prior written consent of the Trustee.
9. This Agreement shall inure to the benefit of (i) the successors and assigns of the parties hereto and (ii) the Trust (including the Trustee, the Trust Administrator and the Servicer acting on the Trust’s behalf). Any entity into which Assignor, Assignee or Company may be merged or consolidated shall, without the requirement for any further writing, be deemed Assignor, Assignee or Company, respectively, hereunder.
10. Each of this Agreement and the Purchase Agreement shall survive the conveyance of the Mortgage Loans and the assignment of the Purchase Agreement (to the extent assigned hereunder) by Assignor to Assignee and by Assignee to the Trust and nothing contained
herein shall supersede or amend the terms of the Purchase Agreement.
11. This Agreement may be executed simultaneously in any number of counterparts. Each counterpart shall be deemed to be an original and all such counterparts shall constitute one and the same instrument.
12. In the event that any provision of this Agreement conflicts with any provision of the Purchase Agreement with respect to the Mortgage Loans, the terms of this Agreement shall control.
13. Capitalized terms used in this Agreement (including the exhibits hereto) but not defined in this Agreement shall have the meanings given to such terms in the Purchase Agreement.
IN WITNESS WHEREOF, the parties have caused this Agreement to be executed by their duly authorized officers as of the date first above written.
CITIGROUP GLOBAL MARKETS REALTY CORP. | |
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AMERIQUEST MORTGAGE COMPANY | |
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EXHIBIT A
Mortgage Loan Schedule
EXHIBIT E
REQUEST FOR RELEASE
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Citibank West |
0000 Xxxxxxxxx Xxxxx
XX 0000
Xxxxxxxxx, XX 00000
Re: |
Pooling and Servicing Agreement dated as of November 1, 2005, among Citigroup |
Mortgage Loan Trust Inc., as Depositor, Ocwen Loan Servicing, LLC as Servicer,
Citibank, N.A. as trust administrator and U.S. Bank National Association as Trustee
In connection with the administration of the Mortgage Loans held by you as Trustee for the Owner pursuant to the above-captioned Agreement, we request the release, and hereby acknowledge receipt, of the Trustee's Mortgage File for the Mortgage Loan described below, for the reason indicated.
Mortgage Loan Number:
Mortgagor Name, Address & Zip Code:
Reason for Requesting Documents (check one):
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Mortgage Paid in Full |
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Foreclosure |
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Substitution |
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Other Liquidation (Repurchases, etc.) |
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Nonliquidation |
Reason:______________________________________________
Address to which Trustee should
Deliver the Custodian's Mortgage File:
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Trustee
U.S. BANK NATIONAL ASSOCIATION
Please acknowledge the execution of the above request by your signature and date below:
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EXHIBIT F-1
FORM OF TRANSFEROR REPRESENTATION LETTER
[Date]
Citibank, N.A.
000 Xxxxxxxxx Xxxxxx, 00xx Xxxxx
Xxx Xxxx, XX 00000
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Citigroup Mortgage Loan Trust Inc., Asset-Backed Pass-Through Certificates, |
Series 2005-HE4, Class , representing a % Class Percentage Interest
Ladies and Gentlemen:
In connection with the transfer by __________________________ (the “Transferor”) to _________________________ (the “Transferee”) of the captioned mortgage pass-through certificates (the “Certificates”), the Transferor hereby certifies as follows:
Neither the Transferor nor anyone acting on its behalf has (a) offered, pledged, sold, disposed of or otherwise transferred any Certificate, any interest in any Certificate or any other similar security to any person in any manner, (b) has solicited any offer to buy or to accept a pledge, disposition or other transfer of any Certificate, any interest in any Certificate or any other similar security from any person in any manner, (c) has otherwise approached or negotiated with respect to any Certificate, any interest in any Certificate or any other similar security with any person in any manner, (d) has made any general solicitation by means of general advertising or in any other manner, (e) has taken any other action, that (in the case of each of subclauses (a) through (e) above) would constitute a distribution of the Certificates under the Securities Act of 1933, as amended (the “1933 Act”), or would render the disposition of any Certificate a violation of Section 5 of the 1933 Act or any state securities law or would require registration or qualification pursuant thereto. The Transferor will not act, nor has it authorized or will it authorize any person to act, in any manner set forth in the foregoing sentence with respect to any Certificate. The Transferor will not sell or otherwise transfer any of the Certificates, except in compliance with the provisions of that certain Pooling and Servicing Agreement dated as of November 1, 2005, among Citigroup Mortgage Loan Trust Inc., as Depositor, Ocwen Loan Servicing, LLC as Servicer, Citibank, N.A. as trust administrator and U.S. Bank National Association as Trustee (the “Pooling and Servicing Agreement”), pursuant to which Pooling and Servicing Agreement the Certificates were issued.
Capitalized terms used but not defined herein shall have the meanings assigned thereto in the Pooling and Servicing Agreement.
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FORM OF TRANSFEREE REPRESENTATION LETTER
[Date]
Citibank, N.A.
000 Xxxxxxxxx Xxxxxx, 00xx Xxxxx
Xxx Xxxx, XX 00000
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Re: |
Citigroup Mortgage Loan Trust Inc., Asset-Backed Pass-Through Certificates, |
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Class, Series 2005-HE4, representing a % Percentage Interest |
Ladies and Gentlemen:
In connection with the purchase from ______________________________________ (the “Transferor”) on the date hereof of the captioned trust certificates (the “Certificates”), _______________ (the “Transferee”) hereby certifies as follows:
1. The Transferee is a “qualified institutional buyer” as that term is defined in Rule 144A (“Rule 144A”) under the Securities Act of 1933 (the “1933 Act”) and has completed either of the forms of certification to that effect attached hereto as Annex 1 or Annex 2. The Transferee is aware that the sale to it is being made in reliance on Rule 144A. The Transferee is acquiring the Certificates for its own account or for the account of a qualified institutional buyer, and understands that such Certificate may be resold, pledged or transferred only (i) to a person reasonably believed to be a qualified institutional buyer that purchases for its own account or for the account of a qualified institutional buyer to whom notice is given that the resale, pledge or transfer is being made in reliance on Rule 144A, or (ii) pursuant to another exemption from registration under the 1933 Act.
2. The Transferee has been furnished with all information regarding (a) the Certificates and distributions thereon, (b) the nature, performance and servicing of the Mortgage Loans, (c) the Pooling and Servicing Agreement referred to below, and (d) any credit enhancement mechanism associated with the Certificates, that it has requested.
All capitalized terms used but not otherwise defined herein have the respective meanings assigned thereto in the Pooling and Servicing Agreement dated as of November 1, 2005, among Citigroup Mortgage Loan Trust Inc., as Depositor, Ocwen Loan Servicing, LLC as Servicer, Citibank, N.A. as trust administrator and U.S. Bank National Association as Trustee ____________, pursuant to which the Certificates were issued.
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[Transferee] | ||||||
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By: |
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Name: | |||||
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Title: |
ANNEX 1 TO EXHIBIT F
QUALIFIED INSTITUTIONAL BUYER STATUS UNDER SEC RULE 144A
[For Transferees Other Than Registered Investment Companies]
The undersigned hereby certifies as follows to [name of Transferor] (the “Transferor”) and U.S. Bank National Association, as Trustee, with respect to the mortgage pass-through certificates (the “Certificates”) described in the Transferee Certificate to which this certification relates and to which this certification is an Annex:
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1. |
As indicated below, the undersigned is the President, Chief Financial Officer, Senior Vice President or other executive officer of the entity purchasing the Certificates (the “Transferee”). |
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In connection with purchases by the Transferee, the Transferee is a “qualified institutional buyer” as that term is defined in Rule 144A under the Securities Act of 1933 (“Rule 144A”) because (i) the Transferee owned and/or invested on a discretionary basis $______________________[1] in securities (except for the excluded securities referred to below) as of the end of the Transferee's most recent fiscal year (such amount being calculated in accordance with Rule 144A) and (ii) the Transferee satisfies the criteria in the category marked below. |
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CORPORATION, ETC. The Transferee is a corporation (other than a bank, savings and loan association or similar institution), Massachusetts or similar business trust, partnership, or any organization described in Section 501(c)(3) of the Internal Revenue Code of 1986. |
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BANK. The Transferee (a) is a national bank or banking institution organized under the laws of any State, territory or the District of Columbia, the business of which is substantially confined to banking and is supervised by the State or territorial banking commission or similar official or is a foreign bank or equivalent institution, and (b) has an audited net worth of at least $25,000,000 as demonstrated in its latest annual financial statements, a copy of which is attached hereto. |
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SAVINGS AND LOAN. The Transferee (a) is a savings and loan association, building and loan association, cooperative bank, homestead association or similar institution, which is supervised and examined by a State or Federal authority having supervision over any such institutions or is a foreign savings and loan association or equivalent institution and (b) has an audited net worth of at least |
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BROKER-DEALER. The Transferee is a dealer registered pursuant to Section 15 of the Securities Exchange Act of 1934. |
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Transferee must own and/or invest on a discretionary basis at least $100,000,000 in securities unless Transferee is a dealer, and, in that case, Transferee must own and/or invest on a discretionary basis at least $10,000,000 in securities. $25,000,000 as demonstrated in its latest annual financial statements, A COPY OF WHICH IS ATTACHED HERETO.
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INSURANCE COMPANY. The Transferee is an insurance company whose primary and predominant business activity is the writing of insurance or the reinsuring of risks underwritten by insurance companies and which is subject to supervision by the insurance commissioner or a similar official or agency of a State, territory or the District of Columbia. |
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STATE OR LOCAL PLAN. The Transferee is a plan established and maintained by a State, its political subdivisions, or any agency or instrumentality of the State or its political subdivisions, for the benefit of its employees. |
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ERISA PLAN. The Transferee is an employee benefit plan within the meaning of Title I of the Employee Retirement Income Security Act of 1974. |
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INVESTMENT ADVISOR. The Transferee is an investment advisor registered under the Investment Advisers Act of 1940. |
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The term “SECURITIES” as used herein DOES NOT INCLUDE (i) securities of issuers that are affiliated with the Transferee, (ii) securities that are part of an unsold allotment to or subscription by the Transferee, if the Transferee is a dealer, (iii) securities issued or guaranteed by the U.S. or any instrumentality thereof, (iv) bank deposit notes and certificates of deposit, (v) loan participations, (vi) repurchase agreements, (vii) securities owned but subject to a repurchase agreement and (viii) currency, interest rate and commodity swaps. |
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For purposes of determining the aggregate amount of securities owned and/or invested on a discretionary basis by the Transferee, the Transferee used the cost of such securities to the Transferee and did not include any of the securities referred to in the preceding paragraph. Further, in determining such aggregate amount, the Transferee may have included securities owned by subsidiaries of the Transferee, but only if such subsidiaries are consolidated with the Transferee in its financial statements prepared in accordance with generally accepted accounting principles and if the investments of such subsidiaries are managed under the Transferee's direction. However, such securities were not included if the Transferee is a majority-owned, consolidated subsidiary of another enterprise and the Transferee is not itself a reporting company under the Securities Exchange Act of 1934. |
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The Transferee acknowledges that it is familiar with Rule 144A and understands that the Transferor and other parties related to the Certificates are relying and will continue to rely on the statements made herein because one or more sales to the Transferee may be in reliance on Rule 144A. |
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Will the Transferee be purchasing the Certificates only for the Transferee's own account? |
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If the answer to the foregoing question is “no”, the Transferee agrees that, in connection with any purchase of securities sold to the Transferee for the account of a third party (including any separate account) in reliance on Rule 144A, the Transferee will only purchase for the account of a third party that at the time is a “qualified institutional buyer” within the meaning of Rule 144A. In addition, the Transferee agrees that the Transferee will not purchase securities for a third party unless the Transferee has obtained a current representation letter from such third party or taken other appropriate steps contemplated by Rule 144A to conclude that such third party independently meets the definition of “qualified institutional buyer” set forth in Rule 144A. |
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The Transferee will notify each of the parties to which this certification is made of any changes in the information and conclusions herein. Until such notice is given, the Transferee's purchase of the Certificates will constitute a reaffirmation of this certification as of the date of such purchase. In addition, if the Transferee is a bank or savings and loan as provided above, the Transferee agrees that it will furnish to such parties updated annual financial statements promptly after they become available. |
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Dated: |
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Print Name of Transferee | ||||||
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By: |
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Name: | |||||
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Title: |
ANNEX 2 TO EXHIBIT F
QUALIFIED INSTITUTIONAL BUYER STATUS UNDER SEC RULE 144A
[For Transferees That Are Registered Investment Companies]
The undersigned hereby certifies as follows to [name of Transferor] (the “Transferor”) and U.S. Bank National Association, as Trustee, with respect to the mortgage pass- through certificates (the “Certificates”) described in the Transferee Certificate to which this certification relates and to which this certification is an Annex:
1. As indicated below, the undersigned is the President, Chief Financial Officer or Senior Vice President of the entity purchasing the Certificates (the “Transferee”) or, if the Transferee is a “qualified institutional buyer” as that term is defined in Rule 144A under the Securities Act of 1933 (“Rule 144A”) because the Transferee is part of a Family of Investment Companies (as defined below), is such an officer of the investment adviser (the “Adviser”).
2. In connection with purchases by the Transferee, the Transferee is a “qualified institutional buyer” as defined in Rule 144A because (i) the Transferee is an investment company registered under the Investment Company Act of 1940, and (ii) as marked below, the Transferee alone, or the Transferee's Family of Investment Companies, owned at least $100,000,000 in securities (other than the excluded securities referred to below) as of the end of the Transferee's most recent fiscal year. For purposes of determining the amount of securities owned by the Transferee or the Transferee's Family of Investment Companies, the cost of such securities was used.
____ The Transferee owned $________________________ in securities (other than the excluded securities referred to below) as of the end of the Transferee's most recent fiscal year (such amount being calculated in accordance with Rule 144A).
____ The Transferee is part of a Family of Investment Companies which owned in the aggregate $___________________ in securities (other than the excluded securities referred to below) as of the end of the Transferee's most recent fiscal year (such amount being calculated in accordance with Rule 144A).
3. The term “FAMILY OF INVESTMENT COMPANIES” as used herein means two or more registered investment companies (or series thereof) that have the same investment adviser or investment advisers that are affiliated (by virtue of being majority owned subsidiaries of the same parent or because one investment adviser is a majority owned subsidiary of the other).
4. The term “SECURITIES” as used herein does not include (i) securities of issuers that are affiliated with the Transferee or are part of the Transferee's Family of Investment Companies, (ii) securities issued or guaranteed by the U.S. or any instrumentality thereof, (iii) bank deposit notes and certificates of deposit, (iv) loan participations, (v) repurchase agreements, (vi) securities owned but subject to a repurchase agreement and (vii) currency, interest rate and commodity swaps.
5. The Transferee is familiar with Rule 144A and understands that the parties to which this certification is being made are relying and will continue to rely on the statements made herein because one or more sales to the Transferee will be in reliance on Rule 144A. In addition, the Transferee will only purchase for the Transferee's own account.
6. The undersigned will notify the parties to which this certification is made of any changes in the information and conclusions herein. Until such notice, the Transferee's purchase of the Certificates will constitute a reaffirmation of this certification by the undersigned as of the date of such purchase.
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Dated: |
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Print Name of Transferee or Advisor | ||||||
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By: |
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Name: | |||||
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IF AN ADVISER: | ||||||
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Print Name of Transferee |
FORM OF TRANSFEREE REPRESENTATION LETTER
The undersigned hereby certifies on behalf of the purchaser named below (the “Purchaser”) as follows:
1. |
I am an executive officer of the Purchaser. |
2. |
The Purchaser is a “qualified institutional buyer”, as defined in Rule 144A, (“Rule 144A”) under the Securities Act of 1933, as amended. |
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As of the date specified below (which is not earlier than the last day of the Purchaser's most recent fiscal year), the amount of “securities”, computed for purposes of Rule 144A, owned and invested on a discretionary basis by the Purchaser was in excess of $100,000,000. |
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Name of Purchaser | ||||||
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By: |
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Name: | |||||
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Title: | |||||
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Date of this certificate: | |||||||
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Date of information provided in paragraph 3 |
EXHIBIT F-2
FORM OF RESIDUAL CERTIFICATE TRANSFER AFFIDAVIT
STATE OF |
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ss.: |
COUNTY OF |
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The undersigned, being first duly sworn, deposes and says as follows:
1. The undersigned is an officer of, the proposed Transferee of an Ownership Interest in a Residual Certificate (the “Certificate”) issued pursuant to the Pooling and Servicing Agreement dated as of November 1, 2005 (the “Agreement”), among Citigroup Mortgage Loan Trust Inc., as depositor (the “Depositor”), Ocwen Loan Servicing, LLC as Servicer, (the “Servicer”), Citibank, N.A. as trust administrator and U.S. Bank National Association, as trustee (the “Trustee”). Capitalized terms used, but not defined herein or in Exhibit 1 hereto, shall have the meanings ascribed to such terms in the Agreement. The Transferee has authorized the undersigned to make this affidavit on behalf of the Transferee for the benefit of the Depositor and the Trustee.
2. The Transferee is, as of the date hereof, and will be, as of the date of the Transfer, a Permitted Transferee. The Transferee is acquiring its Ownership Interest in the Certificate for its own account. The Transferee has no knowledge that any such affidavit is false.
3. The Transferee has been advised of, and understands that (i) a tax will be imposed on Transfers of the Certificate to Persons that are not Permitted Transferees; (ii) such tax will be imposed on the transferor, or, if such Transfer is through an agent (which includes a broker, nominee or middleman) for a Person that is not a Permitted Transferee, on the agent; and (iii) the Person otherwise liable for the tax shall be relieved of liability for the tax if the subsequent Transferee furnished to such Person an affidavit that such subsequent Transferee is a Permitted Transferee and, at the time of Transfer, such Person does not have actual knowledge that the affidavit is false.
4. The Transferee has been advised of, and understands that a tax will be imposed on a “pass-through entity” holding the Certificate if at any time during the taxable year of the pass-through entity a Person that is not a Permitted Transferee is the record holder of an interest in such entity. The Transferee understands that such tax will not be imposed for any period with respect to which the record holder furnishes to the pass-through entity an affidavit that such record holder is a Permitted Transferee and the pass-through entity does not have actual knowledge that such affidavit is false. (For this purpose, a “pass-through entity” includes a regulated investment company, a real estate investment trust or common trust fund, a partnership, trust or estate, and certain cooperatives and, except as may be provided in Treasury Regulations, persons holding interests in pass-through entities as a nominee for another Person.)
5. The Transferee has reviewed the provisions of Section 5.02(d) of the Agreement and understands the legal consequences of the acquisition of an Ownership Interest in the Certificate including, without limitation, the restrictions on subsequent Transfers and the provisions regarding voiding the Transfer and mandatory sales. The Transferee expressly agrees to be bound by and to abide by the provisions of Section 5.02(d) of the Agreement and the restrictions noted on the face of the Certificate. The Transferee understands and agrees that any breach of any of the representations included herein shall render the Transfer to the Transferee contemplated hereby null and void.
6. The Transferee agrees to require a Transfer Affidavit from any Person to whom the Transferee attempts to Transfer its Ownership Interest in the Certificate, and in connection with any Transfer by a Person for whom the Transferee is acting as nominee, trustee or agent, and the Transferee will not Transfer its Ownership Interest or cause any Ownership Interest to be Transferred to any Person that the Transferee knows is not a Permitted Transferee. In connection with any such Transfer by the Transferee, the Transferee agrees to deliver to the Trustee a certificate substantially in the form set forth as Exhibit L to the Agreement (a “Transferor Certificate”) to the effect that such Transferee has no actual knowledge that the Person to which the Transfer is to be made is not a Permitted Transferee.
7. The Transferee has historically paid its debts as they have come due, intends to pay its debts as they come due in the future, and understands that the taxes payable with respect to the Certificate may exceed the cash flow with respect thereto in some or all periods and intends to pay such taxes as they become due. The Transferee does not have the intention to impede the assessment or collection of any tax legally required to be paid with respect to the Certificate.
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8. |
The Transferee’s taxpayer identification number is ___________. |
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9. |
The Transferee is a U.S. Person as defined in Code Section 7701(a)(30). |
10. The Transferee is aware that the Certificate may be a “noneconomic residual interest” within the meaning of proposed Treasury regulations promulgated pursuant to the Code and that the transferor of a noneconomic residual interest will remain liable for any taxes due with respect to the income on such residual interest, unless no significant purpose of the transfer was to impede the assessment or collection of tax.
11. The Transferee will not cause income from the Certificate to be attributable to a foreign permanent establishment or fixed base, within the meaning of an applicable income tax treaty, of the Transferee or any other U.S. person.
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12. |
Check one of the following: |
[_] The present value of the anticipated tax liabilities associated with holding the Certificate, as applicable, does not exceed the sum of:
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(i) |
the present value of any consideration given to the Transferee to acquire such Certificate; |
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the present value of the expected future distributions on such Certificate; and |
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the present value of the anticipated tax savings associated with holding such Certificate as the related REMIC generates losses. |
For purposes of this calculation, (i) the Transferee is assumed to pay tax at the highest rate currently specified in Section 11(b) of the Code (but the tax rate in Section 55(b)(1)(B) of the Code may be used in lieu of the highest rate specified in Section 11(b) of the Code if the Transferee has been subject to the alternative minimum tax under Section 55 of the Code in the preceding two years and will compute its taxable income in the current taxable year using the alternative minimum tax rate) and (ii) present values are computed using a discount rate equal to the short-term Federal rate prescribed by Section 1274(d) of the Code for the month of the transfer and the compounding period used by the Transferee.
[_] The transfer of the Certificate complies with U.S. Treasury Regulations Sections 1.860E-1(c)(5) and (6) and, accordingly,
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the Transferee is an “eligible corporation,” as defined in U.S. Treasury Regulations Section 1.860E-1(c)(6)(i), as to which income from the Certificate will only be taxed in the United States; |
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at the time of the transfer, and at the close of the Transferee’s two fiscal years preceding the year of the transfer, the Transferee had gross assets for financial reporting purposes (excluding any obligation of a person related to the Transferee within the meaning of U.S. Treasury Regulations Section 1.860E-1(c)(6)(ii)) in excess of $100 million and net assets in excess of $10 million; |
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the Transferee will transfer the Certificate only to another “eligible corporation,” as defined in U.S. Treasury Regulations Section 1.860E-1(c)(6)(i), in a transaction that satisfies the requirements of Sections 1.860E-1(c)(4)(i), (ii) and (iii) and Section 1.860E-1(c)(5) of the U.S. Treasury Regulations; and |
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the Transferee determined the consideration paid to it to acquire the Certificate based on reasonable market assumptions (including, but not limited to, borrowing and investment rates, prepayment and loss assumptions, expense and reinvestment assumptions, tax rates and other factors specific to the Transferee) that it has determined in good faith. |
[_] None of the above.
13. The Transferee is not an employee benefit plan that is subject to Title I of ERISA or a plan that is subject to Section 4975 of the Code or a plan subject to any Federal, state or local law that is substantially similar to Title I of ERISA or Section 4975 of the Code, and the Transferee is not acting on behalf of or investing plan assets of such a plan.
IN WITNESS WHEREOF, the Transferee has caused this instrument to be executed on its behalf, pursuant to authority of its Board of Directors, by its duly authorized officer and its corporate seal to be hereunto affixed, duly attested, this day of , 20 .
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[NAME OF TRANSFEREE] | ||||||
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By: |
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Name: | |||||
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Title: |
[Corporate Seal]
ATTEST:
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[Assistant] Secretary
Personally appeared before me the above-named ___________, known or proved to me to be the same person who executed the foregoing instrument and to be the ____________ of the Transferee, and acknowledged that he executed the same as his free act and deed and the free act and deed of the Transferee.
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Subscribed and sworn before me this |
day of |
, 20 . |
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NOTARY PUBLIC |
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My Commission expires the __ day |
FORM OF TRANSFEROR AFFIDAVIT
STATE OF NEW YORK |
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COUNTY OF NEW YORK |
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_______________________________, being duly sworn, deposes, represents and warrants as follows:
1. I am a __________________________ of ____________________________ (the “Owner”), a corporation duly organized and existing under the laws of ______________, on behalf of whom I make this affidavit.
2. The Owner is not transferring the Class R Certificates or Class R-X Certificates (the “Residual Certificates”) to impede the assessment or collection of any tax.
3. The Owner has no actual knowledge that the Person that is the proposed transferee (the “Purchaser”) of the Residual Certificates: (i) has insufficient assets to pay any taxes owed by such proposed transferee as holder of the Residual Certificates; (ii) may become insolvent or subject to a bankruptcy proceeding for so long as the Residual Certificates remain outstanding and (iii) is not a Permitted Transferee.
4. The Owner understands that the Purchaser has delivered to the Trustee a transfer affidavit and agreement in the form attached to the Pooling and Servicing Agreement as Exhibit F-2. The Owner does not know or believe that any representation contained therein is false.
5. At the time of transfer, the Owner has conducted a reasonable investigation of the financial condition of the Purchaser as contemplated by Treasury Regulations Section 1.860E-1(c)(4)(i) and, as a result of that investigation, the Owner has determined that the Purchaser has historically paid its debts as they became due and has found no significant evidence to indicate that the Purchaser will not continue to pay its debts as they become due in the future. The Owner understands that the transfer of a Residual Certificate may not be respected for United States income tax purposes (and the Owner may continue to be liable for United States income taxes associated therewith) unless the Owner has conducted such an investigation.
6. Capitalized terms not otherwise defined herein shall have the meanings ascribed to them in the Pooling and Servicing Agreement.
IN WITNESS WHEREOF, the Owner has caused this instrument to be executed on its behalf, pursuant to the authority of its Board of Directors, by its [Vice] President, attested by its [Assistant] Secretary, this ____ day of ___________, 20__.
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[OWNER] |
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By: |
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Name: | |||||
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Title: [Vice] President |
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ATTEST | ||||||
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By: |
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Name: | |||||
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Title: [Assistant] Secretary |
Personally appeared before me the above-named , known or proved to me to be the same person who executed the foregoing instrument and to be a [Vice] President of the Owner, and acknowledged to me that [he/she] executed the same as [his/her] free act and deed and the free act and deed of the Owner.
Subscribed and sworn before me this ____ day of __________, 20___.
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Notary Public |
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County of _________________________ |
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State of ___________________________ |
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My Commission expires: |
EXHIBIT G
FORM OF CERTIFICATION WITH RESPECT TO ERISA AND THE CODE
[Date]
Citibank, N.A.
000 Xxxxxxxxx Xxxxxx, 00xx Xxxxx
Xxx Xxxx, XX 00000
Re: |
Citigroup Mortgage Loan Trust Inc. |
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Asset-Backed Pass-Through Certificates, Series 2005-HE4, Mortgage Class |
Dear Sirs:
____________________________________________ (the “Transferee”) intends to acquire from ___________________________ (the “Transferor”) $____________ Initial Certificate Principal Balance of Citigroup Mortgage Loan Trust, Series 2005-HE4, Mortgage Pass-Through Certificates, Class [CE] [P] [R] (the “Certificates”), issued pursuant to a Pooling and Servicing Agreement dated as of November 1, 2005 (the “Agreement”), among Citigroup Mortgage Loan Trust Inc., as depositor (the “Depositor”), Ocwen Loan Servicing, LLC as Servicer, (the “Servicer”), Citibank, N.A. as trust administrator and U.S. Bank National Association, as trustee (the “Trustee”). Capitalized terms used herein and not otherwise defined shall have the meanings assigned thereto in the Pooling and Servicing Agreement. The Transferee hereby certifies, represents and warrants to, and covenants with the Depositor, the Trustee and the Servicer that:
The Certificates (i) are not being acquired by, and will not be transferred to, any employee benefit plan within the meaning of section 3(3) of the Employee Retirement Income Security Act of 1974, as amended (“ERISA”), or other retirement arrangement, including individual retirement accounts and annuities, Xxxxx plans and bank collective investment funds and insurance company general or separate accounts in which such plans, accounts or arrangements are invested, that is subject to Section 406 of ERISA or Section 4975 of the Internal Revenue Code of 1986 (the “Code”) (any of the foregoing, a “Plan”), (ii) are not being acquired with “plan assets” of a Plan within the meaning of the Department of Labor (“DOL”) regulation, 29 C.F.R.ss.2510.3-101, and (iii) will not be transferred to any entity that is deemed to be investing in plan assets within the meaning of the DOL regulation at 29 X.X.X.xx. 2510.3-101.
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Very truly yours, | ||||||
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By: |
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Name: | |||||
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Title: |
EXHIBIT H-1
FORM CERTIFICATION TO BE PROVIDED BY THE DEPOSITOR WITH FORM 10-K
Re: |
Citigroup Mortgage Loan Trust, Series 2005-HE4 |
I, [_____], certify that:
l. I have reviewed this annual report on Form 10-K, and all reports on Form 8-K containing distribution and servicing reports filed in respect of periods included in the year covered by this annual report, of Citigroup Mortgage Loan Trust, Asset-Backed Pass-Through Certificates, Series 2005-HE4;
2. Based on my knowledge, the information in these reports, taken as a whole, does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading as of the last day of the period covered by this annual report;
3. Based on my knowledge, the distribution or servicing information required to be provided to the Trust Administrator by the Servicer under the pooling and servicing, or similar, agreement, for inclusion in these reports is included in these reports;
4. Based on my knowledge and upon the annual compliance statement included in the report and required to be delivered to the Trust Administrator in accordance with the terms of the pooling and servicing, or similar, agreement, and except as disclosed in the reports, the Servicer have fulfilled each of its obligations under the servicing agreement; and
5. The reports disclose all significant deficiencies relating to the Servicer’s compliance with the minimum servicing standards based upon the report provided by an independent public accountant, after conducting a review in compliance with the Uniform Single Attestation Program for Mortgage Bankers or similar procedure, as set forth in the pooling and servicing, or similar, agreement, that is included in these reports.
In giving the certifications above, I have reasonably relied on information provided to me by the following unaffiliated parties: Ocwen Loan Servicing, LLC and Citibank, N.A.
Date: [__], 2005
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CITIGROUP MORTGAGE LOAN TRUST, INC. | ||||||
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Date: |
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EXHIBIT H-2
FORM CERTIFICATION TO BE
PROVIDED TO DEPOSITOR BY THE TRUST ADMINISTRATOR
Re: |
Citigroup Mortgage Loan Trust, Series 2005-HE4 |
I, [identify the certifying individual], a [title] of Citibank, N.A., as Trust Administrator of the Trust, hereby certify to Citigroup Mortgage Loan Trust, Inc. (the “Depositor”), and its officers, directors and affiliates, and with the knowledge and intent that they will rely upon this certification, that:
1. I have reviewed the annual report on Form 10-K for the fiscal year [___], and all reports on Form 8-K containing distribution reports filed in respect of periods included in the year covered by that annual report, of the Depositor relating to the above-referenced trust;
2. Based on my knowledge, the information in these distribution reports prepared by the Trust Administrator, taken as a whole, does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading as of the last day of the period covered by that annual report; and
3. Based on my knowledge, the distribution information required to be provided by the Trust Administrator under the Pooling and Servicing Agreement is included in these reports.
Capitalized terms used but not defined herein have the meanings ascribed to them in the Pooling and Servicing Agreement, dated November 1, 2005 (the “Pooling and Servicing Agreement”), among the Depositor as depositor, Ocwen Loan Servicing, LLC as Servicer and U.S. Bank National Association as trustee.
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CITIBANK, N.A., as Trust Administrator | ||||||
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By: |
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Name:
Title:
Date:
EXHIBIT H-3
FORM CERTIFICATION TO BE
PROVIDED TO DEPOSITOR BY THE SERVICER
WITH RESPECT TO
OCWEN LOAN SERVICING, LLC
Re: |
Citigroup Mortgage Loan Trust, Series 2005-HE4 |
I, [identify the certifying individual], acting of [Ocwen Loan Servicing, LLC (“Ocwen”)], certify to Citigroup Mortgage Loan Trust, Inc. (the “Depositor”), the Trust Administrator and their respective officers, directors and affiliates, and with the knowledge and intent that they will rely upon this certification, that:
1. I have reviewed the information provided to the Trust Administrator by [Ocwen] pursuant to the Pooling and Servicing Agreement and included in the annual report on Form 10-K for the fiscal year [___] and on all reports on Form 8-K filed in respect of periods included in the year covered by that annual report, of the Depositor relating to the Trust Fund (the “Servicing Information”);
2. Based on my knowledge, the Servicing Information in these reports, taken as a whole, does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading as of the last day of the period covered by that annual report;
3. Based on my knowledge, the Servicing Information required to be provided to the Trust Administrator by [Ocwen] has been provided as required under the Pooling and Servicing Agreement;
4. I am responsible for reviewing the activities performed by [Ocwen] under the Pooling and Servicing Agreement and based upon the review required under the Pooling and Servicing Agreement, and except as disclosed to the Depositor and the Trust Administrator, [Ocwen] has fulfilled in all material respects its obligations under the Pooling and Servicing Agreement; and
5. I have disclosed to [Ocwen’s] certified public accountants and the Depositor all significant deficiencies relating to [Ocwen’s] compliance with the minimum servicing standards in accordance with a review conducted in compliance with the Uniform Single Attestation Program for Mortgage Bankers or similar standard as set forth in the Pooling and Servicing Agreement.
Capitalized terms used but not defined herein have the meanings ascribed to them in the
Pooling and Servicing Agreement, dated November 1, 2005 (the “Pooling and Servicing Agreement”), among the Depositor as depositor, Ocwen Loan Servicing, LLC as Servicer and U.S. Bank National Association as trustee.
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[Ocwen loan servicing, llc] | ||||||
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Date: |
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EXHIBIT I
Form of Cap Contract
BEAR XXXXXXX FINANCIAL PRODUCTS INC.
000 XXXXXXX XXXXXX
XXX XXXX, XXX XXXX 00000
000-000-0000
DATE: |
November 30, 2005 |
TO: |
U.S. Bank National Association, not individually, but solely as Trustee for Citigroup Mortgage Loan Trust Inc., Asset-Backed Pass-Through Certificates, Series 2005-HE4 |
ATTENTION: |
c/o Citibank -Xxxxxxxx XxXxxxx |
TELEPHONE: |
(000) 000-0000 |
FACSIMILE: |
(000) 000-0000 |
FROM: |
Derivatives Documentation | |
TELEPHONE: |
000-000-0000 |
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FACSIMILE: |
000-000-0000 |
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SUBJECT: |
Fixed Income Derivatives Confirmation and Agreement |
REFERENCE NUMBER: |
FXNCC7618 |
The purpose of this letter agreement ("Agreement") is to confirm the terms and conditions of the current Transaction entered into on the Trade Date specified below (the "Current Transaction") between Bear Xxxxxxx Financial Products Inc. ("BSFP") and U.S. Bank National Association, not individually, but solely as Trustee for Citigroup Mortgage Loan Trust Inc., Asset-Backed Pass-Through Certificates, Series 2005-HE4 ("Counterparty") under the Pooling and Servicing Agreement, dated as of November 1, 2005 among Citigroup Mortgage Loan Trust Inc., as Depositor, Ocwen Loan Servicing, LLC, as Servicer, Citibank, N.A., as Trust Administrator, and U.S. Bank National Association, as Trustee (the “Trustee”) (the “Pooling and Servicing Agreement”). This letter agreement constitutes the sole and complete "Confirmation," as referred to in the "ISDA Form Master Agreement" (as defined below), as well as a “Schedule” as referred to in the ISDA Form Master Agreement.
1.This Agreement is subject to the 2000 ISDA Definitions (the “Definitions”), as published by the International Swaps and Derivatives Association, Inc. (“ISDA”). You and we have agreed to enter into this Agreement in lieu of negotiating a Schedule to the 1992 ISDA Master Agreement (Multicurrency—Cross Border) form (the "ISDA Form Master Agreement") but, rather, an ISDA Form Master Agreement shall be deemed to have been executed by you and us on the date we entered into the Transaction. In the event of any inconsistency between the provisions of this Agreement and the Definitions or the ISDA Form Master Agreement, this Agreement shall prevail for purposes of the Transaction. Terms capitalized but not defined herein shall have the meanings attributed to them in the Pooling and Servicing Agreement.
2. |
The terms of the particular Transaction to which this Confirmation relates are as follows: |
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Type of Transaction: |
Rate Cap |
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Notional Amount: |
With respect to any Calculation Period, the amount set forth for such period in Schedule I attached hereto. |
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Trade Date: |
November 16, 2005 |
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Effective Date: |
November 30, 2005 |
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Termination Date: |
November 25, 2010, subject to adjustment in accordance with the Business Day Convention. |
Fixed Amount (Premium):
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Fixed Rate Payer: |
Counterparty |
Fixed Rate Payer
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Payment Date: |
November 30, 2005 |
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Fixed Amount: |
USD 12,540,000 |
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Floating Amounts: |
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Floating Rate Payer: |
BSFP |
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Cap Rate: |
4.30000% |
Floating Rate Payer
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Period End Dates: |
The 25th calendar day of each month during the Term of this Transaction, commencing December 25, 2005, and ending on the Termination Date, subject to adjustment in accordance with the Business Day Convention. |
Floating Rate Payer
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Payment Dates: |
Early Payment shall be applicable. The Floating Rate Payer Payment Dates shall be two (2) Business Days prior to each Floating Rate Payer Period End Date. |
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Floating Rate Option: |
USD-LIBOR-BBA |
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Floating Amount: |
To be determined in accordance with the following formula: |
Greater of (i) 100 * (Floating Rate Option - Cap Rate) * Notional Amount * Floating Rate Day Count Fraction; and (ii) zero.
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Designated Maturity: |
One month |
Floating Rate Day
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Count Fraction: |
Actual/360 |
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Reset Dates: |
The first day of each Calculation Period |
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Compounding: |
Inapplicable |
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Business Days: |
New York |
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Business Day Convention: |
Following |
3. |
Additional Provisions: Each party hereto is hereby advised and acknowledges that the other party has engaged in (or refrained from engaging in) substantial financial transactions and has taken (or refrained from taking) other material actions in reliance upon the entry by the parties into the Transaction being entered into on the terms and conditions set forth herein and in the Confirmation relating to such Transaction, as applicable. This paragraph shall be deemed repeated on the trade date of each Transaction. |
4. |
Provisions Deemed Incorporated in a Schedule to the Master Agreement: |
1) |
The parties agree that subparagraph (ii) of Section 2(c) of the ISDA Form Master Agreement will apply to any Transaction. |
2) Termination Provisions. Notwithstanding the provisions of paragraph 9 below, for purposes of the Master Agreement:
(a) |
"Specified Entity" is not applicable to BSFP or Counterparty for any purpose. |
(b) |
“Breach of Agreement” provision of Section 5(a)(ii) will not apply to BSFP or Counterparty. |
(c) |
“Credit Support Default” provisions of Section 5(a)(iii) will not apply to BSFP or Counterparty. |
(d) |
“Misrepresentation” provisions or Section 5(a)(iv) will not apply to BSFP or Counterparty. |
(e) "Specified Transaction" is not applicable to BSFP or Counterparty for any purpose, and, accordingly, Section 5(a)(v) shall not apply to BSFP or Counterparty.
(f) The "Cross Default" provisions of Section 5(a)(vi) will not apply to BSFP or to Counterparty.
(g) The "Credit Event Upon Merger" provisions of Section 5(b)(iv) will not apply to BSFP or Counterparty.
(h) The “Bankruptcy” provision of Section 5(a)(vii)(2) of the ISDA Form Master Agreement will be inapplicable to Counterparty.
(i) The "Automatic Early Termination" provision of Section 6(a) the ISDA Form Master Agreement will not apply to BSFP or to Counterparty.
(j) Payments on Early Termination. For the purpose of Section 6(e) of the ISDA Form Master Agreement:
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(i) |
Market Quotation will apply. |
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(ii) |
The Second Method will apply. |
(k) |
"Termination Currency" means United States Dollars. |
3) Tax Representations.
(a) Payer Representations. For the purpose of Section 3(e) of the ISDA Form Master Agreement, BSFP makes the following representations:
It is not required by any applicable law, as modified by the practice of any relevant governmental revenue authority, of any Relevant Jurisdiction to make any deduction or withholding for or on account of any Tax from any payment (other than interest under Section 2(e), 6(d)(ii) or 6(e) of the ISDA Form Master Agreement) to be made by it to the other party under this Agreement. In making this representation, it may rely on:
(i) the accuracy of any representations made by the other party pursuant to Section 3(f) of the ISDA Form Master Agreement;
(ii) the satisfaction of the agreement contained in Section 4(a)(i) or 4(a)(iii) of this Agreement and the accuracy and effectiveness of any document provided by the other party pursuant to Section 4(a)(i) or 4(a)(iii) of the ISDA Form Master Agreement; and
(iii) the satisfaction of the agreement of the other party contained in Section 4(d) of this Agreement, provided that it shall not be a breach of this representation where reliance is placed on clause (ii) and the other party does not deliver a form
or document under Section 4(a)(iii) by reason of material prejudice to its legal or commercial position.
(b) Payee Representations. For the purpose of Section 3(f) of the ISDA Form Master Agreement,
each of BSFP and the Counterparty make the following representations.
The following representation will apply to BSFP:
BSFP is a corporation organized under the laws of the State of Delaware and its U.S. taxpayer identification number is 00-0000000.
The following representation will apply to the Counterparty:
Counterparty represents that it is the Trustee under the Pooling and Servicing Agreement.
4) [Reserved]
5) Documents to be Delivered. For the purpose of Section 4(a):
(1) |
Tax forms, documents, or certificates to be delivered are: |
Party required to deliver document |
Form/Document/ Certificate |
Date by which to be delivered |
BSFP and the Counterparty |
Any document required or reasonably requested to allow the other party to make payments under this Agreement without any deduction or withholding for or on the account of any Tax or with such deduction or withholding at a reduced rate |
Promptly after the earlier of (i) reasonable demand by either party or (ii) learning that such form or document is required |
(2) |
Other documents to be delivered are: |
Party required to deliver document |
Form/Document/ Certificate |
Date by which to be delivered |
Covered by Section 3(d) Representation |
BSFP and the Counterparty |
Any documents required by the receiving party to evidence the authority of the delivering party or its Credit Support Provider, if any, for it to execute and deliver this Agreement, any Confirmation , and any Credit Support Documents to which it is a party, and to evidence the authority of the delivering party or its Credit Support Provider to perform its obligations under this Agreement, such Confirmation and/or Credit Support Document, as the case may be |
Upon the execution and delivery of this Agreement and such Confirmation |
Yes |
BSFP and the Counterparty |
A certificate of an authorized officer of the party, as to the incumbency and authority of the respective officers of the party signing this Agreement, any relevant Credit Support Document, or any Confirmation, as the case may be |
Upon the execution and delivery of this Agreement and such Confirmation |
Yes |
6) Miscellaneous. Miscellaneous
(a) |
Address for Notices: For the purposes of Section 12(a) of the ISDA Form Master Agreement: |
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Address for notices or communications to BSFP: |
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Address: |
000 Xxxxxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000 | ||
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Attention: |
DPC Manager |
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Facsimile: |
(000) 000-0000 |
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with a copy to: |
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Address: |
Xxx Xxxxxxxxx Xxxxxx Xxxxx, Xxxxxxxx, Xxx Xxxx 00000 |
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Attention: |
Derivative Operations - 7th Floor | |
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Facsimile: |
(000) 000-0000 |
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(For all purposes) |
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Address for notices or communications to the Counterparty: |
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Address: |
U.S. Bank National Association | |||
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00 Xxxxxxxxxx Xxxxxx |
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XX-XX-XX00 |
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Xx. Xxxx, XX 00000 |
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Attention: |
Structured Finance/CMLTI 2005-HE4 | |
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Facsimile: |
000-000-0000 |
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with a copy to: |
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Address: |
Citibank NA |
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000 Xxxxxxxxx Xx., 00xx Xxxxx | |||||
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Xxx Xxxx, XX 00000 |
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Attention: |
Xxxxxxxx XxXxxxx |
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Facimile: |
000-000-0000 |
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Phone: |
000-000-0000 |
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(For all purposes)
(b) |
Process Agent. For the purpose of Section 13(c): |
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BSFP appoints as its |
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Process Agent: |
Not Applicable | |
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The Counterparty appoints as its |
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Process Agent: |
Not Applicable | |
(c) Offices. The provisions of Section 10(a) will not apply to this Agreement; neither BSFP nor the Counterparty have any Offices other than as set forth in the Notices Section and BSFP agrees that, for purposes of Section 6(b) of the ISDA Form Master Agreement, it shall not in future have any Office other than one in the United States.
(d) |
Multibranch Party. For the purpose of Section 10(c) of the ISDA Form Master Agreement: |
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BSFP is not a Multibranch Party. |
The Counterparty is not a Multibranch Party.
(e) |
Calculation Agent. The Calculation Agent is BSFP. |
(f) |
Credit Support Document. Not applicable for either BSFP or the Counterparty. |
(g) |
Credit Support Provider. |
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BSFP: Not Applicable |
The Counterparty: Not Applicable
(h) Governing Law.The parties to this Agreement hereby agree that the law of the State of New York shall govern their rights and duties in whole without regard to the conflict of law provisions thereof other than New York General Obligations Law Sections 5-1401 and 5-1402.
(i) Severability.If any term, provision, covenant, or condition of this Agreement, or the application thereof to any party or circumstance, shall be held to be invalid or unenforceable (in whole or in part) for any reason, the remaining terms, provisions, covenants, and conditions hereof shall continue in full force and effect as if this Agreement had been executed with the invalid or unenforceable portion eliminated, so long as this Agreement as so modified continues to express, without material change, the original intentions of the parties as to the subject matter of this Agreement and the deletion of such portion of this Agreement will not substantially impair the respective benefits or expectations of the parties.
The parties shall endeavor to engage in good faith negotiations to replace any invalid or unenforceable term, provision, covenant or condition with a valid or enforceable term, provision, covenant or condition, the economic effect of which comes as close as possible to that of the invalid or unenforceable term, provision, covenant or condition.
(j) Consent to Recording. Each party hereto consents to the monitoring or recording, at any time and from time to time, by the other party of any and all communications between officers or employees of the parties, waives any further notice of such monitoring or recording, and agrees to notify its officers and employees of such monitoring or recording.
(k) Waiver of Jury Trial.Each party waives any right it may have to a trial by jury in respect of any Proceedings relating to this Agreement or any Credit Support Document.
7) "Affiliate". Each of BSFP and Counterparty shall be deemed to not have any Affiliates for purposes of this Agreement, including for purposes of Section 6(b)(ii).
8) Section 3 of the ISDA Form Master Agreement is hereby amended by adding at the end thereof the following subsection (g):
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“(g) |
Relationship Between Parties. |
Each party represents to the other party on each date when it enters into a Transaction that:--
(1) Nonreliance. It is not relying on any statement or representation of the other party regarding the Transaction (whether written or oral), other than the representations expressly made in this Agreement or the Confirmation in respect of that Transaction.
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(2) Evaluation and Understanding. |
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(i) |
BSFP is acting for its own account and U.S. Bank National Association, is acting as Trustee under the Pooling and Servicing Agreement, and not for its own account. Each Party has made its own independent decisions to enter into this Transaction and as to whether this Transaction is appropriate or proper for it based upon its own judgment and upon advice from such advisors as it has deemed necessary. It is not relying on any communication (written or oral) of the other party as investment advice or as a recommendation to enter into this Transaction; it being understood that information and explanations related to the terms and conditions of this Transaction shall not be considered investment advice or a recommendation to enter into this Transaction. It has not received from the other party any assurance or guarantee as to the expected results of this Transaction. |
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(ii) |
It is capable of evaluating and understanding (on its own behalf or through independent professional advice), and understands and accepts, the terms, conditions and risks of this Transaction. It is also capable of assuming, and assumes, the financial and other risks of this Transaction. |
(iii) The other party is not acting as an agent or fiduciary or an advisor for it in respect of this Transaction.
(3) Purpose. It is an “eligible swap participant” as such term is defined in Section 35.1(b)(2) of the regulations (17 C.F.R 35) promulgated under, an and “eligible contract participant” as defined in Section 1(a)(12) of, the Commodity Exchange Act, as amended, and it is entering into the Transaction for the purposes of managing its borrowings or investments, hedging its underlying assets or liabilities or in connection with a line of business.”
9) Additional Provisions. Notwithstanding the terms of Sections 5 and 6 of the ISDA form Master Agreement, if Counterparty has satisfied its payment obligations under Section 2(a)(i) of the ISDA form Master Agreement, then unless BSFP is required pursuant to appropriate proceedings to return to Counterparty or otherwise returns to Counterparty upon demand of Counterparty any portion of such payment, (a) the occurrence of an event described in Section 5(a) of the ISDA form Master Agreement with respect to Counterparty shall not constitute an Event of Default or Potential Event of Default with respect to Counterparty as the Defaulting Party and (b) BSFP shall be entitled to designate an Early Termination Event pursuant to Section 6 of the Agreement only as a result of a Termination Event set forth in either Section 5(b)(i) or Section 5(b)(ii) of the ISDA form Master Agreement with respect to BSFP as the Affected Party or Section 5(b)(iii) of the ISDA form Master Agreement with respect to BSFP as the Burdened Party. For purposes of the Transaction to which this Agreement relates, Counterparty’s only obligation under Section 2(a)(i) of the ISDA form Master Agreement is to pay the Fixed Amount on the Fixed Rate Payer Payment Date.
10) Trustee Capacity. It is expressly understood and agreed by the parties hereto that insofar as the Counterparty executing this Agreement is U.S. Bank National Association as Trustee (i) this
Agreement is executed by U.S. Bank National Association not in its individual capacity or personally but solely as Trustee, as directed by, and in the exercise of the powers and authority conferred upon and vested in it under, the Pooling and Servicing Agreement and for the purpose of perfecting the interests and rights in this Agreement intended by the Depositor to be conferred upon the Trustee for the benefit of Holders of the Citigroup Mortgage Loan Trust Inc., Asset-Backed Pass-Through Certificates Series 2005-HE4; (ii) each of the representations, undertakings and agreements herein made on the part of the Counterparty is made and intended not as a personal representation, undertaking or agreement by U.S. Bank National Association, but is made and intended for the purposes of binding only the trust established pursuant to the Pooling and Servicing Agreement (the “Trust”); (iii) nothing herein contained shall be construed as creating any liability on the part of U.S. Bank National Association, individually or personally, to perform any covenant or agreement either expressed or implied herein, all such liability, if any, being expressly waived by the parties hereto and by any Person claiming by, through or under the parties hereto; (iv) under no circumstances shall U.S. Bank National Association in its individual capacity or personally be liable for the payment of any indebtedness or expenses or be personally liable for the breach or failure of any obligation, representation, warranty or covenant made or undertaken under this Agreement or any other related document; and (v) the parties hereto acknowledge and agree that under the Cap Administration Agreement and in connection with this Agreement, Citibank, N.A., as Cap Administrator under the Pooling and Servicing Agreement (in such capacity, the “Cap Administrator”) may act for the Counterparty hereunder, and BSFP hereby acknowledges and agrees that it will, unless otherwise directed by the Trustee under the Pooling and Servicing Agreement, make all payments hereunder and otherwise deal directly with the Cap Administrator on behalf of the Counterparty and the Trust.
11) Proceedings. BSFP shall not institute against or cause any other person to institute against, or join any other person in instituting against, U.S. Bank National Association, the Trust or Citigroup Mortgage Loan Trust Inc., any bankruptcy, reorganization, arrangement, insolvency or liquidation proceedings, or other proceedings under any federal or state bankruptcy, dissolution or similar law, for a period of one year and one day (or, if longer, the applicable preference period) following indefeasible payment in full of the Citigroup Mortgage Loan Trust Inc., Asset-Backed Pass-Through Certificates, Series 2005-HE4.
12) Set-off. Notwithstanding any provision of this Agreement or any other existing or future agreement, each party irrevocably waives any and all rights it may have to set off, net, recoup or otherwise withhold or suspend or condition payment or performance of any obligation between it and the other party hereunder against any obligation between it and the other party under any other agreements. The provisions for Set-off set forth in Section 6(e) of the Agreement shall not apply for purposes of this Transaction.
13) Third party Beneficiary. Not Applicable.
14) Additional Termination Events. Additional Termination Events will apply. If a Rating Agency Downgrade has occurred and BSFP has not complied with Section 16 below, within the time
specified therein, then an Additional Termination Event shall have occurred with respect to BSFP and BSFP shall be the sole Affected Party with respect to such an Additional Termination Event.
15) Amendment to the ISDA Form. The “Failure to Pay or Deliver” provision in Section 5(a)(i) is hereby amended by deleting the word “third” in the third line thereof and inserting the word “second” in place thereof.
16) Rating Agency Downgrade. In the event that BSFP’s long-term unsecured and unsubordinated debt rating is reduced below “AA-” by Standard and Poor’s Ratings Service, a division of the XxXxxx-Xxxx Companies, Inc. (“S&P”), or any successor thereto or its long-term unsecured and unsubordinated debt rating is withdrawn or reduced below “Aa3” by Xxxxx’x Investors Service, Inc., or any successor thereto (and together with S&P and Fitch Rating Services Inc., the “Swap Rating Agencies”, and such rating thresholds, “Approved Rating Thresholds”), then within 30 days after such rating downgrade (unless within 30 days thereafter, each of the Swap Rating Agencies has reconfirmed the ratings of the Certificates which were in effect immediately prior thereto), BSFP shall, subject to the Rating Agency Condition, at its own expense, (i) seek another entity to replace BSFP as party to this Agreement that meets or exceeds the Approved Rating Thresholds on terms substantially similar to this Agreement (ii) obtain a guaranty of, or a contingent agreement of another person with the Approved Rating Thresholds, to honor, BSFP’s obligations under this Agreement, or (iii) post collateral acceptable to the Swap Rating Agencies, which will be sufficient to restore the immediately prior ratings of the Certificates. For purposes of this provision, “Rating Agency Condition” means, with respect to any particular proposed act or omission to act hereunder that the party acting or failing to act must consult with any of the Swap Rating Agencies then providing a rating of the Certificates and receive from the Swap Rating Agencies a prior written confirmation that the proposed action or inaction would not cause a downgrade or withdrawal of the then-current rating of the Certificates. Notwithstanding the foregoing, in the event that BSFP’s long-term unsecured and unsubordinated debt rating is withdrawn or reduced below “BBB-“ by S&P, then, within 10 Business Days of such rating downgrade, BSFP shall, subject to the Rating Agency Condition, at its own expense, seek another entity to replace itself as party to this Agreement that meets or exceeds the Approved Rating Thresholds on terms substantially similar to this Agreement; provided that if a replacement cannot be found, the counterparty shall deliver a guarantee from an entity rated at least “A-“ or higher by S&P.”
17) Transfer, Amendment and Assignment. No transfer, amendment, waiver, supplement, assignment or other modification of this Transaction shall be permitted by either party unless (i) each of S&P, Fitch and Moody’s has been provided notice of the same and (ii) each of S&P, Fitch and Moody’s confirms in writing (including by facsimile transmission) after such notice is given that it will not downgrade, qualify, withdraw or otherwise modify its then-current rating of the Certificates.
NEITHER THE BEAR XXXXXXX COMPANIES INC. NOR ANY SUBSIDIARY OR AFFILIATE OF THE BEAR XXXXXXX COMPANIES INC. OTHER THAN BSFP IS AN OBLIGOR OR A CREDIT SUPPORT PROVIDER ON THIS AGREEMENT.
5. |
Account Details and |
Settlement Information: |
Payments to BSFP: |
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Citibank, N.A., New York |
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ABA Number: 000-0000-00, for the account of |
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Bear, Xxxxxxx Securities Corp. |
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Account Number: 0925-3186, for further credit to |
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Bear Xxxxxxx Financial Products Inc. |
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Sub-account Number: 102-04654-1-3 |
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Attention: Derivatives Department |
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|
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Payments to Counterparty: Citibank, N.A. ABA Number: 000000000 Account Number: 3617-2242 Further credit to account #105600
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This Agreement may be executed in several counterparts, each of which shall be deemed an original but all of which together shall constitute one and the same instrument.
Counterparty hereby agrees to check this Confirmation and to confirm that the foregoing correctly sets forth the terms of the Transaction by signing in the space provided below and returning to BSFP a facsimile of the fully-executed Confirmation to 000-000-0000. For inquiries regarding U.S. Transactions, please contact Xxxxx Xxxxxx by telephone at 000-000-0000. For all other inquiries please contact Derivatives Documentation by telephone at 000-0-000-0000. Originals will be provided for your execution upon your request.
We are very pleased to have executed this Transaction with you and we look forward to completing other transactions with you in the near future.
Very truly yours,
BEAR XXXXXXX FINANCIAL PRODUCTS INC. | |
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By: |
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Name: |
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Title: |
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Counterparty, acting through its duly authorized signatory, hereby agrees to, accepts and confirms the terms of the foregoing as of the Trade Date.
U.S. BANK NATIONAL ASSOCIATION, NOT INDIVIDUALLY, BUT SOLELY AS TRUSTEE FOR THE CITIGROUP MORTGAGE LOAN TRUST INC., ASSET-BACKED PASS-THROUGH CERTIFICATES, SERIES 2005-HE4
By: |
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Name: |
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Title: |
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cc: Xxx Xxxx Xxxxxxxx
am
SCHEDULE I
(all such dates subject to adjustment in accordance with the Business Day Convention)
From and Including
|
To but excluding
|
Notional Amount (USD) |
Effective Date |
12/25/2005 |
9,282,410.00 |
12/25/2005 |
1/25/2006 |
9,131,924.93 |
1/25/2006 |
2/25/2006 |
8,961,383.19 |
2/25/2006 |
3/25/2006 |
8,771,330.32 |
3/25/2006 |
4/25/2006 |
8,562,464.48 |
4/25/2006 |
5/25/2006 |
8,335,606.58 |
5/25/2006 |
6/25/2006 |
8,091,711.90 |
6/25/2006 |
7/25/2006 |
7,832,015.91 |
7/25/2006 |
8/25/2006 |
7,571,337.83 |
8/25/2006 |
9/25/2006 |
7,316,615.39 |
9/25/2006 |
10/25/2006 |
7,070,336.07 |
10/25/2006 |
11/25/2006 |
6,832,248.15 |
11/25/2006 |
12/25/2006 |
6,602,078.71 |
12/25/2006 |
1/25/2007 |
6,379,564.18 |
1/25/2007 |
2/25/2007 |
6,164,449.76 |
2/25/2007 |
3/25/2007 |
5,956,108.09 |
3/25/2007 |
4/25/2007 |
5,754,540.28 |
4/25/2007 |
5/25/2007 |
5,559,657.89 |
5/25/2007 |
6/25/2007 |
5,369,307.12 |
6/25/2007 |
7/25/2007 |
5,014,123.92 |
7/25/2007 |
8/25/2007 |
4,584,769.84 |
8/25/2007 |
9/25/2007 |
4,162,057.14 |
9/25/2007 |
10/25/2007 |
3,783,967.16 |
10/25/2007 |
11/25/2007 |
3,545,882.45 |
11/25/2007 |
12/25/2007 |
3,389,729.66 |
12/25/2007 |
1/25/2008 |
3,263,699.01 |
1/25/2008 |
2/25/2008 |
3,142,550.34 |
2/25/2008 |
3/25/2008 |
3,025,899.15 |
3/25/2008 |
4/25/2008 |
2,913,510.80 |
4/25/2008 |
5/25/2008 |
2,805,224.87 |
5/25/2008 |
6/25/2008 |
2,700,890.01 |
6/25/2008 |
7/25/2008 |
2,600,360.81 |
7/25/2008 |
8/25/2008 |
2,503,640.61 |
8/25/2008 |
9/25/2008 |
2,410,447.15 |
9/25/2008 |
10/25/2008 |
2,320,647.34 |
10/25/2008 |
11/25/2008 |
2,234,111.93 |
11/25/2008 |
12/25/2008 |
2,150,720.75 |
12/25/2008 |
1/25/2009 |
2,112,529.82 |
1/25/2009 |
2/25/2009 |
2,035,123.96 |
2/25/2009 |
3/25/2009 |
1,960,531.55 |
3/25/2009 |
4/25/2009 |
1,888,644.13 |
4/25/2009 |
5/25/2009 |
1,819,361.60 |
5/25/2009 |
6/25/2009 |
1,752,588.49 |
6/25/2009 |
7/25/2009 |
1,688,232.87 |
7/25/2009 |
8/25/2009 |
1,626,212.57 |
8/25/2009 |
9/25/2009 |
1,566,437.75 |
9/25/2009 |
10/25/2009 |
1,508,824.02 |
10/25/2009 |
11/25/2009 |
1,453,292.24 |
11/25/2009 |
12/25/2009 |
1,399,766.30 |
12/25/2009 |
1/25/2010 |
1,348,172.92 |
1/25/2010 |
2/25/2010 |
1,298,442.81 |
2/25/2010 |
3/25/2010 |
1,250,507.54 |
3/25/2010 |
4/25/2010 |
1,204,300.62 |
4/25/2010 |
5/25/2010 |
1,159,758.96 |
5/25/2010 |
6/25/2010 |
1,116,820.51 |
6/25/2010 |
7/25/2010 |
1,075,428.18 |
7/25/2010 |
8/25/2010 |
1,035,526.00 |
8/25/2010 |
9/25/2010 |
997,052.18 |
9/25/2010 |
10/25/2010 |
959,916.40 |
10/25/2010 |
Termination Date |
924,115.11 |
EXHIBIT J
Form of Cap Administration Agreement
CAP ADMINISTRATION AGREEMENT
This Cap Administration Agreement, dated November 30, 2005 (this “Agreement”), among Citibank, N.A., a national banking association (“Citibank”), as cap administrator (in such capacity, the “Cap Administrator”) and as trust administrator under the Pooling and Servicing Agreement, as hereinafter defined (in such capacity, the “Trust Administrator”), and Citigroup Global Markets Realty Corp. (“CGMRC”).
WHEREAS, the U.S. Bank National Association as trustee under the Pooling and Servicing Agreement (the “Trustee”), on behalf of the holders of the Citigroup Mortgage Loan Trust Inc., Asset-Backed Pass-Through Certificates, Series 2005-HE4 is counterparty to a Cap Contract (the “Cap Contract”), a copy of which is attached hereto as Exhibit A, between the Trustee and Bear Xxxxxxx Financial Products Inc. (“Bear Xxxxxxx”); and
WHEREAS, it is desirable to irrevocably appoint the Cap Administrator, and the Cap Administrator desires to accept such appointment, to receive and distribute funds payable by Bear Xxxxxxx under the Cap Contract as provided herein;
NOW, THEREFORE, in consideration of the mutual covenants contained herein, and for other good and valuable consideration, the receipt and adequacy of which are hereby acknowledged, the parties agree as follows:
1. Definitions. Capitalized terms used but not otherwise defined herein shall have the respective meanings assigned thereto in the Pooling and Servicing Agreement, dated as of November 1, 2005 (the “Pooling and Servicing Agreement”), among Citigroup Mortgage Loan Trust Inc., as depositor, Ocwen Loan Servicing, LLC, as servicer, the Trustee and the Trust Administrator relating to the Citigroup Mortgage Loan Trust Inc., Asset-Backed Pass Through Certificates, Series 2005-HE4 (the “Certificates”), or in the related Indenture, as the case may be, as in effect on the date hereof.
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2. |
Cap Administrator. |
(a) The Cap Administrator is hereby irrevocably appointed to receive all funds paid by Bear Xxxxxxx, or its successors in interest (the “Cap Provider”) under the Cap Contract and the Cap Administrator hereby accepts such appointment and hereby agrees to receive such amounts on each Distribution Date and distribute such amounts in the following order of priority:
(i) first, to the Trust Administrator for deposit into the Cap Account, an amount equal to the sum of the following amounts remaining outstanding after distribution of the Net Monthly Excess Cashflow: (A) Unpaid Interest Shortfall Amounts, (B) Net WAC Rate Carryover Amounts; (C) an amount necessary to maintain or restore the Overcollateralization Target Amount; and (D) any Allocated Realized Loss Amounts;
(ii) second, to CGMRC, any amounts remaining after payment of (i) above, provided, however, upon the issuance of notes by an issuer (the “Trust”), secured by all or a portion of the Class CE Certificates and the Class P Certificates (the “NIM Notes”), CGMRC hereby instructs the Cap Administrator to make any payments under this clause 2(a)(ii) in the following order of priority:
(A) to the Indenture Trustee Administrator for the Trust, for deposit into the Note Account (each as to defined in the related Indenture), and until satisfaction and discharge of the Indenture, the Floating Amount (as defined in Annex I); and
(B) concurrently, to the Holders of the Class CE Certificates, pro rata based on the outstanding Notional Amount of each such Certificate.
(b) The Cap Administrator agrees to hold any amounts under the Cap Contract in trust upon the terms and conditions and for the exclusive use and benefit of the Trustee, the Trust Administrator and the Indenture Trustee Administrator, as applicable (in turn for the benefit of the Certificateholders, the Noteholders and the NIMS Insurer, if any) as set forth herein. The rights, duties and liabilities of the Cap Administrator in respect of this Agreement shall be as follows:
(i) The Cap Administrator shall have the full power and authority to do all things not inconsistent with the provisions of this Agreement that it may deem advisable in order to enforce the provisions hereof. The Cap Administrator shall not be answerable or accountable except for its own bad faith, willful misconduct or negligence. The Cap Administrator shall not be required to take any action to exercise or enforce any of its rights or powers hereunder which, in the opinion of the Cap Administrator, shall be likely to involve expense or liability to the Cap Administrator, unless the Cap Administrator shall have received an agreement satisfactory to it in its sole discretion to indemnify it against such liability and expense.
(ii) The Cap Administrator shall not be liable with respect to any action taken or omitted to be taken by it in good faith in accordance with the direction of any party hereto or the NIMS Insurer, if any, or otherwise as provided herein, relating to the time, method and place of conducting any proceeding for any remedy available to the Cap Administrator or exercising any right or power conferred upon the Cap Administrator under this Agreement.
(iii) The Cap Administrator may perform any duties hereunder either directly or by or through agents or attorneys of the Cap Administrator. The Cap Administrator shall not be liable for the acts or omissions of its agents or attorneys so long as the Cap Administrator chose such Persons with due care.
3. Cap Account. The Cap Administrator shall segregate and hold all funds received from Bear Xxxxxxx pursuant to the Cap Contract (including any Cap Termination Payment) separate and apart from any of its own funds and general assets and shall establish and maintain in the name of the Cap Administrator one or more segregated accounts (such account or accounts, the “Cap Account”), held in trust for the benefit of the Trustee, the Trust Administrator, the Indenture Trustee Administrator and the parties to this Agreement. All amounts on deposit in the Cap Account shall remain uninvested unless the Cap Administrator receives instructions to the contrary from any party hereto, with the consent of the NIMS Insurer, if any. The Cap Administrator hereby agrees that it holds and shall hold the Cap Account and all
amounts deposited therein in trust for the exclusive use and benefit of the Trustee, the Trust Administrator and the Indenture Trustee Administrator as their interests may appear.
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4. |
Replacement Cap Contracts. |
The Trust Administrator shall, at the direction of the NIMS Insurer, if any, or, with the consent of the NIMS Insurer, if any, at the direction of CGMRC, enforce all of its rights and exercise any remedies under the Cap Contract. In the event the Cap Contract is terminated as a result of the designation by either party thereto of an Early Termination Date (as defined therein), the Trust Administrator shall, at the direction of CGMRC, find a replacement counterparty to enter into a replacement cap contract.
Any Cap Termination Payment received by the Cap Administrator shall be deposited in the Cap Account and shall be used to make any upfront payment required under a replacement cap contract.
5. Representations and Warranties of Citibank. Citibank represents and warrants as follows:
(a) Citibank is duly organized and validly existing as a national banking association under the laws of the United States and has all requisite power and authority to execute and deliver this Agreement, to perform its obligations as Cap Administrator hereunder.
(b) The execution, delivery and performance of this Agreement by Citibank as Trust Administrator have been duly authorized in the Pooling and Servicing Agreement.
(c) This Agreement has been duly executed and delivered by Citibank as Cap Administrator and Trust Administrator and is enforceable against Citibank in such capacities in accordance with its terms, except as enforceability may be affected by bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and other similar laws relating to or affecting creditors’ rights generally, general equitable principles (whether considered in a proceeding in equity or at law).
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6. |
Replacement of Cap Administrator. |
Any corporation, bank, trust company or association into which the Cap Administrator may be merged or converted or with which it may be consolidated, or any corporation, bank, trust company or association resulting from any merger, conversion or consolidation to which the Cap Administrator shall be a party, or any corporation, bank, trust company or association succeeding to all or substantially all the corporate trust business of the Cap Administrator, shall be the successor of the Cap Administrator hereunder, without the execution or filing of any paper or any further act on the part of any of the parties hereto, except to the extent that assumption of its duties and obligations, as such, is not effected by operation of law.
No resignation or removal of the Cap Administrator and no appointment of a successor Cap Administrator shall become effective until the appointment by CGMRC of a successor cap administrator acceptable to the NIMS Insurer, if any. Any successor cap
administrator shall execute such documents or instruments necessary or appropriate to vest in and confirm to such successor cap administrator all such rights and powers conferred by this Agreement.
The Cap Administrator may resign at any time by giving written notice thereof to the other parties hereto with a copy to the NIMS Insurer, if any. If a successor cap administrator shall not have accepted the appointment hereunder within 30 days after the giving by the resigning cap administrator of such notice of resignation, the resigning cap administrator may petition any court of competent jurisdiction for the appointment of a successor cap administrator acceptable to the NIMS Insurer, if any.
In the event of a resignation or removal of the Cap Administrator, CGMRC shall promptly appoint a successor Cap Administrator acceptable to the NIMS Insurer, if any. If no such appointment has been made within 10 days of the resignation or removal, the NIMS Insurer, if any, may appoint a successor Cap Administrator.
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7. |
Trustee or Trust Administrator Obligations. |
Whenever the Trustee or the Trust Administrator, has the option or is requested in such capacity, whether such request is by the counterparty to such agreement, to take any action or to give any consent, approval or waiver that it is entitled to take or give in such capacity, including, without limitation, in connection with an amendment of such agreement or the occurrence of a default or termination event thereunder, the Trustee shall cause the Trust Administrator to promptly notify the parties hereto and the NIMS Insurer, if any, of such request in such detail as is available to it and, shall, on behalf of the parties hereto and the NIMS Insurer, if any, take such action in connection with the exercise and/or enforcement of any rights and/or remedies available to it in such capacity with respect to such request as the NIMS Insurer, if any, shall direct in writing; provided that if no such direction is received prior to the date that is established for taking such action or giving such consent, approval or waiver (notice of which date shall be given by the Trust Administrator to the parties hereto and the NIMS Insurer, if any), Trust Administrator may abstain from taking such action or giving such consent, approval or waiver.
The Trustee shall cause the Trust Administrator to forward to the parties hereto and the NIMS Insurer, if any, on the Payment Date following its receipt thereof copies of any and all notices, statements, reports and/or other material communications and information (collectively, the “Cap Reports”) that it receives in connection with the Cap Contract or from the counterparty thereto.
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8. |
Miscellaneous. |
(a) This Agreement shall be governed by and construed in accordance with the laws of the State of New York.
(b) Any action or proceeding against any of the parties hereto relating in any way to this Agreement may be brought and enforced in the courts of the State of New York sitting in the borough of Manhattan or of the United States District Court for the Southern District of New York and the Cap Administrator irrevocably submits to the jurisdiction of each such court in
respect of any such action or proceeding. The Cap Administrator waives, to the fullest extent permitted by law, any right to remove any such action or proceeding by reason of improper venue or inconvenient forum.
(c) This Agreement may be amended, supplemented or modified in writing by the parties hereto, but only with the consent of the NIMS Insurer, if any.
(d) This Agreement may not be assigned or transferred without the prior written consent of the NIMS Insurer, if any; provided, however, the parties hereto acknowledge and agree to the assignment of the rights of CGMRC as provided under this Agreement pursuant to the Sale Agreement, the Trust Agreement and the Indenture.
(e) This Agreement may be executed by one or more of the parties to this Agreement on any number of separate counterparts (including by facsimile transmission), and all such counterparts taken together shall be deemed to constitute one and the same instrument.
(f) Any provision of this Agreement which is prohibited or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such prohibition or unenforceability without invalidating the remaining provisions hereof, and any such prohibition or unenforceability in any jurisdiction shall not invalidate or render unenforceable such provision in any other jurisdiction.
(g) The representations and warranties made by the parties to this Agreement shall survive the execution and delivery of this Agreement. No act or omission on the part of any party hereto shall constitute a waiver of any such representation or warranty.
(h) The article and section headings herein are for convenience of reference only, and shall not limit or otherwise affect the meaning hereof.
(i) The representations and warranties made by the parties to this Agreement shall survive the execution and delivery of this Agreement. No act or omission on the part of any party hereto shall constitute a waiver of any such representation or warranty.
9. Third-Party Beneficiary. Each of the Note Insurer, the Backup Note Insurer and the Indenture Trustee Administrator, if any, shall be deemed a third-party beneficiary of this Agreement to the same extent as if it were a party hereto, and shall have the right to enforce the provisions of this Agreement.
10. Cap Administrator and Trust Administrator Rights. The Cap Administrator shall be entitled to the same rights, protections and indemnities afforded to the Trust Administrator under the Pooling and Servicing Agreement and the Indenture Trustee Administrator under the Indenture, in each case, as if specifically set forth herein with respect to the Cap Administrator.
11. Limited Recourse. It is expressly understood and agreed by the parties hereto that this Agreement is executed and delivered by the Trust Administrator, not in its individual capacity but solely as trust administrator under the Pooling and Servicing Agreement. Notwithstanding any other provisions of this Agreement, the obligations of the Trust Administrator under this Agreement are non-recourse to the Trust Administrator, its assets and
its property, and shall be payable solely from the assets of the Trust Fund, and following realization of such assets, any claims of any party hereto shall be extinguished and shall not thereafter be reinstated. No recourse shall be had against any principal, director, officer, employee, beneficiary, shareholder, partner, member, trustee, agent or affiliate of the Trust Administrator or any person owning, directly or indirectly, any legal or beneficial interest in the Trust Administrator, or any successors or assigns of any of the foregoing (the “Exculpated Parties”) for the payment of any amount payable under this Agreement. The parties hereto shall not enforce the liability and obligations of the Trust Administrator to perform and observe the obligations contained in this Agreement by any action or proceeding wherein a money judgment establishing any personal liability shall be sought against the Trust Administrator, subject to the following sentence, or the Exculpated Parties. The agreements in this paragraph shall survive termination of this Agreement and the performance of all obligations hereunder.
IN WITNESS WHEREOF, the parties have caused this Agreement to be duly executed and delivered as of the day and year first above written.
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CITIBANK, N.A. as Cap Administrator | |
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By: |
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Name: | |
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Title: |
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CITIBANK, N.A., not in its individual capacity but solely as Trust Administrator under the Pooling and Servicing Agreement | |
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By: |
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Name: | |
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Title: |
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CITIGROUP GLOBAL MARKETS REALTY CORP. | |
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By: |
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Name: | |
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Title: | |
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By: |
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Name: |
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Title: |
Agreed and Confirmed by:
U.S. BANK NATIONAL ASSOCIATION, not in its individual capacity but solely as Trustee |
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By: |
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Name: |
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Title: |
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EXHIBIT A
CAP CONTRACT
ANNEX I
The amounts paid under clause 2(a)(ii) of the Cap Administration Agreement shall be calculated as follows:
Floating Amount: |
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Floating Rate Payer: |
[Bear Xxxxxxx Financial Products Inc.] |
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Cap Rate: |
[4.30000%]
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Floating Amount
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To be determined in accordance with the following formula:
[The product of: (i) 250; (ii) the Cap Rate, (iii) the Notional Amount; and (iv) the Floating Rate Day Count Fraction;]
provided, however, the Cap Administrator will only be obligated to pay the Floating Amount up to the amount remaining after payments are made under clause 2(a)(i) of the Cap Administration Agreement.
The Floating Amount shall be paid to the Indenture Trustee for payment in accordance with Section 2.09(e) of the Indenture. |
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Floating Rate Day Count Fraction: |
Actual/360. |
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Notional Amount: |
The amount set forth for such period in the Amortization Schedule A. |
SCHEDULE A TO ANNEX I
CAP SCHEDULE
Distribution Date |
Base Calculation Amount |
December 2005 |
9,282,410.00 |
January 2006 |
9,131,924.93 |
February 2006 |
8,961,383.19 |
March 2006 |
8,771,330.32 |
April 2006 |
8,562,464.48 |
May 2006 |
8,335,606.58 |
June 2006 |
8,091,711.90 |
July 2006 |
7,832,015.91 |
August 2006 |
7,571,337.83 |
September 2006 |
7,316,615.39 |
October 2006 |
7,070,336.07 |
November 2006 |
6,832,248.15 |
December 2006 |
6,602,078.71 |
January 2007 |
6,379,564.18 |
February 2007 |
6,164,449.76 |
March 2007 |
5,956,108.09 |
April 2007 |
5,754,540.28 |
May 2007 |
5,559,657.89 |
June 2007 |
5,369,307.12 |
July 2007 |
5,014,123.92 |
August 2007 |
4,584,769.84 |
September 2007 |
4,162,057.14 |
October 2007 |
3,783,967.16 |
November 2007 |
3,545,882.45 |
December 2007 |
3,389,729.66 |
January 2008 |
3,263,699.01 |
February 2008 |
3,142,550.34 |
March 2008 |
3,025,899.15 |
April 2008 |
2,913,510.80 |
May 2008 |
2,805,224.87 |
June 2008 |
2,700,890.01 |
July 2008 |
2,600,360.81 |
August 2008 |
2,503,640.61 |
September 2008 |
2,410,447.15 |
October 2008 |
2,320,647.34 |
November 2008 |
2,234,111.93 |
December 2008 |
2,150,720.75 |
January 2009 |
2,112,529.82 |
February 2009 |
2,035,123.96 |
March 2009 |
1,960,531.55 |
April 2009 |
1,888,644.13 |
May 2009 |
1,819,361.60 |
June 2009 |
1,752,588.49 |
July 2009 |
1,688,232.87 |
August 2009 |
1,626,212.57 |
September 2009 |
1,566,437.75 |
October 2009 |
1,508,824.02 |
November 2009 |
1,453,292.24 |
December 2009 |
1,399,766.30 |
January 2010 |
1,348,172.92 |
February 2010 |
1,298,442.81 |
March 2010 |
1,250,507.54 |
April 2010 |
1,204,300.62 |
May 2010 |
1,159,758.96 |
June 2010 |
1,116,820.51 |
July 2010 |
1,075,428.18 |
August 2010 |
1,035,526.00 |
September 2010 |
997,052.18 |
October 2010 |
959,916.40 |
November 2010 |
924,115.11 |
SCHEDULE 1
MORTGAGE LOAN SCHEDULE
Loan Number Product Group Originator Lien Position Has 2nd Lien Flag ---------------- ------------------ ------- --------------- ------------- ----------------- 220197945 FIX 30/15 BALLOON 2 Mortgage It 2 N 220190517 HYBRID-2-6 2 Ameriquest 1 Y 220190518 HYBRID-2-6 2 Ameriquest 1 Y 220190519 FIXED-30 2 Ameriquest 1 Y 220190527 HYBRID-2-6 2 Ameriquest 1 Y 220190528 HYBRID-2-6 2 Ameriquest 1 Y 220190535 HYBRID-2-6 2 Ameriquest 1 Y 220190537 HYBRID-2-6 2 Ameriquest 1 Y 220190556 HYBRID-3-6 1 Ameriquest 1 Y 220190558 HYBRID-2-6 2 Ameriquest 1 Y 220190563 HYBRID-2-6 2 Ameriquest 1 Y 220190584 FIXED-30 2 Ameriquest 2 N 220190588 HYBRID-3-6 2 Ameriquest 1 Y 220190612 HYBRID-2-6 2 Ameriquest 1 Y 220190613 FIXED-30 1 Ameriquest 1 Y 220190620 HYBRID-2-6 2 Ameriquest 1 Y 220190633 HYBRID-2-6 2 Ameriquest 1 Y 220190646 FIXED-30 2 Ameriquest 2 N 220190649 HYBRID-2-6 2 Ameriquest 1 Y 220190651 HYBRID-3-6 1 Ameriquest 1 Y 220190655 FIXED-30 1 Ameriquest 2 N 220190667 HYBRID-2-6 2 Ameriquest 1 Y 220190668 FIXED-30 2 Ameriquest 2 N 220190671 FIXED-30 2 Ameriquest 2 N 220190672 HYBRID-2-6 2 Ameriquest 1 Y 220190675 FIXED-30 2 Ameriquest 2 N 220190676 HYBRID-2-6 2 Ameriquest 1 Y 220190684 FIXED-30 1 Ameriquest 2 N 220190696 HYBRID-2-6 2 Ameriquest 1 Y 220190698 HYBRID-2-6 1 Ameriquest 1 Y 220190701 HYBRID-2-6 2 Ameriquest 1 Y 220190707 HYBRID-2-6 2 Ameriquest 1 Y 220190712 FIXED-30 2 Ameriquest 2 N 220190717 HYBRID-2-6 2 Ameriquest 1 Y 220190727 FIXED-30 2 Ameriquest 2 N 220190742 HYBRID-2-6 1 Ameriquest 1 Y 220190749 HYBRID-3-6 1 Ameriquest 1 Y 220190756 FIXED-30 2 Ameriquest 1 Y 220190758 FIXED-30 2 Ameriquest 1 Y 220190759 FIXED-30 2 Ameriquest 2 N 220190766 HYBRID-2-6 1 Ameriquest 1 Y 220190773 HYBRID-3-6 2 Ameriquest 1 Y 220190775 HYBRID-2-6 2 Ameriquest 1 Y 220190790 HYBRID-2-6 2 Ameriquest 1 Y 220190792 FIXED-30 2 Ameriquest 2 N 220190815 FIXED-30 2 Ameriquest 2 N 220190829 HYBRID-2-6 2 Ameriquest 1 Y 220190833 FIXED-30 1 Ameriquest 1 Y 220190865 FIXED-30 1 Ameriquest 2 N 220190867 FIXED-30 2 Ameriquest 2 N 220190872 HYBRID-2-6 2 Ameriquest 1 Y 220190881 HYBRID-3-6 2 Ameriquest 1 Y 220190886 HYBRID-2-6 1 Ameriquest 1 Y 220190890 HYBRID-3-6 2 Ameriquest 1 Y 220190896 HYBRID-2-6 2 Ameriquest 1 Y 220190900 FIXED-30 2 Ameriquest 2 N 220190905 HYBRID-2-6 1 Ameriquest 1 Y 220190931 HYBRID-2-6 1 Ameriquest 1 Y 220190933 FIXED-30 2 Ameriquest 1 Y 220190955 HYBRID-3-6 1 Ameriquest 1 Y 220190956 HYBRID-3-6 1 Ameriquest 1 Y 220190957 HYBRID-2-6 2 Ameriquest 1 Y 220190958 HYBRID-3-6 2 Ameriquest 1 Y 220190959 HYBRID-3-6 2 Ameriquest 1 Y 220190961 HYBRID-2-6 2 Ameriquest 1 Y 220190970 HYBRID-3-6 1 Ameriquest 1 Y 220190987 HYBRID-2-6 1 Ameriquest 1 Y 220190989 HYBRID-2-6 2 Ameriquest 1 Y 220190993 FIXED-30 1 Ameriquest 1 Y 220190999 HYBRID-2-6 2 Ameriquest 1 Y 220191002 HYBRID-3-6 2 Ameriquest 1 Y 220191018 FIXED-30 2 Ameriquest 2 N 220191024 HYBRID-3-6 2 Ameriquest 1 Y 220191032 HYBRID-2-6 2 Ameriquest 1 Y 220191036 HYBRID-3-6 1 Ameriquest 1 Y 220191038 HYBRID-2-6 2 Ameriquest 1 Y 220191041 HYBRID-3-6 1 Ameriquest 1 Y 220191042 FIXED-30 2 Ameriquest 1 Y 220191047 HYBRID-3-6 2 Ameriquest 1 Y 220191051 FIXED-30 1 Ameriquest 1 Y 220191055 HYBRID-2-6 1 Ameriquest 1 Y 220191072 HYBRID-2-6 1 Ameriquest 1 Y 220191074 HYBRID-2-6 1 Ameriquest 1 Y 220191083 HYBRID-2-6 1 Ameriquest 1 Y 220191089 HYBRID-2-6 2 Ameriquest 1 Y 220191094 HYBRID-2-6 2 Ameriquest 1 Y 220191095 FIXED-30 1 Ameriquest 2 N 220191101 HYBRID-2-6 1 Ameriquest 1 Y 220191103 FIXED-30 2 Ameriquest 2 N 220191109 HYBRID-2-6 1 Ameriquest 1 Y 220191110 FIXED-30 2 Ameriquest 1 Y 220191111 HYBRID-2-6 1 Ameriquest 1 Y 220191114 FIXED-30 2 Ameriquest 1 Y 220191127 HYBRID-3-6 2 Ameriquest 1 Y 220191134 HYBRID-3-6 1 Ameriquest 1 Y 220191136 FIXED-30 2 Ameriquest 2 N 220191158 HYBRID-3-6 1 Ameriquest 1 Y 220191161 HYBRID-2-6 2 Ameriquest 1 Y 220191163 HYBRID-2-6 2 Ameriquest 1 Y 220191179 HYBRID-3-6 2 Ameriquest 1 Y 220191182 HYBRID-3-6 2 Ameriquest 1 Y 220191189 HYBRID-2-6 1 Ameriquest 1 Y 220191202 HYBRID-3-6 1 Ameriquest 1 Y 220191220 FIXED-30 2 Ameriquest 2 N 220191228 HYBRID-2-6 1 Ameriquest 1 Y 220191254 HYBRID-2-6 2 Ameriquest 1 Y 220191256 FIXED-30 1 Ameriquest 1 Y 220191259 HYBRID-3-6 1 Ameriquest 1 Y 220191260 HYBRID-2-6 1 Ameriquest 1 Y 220191262 HYBRID-2-6 1 Ameriquest 1 Y 220191275 FIXED-30 1 Ameriquest 2 N 220191278 HYBRID-2-6 2 Ameriquest 1 Y 220191286 FIXED-30 1 Ameriquest 1 Y 220191290 FIXED-30 2 Ameriquest 2 N 220191291 HYBRID-3-6 2 Ameriquest 1 Y 220191292 FIXED-30 2 Ameriquest 2 N 220191295 HYBRID-2-6 1 Ameriquest 1 Y 220191299 HYBRID-2-6 2 Ameriquest 1 Y 220191304 HYBRID-2-6 2 Ameriquest 1 Y 220191306 HYBRID-3-6 2 Ameriquest 1 Y 220191307 HYBRID-2-6 2 Ameriquest 1 Y 220191312 FIXED-30 2 Ameriquest 1 Y 220191319 HYBRID-2-6 2 Ameriquest 1 Y 220191331 HYBRID-2-6 1 Ameriquest 1 Y 220191333 FIXED-30 2 Ameriquest 2 N 220191337 HYBRID-2-6 2 Ameriquest 1 Y 220191340 HYBRID-2-6 2 Ameriquest 1 Y 220191347 HYBRID-3-6 2 Ameriquest 1 Y 220191349 HYBRID-2-6 2 Ameriquest 1 Y 220191352 HYBRID-2-6 2 Ameriquest 1 Y 220191355 HYBRID-3-6 1 Ameriquest 1 Y 220191356 HYBRID-2-6 1 Ameriquest 1 Y 220191357 HYBRID-3-6 2 Ameriquest 1 Y 220191363 HYBRID-3-6 1 Ameriquest 1 Y 220191369 HYBRID-2-6 2 Ameriquest 1 Y 220191370 FIXED-30 2 Ameriquest 2 N 220191374 HYBRID-2-6 1 Ameriquest 1 Y 220191388 HYBRID-2-6 1 Ameriquest 1 Y 220191398 HYBRID-3-6 1 Ameriquest 1 Y 220191400 HYBRID-2-6 2 Ameriquest 1 Y 220191403 HYBRID-3-6 1 Ameriquest 1 Y 220191406 HYBRID-2-6 2 Ameriquest 1 Y 220191407 HYBRID-2-6 1 Ameriquest 1 Y 220191421 HYBRID-2-6 1 Ameriquest 1 Y 220191429 FIXED-30 2 Ameriquest 2 N 220191430 FIXED-30 1 Ameriquest 1 Y 220191433 HYBRID-3-6 1 Ameriquest 1 Y 220191441 FIXED-30 2 Ameriquest 2 N 220191443 HYBRID-3-6 2 Ameriquest 1 Y 220191450 HYBRID-2-6 2 Ameriquest 1 Y 220191471 HYBRID-2-6 2 Ameriquest 1 Y 220191489 HYBRID-3-6 2 Ameriquest 1 Y 220191492 FIXED-30 2 Ameriquest 2 N 220191497 HYBRID-2-6 2 Ameriquest 1 Y 220191498 HYBRID-3-6 1 Ameriquest 1 Y 220191507 HYBRID-2-6 2 Ameriquest 1 Y 220191511 HYBRID-2-6 2 Ameriquest 1 Y 220191521 HYBRID-3-6 2 Ameriquest 1 Y 220191530 HYBRID-3-6 2 Ameriquest 1 Y 220191535 HYBRID-3-6 1 Ameriquest 1 Y 220191544 HYBRID-3-6 1 Ameriquest 1 Y 220191550 HYBRID-2-6 2 Ameriquest 1 Y 220191551 HYBRID-2-6 1 Ameriquest 1 Y 220191555 HYBRID-3-6 2 Ameriquest 1 Y 220191566 HYBRID-2-6 2 Ameriquest 1 Y 220191567 HYBRID-2-6 1 Ameriquest 1 Y 220191577 HYBRID-3-6 1 Ameriquest 1 Y 220191578 HYBRID-3-6 1 Ameriquest 1 Y 220191579 HYBRID-2-6 1 Ameriquest 1 Y 220191589 FIXED-30 1 Ameriquest 1 Y 220191595 HYBRID-2-6 1 Ameriquest 1 Y 220191606 FIXED-30 2 Ameriquest 2 N 220191613 HYBRID-2-6 2 Ameriquest 1 Y 220191619 FIXED-30 1 Ameriquest 1 Y 220191620 HYBRID-3-6 1 Ameriquest 1 Y 220191627 HYBRID-2-6 1 Ameriquest 1 Y 220191629 HYBRID-2-6 1 Ameriquest 1 Y 220191638 HYBRID-2-6 1 Ameriquest 1 Y 220191639 HYBRID-2-6 1 Ameriquest 1 Y 220191641 HYBRID-3-6 1 Ameriquest 1 Y 220191649 FIXED-30 2 Ameriquest 2 N 220191658 HYBRID-3-6 1 Ameriquest 1 Y 220191663 HYBRID-3-6 2 Ameriquest 1 Y 220191665 HYBRID-2-6 1 Ameriquest 1 Y 220191676 HYBRID-3-6 1 Ameriquest 1 Y 220191697 HYBRID-2-6 1 Ameriquest 1 Y 220191701 HYBRID-2-6 2 Ameriquest 1 Y 220191708 FIXED-30 1 Ameriquest 1 Y 220191709 HYBRID-2-6 2 Ameriquest 1 Y 220191711 FIXED-30 2 Ameriquest 1 Y 220191720 HYBRID-2-6 2 Ameriquest 1 Y 220191722 HYBRID-3-6 1 Ameriquest 1 Y 220191723 HYBRID-3-6 2 Ameriquest 1 Y 220191725 HYBRID-2-6 1 Ameriquest 1 Y 220191729 FIXED-30 2 Ameriquest 2 N 220191736 HYBRID-2-6 2 Ameriquest 1 Y 220191772 HYBRID-3-6 2 Ameriquest 1 Y 220191781 HYBRID-2-6 1 Ameriquest 1 Y 220191784 HYBRID-2-6 1 Ameriquest 1 Y 220191787 HYBRID-2-6 1 Ameriquest 1 Y 220191789 HYBRID-2-6 2 Ameriquest 1 Y 220191792 HYBRID-3-6 1 Ameriquest 1 Y 220191797 FIXED-30 2 Ameriquest 2 N 220191799 HYBRID-3-6 1 Ameriquest 1 Y 220191801 HYBRID-3-6 2 Ameriquest 1 Y 220191802 HYBRID-2-6 1 Ameriquest 1 Y 220191809 HYBRID-3-6 1 Ameriquest 1 Y 220191811 HYBRID-2-6 1 Ameriquest 1 Y 220191812 FIXED-30 2 Ameriquest 1 Y 220191813 HYBRID-2-6 2 Ameriquest 1 Y 220191818 HYBRID-2-6 2 Ameriquest 1 Y 220191827 HYBRID-3-6 1 Ameriquest 1 Y 220191832 HYBRID-2-6 2 Ameriquest 1 Y 220191833 HYBRID-2-6 1 Ameriquest 1 Y 220191835 HYBRID-2-6 2 Ameriquest 1 Y 220191838 HYBRID-3-6 2 Ameriquest 1 Y 220191848 HYBRID-3-6 1 Ameriquest 1 Y 220191852 HYBRID-2-6 1 Ameriquest 1 Y 220191855 HYBRID-2-6 2 Ameriquest 1 Y 220191861 FIXED-30 1 Ameriquest 1 Y 220191874 FIXED-30 2 Ameriquest 1 Y 220191876 HYBRID-2-6 2 Ameriquest 1 Y 220191877 HYBRID-2-6 1 Ameriquest 1 Y 220191881 FIXED-15 2 Ameriquest 1 Y 220191882 FIXED-30 2 Ameriquest 1 Y 220191887 HYBRID-3-6 2 Ameriquest 1 Y 220191899 HYBRID-2-6 2 Ameriquest 1 Y 220191906 HYBRID-2-6 1 Ameriquest 1 Y 220191907 HYBRID-2-6 1 Ameriquest 1 Y 220191908 HYBRID-2-6 2 Ameriquest 1 Y 220191914 HYBRID-3-6 2 Ameriquest 1 Y 220191917 HYBRID-3-6 1 Ameriquest 1 Y 220191919 HYBRID-2-6 2 Ameriquest 1 Y 220191920 HYBRID-2-6 1 Ameriquest 1 Y 220191925 HYBRID-2-6 2 Ameriquest 1 Y 220191929 HYBRID-2-6 2 Ameriquest 1 Y 220191938 HYBRID-2-6 2 Ameriquest 1 Y 220191945 HYBRID-3-6 1 Ameriquest 1 Y 220191953 HYBRID-2-6 2 Ameriquest 1 Y 220191955 HYBRID-2-6 1 Ameriquest 1 Y 220191965 HYBRID-2-6 1 Ameriquest 1 Y 220191981 HYBRID-3-6 2 Ameriquest 1 Y 220191984 HYBRID-2-6 1 Ameriquest 1 Y 220191986 FIXED-30 1 Ameriquest 2 N 220191992 HYBRID-2-6 2 Ameriquest 1 Y 220192013 HYBRID-2-6 2 Ameriquest 1 Y 220192055 FIXED-30 2 Ameriquest 2 N 220192058 HYBRID-3-6 1 Ameriquest 1 Y 220192062 FIXED-30 2 Ameriquest 2 N 220192084 FIXED-30 2 Ameriquest 2 N 220192102 HYBRID-3-6 2 Ameriquest 1 Y 220192121 FIXED-30 2 Ameriquest 2 N 220192125 HYBRID-3-6 1 Ameriquest 1 Y 220192127 HYBRID-2-6 2 Ameriquest 1 Y 220192133 HYBRID-2-6 1 Ameriquest 1 Y 220192141 FIXED-30 1 Ameriquest 1 Y 220192161 HYBRID-3-6 2 Ameriquest 1 Y 220192163 FIXED-30 2 Ameriquest 2 N 220192169 HYBRID-2-6 1 Ameriquest 1 Y 220192173 FIXED-30 2 Ameriquest 2 N 220192187 HYBRID-2-6 2 Ameriquest 1 Y 220192189 HYBRID-2-6 2 Ameriquest 1 Y 220192194 HYBRID-2-6 1 Ameriquest 1 Y 220192201 HYBRID-2-6 2 Ameriquest 1 Y 220192218 FIXED-30 2 Ameriquest 2 N 220192220 FIXED-30 2 Ameriquest 2 N 220192241 HYBRID-3-6 2 Ameriquest 1 Y 220192245 HYBRID-2-6 2 Ameriquest 1 Y 220192248 HYBRID-3-6 1 Ameriquest 1 Y 220192267 HYBRID-2-6 2 Ameriquest 1 Y 220192274 HYBRID-2-6 1 Ameriquest 1 Y 220192310 HYBRID-2-6 1 Ameriquest 1 Y 220192320 FIXED-30 2 Ameriquest 2 N 220192321 HYBRID-2-6 2 Ameriquest 1 Y 220192323 FIXED-30 2 Ameriquest 1 Y 220192331 HYBRID-3-6 2 Ameriquest 1 Y 220192332 HYBRID-2-6 2 Ameriquest 1 Y 220192335 FIXED-30 2 Ameriquest 1 Y 220192336 HYBRID-2-6 2 Ameriquest 1 Y 220192350 HYBRID-3-6 2 Ameriquest 1 Y 220192361 FIXED-30 2 Ameriquest 1 Y 220192363 HYBRID-3-6 2 Ameriquest 1 Y 220192378 HYBRID-2-6 1 Ameriquest 1 Y 220192379 HYBRID-3-6 2 Ameriquest 1 Y 220192380 HYBRID-3-6 2 Ameriquest 1 Y 220192381 HYBRID-2-6 2 Ameriquest 1 Y 220192382 HYBRID-2-6 2 Ameriquest 1 Y 220192391 HYBRID-3-6 1 Ameriquest 1 Y 220192393 FIXED-30 2 Ameriquest 1 Y 220192399 HYBRID-2-6 2 Ameriquest 1 Y 220192400 FIXED-30 1 Ameriquest 1 Y 220192404 HYBRID-3-6 1 Ameriquest 1 Y 220192407 FIXED-30 2 Ameriquest 2 N 220192408 HYBRID-3-6 2 Ameriquest 1 Y 220192420 HYBRID-2-6 2 Ameriquest 1 Y 220192421 HYBRID-3-6 2 Ameriquest 1 Y 220192422 HYBRID-2-6 1 Ameriquest 1 Y 220192428 FIXED-15 1 Ameriquest 2 N 220192436 FIXED-30 2 Ameriquest 2 N 220192437 HYBRID-2-6 2 Ameriquest 1 Y 220192438 HYBRID-2-6 1 Ameriquest 1 Y 220192440 HYBRID-2-6 2 Ameriquest 1 Y 220192442 HYBRID-2-6 1 Ameriquest 1 Y 220192443 HYBRID-2-6 1 Ameriquest 1 Y 220192445 FIXED-30 2 Ameriquest 1 Y 220192447 HYBRID-2-6 2 Ameriquest 1 Y 220192451 HYBRID-2-6 2 Ameriquest 1 Y 220192452 FIXED-30 2 Ameriquest 2 N 220192458 HYBRID-2-6 2 Ameriquest 1 Y 220192460 FIXED-30 2 Ameriquest 1 Y 220192462 HYBRID-2-6 2 Ameriquest 1 Y 220192469 HYBRID-2-6 2 Ameriquest 1 Y 220192476 HYBRID-2-6 1 Ameriquest 1 Y 220192477 FIXED-30 2 Ameriquest 1 Y 220192484 HYBRID-3-6 2 Ameriquest 1 Y 220192502 HYBRID-2-6 1 Ameriquest 1 Y 220192506 FIXED-30 2 Ameriquest 2 N 220192508 FIXED-30 1 Ameriquest 1 Y 220192510 HYBRID-2-6 1 Ameriquest 1 Y 220192520 FIXED-30 2 Ameriquest 1 Y 220192521 HYBRID-2-6 2 Ameriquest 1 Y 220192528 HYBRID-2-6 2 Ameriquest 1 Y 220192531 HYBRID-2-6 2 Ameriquest 1 Y 220192534 HYBRID-2-6 2 Ameriquest 1 Y 220192539 HYBRID-2-6 2 Ameriquest 1 Y 220192551 HYBRID-2-6 1 Ameriquest 1 Y 220192554 FIXED-30 2 Ameriquest 2 N 220192563 HYBRID-2-6 2 Ameriquest 1 Y 220192566 HYBRID-3-6 2 Ameriquest 1 Y 220192571 HYBRID-2-6 2 Ameriquest 1 Y 220192573 HYBRID-2-6 1 Ameriquest 1 Y 220192574 HYBRID-2-6 2 Ameriquest 1 Y 220192578 FIXED-30 2 Ameriquest 2 N 220192580 HYBRID-2-6 2 Ameriquest 1 Y 220192586 HYBRID-2-6 2 Ameriquest 1 Y 220192587 HYBRID-2-6 2 Ameriquest 1 Y 220192601 HYBRID-2-6 2 Ameriquest 1 Y 220192602 HYBRID-3-6 2 Ameriquest 1 Y 220192603 HYBRID-2-6 2 Ameriquest 1 Y 220192606 HYBRID-2-6 1 Ameriquest 1 Y 220192610 HYBRID-3-6 1 Ameriquest 1 Y 220192624 FIXED-15 2 Ameriquest 2 N 220192626 HYBRID-3-6 1 Ameriquest 1 Y 220192633 HYBRID-2-6 2 Ameriquest 1 Y 220192634 HYBRID-2-6 2 Ameriquest 1 Y 220192637 HYBRID-2-6 2 Ameriquest 1 Y 220192640 FIXED-30 2 Ameriquest 2 N 220192646 HYBRID-3-6 2 Ameriquest 1 Y 220192648 HYBRID-2-6 1 Ameriquest 1 Y 220192649 HYBRID-2-6 2 Ameriquest 1 Y 220192650 HYBRID-2-6 2 Ameriquest 1 Y 220192651 HYBRID-3-6 1 Ameriquest 1 Y 220192653 HYBRID-2-6 1 Ameriquest 1 Y 220192664 HYBRID-2-6 1 Ameriquest 1 Y 220192665 FIXED-30 2 Ameriquest 2 N 220192666 HYBRID-3-6 2 Ameriquest 1 Y 220192671 HYBRID-2-6 2 Ameriquest 1 Y 220192688 HYBRID-2-6 1 Ameriquest 1 Y 220192690 HYBRID-2-6 1 Ameriquest 1 Y 220192691 HYBRID-2-6 2 Ameriquest 1 Y 220192694 HYBRID-3-6 2 Ameriquest 1 Y 220192698 HYBRID-2-6 2 Ameriquest 1 Y 220192701 HYBRID-2-6 2 Ameriquest 1 Y 220192703 HYBRID-2-6 2 Ameriquest 1 Y 220192706 HYBRID-2-6 2 Ameriquest 1 Y 220192711 FIXED-30 2 Ameriquest 2 N 220192712 HYBRID-3-6 1 Ameriquest 1 Y 220192714 HYBRID-3-6 2 Ameriquest 1 Y 220192717 HYBRID-2-6 1 Ameriquest 1 Y 220192718 HYBRID-3-6 1 Ameriquest 1 Y 220192720 HYBRID-3-6 1 Ameriquest 1 Y 220192726 HYBRID-3-6 1 Ameriquest 1 Y 220192729 HYBRID-3-6 1 Ameriquest 1 Y 220192735 HYBRID-3-6 2 Ameriquest 1 Y 220192749 HYBRID-2-6 2 Ameriquest 1 Y 220192762 HYBRID-2-6 2 Ameriquest 1 Y 220192764 HYBRID-2-6 1 Ameriquest 1 Y 220192776 HYBRID-2-6 1 Ameriquest 1 Y 220192789 HYBRID-2-6 2 Ameriquest 1 Y 220192794 HYBRID-3-6 2 Ameriquest 1 Y 220192797 HYBRID-3-6 2 Ameriquest 1 Y 220192800 HYBRID-3-6 1 Ameriquest 1 Y 220192802 HYBRID-2-6 2 Ameriquest 1 Y 220192809 HYBRID-3-6 2 Ameriquest 1 Y 220192813 HYBRID-3-6 1 Ameriquest 1 Y 220192816 HYBRID-3-6 2 Ameriquest 1 Y 220192817 HYBRID-2-6 1 Ameriquest 1 Y 220192818 HYBRID-2-6 2 Ameriquest 1 Y 220192821 HYBRID-2-6 2 Ameriquest 1 Y 220192824 HYBRID-3-6 2 Ameriquest 1 Y 220192836 FIXED-30 2 Ameriquest 2 N 220192843 HYBRID-2-6 2 Ameriquest 1 Y 220192849 HYBRID-2-6 2 Ameriquest 1 Y 220192850 HYBRID-2-6 2 Ameriquest 1 Y 220192852 HYBRID-3-6 1 Ameriquest 1 Y 220192853 FIXED-30 2 Ameriquest 2 N 220192854 HYBRID-2-6 1 Ameriquest 1 Y 220192861 HYBRID-2-6 2 Ameriquest 1 Y 220192915 HYBRID-2-6 1 Ameriquest 1 Y 220192917 FIXED-30 1 Ameriquest 2 N 220192922 HYBRID-3-6 1 Ameriquest 1 Y 220192929 FIXED-30 1 Ameriquest 2 N 220192931 HYBRID-2-6 2 Ameriquest 1 Y 220192955 FIXED-30 2 Ameriquest 2 N 220192962 FIXED-30 1 Ameriquest 2 N 220192964 HYBRID-2-6 2 Ameriquest 1 Y 220192965 FIXED-30 2 Ameriquest 2 N 220192977 HYBRID-2-6 2 Ameriquest 1 Y 220192978 HYBRID-2-6 2 Ameriquest 1 Y 220192984 HYBRID-2-6 1 Ameriquest 1 Y 220192990 HYBRID-2-6 1 Ameriquest 1 Y 220192998 HYBRID-2-6 2 Ameriquest 1 Y 220193001 HYBRID-2-6 2 Ameriquest 1 Y 220193004 HYBRID-2-6 1 Ameriquest 1 Y 220193008 HYBRID-2-6 2 Ameriquest 1 Y 220193021 HYBRID-2-6 2 Ameriquest 1 Y 220193030 FIXED-30 2 Ameriquest 2 N 220193039 HYBRID-3-6 2 Ameriquest 1 Y 220193044 HYBRID-3-6 2 Ameriquest 1 Y 220193045 FIXED-30 2 Ameriquest 1 Y 220193046 FIXED-30 2 Ameriquest 2 N 220193050 HYBRID-2-6 2 Ameriquest 1 Y 220193058 HYBRID-3-6 2 Ameriquest 1 Y 220193064 HYBRID-2-6 2 Ameriquest 1 Y 220193072 HYBRID-2-6 1 Ameriquest 1 Y 220193073 HYBRID-2-6 1 Ameriquest 1 Y 220193100 HYBRID-3-6 1 Ameriquest 1 Y 220193106 HYBRID-2-6 2 Ameriquest 1 Y 220193108 HYBRID-2-6 2 Ameriquest 1 Y 220193117 HYBRID-2-6 2 Ameriquest 1 Y 220193129 HYBRID-2-6 2 Ameriquest 1 Y 220193134 HYBRID-2-6 1 Ameriquest 1 Y 220193135 FIXED-30 2 Ameriquest 2 N 220193136 HYBRID-2-6 2 Ameriquest 1 Y 220193140 HYBRID-3-6 2 Ameriquest 1 Y 220193148 HYBRID-3-6 2 Ameriquest 1 Y 220193154 HYBRID-3-6 2 Ameriquest 1 Y 220193155 HYBRID-2-6 2 Ameriquest 1 Y 220193180 HYBRID-2-6 1 Ameriquest 1 Y 220193182 HYBRID-2-6 2 Ameriquest 1 Y 220193187 HYBRID-2-6 1 Ameriquest 1 Y 220193189 FIXED-30 2 Ameriquest 1 Y 220193190 HYBRID-2-6 2 Ameriquest 1 Y 220193225 HYBRID-3-6 1 Ameriquest 1 Y 220193226 HYBRID-2-6 1 Ameriquest 1 Y 220193227 FIXED-30 2 Ameriquest 2 N 220193228 HYBRID-3-6 2 Ameriquest 1 Y 220193229 HYBRID-2-6 2 Ameriquest 1 Y 220193240 HYBRID-2-6 2 Ameriquest 1 Y 220193249 HYBRID-2-6 2 Ameriquest 1 Y 220193250 FIXED-30 1 Ameriquest 2 N 220193251 HYBRID-3-6 2 Ameriquest 1 Y 220193254 HYBRID-2-6 2 Ameriquest 1 Y 220193266 HYBRID-2-6 1 Ameriquest 1 Y 220193268 HYBRID-3-6 1 Ameriquest 1 Y 220193273 HYBRID-2-6 2 Ameriquest 1 Y 220193282 HYBRID-2-6 2 Ameriquest 1 Y 220193291 HYBRID-2-6 1 Ameriquest 1 Y 220193299 HYBRID-3-6 2 Ameriquest 1 Y 220193309 FIXED-30 2 Ameriquest 1 Y 220193311 HYBRID-2-6 2 Ameriquest 1 Y 220193326 HYBRID-3-6 2 Ameriquest 1 Y 220193334 HYBRID-2-6 1 Ameriquest 1 Y 220193335 FIXED-30 1 Ameriquest 1 Y 220193342 HYBRID-2-6 1 Ameriquest 1 Y 220193351 FIXED-30 1 Ameriquest 1 Y 220193354 HYBRID-2-6 2 Ameriquest 1 Y 220193366 FIXED-30 1 Ameriquest 1 Y 220193373 FIXED-30 2 Ameriquest 1 Y 220193380 HYBRID-2-6 2 Ameriquest 1 Y 220193382 HYBRID-2-6 2 Ameriquest 1 Y 220193394 HYBRID-2-6 2 Ameriquest 1 Y 220193401 HYBRID-2-6 2 Ameriquest 1 Y 220193408 HYBRID-2-6 1 Ameriquest 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Y 220194178 HYBRID-3-6 2 Ameriquest 1 Y 220194179 FIXED-30 2 Ameriquest 2 N 220194183 HYBRID-2-6 2 Ameriquest 1 Y 220194201 HYBRID-2-6 1 Ameriquest 1 Y 220194205 HYBRID-2-6 2 Ameriquest 1 Y 220194210 HYBRID-3-6 2 Ameriquest 1 Y 220194211 HYBRID-2-6 2 Ameriquest 1 Y 220194213 HYBRID-2-6 1 Ameriquest 1 Y 220194217 HYBRID-2-6 2 Ameriquest 1 Y 220194219 HYBRID-2-6 1 Ameriquest 1 Y 220194221 HYBRID-2-6 1 Ameriquest 1 Y 220194225 HYBRID-3-6 2 Ameriquest 1 Y 220194226 HYBRID-2-6 1 Ameriquest 1 Y 220194235 HYBRID-3-6 2 Ameriquest 1 Y 220194244 HYBRID-2-6 1 Ameriquest 1 Y 220194251 HYBRID-2-6 1 Ameriquest 1 Y 220194254 HYBRID-2-6 2 Ameriquest 1 Y 220194257 HYBRID-3-6 1 Ameriquest 1 Y 220194261 HYBRID-3-6 2 Ameriquest 1 Y 220194280 HYBRID-2-6 2 Ameriquest 1 Y 220194282 HYBRID-2-6 2 Ameriquest 1 Y 220194285 HYBRID-2-6 2 Ameriquest 1 Y 220194300 HYBRID-2-6 2 Ameriquest 1 Y 220194307 FIXED-30 2 Ameriquest 2 N 220194317 HYBRID-3-6 2 Ameriquest 1 Y 220194323 HYBRID-2-6 2 Ameriquest 1 Y 220194344 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220194631 HYBRID-3-6 2 Ameriquest 1 Y 220194642 HYBRID-2-6 2 Ameriquest 1 Y 220194643 HYBRID-2-6 1 Ameriquest 1 Y 220194647 HYBRID-3-6 1 Ameriquest 1 Y 220194660 FIXED-30 2 Ameriquest 2 N 220194663 FIXED-30 2 Ameriquest 2 N 220194664 HYBRID-3-6 2 Ameriquest 1 Y 220194695 HYBRID-2-6 2 Ameriquest 1 Y 220194703 FIXED-30 2 Ameriquest 2 N 220194706 HYBRID-3-6 2 Ameriquest 1 Y 220194717 HYBRID-2-6 2 Ameriquest 1 Y 220194724 FIXED-30 2 Ameriquest 1 Y 220194738 HYBRID-2-6 2 Ameriquest 1 Y 220194742 FIXED-30 2 Ameriquest 1 Y 220194743 FIXED-30 2 Ameriquest 2 N 220194746 HYBRID-3-6 2 Ameriquest 1 Y 220194749 HYBRID-2-6 2 Ameriquest 1 Y 220194751 HYBRID-3-6 1 Ameriquest 1 Y 220194753 HYBRID-2-6 2 Ameriquest 1 Y 220194754 HYBRID-2-6 2 Ameriquest 1 Y 220194757 HYBRID-3-6 1 Ameriquest 1 Y 220194761 HYBRID-3-6 1 Ameriquest 1 Y 220194762 HYBRID-2-6 2 Ameriquest 1 Y 220194769 HYBRID-3-6 2 Ameriquest 1 Y 220194777 HYBRID-3-6 1 Ameriquest 1 Y 220194782 HYBRID-2-6 1 Ameriquest 1 Y 220194791 HYBRID-3-6 1 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HYBRID-2-6 1 Ameriquest 1 N 220193639 HYBRID-2-6 1 Ameriquest 1 N 220193654 HYBRID-2-6 1 Ameriquest 1 N 220193659 HYBRID-2-6 1 Ameriquest 1 Y 220193663 HYBRID-2-6 1 Ameriquest 1 N 220193671 HYBRID-2-6 1 Ameriquest 1 N 220193683 HYBRID-2-6 2 Ameriquest 1 Y 220193694 HYBRID-2-6 1 Ameriquest 1 N 220193724 HYBRID-2-6 2 Ameriquest 1 N 220193727 HYBRID-3-6 2 Ameriquest 1 N 220193731 HYBRID-2-6 2 Ameriquest 1 N 220193764 HYBRID-2-6 2 Ameriquest 1 Y 220193765 HYBRID-2-6 1 Ameriquest 1 N 220193781 HYBRID-2-6 1 Ameriquest 1 N 220193794 HYBRID-2-6 1 Ameriquest 1 N 220193796 HYBRID-2-6 2 Ameriquest 1 N 220193800 HYBRID-2-6 2 Ameriquest 1 N 220193807 HYBRID-2-6 1 Ameriquest 1 N 220193811 HYBRID-2-6 1 Ameriquest 1 Y 220193814 HYBRID-2-6 1 Ameriquest 1 Y 220193821 HYBRID-3-6 1 Ameriquest 1 Y 220193837 HYBRID-3-6 1 Ameriquest 1 N 220193891 HYBRID-2-6 2 Ameriquest 1 N 220193904 HYBRID-2-6 1 Ameriquest 1 N 220193907 HYBRID-2-6 1 Ameriquest 1 N 220193917 HYBRID-2-6 1 Ameriquest 1 Y 220193922 HYBRID-2-6 1 Ameriquest 1 N 220193925 HYBRID-2-6 1 Ameriquest 1 N 220193941 HYBRID-2-6 2 Ameriquest 1 N 220193951 HYBRID-2-6 1 Ameriquest 1 Y 220193957 HYBRID-3-6 1 Ameriquest 1 N 220193964 HYBRID-2-6 1 Ameriquest 1 N 220193972 HYBRID-2-6 1 Ameriquest 1 N 220193979 HYBRID-2-6 1 Ameriquest 1 Y 220193995 HYBRID-2-6 2 Ameriquest 1 N 220193998 FIXED-30 1 Ameriquest 1 Y 220194001 HYBRID-2-6 2 Ameriquest 1 N 220194005 HYBRID-3-6 2 Ameriquest 1 N 220194012 HYBRID-2-6 2 Ameriquest 1 N 220194015 HYBRID-2-6 1 Ameriquest 1 N 220194032 HYBRID-3-6 1 Ameriquest 1 N 220194044 HYBRID-2-6 1 Ameriquest 1 Y 220194082 HYBRID-2-6 1 Ameriquest 1 Y 220194084 HYBRID-2-6 2 Ameriquest 1 Y 220194086 HYBRID-3-6 2 Ameriquest 1 N 220194100 HYBRID-2-6 2 Ameriquest 1 N 220194113 HYBRID-2-6 1 Ameriquest 1 Y 220194114 HYBRID-2-6 1 Ameriquest 1 N 220194122 HYBRID-2-6 2 Ameriquest 1 N 220194123 HYBRID-3-6 1 Ameriquest 1 N 220194155 HYBRID-3-6 1 Ameriquest 1 N 220194158 HYBRID-3-6 1 Ameriquest 1 Y 220194165 HYBRID-2-6 1 Ameriquest 1 Y 220194193 HYBRID-2-6 2 Ameriquest 1 N 220194197 HYBRID-3-6 1 Ameriquest 1 N 220194200 HYBRID-3-6 1 Ameriquest 1 N 220194224 HYBRID-2-6 1 Ameriquest 1 N 220194230 HYBRID-2-6 1 Ameriquest 1 N 220194232 HYBRID-3-6 1 Ameriquest 1 N 220194234 HYBRID-2-6 1 Ameriquest 1 N 220194245 HYBRID-2-6 2 Ameriquest 1 Y 220194248 HYBRID-2-6 2 Ameriquest 1 N 220194253 HYBRID-3-6 1 Ameriquest 1 Y 220194269 HYBRID-2-6 1 Ameriquest 1 N 220194272 HYBRID-2-6 2 Ameriquest 1 N 220194276 HYBRID-2-6 2 Ameriquest 1 N 220194287 HYBRID-2-6 2 Ameriquest 1 Y 220194295 HYBRID-2-6 2 Ameriquest 1 N 220194313 HYBRID-2-6 1 Ameriquest 1 N 220194314 HYBRID-2-6 2 Ameriquest 1 N 220194315 HYBRID-3-6 2 Ameriquest 1 N 220194321 HYBRID-2-6 1 Ameriquest 1 N 220194346 HYBRID-2-6 2 Ameriquest 1 N 220194354 HYBRID-2-6 1 Ameriquest 1 Y 220194356 HYBRID-3-6 2 Ameriquest 1 N 220194357 HYBRID-2-6 1 Ameriquest 1 N 220194360 HYBRID-2-6 1 Ameriquest 1 N 220194364 HYBRID-2-6 2 Ameriquest 1 N 220194373 HYBRID-2-6 1 Ameriquest 1 Y 220194385 HYBRID-2-6 1 Ameriquest 1 N 220194392 HYBRID-3-6 1 Ameriquest 1 Y 220194404 HYBRID-2-6 1 Ameriquest 1 N 220194405 HYBRID-2-6 1 Ameriquest 1 N 220194406 HYBRID-2-6 1 Ameriquest 1 Y 220194409 HYBRID-2-6 1 Ameriquest 1 N 220194413 HYBRID-2-6 2 Ameriquest 1 N 220194431 HYBRID-2-6 2 Ameriquest 1 N 220194435 HYBRID-2-6 1 Ameriquest 1 N 220194437 HYBRID-2-6 2 Ameriquest 1 N 220194445 HYBRID-2-6 2 Ameriquest 1 N 220194459 HYBRID-2-6 2 Ameriquest 1 N 220194460 HYBRID-2-6 1 Ameriquest 1 Y 220194467 HYBRID-3-6 1 Ameriquest 1 N 220194489 HYBRID-2-6 1 Ameriquest 1 N 220194491 HYBRID-2-6 1 Ameriquest 1 N 220194507 HYBRID-2-6 1 Ameriquest 1 N 220194531 HYBRID-3-6 1 Ameriquest 1 N 220194536 HYBRID-3-6 2 Ameriquest 1 N 220194542 HYBRID-2-6 1 Ameriquest 1 Y 220194555 HYBRID-2-6 2 Ameriquest 1 N 220194573 HYBRID-2-6 1 Ameriquest 1 N 220194574 HYBRID-3-6 2 Ameriquest 1 N 220194575 HYBRID-2-6 2 Ameriquest 1 Y 220194579 HYBRID-2-6 1 Ameriquest 1 N 220194595 HYBRID-2-6 2 Ameriquest 1 N 220194620 HYBRID-3-6 2 Ameriquest 1 Y 220194633 HYBRID-2-6 2 Ameriquest 1 N 220194644 HYBRID-2-6 1 Ameriquest 1 N 220194658 HYBRID-2-6 2 Ameriquest 1 Y 220194691 HYBRID-2-6 2 Ameriquest 1 N 220194710 HYBRID-2-6 2 Ameriquest 1 N 220194731 HYBRID-2-6 2 Ameriquest 1 Y 220194767 HYBRID-2-6 1 Ameriquest 1 N 220194780 HYBRID-3-6 1 Ameriquest 1 N 220194783 HYBRID-2-6 1 Ameriquest 1 Y 220194784 HYBRID-2-6 2 Ameriquest 1 N 220194788 HYBRID-2-6 1 Ameriquest 1 Y 220197806 HYBRID-2-6 1 Mortgage It 1 N 220197808 HYBRID-2-6 2 Mortgage It 1 N 220197810 HYBRID-2-6 2 Mortgage It 1 N 220197819 HYBRID-2-6 1 Mortgage It 1 N 220197824 HYBRID-2-6 1 Mortgage It 1 N 220197829 HYBRID-2-6 2 Mortgage It 1 N 220197842 HYBRID-2-6 2 Mortgage It 1 N 220197844 HYBRID-2-6 2 Mortgage It 1 N 220197849 HYBRID-2-6 2 Mortgage It 1 N 220197851 HYBRID-2-6 1 Mortgage It 1 N 220197867 HYBRID-2-6 2 Mortgage It 1 N 220198074 FIX 30/15 BALLOON 1 Mortgage It 2 N 220198096 FIX 30/15 BALLOON 1 Mortgage It 2 N 220198131 HYBRID-2-6 1 Mortgage It 1 Y 220198148 HYBRID-3-6 2 Mortgage It 1 N 220198154 FIXED-15 2 Mortgage It 2 N 220198168 HYBRID-2-6 1 Mortgage It 1 N 220198171 HYBRID-2-6 1 Mortgage It 1 Y 220198190 HYBRID-2-6 2 Mortgage It 1 N 220198193 HYBRID-2-6 2 Mortgage It 1 N 220198199 HYBRID-2-6 1 Mortgage It 1 N 220198200 HYBRID-2-6 1 Mortgage It 1 N 220198202 HYBRID-2-6 2 Mortgage It 1 N 220198204 HYBRID-2-6 1 Mortgage It 1 N 220198205 HYBRID-2-6 2 Mortgage It 1 N 220198209 HYBRID-2-6 1 Mortgage It 1 N 220198216 HYBRID-2-6 2 Mortgage It 1 N 220198217 HYBRID-2-6 1 Mortgage It 1 N 220198220 HYBRID-2-6 1 Mortgage It 1 N 220198223 HYBRID-2-6 1 Mortgage It 1 Y 220198227 HYBRID-2-6 2 Mortgage It 1 N 220198228 HYBRID-2-6 1 Mortgage It 1 N 220198250 HYBRID-2-6 2 Mortgage It 1 N 220198263 HYBRID-2-6 2 Mortgage It 1 N 220198269 HYBRID-2-6 2 Mortgage It 1 Y 220198270 HYBRID-2-6 1 Mortgage It 1 N 220198281 HYBRID-2-6 1 Mortgage It 1 N 220198289 HYBRID-2-6 1 Mortgage It 1 N 220198291 HYBRID-2-6 1 Mortgage It 1 N 220198293 HYBRID-2-6 2 Mortgage It 1 N 220198321 HYBRID-2-6 1 Mortgage It 1 N 220198327 HYBRID-2-6 2 Mortgage It 1 N 220198338 HYBRID-2-6 1 Mortgage It 1 N 220198349 HYBRID-2-6 2 Mortgage It 1 N 220198356 FIXED-15 2 Mortgage It 2 N 220198408 FIX 30/15 BALLOON 1 Mortgage It 2 N 220198506 HYBRID-3-6 1 Mortgage It 1 N 220198507 HYBRID-3-6 1 Mortgage It 1 N 220198508 HYBRID-3-6 1 Mortgage It 1 N 220198513 HYBRID-3-6 1 Mortgage It 1 Y 220198526 HYBRID-3-6 2 Mortgage It 1 N 220198535 FIXED-30 1 Mortgage It 1 N 220198538 FIXED-30 2 Mortgage It 1 N 220198556 FIX 40/30 BALLOON 1 Mortgage It 1 N 220198606 HYBRID-2-6 1 Mortgage It 1 N 220198631 HYBRID-2-6 2 Mortgage It 1 Y 220199368 HYBRID-2-6 1 Mortgage It 1 N 220199373 HYBRID-2-6 1 Mortgage It 1 N 220199376 HYBRID-2-6 1 Mortgage It 1 N 220199378 HYBRID-2-6 1 Mortgage It 1 N 220199380 HYBRID-2-6 2 Mortgage It 1 N 220199412 FIX 30/15 BALLOON 1 Mortgage It 2 N 220199424 HYBRID-3-6 2 Mortgage It 1 N 220199427 HYBRID-3-6 1 Mortgage It 1 N 220199433 FIXED-30 1 Mortgage It 1 N 220199438 HYBRID-2-6 1 Mortgage It 1 Y 220190538 FIXED-30 1 Ameriquest 1 N 220192467 FIXED-30 1 Ameriquest 1 Y 220198474 FIX 30/15 BALLOON 2 Mortgage It 2 N 220198519 HYBRID-3-6 2 Mortgage It 1 Y 220191585 HYBRID-3-6 2 Ameriquest 1 Y 220192261 HYBRID-2-6 2 Ameriquest 1 N 220190782 HYBRID-2-6 2 Ameriquest 1 N 220193835 HYBRID-2-6 2 Ameriquest 1 Y 220191330 HYBRID-2-6 1 Ameriquest 1 N 220192202 HYBRID-3-6 2 Ameriquest 1 N 220194625 HYBRID-3-6 1 Ameriquest 1 Y 220193912 HYBRID-2-6 2 Ameriquest 1 N 220198197 HYBRID-2-6 1 Mortgage It 1 Y 220192768 HYBRID-2-6 1 Ameriquest 1 Y 220190543 HYBRID-2-6 1 Ameriquest 1 N 220191037 HYBRID-3-6 2 Ameriquest 1 N 220198544 FIXED-30 2 Mortgage It 1 N 220192072 HYBRID-3-6 1 Ameriquest 1 N 220192923 HYBRID-3-6 1 Ameriquest 1 N 220194380 HYBRID-2-6 1 Ameriquest 1 N 220191515 HYBRID-3-6 2 Ameriquest 1 N 220192994 HYBRID-2-6 1 Ameriquest 1 Y 220190545 HYBRID-2-6 1 Ameriquest 1 N 220193318 HYBRID-2-6 1 Ameriquest 1 N 220191415 HYBRID-2-6 2 Ameriquest 1 Y 220194348 HYBRID-2-6 2 Ameriquest 1 N 220194653 HYBRID-2-6 2 Ameriquest 1 N 220199394 HYBRID-2-6 2 Mortgage It 1 Y 220199404 FIX 30/15 BALLOON 1 Mortgage It 2 N 220198261 HYBRID-2-6 1 Mortgage It 1 Y 220193307 HYBRID-2-6 2 Ameriquest 1 N 220190600 HYBRID-2-6 1 Ameriquest 1 N 220194185 HYBRID-2-6 1 Ameriquest 1 Y 220193580 HYBRID-2-6 2 Ameriquest 1 N 220193892 HYBRID-2-6 2 Ameriquest 1 Y 220192191 HYBRID-2-6 1 Ameriquest 1 N 220190560 HYBRID-2-6 1 Ameriquest 1 N 220192352 HYBRID-2-6 1 Ameriquest 1 Y 220194351 HYBRID-2-6 1 Ameriquest 1 N 220192493 HYBRID-3-6 1 Ameriquest 1 N 220191590 HYBRID-3-6 1 Ameriquest 1 N 220190908 HYBRID-2-6 1 Ameriquest 1 N 220192559 HYBRID-3-6 1 Ameriquest 1 N 220190544 HYBRID-3-6 1 Ameriquest 1 Y 220194421 HYBRID-2-6 2 Ameriquest 1 N 220192279 HYBRID-2-6 1 Ameriquest 1 N 220191294 HYBRID-2-6 1 Ameriquest 1 N 220190737 HYBRID-2-6 2 Ameriquest 1 N 220198182 HYBRID-2-6 2 Mortgage It 1 N 220198427 FIX 30/15 BALLOON 1 Mortgage It 2 N 220193463 HYBRID-2-6 1 Ameriquest 1 N 220194734 HYBRID-3-6 1 Ameriquest 1 Y 220191351 HYBRID-2-6 1 Ameriquest 1 Y 220197837 HYBRID-2-6 2 Mortgage It 1 N 220194175 HYBRID-2-6 1 Ameriquest 1 Y 220190514 HYBRID-2-6 1 Ameriquest 1 N 220190515 HYBRID-2-6 2 Ameriquest 1 N 220190520 HYBRID-2-6 2 Ameriquest 1 N 220190525 HYBRID-2-6 1 Ameriquest 1 N 220190530 HYBRID-2-6 1 Ameriquest 1 N 220190536 HYBRID-2-6 1 Ameriquest 1 N 220190540 HYBRID-2-6 1 Ameriquest 1 N 220190551 HYBRID-2-6 1 Ameriquest 1 N 220190559 HYBRID-2-6 2 Ameriquest 1 N 220190561 HYBRID-2-6 1 Ameriquest 1 N 220190568 HYBRID-2-6 1 Ameriquest 1 N 220190605 HYBRID-3-6 1 Ameriquest 1 N 220190610 HYBRID-2-6 2 Ameriquest 1 N 220190618 HYBRID-2-6 2 Ameriquest 1 N 220190634 HYBRID-3-6 1 Ameriquest 1 N 220190643 HYBRID-2-6 1 Ameriquest 1 N 220190653 HYBRID-2-6 1 Ameriquest 1 N 220190656 HYBRID-2-6 1 Ameriquest 1 N 220190670 HYBRID-2-6 2 Ameriquest 1 N 220190674 HYBRID-2-6 1 Ameriquest 1 N 220190680 HYBRID-2-6 2 Ameriquest 1 N 220190697 HYBRID-2-6 2 Ameriquest 1 N 220190703 HYBRID-2-6 1 Ameriquest 1 N 220190724 HYBRID-2-6 2 Ameriquest 1 N 220190725 HYBRID-2-6 2 Ameriquest 1 N 220190733 HYBRID-2-6 1 Ameriquest 1 N 220190747 HYBRID-2-6 1 Ameriquest 1 N 220190751 HYBRID-2-6 2 Ameriquest 1 N 220190764 HYBRID-2-6 2 Ameriquest 1 N 220190765 HYBRID-2-6 1 Ameriquest 1 Y 220190768 HYBRID-2-6 2 Ameriquest 1 N 220190794 HYBRID-3-6 1 Ameriquest 1 N 220190799 HYBRID-3-6 1 Ameriquest 1 N 220190802 HYBRID-2-6 1 Ameriquest 1 N 220190809 HYBRID-2-6 1 Ameriquest 1 N 220190817 HYBRID-3-6 1 Ameriquest 1 N 220190828 HYBRID-3-6 2 Ameriquest 1 N 220190835 HYBRID-3-6 2 Ameriquest 1 N 220190837 FIXED-20 1 Ameriquest 1 N 220190843 HYBRID-2-6 2 Ameriquest 1 N 220190844 HYBRID-2-6 1 Ameriquest 1 N 220190847 HYBRID-3-6 2 Ameriquest 1 N 220190861 HYBRID-2-6 1 Ameriquest 1 N 220190864 HYBRID-2-6 1 Ameriquest 1 N 220190866 HYBRID-2-6 1 Ameriquest 1 N 220190871 HYBRID-3-6 2 Ameriquest 1 N 220190879 HYBRID-2-6 1 Ameriquest 1 N 220190883 HYBRID-2-6 1 Ameriquest 1 N 220190888 HYBRID-2-6 1 Ameriquest 1 N 220190906 FIXED-30 1 Ameriquest 1 N 220190912 HYBRID-2-6 2 Ameriquest 1 N 220190913 HYBRID-3-6 1 Ameriquest 1 N 220190920 FIXED-30 2 Ameriquest 1 N 220190921 HYBRID-2-6 1 Ameriquest 1 N 220190937 HYBRID-3-6 1 Ameriquest 1 N 220190945 HYBRID-2-6 1 Ameriquest 1 N 220190946 HYBRID-3-6 1 Ameriquest 1 N 220190960 HYBRID-2-6 1 Ameriquest 1 N 220190962 HYBRID-2-6 2 Ameriquest 1 N 220190964 HYBRID-3-6 2 Ameriquest 1 N 220190967 HYBRID-2-6 1 Ameriquest 1 N 220190976 HYBRID-3-6 1 Ameriquest 1 N 220190981 HYBRID-3-6 1 Ameriquest 1 N 220190983 HYBRID-3-6 2 Ameriquest 1 N 220190985 HYBRID-2-6 1 Ameriquest 1 N 220190990 HYBRID-3-6 1 Ameriquest 1 N 220190994 HYBRID-3-6 1 Ameriquest 1 N 220191010 HYBRID-3-6 1 Ameriquest 1 N 220191020 HYBRID-2-6 2 Ameriquest 1 N 220191025 HYBRID-2-6 1 Ameriquest 1 N 220191028 HYBRID-2-6 2 Ameriquest 1 N 220191030 HYBRID-2-6 1 Ameriquest 1 N 220191033 HYBRID-2-6 1 Ameriquest 1 N 220191039 HYBRID-2-6 1 Ameriquest 1 N 220191044 HYBRID-2-6 1 Ameriquest 1 N 220191048 HYBRID-3-6 1 Ameriquest 1 N 220191058 HYBRID-2-6 1 Ameriquest 1 N 220191062 HYBRID-2-6 1 Ameriquest 1 N 220191064 HYBRID-2-6 2 Ameriquest 1 N 220191068 HYBRID-3-6 1 Ameriquest 1 N 220191069 HYBRID-2-6 1 Ameriquest 1 N 220191070 HYBRID-2-6 1 Ameriquest 1 N 220191076 HYBRID-3-6 2 Ameriquest 1 N 220191098 HYBRID-2-6 1 Ameriquest 1 N 220191099 HYBRID-2-6 2 Ameriquest 1 N 220191102 FIXED-30 2 Ameriquest 1 N 220191113 HYBRID-3-6 1 Ameriquest 1 N 220191129 HYBRID-2-6 1 Ameriquest 1 N 220191140 HYBRID-2-6 2 Ameriquest 1 N 220191142 HYBRID-2-6 1 Ameriquest 1 N 220191146 HYBRID-2-6 1 Ameriquest 1 N 220191152 HYBRID-2-6 2 Ameriquest 1 N 220191154 HYBRID-2-6 2 Ameriquest 1 N 220191156 HYBRID-2-6 1 Ameriquest 1 N 220191159 HYBRID-2-6 2 Ameriquest 1 N 220191160 HYBRID-3-6 1 Ameriquest 1 N 220191162 HYBRID-2-6 1 Ameriquest 1 N 220191164 HYBRID-2-6 1 Ameriquest 1 N 220191165 HYBRID-2-6 2 Ameriquest 1 N 220191167 HYBRID-2-6 1 Ameriquest 1 N 220191171 HYBRID-2-6 1 Ameriquest 1 N 220191173 HYBRID-3-6 1 Ameriquest 1 N 220191181 HYBRID-2-6 2 Ameriquest 1 N 220191185 FIXED-30 1 Ameriquest 1 N 220191187 HYBRID-2-6 1 Ameriquest 1 N 220191191 HYBRID-2-6 1 Ameriquest 1 N 220191199 HYBRID-2-6 2 Ameriquest 1 N 220191200 HYBRID-2-6 1 Ameriquest 1 N 220191214 HYBRID-3-6 2 Ameriquest 1 N 220191217 HYBRID-2-6 1 Ameriquest 1 N 220191226 HYBRID-2-6 2 Ameriquest 1 N 220191250 HYBRID-2-6 2 Ameriquest 1 N 220191257 HYBRID-3-6 1 Ameriquest 1 N 220191263 HYBRID-2-6 1 Ameriquest 1 N 220191267 HYBRID-2-6 1 Ameriquest 1 N 220191268 HYBRID-2-6 1 Ameriquest 1 N 220191269 HYBRID-3-6 1 Ameriquest 1 N 220191280 HYBRID-2-6 2 Ameriquest 1 N 220191288 FIXED-30 2 Ameriquest 1 N 220191297 HYBRID-2-6 1 Ameriquest 1 N 220191311 HYBRID-3-6 2 Ameriquest 1 N 220191316 HYBRID-2-6 1 Ameriquest 1 N 220191323 HYBRID-2-6 1 Ameriquest 1 N 220191325 HYBRID-3-6 1 Ameriquest 1 N 220191329 HYBRID-3-6 2 Ameriquest 1 N 220191336 HYBRID-3-6 1 Ameriquest 1 N 220191338 HYBRID-2-6 1 Ameriquest 1 N 220191359 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HYBRID-3-6 2 Ameriquest 1 N 220194229 HYBRID-2-6 2 Ameriquest 1 N 220194231 HYBRID-3-6 1 Ameriquest 1 N 220194238 HYBRID-2-6 2 Ameriquest 1 N 220194250 HYBRID-2-6 2 Ameriquest 1 N 220194256 HYBRID-3-6 2 Ameriquest 1 N 220194260 HYBRID-3-6 1 Ameriquest 1 N 220194265 HYBRID-2-6 1 Ameriquest 1 N 220194271 FIXED-30 2 Ameriquest 1 Y 220194274 HYBRID-3-6 2 Ameriquest 1 N 220194283 HYBRID-2-6 1 Ameriquest 1 N 220194299 HYBRID-2-6 2 Ameriquest 1 N 220194309 HYBRID-2-6 1 Ameriquest 1 N 220194310 HYBRID-2-6 1 Ameriquest 1 N 220194326 HYBRID-2-6 1 Ameriquest 1 N 220194335 HYBRID-3-6 1 Ameriquest 1 N 220194341 HYBRID-3-6 1 Ameriquest 1 N 220194342 HYBRID-3-6 1 Ameriquest 1 N 220194368 HYBRID-2-6 1 Ameriquest 1 N 220194370 HYBRID-2-6 1 Ameriquest 1 N 220194379 HYBRID-2-6 2 Ameriquest 1 N 220194391 HYBRID-3-6 2 Ameriquest 1 N 220194395 HYBRID-3-6 1 Ameriquest 1 N 220194396 HYBRID-2-6 1 Ameriquest 1 N 220194399 HYBRID-2-6 1 Ameriquest 1 N 220194412 HYBRID-2-6 1 Ameriquest 1 N 220194414 HYBRID-2-6 2 Ameriquest 1 N 220194415 HYBRID-2-6 1 Ameriquest 1 N 220194423 HYBRID-2-6 2 Ameriquest 1 N 220194429 HYBRID-2-6 2 Ameriquest 1 N 220194436 HYBRID-2-6 2 Ameriquest 1 N 220194441 HYBRID-2-6 2 Ameriquest 1 N 220194443 HYBRID-2-6 1 Ameriquest 1 N 220194454 HYBRID-3-6 1 Ameriquest 1 N 220194462 HYBRID-2-6 2 Ameriquest 1 N 220194466 HYBRID-2-6 2 Ameriquest 1 N 220194469 HYBRID-3-6 1 Ameriquest 1 N 220194471 HYBRID-3-6 1 Ameriquest 1 N 220194494 HYBRID-2-6 1 Ameriquest 1 N 220194498 HYBRID-2-6 1 Ameriquest 1 N 220194502 HYBRID-2-6 1 Ameriquest 1 N 220194503 HYBRID-2-6 1 Ameriquest 1 N 220194505 HYBRID-2-6 1 Ameriquest 1 N 220194527 HYBRID-2-6 1 Ameriquest 1 N 220194529 HYBRID-3-6 1 Ameriquest 1 N 220194538 HYBRID-3-6 1 Ameriquest 1 N 220194540 HYBRID-3-6 2 Ameriquest 1 N 220194541 HYBRID-2-6 1 Ameriquest 1 N 220194551 HYBRID-2-6 2 Ameriquest 1 N 220194552 HYBRID-2-6 1 Ameriquest 1 N 220194558 HYBRID-3-6 2 Ameriquest 1 N 220194565 HYBRID-2-6 1 Ameriquest 1 N 220194571 FIXED-30 2 Ameriquest 1 N 220194583 HYBRID-3-6 1 Ameriquest 1 N 220194587 HYBRID-2-6 2 Ameriquest 1 N 220194591 HYBRID-2-6 1 Ameriquest 1 N 220194592 HYBRID-3-6 1 Ameriquest 1 N 220194594 HYBRID-2-6 2 Ameriquest 1 N 220194597 HYBRID-3-6 1 Ameriquest 1 N 220194600 HYBRID-2-6 1 Ameriquest 1 N 220194602 HYBRID-2-6 1 Ameriquest 1 N 220194606 HYBRID-2-6 1 Ameriquest 1 N 220194608 HYBRID-2-6 2 Ameriquest 1 N 220194610 HYBRID-2-6 1 Ameriquest 1 N 220194611 HYBRID-3-6 1 Ameriquest 1 N 220194613 HYBRID-2-6 1 Ameriquest 1 N 220194616 HYBRID-2-6 1 Ameriquest 1 N 220194617 HYBRID-3-6 2 Ameriquest 1 N 220194628 HYBRID-3-6 1 Ameriquest 1 N 220194634 HYBRID-2-6 2 Ameriquest 1 N 220194635 HYBRID-3-6 1 Ameriquest 1 N 220194639 HYBRID-2-6 2 Ameriquest 1 N 220194645 HYBRID-2-6 2 Ameriquest 1 N 220194650 HYBRID-2-6 2 Ameriquest 1 N 220194665 HYBRID-2-6 2 Ameriquest 1 N 220194679 HYBRID-3-6 1 Ameriquest 1 N 220194681 HYBRID-2-6 1 Ameriquest 1 N 220194683 HYBRID-3-6 1 Ameriquest 1 N 220194684 HYBRID-2-6 1 Ameriquest 1 N 220194693 HYBRID-2-6 1 Ameriquest 1 N 220194699 HYBRID-3-6 2 Ameriquest 1 N 220194702 HYBRID-2-6 2 Ameriquest 1 N 220194704 HYBRID-2-6 1 Ameriquest 1 N 220194707 HYBRID-3-6 1 Ameriquest 1 N 220194716 HYBRID-3-6 1 Ameriquest 1 N 220194723 HYBRID-2-6 1 Ameriquest 1 N 220194725 HYBRID-2-6 2 Ameriquest 1 N 220194733 HYBRID-2-6 1 Ameriquest 1 N 220194756 HYBRID-2-6 2 Ameriquest 1 N 220194758 HYBRID-2-6 1 Ameriquest 1 N 220194765 HYBRID-2-6 2 Ameriquest 1 N 220194770 HYBRID-2-6 2 Ameriquest 1 N 220194772 HYBRID-3-6 1 Ameriquest 1 N 220194779 HYBRID-2-6 1 Ameriquest 1 N 220194787 HYBRID-2-6 1 Ameriquest 1 N 220197794 HYBRID-3-6 2 Mortgage It 1 N 220197811 HYBRID-2-6 1 Mortgage It 1 N 220197812 HYBRID-2-6 1 Mortgage It 1 N 220197816 HYBRID-2-6 2 Mortgage It 1 N 220197817 HYBRID-2-6 1 Mortgage It 1 N 220197822 HYBRID-2-6 1 Mortgage It 1 N 220197826 HYBRID-2-6 1 Mortgage It 1 N 220197836 HYBRID-2-6 1 Mortgage It 1 N 220197843 HYBRID-2-6 2 Mortgage It 1 N 220197845 HYBRID-2-6 2 Mortgage It 1 N 220197854 HYBRID-2-6 2 Mortgage It 1 N 220197857 HYBRID-2-6 1 Mortgage It 1 N 220197860 HYBRID-2-6 1 Mortgage It 1 N 220197869 HYBRID-2-6 1 Mortgage It 1 N 220197962 HYBRID-3-6 2 Mortgage It 1 N 220197969 HYBRID-3-6 2 Mortgage It 1 N 220197972 HYBRID-3-6 1 Mortgage It 1 N 220197973 HYBRID-3-6 1 Mortgage It 1 N 220198150 HYBRID-3-6 2 Mortgage It 1 N 220198161 HYBRID-2-6 2 Mortgage It 1 N 220198165 HYBRID-2-6 2 Mortgage It 1 N 220198178 HYBRID-2-6 1 Mortgage It 1 N 220198181 HYBRID-2-6 2 Mortgage It 1 Y 220198185 HYBRID-2-6 2 Mortgage It 1 N 220198208 HYBRID-2-6 2 Mortgage It 1 N 220198212 HYBRID-2-6 1 Mortgage It 1 N 220198213 HYBRID-2-6 1 Mortgage It 1 N 220198219 6 MONTH LIBOR 2 Mortgage It 1 N 220198262 HYBRID-2-6 1 Mortgage It 1 N 220198279 HYBRID-2-6 1 Mortgage It 1 N 220198282 HYBRID-2-6 1 Mortgage It 1 N 220198290 HYBRID-2-6 1 Mortgage It 1 N 220198300 HYBRID-2-6 2 Mortgage It 1 N 220198318 HYBRID-2-6 2 Mortgage It 1 Y 220198319 HYBRID-2-6 2 Mortgage It 1 N 220198323 HYBRID-2-6 2 Mortgage It 1 N 220198330 HYBRID-2-6 2 Mortgage It 1 N 220198333 HYBRID-2-6 2 Mortgage It 1 N 220198335 HYBRID-2-6 2 Mortgage It 1 N 220198339 HYBRID-2-6 2 Mortgage It 1 N 220198346 HYBRID-2-6 2 Mortgage It 1 N 220198374 FIX 30/15 BALLOON 2 Mortgage It 2 N 220198448 FIX 30/15 BALLOON 1 Mortgage It 2 N 220198499 HYBRID-3-6 1 Mortgage It 1 N 220198505 HYBRID-3-6 2 Mortgage It 1 N 220198531 FIXED-30 1 Mortgage It 1 N 220198541 FIXED-30 1 Mortgage It 1 N 220198546 FIXED-30 2 Mortgage It 1 N 220198548 HYBRID-3-6 1 Mortgage It 1 N 220198549 HYBRID-3-6 1 Mortgage It 1 N 220198552 FIX 40/30 BALLOON 1 Mortgage It 1 N 220199372 HYBRID-2-6 1 Mortgage It 1 N 220199374 HYBRID-1-6 1 Mortgage It 1 N 220199383 HYBRID-2-6 2 Mortgage It 1 N 220199392 HYBRID-2-6 1 Mortgage It 1 N 220199397 HYBRID-2-6 2 Mortgage It 1 N 220199430 HYBRID-3-6 1 Mortgage It 1 N 220199434 FIXED-30 2 Mortgage It 1 N 220192544 HYBRID-2-6 2 Ameriquest 1 N 220192840 HYBRID-2-6 2 Ameriquest 1 N 220193018 HYBRID-2-6 1 Ameriquest 1 N 220193921 HYBRID-3-6 2 Ameriquest 1 N 220194195 HYBRID-2-6 1 Ameriquest 1 N 220194727 HYBRID-3-6 2 Ameriquest 1 N 220194774 HYBRID-2-6 1 Ameriquest 1 N 220199386 HYBRID-2-6 1 Mortgage It 1 N 220191529 HYBRID-2-6 1 Ameriquest 1 N 220191612 HYBRID-2-6 1 Ameriquest 1 N 220192094 HYBRID-2-6 1 Ameriquest 1 N 220191512 HYBRID-2-6 2 Ameriquest 1 N 220192983 HYBRID-2-6 1 Ameriquest 1 N 220191249 HYBRID-2-6 1 Ameriquest 1 N 220191324 HYBRID-3-6 2 Ameriquest 1 N 220192765 HYBRID-2-6 2 Ameriquest 1 N 220192942 HYBRID-2-6 1 Ameriquest 1 N 220190873 HYBRID-2-6 1 Ameriquest 1 N 220198530 FIXED-30 1 Mortgage It 1 N 220198522 HYBRID-3-6 1 Mortgage It 1 N 220194222 HYBRID-3-6 2 Ameriquest 1 N 220191040 FIXED-30 2 Ameriquest 1 N 220193059 HYBRID-3-6 1 Ameriquest 1 N 220191576 HYBRID-3-6 1 Ameriquest 1 N 220193555 HYBRID-2-6 2 Ameriquest 1 N 220194129 HYBRID-2-6 2 Ameriquest 1 N 220190808 HYBRID-2-6 1 Ameriquest 1 N 220194601 HYBRID-2-6 2 Ameriquest 1 N 220198166 HYBRID-2-6 1 Mortgage It 1 N 220192516 HYBRID-2-6 2 Ameriquest 1 N 220194568 HYBRID-3-6 1 Ameriquest 1 N 220191078 HYBRID-2-6 2 Ameriquest 1 N 220191856 FIXED-30 1 Ameriquest 1 N 220190910 HYBRID-2-6 2 Ameriquest 1 N 220192696 HYBRID-2-6 2 Ameriquest 1 N 220193446 HYBRID-2-6 2 Ameriquest 1 N 220194296 HYBRID-2-6 1 Ameriquest 1 N 220194091 HYBRID-2-6 1 Ameriquest 1 N 220190626 HYBRID-2-6 1 Ameriquest 1 N 220190688 FIXED-30 1 Ameriquest 1 N 220190834 HYBRID-3-6 1 Ameriquest 1 N 220191093 HYBRID-3-6 1 Ameriquest 1 N 220192088 HYBRID-2-6 1 Ameriquest 1 N 220190760 HYBRID-2-6 1 Ameriquest 1 N 220191023 HYBRID-3-6 1 Ameriquest 1 N 220191313 FIXED-30 1 Ameriquest 1 N 220192059 FIXED-30 1 Ameriquest 1 N 220198332 HYBRID-2-6 2 Mortgage It 1 N 220192687 HYBRID-2-6 1 Ameriquest 1 N 220190979 HYBRID-2-6 1 Ameriquest 1 N 220199389 HYBRID-2-6 2 Mortgage It 1 N 220194394 HYBRID-3-6 1 Ameriquest 1 N 220193143 HYBRID-2-6 1 Ameriquest 1 N 220192858 HYBRID-2-6 1 Ameriquest 1 N 220191240 HYBRID-2-6 1 Ameriquest 1 N 220191496 HYBRID-2-6 2 Ameriquest 1 N 220198533 FIXED-30 2 Mortgage It 1 N 220193286 HYBRID-3-6 2 Ameriquest 1 N 220190761 FIXED-30 1 Ameriquest 1 N 220190666 HYBRID-3-6 2 Ameriquest 1 N 220192140 HYBRID-3-6 2 Ameriquest 1 Y 220192593 HYBRID-2-6 2 Ameriquest 1 N 220194624 FIXED-30 1 Ameriquest 1 Y 220191178 HYBRID-2-6 1 Ameriquest 1 N 220194187 HYBRID-2-6 1 Ameriquest 1 N 220192529 HYBRID-2-6 2 Ameriquest 1 N 220191646 FIXED-30 1 Ameriquest 1 N 220190902 HYBRID-3-6 1 Ameriquest 1 N 220192339 HYBRID-2-6 2 Ameriquest 1 N 220190555 HYBRID-2-6 2 Ameriquest 1 N 220190971 HYBRID-2-6 2 Ameriquest 1 N 220193480 HYBRID-2-6 1 Ameriquest 1 N 220192805 HYBRID-2-6 2 Ameriquest 1 N 220192377 HYBRID-3-6 2 Ameriquest 1 N 220193411 HYBRID-2-6 1 Ameriquest 1 N 220193304 HYBRID-3-6 1 Ameriquest 1 N 220191547 HYBRID-2-6 1 Ameriquest 1 N 220191655 HYBRID-3-6 1 Ameriquest 1 N 220194636 HYBRID-3-6 1 Ameriquest 1 N 220198298 HYBRID-2-6 2 Mortgage It 1 N 220192507 HYBRID-3-6 2 Ameriquest 1 Y 220192200 HYBRID-3-6 2 Ameriquest 1 N 220192770 HYBRID-2-6 1 Ameriquest 1 N 220194614 HYBRID-2-6 1 Ameriquest 1 N 220192070 HYBRID-3-6 1 Ameriquest 1 N 220191495 HYBRID-2-6 2 Ameriquest 1 N 220192390 HYBRID-3-6 2 Ameriquest 1 N 220191436 HYBRID-2-6 2 Ameriquest 1 N 220191731 FIXED-30 1 Ameriquest 1 N 220191013 HYBRID-2-6 1 Ameriquest 1 N 220192162 HYBRID-2-6 2 Ameriquest 1 N 220190991 HYBRID-2-6 1 Ameriquest 1 N 220190762 HYBRID-3-6 1 Ameriquest 1 N 220192271 FIXED-30 2 Ameriquest 1 N 220192139 HYBRID-2-6 1 Ameriquest 1 N 220192079 HYBRID-2-6 1 Ameriquest 1 N 220193913 FIXED-15 1 Ameriquest 1 N 220193597 HYBRID-2-6 2 Ameriquest 1 N 220191913 HYBRID-2-6 1 Ameriquest 1 N 220192060 FIXED-30 1 Ameriquest 1 N 220194422 HYBRID-3-6 2 Ameriquest 1 N 220194308 HYBRID-3-6 1 Ameriquest 1 N 220191459 HYBRID-2-6 1 Ameriquest 1 N 220192489 HYBRID-2-6 1 Ameriquest 1 N 220191524 HYBRID-3-6 1 Ameriquest 1 N 220191063 HYBRID-3-6 1 Ameriquest 1 N 220190874 HYBRID-2-6 2 Ameriquest 1 N 220198268 HYBRID-2-6 2 Mortgage It 1 N 220191043 HYBRID-3-6 1 Ameriquest 1 N 220194288 HYBRID-2-6 1 Ameriquest 1 N 220193091 HYBRID-3-6 2 Ameriquest 1 N 220191091 HYBRID-2-6 1 Ameriquest 1 N 220192409 HYBRID-2-6 2 Ameriquest 1 N 220191770 HYBRID-2-6 1 Ameriquest 1 N 220194781 HYBRID-2-6 2 Ameriquest 1 N 220191289 HYBRID-2-6 2 Ameriquest 1 N 220190586 HYBRID-2-6 2 Ameriquest 1 N 220190849 HYBRID-2-6 1 Ameriquest 1 N 220192555 HYBRID-2-6 1 Ameriquest 1 N 220192240 FIXED-30 2 Ameriquest 1 N 220194279 HYBRID-3-6 2 Ameriquest 1 N 220194218 HYBRID-3-6 1 Ameriquest 1 N 220192272 HYBRID-2-6 1 Ameriquest 1 N 220192136 FIXED-30 1 Ameriquest 1 N 220194736 HYBRID-2-6 2 Ameriquest 1 N 220192318 FIXED-15 1 Ameriquest 1 N 220191223 FIXED-30 1 Ameriquest 1 N 220198347 HYBRID-2-6 2 Mortgage It 1 N 220191516 HYBRID-2-6 1 Ameriquest 1 N 220193780 HYBRID-3-6 1 Ameriquest 1 N 220192119 FIXED-30 2 Ameriquest 1 N 220191145 HYBRID-2-6 1 Ameriquest 1 N 220190729 HYBRID-2-6 1 Ameriquest 1 N 220190554 HYBRID-3-6 1 Ameriquest 1 N 220190571 HYBRID-3-6 1 Ameriquest 1 N 220190573 HYBRID-2-6 1 Ameriquest 1 N 220190574 HYBRID-2-6 1 Ameriquest 1 N 220190575 FIXED-30 1 Ameriquest 1 N 220190583 HYBRID-2-6 1 Ameriquest 1 N 220190607 HYBRID-2-6 1 Ameriquest 1 N 220190615 HYBRID-2-6 1 Ameriquest 1 N 220190616 HYBRID-2-6 1 Ameriquest 1 N 220190632 HYBRID-3-6 2 Ameriquest 1 N 220190635 FIXED-30 1 Ameriquest 1 N 220190640 HYBRID-2-6 2 Ameriquest 1 N 220190642 HYBRID-3-6 2 Ameriquest 1 N 220190652 HYBRID-3-6 2 Ameriquest 1 N 220190657 HYBRID-2-6 1 Ameriquest 1 N 220190663 FIXED-30 1 Ameriquest 1 N 220190678 HYBRID-3-6 1 Ameriquest 1 N 220190713 FIXED-30 1 Ameriquest 1 N 220190750 HYBRID-3-6 1 Ameriquest 1 N 220190785 FIXED-30 1 Ameriquest 1 N 220190786 HYBRID-3-6 2 Ameriquest 1 N 220190823 HYBRID-2-6 1 Ameriquest 1 N 220190842 HYBRID-2-6 1 Ameriquest 1 N 220190848 FIXED-30 1 Ameriquest 1 N 220190852 FIXED-15 1 Ameriquest 1 N 220190855 HYBRID-2-6 1 Ameriquest 1 N 220190916 HYBRID-3-6 1 Ameriquest 1 N 220190940 HYBRID-2-6 1 Ameriquest 1 N 220191026 HYBRID-3-6 2 Ameriquest 1 N 220191106 HYBRID-3-6 1 Ameriquest 1 N 220191118 HYBRID-2-6 2 Ameriquest 1 N 220191137 HYBRID-2-6 1 Ameriquest 1 N 220191138 FIXED-30 1 Ameriquest 1 N 220191147 HYBRID-2-6 2 Ameriquest 1 N 220191148 HYBRID-2-6 1 Ameriquest 1 N 220191150 HYBRID-2-6 1 Ameriquest 1 N 220191177 HYBRID-2-6 2 Ameriquest 1 N 220191180 HYBRID-2-6 1 Ameriquest 1 N 220191206 HYBRID-2-6 1 Ameriquest 1 N 220191212 HYBRID-2-6 1 Ameriquest 1 N 220191225 HYBRID-2-6 2 Ameriquest 1 N 220191246 HYBRID-2-6 1 Ameriquest 1 N 220191247 HYBRID-2-6 1 Ameriquest 1 N 220191255 HYBRID-2-6 1 Ameriquest 1 N 220191317 HYBRID-2-6 1 Ameriquest 1 N 220191326 HYBRID-2-6 1 Ameriquest 1 N 220191328 HYBRID-3-6 1 Ameriquest 1 N 220191339 HYBRID-2-6 1 Ameriquest 1 N 220191346 FIXED-30 1 Ameriquest 1 N 220191350 HYBRID-2-6 1 Ameriquest 1 N 220191362 HYBRID-2-6 1 Ameriquest 1 N 220191411 FIXED-30 2 Ameriquest 1 N 220191463 HYBRID-2-6 1 Ameriquest 1 N 220191478 HYBRID-2-6 1 Ameriquest 1 N 220191486 FIXED-30 1 Ameriquest 1 N 220191491 HYBRID-2-6 1 Ameriquest 1 N 220191538 HYBRID-3-6 2 Ameriquest 1 N 220191543 HYBRID-3-6 2 Ameriquest 1 N 220191580 FIXED-30 2 Ameriquest 1 N 220191614 HYBRID-3-6 1 Ameriquest 1 N 220191621 HYBRID-2-6 1 Ameriquest 1 N 220191670 HYBRID-2-6 1 Ameriquest 1 N 220191675 HYBRID-2-6 2 Ameriquest 1 N 220191689 FIXED-30 2 Ameriquest 1 N 220191693 FIXED-30 1 Ameriquest 1 N 220191695 HYBRID-2-6 2 Ameriquest 1 N 220191696 HYBRID-2-6 1 Ameriquest 1 N 220191705 HYBRID-2-6 1 Ameriquest 1 N 220191727 HYBRID-2-6 2 Ameriquest 1 N 220191733 HYBRID-2-6 1 Ameriquest 1 N 220191741 HYBRID-2-6 1 Ameriquest 1 N 220191745 HYBRID-2-6 2 Ameriquest 1 N 220191753 HYBRID-3-6 2 Ameriquest 1 N 220191764 HYBRID-2-6 1 Ameriquest 1 N 220191768 HYBRID-2-6 2 Ameriquest 1 N 220191778 FIXED-30 1 Ameriquest 1 N 220191793 HYBRID-3-6 1 Ameriquest 1 N 220191820 HYBRID-2-6 1 Ameriquest 1 N 220191837 HYBRID-2-6 1 Ameriquest 1 N 220191843 HYBRID-2-6 1 Ameriquest 1 N 220191853 HYBRID-2-6 1 Ameriquest 1 N 220191859 FIXED-30 1 Ameriquest 1 N 220191888 HYBRID-2-6 1 Ameriquest 1 N 220191922 HYBRID-2-6 2 Ameriquest 1 N 220191923 HYBRID-2-6 1 Ameriquest 1 N 220191931 HYBRID-2-6 1 Ameriquest 1 N 220191934 HYBRID-2-6 1 Ameriquest 1 N 220191988 HYBRID-3-6 2 Ameriquest 1 N 220191996 HYBRID-2-6 1 Ameriquest 1 N 220191998 HYBRID-2-6 1 Ameriquest 1 N 220192008 FIXED-30 1 Ameriquest 1 N 220192029 HYBRID-3-6 1 Ameriquest 1 N 220192045 FIXED-30 1 Ameriquest 1 N 220192053 HYBRID-3-6 1 Ameriquest 1 N 220192056 HYBRID-2-6 2 Ameriquest 1 N 220192095 HYBRID-3-6 1 Ameriquest 1 N 220192108 HYBRID-3-6 1 Ameriquest 1 N 220192123 HYBRID-3-6 1 Ameriquest 1 N 220192129 HYBRID-2-6 2 Ameriquest 1 N 220192137 HYBRID-2-6 1 Ameriquest 1 N 220192142 HYBRID-3-6 2 Ameriquest 1 N 220192147 HYBRID-3-6 2 Ameriquest 1 N 220192197 FIXED-30 1 Ameriquest 1 N 220192217 HYBRID-2-6 1 Ameriquest 1 N 220192265 FIXED-30 2 Ameriquest 1 N 220192269 HYBRID-2-6 1 Ameriquest 1 N 220192284 FIXED-30 1 Ameriquest 1 N 220192309 HYBRID-2-6 1 Ameriquest 1 N 220192311 FIXED-30 1 Ameriquest 1 N 220192353 HYBRID-2-6 2 Ameriquest 1 N 220192359 HYBRID-2-6 2 Ameriquest 1 N 220192405 HYBRID-2-6 1 Ameriquest 1 N 220192406 FIXED-30 2 Ameriquest 1 N 220192410 HYBRID-3-6 1 Ameriquest 1 N 220192423 HYBRID-2-6 2 Ameriquest 1 N 220192426 FIXED-30 1 Ameriquest 1 N 220192453 HYBRID-2-6 1 Ameriquest 1 N 220192492 HYBRID-2-6 1 Ameriquest 1 N 220192560 FIXED-30 2 Ameriquest 1 N 220192561 HYBRID-3-6 1 Ameriquest 1 N 220192568 HYBRID-2-6 1 Ameriquest 1 N 220192584 HYBRID-2-6 1 Ameriquest 1 N 220192596 HYBRID-2-6 2 Ameriquest 1 N 220192627 FIXED-30 1 Ameriquest 1 N 220192643 HYBRID-3-6 2 Ameriquest 1 N 220192660 HYBRID-2-6 1 Ameriquest 1 N 220192679 HYBRID-3-6 1 Ameriquest 1 N 220192705 HYBRID-3-6 1 Ameriquest 1 N 220192728 HYBRID-2-6 2 Ameriquest 1 N 220192732 HYBRID-2-6 1 Ameriquest 1 N 220192782 FIXED-30 1 Ameriquest 1 N 220192791 HYBRID-2-6 1 Ameriquest 1 N 220192799 HYBRID-2-6 1 Ameriquest 1 N 220192834 HYBRID-2-6 1 Ameriquest 1 N 220192860 FIXED-30 2 Ameriquest 1 N 220192869 HYBRID-2-6 1 Ameriquest 1 N 220192870 HYBRID-2-6 1 Ameriquest 1 N 220192874 FIXED-30 2 Ameriquest 1 N 220192879 HYBRID-2-6 1 Ameriquest 1 N 220192901 FIXED-30 2 Ameriquest 1 N 220192911 HYBRID-2-6 1 Ameriquest 1 N 220192924 HYBRID-2-6 1 Ameriquest 1 N 220192928 HYBRID-2-6 1 Ameriquest 1 N 220192943 HYBRID-3-6 1 Ameriquest 1 N 220192987 HYBRID-2-6 1 Ameriquest 1 N 220192999 HYBRID-2-6 1 Ameriquest 1 N 220193003 HYBRID-2-6 2 Ameriquest 1 N 220193014 HYBRID-2-6 1 Ameriquest 1 N 220193019 HYBRID-2-6 2 Ameriquest 1 N 220193033 HYBRID-2-6 1 Ameriquest 1 N 220193084 HYBRID-2-6 1 Ameriquest 1 N 220193086 HYBRID-2-6 1 Ameriquest 1 N 220193092 HYBRID-2-6 2 Ameriquest 1 N 220193093 HYBRID-2-6 1 Ameriquest 1 N 220193109 HYBRID-2-6 1 Ameriquest 1 N 220193112 HYBRID-3-6 1 Ameriquest 1 N 220193146 HYBRID-2-6 1 Ameriquest 1 N 220193151 HYBRID-3-6 1 Ameriquest 1 N 220193160 HYBRID-2-6 1 Ameriquest 1 N 220193179 HYBRID-2-6 1 Ameriquest 1 N 220193185 HYBRID-2-6 2 Ameriquest 1 N 220193212 HYBRID-2-6 1 Ameriquest 1 N 220193218 HYBRID-2-6 1 Ameriquest 1 N 220193271 HYBRID-2-6 1 Ameriquest 1 N 220193284 HYBRID-2-6 2 Ameriquest 1 N 220193339 HYBRID-3-6 1 Ameriquest 1 N 220193344 HYBRID-3-6 1 Ameriquest 1 N 220193355 HYBRID-3-6 2 Ameriquest 1 N 220193359 HYBRID-2-6 1 Ameriquest 1 N 220193367 HYBRID-2-6 2 Ameriquest 1 N 220193369 HYBRID-3-6 1 Ameriquest 1 N 220193384 HYBRID-3-6 1 Ameriquest 1 N 220193442 HYBRID-3-6 1 Ameriquest 1 N 220193443 HYBRID-3-6 2 Ameriquest 1 N 220193488 HYBRID-2-6 2 Ameriquest 1 N 220193500 HYBRID-2-6 2 Ameriquest 1 N 220193522 HYBRID-3-6 2 Ameriquest 1 N 220193545 HYBRID-2-6 2 Ameriquest 1 N 220193547 HYBRID-2-6 1 Ameriquest 1 N 220193554 HYBRID-2-6 1 Ameriquest 1 N 220193557 HYBRID-2-6 1 Ameriquest 1 N 220193564 HYBRID-3-6 1 Ameriquest 1 N 220193565 HYBRID-2-6 1 Ameriquest 1 N 220193660 HYBRID-2-6 1 Ameriquest 1 N 220193689 HYBRID-2-6 2 Ameriquest 1 N 220193695 HYBRID-3-6 2 Ameriquest 1 N 220193728 FIXED-30 1 Ameriquest 1 N 220193730 HYBRID-2-6 1 Ameriquest 1 N 220193736 HYBRID-3-6 2 Ameriquest 1 N 220193759 FIXED-30 2 Ameriquest 1 N 220193773 HYBRID-3-6 2 Ameriquest 1 N 220193778 HYBRID-2-6 1 Ameriquest 1 N 220193809 HYBRID-2-6 1 Ameriquest 1 N 220193813 HYBRID-2-6 2 Ameriquest 1 N 220193842 HYBRID-3-6 1 Ameriquest 1 N 220193853 HYBRID-2-6 2 Ameriquest 1 N 220193856 FIXED-30 2 Ameriquest 1 N 220193877 HYBRID-3-6 1 Ameriquest 1 N 220193894 HYBRID-2-6 2 Ameriquest 1 N 220193947 HYBRID-2-6 1 Ameriquest 1 N 220193973 HYBRID-3-6 2 Ameriquest 1 N 220193975 HYBRID-2-6 1 Ameriquest 1 N 220193993 HYBRID-2-6 1 Ameriquest 1 N 220194000 HYBRID-2-6 2 Ameriquest 1 N 220194047 HYBRID-2-6 1 Ameriquest 1 N 220194096 HYBRID-2-6 1 Ameriquest 1 N 220194124 HYBRID-2-6 1 Ameriquest 1 N 220194136 HYBRID-2-6 1 Ameriquest 1 N 220194142 HYBRID-2-6 1 Ameriquest 1 N 220194150 HYBRID-2-6 1 Ameriquest 1 N 220194161 HYBRID-2-6 1 Ameriquest 1 N 220194173 HYBRID-2-6 1 Ameriquest 1 N 220194202 HYBRID-3-6 2 Ameriquest 1 N 220194242 HYBRID-2-6 2 Ameriquest 1 N 220194263 HYBRID-2-6 2 Ameriquest 1 N 220194298 FIXED-30 2 Ameriquest 1 N 220194333 HYBRID-2-6 1 Ameriquest 1 N 220194339 HYBRID-2-6 2 Ameriquest 1 N 220194366 HYBRID-2-6 1 Ameriquest 1 N 220194374 HYBRID-2-6 2 Ameriquest 1 N 220194375 HYBRID-3-6 1 Ameriquest 1 N 220194401 HYBRID-2-6 1 Ameriquest 1 N 220194420 HYBRID-2-6 1 Ameriquest 1 N 220194455 HYBRID-2-6 1 Ameriquest 1 N 220194472 HYBRID-2-6 2 Ameriquest 1 N 220194482 HYBRID-3-6 1 Ameriquest 1 N 220194487 HYBRID-2-6 1 Ameriquest 1 N 220194524 HYBRID-2-6 1 Ameriquest 1 N 220194562 HYBRID-2-6 2 Ameriquest 1 N 220194564 HYBRID-2-6 1 Ameriquest 1 N 220194566 HYBRID-2-6 1 Ameriquest 1 N 220194577 HYBRID-2-6 1 Ameriquest 1 N 220194651 HYBRID-3-6 1 Ameriquest 1 N 220194654 HYBRID-2-6 2 Ameriquest 1 N 220194661 HYBRID-3-6 1 Ameriquest 1 N 220194668 HYBRID-2-6 1 Ameriquest 1 N 220194669 HYBRID-2-6 2 Ameriquest 1 N 220194671 HYBRID-2-6 2 Ameriquest 1 N 220194680 HYBRID-2-6 1 Ameriquest 1 N 220194688 HYBRID-2-6 2 Ameriquest 1 N 220194714 HYBRID-2-6 1 Ameriquest 1 N 220194730 HYBRID-3-6 2 Ameriquest 1 N 220197821 HYBRID-2-6 1 Mortgage It 1 N 220197828 HYBRID-2-6 2 Mortgage It 1 N 220197833 HYBRID-2-6 2 Mortgage It 1 N 220197835 HYBRID-2-6 1 Mortgage It 1 N 220197839 HYBRID-2-6 1 Mortgage It 1 N 220197856 HYBRID-2-6 2 Mortgage It 1 N 220197872 HYBRID-2-6 2 Mortgage It 1 N 220198159 HYBRID-2-6 1 Mortgage It 1 N 220198176 HYBRID-2-6 1 Mortgage It 1 N 220198187 HYBRID-2-6 2 Mortgage It 1 N 220198194 HYBRID-2-6 2 Mortgage It 1 N 220198198 HYBRID-2-6 1 Mortgage It 1 N 220198203 HYBRID-2-6 2 Mortgage It 1 N 220198207 HYBRID-2-6 2 Mortgage It 1 N 220198210 HYBRID-2-6 1 Mortgage It 1 N 220198211 HYBRID-2-6 1 Mortgage It 1 N 220198222 HYBRID-2-6 1 Mortgage It 1 N 220198273 HYBRID-2-6 2 Mortgage It 1 N 220198310 HYBRID-2-6 2 Mortgage It 1 N 220198320 HYBRID-2-6 2 Mortgage It 1 N 220198329 HYBRID-2-6 1 Mortgage It 1 N 220198340 HYBRID-2-6 2 Mortgage It 1 N 220198345 HYBRID-2-6 2 Mortgage It 1 N 220198502 HYBRID-3-6 2 Mortgage It 1 N 220199367 HYBRID-3-6 2 Mortgage It 1 N 220199382 HYBRID-2-6 1 Mortgage It 1 N 220199390 HYBRID-2-6 1 Mortgage It 1 N 220199426 HYBRID-3-6 2 Mortgage It 1 N 220190576 HYBRID-3-6 1 Ameriquest 1 N 220191224 HYBRID-2-6 2 Ameriquest 1 N 220194107 FIXED-30 2 Ameriquest 1 N 220191699 HYBRID-2-6 1 Ameriquest 1 N 220192178 HYBRID-2-6 1 Ameriquest 1 N 220192089 HYBRID-2-6 1 Ameriquest 1 N 220192138 HYBRID-2-6 2 Ameriquest 1 N 220190581 FIXED-30 2 Ameriquest 1 N 220192933 FIXED-30 1 Ameriquest 1 N 220194290 HYBRID-2-6 1 Ameriquest 1 N 220194721 HYBRID-3-6 1 Ameriquest 1 N 220194029 HYBRID-3-6 2 Ameriquest 1 N 220194027 HYBRID-3-6 2 Ameriquest 1 N 220190689 HYBRID-2-6 1 Ameriquest 1 N 220197832 HYBRID-1-6 2 Mortgage It 1 N 220191885 HYBRID-2-6 2 Ameriquest 1 N 220193337 HYBRID-2-6 1 Ameriquest 1 N 220190763 HYBRID-2-6 2 Ameriquest 1 N 220193490 HYBRID-3-6 1 Ameriquest 1 N 220194764 HYBRID-2-6 1 Ameriquest 1 N 220192303 HYBRID-3-6 2 Ameriquest 1 N 220191387 HYBRID-3-6 1 Ameriquest 1 N 220191563 HYBRID-2-6 2 Ameriquest 1 N 220191031 HYBRID-2-6 1 Ameriquest 1 N 220191840 HYBRID-3-6 1 Ameriquest 1 N 220192527 FIXED-30 1 Ameriquest 1 N 220190691 HYBRID-2-6 2 Ameriquest 1 N 220194319 HYBRID-2-6 2 Ameriquest 1 N 220191196 HYBRID-2-6 2 Ameriquest 1 N 220190654 HYBRID-3-6 1 Ameriquest 1 N 220198259 HYBRID-2-6 1 Mortgage It 1 N 220193302 FIXED-30 1 Ameriquest 1 N 220191902 HYBRID-2-6 1 Ameriquest 1 N 220191750 HYBRID-2-6 1 Ameriquest 1 N 220198503 HYBRID-3-6 1 Mortgage It 1 N 220192342 HYBRID-2-6 2 Ameriquest 1 N 220192632 HYBRID-3-6 1 Ameriquest 1 N 220191151 FIXED-30 1 Ameriquest 1 N 220191936 HYBRID-2-6 1 Ameriquest 1 N 220191332 HYBRID-2-6 2 Ameriquest 1 N 220193385 HYBRID-3-6 2 Ameriquest 1 N 220190857 HYBRID-3-6 1 Ameriquest 1 N 220191765 HYBRID-3-6 2 Ameriquest 1 N 220193293 HYBRID-2-6 1 Ameriquest 1 N 220194191 HYBRID-2-6 1 Ameriquest 1 N 220193198 HYBRID-3-6 1 Ameriquest 1 N 220191265 HYBRID-2-6 1 Ameriquest 1 N 220191788 HYBRID-2-6 1 Ameriquest 1 N 220197963 HYBRID-3-6 2 Mortgage It 1 N 220194593 HYBRID-3-6 2 Ameriquest 1 N 220190793 HYBRID-2-6 2 Ameriquest 1 N 220190660 HYBRID-3-6 1 Ameriquest 1 N 220193261 HYBRID-2-6 2 Ameriquest 1 N 220192111 HYBRID-2-6 2 Ameriquest 1 N 220192609 FIXED-30 1 Ameriquest 1 N 220193121 HYBRID-3-6 1 Ameriquest 1 N 220190572 FIXED-30 1 Ameriquest 1 N 220192232 HYBRID-2-6 1 Ameriquest 1 N 220198547 FIXED-30 2 Mortgage It 1 N 220191344 HYBRID-2-6 1 Ameriquest 1 N 220193517 FIXED-30 1 Ameriquest 1 N 220198309 HYBRID-2-6 2 Mortgage It 1 N 220192487 HYBRID-3-6 1 Ameriquest 1 N 220192959 HYBRID-2-6 2 Ameriquest 1 N 220190772 HYBRID-2-6 1 Ameriquest 1 N 220192419 FIXED-20 2 Ameriquest 1 N 220194055 HYBRID-2-6 1 Ameriquest 1 N 220192222 FIXED-30 2 Ameriquest 1 N 220198264 HYBRID-2-6 2 Mortgage It 1 N 220191900 HYBRID-2-6 2 Ameriquest 1 N 220194705 HYBRID-2-6 2 Ameriquest 1 N 220193918 HYBRID-2-6 2 Ameriquest 1 N 220193735 FIXED-15 1 Ameriquest 1 N 220191009 HYBRID-2-6 1 Ameriquest 1 N 220198271 HYBRID-2-6 2 Mortgage It 1 N 220190803 HYBRID-3-6 1 Ameriquest 1 N 220191335 HYBRID-2-6 2 Ameriquest 1 N 220192224 HYBRID-2-6 2 Ameriquest 1 N 220192386 HYBRID-2-6 1 Ameriquest 1 N 220193775 HYBRID-2-6 2 Ameriquest 1 N 220194059 HYBRID-2-6 1 Ameriquest 1 N 220193029 HYBRID-2-6 1 Ameriquest 1 N 220193748 HYBRID-2-6 2 Ameriquest 1 N 220191983 HYBRID-2-6 1 Ameriquest 1 N 220191949 HYBRID-3-6 2 Ameriquest 1 N 220192031 FIXED-30 1 Ameriquest 1 N 220191582 HYBRID-2-6 1 Ameriquest 1 N 220190806 HYBRID-2-6 1 Ameriquest 1 N 220197800 FIXED-15 1 Mortgage It 1 N 220192179 HYBRID-2-6 1 Ameriquest 1 N 220194069 HYBRID-3-6 1 Ameriquest 1 N 220199369 HYBRID-2-6 2 Mortgage It 1 N 220193974 HYBRID-3-6 1 Ameriquest 1 N 220190832 HYBRID-2-6 2 Ameriquest 1 N 220190800 HYBRID-3-6 2 Ameriquest 1 N 220194446 HYBRID-2-6 1 Ameriquest 1 N 220192257 HYBRID-2-6 1 Ameriquest 1 N 220198344 HYBRID-2-6 1 Mortgage It 1 N 220192001 HYBRID-2-6 2 Ameriquest 1 N 220190548 HYBRID-2-6 1 Ameriquest 1 N 220194550 HYBRID-2-6 1 Ameriquest 1 N 220192159 FIXED-30 1 Ameriquest 1 N 220198184 HYBRID-2-6 1 Mortgage It 1 N 220191795 HYBRID-3-6 1 Ameriquest 1 N 220191116 HYBRID-2-6 1 Ameriquest 1 Y 220194570 HYBRID-2-6 2 Ameriquest 1 N 220192427 HYBRID-2-6 2 Ameriquest 1 N 220191712 FIXED-30 1 Ameriquest 1 N 220191948 HYBRID-2-6 2 Ameriquest 1 N 220194553 FIXED-30 1 Ameriquest 1 N 220191858 HYBRID-3-6 1 Ameriquest 1 N 220194270 HYBRID-2-6 2 Ameriquest 1 N 220191059 FIXED-30 1 Ameriquest 1 N 220192806 FIXED-30 2 Ameriquest 1 N 220198249 HYBRID-2-6 1 Mortgage It 1 N 220193085 HYBRID-2-6 2 Ameriquest 1 N 220198537 FIXED-30 1 Mortgage It 1 N 220190728 HYBRID-2-6 1 Ameriquest 1 N 220190669 FIXED-30 1 Ameriquest 1 N 220192154 FIXED-30 2 Ameriquest 1 N 220191233 HYBRID-3-6 1 Ameriquest 1 N 220198500 HYBRID-3-6 1 Mortgage It 1 N 220193779 FIXED-15 1 Ameriquest 1 N 220191624 FIXED-30 1 Ameriquest 1 N 220190903 HYBRID-3-6 2 Ameriquest 1 N 220198183 HYBRID-2-6 2 Mortgage It 1 N 220192130 FIXED-30 1 Ameriquest 1 N 220198188 HYBRID-2-6 1 Mortgage It 1 N 220192026 HYBRID-2-6 1 Ameriquest 1 N 220191533 HYBRID-3-6 1 Ameriquest 1 N 220192392 HYBRID-2-6 1 Ameriquest 1 N 220192819 FIXED-30 1 Ameriquest 1 N 220190533 FIXED-30 2 Ameriquest 1 N 220191166 HYBRID-3-6 1 Ameriquest 1 N 220191702 HYBRID-2-6 1 Ameriquest 1 N 220192172 HYBRID-2-6 1 Ameriquest 1 N 220193422 FIXED-30 1 Ameriquest 1 N 220191174 HYBRID-2-6 1 Ameriquest 1 N 220192043 FIXED-30 1 Ameriquest 1 N 220192969 HYBRID-3-6 1 Ameriquest 1 N 220194106 HYBRID-2-6 2 Ameriquest 1 N 220192012 HYBRID-3-6 1 Ameriquest 1 N 220192471 HYBRID-3-6 1 Ameriquest 1 N 220192312 FIXED-30 1 Ameriquest 1 N 220193758 HYBRID-3-6 1 Ameriquest 1 N 220191828 HYBRID-2-6 1 Ameriquest 1 N 220193828 HYBRID-2-6 1 Ameriquest 1 N 220192144 FIXED-15 2 Ameriquest 1 N 220191921 HYBRID-2-6 2 Ameriquest 1 N 220190936 HYBRID-2-6 2 Ameriquest 1 N 220192290 HYBRID-2-6 1 Ameriquest 1 N 220193475 FIXED-30 1 Ameriquest 1 N 220193808 HYBRID-2-6 1 Ameriquest 1 N 220194735 HYBRID-2-6 1 Ameriquest 1 N 220198524 HYBRID-3-6 1 Mortgage It 1 N 220198163 HYBRID-2-6 1 Mortgage It 1 N 220193716 FIXED-30 1 Ameriquest 1 N 220192934 HYBRID-2-6 1 Ameriquest 1 N 220194101 HYBRID-3-6 1 Ameriquest 1 N 220190820 HYBRID-2-6 1 Ameriquest 1 N 220190526 FIXED-15 2 Ameriquest 1 N 220190532 HYBRID-2-6 1 Ameriquest 1 N 220190534 FIXED-30 2 Ameriquest 1 N 220190550 FIXED-30 2 Ameriquest 1 N 220190564 FIXED-30 1 Ameriquest 1 N 220190565 FIXED-30 1 Ameriquest 1 N 220190567 FIXED-30 1 Ameriquest 1 N 220190578 FIXED-30 2 Ameriquest 1 N 220190594 HYBRID-3-6 2 Ameriquest 1 N 220190597 HYBRID-2-6 1 Ameriquest 1 N 220190601 HYBRID-3-6 1 Ameriquest 1 N 220190602 HYBRID-2-6 1 Ameriquest 1 N 220190609 HYBRID-3-6 2 Ameriquest 1 N 220190617 FIXED-30 2 Ameriquest 1 N 220190637 HYBRID-2-6 1 Ameriquest 1 N 220190658 FIXED-30 1 Ameriquest 1 N 220190662 HYBRID-2-6 1 Ameriquest 1 N 220190665 HYBRID-3-6 1 Ameriquest 1 N 220190673 FIXED-30 1 Ameriquest 1 N 220190692 HYBRID-3-6 1 Ameriquest 1 N 220190699 FIXED-30 1 Ameriquest 1 N 220190700 HYBRID-2-6 1 Ameriquest 1 N 220190708 HYBRID-2-6 2 Ameriquest 1 N 220190711 HYBRID-2-6 1 Ameriquest 1 N 220190720 HYBRID-2-6 2 Ameriquest 1 N 220190723 FIXED-30 1 Ameriquest 1 N 220190734 HYBRID-2-6 1 Ameriquest 1 N 220190741 HYBRID-2-6 1 Ameriquest 1 N 220190769 HYBRID-2-6 1 Ameriquest 1 N 220190784 FIXED-30 1 Ameriquest 1 N 220190798 FIXED-30 1 Ameriquest 1 N 220190807 HYBRID-2-6 1 Ameriquest 1 N 220190814 HYBRID-2-6 1 Ameriquest 1 N 220190818 FIXED-30 1 Ameriquest 1 N 220190836 HYBRID-2-6 1 Ameriquest 1 N 220190839 FIXED-30 2 Ameriquest 1 N 220190840 FIXED-30 1 Ameriquest 1 N 220190853 HYBRID-2-6 2 Ameriquest 1 N 220190856 FIXED-30 1 Ameriquest 1 N 220190876 HYBRID-2-6 1 Ameriquest 1 N 220190878 FIXED-30 1 Ameriquest 1 N 220190885 HYBRID-2-6 2 Ameriquest 1 N 220190891 FIXED-30 1 Ameriquest 1 N 220190901 HYBRID-2-6 1 Ameriquest 1 N 220190909 HYBRID-2-6 2 Ameriquest 1 N 220190911 HYBRID-3-6 1 Ameriquest 1 N 220190914 FIXED-30 1 Ameriquest 1 N 220190918 HYBRID-3-6 1 Ameriquest 1 N 220190924 HYBRID-2-6 1 Ameriquest 1 N 220190929 HYBRID-2-6 1 Ameriquest 1 N 220190932 FIXED-30 1 Ameriquest 1 N 220190934 HYBRID-2-6 1 Ameriquest 1 N 220190948 FIXED-30 1 Ameriquest 1 N 220190953 FIXED-30 1 Ameriquest 1 N 220190963 HYBRID-2-6 1 Ameriquest 1 N 220190968 HYBRID-2-6 1 Ameriquest 1 N 220190975 FIXED-30 1 Ameriquest 1 N 220190980 FIXED-30 2 Ameriquest 1 N 220190995 HYBRID-2-6 1 Ameriquest 1 N 220190997 FIXED-30 2 Ameriquest 1 N 220191003 FIXED-30 1 Ameriquest 1 N 220191004 FIXED-30 2 Ameriquest 1 N 220191012 HYBRID-3-6 2 Ameriquest 1 N 220191017 HYBRID-2-6 1 Ameriquest 1 N 220191019 FIXED-30 1 Ameriquest 1 N 220191049 FIXED-30 1 Ameriquest 1 N 220191053 HYBRID-2-6 1 Ameriquest 1 N 220191054 HYBRID-3-6 1 Ameriquest 1 N 220191056 HYBRID-2-6 2 Ameriquest 1 N 220191061 HYBRID-2-6 1 Ameriquest 1 N 220191066 HYBRID-2-6 1 Ameriquest 1 N 220191073 HYBRID-2-6 1 Ameriquest 1 N 220191086 HYBRID-2-6 2 Ameriquest 1 N 220191107 FIXED-30 1 Ameriquest 1 N 220191121 FIXED-30 2 Ameriquest 1 N 220191124 FIXED-30 1 Ameriquest 1 N 220191143 HYBRID-2-6 2 Ameriquest 1 N 220191155 FIXED-20 1 Ameriquest 1 N 220191169 HYBRID-3-6 2 Ameriquest 1 N 220191184 FIXED-30 2 Ameriquest 1 N 220191186 HYBRID-2-6 1 Ameriquest 1 N 220191198 HYBRID-2-6 1 Ameriquest 1 N 220191204 FIXED-30 1 Ameriquest 1 N 220191205 HYBRID-2-6 1 Ameriquest 1 N 220191210 HYBRID-3-6 1 Ameriquest 1 N 220191213 FIXED-30 1 Ameriquest 1 N 220191216 FIXED-30 1 Ameriquest 1 N 220191221 FIXED-30 1 Ameriquest 1 N 220191230 FIXED-30 2 Ameriquest 1 N 220191237 HYBRID-2-6 1 Ameriquest 1 N 220191239 HYBRID-2-6 2 Ameriquest 1 N 220191242 HYBRID-2-6 2 Ameriquest 1 N 220191245 HYBRID-2-6 1 Ameriquest 1 N 220191252 HYBRID-3-6 1 Ameriquest 1 N 220191261 FIXED-30 1 Ameriquest 1 N 220191284 HYBRID-2-6 2 Ameriquest 1 N 220191293 HYBRID-3-6 2 Ameriquest 1 N 220191308 HYBRID-2-6 2 Ameriquest 1 N 220191309 HYBRID-2-6 2 Ameriquest 1 N 220191320 HYBRID-2-6 2 Ameriquest 1 N 220191327 FIXED-30 1 Ameriquest 1 N 220191345 FIXED-30 2 Ameriquest 1 N 220191367 HYBRID-2-6 1 Ameriquest 1 N 220191373 FIXED-30 2 Ameriquest 1 N 220191377 HYBRID-3-6 2 Ameriquest 1 N 220191396 HYBRID-2-6 2 Ameriquest 1 N 220191397 FIXED-15 1 Ameriquest 1 N 220191408 FIXED-30 1 Ameriquest 1 N 220191409 FIXED-30 1 Ameriquest 1 N 220191410 HYBRID-3-6 1 Ameriquest 1 N 220191413 FIXED-30 2 Ameriquest 1 N 220191425 HYBRID-3-6 1 Ameriquest 1 N 220191440 HYBRID-3-6 2 Ameriquest 1 N 220191444 HYBRID-3-6 2 Ameriquest 1 N 220191447 HYBRID-3-6 2 Ameriquest 1 N 220191449 HYBRID-3-6 1 Ameriquest 1 N 220191451 FIXED-30 1 Ameriquest 1 N 220191457 HYBRID-2-6 2 Ameriquest 1 N 220191474 HYBRID-2-6 2 Ameriquest 1 N 220191481 HYBRID-2-6 1 Ameriquest 1 N 220191499 HYBRID-2-6 1 Ameriquest 1 N 220191505 FIXED-30 1 Ameriquest 1 N 220191522 FIXED-30 2 Ameriquest 1 N 220191539 HYBRID-2-6 2 Ameriquest 1 N 220191541 HYBRID-3-6 1 Ameriquest 1 N 220191564 HYBRID-2-6 1 Ameriquest 1 N 220191571 HYBRID-2-6 2 Ameriquest 1 N 220191575 FIXED-30 2 Ameriquest 1 N 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N 220192505 HYBRID-2-6 2 Ameriquest 1 N 220192511 HYBRID-3-6 2 Ameriquest 1 N 220192519 HYBRID-2-6 2 Ameriquest 1 N 220192545 HYBRID-2-6 2 Ameriquest 1 N 220192546 FIXED-30 2 Ameriquest 1 N 220192547 HYBRID-3-6 1 Ameriquest 1 N 220192557 FIXED-30 2 Ameriquest 1 N 220192576 HYBRID-2-6 1 Ameriquest 1 N 220192579 HYBRID-2-6 1 Ameriquest 1 N 220192588 HYBRID-2-6 2 Ameriquest 1 N 220192599 FIXED-30 1 Ameriquest 1 N 220192612 HYBRID-3-6 1 Ameriquest 1 N 220192614 HYBRID-2-6 1 Ameriquest 1 N 220192622 HYBRID-2-6 1 Ameriquest 1 N 220192629 FIXED-30 1 Ameriquest 1 N 220192636 HYBRID-3-6 1 Ameriquest 1 N 220192642 HYBRID-2-6 1 Ameriquest 1 N 220192656 HYBRID-2-6 1 Ameriquest 1 N 220192657 HYBRID-2-6 1 Ameriquest 1 N 220192668 HYBRID-2-6 1 Ameriquest 1 N 220192678 HYBRID-3-6 1 Ameriquest 1 N 220192685 FIXED-30 1 Ameriquest 1 N 220192686 HYBRID-2-6 1 Ameriquest 1 N 220192692 HYBRID-3-6 2 Ameriquest 1 N 220192693 HYBRID-3-6 1 Ameriquest 1 N 220192715 HYBRID-3-6 1 Ameriquest 1 N 220192727 HYBRID-2-6 1 Ameriquest 1 N 220192730 FIXED-30 2 Ameriquest 1 N 220192744 HYBRID-2-6 1 Ameriquest 1 N 220192807 HYBRID-2-6 2 Ameriquest 1 N 220192830 HYBRID-2-6 1 Ameriquest 1 N 220192839 FIXED-30 1 Ameriquest 1 N 220192841 HYBRID-2-6 2 Ameriquest 1 N 220192842 HYBRID-2-6 1 Ameriquest 1 N 220192844 HYBRID-2-6 1 Ameriquest 1 N 220192864 FIXED-30 2 Ameriquest 1 N 220192866 FIXED-30 2 Ameriquest 1 N 220192867 FIXED-30 2 Ameriquest 1 N 220192868 HYBRID-2-6 1 Ameriquest 1 N 220192876 HYBRID-2-6 2 Ameriquest 1 N 220192878 FIXED-30 1 Ameriquest 1 N 220192889 HYBRID-2-6 2 Ameriquest 1 N 220192893 FIXED-30 2 Ameriquest 1 N 220192899 HYBRID-2-6 2 Ameriquest 1 N 220192900 FIXED-20 1 Ameriquest 1 N 220192904 HYBRID-3-6 2 Ameriquest 1 N 220192906 HYBRID-2-6 1 Ameriquest 1 N 220192925 FIXED-30 1 Ameriquest 1 N 220192947 FIXED-30 1 Ameriquest 1 N 220192950 HYBRID-2-6 2 Ameriquest 1 N 220192976 HYBRID-2-6 2 Ameriquest 1 N 220193000 HYBRID-2-6 1 Ameriquest 1 N 220193010 HYBRID-2-6 2 Ameriquest 1 N 220193023 HYBRID-2-6 1 Ameriquest 1 N 220193028 HYBRID-2-6 2 Ameriquest 1 N 220193031 HYBRID-3-6 1 Ameriquest 1 N 220193038 FIXED-30 1 Ameriquest 1 N 220193041 HYBRID-2-6 1 Ameriquest 1 N 220193053 HYBRID-2-6 1 Ameriquest 1 N 220193055 FIXED-30 1 Ameriquest 1 N 220193079 HYBRID-2-6 1 Ameriquest 1 N 220193088 HYBRID-3-6 2 Ameriquest 1 N 220193094 HYBRID-2-6 1 Ameriquest 1 N 220193103 HYBRID-2-6 1 Ameriquest 1 N 220193111 FIXED-30 1 Ameriquest 1 N 220193122 HYBRID-2-6 1 Ameriquest 1 N 220193125 HYBRID-2-6 1 Ameriquest 1 N 220193133 FIXED-30 1 Ameriquest 1 N 220193137 HYBRID-2-6 1 Ameriquest 1 N 220193141 HYBRID-2-6 2 Ameriquest 1 N 220193144 FIXED-30 2 Ameriquest 1 N 220193147 HYBRID-2-6 2 Ameriquest 1 N 220193162 FIXED-30 1 Ameriquest 1 N 220193181 HYBRID-2-6 1 Ameriquest 1 N 220193184 HYBRID-3-6 1 Ameriquest 1 N 220193199 HYBRID-2-6 1 Ameriquest 1 N 220193203 HYBRID-2-6 2 Ameriquest 1 N 220193205 HYBRID-2-6 2 Ameriquest 1 N 220193215 FIXED-30 1 Ameriquest 1 N 220193224 HYBRID-2-6 1 Ameriquest 1 N 220193237 HYBRID-3-6 2 Ameriquest 1 N 220193241 HYBRID-2-6 2 Ameriquest 1 N 220193246 HYBRID-2-6 1 Ameriquest 1 N 220193252 HYBRID-2-6 1 Ameriquest 1 N 220193258 HYBRID-2-6 1 Ameriquest 1 N 220193262 HYBRID-2-6 2 Ameriquest 1 N 220193263 HYBRID-2-6 1 Ameriquest 1 N 220193265 FIXED-30 1 Ameriquest 1 N 220193289 HYBRID-2-6 1 Ameriquest 1 N 220193290 FIXED-30 2 Ameriquest 1 N 220193295 FIXED-30 1 Ameriquest 1 N 220193306 HYBRID-3-6 1 Ameriquest 1 N 220193316 HYBRID-3-6 2 Ameriquest 1 N 220193321 FIXED-30 2 Ameriquest 1 N 220193333 HYBRID-2-6 1 Ameriquest 1 N 220193338 HYBRID-2-6 1 Ameriquest 1 N 220193356 HYBRID-3-6 1 Ameriquest 1 N 220193365 FIXED-30 1 Ameriquest 1 N 220193374 HYBRID-2-6 1 Ameriquest 1 N 220193379 HYBRID-2-6 1 Ameriquest 1 N 220193393 HYBRID-2-6 2 Ameriquest 1 N 220193404 HYBRID-2-6 1 Ameriquest 1 N 220193409 HYBRID-3-6 1 Ameriquest 1 N 220193419 HYBRID-2-6 2 Ameriquest 1 N 220193438 HYBRID-3-6 1 Ameriquest 1 N 220193439 HYBRID-3-6 2 Ameriquest 1 N 220193445 HYBRID-2-6 2 Ameriquest 1 N 220193451 HYBRID-2-6 1 Ameriquest 1 N 220193456 HYBRID-2-6 2 Ameriquest 1 N 220193457 FIXED-30 2 Ameriquest 1 N 220193469 FIXED-20 2 Ameriquest 1 N 220193485 HYBRID-2-6 2 Ameriquest 1 N 220193492 HYBRID-2-6 1 Ameriquest 1 N 220193496 HYBRID-2-6 2 Ameriquest 1 N 220193508 HYBRID-2-6 2 Ameriquest 1 N 220193520 FIXED-30 1 Ameriquest 1 N 220193526 HYBRID-2-6 1 Ameriquest 1 N 220193529 FIXED-30 2 Ameriquest 1 N 220193542 HYBRID-3-6 2 Ameriquest 1 N 220193551 HYBRID-2-6 1 Ameriquest 1 N 220193570 HYBRID-3-6 1 Ameriquest 1 N 220193575 HYBRID-2-6 1 Ameriquest 1 N 220193578 HYBRID-2-6 1 Ameriquest 1 N 220193599 HYBRID-2-6 1 Ameriquest 1 N 220193608 FIXED-30 2 Ameriquest 1 N 220193611 HYBRID-2-6 1 Ameriquest 1 N 220193627 HYBRID-2-6 1 Ameriquest 1 N 220193630 HYBRID-3-6 1 Ameriquest 1 N 220193643 HYBRID-3-6 1 Ameriquest 1 N 220193645 HYBRID-3-6 2 Ameriquest 1 N 220193665 FIXED-15 1 Ameriquest 1 N 220193674 HYBRID-2-6 1 Ameriquest 1 N 220193677 HYBRID-2-6 1 Ameriquest 1 N 220193680 HYBRID-2-6 2 Ameriquest 1 N 220193686 HYBRID-3-6 1 Ameriquest 1 N 220193700 HYBRID-3-6 1 Ameriquest 1 N 220193717 HYBRID-2-6 1 Ameriquest 1 N 220193750 HYBRID-2-6 1 Ameriquest 1 N 220193755 HYBRID-2-6 1 Ameriquest 1 N 220193756 FIXED-30 1 Ameriquest 1 N 220193770 HYBRID-2-6 1 Ameriquest 1 N 220193772 HYBRID-3-6 2 Ameriquest 1 N 220193787 HYBRID-2-6 1 Ameriquest 1 N 220193788 HYBRID-2-6 1 Ameriquest 1 N 220193790 HYBRID-3-6 2 Ameriquest 1 N 220193791 FIXED-30 2 Ameriquest 1 N 220193797 HYBRID-3-6 1 Ameriquest 1 N 220193799 HYBRID-2-6 1 Ameriquest 1 N 220193804 FIXED-30 1 Ameriquest 1 N 220193816 HYBRID-3-6 2 Ameriquest 1 N 220193833 HYBRID-2-6 1 Ameriquest 1 N 220193840 HYBRID-2-6 2 Ameriquest 1 N 220193846 HYBRID-2-6 1 Ameriquest 1 N 220193848 HYBRID-2-6 2 Ameriquest 1 N 220193859 HYBRID-2-6 2 Ameriquest 1 N 220193865 HYBRID-2-6 1 Ameriquest 1 N 220193873 HYBRID-2-6 1 Ameriquest 1 N 220193885 HYBRID-2-6 1 Ameriquest 1 N 220193890 HYBRID-2-6 1 Ameriquest 1 N 220193896 FIXED-30 2 Ameriquest 1 N 220193900 HYBRID-2-6 1 Ameriquest 1 N 220193901 HYBRID-2-6 1 Ameriquest 1 N 220193908 HYBRID-2-6 1 Ameriquest 1 N 220193911 HYBRID-2-6 2 Ameriquest 1 N 220193923 HYBRID-2-6 1 Ameriquest 1 N 220193927 HYBRID-2-6 1 Ameriquest 1 N 220193928 HYBRID-2-6 1 Ameriquest 1 N 220193933 HYBRID-2-6 2 Ameriquest 1 N 220193934 HYBRID-2-6 1 Ameriquest 1 N 220193946 HYBRID-2-6 1 Ameriquest 1 N 220193952 HYBRID-2-6 1 Ameriquest 1 N 220193955 HYBRID-3-6 1 Ameriquest 1 N 220193961 HYBRID-3-6 1 Ameriquest 1 N 220193992 FIXED-30 1 Ameriquest 1 N 220194003 HYBRID-2-6 1 Ameriquest 1 N 220194021 HYBRID-2-6 1 Ameriquest 1 N 220194038 HYBRID-2-6 2 Ameriquest 1 N 220194049 HYBRID-2-6 1 Ameriquest 1 N 220194051 HYBRID-2-6 1 Ameriquest 1 N 220194052 HYBRID-2-6 2 Ameriquest 1 N 220194063 HYBRID-2-6 1 Ameriquest 1 N 220194071 FIXED-30 1 Ameriquest 1 N 220194074 HYBRID-2-6 1 Ameriquest 1 N 220194081 FIXED-30 1 Ameriquest 1 N 220194083 HYBRID-3-6 1 Ameriquest 1 N 220194089 FIXED-15 2 Ameriquest 1 N 220194103 HYBRID-3-6 2 Ameriquest 1 N 220194108 HYBRID-2-6 1 Ameriquest 1 N 220194109 FIXED-30 1 Ameriquest 1 N 220194112 HYBRID-2-6 1 Ameriquest 1 N 220194120 HYBRID-2-6 1 Ameriquest 1 N 220194132 HYBRID-3-6 1 Ameriquest 1 N 220194140 FIXED-30 1 Ameriquest 1 N 220194141 HYBRID-2-6 1 Ameriquest 1 N 220194145 HYBRID-2-6 1 Ameriquest 1 N 220194147 HYBRID-3-6 2 Ameriquest 1 N 220194148 HYBRID-2-6 1 Ameriquest 1 N 220194164 HYBRID-3-6 2 Ameriquest 1 N 220194180 HYBRID-2-6 1 Ameriquest 1 N 220194182 HYBRID-2-6 1 Ameriquest 1 N 220194212 FIXED-30 1 Ameriquest 1 N 220194220 FIXED-30 2 Ameriquest 1 N 220194223 HYBRID-2-6 2 Ameriquest 1 N 220194233 HYBRID-2-6 1 Ameriquest 1 N 220194239 FIXED-30 2 Ameriquest 1 N 220194258 HYBRID-3-6 1 Ameriquest 1 N 220194267 FIXED-30 2 Ameriquest 1 N 220194275 HYBRID-2-6 1 Ameriquest 1 N 220194284 FIXED-30 2 Ameriquest 1 N 220194303 HYBRID-2-6 2 Ameriquest 1 N 220194305 FIXED-30 1 Ameriquest 1 N 220194311 FIXED-30 1 Ameriquest 1 N 220194322 HYBRID-2-6 2 Ameriquest 1 N 220194329 FIXED-30 2 Ameriquest 1 N 220194337 HYBRID-3-6 2 Ameriquest 1 N 220194372 HYBRID-2-6 1 Ameriquest 1 N 220194388 FIXED-30 2 Ameriquest 1 N 220194398 HYBRID-2-6 2 Ameriquest 1 N 220194400 FIXED-30 2 Ameriquest 1 N 220194408 FIXED-20 1 Ameriquest 1 N 220194410 HYBRID-2-6 1 Ameriquest 1 N 220194416 HYBRID-2-6 1 Ameriquest 1 N 220194432 HYBRID-2-6 1 Ameriquest 1 N 220194438 HYBRID-3-6 2 Ameriquest 1 N 220194461 HYBRID-2-6 1 Ameriquest 1 N 220194463 FIXED-30 2 Ameriquest 1 N 220194464 HYBRID-2-6 1 Ameriquest 1 N 220194479 HYBRID-3-6 2 Ameriquest 1 N 220194480 HYBRID-2-6 2 Ameriquest 1 N 220194490 HYBRID-3-6 1 Ameriquest 1 N 220194510 HYBRID-3-6 1 Ameriquest 1 N 220194511 FIXED-30 1 Ameriquest 1 N 220194534 HYBRID-2-6 2 Ameriquest 1 N 220194539 HYBRID-2-6 2 Ameriquest 1 N 220194567 HYBRID-2-6 1 Ameriquest 1 N 220194572 FIXED-30 2 Ameriquest 1 N 220194586 FIXED-30 1 Ameriquest 1 N 220194599 FIXED-30 1 Ameriquest 1 N 220194615 HYBRID-3-6 1 Ameriquest 1 N 220194630 FIXED-30 1 Ameriquest 1 N 220194708 FIXED-30 2 Ameriquest 1 N 220194711 FIXED-30 1 Ameriquest 1 N 220194718 FIXED-30 1 Ameriquest 1 N 220194732 HYBRID-2-6 2 Ameriquest 1 N 220194739 HYBRID-2-6 2 Ameriquest 1 N 220194744 HYBRID-3-6 1 Ameriquest 1 N 220194745 FIXED-30 1 Ameriquest 1 N 220194748 HYBRID-2-6 1 Ameriquest 1 N 220194760 HYBRID-2-6 2 Ameriquest 1 N 220194763 HYBRID-3-6 1 Ameriquest 1 N 220194766 HYBRID-2-6 1 Ameriquest 1 N 220194786 FIXED-30 1 Ameriquest 1 N 220197795 HYBRID-3-6 1 Mortgage It 1 N 220197813 HYBRID-2-6 2 Mortgage It 1 N 220197815 HYBRID-2-6 2 Mortgage It 1 N 220197825 HYBRID-2-6 1 Mortgage It 1 N 220197834 HYBRID-2-6 1 Mortgage It 1 N 220197840 HYBRID-2-6 2 Mortgage It 1 N 220197847 HYBRID-2-6 1 Mortgage It 1 N 220197853 HYBRID-2-6 2 Mortgage It 1 N 220197861 HYBRID-2-6 1 Mortgage It 1 N 220197864 HYBRID-2-6 1 Mortgage It 1 N 220197868 HYBRID-2-6 2 Mortgage It 1 N 220197961 HYBRID-3-6 2 Mortgage It 1 N 220197967 HYBRID-3-6 2 Mortgage It 1 N 220197976 FIXED-30 1 Mortgage It 1 N 220197978 FIXED-30 1 Mortgage It 1 N 220198038 HYBRID-2-6 1 Mortgage It 1 N 220198145 HYBRID-3-6 1 Mortgage It 1 N 220198158 HYBRID-2-6 1 Mortgage It 1 N 220198173 HYBRID-2-6 1 Mortgage It 1 N 220198180 HYBRID-2-6 1 Mortgage It 1 N 220198192 HYBRID-2-6 2 Mortgage It 1 N 220198226 HYBRID-2-6 1 Mortgage It 1 N 220198242 HYBRID-2-6 1 Mortgage It 1 N 220198253 HYBRID-2-6 2 Mortgage It 1 N 220198256 HYBRID-2-6 1 Mortgage It 1 N 220198274 HYBRID-2-6 2 Mortgage It 1 N 220198275 HYBRID-2-6 2 Mortgage It 1 N 220198315 HYBRID-2-6 1 Mortgage It 1 N 220198497 HYBRID-3-6 1 Mortgage It 1 N 220198501 HYBRID-3-6 2 Mortgage It 1 N 220198504 HYBRID-3-6 2 Mortgage It 1 N 220198527 FIXED-30 2 Mortgage It 1 N 220198529 FIXED-30 1 Mortgage It 1 N 220198542 FIXED-30 1 Mortgage It 1 N 220198658 HYBRID-3-6 1 Mortgage It 1 N 220198659 HYBRID-3-6 1 Mortgage It 1 N 220198660 FIXED-30 1 Mortgage It 1 N 220198661 FIXED-30 1 Mortgage It 1 N 220199370 HYBRID-2-6 1 Mortgage It 1 N 220199377 HYBRID-2-6 1 Mortgage It 1 N 220199388 HYBRID-2-6 2 Mortgage It 1 N 220199396 HYBRID-2-6 2 Mortgage It 1 N 220199425 HYBRID-3-6 1 Mortgage It 1 N 220199428 HYBRID-3-6 1 Mortgage It 1 N 220199431 FIXED-30 2 Mortgage It 1 N 220199448 HYBRID-2-6 2 Mortgage It 1 N 220193009 HYBRID-2-6 1 Ameriquest 1 N 220191123 FIXED-30 1 Ameriquest 1 N 220190645 HYBRID-3-6 1 Ameriquest 1 N 220192725 HYBRID-2-6 1 Ameriquest 1 N 220193559 HYBRID-2-6 1 Ameriquest 1 N 220194543 HYBRID-2-6 1 Ameriquest 1 N 220194092 HYBRID-3-6 2 Ameriquest 1 N 220193540 FIXED-30 1 Ameriquest 1 N 220190553 HYBRID-2-6 1 Ameriquest 1 N 220192356 FIXED-30 2 Ameriquest 1 N 220191717 FIXED-30 1 Ameriquest 1 N 220193640 FIXED-30 1 Ameriquest 1 N 220193550 HYBRID-3-6 2 Ameriquest 1 N 220194169 HYBRID-2-6 1 Ameriquest 1 N 220191527 FIXED-30 2 Ameriquest 1 N 220191386 FIXED-30 2 Ameriquest 1 N 220193098 HYBRID-2-6 2 Ameriquest 1 N 220192041 FIXED-30 1 Ameriquest 1 N 220192907 FIXED-30 2 Ameriquest 1 N 220191587 HYBRID-2-6 1 Ameriquest 1 N 220192503 HYBRID-2-6 1 Ameriquest 1 N 220193468 HYBRID-2-6 1 Ameriquest 1 N 220194428 HYBRID-2-6 1 Ameriquest 1 N 220193855 FIXED-30 2 Ameriquest 1 N 220194612 HYBRID-2-6 2 Ameriquest 1 N 220190579 FIXED-15 1 Ameriquest 1 N 220193930 FIXED-30 1 Ameriquest 1 N 220193464 FIXED-30 2 Ameriquest 1 N 220194768 FIXED-30 2 Ameriquest 1 N 220194215 HYBRID-3-6 1 Ameriquest 1 N 220192490 FIXED-30 2 Ameriquest 1 N 220192347 HYBRID-2-6 1 Ameriquest 1 N 220190611 FIXED-30 1 Ameriquest 1 N 220190942 HYBRID-2-6 2 Ameriquest 1 N 220194561 HYBRID-3-6 1 Ameriquest 1 N 220192006 FIXED-30 2 Ameriquest 1 N 220192710 HYBRID-2-6 2 Ameriquest 1 N 220191514 FIXED-30 1 Ameriquest 1 N 220191277 HYBRID-2-6 1 Ameriquest 1 N 220193511 HYBRID-2-6 2 Ameriquest 1 N 220191967 FIXED-30 2 Ameriquest 1 N 220194243 HYBRID-2-6 2 Ameriquest 1 N 220191000 FIXED-30 1 Ameriquest 1 N 220194048 HYBRID-3-6 2 Ameriquest 1 N 220194277 FIXED-30 2 Ameriquest 1 N 220194605 HYBRID-2-6 1 Ameriquest 1 N 220190941 HYBRID-3-6 1 Ameriquest 1 N 220193255 FIXED-15 1 Ameriquest 1 N 220192910 HYBRID-2-6 1 Ameriquest 1 N 220191470 HYBRID-2-6 1 Ameriquest 1 N 220192617 FIXED-15 1 Ameriquest 1 N 220190638 HYBRID-2-6 1 Ameriquest 1 N 220193157 FIXED-30 1 Ameriquest 1 N 220191951 HYBRID-2-6 1 Ameriquest 1 N 220192667 HYBRID-2-6 1 Ameriquest 1 N 220198040 FIXED-30 1 Mortgage It 1 N 220194641 FIXED-30 2 Ameriquest 1 N 220191755 HYBRID-2-6 2 Ameriquest 1 N 220192619 HYBRID-2-6 2 Ameriquest 1 N 220191500 HYBRID-2-6 2 Ameriquest 1 N 220190869 FIXED-30 1 Ameriquest 1 N 220191490 FIXED-15 1 Ameriquest 1 N 220193690 FIXED-20 1 Ameriquest 1 N 220191194 FIXED-30 1 Ameriquest 1 N 220192549 HYBRID-3-6 1 Ameriquest 1 N 220193847 HYBRID-2-6 1 Ameriquest 1 N 220192434 HYBRID-2-6 2 Ameriquest 1 N 220198486 FIX 30/15 BALLOON 2 Mortgage It 2 N 220198286 HYBRID-2-6 1 Mortgage It 1 N 220190969 HYBRID-3-6 1 Ameriquest 1 N 220191534 FIXED-15 1 Ameriquest 1 N 220191985 HYBRID-2-6 2 Ameriquest 1 N 220192583 HYBRID-2-6 1 Ameriquest 1 N 220192344 HYBRID-2-6 1 Ameriquest 1 N 220192384 HYBRID-2-6 1 Ameriquest 1 N 220194143 HYBRID-2-6 1 Ameriquest 1 N 220191209 HYBRID-3-6 1 Ameriquest 1 N 220192887 HYBRID-2-6 2 Ameriquest 1 N 220191556 FIXED-30 1 Ameriquest 1 N 220193414 HYBRID-3-6 1 Ameriquest 1 N 220191383 HYBRID-2-6 2 Ameriquest 1 N 220192328 FIXED-30 1 Ameriquest 1 N 220190880 HYBRID-2-6 1 Ameriquest 1 N 220191775 HYBRID-2-6 2 Ameriquest 1 N 220192010 HYBRID-3-6 1 Ameriquest 1 N 220191218 FIXED-30 1 Ameriquest 1 N 220191420 HYBRID-3-6 1 Ameriquest 1 N 220193471 HYBRID-2-6 1 Ameriquest 1 N 220193656 HYBRID-3-6 1 Ameriquest 1 N 220191431 HYBRID-2-6 2 Ameriquest 1 N 220194167 FIXED-30 1 Ameriquest 1 N 220191823 FIXED-30 2 Ameriquest 1 N 220192032 FIXED-30 1 Ameriquest 1 N 220192920 FIXED-30 1 Ameriquest 1 N 220190838 FIXED-20 1 Ameriquest 1 N 220194011 HYBRID-3-6 2 Ameriquest 1 N 220192865 FIXED-30 2 Ameriquest 1 N 220190628 FIXED-30 1 Ameriquest 1 N 220192120 FIXED-30 2 Ameriquest 1 N 220191896 HYBRID-2-6 2 Ameriquest 1 N 220193297 HYBRID-2-6 1 Ameriquest 1 N 220193310 HYBRID-2-6 1 Ameriquest 1 N 220193345 HYBRID-3-6 2 Ameriquest 1 N 220191735 FIXED-30 1 Ameriquest 1 N 220193823 FIXED-30 1 Ameriquest 1 N 220191561 HYBRID-3-6 1 Ameriquest 1 N 220193552 FIXED-30 2 Ameriquest 1 N 220193243 HYBRID-2-6 1 Ameriquest 1 N 220193396 HYBRID-3-6 1 Ameriquest 1 N 220194418 HYBRID-2-6 1 Ameriquest 1 N 220198343 HYBRID-2-6 2 Mortgage It 1 N 220194722 FIXED-30 2 Ameriquest 1 N 220191139 HYBRID-3-6 1 Ameriquest 1 N 220191766 FIXED-15 2 Ameriquest 1 N 220191817 HYBRID-2-6 1 Ameriquest 1 N 220193336 HYBRID-3-6 1 Ameriquest 1 N 220191592 FIXED-30 2 Ameriquest 1 N 220192198 FIXED-30 2 Ameriquest 1 N 220193629 FIXED-30 2 Ameriquest 1 N 220193222 HYBRID-2-6 1 Ameriquest 1 N 220194166 HYBRID-3-6 1 Ameriquest 1 N 220193081 HYBRID-2-6 1 Ameriquest 1 N 220191487 HYBRID-2-6 1 Ameriquest 1 N 220192252 FIXED-30 1 Ameriquest 1 N 220192855 HYBRID-2-6 2 Ameriquest 1 N 220193553 HYBRID-2-6 1 Ameriquest 1 N 220191633 HYBRID-2-6 1 Ameriquest 1 N 220198149 HYBRID-3-6 1 Mortgage It 1 N 220191427 HYBRID-2-6 1 Ameriquest 1 N 220198657 HYBRID-2-6 1 Mortgage It 1 N 220193207 HYBRID-3-6 2 Ameriquest 1 N 220190694 FIXED-30 1 Ameriquest 1 N 220190973 FIXED-30 1 Ameriquest 1 N 220190590 HYBRID-2-6 2 Ameriquest 1 N 220190923 FIXED-20 1 Ameriquest 1 N 220192305 FIXED-30 1 Ameriquest 1 N 220192540 HYBRID-2-6 1 Ameriquest 1 N 220193115 HYBRID-2-6 1 Ameriquest 1 N 220190552 HYBRID-3-6 2 Ameriquest 1 N 220191008 FIXED-30 2 Ameriquest 1 N 220190577 FIXED-30 1 Ameriquest 1 N 220192483 FIXED-30 2 Ameriquest 1 N 220191016 FIXED-30 2 Ameriquest 1 N 220191829 HYBRID-2-6 1 Ameriquest 1 N 220193234 HYBRID-3-6 2 Ameriquest 1 N 220198240 HYBRID-2-6 1 Mortgage It 1 N 220190629 FIXED-30 1 Ameriquest 1 N 220191898 FIXED-30 1 Ameriquest 1 N 220192211 FIXED-30 2 Ameriquest 1 N 220190748 HYBRID-2-6 2 Ameriquest 1 N 220194156 HYBRID-3-6 2 Ameriquest 1 N 220193016 FIXED-30 1 Ameriquest 1 N 220193047 HYBRID-2-6 1 Ameriquest 1 N 220194328 FIXED-30 1 Ameriquest 1 N 220197871 HYBRID-2-6 1 Mortgage It 1 N 220198266 HYBRID-2-6 1 Mortgage It 1 N 220197981 HYBRID-3-6 1 Mortgage It 1 N 220194268 HYBRID-2-6 2 Ameriquest 1 N 220191517 HYBRID-3-6 2 Ameriquest 1 N 220194320 FIXED-30 1 Ameriquest 1 N 220194686 FIXED-30 2 Ameriquest 1 N 220197968 HYBRID-3-6 1 Mortgage It 1 N 220191108 HYBRID-2-6 2 Ameriquest 1 N 220191601 FIXED-30 2 Ameriquest 1 N 220191910 HYBRID-2-6 2 Ameriquest 1 N 220193167 FIXED-30 1 Ameriquest 1 N 220193537 FIXED-30 2 Ameriquest 1 N 220192383 FIXED-30 2 Ameriquest 1 N 220190591 HYBRID-3-6 2 Ameriquest 1 N 220190812 HYBRID-2-6 1 Ameriquest 1 N 220191721 FIXED-30 1 Ameriquest 1 N 220193083 HYBRID-2-6 1 Ameriquest 1 N 220194097 FIXED-30 1 Ameriquest 1 N 220194417 HYBRID-2-6 2 Ameriquest 1 N 220193210 HYBRID-3-6 1 Ameriquest 1 N 220194604 HYBRID-2-6 2 Ameriquest 1 N 220192016 FIXED-30 1 Ameriquest 1 N 220193792 HYBRID-2-6 1 Ameriquest 1 N 220193425 FIXED-30 2 Ameriquest 1 N 220194152 HYBRID-3-6 1 Ameriquest 1 N 220194470 HYBRID-2-6 1 Ameriquest 1 N 220193308 HYBRID-3-6 2 Ameriquest 1 N 220193632 HYBRID-2-6 2 Ameriquest 1 N 220197796 HYBRID-3-6 1 Mortgage It 1 N 220194077 FIXED-30 1 Ameriquest 1 N 220191883 FIXED-30 1 Ameriquest 1 N 220192957 FIXED-30 2 Ameriquest 1 N 220194350 HYBRID-3-6 2 Ameriquest 1 N 220194376 FIXED-30 2 Ameriquest 1 N 220191141 FIXED-30 2 Ameriquest 1 N 220192086 HYBRID-2-6 1 Ameriquest 1 N 220193524 FIXED-30 2 Ameriquest 1 N 220193971 FIXED-30 2 Ameriquest 1 N 220193495 HYBRID-2-6 1 Ameriquest 1 N 220192857 HYBRID-2-6 1 Ameriquest 1 N 220191880 FIXED-30 1 Ameriquest 1 N 220191057 HYBRID-3-6 1 Ameriquest 1 N 220191952 HYBRID-3-6 1 Ameriquest 1 N 220190831 HYBRID-2-6 1 Ameriquest 1 N 220193158 HYBRID-2-6 1 Ameriquest 1 N 220192676 FIXED-30 2 Ameriquest 1 N 220190926 FIXED-30 2 Ameriquest 1 N 220193871 HYBRID-3-6 2 Ameriquest 1 N 220192022 HYBRID-3-6 1 Ameriquest 1 N 220191472 HYBRID-3-6 2 Ameriquest 1 N 220191700 HYBRID-2-6 2 Ameriquest 1 N 220191393 HYBRID-3-6 2 Ameriquest 1 N 220191085 HYBRID-2-6 1 Ameriquest 1 N 220190788 HYBRID-2-6 2 Ameriquest 1 N 220192569 HYBRID-2-6 1 Ameriquest 1 N 220198518 HYBRID-3-6 2 Mortgage It 1 N 220190904 FIXED-20 1 Ameriquest 1 N 220191131 HYBRID-2-6 2 Ameriquest 1 N 220193648 FIXED-30 1 Ameriquest 1 N 220193548 HYBRID-3-6 1 Ameriquest 1 N 220193633 HYBRID-3-6 1 Ameriquest 1 N 220194138 HYBRID-2-6 2 Ameriquest 1 N 220190549 FIXED-30 1 Ameriquest 1 N 220194062 HYBRID-2-6 2 Ameriquest 1 N 220193248 HYBRID-2-6 2 Ameriquest 1 N 220194031 FIXED-30 2 Ameriquest 1 N 220191740 HYBRID-2-6 2 Ameriquest 1 N 220193582 HYBRID-2-6 1 Ameriquest 1 N 220192625 FIXED-30 1 Ameriquest 1 N 220198041 FIXED-30 1 Mortgage It 1 N 220193742 HYBRID-3-6 1 Ameriquest 1 N 220193983 HYBRID-2-6 1 Ameriquest 1 N 220193132 FIXED-30 1 Ameriquest 1 N 220193988 HYBRID-2-6 1 Ameriquest 1 N 220192536 HYBRID-2-6 2 Ameriquest 1 N 220194349 HYBRID-3-6 2 Ameriquest 1 N 220199381 HYBRID-2-6 1 Mortgage It 1 N 220194618 FIXED-30 2 Ameriquest 1 N 220191287 HYBRID-2-6 1 Ameriquest 1 N 220191650 HYBRID-2-6 2 Ameriquest 1 N 220199432 FIXED-30 1 Mortgage It 1 N 220193827 FIXED-30 2 Ameriquest 1 N 220198312 HYBRID-2-6 2 Mortgage It 1 N 220190631 HYBRID-2-6 1 Ameriquest 1 N 220192898 HYBRID-2-6 2 Ameriquest 1 N 220190524 FIXED-30 2 Ameriquest 1 N 220190541 FIXED-30 1 Ameriquest 1 N 220190546 HYBRID-2-6 2 Ameriquest 1 N 220190595 HYBRID-3-6 1 Ameriquest 1 N 220190596 HYBRID-3-6 1 Ameriquest 1 N 220190599 HYBRID-2-6 1 Ameriquest 1 N 220190621 HYBRID-2-6 2 Ameriquest 1 N 220190686 FIXED-30 1 Ameriquest 1 N 220190716 HYBRID-2-6 1 Ameriquest 1 N 220190719 HYBRID-2-6 1 Ameriquest 1 N 220190743 HYBRID-2-6 2 Ameriquest 1 N 220190770 FIXED-30 1 Ameriquest 1 N 220190789 HYBRID-2-6 1 Ameriquest 1 N 220190801 HYBRID-2-6 1 Ameriquest 1 N 220190811 HYBRID-2-6 1 Ameriquest 1 N 220190824 FIXED-30 2 Ameriquest 1 N 220190863 FIXED-30 1 Ameriquest 1 N 220190870 FIXED-30 1 Ameriquest 1 N 220190949 HYBRID-2-6 1 Ameriquest 1 N 220190972 FIXED-30 2 Ameriquest 1 N 220190988 FIXED-30 1 Ameriquest 1 N 220190996 HYBRID-2-6 1 Ameriquest 1 N 220191014 HYBRID-3-6 2 Ameriquest 1 N 220191034 HYBRID-3-6 2 Ameriquest 1 N 220191052 FIXED-30 1 Ameriquest 1 N 220191075 HYBRID-2-6 1 Ameriquest 1 N 220191112 FIXED-30 2 Ameriquest 1 N 220191115 HYBRID-2-6 1 Ameriquest 1 N 220191122 FIXED-30 1 Ameriquest 1 N 220191125 FIXED-30 2 Ameriquest 1 N 220191126 HYBRID-3-6 1 Ameriquest 1 N 220191128 HYBRID-2-6 1 Ameriquest 1 N 220191132 HYBRID-2-6 2 Ameriquest 1 N 220191153 FIXED-30 1 Ameriquest 1 N 220191157 HYBRID-2-6 2 Ameriquest 1 N 220191172 HYBRID-2-6 2 Ameriquest 1 N 220191215 FIXED-30 1 Ameriquest 1 N 220191231 HYBRID-3-6 1 Ameriquest 1 N 220191235 HYBRID-2-6 1 Ameriquest 1 N 220191238 HYBRID-2-6 1 Ameriquest 1 N 220191266 HYBRID-2-6 2 Ameriquest 1 N 220191274 FIXED-30 1 Ameriquest 1 N 220191283 HYBRID-2-6 1 Ameriquest 1 N 220191298 FIXED-30 1 Ameriquest 1 N 220191318 FIXED-30 1 Ameriquest 1 N 220191322 HYBRID-3-6 1 Ameriquest 1 N 220191390 HYBRID-2-6 1 Ameriquest 1 N 220191424 FIXED-30 1 Ameriquest 1 N 220191455 HYBRID-3-6 2 Ameriquest 1 N 220191493 FIXED-30 2 Ameriquest 1 N 220191494 HYBRID-2-6 1 Ameriquest 1 N 220191525 FIXED-15 1 Ameriquest 1 N 220191528 HYBRID-2-6 1 Ameriquest 1 N 220191531 FIXED-30 1 Ameriquest 1 N 220191542 HYBRID-3-6 2 Ameriquest 1 N 220191559 HYBRID-2-6 2 Ameriquest 1 N 220191594 HYBRID-2-6 1 Ameriquest 1 N 220191618 FIXED-30 1 Ameriquest 1 N 220191645 HYBRID-2-6 2 Ameriquest 1 N 220191667 HYBRID-2-6 2 Ameriquest 1 N 220191668 HYBRID-2-6 1 Ameriquest 1 N 220191679 FIXED-30 1 Ameriquest 1 N 220191715 FIXED-30 1 Ameriquest 1 N 220191734 HYBRID-2-6 1 Ameriquest 1 N 220191738 FIXED-30 1 Ameriquest 1 N 220191744 FIXED-30 1 Ameriquest 1 N 220191748 HYBRID-2-6 2 Ameriquest 1 N 220191760 HYBRID-2-6 1 Ameriquest 1 N 220191785 HYBRID-2-6 1 Ameriquest 1 N 220191800 FIXED-30 1 Ameriquest 1 N 220191924 HYBRID-3-6 1 Ameriquest 1 N 220191962 HYBRID-2-6 2 Ameriquest 1 N 220191974 FIXED-30 1 Ameriquest 1 N 220192000 HYBRID-2-6 1 Ameriquest 1 N 220192002 HYBRID-2-6 1 Ameriquest 1 N 220192014 HYBRID-3-6 1 Ameriquest 1 N 220192054 FIXED-30 1 Ameriquest 1 N 220192057 HYBRID-2-6 1 Ameriquest 1 N 220192061 HYBRID-3-6 1 Ameriquest 1 N 220192075 HYBRID-2-6 1 Ameriquest 1 N 220192077 HYBRID-2-6 1 Ameriquest 1 N 220192134 HYBRID-3-6 1 Ameriquest 1 N 220192167 FIXED-30 1 Ameriquest 1 N 220192170 FIXED-30 2 Ameriquest 1 N 220192199 FIXED-30 1 Ameriquest 1 N 220192239 FIXED-30 2 Ameriquest 1 N 220192263 FIXED-30 1 Ameriquest 1 N 220192314 HYBRID-2-6 1 Ameriquest 1 N 220192319 FIXED-30 1 Ameriquest 1 N 220192346 HYBRID-2-6 1 Ameriquest 1 N 220192348 HYBRID-3-6 1 Ameriquest 1 N 220192351 HYBRID-2-6 1 Ameriquest 1 N 220192354 FIXED-30 2 Ameriquest 1 N 220192394 HYBRID-3-6 2 Ameriquest 1 N 220192468 HYBRID-2-6 1 Ameriquest 1 N 220192479 HYBRID-3-6 1 Ameriquest 1 N 220192498 HYBRID-2-6 1 Ameriquest 1 N 220192500 HYBRID-2-6 1 Ameriquest 1 N 220192517 HYBRID-2-6 1 Ameriquest 1 N 220192541 HYBRID-2-6 2 Ameriquest 1 N 220192618 HYBRID-2-6 2 Ameriquest 1 N 220192654 HYBRID-3-6 1 Ameriquest 1 N 220192661 HYBRID-3-6 1 Ameriquest 1 N 220192663 FIXED-30 2 Ameriquest 1 N 220192788 HYBRID-2-6 1 Ameriquest 1 N 220192835 FIXED-30 1 Ameriquest 1 N 220192882 FIXED-30 2 Ameriquest 1 N 220192885 HYBRID-2-6 1 Ameriquest 1 N 220192894 HYBRID-2-6 2 Ameriquest 1 N 220192905 FIXED-30 2 Ameriquest 1 N 220192938 HYBRID-2-6 2 Ameriquest 1 N 220192939 HYBRID-2-6 1 Ameriquest 1 N 220192952 HYBRID-2-6 1 Ameriquest 1 N 220193020 HYBRID-2-6 1 Ameriquest 1 N 220193077 HYBRID-2-6 2 Ameriquest 1 N 220193120 HYBRID-2-6 1 Ameriquest 1 N 220193159 FIXED-15 1 Ameriquest 1 N 220193177 HYBRID-3-6 1 Ameriquest 1 N 220193206 FIXED-30 1 Ameriquest 1 N 220193208 FIXED-30 2 Ameriquest 1 N 220193211 HYBRID-3-6 2 Ameriquest 1 N 220193238 HYBRID-2-6 1 Ameriquest 1 N 220193269 HYBRID-2-6 1 Ameriquest 1 N 220193294 FIXED-30 2 Ameriquest 1 N 220193300 HYBRID-2-6 1 Ameriquest 1 N 220193387 HYBRID-2-6 2 Ameriquest 1 N 220193399 HYBRID-2-6 1 Ameriquest 1 N 220193418 HYBRID-2-6 2 Ameriquest 1 N 220193504 FIXED-30 2 Ameriquest 1 N 220193505 FIXED-30 1 Ameriquest 1 N 220193519 FIXED-30 1 Ameriquest 1 N 220193556 HYBRID-2-6 2 Ameriquest 1 N 220193590 HYBRID-2-6 1 Ameriquest 1 N 220193598 HYBRID-2-6 1 Ameriquest 1 N 220193617 HYBRID-3-6 1 Ameriquest 1 N 220193623 HYBRID-2-6 1 Ameriquest 1 N 220193661 HYBRID-2-6 2 Ameriquest 1 N 220193702 FIXED-30 1 Ameriquest 1 N 220193802 FIXED-20 1 Ameriquest 1 N 220193864 HYBRID-3-6 2 Ameriquest 1 N 220193872 HYBRID-3-6 2 Ameriquest 1 N 220193949 FIXED-30 2 Ameriquest 1 N 220193965 HYBRID-2-6 1 Ameriquest 1 N 220194026 FIXED-30 1 Ameriquest 1 N 220194036 HYBRID-3-6 1 Ameriquest 1 N 220194076 HYBRID-2-6 1 Ameriquest 1 N 220194206 HYBRID-2-6 1 Ameriquest 1 N 220194237 FIXED-30 1 Ameriquest 1 N 220194273 FIXED-30 1 Ameriquest 1 N 220194281 HYBRID-2-6 2 Ameriquest 1 N 220194294 HYBRID-2-6 1 Ameriquest 1 N 220194353 HYBRID-3-6 1 Ameriquest 1 N 220194387 HYBRID-2-6 1 Ameriquest 1 N 220194449 HYBRID-2-6 1 Ameriquest 1 N 220194452 HYBRID-2-6 1 Ameriquest 1 N 220194484 FIXED-30 1 Ameriquest 1 N 220194485 FIXED-30 1 Ameriquest 1 N 220194504 HYBRID-2-6 1 Ameriquest 1 N 220194546 HYBRID-2-6 1 Ameriquest 1 N 220194548 HYBRID-3-6 1 Ameriquest 1 N 220194607 HYBRID-2-6 2 Ameriquest 1 N 220194637 FIXED-30 1 Ameriquest 1 N 220194638 FIXED-30 1 Ameriquest 1 N 220194652 FIXED-30 1 Ameriquest 1 N 220194696 FIXED-30 2 Ameriquest 1 N 220194698 HYBRID-2-6 2 Ameriquest 1 N 220194713 HYBRID-2-6 1 Ameriquest 1 N 220194737 FIXED-30 1 Ameriquest 1 N 220194740 HYBRID-2-6 2 Ameriquest 1 N 220194747 FIXED-30 2 Ameriquest 1 N 220194752 FIXED-30 1 Ameriquest 1 N 220194771 FIXED-30 1 Ameriquest 1 N 220197855 HYBRID-2-6 1 Mortgage It 1 N 220197870 HYBRID-2-6 1 Mortgage It 1 N 220197970 HYBRID-3-6 1 Mortgage It 1 N 220198260 HYBRID-2-6 1 Mortgage It 1 N 220198277 HYBRID-2-6 1 Mortgage It 1 N 220198285 HYBRID-2-6 2 Mortgage It 1 N 220198295 HYBRID-2-6 1 Mortgage It 1 N 220198331 HYBRID-2-6 2 Mortgage It 1 N 220198511 HYBRID-3-6 1 Mortgage It 1 N 220199391 HYBRID-2-6 2 Mortgage It 1 N 220199435 FIXED-30 1 Mortgage It 1 N 220194008 HYBRID-3-6 2 Ameriquest 1 N 220190582 FIXED-30 1 Ameriquest 1 N 220191458 HYBRID-3-6 2 Ameriquest 1 N 220191935 HYBRID-2-6 2 Ameriquest 1 N 220191970 HYBRID-2-6 1 Ameriquest 1 N 220193377 HYBRID-3-6 1 Ameriquest 1 N 220193601 HYBRID-2-6 1 Ameriquest 1 N 220194775 FIXED-30 2 Ameriquest 1 N 220191737 HYBRID-2-6 1 Ameriquest 1 N 220193818 FIXED-20 2 Ameriquest 1 N 220193984 FIXED-30 2 Ameriquest 1 N 220194776 FIXED-30 2 Ameriquest 1 N 220193361 HYBRID-2-6 2 Ameriquest 1 N 220194022 FIXED-30 2 Ameriquest 1 N 220194537 FIXED-30 1 Ameriquest 1 N 220192611 HYBRID-2-6 1 Ameriquest 1 N 220198337 HYBRID-2-6 1 Mortgage It 1 N 220192033 HYBRID-2-6 1 Ameriquest 1 N 220193839 HYBRID-2-6 1 Ameriquest 1 N 220194306 HYBRID-2-6 1 Ameriquest 1 N 220193502 HYBRID-2-6 2 Ameriquest 1 N 220193618 HYBRID-2-6 1 Ameriquest 1 N 220198238 HYBRID-2-6 1 Mortgage It 1 N 220190779 HYBRID-2-6 1 Ameriquest 1 N 220190804 HYBRID-2-6 1 Ameriquest 1 N 220192537 HYBRID-2-6 1 Ameriquest 1 N 220192005 FIXED-20 1 Ameriquest 1 N 220194659 HYBRID-2-6 1 Ameriquest 1 N 220193383 HYBRID-2-6 2 Ameriquest 1 N 220190875 FIXED-30 1 Ameriquest 1 N 220194581 HYBRID-3-6 1 Ameriquest 1 N 220191636 HYBRID-2-6 1 Ameriquest 1 N 220191989 HYBRID-2-6 2 Ameriquest 1 N 220192639 HYBRID-2-6 1 Ameriquest 1 N 220193376 HYBRID-2-6 1 Ameriquest 1 N 220193196 FIXED-30 2 Ameriquest 1 N 220192742 HYBRID-2-6 2 Ameriquest 1 N 220191130 FIXED-30 1 Ameriquest 1 N 220191149 HYBRID-2-6 1 Ameriquest 1 N 220192871 FIXED-30 2 Ameriquest 1 N 220192784 HYBRID-2-6 1 Ameriquest 1 N 220192023 FIXED-30 2 Ameriquest 1 N 220193586 HYBRID-2-6 1 Ameriquest 1 N 220193905 HYBRID-2-6 2 Ameriquest 1 N 220190778 HYBRID-2-6 1 Ameriquest 1 N 220192846 HYBRID-2-6 1 Ameriquest 1 N 220192107 FIXED-30 2 Ameriquest 1 N 220192415 HYBRID-3-6 2 Ameriquest 1 N 220192937 HYBRID-2-6 2 Ameriquest 1 N 220193857 FIXED-30 2 Ameriquest 1 N 220194457 FIXED-30 2 Ameriquest 1 N 220193664 HYBRID-3-6 1 Ameriquest 1 N 220194194 FIXED-30 1 Ameriquest 1 N 220193493 FIXED-30 2 Ameriquest 1 N 220191854 HYBRID-2-6 2 Ameriquest 1 N 220193506 HYBRID-2-6 1 Ameriquest 1 N 220193926 HYBRID-3-6 1 Ameriquest 1 N 220194622 HYBRID-2-6 2 Ameriquest 1 N 220191957 HYBRID-2-6 1 Ameriquest 1 N 220192373 FIXED-30 2 Ameriquest 1 N 220193221 HYBRID-2-6 2 Ameriquest 1 N 220193945 FIXED-30 2 Ameriquest 1 N 220190774 HYBRID-2-6 2 Ameriquest 1 N 220191890 HYBRID-2-6 1 Ameriquest 1 N 220192003 HYBRID-3-6 1 Ameriquest 1 N 220194450 FIXED-30 2 Ameriquest 1 N 220198174 HYBRID-2-6 1 Mortgage It 1 N 220191105 HYBRID-2-6 1 Ameriquest 1 N 220194759 FIXED-30 1 Ameriquest 1 N 220194715 FIXED-30 1 Ameriquest 1 N 220193710 HYBRID-3-6 2 Ameriquest 1 N 220194690 FIXED-30 2 Ameriquest 1 N 220193242 HYBRID-3-6 1 Ameriquest 1 N 220194685 FIXED-30 1 Ameriquest 1 N 220193239 FIXED-30 1 Ameriquest 1 N 220192737 HYBRID-2-6 1 Ameriquest 1 N 220194247 HYBRID-2-6 1 Ameriquest 1 N 220190685 FIXED-30 1 Ameriquest 1 N 220191743 HYBRID-2-6 2 Ameriquest 1 N 220191943 HYBRID-3-6 1 Ameriquest 1 N 220192659 FIXED-30 1 Ameriquest 1 N 220193641 HYBRID-3-6 2 Ameriquest 1 N 220194131 HYBRID-2-6 2 Ameriquest 1 N 220191310 HYBRID-3-6 2 Ameriquest 1 N 220194330 HYBRID-3-6 2 Ameriquest 1 N 220193013 HYBRID-3-6 1 Ameriquest 1 N 220194424 HYBRID-2-6 1 Ameriquest 1 N 220193514 FIXED-30 1 Ameriquest 1 N 220194262 FIXED-30 1 Ameriquest 1 N 220193131 FIXED-30 1 Ameriquest 1 N 220193845 FIXED-30 2 Ameriquest 1 N 220198656 HYBRID-2-6 2 Mortgage It 1 N 220193142 HYBRID-2-6 2 Ameriquest 1 N 220190589 HYBRID-2-6 1 Ameriquest 1 N 220193745 HYBRID-2-6 2 Ameriquest 1 N 220192389 HYBRID-2-6 1 Ameriquest 1 N 220193340 FIXED-30 1 Ameriquest 1 N 220194064 FIXED-20 2 Ameriquest 1 N 220191119 FIXED-20 1 Ameriquest 1 N 220190683 HYBRID-2-6 2 Ameriquest 1 N 220194719 FIXED-30 2 Ameriquest 1 N 220190722 HYBRID-2-6 1 Ameriquest 1 N 220192362 HYBRID-2-6 2 Ameriquest 1 N 220192644 HYBRID-2-6 2 Ameriquest 1 N 220193752 HYBRID-2-6 1 Ameriquest 1 N 220190854 HYBRID-2-6 1 Ameriquest 1 N 220193327 HYBRID-2-6 2 Ameriquest 1 N 220194677 FIXED-30 1 Ameriquest 1 N 220194334 FIXED-30 1 Ameriquest 1 N 220192775 HYBRID-2-6 2 Ameriquest 1 N 220194144 HYBRID-3-6 2 Ameriquest 1 N 220193948 HYBRID-2-6 1 Ameriquest 1 N 220191438 FIXED-30 2 Ameriquest 1 N 220192018 FIXED-30 2 Ameriquest 1 N 220192403 FIXED-30 2 Ameriquest 1 N 220193076 HYBRID-2-6 2 Ameriquest 1 N 220191849 FIXED-30 1 Ameriquest 1 N 220190562 HYBRID-3-6 1 Ameriquest 1 N 220192113 HYBRID-2-6 2 Ameriquest 1 N 220193095 HYBRID-3-6 1 Ameriquest 1 N 220191684 FIXED-30 1 Ameriquest 1 N 220191826 HYBRID-2-6 1 Ameriquest 1 N 220192223 HYBRID-3-6 1 Ameriquest 1 N 220194121 HYBRID-3-6 1 Ameriquest 1 N 220190580 FIXED-30 2 Ameriquest 1 N 220191479 HYBRID-2-6 2 Ameriquest 1 N 220192337 HYBRID-2-6 2 Ameriquest 1 N 220193349 HYBRID-3-6 1 Ameriquest 1 N 220194190 FIXED-30 1 Ameriquest 1 N 220194312 HYBRID-2-6 2 Ameriquest 1 N 220194426 HYBRID-2-6 1 Ameriquest 1 N 220199387 HYBRID-2-6 1 Mortgage It 1 N 220194204 FIXED-30 2 Ameriquest 1 N 220191092 HYBRID-3-6 1 Ameriquest 1 N 220192225 FIXED-30 2 Ameriquest 1 N 220190648 HYBRID-2-6 1 Ameriquest 1 N 220191941 HYBRID-2-6 1 Ameriquest 1 N 220192203 FIXED-30 1 Ameriquest 1 N 220194657 HYBRID-2-6 1 Ameriquest 1 N 220194563 FIXED-30 1 Ameriquest 1 N 220192589 FIXED-30 2 Ameriquest 1 N 220191271 HYBRID-2-6 1 Ameriquest 1 N 220192708 HYBRID-2-6 2 Ameriquest 1 N 220191754 HYBRID-2-6 2 Ameriquest 1 N 220192038 FIXED-30 1 Ameriquest 1 N 220190570 HYBRID-3-6 1 Ameriquest 1 N 220190630 HYBRID-2-6 2 Ameriquest 1 N 220193412 HYBRID-2-6 1 Ameriquest 1 N 220193982 FIXED-30 2 Ameriquest 1 N 220192228 FIXED-30 1 Ameriquest 1 N 220193066 HYBRID-2-6 2 Ameriquest 1 N 220198655 FIXED-15 2 Mortgage It 1 N 220193104 FIXED-30 1 Ameriquest 1 N 220193491 FIXED-30 2 Ameriquest 1 N 220193711 FIXED-30 2 Ameriquest 1 N 220194676 FIXED-30 2 Ameriquest 1 N 220194621 HYBRID-2-6 1 Ameriquest 1 N 220190816 HYBRID-2-6 1 Ameriquest 1 N 220198243 HYBRID-2-6 1 Mortgage It 1 N 220191281 HYBRID-2-6 1 Ameriquest 1 N 220192921 HYBRID-3-6 1 Ameriquest 1 N 220192598 FIXED-30 1 Ameriquest 1 N 220194662 HYBRID-2-6 1 Ameriquest 1 N 220190753 FIXED-30 2 Ameriquest 1 N 220192097 HYBRID-2-6 2 Ameriquest 1 N 220194098 HYBRID-2-6 2 Ameriquest 1 N 220198155 FIXED-15 1 Mortgage It 1 N 220194569 FIXED-30 1 Ameriquest 1 N 220192605 FIXED-30 2 Ameriquest 1 N 220193322 HYBRID-2-6 1 Ameriquest 1 N 220194689 FIXED-30 2 Ameriquest 1 N 220193200 FIXED-30 1 Ameriquest 1 N 220190752 HYBRID-3-6 1 Ameriquest 1 N 220194790 HYBRID-2-6 2 Ameriquest 1 N 220190521 FIXED-30 2 Ameriquest 1 N 220190531 FIXED-30 2 Ameriquest 1 N 220190569 FIXED-30 1 Ameriquest 1 N 220190585 HYBRID-2-6 2 Ameriquest 1 N 220190598 HYBRID-2-6 1 Ameriquest 1 N 220190677 HYBRID-3-6 1 Ameriquest 1 N 220190757 HYBRID-2-6 2 Ameriquest 1 N 220190795 FIXED-15 1 Ameriquest 1 N 220190846 HYBRID-2-6 1 Ameriquest 1 N 220190862 HYBRID-2-6 2 Ameriquest 1 N 220190884 HYBRID-3-6 2 Ameriquest 1 N 220190887 FIXED-30 2 Ameriquest 1 N 220190928 FIXED-30 2 Ameriquest 1 N 220190992 FIXED-30 1 Ameriquest 1 N 220191081 HYBRID-2-6 1 Ameriquest 1 N 220191104 HYBRID-2-6 2 Ameriquest 1 N 220191120 HYBRID-2-6 1 Ameriquest 1 N 220191197 FIXED-30 1 Ameriquest 1 N 220191211 HYBRID-2-6 1 Ameriquest 1 N 220191234 HYBRID-3-6 2 Ameriquest 1 N 220191315 HYBRID-3-6 1 Ameriquest 1 N 220191361 HYBRID-3-6 1 Ameriquest 1 N 220191379 HYBRID-3-6 1 Ameriquest 1 N 220191389 FIXED-15 1 Ameriquest 1 N 220191399 FIXED-30 1 Ameriquest 1 N 220191437 FIXED-20 2 Ameriquest 1 N 220191462 HYBRID-2-6 2 Ameriquest 1 N 220191477 HYBRID-2-6 1 Ameriquest 1 N 220191558 FIXED-30 2 Ameriquest 1 N 220191568 FIXED-30 1 Ameriquest 1 N 220191574 FIXED-30 1 Ameriquest 1 N 220191626 HYBRID-2-6 1 Ameriquest 1 N 220191746 HYBRID-2-6 1 Ameriquest 1 N 220191761 HYBRID-2-6 1 Ameriquest 1 N 220191839 HYBRID-2-6 2 Ameriquest 1 N 220191886 HYBRID-2-6 1 Ameriquest 1 N 220191930 HYBRID-2-6 1 Ameriquest 1 N 220191944 HYBRID-2-6 2 Ameriquest 1 N 220191991 HYBRID-3-6 2 Ameriquest 1 N 220192004 FIXED-30 2 Ameriquest 1 N 220192037 HYBRID-2-6 1 Ameriquest 1 N 220192093 HYBRID-3-6 1 Ameriquest 1 N 220192237 HYBRID-3-6 2 Ameriquest 1 N 220192264 HYBRID-3-6 2 Ameriquest 1 N 220192277 FIXED-30 2 Ameriquest 1 N 220192287 FIXED-15 1 Ameriquest 1 N 220192369 HYBRID-2-6 2 Ameriquest 1 N 220192495 HYBRID-2-6 1 Ameriquest 1 N 220192542 HYBRID-2-6 2 Ameriquest 1 N 220192562 HYBRID-2-6 2 Ameriquest 1 N 220192595 HYBRID-3-6 1 Ameriquest 1 N 220192862 FIXED-30 2 Ameriquest 1 N 220192932 HYBRID-2-6 2 Ameriquest 1 N 220192960 HYBRID-2-6 1 Ameriquest 1 N 220192967 HYBRID-2-6 1 Ameriquest 1 N 220192997 HYBRID-2-6 2 Ameriquest 1 N 220193034 HYBRID-2-6 1 Ameriquest 1 N 220193074 FIXED-20 1 Ameriquest 1 N 220193116 FIXED-30 1 Ameriquest 1 N 220193194 HYBRID-2-6 1 Ameriquest 1 N 220193219 HYBRID-2-6 1 Ameriquest 1 N 220193447 HYBRID-2-6 2 Ameriquest 1 N 220193489 HYBRID-2-6 1 Ameriquest 1 N 220193587 FIXED-30 2 Ameriquest 1 N 220193607 HYBRID-2-6 2 Ameriquest 1 N 220193615 FIXED-30 1 Ameriquest 1 N 220193678 HYBRID-3-6 2 Ameriquest 1 N 220193704 HYBRID-3-6 1 Ameriquest 1 N 220193707 HYBRID-3-6 2 Ameriquest 1 N 220193776 HYBRID-3-6 1 Ameriquest 1 N 220193785 HYBRID-2-6 1 Ameriquest 1 N 220193806 HYBRID-2-6 1 Ameriquest 1 N 220193819 HYBRID-2-6 2 Ameriquest 1 N 220193831 HYBRID-2-6 1 Ameriquest 1 N 220193886 HYBRID-2-6 1 Ameriquest 1 N 220193976 HYBRID-3-6 2 Ameriquest 1 N 220193978 FIXED-20 2 Ameriquest 1 N 220193987 HYBRID-2-6 1 Ameriquest 1 N 220194030 HYBRID-2-6 1 Ameriquest 1 N 220194099 HYBRID-2-6 2 Ameriquest 1 N 220194153 FIXED-30 1 Ameriquest 1 N 220194264 HYBRID-3-6 1 Ameriquest 1 N 220194286 HYBRID-2-6 1 Ameriquest 1 N 220194359 FIXED-30 1 Ameriquest 1 N 220194407 HYBRID-2-6 1 Ameriquest 1 N 220194448 HYBRID-3-6 2 Ameriquest 1 N 220194451 HYBRID-2-6 1 Ameriquest 1 N 220194516 HYBRID-3-6 1 Ameriquest 1 N 220194590 FIXED-30 1 Ameriquest 1 N 220194646 FIXED-30 1 Ameriquest 1 N 220194648 FIXED-30 1 Ameriquest 1 N 220194666 HYBRID-3-6 1 Ameriquest 1 N 220194667 FIXED-30 2 Ameriquest 1 N 220194678 FIXED-30 1 Ameriquest 1 N 220194687 FIXED-30 2 Ameriquest 1 N 220194694 FIXED-30 2 Ameriquest 1 N 220194789 HYBRID-2-6 2 Ameriquest 1 N 220197866 HYBRID-2-6 2 Mortgage It 1 N 220198175 HYBRID-1-6 2 Mortgage It 1 N 220198251 HYBRID-2-6 1 Mortgage It 1 N 220198512 HYBRID-3-6 2 Mortgage It 1 N 220198517 HYBRID-3-6 1 Mortgage It 1 N 220192044 FIXED-30 2 Ameriquest 1 N 220193161 HYBRID-2-6 1 Ameriquest 1 N 220191418 FIXED-30 1 Ameriquest 1 N 220192752 HYBRID-2-6 1 Ameriquest 1 N 220193287 FIXED-30 1 Ameriquest 1 N 220191253 FIXED-30 1 Ameriquest 1 N 220191452 HYBRID-2-6 1 Ameriquest 1 N 220193875 FIXED-30 2 Ameriquest 1 N 220198169 HYBRID-2-6 2 Mortgage It 1 N 220192398 HYBRID-3-6 2 Ameriquest 1 N 220194720 FIXED-30 2 Ameriquest 1 N 220194483 FIXED-30 1 Ameriquest 1 N 220193909 FIXED-30 1 Ameriquest 1 N 220190892 HYBRID-2-6 2 Ameriquest 1 N 220192620 HYBRID-3-6 1 Ameriquest 1 N 220194159 HYBRID-2-6 1 Ameriquest 1 N 220191959 FIXED-30 2 Ameriquest 1 N 220192740 HYBRID-2-6 1 Ameriquest 1 N 220194028 HYBRID-2-6 2 Ameriquest 1 N 220191117 FIXED-30 1 Ameriquest 1 N 220190557 FIXED-30 2 Ameriquest 1 N 220190781 HYBRID-2-6 1 Ameriquest 1 N 220191780 HYBRID-2-6 2 Ameriquest 1 N 220191591 FIXED-30 2 Ameriquest 1 N 220193452 HYBRID-3-6 1 Ameriquest 1 N 220190813 FIXED-30 2 Ameriquest 1 N 220192371 HYBRID-2-6 1 Ameriquest 1 N 220194390 HYBRID-2-6 1 Ameriquest 1 N 220194501 FIXED-30 1 Ameriquest 1 N 220192233 FIXED-30 2 Ameriquest 1 N 220191464 HYBRID-3-6 1 Ameriquest 1 N 220194371 HYBRID-3-6 2 Ameriquest 1 N 220197799 FIXED-15 2 Mortgage It 1 N 220193832 FIXED-30 1 Ameriquest 1 N 220197964 HYBRID-3-6 1 Mortgage It 1 N 220193113 HYBRID-3-6 1 Ameriquest 1 N 220193223 HYBRID-2-6 2 Ameriquest 1 N 220193858 HYBRID-3-6 1 Ameriquest 1 N 220193362 HYBRID-2-6 1 Ameriquest 1 N 220191422 HYBRID-2-6 1 Ameriquest 1 N 220193655 HYBRID-2-6 1 Ameriquest 1 N 220192100 HYBRID-3-6 1 Ameriquest 1 N 220194278 FIXED-30 1 Ameriquest 1 N 220190641 FIXED-30 2 Ameriquest 1 N 220194584 HYBRID-2-6 2 Ameriquest 1 N 220192522 HYBRID-3-6 2 Ameriquest 1 N 220194172 HYBRID-3-6 1 Ameriquest 1 N 220192067 HYBRID-2-6 2 Ameriquest 1 N 220190547 FIXED-30 1 Ameriquest 1 N 220190935 HYBRID-2-6 1 Ameriquest 1 N 220191375 HYBRID-2-6 1 Ameriquest 1 N 220193761 HYBRID-2-6 1 Ameriquest 1 N 220194755 HYBRID-2-6 2 Ameriquest 1 N 220198539 FIXED-30 2 Mortgage It 1 N 220190952 FIXED-30 1 Ameriquest 1 N 220191994 HYBRID-2-6 1 Ameriquest 1 N 220190796 HYBRID-2-6 2 Ameriquest 1 N 220191520 FIXED-30 1 Ameriquest 1 N 220191536 FIXED-30 1 Ameriquest 1 N 220192683 HYBRID-3-6 2 Ameriquest 1 N 220193025 FIXED-30 2 Ameriquest 1 N 220193276 FIXED-30 1 Ameriquest 1 N 220198252 HYBRID-2-6 2 Mortgage It 1 N 220192364 HYBRID-2-6 2 Ameriquest 1 N 220192980 HYBRID-2-6 1 Ameriquest 1 N 220193583 HYBRID-2-6 2 Ameriquest 1 N 220190819 HYBRID-3-6 1 Ameriquest 1 N 220192085 HYBRID-2-6 1 Ameriquest 1 N 220193515 HYBRID-2-6 2 Ameriquest 1 N 220190925 HYBRID-2-6 1 Ameriquest 1 N 220192734 HYBRID-2-6 1 Ameriquest 1 N 220191933 HYBRID-2-6 2 Ameriquest 1 N 220193536 HYBRID-3-6 2 Ameriquest 1 N 220193805 HYBRID-3-6 2 Ameriquest 1 N 220193123 FIXED-30 2 Ameriquest 1 N 220191759 HYBRID-2-6 1 Ameriquest 1 N 220194709 FIXED-30 2 Ameriquest 1 N 220192956 FIXED-15 2 Ameriquest 1 N 220194655 HYBRID-2-6 2 Ameriquest 1 N 220194674 FIXED-30 1 Ameriquest 1 N 220192063 HYBRID-2-6 1 Ameriquest 1 N 220191830 HYBRID-3-6 2 Ameriquest 1 N 220190704 HYBRID-2-6 2 Ameriquest 1 N 220192514 HYBRID-2-6 2 Ameriquest 1 N 220193026 FIXED-30 1 Ameriquest 1 N 220193360 HYBRID-2-6 1 Ameriquest 1 N 220193454 HYBRID-2-6 1 Ameriquest 1 N 220194430 FIXED-30 2 Ameriquest 1 N 220193458 FIXED-30 2 Ameriquest 1 N 220193560 FIXED-30 1 Ameriquest 1 N 220198147 HYBRID-3-6 1 Mortgage It 1 N 220193216 HYBRID-2-6 1 Ameriquest 1 N 220191270 HYBRID-3-6 1 Ameriquest 1 N 220194439 FIXED-20 1 Ameriquest 1 N 220193860 FIXED-30 2 Ameriquest 1 N 220194515 FIXED-20 2 Ameriquest 1 N 220193220 FIXED-30 1 Ameriquest 1 N 220192401 FIXED-15 2 Ameriquest 1 N 220191905 HYBRID-2-6 1 Ameriquest 1 N 220192227 FIXED-30 1 Ameriquest 1 N 220193986 HYBRID-2-6 1 Ameriquest 1 N 220193253 FIXED-30 1 Ameriquest 1 N 220194252 HYBRID-3-6 2 Ameriquest 1 N 220193763 FIXED-30 1 Ameriquest 1 N 220193834 FIXED-30 2 Ameriquest 1 N 220193595 HYBRID-2-6 1 Ameriquest 1 N 220191395 HYBRID-2-6 1 Ameriquest 1 N 220192082 FIXED-30 1 Ameriquest 1 N 220192859 HYBRID-3-6 1 Ameriquest 1 N 220193314 HYBRID-3-6 1 Ameriquest 1 N 220193634 HYBRID-3-6 1 Ameriquest 1 N 220193849 FIXED-30 1 Ameriquest 1 N 220194530 HYBRID-2-6 2 Ameriquest 1 N 220194343 HYBRID-2-6 1 Ameriquest 1 N 220193658 HYBRID-3-6 1 Ameriquest 1 N 220192538 FIXED-15 1 Ameriquest 1 N 220191006 FIXED-30 1 Ameriquest 1 N 220193817 HYBRID-3-6 2 Ameriquest 1 N 220192083 FIXED-30 2 Ameriquest 1 N 220197841 HYBRID-2-6 1 Mortgage It 1 N 220192304 HYBRID-2-6 2 Ameriquest 1 N 220191133 FIXED-30 1 Ameriquest 1 N 220191680 HYBRID-3-6 1 Ameriquest 1 N 220192165 FIXED-30 2 Ameriquest 1 N 220192326 FIXED-30 2 Ameriquest 1 N 220194458 FIXED-30 2 Ameriquest 1 N 220194603 HYBRID-2-6 2 Ameriquest 1 N 220198283 HYBRID-2-6 1 Mortgage It 1 N 220191659 HYBRID-2-6 2 Ameriquest 1 N 220190791 HYBRID-2-6 2 Ameriquest 1 N 220194456 HYBRID-2-6 2 Ameriquest 1 N 220192496 HYBRID-2-6 2 Ameriquest 1 N 220191763 HYBRID-2-6 2 Ameriquest 1 N 220191435 FIXED-30 1 Ameriquest 1 N 220194473 HYBRID-2-6 1 Ameriquest 1 N 220194712 HYBRID-2-6 1 Ameriquest 1 N 220194697 HYBRID-2-6 1 Ameriquest 1 N 220191144 FIXED-30 1 Ameriquest 1 N 220191065 HYBRID-2-6 1 Ameriquest 1 N 220193069 HYBRID-3-6 2 Ameriquest 1 N 220192494 HYBRID-2-6 1 Ameriquest 1 N 220192973 FIXED-30 1 Ameriquest 1 N 220192078 HYBRID-3-6 2 Ameriquest 1 N 220194079 HYBRID-3-6 2 Ameriquest 1 N 220194189 FIXED-30 2 Ameriquest 1 N 220194632 FIXED-30 2 Ameriquest 1 N 220192258 FIXED-30 2 Ameriquest 1 N 220190516 HYBRID-2-6 2 Ameriquest 1 N 220191097 HYBRID-2-6 1 Ameriquest 1 N 220194393 FIXED-30 1 Ameriquest 1 N 220193434 FIXED-15 2 Ameriquest 1 N 220192397 HYBRID-2-6 1 Ameriquest 1 N 220193715 FIXED-30 1 Ameriquest 1 N 220191776 HYBRID-2-6 1 Ameriquest 1 N 220193723 HYBRID-3-6 1 Ameriquest 1 N 220190529 HYBRID-2-6 1 Ameriquest 1 N 220190687 FIXED-30 1 Ameriquest 1 N 220190978 HYBRID-2-6 1 Ameriquest 1 N 220191168 HYBRID-2-6 2 Ameriquest 1 N 220191175 HYBRID-2-6 1 Ameriquest 1 N 220191183 HYBRID-3-6 1 Ameriquest 1 N 220191353 FIXED-30 1 Ameriquest 1 N 220191358 HYBRID-2-6 2 Ameriquest 1 N 220191364 HYBRID-2-6 2 Ameriquest 1 N 220191381 HYBRID-2-6 2 Ameriquest 1 N 220191434 HYBRID-2-6 2 Ameriquest 1 N 220191532 FIXED-15 1 Ameriquest 1 N 220191545 HYBRID-3-6 2 Ameriquest 1 N 220191604 HYBRID-2-6 1 Ameriquest 1 N 220191635 HYBRID-3-6 1 Ameriquest 1 N 220191637 HYBRID-2-6 1 Ameriquest 1 N 220191681 FIXED-30 1 Ameriquest 1 N 220191814 HYBRID-2-6 1 Ameriquest 1 N 220191889 HYBRID-2-6 1 Ameriquest 1 N 220192064 HYBRID-3-6 2 Ameriquest 1 N 220192126 FIXED-30 2 Ameriquest 1 N 220192185 HYBRID-2-6 1 Ameriquest 1 N 220192249 FIXED-30 2 Ameriquest 1 N 220192402 HYBRID-3-6 2 Ameriquest 1 N 220192758 HYBRID-3-6 1 Ameriquest 1 N 220192810 HYBRID-2-6 1 Ameriquest 1 N 220192948 HYBRID-2-6 2 Ameriquest 1 N 220193176 HYBRID-3-6 1 Ameriquest 1 N 220193214 HYBRID-2-6 1 Ameriquest 1 N 220193330 HYBRID-2-6 2 Ameriquest 1 N 220193346 HYBRID-2-6 1 Ameriquest 1 N 220193413 HYBRID-2-6 2 Ameriquest 1 N 220193432 HYBRID-2-6 1 Ameriquest 1 N 220193460 HYBRID-2-6 1 Ameriquest 1 N 220193561 HYBRID-3-6 1 Ameriquest 1 N 220193571 HYBRID-2-6 1 Ameriquest 1 N 220193880 FIXED-30 2 Ameriquest 1 N 220193937 HYBRID-2-6 2 Ameriquest 1 N 220194035 HYBRID-2-6 1 Ameriquest 1 N 220194186 HYBRID-3-6 1 Ameriquest 1 N 220194216 HYBRID-2-6 1 Ameriquest 1 N 220194292 FIXED-30 1 Ameriquest 1 N 220194316 HYBRID-3-6 2 Ameriquest 1 N 220194508 FIXED-30 1 Ameriquest 1 N 220193726 FIXED-30 1 Ameriquest 1 N 220190714 FIXED-15 2 Ameriquest 1 N 220190731 FIXED-15 1 Ameriquest 1 N 220191783 HYBRID-2-6 1 Ameriquest 1 N 220193285 FIXED-30 1 Ameriquest 1 N 220193708 FIXED-30 2 Ameriquest 1 N 220194301 FIXED-30 2 Ameriquest 1 N 220198287 HYBRID-2-6 1 Mortgage It 1 N 220192454 FIXED-30 2 Ameriquest 1 N 220193395 FIXED-30 1 Ameriquest 1 N 220198543 FIXED-30 1 Mortgage It 1 N 220194382 HYBRID-3-6 2 Ameriquest 1 N 220192750 HYBRID-2-6 2 Ameriquest 1 N 220194004 FIXED-15 2 Ameriquest 1 N 220192115 HYBRID-3-6 1 Ameriquest 1 N 220194447 HYBRID-3-6 2 Ameriquest 1 N 220193407 HYBRID-2-6 2 Ameriquest 1 N 220194673 HYBRID-3-6 1 Ameriquest 1 N 220193535 FIXED-30 2 Ameriquest 1 N 220194369 HYBRID-2-6 2 Ameriquest 1 N 220194340 FIXED-30 2 Ameriquest 1 N 220194013 FIXED-30 2 Ameriquest 1 N 220193997 FIXED-30 2 Ameriquest 1 N 220193257 FIXED-30 2 Ameriquest 1 N 220193844 HYBRID-3-6 1 Ameriquest 1 N 220194692 HYBRID-2-6 1 Ameriquest 1 N 220192234 HYBRID-2-6 1 Ameriquest 1 N 220193089 HYBRID-3-6 2 Ameriquest 1 N 220194061 HYBRID-2-6 1 Ameriquest 1 N 220190998 HYBRID-2-6 1 Ameriquest 1 N 220190627 FIXED-30 2 Ameriquest 1 N 220194241 FIXED-30 1 Ameriquest 1 N 220190845 HYBRID-2-6 2 Ameriquest 1 N 220191573 FIXED-30 1 Ameriquest 1 N 220194517 HYBRID-3-6 1 Ameriquest 1 N 220192988 HYBRID-2-6 1 Ameriquest 1 N 220192171 FIXED-30 2 Ameriquest 1 N 220191305 FIXED-20 1 Ameriquest 1 N 220193062 HYBRID-3-6 1 Ameriquest 1 N 220192738 HYBRID-2-6 1 Ameriquest 1 N 220190897 HYBRID-3-6 1 Ameriquest 1 N 220193850 FIXED-30 2 Ameriquest 1 N 220191690 FIXED-30 1 Ameriquest 1 N 220192723 FIXED-30 2 Ameriquest 1 N 220193370 HYBRID-2-6 2 Ameriquest 1 N 220192282 HYBRID-2-6 1 Ameriquest 1 N 220192124 FIXED-30 2 Ameriquest 1 N 220190922 HYBRID-3-6 1 Ameriquest 1 N 220194442 HYBRID-3-6 2 Ameriquest 1 N 220193980 HYBRID-2-6 2 Ameriquest 1 N 220191467 HYBRID-2-6 2 Ameriquest 1 N 220193687 HYBRID-2-6 1 Ameriquest 1 N 220194726 FIXED-30 1 Ameriquest 1 N 220194177 HYBRID-2-6 1 Ameriquest 1 N 220190622 HYBRID-3-6 2 Ameriquest 1 N 220198258 HYBRID-2-6 1 Mortgage It 1 N 220191979 HYBRID-3-6 1 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1 Ameriquest 1 N 220190661 HYBRID-2-6 1 Ameriquest 1 N 220191752 HYBRID-2-6 2 Ameriquest 1 N 220193636 FIXED-30 2 Ameriquest 1 N 220194367 HYBRID-2-6 2 Ameriquest 1 N 220193699 FIXED-30 1 Ameriquest 1 N 220198244 HYBRID-2-6 2 Mortgage It 1 N 220192786 HYBRID-2-6 2 Ameriquest 1 N 220191688 HYBRID-2-6 1 Ameriquest 1 N 220192641 HYBRID-2-6 2 Ameriquest 1 N 220190679 HYBRID-3-6 1 Ameriquest 1 N 220192114 HYBRID-2-6 1 Ameriquest 1 N 220193099 HYBRID-3-6 1 Ameriquest 1 N 220190603 HYBRID-2-6 1 Ameriquest 1 N 220190745 HYBRID-2-6 2 Ameriquest 1 N 220190858 HYBRID-2-6 2 Ameriquest 1 N 220191071 HYBRID-2-6 2 Ameriquest 1 N 220191241 HYBRID-2-6 1 Ameriquest 1 N 220191366 FIXED-30 2 Ameriquest 1 N 220192009 HYBRID-2-6 1 Ameriquest 1 N 220192388 HYBRID-2-6 1 Ameriquest 1 N 220192413 FIXED-30 2 Ameriquest 1 N 220192449 FIXED-30 1 Ameriquest 1 N 220192464 FIXED-20 1 Ameriquest 1 N 220192533 HYBRID-2-6 1 Ameriquest 1 N 220192751 HYBRID-2-6 2 Ameriquest 1 N 220192971 HYBRID-2-6 2 Ameriquest 1 N 220192995 HYBRID-2-6 1 Ameriquest 1 N 220193436 HYBRID-3-6 2 Ameriquest 1 N 220194033 HYBRID-2-6 1 Ameriquest 1 N 220194037 FIXED-30 1 Ameriquest 1 N 220194203 FIXED-30 1 Ameriquest 1 N 220194588 FIXED-30 1 Ameriquest 1 N 220194729 HYBRID-2-6 1 Ameriquest 1 N 220194289 HYBRID-2-6 1 Ameriquest 1 N 220190787 FIXED-30 1 Ameriquest 1 N 220191714 HYBRID-2-6 2 Ameriquest 1 N 220193605 HYBRID-2-6 2 Ameriquest 1 N 220192116 FIXED-30 2 Ameriquest 1 N 220192895 HYBRID-2-6 2 Ameriquest 1 N 220194672 HYBRID-2-6 2 Ameriquest 1 N 220191446 HYBRID-2-6 2 Ameriquest 1 N 220191448 HYBRID-2-6 1 Ameriquest 1 N 220190693 FIXED-30 1 Ameriquest 1 N 220191100 FIXED-30 1 Ameriquest 1 N 220192525 HYBRID-2-6 2 Ameriquest 1 N 220193936 HYBRID-2-6 1 Ameriquest 1 N 220193067 HYBRID-2-6 2 Ameriquest 1 N 220194478 HYBRID-3-6 1 Ameriquest 1 N 220194640 FIXED-30 1 Ameriquest 1 N 220192909 FIXED-15 2 Ameriquest 1 N 220194338 FIXED-30 2 Ameriquest 1 N 220191847 FIXED-30 1 Ameriquest 1 N 220192731 HYBRID-2-6 1 Ameriquest 1 N 220194500 HYBRID-2-6 2 Ameriquest 1 N 220194750 FIXED-30 1 Ameriquest 1 N 220191302 FIXED-30 1 Ameriquest 1 N 220191195 HYBRID-3-6 1 Ameriquest 1 N 220192815 FIXED-30 2 Ameriquest 1 N 220193996 FIXED-30 2 Ameriquest 1 N 220194324 HYBRID-3-6 2 Ameriquest 1 N 220193888 FIXED-15 2 Ameriquest 1 N 220197977 FIXED-30 1 Mortgage It 1 N 220191710 HYBRID-2-6 2 Ameriquest 1 N 220194259 HYBRID-2-6 1 Ameriquest 1 N 220199415 FIX 30/15 BALLOON 1 Mortgage It 2 N 220191779 HYBRID-3-6 1 Ameriquest 1 N 220194236 FIXED-30 1 Ameriquest 1 N 220191691 HYBRID-3-6 2 Ameriquest 1 N 220191342 HYBRID-2-6 1 Ameriquest 1 N 220191798 FIXED-30 1 Ameriquest 1 N 220193868 HYBRID-3-6 1 Ameriquest 1 N 220192838 HYBRID-2-6 1 Ameriquest 1 N 220191569 HYBRID-2-6 1 Ameriquest 1 N 220194266 FIXED-30 1 Ameriquest 1 N 220192235 FIXED-30 1 Ameriquest 1 N 220194291 HYBRID-3-6 2 Ameriquest 1 N 220192431 HYBRID-3-6 1 Ameriquest 1 N 220191414 HYBRID-2-6 1 Ameriquest 1 N 220191804 HYBRID-2-6 2 Ameriquest 1 N 220192792 HYBRID-2-6 2 Ameriquest 1 N 220194453 FIXED-30 1 Ameriquest 1 N 220193830 FIXED-30 1 Ameriquest 1 N 220193128 HYBRID-3-6 1 Ameriquest 1 N 220190822 HYBRID-2-6 1 Ameriquest 1 N 220191343 FIXED-30 1 Ameriquest 1 N 220191282 FIXED-30 1 Ameriquest 1 N 220192011 HYBRID-2-6 1 Ameriquest 1 N 220192684 FIXED-30 1 Ameriquest 1 N 220194318 FIXED-30 1 Ameriquest 1 N 220192945 FIXED-30 2 Ameriquest 1 N 220193274 HYBRID-2-6 2 Ameriquest 1 N 220192160 FIXED-30 1 Ameriquest 1 N 220190850 FIXED-30 1 Ameriquest 1 N 220191630 HYBRID-2-6 2 Ameriquest 1 N 220192831 HYBRID-2-6 1 Ameriquest 1 N 220190593 HYBRID-2-6 2 Ameriquest 1 N 220194293 FIXED-30 1 Ameriquest 1 N 220191806 HYBRID-2-6 1 Ameriquest 1 N 220191958 HYBRID-2-6 1 Ameriquest 1 N 220192470 FIXED-30 1 Ameriquest 1 N 220193213 FIXED-30 2 Ameriquest 1 N 220194327 HYBRID-3-6 2 Ameriquest 1 N 220194080 HYBRID-2-6 1 Ameriquest 1 N 220192499 FIXED-30 2 Ameriquest 1 N 220193679 HYBRID-2-6 1 Ameriquest 1 N 220193939 FIXED-15 1 Ameriquest 1 N 220194499 HYBRID-2-6 2 Ameriquest 1 N 220191687 HYBRID-2-6 1 Ameriquest 1 N 220192118 FIXED-30 2 Ameriquest 1 N 220198528 FIXED-30 2 Mortgage It 1 N 220192591 FIXED-30 1 Ameriquest 1 N 220194255 FIXED-30 2 Ameriquest 1 N 220193168 FIXED-30 2 Ameriquest 1 N 220191015 FIXED-20 2 Ameriquest 1 N 220194365 FIXED-15 2 Ameriquest 1 N 220194465 HYBRID-3-6 1 Ameriquest 1 N 220197965 HYBRID-3-6 1 Mortgage It 1 N 220191027 HYBRID-2-6 1 Ameriquest 1 N 220193989 FIXED-30 1 Ameriquest 1 N 220194104 FIXED-30 1 Ameriquest 1 N 220194146 HYBRID-2-6 1 Ameriquest 1 N 220194512 FIXED-20 1 Ameriquest 1 N 220198039 HYBRID-2-6 2 Mortgage It 1 N 220190830 FIXED-30 1 Ameriquest 1 N 220194325 HYBRID-2-6 1 Ameriquest 1 N 220194580 FIXED-30 2 Ameriquest 1 N 220198516 HYBRID-3-6 1 Mortgage It 1 N 220193897 FIXED-30 2 Ameriquest 1 N 220198498 HYBRID-3-6 1 Mortgage It 1 N 220191570 FIXED-30 2 Ameriquest 1 N 220190523 HYBRID-2-6 1 Ameriquest 1 N 220193916 HYBRID-3-6 1 Ameriquest 1 N 220192291 FIXED-30 2 Ameriquest 1 N 220198521 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220192485 HYBRID-3-6 1 Ameriquest 1 N 220192230 HYBRID-2-6 1 Ameriquest 1 N 220193803 FIXED-15 1 Ameriquest 1 N 220192286 FIXED-30 1 Ameriquest 1 N 220191135 HYBRID-2-6 1 Ameriquest 1 N 220191170 HYBRID-2-6 1 Ameriquest 1 N 220190738 HYBRID-2-6 1 Ameriquest 1 N 220193898 HYBRID-3-6 1 Ameriquest 1 N 220194773 FIXED-15 1 Ameriquest 1 N 220197858 HYBRID-2-6 1 Mortgage It 1 N 220191348 FIXED-15 2 Ameriquest 1 N 220191456 HYBRID-2-6 1 Ameriquest 1 N 220193503 FIXED-30 2 Ameriquest 1 N 220194386 HYBRID-2-6 2 Ameriquest 1 N 220194020 HYBRID-2-6 1 Ameriquest 1 N 220193568 HYBRID-2-6 1 Ameriquest 1 N 220192941 HYBRID-2-6 2 Ameriquest 1 N 220191480 FIXED-30 1 Ameriquest 1 N 220191513 FIXED-30 1 Ameriquest 1 N 220191762 FIXED-30 2 Ameriquest 1 N 220194629 FIXED-30 1 Ameriquest 1 N 220193364 HYBRID-3-6 2 Ameriquest 1 N 220190636 HYBRID-3-6 1 Ameriquest 1 N 220192296 FIXED-30 2 Ameriquest 1 N 220193280 FIXED-30 2 Ameriquest 1 N 220194137 HYBRID-2-6 1 Ameriquest 1 N 220191724 FIXED-30 2 Ameriquest 1 N 220191704 FIXED-30 1 Ameriquest 1 N 220192779 HYBRID-2-6 1 Ameriquest 1 N 220193771 FIXED-30 1 Ameriquest 1 N 220193486 HYBRID-2-6 1 Ameriquest 1 N 220193173 HYBRID-2-6 2 Ameriquest 1 N 220191884 HYBRID-2-6 2 Ameriquest 1 N 220192316 HYBRID-2-6 1 Ameriquest 1 N 220192180 FIXED-30 1 Ameriquest 1 N 220193712 HYBRID-3-6 2 Ameriquest 1 N 220192238 FIXED-30 1 Ameriquest 1 N 220192670 HYBRID-2-6 2 Ameriquest 1 N 220192699 HYBRID-2-6 1 Ameriquest 1 N 220194007 HYBRID-2-6 1 Ameriquest 1 N 220194547 FIXED-30 1 Ameriquest 1 N 220194227 HYBRID-2-6 1 Ameriquest 1 N 220190954 HYBRID-3-6 1 Ameriquest 1 N 220190718 HYBRID-2-6 2 Ameriquest 1 N 220190944 FIXED-20 2 Ameriquest 1 N 220192896 FIXED-30 1 Ameriquest 1 N 220192448 HYBRID-3-6 1 Ameriquest 1 N 220193424 HYBRID-2-6 2 Ameriquest 1 N 220194675 FIXED-30 2 Ameriquest 1 N 220192050 FIXED-30 1 Ameriquest 1 N 220193056 FIXED-30 1 Ameriquest 1 N 220191279 FIXED-30 2 Ameriquest 1 N 220194728 HYBRID-2-6 2 Ameriquest 1 N 220191096 HYBRID-2-6 1 Ameriquest 1 N 220190606 FIXED-30 2 Ameriquest 1 N 220192961 HYBRID-3-6 2 Ameriquest 1 N 220192733 HYBRID-2-6 1 Ameriquest 1 N 220194670 FIXED-15 1 Ameriquest 1 N 220192754 FIXED-30 1 Ameriquest 1 N 220197971 HYBRID-3-6 2 Mortgage It 1 N 220191597 FIXED-30 1 Ameriquest 1 N 220193244 FIXED-30 1 Ameriquest 1 N 220194066 HYBRID-3-6 2 Ameriquest 1 N 220193757 HYBRID-3-6 1 Ameriquest 1 N 220193815 HYBRID-2-6 1 Ameriquest 1 N 220190522 HYBRID-2-6 1 Ameriquest 1 N 220194060 FIXED-15 2 Ameriquest 1 N 220193281 HYBRID-3-6 1 Ameriquest 1 N 220192951 HYBRID-2-6 2 Ameriquest 1 N 220192509 HYBRID-3-6 1 Ameriquest 1 N 220193902 FIXED-30 1 Ameriquest 1 N 220199379 HYBRID-2-6 1 Mortgage It 1 N 220192944 HYBRID-2-6 1 Ameriquest 1 N 220190744 FIXED-30 1 Ameriquest 1 N 220197979 FIXED-30 2 Mortgage It 1 N 220192873 FIXED-30 2 Ameriquest 1 N 220193887 HYBRID-2-6 1 Ameriquest 1 N 220192135 FIXED-30 1 Ameriquest 1 N 220191080 FIXED-15 1 Ameriquest 1 N 220194090 HYBRID-2-6 2 Ameriquest 1 N 220198515 HYBRID-3-6 2 Mortgage It 1 N 220193087 FIXED-30 1 Ameriquest 1 N 220192048 FIXED-20 1 Ameriquest 1 N 220192930 HYBRID-2-6 2 Ameriquest 1 N 220191822 HYBRID-2-6 1 Ameriquest 1 N 220192278 HYBRID-2-6 2 Ameriquest 1 N 220193883 HYBRID-2-6 2 Ameriquest 1 N 220193801 FIXED-15 1 Ameriquest 1 N 220197807 HYBRID-2-6 1 Mortgage It 1 N 220193822 FIXED-20 1 Ameriquest 1 N 220191540 HYBRID-2-6 1 Ameriquest 1 N 220192914 HYBRID-2-6 1 Ameriquest 1 N 220192702 FIXED-30 1 Ameriquest 1 N 220193943 FIXED-30 2 Ameriquest 1 N 220191510 HYBRID-2-6 2 Ameriquest 1 N 220199429 HYBRID-3-6 1 Mortgage It 1 N 220192268 HYBRID-2-6 1 Ameriquest 1 N 220194778 FIXED-30 2 Ameriquest 1 N 220192935 FIXED-30 1 Ameriquest 1 N 220190539 FIXED-30 1 Ameriquest 1 N 220190650 FIXED-30 1 Ameriquest 1 N 220192916 HYBRID-2-6 2 Ameriquest 1 N 220192746 HYBRID-3-6 1 Ameriquest 1 N 220192845 HYBRID-2-6 2 Ameriquest 1 N 220193942 HYBRID-3-6 2 Ameriquest 1 N Loan Number Junior Lien Amount FICO FICO Date State ZIP Property Type 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1 FAMILY 220193173 0 543 200506 CA 92201 1 FAMILY 220191884 0 578 200505 CA 91406 1 FAMILY 220192316 0 518 200505 AZ 85635 1 FAMILY 220192180 0 648 200505 CA 95628 1 FAMILY 220193712 0 563 200506 NY 11212 1 FAMILY 220192238 0 558 200505 CA 93309 1 FAMILY 220192670 0 599 200505 CA 95311 1 FAMILY 220192699 0 508 200505 UT 84109 1 FAMILY 220194007 0 552 200506 CA 93702 1 FAMILY 220194547 0 714 200506 NJ 7011 1 FAMILY 220194227 0 663 200506 CA 95315 1 FAMILY 220190954 0 627 200505 FL 33328 PUD 220190718 0 546 200505 CA 91724 CONDO 220190944 0 613 200505 FL 33162 1 FAMILY 220192896 0 557 200505 NJ 8098 1 FAMILY 220192448 0 574 200505 NV 89129 PUD 220193424 0 617 200506 CA 92562 1 FAMILY 220194675 0 600 200506 NJ 7740 2 FAMILY 220192050 0 617 200505 IL 60071 1 FAMILY 220193056 0 682 200506 CA 94559 1 FAMILY 220191279 0 540 200505 IL 60634 1 FAMILY 220194728 0 522 200506 MD 21212 1 FAMILY 220191096 0 579 200505 CA 94134 1 FAMILY 220190606 0 598 200505 FL 32927 1 FAMILY 220192961 0 500 200505 NJ 7734 1 FAMILY 220192733 0 508 200505 IA 50211 1 FAMILY 220194670 0 625 200506 NJ 8848 1 FAMILY 220192754 0 533 200505 FL 34986 PUD 220197971 0 541 200503 NJ 7734 1 FAMILY 220191597 0 538 200505 PA 19131 PUD 220193244 0 502 200506 NY 11419 2 FAMILY 220194066 0 656 200506 CA 90275 1 FAMILY 220193757 0 595 200506 NY 10603 CONDO 220193815 0 594 200506 FL 33165 1 FAMILY 220190522 0 569 200505 NY 11369 2 FAMILY 220194060 0 530 200506 CO 80127 1 FAMILY 220193281 0 627 200506 CA 90660 1 FAMILY 220192951 0 566 200505 FL 33477 PUD 220192509 0 597 200505 NY 11223 2 FAMILY 220193902 0 542 200506 CA 92571 1 FAMILY 220199379 0 522 7/14/2002 XX 00000 1 FAMILY 220192944 0 653 200505 CA 91744 1 FAMILY 220190744 0 546 200505 RI 2905 2 FAMILY 220197979 0 614 200503 CA 90716 CONDO 220192873 0 627 200505 NY 11743 1 FAMILY 220193887 0 588 200506 IL 60131 1 FAMILY 220192135 0 553 200505 CA 91402 1 FAMILY 220191080 0 567 200505 CA 91767 CONDO 220194090 0 552 200506 CA 92394 1 FAMILY 220198515 0 605 07/27/ XX 00000 2 FAMILY 220193087 0 600 200506 FL 33167 1 FAMILY 220192048 0 636 200505 IL 60515 1 FAMILY 220192930 0 616 200505 CA 91601 1 FAMILY 220191822 0 670 200505 NV 89048 1 FAMILY 220192278 0 632 200505 FL 32903 1 FAMILY 220193883 0 584 200506 FL 32176 1 FAMILY 220193801 0 694 200504 TX 77429 1 FAMILY 220197807 0 532 200503 MO 64118 PUD 220193822 0 741 200506 NJ 7604 1 FAMILY 220191540 0 570 200505 MN 55076 1 FAMILY 220192914 0 504 200505 CA 95206 1 FAMILY 220192702 0 633 200505 NV 89502 1 FAMILY 220193943 0 569 200506 FL 33133 1 FAMILY 220191510 0 565 200505 CA 90003 1 FAMILY 220199429 0 526 7/20/2002 FL 32958 1 FAMILY 220192268 0 630 200505 FL 33189 1 FAMILY 220194778 0 539 200505 CA 90623 1 FAMILY 220192935 0 783 200505 CA 92078 CONDO 220190539 0 576 200505 MD 20705 1 FAMILY 220190650 0 591 200505 NY 11784 1 FAMILY 220192916 0 581 200505 FL 33145 1 FAMILY 220192746 0 611 200505 NY 11561 1 FAMILY 220192845 0 541 200505 CA 95758 1 FAMILY 220193942 0 595 200506 NY 11733 1 FAMILY Loan Number Units Occupation Status Loan Purpose Original Balance ------------- -------- ----------------- ---------------- ------------------ 220197945 2 OWNER OCCUPIED PURCHASE 32400 220190517 1 OWNER OCCUPIED PURCHASE 274400 220190518 2 OWNER OCCUPIED PURCHASE 322400 220190519 1 OWNER OCCUPIED PURCHASE 136000 220190527 2 OWNER OCCUPIED PURCHASE 345600 220190528 1 OWNER OCCUPIED PURCHASE 469316 220190535 1 OWNER OCCUPIED PURCHASE 105600 220190537 1 OWNER OCCUPIED PURCHASE 156000 220190556 1 OWNER OCCUPIED PURCHASE 191200 220190558 1 OWNER OCCUPIED PURCHASE 160000 220190563 1 OWNER OCCUPIED PURCHASE 198440 220190584 1 OWNER OCCUPIED PURCHASE 99000 220190588 1 OWNER OCCUPIED PURCHASE 247920 220190612 1 OWNER OCCUPIED PURCHASE 248000 220190613 1 OWNER OCCUPIED REFINANCE 156000 220190620 1 OWNER OCCUPIED PURCHASE 216000 220190633 1 OWNER OCCUPIED PURCHASE 120000 220190646 1 OWNER OCCUPIED PURCHASE 70998 220190649 1 OWNER OCCUPIED PURCHASE 84872 220190651 1 OWNER OCCUPIED REFINANCE 98400 220190655 1 OWNER OCCUPIED PURCHASE 63000 220190667 1 OWNER OCCUPIED PURCHASE 228000 220190668 1 OWNER OCCUPIED PURCHASE 110200 220190671 1 OWNER OCCUPIED PURCHASE 70000 220190672 1 OWNER OCCUPIED PURCHASE 320000 220190675 1 OWNER OCCUPIED PURCHASE 71000 220190676 1 OWNER OCCUPIED PURCHASE 184000 220190684 1 OWNER OCCUPIED CASH OUT 85000 220190696 1 OWNER OCCUPIED PURCHASE 336000 220190698 2 OWNER OCCUPIED PURCHASE 140000 220190701 1 OWNER OCCUPIED PURCHASE 148000 220190707 1 OWNER OCCUPIED PURCHASE 114400 220190712 1 OWNER OCCUPIED PURCHASE 67716 220190717 1 OWNER OCCUPIED PURCHASE 116228 220190727 1 OWNER OCCUPIED PURCHASE 83000 220190742 1 OWNER OCCUPIED PURCHASE 150380 220190749 1 OWNER OCCUPIED PURCHASE 128000 220190756 1 OWNER OCCUPIED PURCHASE 212000 220190758 1 OWNER OCCUPIED PURCHASE 151200 220190759 1 OWNER OCCUPIED PURCHASE 68580 220190766 1 OWNER OCCUPIED PURCHASE 160000 220190773 1 OWNER OCCUPIED PURCHASE 215200 220190775 1 OWNER OCCUPIED PURCHASE 328000 220190790 1 OWNER OCCUPIED CASH OUT 100000 220190792 1 OWNER OCCUPIED PURCHASE 71400 220190815 1 OWNER OCCUPIED PURCHASE 83800 220190829 1 OWNER OCCUPIED PURCHASE 287920 220190833 1 OWNER OCCUPIED PURCHASE 124000 220190865 1 OWNER OCCUPIED CASH OUT 78000 220190867 1 OWNER OCCUPIED PURCHASE 147000 220190872 1 OWNER OCCUPIED PURCHASE 163920 220190881 1 OWNER OCCUPIED PURCHASE 151920 220190886 1 OWNER OCCUPIED PURCHASE 140000 220190890 1 OWNER OCCUPIED PURCHASE 130400 220190896 1 OWNER OCCUPIED PURCHASE 120000 220190900 1 OWNER OCCUPIED PURCHASE 79900 220190905 1 OWNER OCCUPIED PURCHASE 102000 220190931 1 OWNER OCCUPIED PURCHASE 103258 220190933 1 OWNER OCCUPIED PURCHASE 120000 220190955 1 OWNER OCCUPIED PURCHASE 126400 220190956 1 OWNER OCCUPIED PURCHASE 111920 220190957 1 OWNER OCCUPIED PURCHASE 104000 220190958 2 OWNER OCCUPIED PURCHASE 332000 220190959 1 OWNER OCCUPIED PURCHASE 116000 220190961 1 OWNER OCCUPIED PURCHASE 109320 220190970 1 OWNER OCCUPIED PURCHASE 114400 220190987 1 OWNER OCCUPIED PURCHASE 83600 220190989 1 OWNER OCCUPIED PURCHASE 140000 220190993 1 OWNER OCCUPIED PURCHASE 217684 220190999 1 OWNER OCCUPIED PURCHASE 175680 220191002 1 OWNER OCCUPIED PURCHASE 247200 220191018 1 OWNER OCCUPIED PURCHASE 110000 220191024 1 OWNER OCCUPIED PURCHASE 143200 220191032 1 OWNER OCCUPIED PURCHASE 320000 220191036 1 OWNER OCCUPIED PURCHASE 146000 220191038 1 OWNER OCCUPIED PURCHASE 93200 220191041 1 OWNER OCCUPIED PURCHASE 144000 220191042 1 OWNER OCCUPIED PURCHASE 175156 220191047 1 OWNER OCCUPIED PURCHASE 600000 220191051 1 OWNER OCCUPIED REFINANCE 99200 220191055 1 OWNER OCCUPIED PURCHASE 80000 220191072 1 OWNER OCCUPIED PURCHASE 127200 220191074 1 OWNER OCCUPIED PURCHASE 177600 220191083 1 OWNER OCCUPIED PURCHASE 112000 220191089 1 OWNER OCCUPIED PURCHASE 240000 220191094 1 OWNER OCCUPIED PURCHASE 224000 220191095 2 OWNER OCCUPIED PURCHASE 101800 220191101 1 OWNER OCCUPIED PURCHASE 96800 220191103 1 OWNER OCCUPIED PURCHASE 82800 220191109 1 OWNER OCCUPIED PURCHASE 146800 220191110 1 OWNER OCCUPIED PURCHASE 140000 220191111 1 OWNER OCCUPIED PURCHASE 87200 220191114 1 OWNER OCCUPIED PURCHASE 151200 220191127 1 OWNER OCCUPIED PURCHASE 169600 220191134 1 OWNER OCCUPIED PURCHASE 119600 220191136 1 OWNER OCCUPIED PURCHASE 61000 220191158 1 OWNER OCCUPIED PURCHASE 156000 220191161 1 OWNER OCCUPIED PURCHASE 236000 220191163 1 OWNER OCCUPIED PURCHASE 155041 220191179 1 OWNER OCCUPIED PURCHASE 100000 220191182 2 OWNER OCCUPIED PURCHASE 293600 220191189 1 OWNER OCCUPIED PURCHASE 102800 220191202 1 OWNER OCCUPIED PURCHASE 80000 220191220 1 OWNER OCCUPIED PURCHASE 114400 220191228 1 OWNER OCCUPIED PURCHASE 81600 220191254 1 OWNER OCCUPIED PURCHASE 175192 220191256 1 OWNER OCCUPIED PURCHASE 98400 220191259 1 OWNER OCCUPIED PURCHASE 154400 220191260 1 OWNER OCCUPIED PURCHASE 104000 220191262 1 OWNER OCCUPIED PURCHASE 104000 220191275 1 OWNER OCCUPIED CASH OUT 76000 220191278 1 OWNER OCCUPIED PURCHASE 320000 220191286 1 OWNER OCCUPIED CASH OUT 282400 220191290 1 OWNER OCCUPIED PURCHASE 97000 220191291 1 OWNER OCCUPIED PURCHASE 148000 220191292 1 OWNER OCCUPIED PURCHASE 66000 220191295 1 OWNER OCCUPIED CASH OUT 105600 220191299 1 OWNER OCCUPIED PURCHASE 171792 220191304 1 OWNER OCCUPIED PURCHASE 484000 220191306 1 OWNER OCCUPIED PURCHASE 143920 220191307 1 OWNER OCCUPIED PURCHASE 180000 220191312 1 OWNER OCCUPIED PURCHASE 183200 220191319 1 OWNER OCCUPIED PURCHASE 163200 220191331 1 OWNER OCCUPIED PURCHASE 140000 220191333 1 OWNER OCCUPIED PURCHASE 75000 220191337 1 OWNER OCCUPIED PURCHASE 139668 220191340 1 OWNER OCCUPIED PURCHASE 89600 220191347 1 OWNER OCCUPIED PURCHASE 244000 220191349 1 OWNER OCCUPIED PURCHASE 140000 220191352 1 OWNER OCCUPIED PURCHASE 151120 220191355 2 OWNER OCCUPIED CASH OUT 316000 220191356 1 OWNER OCCUPIED PURCHASE 104000 220191357 1 OWNER OCCUPIED PURCHASE 156000 220191363 1 OWNER OCCUPIED PURCHASE 123600 220191369 1 OWNER OCCUPIED PURCHASE 260000 220191370 1 OWNER OCCUPIED PURCHASE 63180 220191374 1 OWNER OCCUPIED PURCHASE 99200 220191388 1 OWNER OCCUPIED PURCHASE 89600 220191398 1 OWNER OCCUPIED PURCHASE 100400 220191400 1 OWNER OCCUPIED PURCHASE 103756 220191403 1 OWNER OCCUPIED CASH OUT 164000 220191406 1 OWNER OCCUPIED PURCHASE 200000 220191407 1 OWNER OCCUPIED PURCHASE 83120 220191421 1 OWNER OCCUPIED PURCHASE 180000 220191429 1 OWNER OCCUPIED PURCHASE 64000 220191430 1 OWNER OCCUPIED REFINANCE 156000 220191433 1 OWNER OCCUPIED PURCHASE 212000 220191441 2 OWNER OCCUPIED PURCHASE 113000 220191443 1 OWNER OCCUPIED PURCHASE 343200 220191450 1 OWNER OCCUPIED PURCHASE 159600 220191471 1 OWNER OCCUPIED PURCHASE 133600 220191489 1 OWNER OCCUPIED REFINANCE 176000 220191492 1 OWNER OCCUPIED PURCHASE 95800 220191497 2 OWNER OCCUPIED PURCHASE 168000 220191498 1 OWNER OCCUPIED PURCHASE 238400 220191507 1 OWNER OCCUPIED PURCHASE 300000 220191511 1 OWNER OCCUPIED PURCHASE 168000 220191521 1 OWNER OCCUPIED PURCHASE 299200 220191530 1 OWNER OCCUPIED PURCHASE 174400 220191535 1 OWNER OCCUPIED PURCHASE 166400 220191544 1 OWNER OCCUPIED PURCHASE 90400 220191550 1 OWNER OCCUPIED PURCHASE 152000 220191551 1 OWNER OCCUPIED PURCHASE 103120 220191555 1 OWNER OCCUPIED PURCHASE 272000 220191566 1 OWNER OCCUPIED PURCHASE 124000 220191567 1 OWNER OCCUPIED PURCHASE 143360 220191577 1 OWNER OCCUPIED PURCHASE 153600 220191578 1 OWNER OCCUPIED PURCHASE 131200 220191579 1 OWNER OCCUPIED PURCHASE 118400 220191589 1 OWNER OCCUPIED PURCHASE 86400 220191595 1 OWNER OCCUPIED PURCHASE 180000 220191606 1 OWNER OCCUPIED PURCHASE 80400 220191613 1 OWNER OCCUPIED PURCHASE 233600 220191619 1 OWNER OCCUPIED PURCHASE 104800 220191620 1 OWNER OCCUPIED CASH OUT 120000 220191627 1 OWNER OCCUPIED PURCHASE 165600 220191629 1 OWNER OCCUPIED PURCHASE 112000 220191638 1 OWNER OCCUPIED PURCHASE 109600 220191639 1 OWNER OCCUPIED PURCHASE 196000 220191641 1 OWNER OCCUPIED PURCHASE 82400 220191649 1 OWNER OCCUPIED PURCHASE 66000 220191658 1 OWNER OCCUPIED PURCHASE 135920 220191663 1 OWNER OCCUPIED PURCHASE 332000 220191665 1 OWNER OCCUPIED PURCHASE 85600 220191676 1 OWNER OCCUPIED PURCHASE 108000 220191697 1 OWNER OCCUPIED CASH OUT 100000 220191701 1 OWNER OCCUPIED PURCHASE 137600 220191708 1 OWNER OCCUPIED CASH OUT 312000 220191709 1 OWNER OCCUPIED PURCHASE 192000 220191711 1 OWNER OCCUPIED PURCHASE 328000 220191720 1 OWNER OCCUPIED PURCHASE 192000 220191722 1 OWNER OCCUPIED PURCHASE 120680 220191723 1 OWNER OCCUPIED PURCHASE 175920 220191725 1 OWNER OCCUPIED PURCHASE 79920 220191729 1 OWNER OCCUPIED PURCHASE 87000 220191736 1 OWNER OCCUPIED PURCHASE 160000 220191772 1 OWNER OCCUPIED PURCHASE 133600 220191781 1 OWNER OCCUPIED PURCHASE 92720 220191784 1 OWNER OCCUPIED PURCHASE 119600 220191787 1 OWNER OCCUPIED PURCHASE 84000 220191789 1 OWNER OCCUPIED PURCHASE 204000 220191792 1 OWNER OCCUPIED PURCHASE 197200 220191797 1 OWNER OCCUPIED PURCHASE 70000 220191799 1 OWNER OCCUPIED PURCHASE 149600 220191801 1 OWNER OCCUPIED PURCHASE 215600 220191802 1 OWNER OCCUPIED PURCHASE 164000 220191809 1 OWNER OCCUPIED PURCHASE 120000 220191811 1 OWNER OCCUPIED PURCHASE 104000 220191812 1 OWNER OCCUPIED PURCHASE 137600 220191813 1 OWNER OCCUPIED PURCHASE 200000 220191818 1 OWNER OCCUPIED PURCHASE 252800 220191827 1 OWNER OCCUPIED PURCHASE 124000 220191832 1 OWNER OCCUPIED PURCHASE 122533 220191833 1 OWNER OCCUPIED PURCHASE 80000 220191835 1 OWNER OCCUPIED PURCHASE 168000 220191838 1 OWNER OCCUPIED PURCHASE 153824 220191848 1 OWNER OCCUPIED PURCHASE 159920 220191852 1 OWNER OCCUPIED PURCHASE 136000 220191855 1 OWNER OCCUPIED PURCHASE 190400 220191861 1 OWNER OCCUPIED CASH OUT 128000 220191874 1 OWNER OCCUPIED PURCHASE 160000 220191876 1 OWNER OCCUPIED PURCHASE 102320 220191877 1 OWNER OCCUPIED PURCHASE 156264 220191881 1 OWNER OCCUPIED PURCHASE 131600 220191882 1 OWNER OCCUPIED PURCHASE 138240 220191887 2 OWNER OCCUPIED PURCHASE 428000 220191899 1 OWNER OCCUPIED PURCHASE 192000 220191906 1 OWNER OCCUPIED PURCHASE 111200 220191907 1 OWNER OCCUPIED PURCHASE 137669 220191908 1 OWNER OCCUPIED PURCHASE 264000 220191914 1 OWNER OCCUPIED PURCHASE 152000 220191917 1 OWNER OCCUPIED CASH OUT 144000 220191919 1 OWNER OCCUPIED PURCHASE 133520 220191920 1 OWNER OCCUPIED PURCHASE 84000 220191925 1 OWNER OCCUPIED PURCHASE 138400 220191929 1 OWNER OCCUPIED PURCHASE 138000 220191938 1 OWNER OCCUPIED PURCHASE 183200 220191945 1 OWNER OCCUPIED CASH OUT 120800 220191953 1 OWNER OCCUPIED PURCHASE 240000 220191955 1 OWNER OCCUPIED PURCHASE 96000 220191965 1 OWNER OCCUPIED PURCHASE 109200 220191981 1 OWNER OCCUPIED PURCHASE 300000 220191984 1 OWNER OCCUPIED CASH OUT 266400 220191986 1 OWNER OCCUPIED CASH OUT 64000 220191992 1 OWNER OCCUPIED CASH OUT 156000 220192013 1 OWNER OCCUPIED PURCHASE 316000 220192055 1 OWNER OCCUPIED PURCHASE 69960 220192058 1 OWNER OCCUPIED REFINANCE 244000 220192062 1 OWNER OCCUPIED PURCHASE 70800 220192084 2 OWNER OCCUPIED PURCHASE 88000 220192102 2 OWNER OCCUPIED PURCHASE 184000 220192121 1 OWNER OCCUPIED PURCHASE 69980 220192125 1 OWNER OCCUPIED PURCHASE 180000 220192127 1 OWNER OCCUPIED PURCHASE 131200 220192133 1 OWNER OCCUPIED PURCHASE 107600 220192141 1 OWNER OCCUPIED REFINANCE 92000 220192161 1 OWNER OCCUPIED CASH OUT 232000 220192163 1 OWNER OCCUPIED PURCHASE 60200 220192169 1 OWNER OCCUPIED PURCHASE 173520 220192173 1 OWNER OCCUPIED PURCHASE 68000 220192187 1 OWNER OCCUPIED PURCHASE 235200 220192189 1 OWNER OCCUPIED PURCHASE 560000 220192194 1 OWNER OCCUPIED PURCHASE 196000 220192201 1 OWNER OCCUPIED PURCHASE 228795 220192218 1 OWNER OCCUPIED PURCHASE 83600 220192220 1 OWNER OCCUPIED PURCHASE 78200 220192241 2 OWNER OCCUPIED PURCHASE 480000 220192245 1 OWNER OCCUPIED PURCHASE 97600 220192248 1 OWNER OCCUPIED PURCHASE 199920 220192267 1 OWNER OCCUPIED PURCHASE 89600 220192274 1 OWNER OCCUPIED PURCHASE 136000 220192310 1 OWNER OCCUPIED PURCHASE 206320 220192320 1 OWNER OCCUPIED PURCHASE 63600 220192321 1 OWNER OCCUPIED PURCHASE 203200 220192323 1 OWNER OCCUPIED PURCHASE 212000 220192331 1 OWNER OCCUPIED PURCHASE 116800 220192332 1 OWNER OCCUPIED PURCHASE 268000 220192335 1 OWNER OCCUPIED CASH OUT 120000 220192336 1 OWNER OCCUPIED PURCHASE 440000 220192350 1 OWNER OCCUPIED PURCHASE 147896 220192361 1 OWNER OCCUPIED PURCHASE 236000 220192363 1 OWNER OCCUPIED PURCHASE 156800 220192378 1 OWNER OCCUPIED PURCHASE 122400 220192379 1 OWNER OCCUPIED PURCHASE 115920 220192380 1 OWNER OCCUPIED PURCHASE 208000 220192381 1 OWNER OCCUPIED PURCHASE 520000 220192382 1 OWNER OCCUPIED PURCHASE 187920 220192391 1 OWNER OCCUPIED PURCHASE 138000 220192393 1 OWNER OCCUPIED PURCHASE 319200 220192399 1 OWNER OCCUPIED PURCHASE 128000 220192400 1 OWNER OCCUPIED PURCHASE 94080 220192404 1 OWNER OCCUPIED REFINANCE 99200 220192407 1 OWNER OCCUPIED CASH OUT 94000 220192408 1 OWNER OCCUPIED PURCHASE 260296 220192420 1 OWNER OCCUPIED PURCHASE 175920 220192421 1 OWNER OCCUPIED PURCHASE 280000 220192422 1 OWNER OCCUPIED CASH OUT 240000 220192428 2 OWNER OCCUPIED PURCHASE 103800 220192436 1 OWNER OCCUPIED PURCHASE 116980 220192437 1 OWNER OCCUPIED PURCHASE 156800 220192438 1 OWNER OCCUPIED PURCHASE 92840 220192440 1 OWNER OCCUPIED PURCHASE 439200 220192442 1 OWNER OCCUPIED CASH OUT 100000 220192443 1 OWNER OCCUPIED PURCHASE 107920 220192445 1 OWNER OCCUPIED PURCHASE 204000 220192447 1 OWNER OCCUPIED PURCHASE 221600 220192451 1 OWNER OCCUPIED PURCHASE 341200 220192452 1 OWNER OCCUPIED PURCHASE 77000 220192458 1 OWNER OCCUPIED PURCHASE 96000 220192460 1 OWNER OCCUPIED PURCHASE 103235 220192462 1 OWNER OCCUPIED PURCHASE 112000 220192469 1 OWNER OCCUPIED PURCHASE 298400 220192476 2 OWNER OCCUPIED PURCHASE 92800 220192477 1 OWNER OCCUPIED PURCHASE 132000 220192484 1 OWNER OCCUPIED PURCHASE 336000 220192502 1 OWNER OCCUPIED PURCHASE 211920 220192506 1 OWNER OCCUPIED PURCHASE 76600 220192508 1 OWNER OCCUPIED PURCHASE 92800 220192510 1 OWNER OCCUPIED PURCHASE 204000 220192520 1 OWNER OCCUPIED PURCHASE 111200 220192521 1 OWNER OCCUPIED PURCHASE 205600 220192528 1 OWNER OCCUPIED PURCHASE 259200 220192531 1 OWNER OCCUPIED PURCHASE 468800 220192534 1 OWNER OCCUPIED PURCHASE 151200 220192539 1 OWNER OCCUPIED PURCHASE 95920 220192551 1 OWNER OCCUPIED PURCHASE 131120 220192554 1 OWNER OCCUPIED PURCHASE 69800 220192563 1 OWNER OCCUPIED PURCHASE 220000 220192566 1 OWNER OCCUPIED PURCHASE 166400 220192571 1 OWNER OCCUPIED PURCHASE 176000 220192573 1 OWNER OCCUPIED PURCHASE 116000 220192574 1 OWNER OCCUPIED PURCHASE 198296 220192578 1 OWNER OCCUPIED PURCHASE 93000 220192580 1 OWNER OCCUPIED REFINANCE 152000 220192586 1 OWNER OCCUPIED PURCHASE 129920 220192587 1 OWNER OCCUPIED PURCHASE 136000 220192601 1 OWNER OCCUPIED PURCHASE 105176 220192602 1 OWNER OCCUPIED PURCHASE 320000 220192603 1 OWNER OCCUPIED PURCHASE 185860 220192606 1 OWNER OCCUPIED PURCHASE 134400 220192610 1 OWNER OCCUPIED PURCHASE 123920 220192624 1 OWNER OCCUPIED PURCHASE 64400 220192626 1 OWNER OCCUPIED PURCHASE 110400 220192633 1 OWNER OCCUPIED PURCHASE 207200 220192634 1 OWNER OCCUPIED PURCHASE 177600 220192637 1 OWNER OCCUPIED PURCHASE 236000 220192640 1 OWNER OCCUPIED PURCHASE 109000 220192646 1 OWNER OCCUPIED PURCHASE 264000 220192648 1 OWNER OCCUPIED PURCHASE 112800 220192649 1 OWNER OCCUPIED PURCHASE 175920 220192650 1 OWNER OCCUPIED PURCHASE 153920 220192651 1 OWNER OCCUPIED PURCHASE 139600 220192653 1 OWNER OCCUPIED PURCHASE 116400 220192664 1 OWNER OCCUPIED PURCHASE 128800 220192665 1 OWNER OCCUPIED CASH OUT 84000 220192666 1 OWNER OCCUPIED PURCHASE 176800 220192671 1 OWNER OCCUPIED PURCHASE 244000 220192688 1 OWNER OCCUPIED CASH OUT 320000 220192690 1 OWNER OCCUPIED CASH OUT 216000 220192691 1 OWNER OCCUPIED PURCHASE 192000 220192694 1 OWNER OCCUPIED PURCHASE 301847 220192698 1 OWNER OCCUPIED PURCHASE 231200 220192701 1 OWNER OCCUPIED PURCHASE 68000 220192703 1 OWNER OCCUPIED PURCHASE 122000 220192706 1 OWNER OCCUPIED PURCHASE 107920 220192711 1 OWNER OCCUPIED PURCHASE 78000 220192712 1 OWNER OCCUPIED CASH OUT 134400 220192714 1 OWNER OCCUPIED PURCHASE 280000 220192717 1 OWNER OCCUPIED PURCHASE 142400 220192718 1 OWNER OCCUPIED PURCHASE 137292 220192720 1 OWNER OCCUPIED PURCHASE 84000 220192726 1 OWNER OCCUPIED PURCHASE 120000 220192729 1 OWNER OCCUPIED REFINANCE 344000 220192735 1 OWNER OCCUPIED PURCHASE 216000 220192749 1 OWNER OCCUPIED PURCHASE 167600 220192762 1 OWNER OCCUPIED PURCHASE 316000 220192764 1 OWNER OCCUPIED PURCHASE 88500 220192776 1 OWNER OCCUPIED PURCHASE 109600 220192789 1 OWNER OCCUPIED PURCHASE 127920 220192794 1 OWNER OCCUPIED PURCHASE 191920 220192797 2 OWNER OCCUPIED PURCHASE 284000 220192800 1 OWNER OCCUPIED PURCHASE 118000 220192802 1 OWNER OCCUPIED PURCHASE 99200 220192809 1 OWNER OCCUPIED PURCHASE 111200 220192813 1 OWNER OCCUPIED PURCHASE 109600 220192816 1 OWNER OCCUPIED PURCHASE 173600 220192817 1 OWNER OCCUPIED PURCHASE 94400 220192818 1 OWNER OCCUPIED PURCHASE 121600 220192821 1 OWNER OCCUPIED PURCHASE 281600 220192824 2 OWNER OCCUPIED PURCHASE 372000 220192836 1 OWNER OCCUPIED PURCHASE 137000 220192843 1 OWNER OCCUPIED PURCHASE 384000 220192849 1 OWNER OCCUPIED PURCHASE 132800 220192850 1 OWNER OCCUPIED PURCHASE 294400 220192852 1 OWNER OCCUPIED PURCHASE 153520 220192853 1 OWNER OCCUPIED PURCHASE 81000 220192854 1 OWNER OCCUPIED PURCHASE 102800 220192861 1 OWNER OCCUPIED PURCHASE 220000 220192915 1 OWNER OCCUPIED CASH OUT 90400 220192917 1 OWNER OCCUPIED CASH OUT 70000 220192922 1 OWNER OCCUPIED PURCHASE 96000 220192929 1 OWNER OCCUPIED PURCHASE 61800 220192931 1 OWNER OCCUPIED PURCHASE 153600 220192955 1 OWNER OCCUPIED PURCHASE 72000 220192962 1 OWNER OCCUPIED CASH OUT 96000 220192964 1 OWNER OCCUPIED PURCHASE 288000 220192965 1 OWNER OCCUPIED PURCHASE 83000 220192977 1 OWNER OCCUPIED PURCHASE 260000 220192978 1 OWNER OCCUPIED PURCHASE 106400 220192984 1 OWNER OCCUPIED PURCHASE 120000 220192990 1 OWNER OCCUPIED PURCHASE 133600 220192998 1 OWNER OCCUPIED PURCHASE 80000 220193001 1 OWNER OCCUPIED PURCHASE 195520 220193004 1 OWNER OCCUPIED PURCHASE 80982 220193008 1 OWNER OCCUPIED PURCHASE 99200 220193021 1 OWNER OCCUPIED PURCHASE 244800 220193030 2 OWNER OCCUPIED PURCHASE 57200 220193039 1 OWNER OCCUPIED PURCHASE 512000 220193044 1 OWNER OCCUPIED CASH OUT 136000 220193045 1 OWNER OCCUPIED PURCHASE 200000 220193046 1 OWNER OCCUPIED PURCHASE 34800 220193050 1 OWNER OCCUPIED PURCHASE 260000 220193058 1 OWNER OCCUPIED PURCHASE 106400 220193064 1 OWNER OCCUPIED PURCHASE 444000 220193072 1 OWNER OCCUPIED PURCHASE 137520 220193073 1 OWNER OCCUPIED PURCHASE 224000 220193100 1 OWNER OCCUPIED PURCHASE 147920 220193106 1 OWNER OCCUPIED PURCHASE 168000 220193108 2 OWNER OCCUPIED PURCHASE 269600 220193117 2 OWNER OCCUPIED PURCHASE 432000 220193129 1 OWNER OCCUPIED PURCHASE 460000 220193134 1 OWNER OCCUPIED PURCHASE 92800 220193135 1 OWNER OCCUPIED PURCHASE 70000 220193136 1 OWNER OCCUPIED PURCHASE 288000 220193140 2 OWNER OCCUPIED PURCHASE 189600 220193148 2 OWNER OCCUPIED PURCHASE 340000 220193154 2 OWNER OCCUPIED PURCHASE 279200 220193155 1 OWNER OCCUPIED PURCHASE 520000 220193180 1 OWNER OCCUPIED CASH OUT 100800 220193182 1 OWNER OCCUPIED PURCHASE 520000 220193187 1 OWNER OCCUPIED PURCHASE 118400 220193189 2 OWNER OCCUPIED PURCHASE 228000 220193190 1 OWNER OCCUPIED PURCHASE 388000 220193225 1 OWNER OCCUPIED PURCHASE 192400 220193226 1 OWNER OCCUPIED CASH OUT 184000 220193227 1 OWNER OCCUPIED PURCHASE 71894 220193228 2 OWNER OCCUPIED PURCHASE 352000 220193229 1 OWNER OCCUPIED PURCHASE 133200 220193240 1 OWNER OCCUPIED PURCHASE 124000 220193249 1 OWNER OCCUPIED PURCHASE 162400 220193250 1 OWNER OCCUPIED CASH OUT 38800 220193251 1 OWNER OCCUPIED PURCHASE 236000 220193254 1 OWNER OCCUPIED PURCHASE 209600 220193266 1 OWNER OCCUPIED PURCHASE 115200 220193268 1 OWNER OCCUPIED PURCHASE 99200 220193273 1 OWNER OCCUPIED PURCHASE 168000 220193282 2 OWNER OCCUPIED PURCHASE 528000 220193291 1 OWNER OCCUPIED CASH OUT 116000 220193299 1 OWNER OCCUPIED PURCHASE 432000 220193309 1 OWNER OCCUPIED PURCHASE 119685 220193311 1 OWNER OCCUPIED PURCHASE 312000 220193326 1 OWNER OCCUPIED PURCHASE 183600 220193334 1 OWNER OCCUPIED PURCHASE 135200 220193335 1 OWNER OCCUPIED PURCHASE 83920 220193342 1 OWNER OCCUPIED CASH OUT 235200 220193351 1 OWNER OCCUPIED PURCHASE 140720 220193354 1 OWNER OCCUPIED PURCHASE 114400 220193366 1 OWNER OCCUPIED PURCHASE 132000 220193373 2 OWNER OCCUPIED PURCHASE 160000 220193380 1 OWNER OCCUPIED PURCHASE 362400 220193382 1 OWNER OCCUPIED PURCHASE 408000 220193394 1 OWNER OCCUPIED PURCHASE 244000 220193401 1 OWNER OCCUPIED PURCHASE 256000 220193408 1 OWNER OCCUPIED PURCHASE 164800 220193420 1 OWNER OCCUPIED PURCHASE 129600 220193427 1 OWNER OCCUPIED PURCHASE 132000 220193428 1 OWNER OCCUPIED PURCHASE 149600 220193440 1 OWNER OCCUPIED PURCHASE 164000 220193441 1 OWNER OCCUPIED PURCHASE 234400 220193444 1 OWNER OCCUPIED PURCHASE 125600 220193448 1 OWNER OCCUPIED PURCHASE 139680 220193449 1 OWNER OCCUPIED CASH OUT 124000 220193450 1 OWNER OCCUPIED PURCHASE 296000 220193455 1 OWNER OCCUPIED PURCHASE 116800 220193461 1 OWNER OCCUPIED PURCHASE 277600 220193473 1 OWNER OCCUPIED PURCHASE 93200 220193482 1 OWNER OCCUPIED PURCHASE 96000 220193494 1 OWNER OCCUPIED CASH OUT 217600 220193512 1 OWNER OCCUPIED PURCHASE 104000 220193516 1 OWNER OCCUPIED PURCHASE 128000 220193523 1 OWNER OCCUPIED CASH OUT 137600 220193531 1 OWNER OCCUPIED PURCHASE 368000 220193539 1 OWNER OCCUPIED PURCHASE 134400 220193546 1 OWNER OCCUPIED REFINANCE 112000 220193549 1 OWNER OCCUPIED PURCHASE 432000 220193569 1 OWNER OCCUPIED PURCHASE 131600 220193574 1 OWNER OCCUPIED PURCHASE 140800 220193576 1 OWNER OCCUPIED PURCHASE 80800 220193579 1 OWNER OCCUPIED PURCHASE 168800 220193584 1 OWNER OCCUPIED PURCHASE 138400 220193588 2 OWNER OCCUPIED PURCHASE 560000 220193594 1 OWNER OCCUPIED PURCHASE 359200 220193596 1 OWNER OCCUPIED PURCHASE 288000 220193600 1 OWNER OCCUPIED PURCHASE 226400 220193606 1 OWNER OCCUPIED PURCHASE 215600 220193610 1 OWNER OCCUPIED PURCHASE 512000 220193614 1 OWNER OCCUPIED PURCHASE 242400 220193616 1 OWNER OCCUPIED PURCHASE 224000 220193620 2 OWNER OCCUPIED PURCHASE 380000 220193642 1 OWNER OCCUPIED PURCHASE 80000 220193649 1 OWNER OCCUPIED PURCHASE 209600 220193652 1 OWNER OCCUPIED PURCHASE 80800 220193662 1 OWNER OCCUPIED PURCHASE 600000 220193667 1 OWNER OCCUPIED CASH OUT 132000 220193670 1 OWNER OCCUPIED PURCHASE 288000 220193675 1 OWNER OCCUPIED PURCHASE 82800 220193676 1 OWNER OCCUPIED CASH OUT 37400 220193681 2 OWNER OCCUPIED PURCHASE 276000 220193684 1 OWNER OCCUPIED PURCHASE 100320 220193696 1 OWNER OCCUPIED PURCHASE 84000 220193697 1 OWNER OCCUPIED PURCHASE 163200 220193705 1 OWNER OCCUPIED PURCHASE 228000 220193709 1 OWNER OCCUPIED PURCHASE 106400 220193718 1 OWNER OCCUPIED PURCHASE 100528 220193720 2 OWNER OCCUPIED PURCHASE 296000 220193725 1 OWNER OCCUPIED PURCHASE 191200 220193729 1 OWNER OCCUPIED PURCHASE 128000 220193738 1 OWNER OCCUPIED PURCHASE 396000 220193743 1 OWNER OCCUPIED PURCHASE 128000 220193753 1 OWNER OCCUPIED REFINANCE 184000 220193754 1 OWNER OCCUPIED PURCHASE 223200 220193766 1 OWNER OCCUPIED PURCHASE 374400 220193767 1 OWNER OCCUPIED PURCHASE 102400 220193768 1 OWNER OCCUPIED PURCHASE 351200 220193769 1 OWNER OCCUPIED PURCHASE 288000 220193774 1 OWNER OCCUPIED PURCHASE 97600 220193783 1 OWNER OCCUPIED PURCHASE 392000 220193789 2 OWNER OCCUPIED PURCHASE 479200 220193795 1 OWNER OCCUPIED PURCHASE 428000 220193798 1 OWNER OCCUPIED PURCHASE 184000 220193812 1 OWNER OCCUPIED PURCHASE 80000 220193820 1 OWNER OCCUPIED PURCHASE 356000 220193826 2 OWNER OCCUPIED PURCHASE 127600 220193836 1 OWNER OCCUPIED PURCHASE 124000 220193841 1 OWNER OCCUPIED PURCHASE 332000 220193854 1 OWNER OCCUPIED PURCHASE 199920 220193861 1 OWNER OCCUPIED PURCHASE 188000 220193862 1 OWNER OCCUPIED PURCHASE 108960 220193863 1 OWNER OCCUPIED PURCHASE 336000 220193866 1 OWNER OCCUPIED CASH OUT 256000 220193867 1 OWNER OCCUPIED PURCHASE 101680 220193882 1 OWNER OCCUPIED PURCHASE 211600 220193889 1 OWNER OCCUPIED PURCHASE 183160 220193893 1 OWNER OCCUPIED PURCHASE 192000 220193899 1 OWNER OCCUPIED PURCHASE 324000 220193906 1 OWNER OCCUPIED PURCHASE 136000 220193914 1 OWNER OCCUPIED PURCHASE 137520 220193932 1 OWNER OCCUPIED PURCHASE 202320 220193935 2 OWNER OCCUPIED PURCHASE 224000 220193938 1 OWNER OCCUPIED PURCHASE 95200 220193953 1 OWNER OCCUPIED PURCHASE 108800 220193954 1 OWNER OCCUPIED PURCHASE 120720 220193956 1 OWNER OCCUPIED PURCHASE 179200 220193959 1 OWNER OCCUPIED CASH OUT 138400 220193960 1 OWNER OCCUPIED PURCHASE 22100 220193962 1 OWNER OCCUPIED PURCHASE 144000 220193966 1 OWNER OCCUPIED PURCHASE 143592 220193967 1 OWNER OCCUPIED PURCHASE 184000 220193969 1 OWNER OCCUPIED PURCHASE 99200 220193981 1 OWNER OCCUPIED PURCHASE 312000 220193985 1 OWNER OCCUPIED CASH OUT 108000 220193999 1 OWNER OCCUPIED PURCHASE 167200 220194006 1 OWNER OCCUPIED PURCHASE 365698 220194009 2 OWNER OCCUPIED PURCHASE 160000 220194014 1 OWNER OCCUPIED CASH OUT 100000 220194016 1 OWNER OCCUPIED PURCHASE 156000 220194018 1 OWNER OCCUPIED PURCHASE 148800 220194019 2 OWNER OCCUPIED PURCHASE 256000 220194023 1 OWNER OCCUPIED PURCHASE 302400 220194025 1 OWNER OCCUPIED PURCHASE 101000 220194034 1 OWNER OCCUPIED PURCHASE 116000 220194041 1 OWNER OCCUPIED PURCHASE 26598 220194042 1 OWNER OCCUPIED REFINANCE 119200 220194043 1 OWNER OCCUPIED PURCHASE 236000 220194053 1 OWNER OCCUPIED PURCHASE 140480 220194057 1 OWNER OCCUPIED PURCHASE 156720 220194070 1 OWNER OCCUPIED PURCHASE 268000 220194073 1 OWNER OCCUPIED PURCHASE 106800 220194075 1 OWNER OCCUPIED PURCHASE 151200 220194078 1 OWNER OCCUPIED PURCHASE 144000 220194085 1 OWNER OCCUPIED PURCHASE 132000 220194087 1 OWNER OCCUPIED CASH OUT 156000 220194094 1 OWNER OCCUPIED PURCHASE 261200 220194095 1 OWNER OCCUPIED REFINANCE 180800 220194105 1 OWNER OCCUPIED PURCHASE 312800 220194110 1 OWNER OCCUPIED PURCHASE 295200 220194119 1 OWNER OCCUPIED PURCHASE 159120 220194125 1 OWNER OCCUPIED PURCHASE 318400 220194127 1 OWNER OCCUPIED PURCHASE 256000 220194134 1 OWNER OCCUPIED PURCHASE 172800 220194149 1 OWNER OCCUPIED REFINANCE 112800 220194151 1 OWNER OCCUPIED REFINANCE 104000 220194157 1 OWNER OCCUPIED PURCHASE 268000 220194163 1 OWNER OCCUPIED PURCHASE 260000 220194171 2 OWNER OCCUPIED PURCHASE 224000 220194176 1 OWNER OCCUPIED PURCHASE 157200 220194178 2 OWNER OCCUPIED PURCHASE 432000 220194179 1 OWNER OCCUPIED PURCHASE 57980 220194183 1 OWNER OCCUPIED PURCHASE 170520 220194201 1 OWNER OCCUPIED PURCHASE 152800 220194205 1 OWNER OCCUPIED PURCHASE 580000 220194210 1 OWNER OCCUPIED PURCHASE 352000 220194211 1 OWNER OCCUPIED PURCHASE 261600 220194213 1 OWNER OCCUPIED PURCHASE 95200 220194217 1 OWNER OCCUPIED PURCHASE 263920 220194219 1 OWNER OCCUPIED PURCHASE 107400 220194221 1 OWNER OCCUPIED PURCHASE 153600 220194225 1 OWNER OCCUPIED PURCHASE 249600 220194226 1 OWNER OCCUPIED PURCHASE 176000 220194235 1 OWNER OCCUPIED PURCHASE 332000 220194244 1 OWNER OCCUPIED REFINANCE 112000 220194251 1 OWNER OCCUPIED PURCHASE 116000 220194254 1 OWNER OCCUPIED PURCHASE 85600 220194257 1 OWNER OCCUPIED PURCHASE 143920 220194261 1 OWNER OCCUPIED PURCHASE 279840 220194280 1 OWNER OCCUPIED PURCHASE 158400 220194282 1 OWNER OCCUPIED PURCHASE 104880 220194285 2 OWNER OCCUPIED PURCHASE 284400 220194300 1 OWNER OCCUPIED PURCHASE 218000 220194307 1 OWNER OCCUPIED PURCHASE 86000 220194317 2 OWNER OCCUPIED PURCHASE 296000 220194323 1 OWNER OCCUPIED PURCHASE 122400 220194344 1 OWNER OCCUPIED PURCHASE 168000 220194347 1 OWNER OCCUPIED PURCHASE 191600 220194352 1 OWNER OCCUPIED PURCHASE 159120 220194355 1 OWNER OCCUPIED PURCHASE 324000 220194361 1 OWNER OCCUPIED PURCHASE 468000 220194362 1 OWNER OCCUPIED PURCHASE 198000 220194363 1 OWNER OCCUPIED PURCHASE 92480 220194377 1 OWNER OCCUPIED REFINANCE 172000 220194381 1 OWNER OCCUPIED PURCHASE 564000 220194384 2 OWNER OCCUPIED PURCHASE 148000 220194389 1 OWNER OCCUPIED PURCHASE 272988 220194397 1 OWNER OCCUPIED CASH OUT 292000 220194402 1 OWNER OCCUPIED PURCHASE 296000 220194403 2 OWNER OCCUPIED PURCHASE 328000 220194411 1 OWNER OCCUPIED PURCHASE 195200 220194419 2 OWNER OCCUPIED PURCHASE 283920 220194425 1 OWNER OCCUPIED PURCHASE 260000 220194427 1 OWNER OCCUPIED PURCHASE 242400 220194434 1 OWNER OCCUPIED PURCHASE 106400 220194440 1 OWNER OCCUPIED CASH OUT 432000 220194444 1 OWNER OCCUPIED PURCHASE 360800 220194468 1 OWNER OCCUPIED PURCHASE 96000 220194474 1 OWNER OCCUPIED PURCHASE 215920 220194475 1 OWNER OCCUPIED PURCHASE 120000 220194476 1 OWNER OCCUPIED PURCHASE 98000 220194477 1 OWNER OCCUPIED PURCHASE 223920 220194481 1 OWNER OCCUPIED CASH OUT 161600 220194486 1 OWNER OCCUPIED PURCHASE 116000 220194492 1 OWNER OCCUPIED PURCHASE 99200 220194493 1 OWNER OCCUPIED PURCHASE 59800 220194495 1 OWNER OCCUPIED PURCHASE 112000 220194496 1 OWNER OCCUPIED PURCHASE 164000 220194497 1 OWNER OCCUPIED PURCHASE 132720 220194506 2 OWNER OCCUPIED PURCHASE 174400 220194513 1 OWNER OCCUPIED PURCHASE 116000 220194514 1 OWNER OCCUPIED PURCHASE 122400 220194519 1 OWNER OCCUPIED PURCHASE 404000 220194523 1 OWNER OCCUPIED PURCHASE 208000 220194525 1 OWNER OCCUPIED PURCHASE 131040 220194526 1 OWNER OCCUPIED PURCHASE 211920 220194532 1 OWNER OCCUPIED PURCHASE 288000 220194533 2 OWNER OCCUPIED PURCHASE 428000 220194549 1 OWNER OCCUPIED PURCHASE 372000 220194556 1 OWNER OCCUPIED PURCHASE 197600 220194557 1 OWNER OCCUPIED PURCHASE 160000 220194559 1 OWNER OCCUPIED PURCHASE 224000 220194560 1 OWNER OCCUPIED PURCHASE 248000 220194585 1 OWNER OCCUPIED PURCHASE 244000 220194589 1 OWNER OCCUPIED PURCHASE 228000 220194596 1 OWNER OCCUPIED PURCHASE 400000 220194598 1 OWNER OCCUPIED CASH OUT 112800 220194609 1 OWNER OCCUPIED PURCHASE 212800 220194619 1 OWNER OCCUPIED PURCHASE 88640 220194631 1 OWNER OCCUPIED PURCHASE 447200 220194642 1 OWNER OCCUPIED PURCHASE 232000 220194643 1 OWNER OCCUPIED PURCHASE 92000 220194647 1 OWNER OCCUPIED PURCHASE 160000 220194660 1 OWNER OCCUPIED PURCHASE 38000 220194663 2 OWNER OCCUPIED PURCHASE 25000 220194664 2 OWNER OCCUPIED PURCHASE 120000 220194695 1 OWNER OCCUPIED PURCHASE 138000 220194703 1 OWNER OCCUPIED PURCHASE 36980 220194706 2 OWNER OCCUPIED PURCHASE 279200 220194717 1 OWNER OCCUPIED PURCHASE 432000 220194724 1 OWNER OCCUPIED PURCHASE 232000 220194738 1 OWNER OCCUPIED PURCHASE 162400 220194742 1 OWNER OCCUPIED PURCHASE 271920 220194743 1 OWNER OCCUPIED PURCHASE 142000 220194746 1 OWNER OCCUPIED PURCHASE 220000 220194749 1 OWNER OCCUPIED PURCHASE 208000 220194751 1 OWNER OCCUPIED PURCHASE 93200 220194753 1 OWNER OCCUPIED PURCHASE 309600 220194754 1 OWNER OCCUPIED CASH OUT 447200 220194757 1 OWNER OCCUPIED PURCHASE 88000 220194761 1 OWNER OCCUPIED PURCHASE 131200 220194762 1 OWNER OCCUPIED PURCHASE 209600 220194769 1 OWNER OCCUPIED PURCHASE 216320 220194777 1 OWNER OCCUPIED PURCHASE 103940 220194782 1 OWNER OCCUPIED PURCHASE 171200 220194791 2 OWNER OCCUPIED REFINANCE 134400 220197732 1 OWNER OCCUPIED PURCHASE 116000 220197733 1 OWNER OCCUPIED PURCHASE 57980 220197734 1 OWNER OCCUPIED PURCHASE 77000 220197735 1 OWNER OCCUPIED PURCHASE 83000 220197736 1 OWNER OCCUPIED PURCHASE 48800 220197737 1 OWNER OCCUPIED PURCHASE 116000 220197738 1 OWNER OCCUPIED PURCHASE 168000 220197739 1 OWNER OCCUPIED PURCHASE 86000 220197740 1 OWNER OCCUPIED PURCHASE 108000 220197741 1 OWNER OCCUPIED PURCHASE 105980 220197742 1 OWNER OCCUPIED PURCHASE 45400 220197743 1 OWNER OCCUPIED PURCHASE 57980 220197744 1 OWNER OCCUPIED PURCHASE 60000 220197745 1 OWNER OCCUPIED CASH OUT 63000 220197746 1 OWNER OCCUPIED CASH OUT 102000 220197747 1 OWNER OCCUPIED PURCHASE 65200 220197748 1 OWNER OCCUPIED PURCHASE 103200 220197749 1 OWNER OCCUPIED PURCHASE 67000 220197750 1 OWNER OCCUPIED PURCHASE 67800 220197751 1 OWNER OCCUPIED PURCHASE 65000 220197752 1 OWNER OCCUPIED PURCHASE 240000 220197753 1 OWNER OCCUPIED PURCHASE 192000 220197754 1 OWNER OCCUPIED PURCHASE 464000 220197755 1 OWNER OCCUPIED PURCHASE 231920 220197756 1 OWNER OCCUPIED PURCHASE 280000 220197757 1 OWNER OCCUPIED PURCHASE 308000 220197758 1 OWNER OCCUPIED PURCHASE 332000 220197760 1 OWNER OCCUPIED PURCHASE 428000 220197761 1 OWNER OCCUPIED PURCHASE 464000 220197762 1 OWNER OCCUPIED CASH OUT 351200 220197763 1 OWNER OCCUPIED PURCHASE 672000 220197764 1 OWNER OCCUPIED PURCHASE 344000 220197765 1 OWNER OCCUPIED PURCHASE 264000 220197766 1 OWNER OCCUPIED PURCHASE 392000 220197767 1 OWNER OCCUPIED PURCHASE 271200 220197768 1 OWNER OCCUPIED PURCHASE 432000 220197770 1 OWNER OCCUPIED PURCHASE 423920 220197771 1 OWNER OCCUPIED PURCHASE 181600 220197772 1 OWNER OCCUPIED CASH OUT 252000 220197773 1 OWNER OCCUPIED PURCHASE 464000 220197774 1 OWNER OCCUPIED PURCHASE 281600 220197775 1 OWNER OCCUPIED PURCHASE 292000 220197776 1 OWNER OCCUPIED PURCHASE 323200 220197777 1 OWNER OCCUPIED PURCHASE 240000 220197778 1 OWNER OCCUPIED PURCHASE 356800 220197779 1 OWNER OCCUPIED PURCHASE 530000 220197780 1 OWNER OCCUPIED PURCHASE 242400 220197781 1 OWNER OCCUPIED CASH OUT 252000 220197782 1 OWNER OCCUPIED PURCHASE 213600 220197783 1 OWNER OCCUPIED CASH OUT 408000 220197784 1 OWNER OCCUPIED PURCHASE 485600 220197785 1 OWNER OCCUPIED PURCHASE 160000 220197786 1 OWNER OCCUPIED PURCHASE 260800 220197787 1 OWNER OCCUPIED PURCHASE 311200 220197788 1 OWNER OCCUPIED PURCHASE 412800 220197789 1 OWNER OCCUPIED PURCHASE 268000 220197790 1 OWNER OCCUPIED PURCHASE 72000 220197791 1 OWNER OCCUPIED PURCHASE 271200 220197792 1 OWNER OCCUPIED PURCHASE 260000 220197793 1 OWNER OCCUPIED PURCHASE 72000 220197797 2 OWNER OCCUPIED PURCHASE 137700 220197798 1 OWNER OCCUPIED PURCHASE 471200 220197801 1 OWNER OCCUPIED PURCHASE 138550 220197802 1 OWNER OCCUPIED PURCHASE 198400 220197803 1 OWNER OCCUPIED PURCHASE 73500 220197804 1 OWNER OCCUPIED PURCHASE 89910 220197805 3 INVESTOR PURCHASE 129200 220197809 1 OWNER OCCUPIED PURCHASE 95950 220197814 1 OWNER OCCUPIED REFINANCE 163900 220197818 1 OWNER OCCUPIED PURCHASE 229600 220197820 1 OWNER OCCUPIED PURCHASE 120800 220197823 1 OWNER OCCUPIED PURCHASE 93100 220197827 2 OWNER OCCUPIED PURCHASE 196800 220197830 1 OWNER OCCUPIED PURCHASE 78375 220197831 1 OWNER OCCUPIED PURCHASE 130150 220197838 2 OWNER OCCUPIED CASH OUT 120800 220197848 1 OWNER OCCUPIED PURCHASE 107600 220197850 1 OWNER OCCUPIED PURCHASE 114000 220197852 1 OWNER OCCUPIED PURCHASE 231920 220197859 1 OWNER OCCUPIED PURCHASE 192000 220197862 1 OWNER OCCUPIED PURCHASE 177077 220197863 1 OWNER OCCUPIED PURCHASE 188800 220197865 1 OWNER OCCUPIED PURCHASE 144000 220197874 1 SECOND HOME PURCHASE 439999 220197875 1 OWNER OCCUPIED PURCHASE 21600 220197876 1 OWNER OCCUPIED PURCHASE 30000 220197877 1 OWNER OCCUPIED PURCHASE 70000 220197878 1 OWNER OCCUPIED CASH OUT 87800 220197879 1 OWNER OCCUPIED PURCHASE 37980 220197880 1 OWNER OCCUPIED PURCHASE 66000 220197881 1 OWNER OCCUPIED PURCHASE 67800 220197883 1 OWNER OCCUPIED PURCHASE 44270 220197884 1 OWNER OCCUPIED PURCHASE 132500 220197885 1 OWNER OCCUPIED PURCHASE 27700 220197886 1 OWNER OCCUPIED PURCHASE 40000 220197887 2 OWNER OCCUPIED PURCHASE 54000 220197888 1 OWNER OCCUPIED PURCHASE 20000 220197889 1 OWNER OCCUPIED PURCHASE 49600 220197890 1 OWNER OCCUPIED PURCHASE 48200 220197891 1 OWNER OCCUPIED PURCHASE 24189 220197892 1 OWNER OCCUPIED PURCHASE 27000 220197893 1 OWNER OCCUPIED PURCHASE 22180 220197894 1 OWNER OCCUPIED PURCHASE 20000 220197895 1 OWNER OCCUPIED CASH OUT 73000 220197896 1 OWNER OCCUPIED PURCHASE 24600 220197897 1 OWNER OCCUPIED PURCHASE 20000 220197898 1 OWNER OCCUPIED PURCHASE 60000 220197899 1 OWNER OCCUPIED PURCHASE 23000 220197900 1 OWNER OCCUPIED PURCHASE 59980 220197901 1 OWNER OCCUPIED PURCHASE 20000 220197902 1 OWNER OCCUPIED PURCHASE 33000 220197903 1 OWNER OCCUPIED PURCHASE 20000 220197904 1 OWNER OCCUPIED PURCHASE 39600 220197905 1 OWNER OCCUPIED PURCHASE 25800 220197906 1 OWNER OCCUPIED PURCHASE 35400 220197907 1 OWNER OCCUPIED PURCHASE 24000 220197908 1 OWNER OCCUPIED PURCHASE 133000 220197909 1 OWNER OCCUPIED PURCHASE 46000 220197911 1 OWNER OCCUPIED PURCHASE 20000 220197912 1 OWNER OCCUPIED CASH OUT 67000 220197913 1 OWNER OCCUPIED PURCHASE 20000 220197914 1 OWNER OCCUPIED PURCHASE 20000 220197915 1 OWNER OCCUPIED PURCHASE 48000 220197916 1 OWNER OCCUPIED REFINANCE 41000 220197917 1 OWNER OCCUPIED PURCHASE 20000 220197918 1 OWNER OCCUPIED PURCHASE 98000 220197919 1 OWNER OCCUPIED PURCHASE 62000 220197920 1 OWNER OCCUPIED PURCHASE 20000 220197921 1 OWNER OCCUPIED PURCHASE 57400 220197922 1 OWNER OCCUPIED PURCHASE 24400 220197923 1 OWNER OCCUPIED PURCHASE 30200 220197924 1 OWNER OCCUPIED PURCHASE 29550 220197925 1 OWNER OCCUPIED PURCHASE 37980 220197926 2 OWNER OCCUPIED PURCHASE 25005 220197927 1 OWNER OCCUPIED PURCHASE 66000 220197928 2 OWNER OCCUPIED PURCHASE 49200 220197929 1 OWNER OCCUPIED PURCHASE 20000 220197930 1 OWNER OCCUPIED CASH OUT 63000 220197931 1 OWNER OCCUPIED PURCHASE 104000 220197932 1 OWNER OCCUPIED PURCHASE 57000 220197933 1 OWNER OCCUPIED PURCHASE 47200 220197934 1 OWNER OCCUPIED PURCHASE 24600 220197935 1 OWNER OCCUPIED PURCHASE 32000 220197936 1 OWNER OCCUPIED PURCHASE 20000 220197937 1 OWNER OCCUPIED PURCHASE 20000 220197938 1 OWNER OCCUPIED PURCHASE 20000 220197939 1 OWNER OCCUPIED PURCHASE 20000 220197940 1 OWNER OCCUPIED PURCHASE 20000 220197941 1 OWNER OCCUPIED PURCHASE 34500 220197942 1 OWNER OCCUPIED PURCHASE 26400 220197943 1 OWNER OCCUPIED PURCHASE 20000 220197944 1 OWNER OCCUPIED PURCHASE 36000 220197946 1 OWNER OCCUPIED PURCHASE 20400 220197947 1 OWNER OCCUPIED PURCHASE 59600 220197948 1 OWNER OCCUPIED PURCHASE 25328 220197949 1 OWNER OCCUPIED REFINANCE 25000 220197950 1 OWNER OCCUPIED PURCHASE 20000 220197951 1 OWNER OCCUPIED PURCHASE 26000 220197952 2 OWNER OCCUPIED REFINANCE 30200 220197953 1 OWNER OCCUPIED PURCHASE 117800 220197954 1 OWNER OCCUPIED PURCHASE 41000 220197955 1 OWNER OCCUPIED PURCHASE 20000 220197956 1 OWNER OCCUPIED CASH OUT 32000 220197957 1 OWNER OCCUPIED PURCHASE 28780 220197958 1 OWNER OCCUPIED PURCHASE 26600 220197959 1 OWNER OCCUPIED CASH OUT 51400 220197960 1 OWNER OCCUPIED PURCHASE 27000 220197966 1 OWNER OCCUPIED CASH OUT 268000 220197974 1 OWNER OCCUPIED PURCHASE 108000 220197975 1 OWNER OCCUPIED CASH OUT 292000 220197980 1 OWNER OCCUPIED CASH OUT 108800 220197982 1 OWNER OCCUPIED PURCHASE 58900 220197983 1 OWNER OCCUPIED PURCHASE 108000 220197984 1 OWNER OCCUPIED PURCHASE 88720 220197985 1 OWNER OCCUPIED PURCHASE 46950 220197986 1 OWNER OCCUPIED PURCHASE 98400 220197987 1 OWNER OCCUPIED PURCHASE 62500 220197988 1 OWNER OCCUPIED PURCHASE 92000 220197989 1 OWNER OCCUPIED PURCHASE 239920 220197990 1 OWNER OCCUPIED PURCHASE 45500 220197991 1 OWNER OCCUPIED PURCHASE 132000 220197992 1 OWNER OCCUPIED PURCHASE 46350 220197993 1 OWNER OCCUPIED PURCHASE 105600 220197994 1 OWNER OCCUPIED PURCHASE 96000 220197995 1 OWNER OCCUPIED PURCHASE 184000 220197996 1 OWNER OCCUPIED PURCHASE 43000 220197997 1 OWNER OCCUPIED PURCHASE 64500 220197998 1 OWNER OCCUPIED PURCHASE 47000 220197999 1 OWNER OCCUPIED PURCHASE 248000 220198000 1 OWNER OCCUPIED PURCHASE 50000 220198001 1 OWNER OCCUPIED PURCHASE 118200 220198002 1 OWNER OCCUPIED PURCHASE 151920 220198003 2 OWNER OCCUPIED PURCHASE 46995 220198004 1 OWNER OCCUPIED PURCHASE 228000 220198005 1 OWNER OCCUPIED PURCHASE 98400 220198006 1 OWNER OCCUPIED PURCHASE 64000 220198007 1 OWNER OCCUPIED PURCHASE 57700 220198008 1 OWNER OCCUPIED PURCHASE 77500 220198009 1 OWNER OCCUPIED PURCHASE 152000 220198010 1 OWNER OCCUPIED PURCHASE 47000 220198011 1 OWNER OCCUPIED PURCHASE 55000 220198012 1 OWNER OCCUPIED PURCHASE 138000 220198013 1 OWNER OCCUPIED PURCHASE 105600 220198014 1 OWNER OCCUPIED PURCHASE 59000 220198015 1 OWNER OCCUPIED PURCHASE 81600 220198016 1 OWNER OCCUPIED PURCHASE 238400 220198017 1 OWNER OCCUPIED PURCHASE 101312 220198018 1 OWNER OCCUPIED PURCHASE 64000 220198019 1 OWNER OCCUPIED PURCHASE 106400 220198020 1 OWNER OCCUPIED CASH OUT 205600 220198022 1 OWNER OCCUPIED PURCHASE 110800 220198023 1 OWNER OCCUPIED PURCHASE 96755 220198024 1 OWNER OCCUPIED PURCHASE 141600 220198025 1 OWNER OCCUPIED PURCHASE 532000 220198026 1 OWNER OCCUPIED PURCHASE 416000 220198027 2 OWNER OCCUPIED PURCHASE 129600 220198028 1 OWNER OCCUPIED CASH OUT 128000 220198029 1 OWNER OCCUPIED PURCHASE 120000 220198030 1 OWNER OCCUPIED PURCHASE 52500 220198031 1 OWNER OCCUPIED PURCHASE 103200 220198032 1 OWNER OCCUPIED PURCHASE 192800 220198033 1 OWNER OCCUPIED PURCHASE 49900 220198034 1 OWNER OCCUPIED PURCHASE 104000 220198035 2 OWNER OCCUPIED PURCHASE 216000 220198036 1 OWNER OCCUPIED CASH OUT 27200 220198037 1 OWNER OCCUPIED PURCHASE 264000 220198043 1 OWNER OCCUPIED PURCHASE 36000 220198044 1 OWNER OCCUPIED PURCHASE 20000 220198045 1 OWNER OCCUPIED PURCHASE 59600 220198046 2 OWNER OCCUPIED CASH OUT 32000 220198047 1 OWNER OCCUPIED PURCHASE 20500 220198048 1 OWNER OCCUPIED PURCHASE 95600 220198049 1 OWNER OCCUPIED REFINANCE 80000 220198050 1 OWNER OCCUPIED PURCHASE 85000 220198051 1 OWNER OCCUPIED CASH OUT 75000 220198052 1 OWNER OCCUPIED PURCHASE 112400 220198053 1 OWNER OCCUPIED PURCHASE 129980 220198054 2 OWNER OCCUPIED PURCHASE 105000 220198055 1 OWNER OCCUPIED PURCHASE 68000 220198056 1 OWNER OCCUPIED CASH OUT 90200 220198057 1 SECOND HOME PURCHASE 59000 220198059 1 OWNER OCCUPIED PURCHASE 110000 220198060 1 OWNER OCCUPIED PURCHASE 71000 220198061 1 OWNER OCCUPIED CASH OUT 84400 220198062 1 OWNER OCCUPIED PURCHASE 58500 220198063 1 OWNER OCCUPIED PURCHASE 56000 220198064 1 OWNER OCCUPIED PURCHASE 112000 220198065 1 OWNER OCCUPIED PURCHASE 117000 220198066 1 OWNER OCCUPIED PURCHASE 64600 220198067 1 OWNER OCCUPIED PURCHASE 95000 220198068 1 OWNER OCCUPIED PURCHASE 66000 220198069 1 OWNER OCCUPIED PURCHASE 92000 220198070 1 OWNER OCCUPIED PURCHASE 39980 220198071 1 OWNER OCCUPIED PURCHASE 63000 220198072 1 OWNER OCCUPIED PURCHASE 100000 220198073 1 OWNER OCCUPIED CASH OUT 80000 220198075 1 OWNER OCCUPIED PURCHASE 103000 220198076 1 OWNER OCCUPIED PURCHASE 51000 220198077 1 OWNER OCCUPIED PURCHASE 35600 220198078 1 OWNER OCCUPIED PURCHASE 106000 220198079 1 OWNER OCCUPIED PURCHASE 68267 220198080 1 OWNER OCCUPIED CASH OUT 90000 220198081 1 OWNER OCCUPIED PURCHASE 63800 220198082 1 OWNER OCCUPIED PURCHASE 85000 220198083 1 OWNER OCCUPIED PURCHASE 70000 220198084 2 OWNER OCCUPIED PURCHASE 117000 220198085 1 OWNER OCCUPIED CASH OUT 102000 220198086 4 OWNER OCCUPIED CASH OUT 23000 220198087 1 OWNER OCCUPIED PURCHASE 90000 220198088 1 OWNER OCCUPIED PURCHASE 72800 220198089 1 OWNER OCCUPIED REFINANCE 71000 220198090 1 OWNER OCCUPIED PURCHASE 111000 220198091 1 OWNER OCCUPIED PURCHASE 49400 220198093 1 OWNER OCCUPIED CASH OUT 148000 220198094 1 OWNER OCCUPIED PURCHASE 51459 220198095 1 OWNER OCCUPIED PURCHASE 137800 220198097 1 OWNER OCCUPIED PURCHASE 551200 220198098 1 OWNER OCCUPIED CASH OUT 284000 220198099 1 OWNER OCCUPIED REFINANCE 320000 220198100 1 OWNER OCCUPIED PURCHASE 197600 220198101 1 OWNER OCCUPIED PURCHASE 234000 220198102 1 OWNER OCCUPIED PURCHASE 368000 220198103 1 OWNER OCCUPIED PURCHASE 272000 220198104 1 OWNER OCCUPIED PURCHASE 444000 220198105 1 OWNER OCCUPIED CASH OUT 236000 220198106 1 OWNER OCCUPIED PURCHASE 468000 220198107 1 OWNER OCCUPIED PURCHASE 340000 220198108 1 OWNER OCCUPIED PURCHASE 284000 220198109 1 OWNER OCCUPIED CASH OUT 592000 220198110 1 OWNER OCCUPIED PURCHASE 382400 220198111 1 OWNER OCCUPIED PURCHASE 340000 220198112 1 OWNER OCCUPIED PURCHASE 264000 220198113 1 OWNER OCCUPIED PURCHASE 551920 220198114 1 OWNER OCCUPIED PURCHASE 211200 220198115 1 OWNER OCCUPIED PURCHASE 319920 220198116 1 OWNER OCCUPIED CASH OUT 337600 220198117 1 OWNER OCCUPIED PURCHASE 280000 220198118 1 OWNER OCCUPIED PURCHASE 284000 220198119 1 OWNER OCCUPIED PURCHASE 343200 220198120 1 OWNER OCCUPIED PURCHASE 258400 220198121 1 OWNER OCCUPIED PURCHASE 273067 220198122 1 OWNER OCCUPIED PURCHASE 400000 220198123 1 OWNER OCCUPIED PURCHASE 142400 220198124 1 OWNER OCCUPIED PURCHASE 440000 220198125 1 OWNER OCCUPIED CASH OUT 360000 220198126 1 OWNER OCCUPIED CASH OUT 360800 220198127 1 OWNER OCCUPIED CASH OUT 300000 220198128 1 OWNER OCCUPIED PURCHASE 252000 220198129 1 OWNER OCCUPIED PURCHASE 340000 220198130 1 OWNER OCCUPIED PURCHASE 360000 220198132 1 OWNER OCCUPIED PURCHASE 224000 220198133 1 OWNER OCCUPIED PURCHASE 204000 220198135 1 OWNER OCCUPIED CASH OUT 408000 220198136 2 OWNER OCCUPIED PURCHASE 420000 220198137 1 OWNER OCCUPIED PURCHASE 424000 220198138 1 OWNER OCCUPIED PURCHASE 449600 220198139 1 OWNER OCCUPIED PURCHASE 255200 220198140 1 OWNER OCCUPIED PURCHASE 117800 220198141 1 OWNER OCCUPIED PURCHASE 91200 220198142 1 OWNER OCCUPIED CASH OUT 320000 220198143 2 OWNER OCCUPIED PURCHASE 468000 220198144 1 OWNER OCCUPIED PURCHASE 380000 220198146 1 OWNER OCCUPIED PURCHASE 230800 220198151 1 OWNER OCCUPIED PURCHASE 190000 220198152 1 OWNER OCCUPIED PURCHASE 58200 220198153 1 OWNER OCCUPIED PURCHASE 312000 220198156 1 OWNER OCCUPIED PURCHASE 174000 220198157 1 OWNER OCCUPIED PURCHASE 124800 220198160 1 OWNER OCCUPIED PURCHASE 105600 220198162 1 OWNER OCCUPIED CASH OUT 72000 220198164 1 OWNER OCCUPIED PURCHASE 104800 220198170 1 OWNER OCCUPIED PURCHASE 72250 220198172 1 OWNER OCCUPIED PURCHASE 108000 220198177 1 OWNER OCCUPIED PURCHASE 52250 220198179 1 OWNER OCCUPIED PURCHASE 238400 220198186 1 OWNER OCCUPIED PURCHASE 166000 220198191 1 OWNER OCCUPIED PURCHASE 107300 220198195 1 OWNER OCCUPIED PURCHASE 60000 220198196 1 OWNER OCCUPIED PURCHASE 54500 220198201 1 OWNER OCCUPIED PURCHASE 109800 220198206 1 INVESTOR PURCHASE 76500 220198214 1 OWNER OCCUPIED PURCHASE 58500 220198218 1 OWNER OCCUPIED PURCHASE 99750 220198221 1 OWNER OCCUPIED PURCHASE 95000 220198225 1 OWNER OCCUPIED PURCHASE 106250 220198229 1 INVESTOR PURCHASE 93500 220198230 1 OWNER OCCUPIED PURCHASE 88350 220198231 1 OWNER OCCUPIED PURCHASE 108000 220198232 1 INVESTOR PURCHASE 95000 220198233 1 OWNER OCCUPIED PURCHASE 74700 220198234 1 OWNER OCCUPIED PURCHASE 78000 220198235 1 OWNER OCCUPIED PURCHASE 59850 220198236 1 OWNER OCCUPIED PURCHASE 125875 220198237 3 INVESTOR PURCHASE 243000 220198239 1 OWNER OCCUPIED PURCHASE 84150 220198241 1 OWNER OCCUPIED PURCHASE 111240 220198245 1 OWNER OCCUPIED PURCHASE 138000 220198246 5 OWNER OCCUPIED PURCHASE 149600 220198247 1 OWNER OCCUPIED PURCHASE 192000 220198248 1 OWNER OCCUPIED PURCHASE 111920 220198254 2 OWNER OCCUPIED PURCHASE 328000 220198255 1 OWNER OCCUPIED PURCHASE 77000 220198257 1 OWNER OCCUPIED PURCHASE 141600 220198265 1 OWNER OCCUPIED PURCHASE 119000 220198267 1 OWNER OCCUPIED PURCHASE 122000 220198272 1 OWNER OCCUPIED PURCHASE 145600 220198276 1 OWNER OCCUPIED PURCHASE 175500 220198278 1 OWNER OCCUPIED PURCHASE 275500 220198280 1 OWNER OCCUPIED PURCHASE 123500 220198284 1 OWNER OCCUPIED PURCHASE 131750 220198288 1 SECOND HOME PURCHASE 100720 220198294 1 OWNER OCCUPIED PURCHASE 48450 220198296 1 OWNER OCCUPIED PURCHASE 119000 220198297 1 OWNER OCCUPIED PURCHASE 139555 220198299 1 OWNER OCCUPIED PURCHASE 252000 220198301 1 OWNER OCCUPIED PURCHASE 496000 220198302 1 OWNER OCCUPIED CASH OUT 171200 220198303 1 OWNER OCCUPIED PURCHASE 141600 220198304 1 OWNER OCCUPIED PURCHASE 198800 220198305 1 OWNER OCCUPIED PURCHASE 326400 220198306 1 OWNER OCCUPIED PURCHASE 240000 220198307 1 OWNER OCCUPIED PURCHASE 184000 220198308 1 OWNER OCCUPIED PURCHASE 260000 220198311 1 OWNER OCCUPIED PURCHASE 160000 220198313 1 OWNER OCCUPIED PURCHASE 244000 220198314 1 OWNER OCCUPIED PURCHASE 68500 220198316 1 OWNER OCCUPIED PURCHASE 200000 220198317 1 OWNER OCCUPIED PURCHASE 188800 220198322 1 OWNER OCCUPIED REFINANCE 212000 220198324 1 OWNER OCCUPIED PURCHASE 123200 220198325 1 OWNER OCCUPIED PURCHASE 200000 220198326 1 OWNER OCCUPIED PURCHASE 212000 220198328 1 OWNER OCCUPIED PURCHASE 427950 220198334 1 OWNER OCCUPIED PURCHASE 137600 220198336 1 OWNER OCCUPIED PURCHASE 104000 220198341 1 OWNER OCCUPIED PURCHASE 199920 220198342 1 OWNER OCCUPIED PURCHASE 210400 220198350 4 OWNER OCCUPIED PURCHASE 129000 220198351 1 OWNER OCCUPIED PURCHASE 100500 220198352 1 SECOND HOME PURCHASE 124000 220198353 1 OWNER OCCUPIED PURCHASE 20000 220198354 1 OWNER OCCUPIED CASH OUT 74000 220198355 1 OWNER OCCUPIED PURCHASE 21800 220198357 1 OWNER OCCUPIED PURCHASE 56000 220198358 1 OWNER OCCUPIED PURCHASE 34600 220198359 1 OWNER OCCUPIED PURCHASE 23000 220198360 1 OWNER OCCUPIED PURCHASE 31480 220198361 1 OWNER OCCUPIED PURCHASE 20000 220198362 1 OWNER OCCUPIED PURCHASE 73600 220198363 1 OWNER OCCUPIED PURCHASE 63000 220198365 1 SECOND HOME PURCHASE 20000 220198366 1 OWNER OCCUPIED PURCHASE 25799 220198367 1 OWNER OCCUPIED PURCHASE 29600 220198368 1 SECOND HOME PURCHASE 55200 220198370 1 OWNER OCCUPIED CASH OUT 42800 220198371 2 OWNER OCCUPIED CASH OUT 20000 220198372 1 OWNER OCCUPIED PURCHASE 20000 220198373 1 OWNER OCCUPIED PURCHASE 35400 220198375 1 OWNER OCCUPIED PURCHASE 35000 220198376 1 OWNER OCCUPIED PURCHASE 45800 220198377 1 OWNER OCCUPIED PURCHASE 31200 220198378 1 SECOND HOME PURCHASE 25180 220198379 1 OWNER OCCUPIED PURCHASE 25000 220198380 1 OWNER OCCUPIED PURCHASE 57700 220198381 1 SECOND HOME PURCHASE 42762 220198382 2 OWNER OCCUPIED PURCHASE 44600 220198383 2 OWNER OCCUPIED PURCHASE 35600 220198384 1 OWNER OCCUPIED PURCHASE 47000 220198385 1 OWNER OCCUPIED PURCHASE 57000 220198386 1 OWNER OCCUPIED PURCHASE 25400 220198387 1 OWNER OCCUPIED PURCHASE 34500 220198388 1 OWNER OCCUPIED PURCHASE 78000 220198389 1 OWNER OCCUPIED PURCHASE 20000 220198390 1 OWNER OCCUPIED PURCHASE 27980 220198391 1 OWNER OCCUPIED PURCHASE 38000 220198392 1 OWNER OCCUPIED PURCHASE 29000 220198393 1 OWNER OCCUPIED PURCHASE 20000 220198394 1 OWNER OCCUPIED PURCHASE 74000 220198395 1 OWNER OCCUPIED PURCHASE 23400 220198396 1 OWNER OCCUPIED PURCHASE 37140 220198397 1 OWNER OCCUPIED PURCHASE 24340 220198398 1 OWNER OCCUPIED PURCHASE 31089 220198399 1 OWNER OCCUPIED PURCHASE 81800 220198400 1 OWNER OCCUPIED PURCHASE 71000 220198401 1 OWNER OCCUPIED PURCHASE 39700 220198402 1 OWNER OCCUPIED PURCHASE 99600 220198403 1 OWNER OCCUPIED PURCHASE 34400 220198404 1 OWNER OCCUPIED CASH OUT 59000 220198405 1 OWNER OCCUPIED PURCHASE 52800 220198406 1 OWNER OCCUPIED PURCHASE 24828 220198407 1 OWNER OCCUPIED PURCHASE 21600 220198409 1 OWNER OCCUPIED PURCHASE 63000 220198410 1 OWNER OCCUPIED PURCHASE 24083 220198411 1 OWNER OCCUPIED PURCHASE 31130 220198412 1 OWNER OCCUPIED PURCHASE 22800 220198413 1 OWNER OCCUPIED PURCHASE 25999 220198414 1 OWNER OCCUPIED PURCHASE 65000 220198415 1 OWNER OCCUPIED PURCHASE 28120 220198416 6 OWNER OCCUPIED PURCHASE 23340 220198417 1 OWNER OCCUPIED PURCHASE 30967 220198418 1 OWNER OCCUPIED PURCHASE 20000 220198419 1 OWNER OCCUPIED PURCHASE 21000 220198420 1 OWNER OCCUPIED PURCHASE 33800 220198421 1 OWNER OCCUPIED PURCHASE 20000 220198422 1 OWNER OCCUPIED PURCHASE 43500 220198423 1 OWNER OCCUPIED PURCHASE 20000 220198424 1 OWNER OCCUPIED PURCHASE 82000 220198425 1 OWNER OCCUPIED PURCHASE 30600 220198426 1 OWNER OCCUPIED PURCHASE 20600 220198428 1 OWNER OCCUPIED PURCHASE 26000 220198429 1 OWNER OCCUPIED PURCHASE 46000 220198430 1 OWNER OCCUPIED PURCHASE 20000 220198431 1 OWNER OCCUPIED PURCHASE 20000 220198432 1 OWNER OCCUPIED PURCHASE 47200 220198433 1 OWNER OCCUPIED PURCHASE 20000 220198434 1 OWNER OCCUPIED PURCHASE 25200 220198435 1 OWNER OCCUPIED PURCHASE 38600 220198436 1 OWNER OCCUPIED PURCHASE 25950 220198437 1 OWNER OCCUPIED PURCHASE 60000 220198438 1 OWNER OCCUPIED PURCHASE 46300 220198439 1 OWNER OCCUPIED PURCHASE 27100 220198440 1 OWNER OCCUPIED PURCHASE 20000 220198441 1 OWNER OCCUPIED PURCHASE 36900 220198442 1 OWNER OCCUPIED PURCHASE 22100 220198443 1 OWNER OCCUPIED PURCHASE 20000 220198444 1 OWNER OCCUPIED PURCHASE 81600 220198445 1 OWNER OCCUPIED REFINANCE 53000 220198446 1 OWNER OCCUPIED PURCHASE 48000 220198447 1 OWNER OCCUPIED PURCHASE 79980 220198449 1 OWNER OCCUPIED PURCHASE 38150 220198450 1 OWNER OCCUPIED PURCHASE 37800 220198451 1 OWNER OCCUPIED PURCHASE 29450 220198452 1 OWNER OCCUPIED PURCHASE 26723 220198453 1 OWNER OCCUPIED PURCHASE 50000 220198454 1 OWNER OCCUPIED PURCHASE 35400 220198455 1 OWNER OCCUPIED PURCHASE 49980 220198456 1 OWNER OCCUPIED PURCHASE 37000 220198457 1 OWNER OCCUPIED PURCHASE 23800 220198458 1 OWNER OCCUPIED PURCHASE 20000 220198459 1 OWNER OCCUPIED PURCHASE 22800 220198460 1 OWNER OCCUPIED PURCHASE 24800 220198461 6 OWNER OCCUPIED PURCHASE 24600 220198462 1 OWNER OCCUPIED PURCHASE 36000 220198464 1 OWNER OCCUPIED PURCHASE 53000 220198465 1 OWNER OCCUPIED PURCHASE 78000 220198466 1 OWNER OCCUPIED PURCHASE 50000 220198467 1 OWNER OCCUPIED PURCHASE 33000 220198468 1 OWNER OCCUPIED PURCHASE 28700 220198469 1 OWNER OCCUPIED PURCHASE 61000 220198470 1 OWNER OCCUPIED PURCHASE 27000 220198471 1 OWNER OCCUPIED PURCHASE 26400 220198472 1 OWNER OCCUPIED PURCHASE 49700 220198473 1 OWNER OCCUPIED PURCHASE 26200 220198475 1 OWNER OCCUPIED REFINANCE 78000 220198476 1 OWNER OCCUPIED REFINANCE 28000 220198477 1 OWNER OCCUPIED PURCHASE 37600 220198478 1 OWNER OCCUPIED PURCHASE 36400 220198479 1 OWNER OCCUPIED PURCHASE 40000 220198480 2 OWNER OCCUPIED PURCHASE 48000 220198481 1 OWNER OCCUPIED PURCHASE 27810 220198482 1 OWNER OCCUPIED PURCHASE 107000 220198483 1 OWNER OCCUPIED CASH OUT 35800 220198484 5 OWNER OCCUPIED PURCHASE 37400 220198485 1 OWNER OCCUPIED PURCHASE 52600 220198487 1 OWNER OCCUPIED PURCHASE 29980 220198488 1 OWNER OCCUPIED PURCHASE 74000 220198489 1 OWNER OCCUPIED PURCHASE 32600 220198490 1 OWNER OCCUPIED PURCHASE 85000 220198491 1 OWNER OCCUPIED PURCHASE 20000 220198492 1 OWNER OCCUPIED PURCHASE 20000 220198493 1 OWNER OCCUPIED PURCHASE 20000 220198494 1 OWNER OCCUPIED PURCHASE 21000 220198495 1 OWNER OCCUPIED PURCHASE 30800 220198496 1 OWNER OCCUPIED CASH OUT 48600 220198509 1 OWNER OCCUPIED PURCHASE 95000 220198510 1 OWNER OCCUPIED PURCHASE 72340 220198514 1 OWNER OCCUPIED CASH OUT 264000 220198520 1 OWNER OCCUPIED PURCHASE 192000 220198523 1 OWNER OCCUPIED PURCHASE 144000 220198532 1 OWNER OCCUPIED PURCHASE 40000 220198534 1 OWNER OCCUPIED PURCHASE 90000 220198536 1 OWNER OCCUPIED PURCHASE 96000 220198540 1 OWNER OCCUPIED CASH OUT 143200 220198545 2 OWNER OCCUPIED CASH OUT 128000 220198550 2 OWNER OCCUPIED PURCHASE 178400 220198551 1 OWNER OCCUPIED PURCHASE 132000 220198553 1 OWNER OCCUPIED PURCHASE 151200 220198554 1 OWNER OCCUPIED REFINANCE 312000 220198555 1 OWNER OCCUPIED PURCHASE 130400 220198557 1 OWNER OCCUPIED PURCHASE 158800 220198558 1 OWNER OCCUPIED PURCHASE 91200 220198559 1 OWNER OCCUPIED PURCHASE 154400 220198560 2 OWNER OCCUPIED PURCHASE 142400 220198561 1 OWNER OCCUPIED PURCHASE 223200 220198562 1 OWNER OCCUPIED PURCHASE 116000 220198563 1 OWNER OCCUPIED PURCHASE 183200 220198564 1 OWNER OCCUPIED PURCHASE 140000 220198565 1 OWNER OCCUPIED PURCHASE 124358 220198566 1 OWNER OCCUPIED PURCHASE 51000 220198567 1 OWNER OCCUPIED PURCHASE 327200 220198568 1 OWNER OCCUPIED PURCHASE 150400 220198569 1 OWNER OCCUPIED PURCHASE 122400 220198570 1 OWNER OCCUPIED PURCHASE 185200 220198571 1 OWNER OCCUPIED PURCHASE 152000 220198572 1 OWNER OCCUPIED PURCHASE 84000 220198573 1 OWNER OCCUPIED PURCHASE 228000 220198574 6 OWNER OCCUPIED PURCHASE 93360 220198575 1 OWNER OCCUPIED PURCHASE 112480 220198576 1 OWNER OCCUPIED PURCHASE 123866 220198577 1 OWNER OCCUPIED PURCHASE 84000 220198578 1 OWNER OCCUPIED PURCHASE 80000 220198579 1 OWNER OCCUPIED PURCHASE 100800 220198580 1 OWNER OCCUPIED PURCHASE 103800 220198581 1 OWNER OCCUPIED PURCHASE 124520 220198582 1 OWNER OCCUPIED PURCHASE 119920 220198583 1 OWNER OCCUPIED REFINANCE 160000 220198584 1 OWNER OCCUPIED PURCHASE 108400 220198585 1 OWNER OCCUPIED PURCHASE 87200 220198586 1 OWNER OCCUPIED PURCHASE 100000 220198587 1 OWNER OCCUPIED PURCHASE 100000 220198588 1 OWNER OCCUPIED PURCHASE 62000 220198589 1 OWNER OCCUPIED PURCHASE 59950 220198590 1 SECOND HOME PURCHASE 171048 220198591 1 OWNER OCCUPIED PURCHASE 43500 220198592 1 OWNER OCCUPIED PURCHASE 80000 220198593 1 OWNER OCCUPIED PURCHASE 103997 220198594 1 OWNER OCCUPIED PURCHASE 147600 220198595 1 OWNER OCCUPIED PURCHASE 99312 220198596 1 OWNER OCCUPIED PURCHASE 99200 220198597 1 OWNER OCCUPIED PURCHASE 78000 220198598 1 OWNER OCCUPIED PURCHASE 76450 220198599 1 OWNER OCCUPIED PURCHASE 57000 220198600 1 OWNER OCCUPIED PURCHASE 96332 220198601 1 OWNER OCCUPIED PURCHASE 46000 220198602 1 OWNER OCCUPIED PURCHASE 57000 220198603 1 OWNER OCCUPIED PURCHASE 59400 220198604 1 OWNER OCCUPIED PURCHASE 88400 220198605 1 OWNER OCCUPIED PURCHASE 68999 220198607 1 OWNER OCCUPIED PURCHASE 57500 220198608 1 OWNER OCCUPIED PURCHASE 159920 220198609 1 OWNER OCCUPIED PURCHASE 448000 220198610 1 OWNER OCCUPIED PURCHASE 124640 220198611 1 SECOND HOME PURCHASE 236000 220198612 1 OWNER OCCUPIED PURCHASE 252000 220198613 1 OWNER OCCUPIED PURCHASE 412000 220198614 1 OWNER OCCUPIED PURCHASE 92000 220198616 1 OWNER OCCUPIED REFINANCE 112000 220198617 1 OWNER OCCUPIED PURCHASE 291200 220198618 1 OWNER OCCUPIED PURCHASE 144000 220198619 1 OWNER OCCUPIED PURCHASE 79975 220198620 1 OWNER OCCUPIED PURCHASE 138400 220198621 1 OWNER OCCUPIED PURCHASE 148560 220198622 4 OWNER OCCUPIED PURCHASE 516000 220198623 1 SECOND HOME PURCHASE 220800 220198624 1 OWNER OCCUPIED PURCHASE 296000 220198625 1 OWNER OCCUPIED PURCHASE 224000 220198626 1 OWNER OCCUPIED PURCHASE 296000 220198627 4 OWNER OCCUPIED CASH OUT 92000 220198628 1 OWNER OCCUPIED PURCHASE 70000 220198630 1 OWNER OCCUPIED PURCHASE 294400 220198632 1 OWNER OCCUPIED PURCHASE 398400 220198633 1 OWNER OCCUPIED PURCHASE 97360 220198634 1 OWNER OCCUPIED PURCHASE 86400 220198635 1 OWNER OCCUPIED PURCHASE 82400 220198636 1 OWNER OCCUPIED PURCHASE 103196 220198637 1 OWNER OCCUPIED PURCHASE 106891 220198638 1 SECOND HOME PURCHASE 77500 220198639 1 OWNER OCCUPIED PURCHASE 101600 220198640 ** OWNER OCCUPIED PURCHASE 188000 220198641 1 OWNER OCCUPIED PURCHASE 95200 220198642 1 OWNER OCCUPIED PURCHASE 42000 220198644 1 OWNER OCCUPIED PURCHASE 188000 220198645 1 OWNER OCCUPIED PURCHASE 402000 220198646 1 OWNER OCCUPIED PURCHASE 312000 220198647 1 OWNER OCCUPIED CASH OUT 296000 220198648 1 OWNER OCCUPIED CASH OUT 194400 220198649 1 OWNER OCCUPIED PURCHASE 30500 220198650 1 OWNER OCCUPIED CASH OUT 75000 220198651 1 OWNER OCCUPIED PURCHASE 118400 220198652 1 OWNER OCCUPIED PURCHASE 135200 220198653 1 OWNER OCCUPIED PURCHASE 93600 220198654 2 OWNER OCCUPIED PURCHASE 73600 220199366 1 OWNER OCCUPIED PURCHASE 230400 220199371 1 OWNER OCCUPIED PURCHASE 52500 220199375 1 OWNER OCCUPIED PURCHASE 48500 220199384 1 OWNER OCCUPIED PURCHASE 42500 220199385 1 OWNER OCCUPIED REFINANCE 224000 220199393 1 OWNER OCCUPIED PURCHASE 180800 220199398 1 OWNER OCCUPIED PURCHASE 21000 220199399 1 OWNER OCCUPIED PURCHASE 46500 220199400 1 OWNER OCCUPIED PURCHASE 50000 220199401 1 OWNER OCCUPIED PURCHASE 65800 220199402 1 OWNER OCCUPIED PURCHASE 23600 220199403 1 OWNER OCCUPIED PURCHASE 38000 220199405 1 OWNER OCCUPIED PURCHASE 26620 220199406 1 OWNER OCCUPIED PURCHASE 21600 220199407 1 OWNER OCCUPIED PURCHASE 20000 220199408 1 OWNER OCCUPIED PURCHASE 20000 220199409 2 OWNER OCCUPIED PURCHASE 88000 220199410 1 OWNER OCCUPIED PURCHASE 23000 220199411 1 OWNER OCCUPIED PURCHASE 92400 220199413 1 OWNER OCCUPIED PURCHASE 45200 220199414 1 OWNER OCCUPIED PURCHASE 46200 220199416 1 OWNER OCCUPIED PURCHASE 42000 220199417 1 OWNER OCCUPIED PURCHASE 98180 220199418 1 OWNER OCCUPIED PURCHASE 20000 220199419 1 OWNER OCCUPIED PURCHASE 29247 220199420 1 OWNER OCCUPIED PURCHASE 51600 220199421 2 OWNER OCCUPIED PURCHASE 65000 220199422 1 OWNER OCCUPIED REFINANCE 56000 220199423 1 OWNER OCCUPIED PURCHASE 369600 220199436 1 OWNER OCCUPIED PURCHASE 86400 220199437 1 OWNER OCCUPIED PURCHASE 40000 220199439 1 OWNER OCCUPIED PURCHASE 74100 220199440 1 OWNER OCCUPIED PURCHASE 116987 220199442 1 OWNER OCCUPIED PURCHASE 164880 220199443 1 OWNER OCCUPIED PURCHASE 92000 220199444 2 OWNER OCCUPIED PURCHASE 352000 220199445 1 OWNER OCCUPIED PURCHASE 392720 220199446 1 OWNER OCCUPIED PURCHASE 26900 220199447 1 SECOND HOME PURCHASE 110000 220198215 1 OWNER OCCUPIED PURCHASE 115383 220198525 1 OWNER OCCUPIED PURCHASE 152550 220198615 2 OWNER OCCUPIED CASH OUT 73000 220192996 1 OWNER OCCUPIED PURCHASE 448000 220198364 1 OWNER OCCUPIED CASH OUT 65600 220198058 1 OWNER OCCUPIED PURCHASE 86000 220198369 2 OWNER OCCUPIED CASH OUT 139600 220198643 2 OWNER OCCUPIED CASH OUT 558400 220197759 1 OWNER OCCUPIED PURCHASE 195200 220199395 1 OWNER OCCUPIED PURCHASE 206400 220191272 1 OWNER OCCUPIED CASH OUT 90000 220194649 1 OWNER OCCUPIED REFINANCE 123760 220192543 1 OWNER OCCUPIED PURCHASE 127200 220198629 1 OWNER OCCUPIED CASH OUT 100000 220197769 1 OWNER OCCUPIED PURCHASE 244000 220197882 1 OWNER OCCUPIED PURCHASE 61000 220192478 1 OWNER OCCUPIED CASH OUT 84000 220193236 1 OWNER OCCUPIED PURCHASE 254400 220191077 1 OWNER OCCUPIED PURCHASE 94400 220193878 1 OWNER OCCUPIED CASH OUT 157500 220191819 1 OWNER OCCUPIED CASH OUT 84000 220192080 1 OWNER OCCUPIED CASH OUT 97000 220198224 1 OWNER OCCUPIED PURCHASE 68400 220194627 1 OWNER OCCUPIED CASH OUT 380000 220198292 1 OWNER OCCUPIED PURCHASE 157250 220194207 1 OWNER OCCUPIED CASH OUT 212000 220198167 1 OWNER OCCUPIED PURCHASE 270750 220198348 1 OWNER OCCUPIED PURCHASE 303050 220191860 1 OWNER OCCUPIED CASH OUT 111000 220198463 1 OWNER OCCUPIED REFINANCE 40000 220192024 1 OWNER OCCUPIED CASH OUT 135200 220193012 1 OWNER OCCUPIED CASH OUT 220400 220193940 1 OWNER OCCUPIED PURCHASE 488000 220194656 2 INVESTOR REFINANCE 171000 220198189 1 OWNER OCCUPIED PURCHASE 119000 220197910 1 OWNER OCCUPIED REFINANCE 38000 220198021 1 OWNER OCCUPIED REFINANCE 196000 220197873 1 OWNER OCCUPIED REFINANCE 145600 220190542 1 OWNER OCCUPIED REFINANCE 85500 220190592 1 OWNER OCCUPIED PURCHASE 69350 220190604 1 INVESTOR PURCHASE 123500 220190619 1 OWNER OCCUPIED PURCHASE 199500 220190623 1 INVESTOR PURCHASE 81000 220190624 1 OWNER OCCUPIED CASH OUT 559550 220190639 2 OWNER OCCUPIED REFINANCE 245100 220190644 1 OWNER OCCUPIED PURCHASE 351500 220190647 1 OWNER OCCUPIED CASH OUT 256500 220190659 1 OWNER OCCUPIED PURCHASE 194750 220190695 1 INVESTOR PURCHASE 68000 220190706 1 OWNER OCCUPIED CASH OUT 161500 220190710 1 OWNER OCCUPIED PURCHASE 80275 220190715 1 OWNER OCCUPIED CASH OUT 282150 220190721 1 INVESTOR PURCHASE 72000 220190726 1 INVESTOR PURCHASE 219600 220190730 1 OWNER OCCUPIED PURCHASE 213750 220190732 1 OWNER OCCUPIED CASH OUT 152000 220190735 1 OWNER OCCUPIED PURCHASE 141750 220190736 1 OWNER OCCUPIED PURCHASE 84550 220190739 1 OWNER OCCUPIED PURCHASE 577600 220190740 1 OWNER OCCUPIED REFINANCE 151050 220190767 1 OWNER OCCUPIED REFINANCE 114000 220190771 1 OWNER OCCUPIED PURCHASE 68000 220190776 1 OWNER OCCUPIED PURCHASE 267377 220190777 1 OWNER OCCUPIED PURCHASE 73908 220190780 1 OWNER OCCUPIED CASH OUT 143450 220190783 1 OWNER OCCUPIED PURCHASE 136990 220190797 1 OWNER OCCUPIED PURCHASE 100800 220190805 1 OWNER OCCUPIED PURCHASE 125305 220190810 1 OWNER OCCUPIED PURCHASE 460750 220190821 1 OWNER OCCUPIED PURCHASE 97850 220190827 1 OWNER OCCUPIED CASH OUT 190950 220190841 1 OWNER OCCUPIED CASH OUT 313500 220190851 1 OWNER OCCUPIED PURCHASE 75600 220190859 1 OWNER OCCUPIED CASH OUT 498750 220190860 1 OWNER OCCUPIED PURCHASE 404700 220190868 1 OWNER OCCUPIED PURCHASE 85500 220190882 1 OWNER OCCUPIED PURCHASE 437000 220190893 1 OWNER OCCUPIED PURCHASE 494000 220190894 1 OWNER OCCUPIED PURCHASE 137750 220190899 2 INVESTOR PURCHASE 204250 220190907 1 OWNER OCCUPIED PURCHASE 75050 220190919 1 OWNER OCCUPIED CASH OUT 285000 220190927 1 OWNER OCCUPIED PURCHASE 213750 220190930 1 OWNER OCCUPIED PURCHASE 142500 220190938 1 OWNER OCCUPIED CASH OUT 156750 220190943 1 OWNER OCCUPIED CASH OUT 70300 220190950 1 OWNER OCCUPIED CASH OUT 156750 220190966 1 OWNER OCCUPIED PURCHASE 170050 220190974 1 OWNER OCCUPIED CASH OUT 142500 220190977 1 OWNER OCCUPIED CASH OUT 242250 220190982 1 OWNER OCCUPIED PURCHASE 99000 220190984 1 OWNER OCCUPIED REFINANCE 142500 220190986 1 OWNER OCCUPIED PURCHASE 280250 220191001 1 OWNER OCCUPIED CASH OUT 270750 220191005 1 OWNER OCCUPIED PURCHASE 180500 220191007 1 OWNER OCCUPIED PURCHASE 154734 220191021 1 OWNER OCCUPIED CASH OUT 271700 220191022 1 OWNER OCCUPIED PURCHASE 132905 220191029 1 OWNER OCCUPIED PURCHASE 97280 220191050 1 OWNER OCCUPIED PURCHASE 143450 220191060 1 OWNER OCCUPIED PURCHASE 204250 220191082 1 OWNER OCCUPIED CASH OUT 213750 220191084 1 INVESTOR PURCHASE 108000 220191090 2 OWNER OCCUPIED PURCHASE 427500 220191176 1 OWNER OCCUPIED PURCHASE 174800 220191190 1 OWNER OCCUPIED PURCHASE 103550 220191192 1 OWNER OCCUPIED PURCHASE 498750 220191201 1 OWNER OCCUPIED CASH OUT 194750 220191207 1 OWNER OCCUPIED PURCHASE 77900 220191222 1 OWNER OCCUPIED CASH OUT 465500 220191227 1 OWNER OCCUPIED CASH OUT 389500 220191229 1 OWNER OCCUPIED PURCHASE 82650 220191232 1 OWNER OCCUPIED PURCHASE 114000 220191236 1 OWNER OCCUPIED PURCHASE 190950 220191243 1 OWNER OCCUPIED PURCHASE 145255 220191244 1 OWNER OCCUPIED PURCHASE 174350 220191248 1 OWNER OCCUPIED PURCHASE 89300 220191251 1 OWNER OCCUPIED PURCHASE 228475 220191258 1 INVESTOR PURCHASE 346500 220191264 1 OWNER OCCUPIED PURCHASE 119250 220191285 1 OWNER OCCUPIED PURCHASE 133000 220191296 1 OWNER OCCUPIED CASH OUT 126350 220191300 1 OWNER OCCUPIED PURCHASE 123250 220191301 1 OWNER OCCUPIED PURCHASE 61750 220191354 1 OWNER OCCUPIED PURCHASE 247000 220191365 1 OWNER OCCUPIED PURCHASE 104500 220191371 1 OWNER OCCUPIED CASH OUT 280250 220191376 1 OWNER OCCUPIED CASH OUT 125400 220191378 1 OWNER OCCUPIED PURCHASE 66690 220191380 2 OWNER OCCUPIED PURCHASE 247000 220191382 1 OWNER OCCUPIED CASH OUT 351500 220191394 1 OWNER OCCUPIED CASH OUT 90725 220191404 1 OWNER OCCUPIED CASH OUT 342000 220191416 1 OWNER OCCUPIED PURCHASE 76000 220191419 1 OWNER OCCUPIED PURCHASE 116460 220191426 1 OWNER OCCUPIED CASH OUT 137750 220191445 1 OWNER OCCUPIED PURCHASE 155887 220191466 1 OWNER OCCUPIED PURCHASE 133000 220191468 1 SECOND HOME PURCHASE 199500 220191473 1 OWNER OCCUPIED CASH OUT 70300 220191482 1 OWNER OCCUPIED PURCHASE 103500 220191483 2 OWNER OCCUPIED PURCHASE 197600 220191488 1 OWNER OCCUPIED PURCHASE 169860 220191508 1 OWNER OCCUPIED CASH OUT 194750 220191518 1 OWNER OCCUPIED CASH OUT 209000 220191526 1 OWNER OCCUPIED PURCHASE 82650 220191537 1 OWNER OCCUPIED CASH OUT 123500 220191548 1 OWNER OCCUPIED PURCHASE 78234 220191549 1 OWNER OCCUPIED CASH OUT 176225 220191553 1 OWNER OCCUPIED PURCHASE 110600 220191586 2 OWNER OCCUPIED PURCHASE 366225 220191588 1 OWNER OCCUPIED CASH OUT 342000 220191598 1 OWNER OCCUPIED PURCHASE 337250 220191603 1 OWNER OCCUPIED CASH OUT 190000 220191608 1 OWNER OCCUPIED PURCHASE 161405 220191611 1 OWNER OCCUPIED CASH OUT 171000 220191616 1 OWNER OCCUPIED PURCHASE 76000 220191617 1 INVESTOR PURCHASE 63000 220191625 1 OWNER OCCUPIED PURCHASE 136800 220191631 1 OWNER OCCUPIED PURCHASE 193800 220191632 1 INVESTOR PURCHASE 70200 220191644 1 INVESTOR PURCHASE 72000 220191647 1 OWNER OCCUPIED PURCHASE 156655 220191654 1 OWNER OCCUPIED CASH OUT 294500 220191694 1 OWNER OCCUPIED PURCHASE 119320 220191713 1 OWNER OCCUPIED CASH OUT 73150 220191719 1 OWNER OCCUPIED CASH OUT 95950 220191730 1 INVESTOR PURCHASE 105300 220191747 1 OWNER OCCUPIED PURCHASE 189905 220191767 1 OWNER OCCUPIED PURCHASE 305100 220191777 1 INVESTOR PURCHASE 80100 220191808 1 OWNER OCCUPIED CASH OUT 187150 220191816 2 OWNER OCCUPIED PURCHASE 291650 220191851 1 OWNER OCCUPIED CASH OUT 394250 220191857 1 OWNER OCCUPIED PURCHASE 304000 220191863 1 OWNER OCCUPIED CASH OUT 403750 220191866 1 OWNER OCCUPIED PURCHASE 446500 220191891 1 INVESTOR PURCHASE 140250 220191901 1 OWNER OCCUPIED PURCHASE 109250 220191903 1 OWNER OCCUPIED PURCHASE 76500 220191915 1 OWNER OCCUPIED PURCHASE 247000 220191954 1 OWNER OCCUPIED CASH OUT 124450 220191982 1 OWNER OCCUPIED PURCHASE 101650 220192015 1 OWNER OCCUPIED CASH OUT 156750 220192034 1 INVESTOR PURCHASE 68000 220192090 1 OWNER OCCUPIED PURCHASE 154565 220192091 1 OWNER OCCUPIED CASH OUT 92625 220192096 1 OWNER OCCUPIED PURCHASE 260100 220192099 1 INVESTOR PURCHASE 219300 220192156 1 OWNER OCCUPIED PURCHASE 80100 220192157 1 OWNER OCCUPIED PURCHASE 351500 220192158 1 OWNER OCCUPIED PURCHASE 223250 220192174 1 OWNER OCCUPIED REFINANCE 432250 220192175 1 OWNER OCCUPIED PURCHASE 185300 220192186 2 OWNER OCCUPIED PURCHASE 209000 220192188 1 OWNER OCCUPIED PURCHASE 148200 220192190 1 OWNER OCCUPIED PURCHASE 79325 220192192 1 OWNER OCCUPIED PURCHASE 94895 220192195 1 OWNER OCCUPIED PURCHASE 130625 220192196 1 OWNER OCCUPIED PURCHASE 199405 220192205 1 OWNER OCCUPIED PURCHASE 194750 220192206 1 OWNER OCCUPIED CASH OUT 142500 220192207 2 OWNER OCCUPIED PURCHASE 489250 220192208 1 SECOND HOME PURCHASE 166250 220192209 1 OWNER OCCUPIED PURCHASE 130150 220192215 1 OWNER OCCUPIED CASH OUT 171000 220192216 1 OWNER OCCUPIED PURCHASE 233750 220192231 1 OWNER OCCUPIED PURCHASE 166174 220192243 1 OWNER OCCUPIED CASH OUT 204250 220192244 1 OWNER OCCUPIED CASH OUT 190000 220192253 2 OWNER OCCUPIED PURCHASE 171000 220192254 1 INVESTOR PURCHASE 162450 220192270 1 OWNER OCCUPIED PURCHASE 532000 220192280 1 OWNER OCCUPIED PURCHASE 165015 220192288 1 OWNER OCCUPIED PURCHASE 75600 220192293 1 SECOND HOME PURCHASE 163305 220192297 1 OWNER OCCUPIED PURCHASE 142500 220192300 1 OWNER OCCUPIED PURCHASE 342000 220192302 1 OWNER OCCUPIED PURCHASE 61750 220192307 1 OWNER OCCUPIED PURCHASE 128250 220192315 1 OWNER OCCUPIED PURCHASE 88650 220192322 1 OWNER OCCUPIED CASH OUT 110200 220192325 1 OWNER OCCUPIED PURCHASE 75905 220192327 1 OWNER OCCUPIED PURCHASE 246715 220192329 1 OWNER OCCUPIED CASH OUT 318250 220192334 1 OWNER OCCUPIED PURCHASE 181450 220192340 1 OWNER OCCUPIED PURCHASE 281200 220192367 1 OWNER OCCUPIED CASH OUT 159125 220192374 1 OWNER OCCUPIED PURCHASE 218500 220192412 1 OWNER OCCUPIED PURCHASE 128155 220192414 1 OWNER OCCUPIED PURCHASE 118750 220192429 1 OWNER OCCUPIED PURCHASE 218500 220192435 1 OWNER OCCUPIED PURCHASE 188575 220192446 1 OWNER OCCUPIED CASH OUT 180500 220192456 1 OWNER OCCUPIED PURCHASE 90250 220192501 1 OWNER OCCUPIED PURCHASE 161405 220192513 1 OWNER OCCUPIED CASH OUT 285000 220192515 1 OWNER OCCUPIED PURCHASE 112500 220192523 1 OWNER OCCUPIED PURCHASE 170050 220192524 1 OWNER OCCUPIED PURCHASE 84550 220192535 1 OWNER OCCUPIED PURCHASE 125305 220192552 1 OWNER OCCUPIED PURCHASE 118750 220192556 1 OWNER OCCUPIED CASH OUT 145825 220192567 1 OWNER OCCUPIED PURCHASE 93100 220192577 1 OWNER OCCUPIED CASH OUT 117800 220192582 1 OWNER OCCUPIED CASH OUT 184300 220192590 1 OWNER OCCUPIED PURCHASE 128250 220192592 1 OWNER OCCUPIED CASH OUT 123500 220192597 1 INVESTOR PURCHASE 80100 220192607 1 OWNER OCCUPIED PURCHASE 142500 220192616 1 OWNER OCCUPIED CASH OUT 207100 220192655 1 OWNER OCCUPIED CASH OUT 289750 220192672 1 OWNER OCCUPIED CASH OUT 133950 220192675 1 OWNER OCCUPIED CASH OUT 147250 220192677 1 OWNER OCCUPIED CASH OUT 204250 220192709 1 OWNER OCCUPIED CASH OUT 113050 220192716 1 OWNER OCCUPIED PURCHASE 472950 220192743 1 OWNER OCCUPIED PURCHASE 256500 220192747 1 OWNER OCCUPIED CASH OUT 209000 220192757 1 OWNER OCCUPIED PURCHASE 66500 220192761 1 OWNER OCCUPIED PURCHASE 147250 220192767 1 OWNER OCCUPIED PURCHASE 114000 220192780 1 OWNER OCCUPIED PURCHASE 273600 220192781 1 OWNER OCCUPIED PURCHASE 356250 220192793 1 OWNER OCCUPIED CASH OUT 94050 220192801 1 INVESTOR CASH OUT 163400 220192808 1 OWNER OCCUPIED PURCHASE 71250 220192820 1 OWNER OCCUPIED PURCHASE 173850 220192825 1 OWNER OCCUPIED PURCHASE 246905 220192826 1 OWNER OCCUPIED PURCHASE 171000 220192833 1 OWNER OCCUPIED PURCHASE 304000 220192837 2 OWNER OCCUPIED PURCHASE 256500 220192847 1 OWNER OCCUPIED PURCHASE 154850 220192872 1 OWNER OCCUPIED PURCHASE 87875 220192877 1 INVESTOR PURCHASE 97750 220192880 1 OWNER OCCUPIED CASH OUT 175750 220192884 1 OWNER OCCUPIED PURCHASE 171000 220192897 4 INVESTOR PURCHASE 172000 220192902 1 OWNER OCCUPIED PURCHASE 66600 220192926 1 INVESTOR PURCHASE 188575 220192927 1 OWNER OCCUPIED PURCHASE 242250 220192936 1 OWNER OCCUPIED REFINANCE 85500 220192940 1 OWNER OCCUPIED CASH OUT 83600 220192946 1 OWNER OCCUPIED PURCHASE 209000 220192954 1 OWNER OCCUPIED PURCHASE 95665 220192974 1 OWNER OCCUPIED PURCHASE 225000 220192975 1 OWNER OCCUPIED CASH OUT 122550 220192979 1 OWNER OCCUPIED PURCHASE 204250 220192985 1 OWNER OCCUPIED CASH OUT 123500 220192986 1 OWNER OCCUPIED PURCHASE 186300 220192992 1 INVESTOR PURCHASE 70400 220193002 1 OWNER OCCUPIED PURCHASE 152000 220193007 1 OWNER OCCUPIED PURCHASE 85500 220193015 1 OWNER OCCUPIED PURCHASE 106200 220193022 1 OWNER OCCUPIED PURCHASE 228000 220193024 1 OWNER OCCUPIED PURCHASE 121600 220193027 1 OWNER OCCUPIED PURCHASE 147250 220193037 1 OWNER OCCUPIED PURCHASE 101650 220193040 1 OWNER OCCUPIED PURCHASE 252700 220193042 1 OWNER OCCUPIED PURCHASE 237500 220193049 1 OWNER OCCUPIED CASH OUT 190000 220193052 1 OWNER OCCUPIED PURCHASE 85500 220193054 1 OWNER OCCUPIED PURCHASE 74400 220193057 1 OWNER OCCUPIED PURCHASE 152000 220193063 1 INVESTOR PURCHASE 127800 220193065 1 OWNER OCCUPIED PURCHASE 162000 220193080 1 OWNER OCCUPIED CASH OUT 169100 220193090 1 OWNER OCCUPIED PURCHASE 142500 220193105 1 OWNER OCCUPIED CASH OUT 180500 220193114 1 OWNER OCCUPIED PURCHASE 142500 220193118 1 OWNER OCCUPIED CASH OUT 299250 220193124 1 OWNER OCCUPIED CASH OUT 251750 220193126 1 OWNER OCCUPIED PURCHASE 242250 220193127 1 OWNER OCCUPIED PURCHASE 131575 220193130 1 OWNER OCCUPIED PURCHASE 245100 220193138 1 OWNER OCCUPIED PURCHASE 70775 220193149 1 INVESTOR PURCHASE 93500 220193152 1 OWNER OCCUPIED PURCHASE 379990 220193153 1 INVESTOR PURCHASE 67500 220193163 1 OWNER OCCUPIED PURCHASE 332500 220193165 1 OWNER OCCUPIED PURCHASE 156750 220193171 1 OWNER OCCUPIED PURCHASE 95000 220193175 1 OWNER OCCUPIED PURCHASE 83520 220193178 1 OWNER OCCUPIED PURCHASE 365621 220193186 1 OWNER OCCUPIED CASH OUT 142500 220193192 1 OWNER OCCUPIED PURCHASE 77900 220193193 1 INVESTOR PURCHASE 110500 220193197 1 OWNER OCCUPIED PURCHASE 85000 220193201 1 OWNER OCCUPIED PURCHASE 151560 220193209 1 INVESTOR PURCHASE 77400 220193230 1 OWNER OCCUPIED REFINANCE 154850 220193235 1 OWNER OCCUPIED PURCHASE 121410 220193245 1 OWNER OCCUPIED PURCHASE 99000 220193259 1 OWNER OCCUPIED PURCHASE 274500 220193288 1 OWNER OCCUPIED PURCHASE 90250 220193292 1 INVESTOR PURCHASE 76500 220193298 1 OWNER OCCUPIED PURCHASE 133000 220193312 1 INVESTOR PURCHASE 63000 220193313 1 OWNER OCCUPIED PURCHASE 96900 220193319 2 INVESTOR PURCHASE 218700 220193320 1 OWNER OCCUPIED PURCHASE 211500 220193324 1 OWNER OCCUPIED PURCHASE 67455 220193328 1 INVESTOR PURCHASE 67500 220193329 1 OWNER OCCUPIED CASH OUT 94050 220193332 1 OWNER OCCUPIED PURCHASE 244000 220193341 1 OWNER OCCUPIED PURCHASE 199500 220193343 1 OWNER OCCUPIED PURCHASE 71250 220193348 1 OWNER OCCUPIED PURCHASE 63920 220193358 1 OWNER OCCUPIED PURCHASE 80750 220193368 1 OWNER OCCUPIED PURCHASE 114950 220193378 1 OWNER OCCUPIED CASH OUT 79800 220193386 1 OWNER OCCUPIED CASH OUT 75050 220193388 1 OWNER OCCUPIED CASH OUT 579500 220193403 1 OWNER OCCUPIED PURCHASE 91953 220193405 1 OWNER OCCUPIED CASH OUT 272650 220193421 1 OWNER OCCUPIED PURCHASE 130150 220193426 1 OWNER OCCUPIED PURCHASE 178045 220193429 1 OWNER OCCUPIED PURCHASE 99750 220193430 1 OWNER OCCUPIED CASH OUT 177650 220193431 1 OWNER OCCUPIED PURCHASE 137750 220193433 2 OWNER OCCUPIED CASH OUT 104405 220193474 1 OWNER OCCUPIED PURCHASE 115330 220193476 1 OWNER OCCUPIED PURCHASE 218500 220193483 1 OWNER OCCUPIED PURCHASE 261250 220193484 1 OWNER OCCUPIED PURCHASE 80750 220193487 1 OWNER OCCUPIED PURCHASE 111510 220193498 1 OWNER OCCUPIED CASH OUT 152950 220193501 1 INVESTOR PURCHASE 70200 220193510 1 INVESTOR PURCHASE 90000 220193518 1 OWNER OCCUPIED CASH OUT 342000 220193530 1 OWNER OCCUPIED PURCHASE 158650 220193543 1 OWNER OCCUPIED PURCHASE 100000 220193562 1 OWNER OCCUPIED PURCHASE 88825 220193563 1 INVESTOR CASH OUT 95000 220193589 1 OWNER OCCUPIED PURCHASE 107100 220193592 1 OWNER OCCUPIED CASH OUT 312550 220193609 1 OWNER OCCUPIED CASH OUT 199500 220193637 1 OWNER OCCUPIED CASH OUT 313500 220193639 1 OWNER OCCUPIED PURCHASE 155800 220193654 1 SECOND HOME PURCHASE 82650 220193659 1 INVESTOR PURCHASE 84150 220193663 1 OWNER OCCUPIED CASH OUT 154850 220193671 1 OWNER OCCUPIED PURCHASE 229900 220193683 1 OWNER OCCUPIED PURCHASE 90000 220193694 1 OWNER OCCUPIED CASH OUT 252700 220193724 1 OWNER OCCUPIED PURCHASE 247000 220193727 1 OWNER OCCUPIED PURCHASE 202825 220193731 1 OWNER OCCUPIED PURCHASE 93100 220193764 1 INVESTOR PURCHASE 85500 220193765 1 SECOND HOME PURCHASE 131100 220193781 1 OWNER OCCUPIED REFINANCE 221350 220193794 1 OWNER OCCUPIED PURCHASE 209000 220193796 2 OWNER OCCUPIED CASH OUT 304000 220193800 1 OWNER OCCUPIED PURCHASE 63650 220193807 1 OWNER OCCUPIED PURCHASE 85405 220193811 1 OWNER OCCUPIED PURCHASE 64000 220193814 1 OWNER OCCUPIED PURCHASE 74715 220193821 1 OWNER OCCUPIED PURCHASE 94500 220193837 1 OWNER OCCUPIED CASH OUT 87400 220193891 1 OWNER OCCUPIED PURCHASE 317703 220193904 1 OWNER OCCUPIED PURCHASE 171000 220193907 1 OWNER OCCUPIED PURCHASE 100225 220193917 1 OWNER OCCUPIED PURCHASE 62400 220193922 1 OWNER OCCUPIED PURCHASE 161500 220193925 1 OWNER OCCUPIED PURCHASE 180500 220193941 1 OWNER OCCUPIED PURCHASE 87400 220193951 2 INVESTOR PURCHASE 71910 220193957 1 OWNER OCCUPIED PURCHASE 69350 220193964 1 OWNER OCCUPIED PURCHASE 217550 220193972 1 OWNER OCCUPIED PURCHASE 152000 220193979 1 OWNER OCCUPIED PURCHASE 118400 220193995 1 OWNER OCCUPIED PURCHASE 144400 220193998 1 INVESTOR PURCHASE 71400 220194001 1 OWNER OCCUPIED PURCHASE 159600 220194005 1 OWNER OCCUPIED CASH OUT 457900 220194012 1 OWNER OCCUPIED PURCHASE 357152 220194015 1 OWNER OCCUPIED PURCHASE 166250 220194032 1 OWNER OCCUPIED PURCHASE 101650 220194044 1 OWNER OCCUPIED PURCHASE 90100 220194082 1 OWNER OCCUPIED PURCHASE 157500 220194084 1 OWNER OCCUPIED PURCHASE 283500 220194086 1 OWNER OCCUPIED PURCHASE 95000 220194100 1 OWNER OCCUPIED PURCHASE 608000 220194113 1 INVESTOR PURCHASE 81000 220194114 1 OWNER OCCUPIED PURCHASE 89775 220194122 1 OWNER OCCUPIED PURCHASE 66500 220194123 1 OWNER OCCUPIED REFINANCE 95950 220194155 2 OWNER OCCUPIED PURCHASE 121600 220194158 1 OWNER OCCUPIED PURCHASE 165600 220194165 1 INVESTOR PURCHASE 72000 220194193 2 OWNER OCCUPIED PURCHASE 261250 220194197 1 OWNER OCCUPIED PURCHASE 82840 220194200 1 OWNER OCCUPIED CASH OUT 247000 220194224 1 OWNER OCCUPIED CASH OUT 196650 220194230 2 OWNER OCCUPIED PURCHASE 129200 220194232 1 OWNER OCCUPIED CASH OUT 74100 220194234 1 OWNER OCCUPIED CASH OUT 180500 220194245 1 OWNER OCCUPIED PURCHASE 63000 220194248 1 OWNER OCCUPIED PURCHASE 229900 220194253 1 INVESTOR PURCHASE 117000 220194269 1 OWNER OCCUPIED CASH OUT 180500 220194272 1 INVESTOR PURCHASE 479750 220194276 1 OWNER OCCUPIED PURCHASE 284050 220194287 1 INVESTOR PURCHASE 79050 220194295 1 OWNER OCCUPIED PURCHASE 142500 220194313 1 OWNER OCCUPIED CASH OUT 144400 220194314 1 OWNER OCCUPIED PURCHASE 205019 220194315 1 OWNER OCCUPIED PURCHASE 387600 220194321 1 OWNER OCCUPIED PURCHASE 180405 220194346 1 OWNER OCCUPIED PURCHASE 319200 220194354 1 OWNER OCCUPIED PURCHASE 72675 220194356 1 OWNER OCCUPIED PURCHASE 185250 220194357 1 OWNER OCCUPIED PURCHASE 128250 220194360 1 OWNER OCCUPIED CASH OUT 124925 220194364 1 OWNER OCCUPIED PURCHASE 204250 220194373 1 SECOND HOME PURCHASE 119000 220194385 1 OWNER OCCUPIED PURCHASE 205675 220194392 1 OWNER OCCUPIED PURCHASE 93500 220194404 1 OWNER OCCUPIED CASH OUT 95000 220194405 1 OWNER OCCUPIED PURCHASE 134900 220194406 1 OWNER OCCUPIED PURCHASE 79200 220194409 1 OWNER OCCUPIED CASH OUT 237500 220194413 1 OWNER OCCUPIED PURCHASE 308180 220194431 1 OWNER OCCUPIED PURCHASE 213750 220194435 1 OWNER OCCUPIED PURCHASE 98800 220194437 1 OWNER OCCUPIED PURCHASE 159600 220194445 1 OWNER OCCUPIED PURCHASE 256500 220194459 1 OWNER OCCUPIED PURCHASE 146870 220194460 1 SECOND HOME PURCHASE 171000 220194467 1 OWNER OCCUPIED PURCHASE 112100 220194489 1 OWNER OCCUPIED PURCHASE 75905 220194491 1 OWNER OCCUPIED PURCHASE 213750 220194507 1 OWNER OCCUPIED PURCHASE 99750 220194531 1 OWNER OCCUPIED PURCHASE 123405 220194536 1 OWNER OCCUPIED PURCHASE 65550 220194542 1 INVESTOR PURCHASE 63000 220194555 1 OWNER OCCUPIED PURCHASE 159600 220194573 1 OWNER OCCUPIED PURCHASE 76000 220194574 1 OWNER OCCUPIED PURCHASE 341050 220194575 1 INVESTOR PURCHASE 75600 220194579 1 OWNER OCCUPIED CASH OUT 195700 220194595 1 OWNER OCCUPIED PURCHASE 313500 220194620 1 OWNER OCCUPIED PURCHASE 82800 220194633 1 OWNER OCCUPIED CASH OUT 361000 220194644 1 OWNER OCCUPIED CASH OUT 145350 220194658 1 OWNER OCCUPIED PURCHASE 64600 220194691 1 INVESTOR PURCHASE 247000 220194710 1 OWNER OCCUPIED PURCHASE 175750 220194731 1 OWNER OCCUPIED PURCHASE 130500 220194767 1 INVESTOR PURCHASE 219450 220194780 1 OWNER OCCUPIED PURCHASE 232750 220194783 1 INVESTOR PURCHASE 85000 220194784 1 OWNER OCCUPIED PURCHASE 258875 220194788 1 OWNER OCCUPIED PURCHASE 139500 220197806 1 OWNER OCCUPIED PURCHASE 80655 220197808 1 OWNER OCCUPIED PURCHASE 351617.8 220197810 1 OWNER OCCUPIED PURCHASE 251750 220197819 1 OWNER OCCUPIED CASH OUT 219450 220197824 1 OWNER OCCUPIED PURCHASE 75905 220197829 1 OWNER OCCUPIED PURCHASE 70485 220197842 1 OWNER OCCUPIED REFINANCE 389500 220197844 2 OWNER OCCUPIED PURCHASE 365750 220197849 1 OWNER OCCUPIED PURCHASE 62700 220197851 1 OWNER OCCUPIED PURCHASE 64600 220197867 1 OWNER OCCUPIED CASH OUT 399000 220198074 1 OWNER OCCUPIED CASH OUT 59250 220198096 1 SECOND HOME PURCHASE 48826 220198131 1 OWNER OCCUPIED CASH OUT 316000 220198148 1 OWNER OCCUPIED PURCHASE 232750 220198154 2 OWNER OCCUPIED PURCHASE 44100 220198168 1 OWNER OCCUPIED CASH OUT 346750 220198171 2 INVESTOR PURCHASE 76500 220198190 1 OWNER OCCUPIED PURCHASE 153900 220198193 2 INVESTOR PURCHASE 475000 220198199 1 OWNER OCCUPIED PURCHASE 56050 220198200 1 OWNER OCCUPIED PURCHASE 75905 220198202 1 OWNER OCCUPIED PURCHASE 67450 220198204 1 OWNER OCCUPIED CASH OUT 171000 220198205 1 OWNER OCCUPIED PURCHASE 188361 220198209 1 OWNER OCCUPIED PURCHASE 109250 220198216 1 OWNER OCCUPIED PURCHASE 180500 220198217 1 OWNER OCCUPIED PURCHASE 118750 220198220 1 OWNER OCCUPIED PURCHASE 90250 220198223 1 OWNER OCCUPIED PURCHASE 71315 220198227 1 OWNER OCCUPIED PURCHASE 121600 220198228 1 OWNER OCCUPIED PURCHASE 97177 220198250 1 OWNER OCCUPIED PURCHASE 261250 220198263 1 OWNER OCCUPIED CASH OUT 389500 220198269 1 OWNER OCCUPIED PURCHASE 313600 220198270 1 OWNER OCCUPIED CASH OUT 294500 220198281 1 OWNER OCCUPIED PURCHASE 49400 220198289 1 OWNER OCCUPIED PURCHASE 110675 220198291 1 OWNER OCCUPIED PURCHASE 187150 220198293 1 OWNER OCCUPIED PURCHASE 285000 220198321 5 OWNER OCCUPIED CASH OUT 253650 220198327 1 OWNER OCCUPIED PURCHASE 86450 220198338 1 OWNER OCCUPIED REFINANCE 209000 220198349 1 OWNER OCCUPIED PURCHASE 596600 220198356 1 OWNER OCCUPIED PURCHASE 58800 220198408 1 OWNER OCCUPIED CASH OUT 58000 220198506 1 OWNER OCCUPIED PURCHASE 123500 220198507 1 OWNER OCCUPIED REFINANCE 149150 220198508 1 INVESTOR PURCHASE 188338 220198513 1 OWNER OCCUPIED CASH OUT 217500 220198526 1 OWNER OCCUPIED PURCHASE 102410 220198535 1 OWNER OCCUPIED PURCHASE 54150 220198538 1 OWNER OCCUPIED PURCHASE 40850 220198556 1 OWNER OCCUPIED PURCHASE 112090 220198606 1 OWNER OCCUPIED PURCHASE 108300 220198631 2 OWNER OCCUPIED PURCHASE 235200 220199368 1 OWNER OCCUPIED PURCHASE 130055 220199373 1 OWNER OCCUPIED PURCHASE 148200 220199376 1 OWNER OCCUPIED PURCHASE 152285 220199378 1 OWNER OCCUPIED PURCHASE 45790 220199380 1 OWNER OCCUPIED PURCHASE 313500 220199412 1 OWNER OCCUPIED PURCHASE 35235 220199424 1 OWNER OCCUPIED PURCHASE 222300 220199427 1 OWNER OCCUPIED PURCHASE 201400 220199433 1 OWNER OCCUPIED PURCHASE 85975 220199438 1 OWNER OCCUPIED PURCHASE 187920 220190538 2 OWNER OCCUPIED PURCHASE 65450 220192467 1 OWNER OCCUPIED PURCHASE 71900 220198474 1 OWNER OCCUPIED PURCHASE 51650 220198519 1 OWNER OCCUPIED PURCHASE 275600 220191585 1 OWNER OCCUPIED PURCHASE 73150 220192261 1 OWNER OCCUPIED PURCHASE 189905 220190782 1 OWNER OCCUPIED CASH OUT 89250 220193835 1 OWNER OCCUPIED PURCHASE 89500 220191330 1 OWNER OCCUPIED CASH OUT 131000 220192202 1 OWNER OCCUPIED PURCHASE 230500 220194625 1 OWNER OCCUPIED PURCHASE 80640 220193912 1 OWNER OCCUPIED PURCHASE 191100 220198197 1 OWNER OCCUPIED PURCHASE 57659 220192768 1 OWNER OCCUPIED PURCHASE 79200 220190543 1 OWNER OCCUPIED REFINANCE 128000 220191037 1 OWNER OCCUPIED CASH OUT 317500 220198544 2 OWNER OCCUPIED PURCHASE 535500 220192072 1 OWNER OCCUPIED CASH OUT 144000 220192923 1 OWNER OCCUPIED PURCHASE 154375 220194380 1 OWNER OCCUPIED CASH OUT 303000 220191515 1 OWNER OCCUPIED PURCHASE 160000 220192994 1 INVESTOR PURCHASE 167000 220190545 1 OWNER OCCUPIED REFINANCE 85000 220193318 1 OWNER OCCUPIED CASH OUT 220000 220191415 1 INVESTOR PURCHASE 74000 220194348 1 OWNER OCCUPIED CASH OUT 475000 220194653 1 OWNER OCCUPIED REFINANCE 87500 220199394 1 OWNER OCCUPIED REFINANCE 496000 220199404 1 OWNER OCCUPIED CASH OUT 87000 220198261 1 OWNER OCCUPIED CASH OUT 164800 220193307 2 OWNER OCCUPIED PURCHASE 152000 220190600 1 OWNER OCCUPIED CASH OUT 150100 220194185 1 OWNER OCCUPIED PURCHASE 108900 220193580 2 OWNER OCCUPIED CASH OUT 238950 220193892 1 OWNER OCCUPIED PURCHASE 168660 220192191 1 OWNER OCCUPIED CASH OUT 88950 220190560 1 OWNER OCCUPIED CASH OUT 126350 220192352 1 OWNER OCCUPIED PURCHASE 130500 220194351 1 OWNER OCCUPIED PURCHASE 171000 220192493 1 OWNER OCCUPIED CASH OUT 126000 220191590 1 OWNER OCCUPIED REFINANCE 96000 220190908 1 OWNER OCCUPIED CASH OUT 123000 220192559 1 OWNER OCCUPIED CASH OUT 354000 220190544 1 OWNER OCCUPIED REFINANCE 292500 220194421 1 OWNER OCCUPIED REFINANCE 128250 220192279 1 OWNER OCCUPIED REFINANCE 80800 220191294 1 OWNER OCCUPIED CASH OUT 80750 220190737 1 OWNER OCCUPIED CASH OUT 441500 220198182 1 OWNER OCCUPIED CASH OUT 204000 220198427 1 OWNER OCCUPIED CASH OUT 25100 220193463 1 OWNER OCCUPIED CASH OUT 255000 220194734 1 OWNER OCCUPIED REFINANCE 98500 220191351 1 OWNER OCCUPIED CASH OUT 288000 220197837 1 OWNER OCCUPIED CASH OUT 135900 220194175 1 OWNER OCCUPIED PURCHASE 66300 220190514 1 OWNER OCCUPIED CASH OUT 73800 220190515 1 OWNER OCCUPIED CASH OUT 301500 220190520 2 OWNER OCCUPIED PURCHASE 234000 220190525 2 OWNER OCCUPIED PURCHASE 108000 220190530 1 INVESTOR CASH OUT 76500 220190536 1 OWNER OCCUPIED CASH OUT 184500 220190540 1 OWNER OCCUPIED CASH OUT 157500 220190551 1 INVESTOR PURCHASE 121500 220190559 1 OWNER OCCUPIED PURCHASE 400500 220190561 1 INVESTOR PURCHASE 70560 220190568 1 OWNER OCCUPIED REFINANCE 247500 220190605 2 INVESTOR PURCHASE 427500 220190610 1 OWNER OCCUPIED PURCHASE 577800 220190618 1 OWNER OCCUPIED PURCHASE 243450 220190634 1 OWNER OCCUPIED PURCHASE 352800 220190643 1 OWNER OCCUPIED PURCHASE 189000 220190653 1 INVESTOR PURCHASE 171000 220190656 1 INVESTOR PURCHASE 299700 220190670 1 OWNER OCCUPIED PURCHASE 180000 220190674 1 OWNER OCCUPIED CASH OUT 207000 220190680 1 OWNER OCCUPIED PURCHASE 355950 220190697 1 OWNER OCCUPIED CASH OUT 128700 220190703 1 INVESTOR PURCHASE 79200 220190724 1 OWNER OCCUPIED PURCHASE 158400 220190725 1 INVESTOR PURCHASE 143615 220190733 1 OWNER OCCUPIED CASH OUT 138150 220190747 1 OWNER OCCUPIED CASH OUT 247500 220190751 1 OWNER OCCUPIED CASH OUT 110700 220190764 1 OWNER OCCUPIED PURCHASE 155700 220190765 1 OWNER OCCUPIED PURCHASE 66400 220190768 1 OWNER OCCUPIED CASH OUT 135000 220190794 1 OWNER OCCUPIED CASH OUT 220500 220190799 1 OWNER OCCUPIED CASH OUT 130500 220190802 1 OWNER OCCUPIED CASH OUT 127800 220190809 1 OWNER OCCUPIED CASH OUT 225000 220190817 1 OWNER OCCUPIED CASH OUT 189000 220190828 1 OWNER OCCUPIED CASH OUT 360000 220190835 1 OWNER OCCUPIED PURCHASE 315000 220190837 1 OWNER OCCUPIED REFINANCE 91800 220190843 1 OWNER OCCUPIED PURCHASE 292500 220190844 1 INVESTOR PURCHASE 218241 220190847 1 OWNER OCCUPIED CASH OUT 266400 220190861 1 OWNER OCCUPIED PURCHASE 112500 220190864 1 INVESTOR PURCHASE 112500 220190866 1 OWNER OCCUPIED PURCHASE 81000 220190871 1 OWNER OCCUPIED PURCHASE 167670 220190879 1 OWNER OCCUPIED PURCHASE 70200 220190883 1 OWNER OCCUPIED CASH OUT 292500 220190888 1 INVESTOR PURCHASE 207000 220190906 1 INVESTOR PURCHASE 70650 220190912 1 OWNER OCCUPIED CASH OUT 427500 220190913 1 OWNER OCCUPIED REFINANCE 330300 220190920 1 INVESTOR PURCHASE 126720 220190921 1 OWNER OCCUPIED CASH OUT 112500 220190937 1 INVESTOR CASH OUT 108000 220190945 2 OWNER OCCUPIED CASH OUT 126000 220190946 1 OWNER OCCUPIED CASH OUT 220500 220190960 1 INVESTOR CASH OUT 117000 220190962 1 OWNER OCCUPIED PURCHASE 349125 220190964 1 INVESTOR PURCHASE 228060 220190967 1 OWNER OCCUPIED CASH OUT 107100 220190976 1 OWNER OCCUPIED CASH OUT 195300 220190981 1 INVESTOR PURCHASE 153000 220190983 1 OWNER OCCUPIED PURCHASE 307125 220190985 1 OWNER OCCUPIED CASH OUT 198000 220190990 1 OWNER OCCUPIED PURCHASE 131400 220190994 1 OWNER OCCUPIED CASH OUT 252900 220191010 1 INVESTOR PURCHASE 198000 220191020 1 OWNER OCCUPIED PURCHASE 278354 220191025 1 OWNER OCCUPIED CASH OUT 189000 220191028 1 OWNER OCCUPIED CASH OUT 418500 220191030 1 OWNER OCCUPIED CASH OUT 126000 220191033 1 OWNER OCCUPIED CASH OUT 198000 220191039 1 OWNER OCCUPIED PURCHASE 117000 220191044 1 OWNER OCCUPIED PURCHASE 112500 220191048 1 OWNER OCCUPIED PURCHASE 166500 220191058 1 OWNER OCCUPIED CASH OUT 140400 220191062 1 OWNER OCCUPIED PURCHASE 77400 220191064 1 OWNER OCCUPIED PURCHASE 647100 220191068 1 OWNER OCCUPIED CASH OUT 279000 220191069 1 OWNER OCCUPIED PURCHASE 128610 220191070 1 OWNER OCCUPIED CASH OUT 196200 220191076 1 OWNER OCCUPIED PURCHASE 265500 220191098 1 INVESTOR PURCHASE 66600 220191099 1 OWNER OCCUPIED CASH OUT 450000 220191102 1 OWNER OCCUPIED PURCHASE 155700 220191113 1 OWNER OCCUPIED CASH OUT 211500 220191129 1 OWNER OCCUPIED CASH OUT 155700 220191140 2 INVESTOR CASH OUT 157500 220191142 1 OWNER OCCUPIED CASH OUT 135000 220191146 1 OWNER OCCUPIED CASH OUT 207000 220191152 1 OWNER OCCUPIED PURCHASE 85500 220191154 1 OWNER OCCUPIED CASH OUT 81000 220191156 1 OWNER OCCUPIED REFINANCE 108000 220191159 1 OWNER OCCUPIED CASH OUT 214200 220191160 1 OWNER OCCUPIED CASH OUT 157500 220191162 1 OWNER OCCUPIED PURCHASE 76500 220191164 1 OWNER OCCUPIED REFINANCE 199800 220191165 1 OWNER OCCUPIED PURCHASE 85500 220191167 1 INVESTOR PURCHASE 133200 220191171 1 OWNER OCCUPIED CASH OUT 139500 220191173 1 INVESTOR PURCHASE 153000 220191181 1 SECOND HOME PURCHASE 184500 220191185 1 OWNER OCCUPIED CASH OUT 85500 220191187 1 OWNER OCCUPIED PURCHASE 189000 220191191 1 OWNER OCCUPIED PURCHASE 270000 220191199 2 OWNER OCCUPIED PURCHASE 616500 220191200 1 OWNER OCCUPIED CASH OUT 189000 220191214 1 OWNER OCCUPIED PURCHASE 209239 220191217 1 INVESTOR CASH OUT 94500 220191226 1 OWNER OCCUPIED CASH OUT 189000 220191250 1 OWNER OCCUPIED CASH OUT 109800 220191257 1 OWNER OCCUPIED PURCHASE 99000 220191263 1 INVESTOR PURCHASE 70200 220191267 1 OWNER OCCUPIED PURCHASE 243000 220191268 1 INVESTOR PURCHASE 63900 220191269 1 INVESTOR PURCHASE 211500 220191280 1 OWNER OCCUPIED CASH OUT 97200 220191288 1 OWNER OCCUPIED PURCHASE 60300 220191297 1 OWNER OCCUPIED CASH OUT 199800 220191311 1 OWNER OCCUPIED REFINANCE 221400 220191316 1 OWNER OCCUPIED CASH OUT 106200 220191323 1 OWNER OCCUPIED PURCHASE 122400 220191325 1 OWNER OCCUPIED CASH OUT 234000 220191329 1 OWNER OCCUPIED PURCHASE 160108 220191336 2 INVESTOR PURCHASE 130500 220191338 1 OWNER OCCUPIED PURCHASE 112500 220191359 1 OWNER OCCUPIED CASH OUT 112500 220191360 1 OWNER OCCUPIED CASH OUT 225000 220191372 1 OWNER OCCUPIED CASH OUT 64800 220191384 1 OWNER OCCUPIED PURCHASE 184500 220191385 1 OWNER OCCUPIED PURCHASE 85500 220191391 1 OWNER OCCUPIED REFINANCE 109500 220191392 1 OWNER OCCUPIED PURCHASE 121500 220191401 1 OWNER OCCUPIED CASH OUT 234000 220191405 1 INVESTOR PURCHASE 63900 220191417 1 OWNER OCCUPIED CASH OUT 360000 220191432 1 OWNER OCCUPIED PURCHASE 60210 220191439 3 OWNER OCCUPIED PURCHASE 251100 220191453 1 OWNER OCCUPIED PURCHASE 113400 220191454 1 OWNER OCCUPIED CASH OUT 118800 220191460 1 OWNER OCCUPIED PURCHASE 259200 220191461 1 OWNER OCCUPIED CASH OUT 144000 220191465 1 SECOND HOME PURCHASE 161910 220191476 1 OWNER OCCUPIED REFINANCE 121500 220191484 1 INVESTOR PURCHASE 67500 220191485 1 OWNER OCCUPIED PURCHASE 353250 220191502 1 OWNER OCCUPIED CASH OUT 95400 220191503 1 OWNER OCCUPIED CASH OUT 166500 220191506 1 INVESTOR CASH OUT 81000 220191509 1 INVESTOR PURCHASE 137070 220191546 1 OWNER OCCUPIED CASH OUT 127800 220191552 1 INVESTOR PURCHASE 99360 220191554 1 OWNER OCCUPIED CASH OUT 108000 220191557 1 OWNER OCCUPIED CASH OUT 147600 220191560 1 OWNER OCCUPIED PURCHASE 450000 220191562 1 OWNER OCCUPIED CASH OUT 368100 220191565 1 INVESTOR CASH OUT 162000 220191572 1 OWNER OCCUPIED PURCHASE 99000 220191584 1 OWNER OCCUPIED PURCHASE 174825 220191599 1 OWNER OCCUPIED PURCHASE 225000 220191602 1 OWNER OCCUPIED PURCHASE 135000 220191605 1 OWNER OCCUPIED CASH OUT 193950 220191622 1 OWNER OCCUPIED CASH OUT 106200 220191623 1 OWNER OCCUPIED PURCHASE 70200 220191628 1 OWNER OCCUPIED PURCHASE 116095 220191634 1 INVESTOR CASH OUT 94500 220191640 1 OWNER OCCUPIED CASH OUT 108000 220191642 1 OWNER OCCUPIED CASH OUT 117000 220191648 1 OWNER OCCUPIED CASH OUT 334800 220191653 1 OWNER OCCUPIED CASH OUT 306000 220191657 1 OWNER OCCUPIED PURCHASE 180000 220191660 2 OWNER OCCUPIED CASH OUT 229500 220191666 1 OWNER OCCUPIED PURCHASE 144000 220191673 1 OWNER OCCUPIED CASH OUT 142200 220191674 1 INVESTOR PURCHASE 76500 220191678 1 OWNER OCCUPIED CASH OUT 67500 220191685 1 OWNER OCCUPIED REFINANCE 100800 220191686 1 OWNER OCCUPIED CASH OUT 225000 220191703 1 OWNER OCCUPIED PURCHASE 108000 220191718 1 INVESTOR PURCHASE 314100 220191728 1 OWNER OCCUPIED CASH OUT 139500 220191742 1 OWNER OCCUPIED PURCHASE 154800 220191756 1 OWNER OCCUPIED PURCHASE 268200 220191758 1 OWNER OCCUPIED PURCHASE 117000 220191769 1 OWNER OCCUPIED CASH OUT 298800 220191771 1 OWNER OCCUPIED CASH OUT 153450 220191774 1 OWNER OCCUPIED CASH OUT 268200 220191790 1 OWNER OCCUPIED PURCHASE 81000 220191815 1 OWNER OCCUPIED PURCHASE 159210 220191834 1 OWNER OCCUPIED PURCHASE 143545 220191836 2 OWNER OCCUPIED PURCHASE 540000 220191841 2 INVESTOR PURCHASE 89100 220191842 1 OWNER OCCUPIED PURCHASE 80995 220191844 1 INVESTOR PURCHASE 154800 220191845 1 INVESTOR PURCHASE 159573 220191864 1 INVESTOR CASH OUT 238500 220191867 1 OWNER OCCUPIED PURCHASE 71685 220191869 1 OWNER OCCUPIED CASH OUT 93600 220191870 1 INVESTOR PURCHASE 143910 220191872 1 OWNER OCCUPIED PURCHASE 121500 220191875 1 SECOND HOME PURCHASE 215910 220191878 1 OWNER OCCUPIED PURCHASE 179550 220191879 1 OWNER OCCUPIED CASH OUT 159300 220191894 1 OWNER OCCUPIED CASH OUT 162000 220191895 1 INVESTOR PURCHASE 61200 220191904 1 OWNER OCCUPIED PURCHASE 64800 220191911 1 OWNER OCCUPIED CASH OUT 193500 220191912 1 OWNER OCCUPIED CASH OUT 238500 220191916 1 INVESTOR PURCHASE 108000 220191928 1 OWNER OCCUPIED CASH OUT 129600 220191932 1 OWNER OCCUPIED CASH OUT 129600 220191942 1 OWNER OCCUPIED PURCHASE 231052 220191946 1 INVESTOR PURCHASE 232200 220191947 1 OWNER OCCUPIED CASH OUT 630000 220191956 1 OWNER OCCUPIED PURCHASE 228136 220191963 1 OWNER OCCUPIED CASH OUT 78300 220191968 1 OWNER OCCUPIED CASH OUT 117000 220191969 1 INVESTOR PURCHASE 279000 220191975 1 OWNER OCCUPIED PURCHASE 152460 220191978 1 OWNER OCCUPIED CASH OUT 180000 220191987 1 SECOND HOME PURCHASE 146250 220191990 1 INVESTOR PURCHASE 130500 220191993 1 OWNER OCCUPIED CASH OUT 144000 220192017 1 INVESTOR CASH OUT 157500 220192019 1 OWNER OCCUPIED CASH OUT 310500 220192020 1 OWNER OCCUPIED CASH OUT 139500 220192021 1 OWNER OCCUPIED CASH OUT 297000 220192027 1 INVESTOR CASH OUT 93600 220192030 1 OWNER OCCUPIED PURCHASE 60750 220192035 1 OWNER OCCUPIED PURCHASE 80100 220192039 1 OWNER OCCUPIED REFINANCE 216000 220192065 1 INVESTOR CASH OUT 126000 220192066 1 OWNER OCCUPIED CASH OUT 105300 220192068 1 OWNER OCCUPIED CASH OUT 124200 220192069 1 OWNER OCCUPIED CASH OUT 144000 220192073 2 OWNER OCCUPIED PURCHASE 215100 220192074 1 OWNER OCCUPIED PURCHASE 63900 220192081 1 OWNER OCCUPIED PURCHASE 261000 220192098 1 OWNER OCCUPIED PURCHASE 179100 220192101 1 OWNER OCCUPIED REFINANCE 115200 220192103 1 OWNER OCCUPIED PURCHASE 175500 220192104 1 OWNER OCCUPIED CASH OUT 208800 220192105 1 OWNER OCCUPIED PURCHASE 84600 220192109 1 OWNER OCCUPIED PURCHASE 301500 220192122 1 OWNER OCCUPIED REFINANCE 151200 220192132 1 OWNER OCCUPIED CASH OUT 274500 220192146 1 INVESTOR CASH OUT 74700 220192148 1 INVESTOR PURCHASE 261000 220192155 1 OWNER OCCUPIED PURCHASE 135000 220192166 1 OWNER OCCUPIED PURCHASE 127800 220192168 1 OWNER OCCUPIED PURCHASE 269100 220192176 2 OWNER OCCUPIED CASH OUT 351000 220192181 1 INVESTOR CASH OUT 69300 220192182 1 INVESTOR PURCHASE 432900 220192184 1 INVESTOR PURCHASE 154800 220192193 1 INVESTOR PURCHASE 112500 220192210 1 INVESTOR PURCHASE 126900 220192213 1 OWNER OCCUPIED CASH OUT 145800 220192219 1 OWNER OCCUPIED PURCHASE 73710 220192221 1 OWNER OCCUPIED PURCHASE 114245 220192226 1 OWNER OCCUPIED CASH OUT 69300 220192236 2 INVESTOR CASH OUT 292500 220192250 1 OWNER OCCUPIED PURCHASE 270000 220192251 1 OWNER OCCUPIED CASH OUT 244800 220192256 2 OWNER OCCUPIED PURCHASE 270000 220192259 1 OWNER OCCUPIED CASH OUT 108900 220192260 1 OWNER OCCUPIED CASH OUT 77400 220192266 2 OWNER OCCUPIED CASH OUT 171000 220192273 1 OWNER OCCUPIED PURCHASE 252000 220192281 1 INVESTOR PURCHASE 359910 220192283 1 OWNER OCCUPIED CASH OUT 247500 220192285 2 OWNER OCCUPIED PURCHASE 240300 220192289 1 SECOND HOME PURCHASE 267210 220192292 1 OWNER OCCUPIED REFINANCE 199800 220192306 1 INVESTOR PURCHASE 225000 220192308 1 OWNER OCCUPIED PURCHASE 292500 220192324 1 OWNER OCCUPIED CASH OUT 94500 220192330 1 OWNER OCCUPIED PURCHASE 108900 220192333 1 INVESTOR PURCHASE 247500 220192338 1 SECOND HOME PURCHASE 175500 220192345 1 OWNER OCCUPIED CASH OUT 175500 220192355 1 OWNER OCCUPIED CASH OUT 328500 220192358 1 INVESTOR CASH OUT 80100 220192360 1 OWNER OCCUPIED PURCHASE 130500 220192365 1 INVESTOR CASH OUT 73800 220192366 1 OWNER OCCUPIED CASH OUT 355500 220192375 1 OWNER OCCUPIED CASH OUT 112500 220192376 1 OWNER OCCUPIED CASH OUT 396000 220192387 1 OWNER OCCUPIED CASH OUT 121500 220192395 1 OWNER OCCUPIED PURCHASE 183150 220192418 1 OWNER OCCUPIED CASH OUT 61200 220192425 1 OWNER OCCUPIED PURCHASE 95175 220192444 1 INVESTOR REFINANCE 157500 220192455 1 OWNER OCCUPIED PURCHASE 328500 220192457 1 OWNER OCCUPIED CASH OUT 164700 220192459 1 OWNER OCCUPIED PURCHASE 130500 220192475 1 INVESTOR CASH OUT 157500 220192482 1 OWNER OCCUPIED CASH OUT 93600 220192488 1 OWNER OCCUPIED PURCHASE 184500 220192491 1 OWNER OCCUPIED CASH OUT 90000 220192497 1 OWNER OCCUPIED PURCHASE 239850 220192512 1 INVESTOR PURCHASE 150300 220192518 1 INVESTOR PURCHASE 72900 220192526 1 OWNER OCCUPIED CASH OUT 165600 220192530 1 OWNER OCCUPIED CASH OUT 135000 220192532 1 INVESTOR PURCHASE 101700 220192548 1 OWNER OCCUPIED PURCHASE 126000 220192558 1 OWNER OCCUPIED PURCHASE 81000 220192564 2 INVESTOR PURCHASE 225000 220192570 1 OWNER OCCUPIED CASH OUT 274500 220192572 1 OWNER OCCUPIED CASH OUT 64800 220192581 1 INVESTOR PURCHASE 67500 220192585 1 OWNER OCCUPIED PURCHASE 69300 220192594 1 OWNER OCCUPIED PURCHASE 71037 220192600 1 OWNER OCCUPIED PURCHASE 216000 220192604 1 INVESTOR PURCHASE 170100 220192608 1 OWNER OCCUPIED CASH OUT 175500 220192613 1 OWNER OCCUPIED PURCHASE 148500 220192621 1 INVESTOR PURCHASE 85500 220192623 1 OWNER OCCUPIED PURCHASE 189000 220192628 1 OWNER OCCUPIED CASH OUT 213300 220192630 1 INVESTOR PURCHASE 81000 220192635 2 INVESTOR PURCHASE 87480 220192638 1 OWNER OCCUPIED PURCHASE 141210 220192645 1 OWNER OCCUPIED CASH OUT 292500 220192647 1 OWNER OCCUPIED CASH OUT 148500 220192652 1 OWNER OCCUPIED CASH OUT 207000 220192658 1 INVESTOR PURCHASE 86400 220192662 1 OWNER OCCUPIED CASH OUT 262800 220192669 1 INVESTOR PURCHASE 60300 220192673 1 OWNER OCCUPIED PURCHASE 67500 220192674 1 OWNER OCCUPIED CASH OUT 115200 220192681 1 OWNER OCCUPIED CASH OUT 108000 220192682 1 OWNER OCCUPIED REFINANCE 169200 220192697 1 INVESTOR PURCHASE 63000 220192704 1 OWNER OCCUPIED PURCHASE 109800 220192707 1 INVESTOR PURCHASE 177750 220192713 1 OWNER OCCUPIED CASH OUT 198000 220192719 1 OWNER OCCUPIED PURCHASE 300600 220192721 1 OWNER OCCUPIED CASH OUT 544500 220192722 1 OWNER OCCUPIED CASH OUT 262800 220192724 1 OWNER OCCUPIED PURCHASE 262800 220192736 2 INVESTOR PURCHASE 211500 220192741 1 OWNER OCCUPIED CASH OUT 148500 220192745 1 INVESTOR PURCHASE 89100 220192748 1 INVESTOR PURCHASE 112500 220192753 1 INVESTOR PURCHASE 90000 220192755 1 OWNER OCCUPIED CASH OUT 193500 220192760 1 INVESTOR CASH OUT 90000 220192763 1 INVESTOR PURCHASE 96750 220192769 1 OWNER OCCUPIED PURCHASE 141300 220192771 1 OWNER OCCUPIED REFINANCE 202500 220192772 1 OWNER OCCUPIED PURCHASE 191700 220192773 1 INVESTOR PURCHASE 211500 220192774 1 OWNER OCCUPIED CASH OUT 123300 220192777 2 INVESTOR PURCHASE 97200 220192778 1 OWNER OCCUPIED PURCHASE 109710 220192783 1 INVESTOR PURCHASE 163800 220192785 1 OWNER OCCUPIED PURCHASE 108000 220192787 1 INVESTOR PURCHASE 124467 220192796 1 INVESTOR PURCHASE 364500 220192798 1 SECOND HOME PURCHASE 114300 220192803 1 OWNER OCCUPIED CASH OUT 637200 220192804 1 INVESTOR PURCHASE 80910 220192811 1 OWNER OCCUPIED PURCHASE 127800 220192812 1 INVESTOR PURCHASE 99000 220192814 1 INVESTOR PURCHASE 80910 220192822 1 INVESTOR PURCHASE 101250 220192823 1 INVESTOR PURCHASE 136800 220192827 1 INVESTOR PURCHASE 135000 220192828 1 INVESTOR PURCHASE 100575 220192829 1 OWNER OCCUPIED PURCHASE 310500 220192832 1 INVESTOR PURCHASE 117000 220192848 1 OWNER OCCUPIED PURCHASE 102150 220192851 1 OWNER OCCUPIED PURCHASE 122400 220192856 1 OWNER OCCUPIED PURCHASE 75510 220192863 1 INVESTOR PURCHASE 418500 220192875 1 OWNER OCCUPIED REFINANCE 405000 220192881 1 INVESTOR PURCHASE 65700 220192883 1 INVESTOR PURCHASE 95400 220192888 2 INVESTOR PURCHASE 319500 220192903 1 INVESTOR PURCHASE 161955 220192908 1 OWNER OCCUPIED CASH OUT 60300 220192912 1 INVESTOR REFINANCE 90000 220192913 1 OWNER OCCUPIED CASH OUT 168300 220192919 1 INVESTOR PURCHASE 72000 220192949 1 OWNER OCCUPIED PURCHASE 113400 220192953 2 INVESTOR PURCHASE 218700 220192958 1 OWNER OCCUPIED PURCHASE 414000 220192963 1 OWNER OCCUPIED PURCHASE 151191 220192966 1 OWNER OCCUPIED CASH OUT 126000 220192968 1 OWNER OCCUPIED CASH OUT 85500 220192970 1 INVESTOR PURCHASE 116100 220192981 1 OWNER OCCUPIED CASH OUT 168300 220192989 1 INVESTOR REFINANCE 148500 220192991 1 OWNER OCCUPIED CASH OUT 157500 220192993 1 OWNER OCCUPIED CASH OUT 93600 220193005 1 OWNER OCCUPIED PURCHASE 76500 220193006 1 INVESTOR PURCHASE 103500 220193035 1 OWNER OCCUPIED CASH OUT 459000 220193036 1 INVESTOR PURCHASE 144000 220193043 1 OWNER OCCUPIED PURCHASE 172800 220193048 1 OWNER OCCUPIED PURCHASE 60750 220193051 1 OWNER OCCUPIED REFINANCE 82800 220193060 1 INVESTOR PURCHASE 67500 220193070 1 INVESTOR CASH OUT 112500 220193075 2 INVESTOR PURCHASE 382500 220193078 1 INVESTOR PURCHASE 72000 220193082 1 INVESTOR PURCHASE 90000 220193096 1 OWNER OCCUPIED PURCHASE 177750 220193097 1 OWNER OCCUPIED PURCHASE 142200 220193101 1 OWNER OCCUPIED CASH OUT 171900 220193102 1 INVESTOR CASH OUT 65700 220193107 1 OWNER OCCUPIED CASH OUT 168300 220193110 1 INVESTOR CASH OUT 118800 220193119 1 OWNER OCCUPIED PURCHASE 150750 220193139 1 INVESTOR PURCHASE 72000 220193145 1 INVESTOR PURCHASE 76050 220193156 3 OWNER OCCUPIED PURCHASE 495000 220193166 1 INVESTOR PURCHASE 94500 220193169 1 OWNER OCCUPIED REFINANCE 117000 220193174 1 INVESTOR PURCHASE 128700 220193183 1 OWNER OCCUPIED CASH OUT 210600 220193188 1 OWNER OCCUPIED CASH OUT 292500 220193202 1 OWNER OCCUPIED CASH OUT 156600 220193204 1 OWNER OCCUPIED PURCHASE 117000 220193217 2 OWNER OCCUPIED PURCHASE 166500 220193231 1 INVESTOR PURCHASE 99000 220193232 1 INVESTOR PURCHASE 90000 220193233 2 INVESTOR PURCHASE 234000 220193247 1 OWNER OCCUPIED PURCHASE 207000 220193260 1 OWNER OCCUPIED CASH OUT 60300 220193264 1 INVESTOR PURCHASE 76500 220193267 1 INVESTOR CASH OUT 65700 220193270 1 OWNER OCCUPIED CASH OUT 396000 220193272 1 INVESTOR PURCHASE 69300 220193275 1 INVESTOR PURCHASE 77310 220193277 1 OWNER OCCUPIED PURCHASE 163710 220193283 1 INVESTOR PURCHASE 117000 220193296 1 OWNER OCCUPIED CASH OUT 103500 220193301 2 OWNER OCCUPIED PURCHASE 243000 220193303 1 INVESTOR CASH OUT 85500 220193305 1 OWNER OCCUPIED PURCHASE 114615 220193317 1 OWNER OCCUPIED REFINANCE 124200 220193323 1 INVESTOR PURCHASE 112500 220193325 1 INVESTOR PURCHASE 462150 220193331 1 OWNER OCCUPIED PURCHASE 117000 220193347 1 INVESTOR PURCHASE 64800 220193353 1 OWNER OCCUPIED CASH OUT 86400 220193357 1 INVESTOR PURCHASE 139500 220193371 1 OWNER OCCUPIED PURCHASE 91773 220193372 1 OWNER OCCUPIED CASH OUT 138600 220193375 1 INVESTOR PURCHASE 67500 220193381 1 INVESTOR PURCHASE 111150 220193389 1 INVESTOR PURCHASE 63000 220193390 1 INVESTOR PURCHASE 72000 220193391 1 INVESTOR PURCHASE 238500 220193392 1 INVESTOR PURCHASE 62100 220193400 1 OWNER OCCUPIED CASH OUT 155700 220193406 1 INVESTOR PURCHASE 113400 220193410 1 OWNER OCCUPIED CASH OUT 283500 220193415 1 OWNER OCCUPIED CASH OUT 315000 220193416 1 OWNER OCCUPIED PURCHASE 86400 220193417 1 INVESTOR CASH OUT 116100 220193435 1 OWNER OCCUPIED REFINANCE 117000 220193437 1 INVESTOR CASH OUT 70200 220193453 1 OWNER OCCUPIED REFINANCE 103050 220193459 1 OWNER OCCUPIED PURCHASE 601020 220193462 1 INVESTOR PURCHASE 72000 220193470 1 OWNER OCCUPIED CASH OUT 244350 220193472 2 INVESTOR PURCHASE 119250 220193477 1 OWNER OCCUPIED PURCHASE 83250 220193478 1 OWNER OCCUPIED CASH OUT 117000 220193479 1 OWNER OCCUPIED PURCHASE 180000 220193481 2 OWNER OCCUPIED PURCHASE 216000 220193499 1 OWNER OCCUPIED PURCHASE 142200 220193507 1 OWNER OCCUPIED PURCHASE 77715 220193509 1 OWNER OCCUPIED REFINANCE 176400 220193513 2 INVESTOR CASH OUT 158400 220193521 1 OWNER OCCUPIED CASH OUT 207000 220193527 1 SECOND HOME REFINANCE 90000 220193528 1 OWNER OCCUPIED CASH OUT 149400 220193532 1 OWNER OCCUPIED PURCHASE 402300 220193533 1 OWNER OCCUPIED PURCHASE 346500 220193534 1 INVESTOR CASH OUT 144000 220193538 2 OWNER OCCUPIED PURCHASE 387000 220193541 1 OWNER OCCUPIED PURCHASE 108000 220193544 1 INVESTOR PURCHASE 85500 220193567 1 INVESTOR PURCHASE 112500 220193572 1 INVESTOR PURCHASE 134100 220193573 1 OWNER OCCUPIED CASH OUT 459000 220193577 1 OWNER OCCUPIED CASH OUT 97200 220193581 1 OWNER OCCUPIED PURCHASE 70650 220193585 1 OWNER OCCUPIED CASH OUT 126000 220193593 1 OWNER OCCUPIED PURCHASE 338400 220193602 1 INVESTOR PURCHASE 135000 220193603 1 OWNER OCCUPIED PURCHASE 103500 220193612 1 INVESTOR CASH OUT 315000 220193613 1 OWNER OCCUPIED CASH OUT 131850 220193619 1 OWNER OCCUPIED CASH OUT 237600 220193621 1 INVESTOR PURCHASE 66228 220193625 1 INVESTOR PURCHASE 63000 220193631 2 INVESTOR PURCHASE 351000 220193635 1 OWNER OCCUPIED CASH OUT 108000 220193638 1 INVESTOR PURCHASE 67500 220193646 2 OWNER OCCUPIED PURCHASE 652500 220193650 1 INVESTOR PURCHASE 229300 220193651 1 INVESTOR PURCHASE 67500 220193653 1 OWNER OCCUPIED CASH OUT 87300 220193657 1 OWNER OCCUPIED PURCHASE 309600 220193666 1 INVESTOR PURCHASE 67500 220193668 1 OWNER OCCUPIED CASH OUT 106200 220193669 1 INVESTOR PURCHASE 156600 220193672 1 INVESTOR PURCHASE 64800 220193682 1 OWNER OCCUPIED PURCHASE 126000 220193685 1 INVESTOR CASH OUT 117000 220193688 1 OWNER OCCUPIED CASH OUT 163800 220193691 1 OWNER OCCUPIED PURCHASE 70200 220193692 1 OWNER OCCUPIED CASH OUT 139500 220193693 1 INVESTOR CASH OUT 292500 220193698 1 OWNER OCCUPIED CASH OUT 81000 220193701 1 OWNER OCCUPIED PURCHASE 274500 220193703 1 OWNER OCCUPIED REFINANCE 270900 220193706 1 OWNER OCCUPIED CASH OUT 130500 220193713 1 OWNER OCCUPIED CASH OUT 193500 220193714 1 OWNER OCCUPIED PURCHASE 178380 220193719 1 INVESTOR CASH OUT 74700 220193722 1 OWNER OCCUPIED PURCHASE 84600 220193732 1 OWNER OCCUPIED PURCHASE 603000 220193733 1 INVESTOR PURCHASE 61276 220193737 1 OWNER OCCUPIED CASH OUT 415800 220193740 1 OWNER OCCUPIED PURCHASE 224100 220193741 1 INVESTOR PURCHASE 125100 220193744 1 SECOND HOME PURCHASE 337500 220193746 1 OWNER OCCUPIED CASH OUT 135000 220193747 1 OWNER OCCUPIED PURCHASE 135000 220193760 1 INVESTOR PURCHASE 85500 220193777 1 OWNER OCCUPIED CASH OUT 292500 220193782 1 OWNER OCCUPIED CASH OUT 297000 220193784 1 OWNER OCCUPIED CASH OUT 265500 220193786 1 INVESTOR CASH OUT 72000 220193810 1 OWNER OCCUPIED REFINANCE 89100 220193824 1 INVESTOR PURCHASE 72000 220193829 1 OWNER OCCUPIED CASH OUT 180000 220193838 1 OWNER OCCUPIED REFINANCE 171000 220193843 1 OWNER OCCUPIED PURCHASE 458100 220193851 1 INVESTOR PURCHASE 66555 220193852 1 OWNER OCCUPIED CASH OUT 148500 220193870 1 OWNER OCCUPIED PURCHASE 130500 220193874 1 INVESTOR PURCHASE 67500 220193879 1 SECOND HOME PURCHASE 180000 220193884 2 INVESTOR PURCHASE 84150 220193903 1 OWNER OCCUPIED PURCHASE 139500 220193910 1 OWNER OCCUPIED PURCHASE 167336 220193919 1 OWNER OCCUPIED CASH OUT 78300 220193920 1 OWNER OCCUPIED CASH OUT 333000 220193924 1 OWNER OCCUPIED REFINANCE 64800 220193929 1 INVESTOR PURCHASE 128700 220193931 1 INVESTOR PURCHASE 271800 220193944 1 OWNER OCCUPIED PURCHASE 220500 220193950 1 OWNER OCCUPIED PURCHASE 134010 220193958 1 INVESTOR CASH OUT 153000 220193963 1 OWNER OCCUPIED CASH OUT 315000 220193968 1 OWNER OCCUPIED PURCHASE 157500 220193970 1 INVESTOR CASH OUT 70200 220193977 1 OWNER OCCUPIED PURCHASE 178200 220193990 1 OWNER OCCUPIED PURCHASE 72000 220193994 1 OWNER OCCUPIED CASH OUT 76500 220194002 1 INVESTOR PURCHASE 63000 220194017 1 INVESTOR CASH OUT 103230 220194024 1 OWNER OCCUPIED CASH OUT 72000 220194039 1 INVESTOR PURCHASE 203310 220194040 1 OWNER OCCUPIED CASH OUT 171000 220194045 1 OWNER OCCUPIED CASH OUT 81000 220194046 1 OWNER OCCUPIED PURCHASE 265500 220194056 1 OWNER OCCUPIED PURCHASE 319500 220194058 1 SECOND HOME PURCHASE 325080 220194068 1 OWNER OCCUPIED PURCHASE 130500 220194072 1 OWNER OCCUPIED CASH OUT 157950 220194088 1 OWNER OCCUPIED CASH OUT 252000 220194093 1 OWNER OCCUPIED CASH OUT 121500 220194102 1 OWNER OCCUPIED PURCHASE 143100 220194111 1 INVESTOR PURCHASE 86400 220194116 1 INVESTOR PURCHASE 75600 220194117 1 OWNER OCCUPIED PURCHASE 270000 220194126 1 OWNER OCCUPIED CASH OUT 130500 220194128 1 INVESTOR CASH OUT 174600 220194130 2 INVESTOR REFINANCE 75600 220194135 1 OWNER OCCUPIED CASH OUT 122400 220194139 1 OWNER OCCUPIED CASH OUT 144000 220194160 1 INVESTOR PURCHASE 238400 220194168 1 INVESTOR PURCHASE 189000 220194170 1 OWNER OCCUPIED PURCHASE 459900 220194174 1 OWNER OCCUPIED PURCHASE 175500 220194181 1 OWNER OCCUPIED CASH OUT 130500 220194188 1 OWNER OCCUPIED PURCHASE 141300 220194192 1 OWNER OCCUPIED CASH OUT 90000 220194198 1 OWNER OCCUPIED CASH OUT 149400 220194199 1 OWNER OCCUPIED CASH OUT 77850 220194209 1 INVESTOR PURCHASE 470250 220194228 1 INVESTOR REFINANCE 495000 220194229 2 INVESTOR PURCHASE 90820 220194231 1 INVESTOR CASH OUT 72000 220194238 1 OWNER OCCUPIED PURCHASE 90900 220194250 1 OWNER OCCUPIED PURCHASE 377592 220194256 1 OWNER OCCUPIED PURCHASE 297000 220194260 1 SECOND HOME PURCHASE 162000 220194265 1 OWNER OCCUPIED CASH OUT 134100 220194271 1 OWNER OCCUPIED PURCHASE 620000 220194274 1 INVESTOR PURCHASE 267210 220194283 1 OWNER OCCUPIED CASH OUT 261000 220194299 1 OWNER OCCUPIED PURCHASE 324000 220194309 1 OWNER OCCUPIED CASH OUT 148500 220194310 1 OWNER OCCUPIED PURCHASE 171945 220194326 1 OWNER OCCUPIED CASH OUT 157500 220194335 1 INVESTOR CASH OUT 109800 220194341 1 INVESTOR PURCHASE 69300 220194342 1 OWNER OCCUPIED CASH OUT 135000 220194368 1 OWNER OCCUPIED CASH OUT 140400 220194370 1 INVESTOR CASH OUT 63000 220194379 1 INVESTOR PURCHASE 85500 220194391 1 OWNER OCCUPIED PURCHASE 309600 220194395 1 OWNER OCCUPIED PURCHASE 195300 220194396 1 INVESTOR PURCHASE 70200 220194399 1 INVESTOR PURCHASE 63000 220194412 1 OWNER OCCUPIED CASH OUT 243000 220194414 1 INVESTOR CASH OUT 68400 220194415 1 OWNER OCCUPIED CASH OUT 68400 220194423 1 OWNER OCCUPIED CASH OUT 112500 220194429 1 INVESTOR PURCHASE 103500 220194436 1 OWNER OCCUPIED CASH OUT 594000 220194441 1 OWNER OCCUPIED PURCHASE 68400 220194443 1 INVESTOR PURCHASE 121500 220194454 1 OWNER OCCUPIED CASH OUT 100350 220194462 1 INVESTOR PURCHASE 158400 220194466 1 OWNER OCCUPIED PURCHASE 95400 220194469 1 OWNER OCCUPIED PURCHASE 131400 220194471 1 OWNER OCCUPIED PURCHASE 103500 220194494 1 OWNER OCCUPIED PURCHASE 121500 220194498 1 OWNER OCCUPIED CASH OUT 199800 220194502 1 INVESTOR PURCHASE 270000 220194503 1 INVESTOR PURCHASE 144000 220194505 1 INVESTOR PURCHASE 60300 220194527 1 OWNER OCCUPIED CASH OUT 230400 220194529 1 INVESTOR PURCHASE 62910 220194538 1 OWNER OCCUPIED REFINANCE 126000 220194540 1 INVESTOR PURCHASE 67500 220194541 1 INVESTOR PURCHASE 88200 220194551 1 OWNER OCCUPIED CASH OUT 81000 220194552 1 OWNER OCCUPIED CASH OUT 70200 220194558 1 OWNER OCCUPIED PURCHASE 216000 220194565 1 INVESTOR PURCHASE 166500 220194571 1 OWNER OCCUPIED PURCHASE 440100 220194583 1 INVESTOR PURCHASE 72000 220194587 1 OWNER OCCUPIED PURCHASE 268200 220194591 2 INVESTOR PURCHASE 81000 220194592 1 INVESTOR PURCHASE 103500 220194594 1 OWNER OCCUPIED REFINANCE 74700 220194597 1 INVESTOR PURCHASE 177300 220194600 1 OWNER OCCUPIED CASH OUT 328500 220194602 1 OWNER OCCUPIED REFINANCE 100800 220194606 1 OWNER OCCUPIED CASH OUT 153000 220194608 1 OWNER OCCUPIED PURCHASE 245700 220194610 1 OWNER OCCUPIED CASH OUT 216000 220194611 2 INVESTOR PURCHASE 81000 220194613 1 OWNER OCCUPIED CASH OUT 106200 220194616 1 INVESTOR CASH OUT 297000 220194617 2 OWNER OCCUPIED PURCHASE 292500 220194628 1 INVESTOR PURCHASE 343917 220194634 1 INVESTOR PURCHASE 126000 220194635 1 INVESTOR PURCHASE 98100 220194639 1 OWNER OCCUPIED PURCHASE 214200 220194645 1 OWNER OCCUPIED CASH OUT 157500 220194650 1 OWNER OCCUPIED PURCHASE 179652 220194665 1 OWNER OCCUPIED CASH OUT 112500 220194679 1 INVESTOR PURCHASE 71100 220194681 1 OWNER OCCUPIED CASH OUT 184500 220194683 1 INVESTOR PURCHASE 153000 220194684 1 OWNER OCCUPIED CASH OUT 175500 220194693 1 OWNER OCCUPIED CASH OUT 97200 220194699 1 OWNER OCCUPIED PURCHASE 598500 220194702 1 OWNER OCCUPIED PURCHASE 335700 220194704 1 INVESTOR PURCHASE 61470 220194707 1 OWNER OCCUPIED CASH OUT 328500 220194716 1 INVESTOR CASH OUT 135000 220194723 1 OWNER OCCUPIED REFINANCE 76500 220194725 1 OWNER OCCUPIED CASH OUT 495000 220194733 1 OWNER OCCUPIED CASH OUT 310500 220194756 1 OWNER OCCUPIED PURCHASE 142200 220194758 1 OWNER OCCUPIED PURCHASE 247500 220194765 1 INVESTOR CASH OUT 373500 220194770 1 INVESTOR PURCHASE 67500 220194772 1 OWNER OCCUPIED PURCHASE 79200 220194779 1 OWNER OCCUPIED CASH OUT 180000 220194787 2 INVESTOR PURCHASE 126000 220197794 1 OWNER OCCUPIED PURCHASE 158400 220197811 1 INVESTOR REFINANCE 47700 220197812 1 INVESTOR CASH OUT 46800 220197816 1 OWNER OCCUPIED PURCHASE 155250 220197817 1 OWNER OCCUPIED PURCHASE 114300 220197822 1 OWNER OCCUPIED PURCHASE 79920 220197826 1 OWNER OCCUPIED CASH OUT 90000 220197836 2 INVESTOR CASH OUT 324000 220197843 1 OWNER OCCUPIED CASH OUT 540000 220197845 1 INVESTOR PURCHASE 372497 220197854 1 OWNER OCCUPIED PURCHASE 357210 220197857 1 OWNER OCCUPIED CASH OUT 162000 220197860 1 OWNER OCCUPIED REFINANCE 223200 220197869 1 INVESTOR PURCHASE 223704 220197962 1 OWNER OCCUPIED REFINANCE 585000 220197969 2 OWNER OCCUPIED PURCHASE 310500 220197972 1 INVESTOR PURCHASE 157500 220197973 1 INVESTOR PURCHASE 144000 220198150 3 INVESTOR PURCHASE 180000 220198161 1 OWNER OCCUPIED PURCHASE 571500 220198165 1 INVESTOR PURCHASE 400500 220198178 1 SECOND HOME PURCHASE 201600 220198181 2 INVESTOR PURCHASE 548000 220198185 1 OWNER OCCUPIED PURCHASE 427050 220198208 2 OWNER OCCUPIED CASH OUT 235800 220198212 1 INVESTOR PURCHASE 247500 220198213 1 OWNER OCCUPIED PURCHASE 172368 220198219 1 OWNER OCCUPIED CASH OUT 108000 220198262 1 OWNER OCCUPIED PURCHASE 135000 220198279 1 OWNER OCCUPIED CASH OUT 85500 220198282 7 OWNER OCCUPIED CASH OUT 250200 220198290 1 OWNER OCCUPIED CASH OUT 76500 220198300 1 OWNER OCCUPIED PURCHASE 603000 220198318 1 OWNER OCCUPIED PURCHASE 495900 220198319 1 OWNER OCCUPIED PURCHASE 377100 220198323 1 OWNER OCCUPIED PURCHASE 486000 220198330 1 OWNER OCCUPIED PURCHASE 459000 220198333 1 OWNER OCCUPIED PURCHASE 495000 220198335 1 OWNER OCCUPIED CASH OUT 441000 220198339 1 OWNER OCCUPIED CASH OUT 405000 220198346 1 OWNER OCCUPIED CASH OUT 441000 220198374 1 OWNER OCCUPIED PURCHASE 62000 220198448 2 INVESTOR PURCHASE 68500 220198499 3 OWNER OCCUPIED CASH OUT 452700 220198505 1 OWNER OCCUPIED CASH OUT 108000 220198531 1 INVESTOR PURCHASE 79200 220198541 1 OWNER OCCUPIED PURCHASE 81000 220198546 1 OWNER OCCUPIED CASH OUT 367200 220198548 1 OWNER OCCUPIED CASH OUT 315000 220198549 1 OWNER OCCUPIED CASH OUT 351000 220198552 1 OWNER OCCUPIED REFINANCE 238500 220199372 1 INVESTOR PURCHASE 234000 220199374 1 INVESTOR PURCHASE 297000 220199383 1 INVESTOR CASH OUT 74700 220199392 1 OWNER OCCUPIED CASH OUT 279000 220199397 1 OWNER OCCUPIED PURCHASE 459000 220199430 1 OWNER OCCUPIED PURCHASE 54000 220199434 1 OWNER OCCUPIED PURCHASE 58410 220192544 1 OWNER OCCUPIED PURCHASE 126600 220192840 1 OWNER OCCUPIED PURCHASE 161000 220193018 1 INVESTOR PURCHASE 106100 220193921 1 OWNER OCCUPIED PURCHASE 356350 220194195 1 SECOND HOME PURCHASE 75950 220194727 1 INVESTOR PURCHASE 146600 220194774 1 INVESTOR PURCHASE 107000 220199386 1 OWNER OCCUPIED PURCHASE 203200 220191529 1 OWNER OCCUPIED CASH OUT 328440 220191612 1 OWNER OCCUPIED CASH OUT 242000 220192094 1 OWNER OCCUPIED REFINANCE 116500 220191512 1 OWNER OCCUPIED CASH OUT 161900 220192983 1 OWNER OCCUPIED REFINANCE 156500 220191249 1 OWNER OCCUPIED CASH OUT 98000 220191324 1 OWNER OCCUPIED CASH OUT 463000 220192765 1 OWNER OCCUPIED CASH OUT 377600 220192942 1 OWNER OCCUPIED CASH OUT 226500 220190873 1 OWNER OCCUPIED CASH OUT 66500 220198530 2 INVESTOR REFINANCE 440300 220198522 1 OWNER OCCUPIED CASH OUT 305500 220194222 1 OWNER OCCUPIED CASH OUT 480500 220191040 1 OWNER OCCUPIED CASH OUT 615000 220193059 1 OWNER OCCUPIED REFINANCE 79000 220191576 1 OWNER OCCUPIED CASH OUT 107685 220193555 1 INVESTOR PURCHASE 70000 220194129 1 OWNER OCCUPIED CASH OUT 105000 220190808 1 OWNER OCCUPIED CASH OUT 166000 220194601 1 OWNER OCCUPIED CASH OUT 227000 220198166 1 OWNER OCCUPIED CASH OUT 139000 220192516 1 OWNER OCCUPIED PURCHASE 215100 220194568 1 OWNER OCCUPIED CASH OUT 130000 220191078 1 OWNER OCCUPIED CASH OUT 121000 220191856 1 OWNER OCCUPIED CASH OUT 242000 220190910 1 OWNER OCCUPIED PURCHASE 199800 220192696 1 OWNER OCCUPIED CASH OUT 224000 220193446 1 OWNER OCCUPIED CASH OUT 112000 220194296 1 INVESTOR PURCHASE 86000 220194091 1 OWNER OCCUPIED CASH OUT 288000 220190626 1 OWNER OCCUPIED CASH OUT 135000 220190688 1 OWNER OCCUPIED CASH OUT 118000 220190834 1 OWNER OCCUPIED CASH OUT 101000 220191093 1 INVESTOR CASH OUT 286000 220192088 1 OWNER OCCUPIED CASH OUT 187650 220190760 1 OWNER OCCUPIED CASH OUT 192000 220191023 1 OWNER OCCUPIED CASH OUT 229500 220191313 1 OWNER OCCUPIED REFINANCE 229500 220192059 1 OWNER OCCUPIED CASH OUT 100000 220198332 1 OWNER OCCUPIED REFINANCE 390985 220192687 1 INVESTOR PURCHASE 83000 220190979 1 INVESTOR CASH OUT 290000 220199389 1 OWNER OCCUPIED CASH OUT 417500 220194394 1 OWNER OCCUPIED CASH OUT 66000 220193143 1 OWNER OCCUPIED CASH OUT 152500 220192858 1 OWNER OCCUPIED REFINANCE 107000 220191240 1 OWNER OCCUPIED CASH OUT 154200 220191496 1 OWNER OCCUPIED CASH OUT 369900 220198533 1 OWNER OCCUPIED REFINANCE 410000 220193286 1 OWNER OCCUPIED CASH OUT 171000 220190761 1 OWNER OCCUPIED REFINANCE 93500 220190666 1 OWNER OCCUPIED PURCHASE 650000 220192140 1 SECOND HOME PURCHASE 72800 220192593 1 OWNER OCCUPIED CASH OUT 267000 220194624 1 OWNER OCCUPIED CASH OUT 195000 220191178 1 OWNER OCCUPIED CASH OUT 74700 220194187 1 OWNER OCCUPIED CASH OUT 148500 220192529 1 OWNER OCCUPIED PURCHASE 180000 220191646 1 OWNER OCCUPIED CASH OUT 351000 220190902 1 OWNER OCCUPIED CASH OUT 206000 220192339 1 OWNER OCCUPIED CASH OUT 750000 220190555 1 OWNER OCCUPIED REFINANCE 492000 220190971 1 OWNER OCCUPIED CASH OUT 390000 220193480 1 INVESTOR REFINANCE 90400 220192805 1 OWNER OCCUPIED PURCHASE 63800 220192377 1 OWNER OCCUPIED CASH OUT 178000 220193411 1 OWNER OCCUPIED CASH OUT 112000 220193304 1 OWNER OCCUPIED CASH OUT 84000 220191547 1 OWNER OCCUPIED CASH OUT 70200 220191655 1 OWNER OCCUPIED CASH OUT 193500 220194636 1 OWNER OCCUPIED PURCHASE 104250 220198298 1 OWNER OCCUPIED CASH OUT 440000 220192507 1 OWNER OCCUPIED CASH OUT 554400 220192200 2 OWNER OCCUPIED CASH OUT 375000 220192770 1 OWNER OCCUPIED CASH OUT 75000 220194614 1 OWNER OCCUPIED CASH OUT 120000 220192070 1 OWNER OCCUPIED CASH OUT 173700 220191495 1 OWNER OCCUPIED CASH OUT 185000 220192390 1 OWNER OCCUPIED CASH OUT 629880 220191436 1 OWNER OCCUPIED PURCHASE 242250 220191731 1 OWNER OCCUPIED REFINANCE 118035 220191013 1 OWNER OCCUPIED CASH OUT 132000 220192162 1 OWNER OCCUPIED CASH OUT 129360 220190991 1 OWNER OCCUPIED CASH OUT 157500 220190762 1 OWNER OCCUPIED CASH OUT 211000 220192271 1 OWNER OCCUPIED CASH OUT 650000 220192139 1 OWNER OCCUPIED CASH OUT 105300 220192079 1 OWNER OCCUPIED CASH OUT 185000 220193913 1 OWNER OCCUPIED REFINANCE 105200 220193597 1 OWNER OCCUPIED PURCHASE 213000 220191913 1 OWNER OCCUPIED CASH OUT 255000 220192060 1 OWNER OCCUPIED REFINANCE 166500 220194422 1 OWNER OCCUPIED CASH OUT 163000 220194308 1 OWNER OCCUPIED CASH OUT 120000 220191459 1 OWNER OCCUPIED REFINANCE 105000 220192489 1 OWNER OCCUPIED CASH OUT 202500 220191524 1 OWNER OCCUPIED CASH OUT 306000 220191063 1 OWNER OCCUPIED CASH OUT 111000 220190874 1 OWNER OCCUPIED CASH OUT 450000 220198268 1 OWNER OCCUPIED REFINANCE 219000 220191043 1 INVESTOR PURCHASE 63900 220194288 1 OWNER OCCUPIED CASH OUT 147000 220193091 1 OWNER OCCUPIED CASH OUT 347750 220191091 1 OWNER OCCUPIED CASH OUT 267750 220192409 1 OWNER OCCUPIED CASH OUT 452000 220191770 1 OWNER OCCUPIED CASH OUT 166000 220194781 1 OWNER OCCUPIED CASH OUT 389000 220191289 1 OWNER OCCUPIED CASH OUT 295000 220190586 1 OWNER OCCUPIED REFINANCE 61500 220190849 1 OWNER OCCUPIED CASH OUT 112500 220192555 1 INVESTOR CASH OUT 225000 220192240 1 OWNER OCCUPIED CASH OUT 194500 220194279 1 OWNER OCCUPIED PURCHASE 103700 220194218 1 OWNER OCCUPIED CASH OUT 108000 220192272 1 OWNER OCCUPIED CASH OUT 103500 220192136 1 OWNER OCCUPIED CASH OUT 90000 220194736 1 OWNER OCCUPIED CASH OUT 124000 220192318 1 OWNER OCCUPIED CASH OUT 78300 220191223 1 OWNER OCCUPIED CASH OUT 117000 220198347 1 OWNER OCCUPIED CASH OUT 320000 220191516 1 OWNER OCCUPIED CASH OUT 123000 220193780 1 OWNER OCCUPIED CASH OUT 182200 220192119 1 OWNER OCCUPIED CASH OUT 79000 220191145 1 OWNER OCCUPIED CASH OUT 88000 220190729 1 OWNER OCCUPIED CASH OUT 230000 220190554 1 OWNER OCCUPIED CASH OUT 199750 220190571 1 OWNER OCCUPIED REFINANCE 131750 220190573 4 OWNER OCCUPIED PURCHASE 97750 220190574 1 OWNER OCCUPIED CASH OUT 70550 220190575 1 OWNER OCCUPIED CASH OUT 221000 220190583 1 OWNER OCCUPIED CASH OUT 66300 220190607 4 INVESTOR PURCHASE 425000 220190615 2 OWNER OCCUPIED CASH OUT 425000 220190616 1 OWNER OCCUPIED CASH OUT 225250 220190632 4 OWNER OCCUPIED PURCHASE 464100 220190635 2 OWNER OCCUPIED PURCHASE 459000 220190640 1 OWNER OCCUPIED PURCHASE 191250 220190642 1 OWNER OCCUPIED CASH OUT 195500 220190652 1 SECOND HOME PURCHASE 80750 220190657 1 OWNER OCCUPIED CASH OUT 148750 220190663 1 OWNER OCCUPIED PURCHASE 90100 220190678 1 OWNER OCCUPIED CASH OUT 77520 220190713 1 OWNER OCCUPIED REFINANCE 99450 220190750 1 OWNER OCCUPIED PURCHASE 123250 220190785 1 OWNER OCCUPIED PURCHASE 221000 220190786 1 INVESTOR CASH OUT 63750 220190823 1 OWNER OCCUPIED CASH OUT 204000 220190842 1 OWNER OCCUPIED CASH OUT 130475 220190848 1 OWNER OCCUPIED CASH OUT 255000 220190852 1 OWNER OCCUPIED CASH OUT 93500 220190855 1 OWNER OCCUPIED CASH OUT 368900 220190916 1 SECOND HOME PURCHASE 136000 220190940 1 OWNER OCCUPIED CASH OUT 156400 220191026 1 INVESTOR PURCHASE 573750 220191106 1 OWNER OCCUPIED CASH OUT 93500 220191118 2 OWNER OCCUPIED PURCHASE 163200 220191137 1 OWNER OCCUPIED CASH OUT 148750 220191138 1 OWNER OCCUPIED CASH OUT 221000 220191147 1 OWNER OCCUPIED PURCHASE 188700 220191148 1 OWNER OCCUPIED CASH OUT 184450 220191150 1 OWNER OCCUPIED CASH OUT 233750 220191177 1 OWNER OCCUPIED CASH OUT 182750 220191180 1 OWNER OCCUPIED CASH OUT 175950 220191206 1 OWNER OCCUPIED CASH OUT 148750 220191212 1 OWNER OCCUPIED CASH OUT 89250 220191225 1 OWNER OCCUPIED CASH OUT 148750 220191246 1 OWNER OCCUPIED CASH OUT 104550 220191247 1 OWNER OCCUPIED CASH OUT 267750 220191255 1 OWNER OCCUPIED REFINANCE 116450 220191317 1 OWNER OCCUPIED CASH OUT 306000 220191326 1 OWNER OCCUPIED CASH OUT 120700 220191328 1 OWNER OCCUPIED CASH OUT 109650 220191339 1 OWNER OCCUPIED CASH OUT 144500 220191346 1 OWNER OCCUPIED CASH OUT 192950 220191350 1 OWNER OCCUPIED PURCHASE 70975 220191362 1 OWNER OCCUPIED CASH OUT 89250 220191411 1 OWNER OCCUPIED PURCHASE 75225 220191463 1 INVESTOR CASH OUT 216750 220191478 1 OWNER OCCUPIED PURCHASE 106165 220191486 1 OWNER OCCUPIED REFINANCE 231200 220191491 1 OWNER OCCUPIED PURCHASE 146965 220191538 1 OWNER OCCUPIED PURCHASE 331500 220191543 1 OWNER OCCUPIED CASH OUT 348500 220191580 1 OWNER OCCUPIED PURCHASE 471750 220191614 1 OWNER OCCUPIED CASH OUT 102000 220191621 1 OWNER OCCUPIED PURCHASE 155975 220191670 1 OWNER OCCUPIED CASH OUT 335750 220191675 1 OWNER OCCUPIED CASH OUT 186150 220191689 1 OWNER OCCUPIED REFINANCE 88400 220191693 1 OWNER OCCUPIED CASH OUT 89250 220191695 1 OWNER OCCUPIED CASH OUT 510000 220191696 1 OWNER OCCUPIED CASH OUT 357000 220191705 1 OWNER OCCUPIED CASH OUT 167450 220191727 1 OWNER OCCUPIED PURCHASE 93500 220191733 1 OWNER OCCUPIED PURCHASE 245650 220191741 1 OWNER OCCUPIED CASH OUT 113900 220191745 1 INVESTOR CASH OUT 140250 220191753 4 OWNER OCCUPIED PURCHASE 552500 220191764 1 OWNER OCCUPIED CASH OUT 124950 220191768 1 OWNER OCCUPIED CASH OUT 471750 220191778 1 OWNER OCCUPIED CASH OUT 78200 220191793 1 INVESTOR CASH OUT 83300 220191820 1 INVESTOR PURCHASE 68000 220191837 1 OWNER OCCUPIED CASH OUT 157250 220191843 1 OWNER OCCUPIED CASH OUT 255000 220191853 1 OWNER OCCUPIED CASH OUT 255000 220191859 1 OWNER OCCUPIED CASH OUT 163200 220191888 1 OWNER OCCUPIED CASH OUT 148750 220191922 1 OWNER OCCUPIED PURCHASE 289000 220191923 1 OWNER OCCUPIED CASH OUT 229500 220191931 1 OWNER OCCUPIED REFINANCE 127500 220191934 1 OWNER OCCUPIED CASH OUT 160650 220191988 1 OWNER OCCUPIED CASH OUT 80750 220191996 1 OWNER OCCUPIED CASH OUT 136000 220191998 1 OWNER OCCUPIED PURCHASE 182750 220192008 1 OWNER OCCUPIED REFINANCE 90100 220192029 1 OWNER OCCUPIED CASH OUT 136000 220192045 1 OWNER OCCUPIED CASH OUT 66725 220192053 1 OWNER OCCUPIED CASH OUT 99450 220192056 1 OWNER OCCUPIED CASH OUT 671500 220192095 1 OWNER OCCUPIED CASH OUT 124100 220192108 3 OWNER OCCUPIED REFINANCE 459000 220192123 1 OWNER OCCUPIED REFINANCE 148750 220192129 1 OWNER OCCUPIED PURCHASE 459000 220192137 1 OWNER OCCUPIED CASH OUT 170000 220192142 1 OWNER OCCUPIED PURCHASE 208250 220192147 1 OWNER OCCUPIED PURCHASE 529550 220192197 1 OWNER OCCUPIED CASH OUT 70550 220192217 1 OWNER OCCUPIED CASH OUT 61200 220192265 1 OWNER OCCUPIED CASH OUT 578850 220192269 1 OWNER OCCUPIED CASH OUT 178500 220192284 1 OWNER OCCUPIED CASH OUT 85000 220192309 1 SECOND HOME CASH OUT 132600 220192311 1 OWNER OCCUPIED CASH OUT 90950 220192353 1 OWNER OCCUPIED CASH OUT 229500 220192359 1 OWNER OCCUPIED REFINANCE 155550 220192405 1 OWNER OCCUPIED CASH OUT 187000 220192406 1 OWNER OCCUPIED CASH OUT 144500 220192410 1 OWNER OCCUPIED CASH OUT 136000 220192423 1 OWNER OCCUPIED CASH OUT 106250 220192426 1 OWNER OCCUPIED REFINANCE 104210 220192453 1 OWNER OCCUPIED CASH OUT 102000 220192492 1 OWNER OCCUPIED CASH OUT 187000 220192560 1 OWNER OCCUPIED CASH OUT 318750 220192561 1 OWNER OCCUPIED CASH OUT 280500 220192568 1 INVESTOR CASH OUT 127500 220192584 1 OWNER OCCUPIED CASH OUT 70550 220192596 1 INVESTOR PURCHASE 146030 220192627 1 OWNER OCCUPIED CASH OUT 229500 220192643 1 OWNER OCCUPIED PURCHASE 273700 220192660 1 INVESTOR PURCHASE 85000 220192679 1 OWNER OCCUPIED CASH OUT 140250 220192705 1 OWNER OCCUPIED CASH OUT 110500 220192728 1 OWNER OCCUPIED PURCHASE 164050 220192732 2 INVESTOR CASH OUT 81600 220192782 1 OWNER OCCUPIED CASH OUT 170000 220192791 1 INVESTOR PURCHASE 79050 220192799 1 INVESTOR CASH OUT 82450 220192834 2 OWNER OCCUPIED CASH OUT 63750 220192860 1 OWNER OCCUPIED PURCHASE 323000 220192869 1 OWNER OCCUPIED PURCHASE 123165 220192870 1 SECOND HOME CASH OUT 221000 220192874 1 OWNER OCCUPIED CASH OUT 85000 220192879 1 INVESTOR CASH OUT 96900 220192901 1 OWNER OCCUPIED PURCHASE 151300 220192911 1 INVESTOR CASH OUT 169150 220192924 1 OWNER OCCUPIED REFINANCE 249900 220192928 1 OWNER OCCUPIED CASH OUT 134300 220192943 2 OWNER OCCUPIED CASH OUT 272000 220192987 1 OWNER OCCUPIED PURCHASE 81812 220192999 1 INVESTOR REFINANCE 78200 220193003 1 OWNER OCCUPIED CASH OUT 85000 220193014 1 OWNER OCCUPIED CASH OUT 150450 220193019 1 OWNER OCCUPIED CASH OUT 259250 220193033 1 OWNER OCCUPIED CASH OUT 127500 220193084 1 OWNER OCCUPIED CASH OUT 104125 220193086 1 INVESTOR CASH OUT 191250 220193092 1 OWNER OCCUPIED PURCHASE 114665 220193093 1 OWNER OCCUPIED CASH OUT 204000 220193109 1 INVESTOR PURCHASE 343208 220193112 1 INVESTOR CASH OUT 71400 220193146 1 OWNER OCCUPIED CASH OUT 182750 220193151 1 OWNER OCCUPIED CASH OUT 321300 220193160 1 OWNER OCCUPIED CASH OUT 162350 220193179 1 OWNER OCCUPIED CASH OUT 136000 220193185 1 OWNER OCCUPIED PURCHASE 225165 220193212 1 OWNER OCCUPIED CASH OUT 175100 220193218 1 INVESTOR CASH OUT 127500 220193271 1 OWNER OCCUPIED CASH OUT 299200 220193284 1 OWNER OCCUPIED CASH OUT 125800 220193339 1 OWNER OCCUPIED CASH OUT 85850 220193344 1 INVESTOR CASH OUT 63750 220193355 1 OWNER OCCUPIED CASH OUT 104550 220193359 1 OWNER OCCUPIED REFINANCE 110500 220193367 1 OWNER OCCUPIED PURCHASE 74800 220193369 1 OWNER OCCUPIED CASH OUT 340000 220193384 1 INVESTOR CASH OUT 121550 220193442 1 OWNER OCCUPIED CASH OUT 199750 220193443 1 OWNER OCCUPIED CASH OUT 408000 220193488 1 OWNER OCCUPIED PURCHASE 165750 220193500 1 INVESTOR CASH OUT 76500 220193522 1 OWNER OCCUPIED CASH OUT 637500 220193545 1 OWNER OCCUPIED PURCHASE 141057 220193547 2 OWNER OCCUPIED CASH OUT 429250 220193554 1 OWNER OCCUPIED CASH OUT 173400 220193557 1 OWNER OCCUPIED PURCHASE 161075 220193564 1 OWNER OCCUPIED CASH OUT 246500 220193565 1 OWNER OCCUPIED CASH OUT 161500 220193660 1 OWNER OCCUPIED CASH OUT 190400 220193689 1 OWNER OCCUPIED CASH OUT 77350 220193695 1 OWNER OCCUPIED CASH OUT 374000 220193728 1 OWNER OCCUPIED CASH OUT 78200 220193730 1 OWNER OCCUPIED CASH OUT 127500 220193736 1 OWNER OCCUPIED CASH OUT 221000 220193759 1 OWNER OCCUPIED REFINANCE 526150 220193773 3 OWNER OCCUPIED PURCHASE 403750 220193778 1 INVESTOR CASH OUT 96050 220193809 1 OWNER OCCUPIED CASH OUT 124950 220193813 1 OWNER OCCUPIED CASH OUT 104550 220193842 1 OWNER OCCUPIED CASH OUT 242250 220193853 1 OWNER OCCUPIED CASH OUT 80750 220193856 1 OWNER OCCUPIED CASH OUT 327250 220193877 2 INVESTOR REFINANCE 221000 220193894 1 OWNER OCCUPIED CASH OUT 386750 220193947 1 OWNER OCCUPIED PURCHASE 79900 220193973 2 OWNER OCCUPIED PURCHASE 395250 220193975 1 OWNER OCCUPIED CASH OUT 95200 220193993 1 SECOND HOME CASH OUT 65450 220194000 1 INVESTOR CASH OUT 123250 220194047 1 OWNER OCCUPIED CASH OUT 146200 220194096 4 OWNER OCCUPIED CASH OUT 391000 220194124 1 OWNER OCCUPIED CASH OUT 179350 220194136 1 OWNER OCCUPIED CASH OUT 85000 220194142 1 INVESTOR CASH OUT 87550 220194150 1 OWNER OCCUPIED CASH OUT 182750 220194161 1 OWNER OCCUPIED CASH OUT 140250 220194173 1 INVESTOR PURCHASE 233750 220194202 1 INVESTOR CASH OUT 374000 220194242 2 INVESTOR CASH OUT 78200 220194263 1 OWNER OCCUPIED PURCHASE 70550 220194298 1 OWNER OCCUPIED PURCHASE 408850 220194333 1 OWNER OCCUPIED CASH OUT 195500 220194339 1 OWNER OCCUPIED CASH OUT 90100 220194366 1 OWNER OCCUPIED PURCHASE 82875 220194374 1 OWNER OCCUPIED CASH OUT 425000 220194375 2 OWNER OCCUPIED PURCHASE 136000 220194401 1 OWNER OCCUPIED CASH OUT 137700 220194420 1 OWNER OCCUPIED CASH OUT 106250 220194455 1 OWNER OCCUPIED CASH OUT 178500 220194472 1 OWNER OCCUPIED CASH OUT 93500 220194482 1 OWNER OCCUPIED PURCHASE 162265 220194487 1 OWNER OCCUPIED CASH OUT 62050 220194524 1 OWNER OCCUPIED CASH OUT 79050 220194562 1 OWNER OCCUPIED CASH OUT 131750 220194564 1 INVESTOR PURCHASE 98600 220194566 1 OWNER OCCUPIED CASH OUT 113900 220194577 1 OWNER OCCUPIED CASH OUT 102850 220194651 1 OWNER OCCUPIED CASH OUT 244800 220194654 1 OWNER OCCUPIED PURCHASE 177161 220194661 3 OWNER OCCUPIED CASH OUT 312800 220194668 1 OWNER OCCUPIED PURCHASE 245140 220194669 1 OWNER OCCUPIED CASH OUT 172550 220194671 1 OWNER OCCUPIED CASH OUT 170000 220194680 1 OWNER OCCUPIED CASH OUT 110500 220194688 1 OWNER OCCUPIED CASH OUT 450500 220194714 1 OWNER OCCUPIED CASH OUT 153000 220194730 1 OWNER OCCUPIED PURCHASE 148750 220197821 1 INVESTOR PURCHASE 76500 220197828 4 OWNER OCCUPIED PURCHASE 212500 220197833 1 INVESTOR PURCHASE 259250 220197835 1 OWNER OCCUPIED CASH OUT 300050 220197839 1 OWNER OCCUPIED PURCHASE 76500 220197856 1 OWNER OCCUPIED PURCHASE 122957 220197872 1 OWNER OCCUPIED REFINANCE 382500 220198159 1 OWNER OCCUPIED CASH OUT 204000 220198176 1 OWNER OCCUPIED CASH OUT 120700 220198187 1 OWNER OCCUPIED REFINANCE 204000 220198194 1 OWNER OCCUPIED PURCHASE 146625 220198198 1 OWNER OCCUPIED CASH OUT 64600 220198203 1 OWNER OCCUPIED PURCHASE 148750 220198207 1 OWNER OCCUPIED PURCHASE 203915 220198210 1 OWNER OCCUPIED PURCHASE 160650 220198211 1 INVESTOR PURCHASE 42415 220198222 1 SECOND HOME PURCHASE 126415 220198273 1 OWNER OCCUPIED CASH OUT 148750 220198310 4 OWNER OCCUPIED PURCHASE 807500 220198320 1 OWNER OCCUPIED CASH OUT 421600 220198329 1 OWNER OCCUPIED CASH OUT 263500 220198340 1 OWNER OCCUPIED CASH OUT 425000 220198345 1 OWNER OCCUPIED PURCHASE 335750 220198502 1 INVESTOR PURCHASE 148665 220199367 1 INVESTOR REFINANCE 59500 220199382 1 INVESTOR PURCHASE 254150 220199390 4 INVESTOR PURCHASE 211650 220199426 2 OWNER OCCUPIED CASH OUT 722500 220190576 1 OWNER OCCUPIED CASH OUT 300000 220191224 1 OWNER OCCUPIED PURCHASE 101050 220194107 1 OWNER OCCUPIED PURCHASE 334000 220191699 1 OWNER OCCUPIED CASH OUT 141900 220192178 1 OWNER OCCUPIED REFINANCE 96000 220192089 1 OWNER OCCUPIED CASH OUT 116800 220192138 1 OWNER OCCUPIED CASH OUT 361000 220190581 1 OWNER OCCUPIED CASH OUT 535000 220192933 1 OWNER OCCUPIED REFINANCE 90000 220194290 1 INVESTOR CASH OUT 90000 220194721 1 OWNER OCCUPIED CASH OUT 270000 220194029 1 OWNER OCCUPIED CASH OUT 382000 220194027 1 OWNER OCCUPIED CASH OUT 365000 220190689 1 OWNER OCCUPIED CASH OUT 157000 220197832 1 OWNER OCCUPIED CASH OUT 437000 220191885 1 OWNER OCCUPIED CASH OUT 170500 220193337 1 OWNER OCCUPIED CASH OUT 106000 220190763 1 OWNER OCCUPIED CASH OUT 97500 220193490 1 OWNER OCCUPIED CASH OUT 284000 220194764 1 OWNER OCCUPIED REFINANCE 284000 220192303 1 OWNER OCCUPIED PURCHASE 250000 220191387 1 OWNER OCCUPIED CASH OUT 152500 220191563 1 OWNER OCCUPIED CASH OUT 72000 220191031 1 OWNER OCCUPIED CASH OUT 156700 220191840 1 OWNER OCCUPIED CASH OUT 237100 220192527 1 OWNER OCCUPIED REFINANCE 138000 220190691 1 OWNER OCCUPIED PURCHASE 550000 220194319 1 OWNER OCCUPIED CASH OUT 191250 220191196 1 OWNER OCCUPIED PURCHASE 217000 220190654 2 INVESTOR CASH OUT 364707 220198259 1 OWNER OCCUPIED CASH OUT 340000 220193302 1 OWNER OCCUPIED CASH OUT 74000 220191902 1 OWNER OCCUPIED CASH OUT 219000 220191750 1 OWNER OCCUPIED CASH OUT 208000 220198503 1 OWNER OCCUPIED REFINANCE 279000 220192342 1 OWNER OCCUPIED CASH OUT 700000 220192632 1 OWNER OCCUPIED CASH OUT 100600 220191151 1 OWNER OCCUPIED REFINANCE 131000 220191936 1 OWNER OCCUPIED CASH OUT 60000 220191332 1 OWNER OCCUPIED CASH OUT 72250 220193385 1 OWNER OCCUPIED CASH OUT 507000 220190857 1 OWNER OCCUPIED CASH OUT 190000 220191765 2 OWNER OCCUPIED CASH OUT 700000 220193293 1 OWNER OCCUPIED CASH OUT 152000 220194191 1 OWNER OCCUPIED CASH OUT 114000 220193198 1 OWNER OCCUPIED CASH OUT 65000 220191265 1 INVESTOR PURCHASE 159500 220191788 1 INVESTOR CASH OUT 81000 220197963 2 INVESTOR CASH OUT 675000 220194593 1 OWNER OCCUPIED CASH OUT 371000 220190793 2 SECOND HOME CASH OUT 297500 220190660 1 OWNER OCCUPIED CASH OUT 160000 220193261 1 OWNER OCCUPIED PURCHASE 240000 220192111 1 OWNER OCCUPIED CASH OUT 89250 220192609 1 OWNER OCCUPIED CASH OUT 145000 220193121 1 OWNER OCCUPIED CASH OUT 213750 220190572 1 OWNER OCCUPIED CASH OUT 105000 220192232 1 OWNER OCCUPIED PURCHASE 168000 220198547 1 OWNER OCCUPIED CASH OUT 84000 220191344 1 OWNER OCCUPIED CASH OUT 340000 220193517 1 OWNER OCCUPIED REFINANCE 172000 220198309 1 OWNER OCCUPIED CASH OUT 649900 220192487 1 OWNER OCCUPIED CASH OUT 222000 220192959 1 OWNER OCCUPIED CASH OUT 649200 220190772 1 OWNER OCCUPIED CASH OUT 356000 220192419 1 OWNER OCCUPIED REFINANCE 105500 220194055 1 OWNER OCCUPIED CASH OUT 69500 220192222 1 OWNER OCCUPIED CASH OUT 385000 220198264 1 OWNER OCCUPIED CASH OUT 355000 220191900 1 OWNER OCCUPIED CASH OUT 476000 220194705 1 OWNER OCCUPIED CASH OUT 164500 220193918 1 OWNER OCCUPIED CASH OUT 263000 220193735 1 OWNER OCCUPIED CASH OUT 142500 220191009 1 OWNER OCCUPIED CASH OUT 136000 220198271 1 OWNER OCCUPIED CASH OUT 429250 220190803 1 OWNER OCCUPIED CASH OUT 140000 220191335 1 OWNER OCCUPIED CASH OUT 107500 220192224 1 OWNER OCCUPIED PURCHASE 350000 220192386 1 OWNER OCCUPIED CASH OUT 75000 220193775 1 OWNER OCCUPIED CASH OUT 75000 220194059 1 OWNER OCCUPIED REFINANCE 150000 220193029 1 OWNER OCCUPIED REFINANCE 154000 220193748 1 OWNER OCCUPIED CASH OUT 233000 220191983 1 OWNER OCCUPIED REFINANCE 91500 220191949 1 OWNER OCCUPIED CASH OUT 499000 220192031 1 OWNER OCCUPIED CASH OUT 153000 220191582 1 OWNER OCCUPIED CASH OUT 133000 220190806 1 OWNER OCCUPIED CASH OUT 110500 220197800 1 OWNER OCCUPIED CASH OUT 213500 220192179 1 OWNER OCCUPIED CASH OUT 103000 220194069 1 OWNER OCCUPIED CASH OUT 245000 220199369 1 OWNER OCCUPIED REFINANCE 382000 220193974 1 OWNER OCCUPIED CASH OUT 234060 220190832 1 OWNER OCCUPIED CASH OUT 112000 220190800 1 OWNER OCCUPIED CASH OUT 102000 220194446 1 OWNER OCCUPIED CASH OUT 340000 220192257 1 OWNER OCCUPIED CASH OUT 86000 220198344 2 OWNER OCCUPIED REFINANCE 315000 220192001 1 OWNER OCCUPIED CASH OUT 164000 220190548 1 OWNER OCCUPIED REFINANCE 195000 220194550 1 INVESTOR CASH OUT 127500 220192159 1 OWNER OCCUPIED CASH OUT 280500 220198184 1 OWNER OCCUPIED CASH OUT 93500 220191795 1 OWNER OCCUPIED CASH OUT 310000 220191116 1 OWNER OCCUPIED REFINANCE 280000 220194570 1 OWNER OCCUPIED CASH OUT 158600 220192427 1 OWNER OCCUPIED CASH OUT 223000 220191712 1 OWNER OCCUPIED CASH OUT 340000 220191948 1 OWNER OCCUPIED CASH OUT 231000 220194553 1 OWNER OCCUPIED REFINANCE 330000 220191858 2 INVESTOR CASH OUT 193000 220194270 1 OWNER OCCUPIED REFINANCE 119600 220191059 1 OWNER OCCUPIED CASH OUT 110500 220192806 2 OWNER OCCUPIED CASH OUT 548000 220198249 1 OWNER OCCUPIED REFINANCE 325526 220193085 1 OWNER OCCUPIED CASH OUT 107950 220198537 1 OWNER OCCUPIED PURCHASE 192000 220190728 1 OWNER OCCUPIED CASH OUT 129350 220190669 1 OWNER OCCUPIED CASH OUT 70000 220192154 1 OWNER OCCUPIED CASH OUT 74100 220191233 1 OWNER OCCUPIED CASH OUT 111095 220198500 1 SECOND HOME REFINANCE 89500 220193779 1 OWNER OCCUPIED REFINANCE 151250 220191624 2 OWNER OCCUPIED REFINANCE 460000 220190903 1 OWNER OCCUPIED CASH OUT 220000 220198183 1 OWNER OCCUPIED CASH OUT 87000 220192130 1 OWNER OCCUPIED CASH OUT 119000 220198188 1 OWNER OCCUPIED CASH OUT 160000 220192026 1 INVESTOR REFINANCE 131229 220191533 1 OWNER OCCUPIED REFINANCE 124640 220192392 1 OWNER OCCUPIED CASH OUT 173020 220192819 1 OWNER OCCUPIED CASH OUT 143500 220190533 1 OWNER OCCUPIED REFINANCE 127000 220191166 1 OWNER OCCUPIED CASH OUT 204000 220191702 1 OWNER OCCUPIED CASH OUT 195000 220192172 1 OWNER OCCUPIED REFINANCE 79000 220193422 1 OWNER OCCUPIED CASH OUT 176000 220191174 1 OWNER OCCUPIED CASH OUT 110500 220192043 1 OWNER OCCUPIED CASH OUT 295000 220192969 1 OWNER OCCUPIED PURCHASE 225000 220194106 1 OWNER OCCUPIED CASH OUT 143000 220192012 1 OWNER OCCUPIED CASH OUT 165000 220192471 1 OWNER OCCUPIED CASH OUT 296500 220192312 1 OWNER OCCUPIED REFINANCE 270800 220193758 1 OWNER OCCUPIED CASH OUT 330000 220191828 1 OWNER OCCUPIED CASH OUT 105000 220193828 1 OWNER OCCUPIED REFINANCE 175000 220192144 1 OWNER OCCUPIED CASH OUT 91000 220191921 1 OWNER OCCUPIED CASH OUT 682000 220190936 1 OWNER OCCUPIED CASH OUT 150000 220192290 1 INVESTOR PURCHASE 124640 220193475 1 SECOND HOME REFINANCE 316000 220193808 1 OWNER OCCUPIED CASH OUT 190000 220194735 1 OWNER OCCUPIED CASH OUT 107408 220198524 1 OWNER OCCUPIED REFINANCE 242000 220198163 1 OWNER OCCUPIED CASH OUT 123250 220193716 1 OWNER OCCUPIED CASH OUT 157800 220192934 1 OWNER OCCUPIED CASH OUT 144000 220194101 1 OWNER OCCUPIED CASH OUT 189000 220190820 1 OWNER OCCUPIED CASH OUT 144500 220190526 1 OWNER OCCUPIED CASH OUT 92000 220190532 1 OWNER OCCUPIED CASH OUT 72000 220190534 1 OWNER OCCUPIED REFINANCE 92000 220190550 1 INVESTOR REFINANCE 276000 220190564 1 OWNER OCCUPIED CASH OUT 134400 220190565 1 OWNER OCCUPIED CASH OUT 104000 220190567 1 OWNER OCCUPIED REFINANCE 88000 220190578 1 OWNER OCCUPIED CASH OUT 190400 220190594 1 OWNER OCCUPIED PURCHASE 183920 220190597 1 INVESTOR PURCHASE 103920 220190601 1 OWNER OCCUPIED CASH OUT 236800 220190602 1 INVESTOR PURCHASE 119920 220190609 1 INVESTOR CASH OUT 344000 220190617 1 OWNER OCCUPIED CASH OUT 69600 220190637 1 OWNER OCCUPIED CASH OUT 160000 220190658 1 OWNER OCCUPIED CASH OUT 216000 220190662 1 OWNER OCCUPIED CASH OUT 100000 220190665 1 OWNER OCCUPIED PURCHASE 131200 220190673 1 OWNER OCCUPIED REFINANCE 97600 220190692 1 OWNER OCCUPIED CASH OUT 168000 220190699 1 OWNER OCCUPIED CASH OUT 84000 220190700 1 OWNER OCCUPIED CASH OUT 165600 220190708 1 OWNER OCCUPIED PURCHASE 107200 220190711 1 OWNER OCCUPIED CASH OUT 128000 220190720 1 OWNER OCCUPIED CASH OUT 272000 220190723 1 OWNER OCCUPIED CASH OUT 280000 220190734 1 OWNER OCCUPIED REFINANCE 123200 220190741 1 OWNER OCCUPIED REFINANCE 108000 220190769 1 OWNER OCCUPIED CASH OUT 92000 220190784 1 OWNER OCCUPIED CASH OUT 288000 220190798 1 OWNER OCCUPIED CASH OUT 112000 220190807 1 OWNER OCCUPIED PURCHASE 104800 220190814 1 OWNER OCCUPIED CASH OUT 124000 220190818 1 OWNER OCCUPIED CASH OUT 74400 220190836 1 OWNER OCCUPIED CASH OUT 152000 220190839 1 OWNER OCCUPIED CASH OUT 93200 220190840 1 INVESTOR CASH OUT 84000 220190853 1 OWNER OCCUPIED PURCHASE 123440 220190856 1 OWNER OCCUPIED CASH OUT 216000 220190876 1 OWNER OCCUPIED CASH OUT 92000 220190878 1 OWNER OCCUPIED CASH OUT 80000 220190885 1 OWNER OCCUPIED PURCHASE 300000 220190891 4 INVESTOR CASH OUT 72000 220190901 1 INVESTOR PURCHASE 126400 220190909 1 OWNER OCCUPIED CASH OUT 448000 220190911 1 OWNER OCCUPIED CASH OUT 328000 220190914 1 OWNER OCCUPIED CASH OUT 60000 220190918 1 OWNER OCCUPIED CASH OUT 248000 220190924 1 OWNER OCCUPIED CASH OUT 120000 220190929 1 OWNER OCCUPIED CASH OUT 145200 220190932 1 OWNER OCCUPIED CASH OUT 68000 220190934 1 OWNER OCCUPIED CASH OUT 104000 220190948 1 OWNER OCCUPIED CASH OUT 91200 220190953 1 OWNER OCCUPIED CASH OUT 83600 220190963 2 OWNER OCCUPIED CASH OUT 352000 220190968 1 OWNER OCCUPIED CASH OUT 304000 220190975 1 OWNER OCCUPIED CASH OUT 84000 220190980 1 OWNER OCCUPIED CASH OUT 82000 220190995 1 OWNER OCCUPIED CASH OUT 120000 220190997 1 OWNER OCCUPIED CASH OUT 92000 220191003 1 OWNER OCCUPIED PURCHASE 108689 220191004 1 OWNER OCCUPIED CASH OUT 132000 220191012 1 OWNER OCCUPIED CASH OUT 628000 220191017 1 OWNER OCCUPIED PURCHASE 136000 220191019 3 OWNER OCCUPIED CASH OUT 168000 220191049 1 OWNER OCCUPIED CASH OUT 88000 220191053 1 OWNER OCCUPIED CASH OUT 85600 220191054 1 OWNER OCCUPIED CASH OUT 107200 220191056 1 OWNER OCCUPIED PURCHASE 201060 220191061 1 OWNER OCCUPIED CASH OUT 136000 220191066 1 OWNER OCCUPIED CASH OUT 84000 220191073 1 OWNER OCCUPIED CASH OUT 133600 220191086 1 OWNER OCCUPIED CASH OUT 394000 220191107 1 OWNER OCCUPIED CASH OUT 125600 220191121 1 OWNER OCCUPIED CASH OUT 420000 220191124 1 OWNER OCCUPIED CASH OUT 96800 220191143 1 OWNER OCCUPIED CASH OUT 412000 220191155 1 OWNER OCCUPIED CASH OUT 119200 220191169 1 OWNER OCCUPIED CASH OUT 148000 220191184 1 OWNER OCCUPIED CASH OUT 62400 220191186 1 OWNER OCCUPIED CASH OUT 84000 220191198 1 OWNER OCCUPIED PURCHASE 135920 220191204 1 OWNER OCCUPIED CASH OUT 224000 220191205 1 INVESTOR PURCHASE 288000 220191210 1 OWNER OCCUPIED CASH OUT 163200 220191213 1 OWNER OCCUPIED CASH OUT 140000 220191216 1 OWNER OCCUPIED CASH OUT 84000 220191221 1 OWNER OCCUPIED CASH OUT 120000 220191230 1 OWNER OCCUPIED CASH OUT 588000 220191237 1 OWNER OCCUPIED CASH OUT 124000 220191239 1 OWNER OCCUPIED CASH OUT 164000 220191242 1 INVESTOR PURCHASE 158400 220191245 1 OWNER OCCUPIED CASH OUT 200000 220191252 1 OWNER OCCUPIED CASH OUT 88000 220191261 4 INVESTOR CASH OUT 308000 220191284 1 OWNER OCCUPIED PURCHASE 82400 220191293 1 OWNER OCCUPIED PURCHASE 608000 220191308 1 OWNER OCCUPIED PURCHASE 136000 220191309 2 INVESTOR CASH OUT 148000 220191320 1 OWNER OCCUPIED CASH OUT 135200 220191327 1 OWNER OCCUPIED CASH OUT 117600 220191345 1 OWNER OCCUPIED CASH OUT 78000 220191367 1 OWNER OCCUPIED CASH OUT 120000 220191373 1 OWNER OCCUPIED CASH OUT 80000 220191377 1 OWNER OCCUPIED CASH OUT 96000 220191396 1 SECOND HOME PURCHASE 391200 220191397 1 OWNER OCCUPIED CASH OUT 76000 220191408 1 OWNER OCCUPIED CASH OUT 123200 220191409 1 OWNER OCCUPIED CASH OUT 94000 220191410 1 OWNER OCCUPIED CASH OUT 83200 220191413 1 OWNER OCCUPIED REFINANCE 99200 220191425 1 OWNER OCCUPIED CASH OUT 163200 220191440 1 OWNER OCCUPIED PURCHASE 148000 220191444 1 OWNER OCCUPIED PURCHASE 284000 220191447 1 OWNER OCCUPIED CASH OUT 120000 220191449 2 OWNER OCCUPIED CASH OUT 332000 220191451 1 OWNER OCCUPIED REFINANCE 108720 220191457 1 OWNER OCCUPIED REFINANCE 94400 220191474 1 OWNER OCCUPIED CASH OUT 188000 220191481 1 OWNER OCCUPIED CASH OUT 192000 220191499 1 OWNER OCCUPIED CASH OUT 120000 220191505 1 OWNER OCCUPIED CASH OUT 104000 220191522 1 OWNER OCCUPIED CASH OUT 512000 220191539 1 INVESTOR PURCHASE 360800 220191541 1 OWNER OCCUPIED CASH OUT 280000 220191564 1 INVESTOR PURCHASE 114000 220191571 1 OWNER OCCUPIED CASH OUT 472000 220191575 1 OWNER OCCUPIED CASH OUT 66400 220191581 1 OWNER OCCUPIED CASH OUT 88800 220191583 1 OWNER OCCUPIED CASH OUT 192000 220191593 1 OWNER OCCUPIED CASH OUT 212000 220191607 1 OWNER OCCUPIED CASH OUT 92000 220191609 1 INVESTOR PURCHASE 174400 220191610 1 OWNER OCCUPIED CASH OUT 129600 220191615 1 OWNER OCCUPIED REFINANCE 282400 220191651 1 OWNER OCCUPIED CASH OUT 82400 220191656 1 OWNER OCCUPIED CASH OUT 224000 220191661 1 OWNER OCCUPIED PURCHASE 217200 220191664 3 INVESTOR PURCHASE 124000 220191669 1 OWNER OCCUPIED CASH OUT 74400 220191682 1 OWNER OCCUPIED CASH OUT 84000 220191683 1 OWNER OCCUPIED CASH OUT 235200 220191692 1 OWNER OCCUPIED CASH OUT 232000 220191698 1 INVESTOR PURCHASE 351920 220191707 1 OWNER OCCUPIED CASH OUT 75200 220191716 1 SECOND HOME CASH OUT 92800 220191726 1 OWNER OCCUPIED CASH OUT 164000 220191739 1 OWNER OCCUPIED PURCHASE 76800 220191749 1 OWNER OCCUPIED CASH OUT 280000 220191751 1 OWNER OCCUPIED CASH OUT 97600 220191773 1 SECOND HOME PURCHASE 212000 220191782 1 OWNER OCCUPIED CASH OUT 74400 220191786 1 OWNER OCCUPIED CASH OUT 92000 220191791 1 OWNER OCCUPIED CASH OUT 100000 220191794 1 OWNER OCCUPIED PURCHASE 171360 220191803 1 OWNER OCCUPIED PURCHASE 98400 220191807 1 OWNER OCCUPIED CASH OUT 200000 220191824 1 OWNER OCCUPIED CASH OUT 520000 220191825 2 OWNER OCCUPIED CASH OUT 384000 220191846 1 OWNER OCCUPIED CASH OUT 632000 220191850 1 OWNER OCCUPIED CASH OUT 236000 220191862 1 OWNER OCCUPIED CASH OUT 92800 220191871 1 OWNER OCCUPIED CASH OUT 160000 220191873 1 OWNER OCCUPIED REFINANCE 122400 220191892 1 OWNER OCCUPIED CASH OUT 147200 220191897 1 OWNER OCCUPIED PURCHASE 158000 220191909 1 OWNER OCCUPIED CASH OUT 76000 220191918 1 OWNER OCCUPIED CASH OUT 115200 220191927 1 OWNER OCCUPIED CASH OUT 220000 220191939 1 OWNER OCCUPIED CASH OUT 104000 220191940 1 OWNER OCCUPIED CASH OUT 116000 220191950 1 INVESTOR PURCHASE 64000 220191964 4 OWNER OCCUPIED CASH OUT 372000 220191966 1 OWNER OCCUPIED CASH OUT 126400 220191971 1 OWNER OCCUPIED CASH OUT 81600 220191972 3 INVESTOR CASH OUT 272000 220191973 1 SECOND HOME CASH OUT 204000 220191977 1 OWNER OCCUPIED REFINANCE 80800 220191980 1 OWNER OCCUPIED CASH OUT 128000 220191995 1 OWNER OCCUPIED CASH OUT 161600 220191997 1 OWNER OCCUPIED CASH OUT 116800 220191999 1 OWNER OCCUPIED CASH OUT 214400 220192007 1 OWNER OCCUPIED CASH OUT 104000 220192025 1 OWNER OCCUPIED CASH OUT 134400 220192028 1 OWNER OCCUPIED CASH OUT 63200 220192046 2 OWNER OCCUPIED CASH OUT 160000 220192047 1 OWNER OCCUPIED CASH OUT 79200 220192051 1 INVESTOR CASH OUT 356800 220192052 1 OWNER OCCUPIED CASH OUT 211200 220192071 1 OWNER OCCUPIED CASH OUT 95200 220192076 1 OWNER OCCUPIED PURCHASE 180000 220192087 1 OWNER OCCUPIED CASH OUT 440000 220192092 1 OWNER OCCUPIED CASH OUT 188000 220192110 1 OWNER OCCUPIED CASH OUT 184000 220192112 1 OWNER OCCUPIED CASH OUT 132000 220192128 1 OWNER OCCUPIED CASH OUT 152000 220192131 1 OWNER OCCUPIED CASH OUT 364000 220192143 1 OWNER OCCUPIED CASH OUT 368000 220192149 1 INVESTOR CASH OUT 124000 220192151 1 INVESTOR CASH OUT 176000 220192152 1 OWNER OCCUPIED CASH OUT 207200 220192153 1 OWNER OCCUPIED CASH OUT 156000 220192164 1 OWNER OCCUPIED CASH OUT 248000 220192177 1 INVESTOR CASH OUT 140000 220192204 1 OWNER OCCUPIED CASH OUT 64800 220192247 3 INVESTOR CASH OUT 72000 220192255 1 OWNER OCCUPIED CASH OUT 228800 220192262 1 OWNER OCCUPIED CASH OUT 208000 220192294 1 OWNER OCCUPIED PURCHASE 316000 220192298 1 OWNER OCCUPIED CASH OUT 92800 220192299 1 OWNER OCCUPIED PURCHASE 334400 220192317 1 OWNER OCCUPIED CASH OUT 228000 220192343 1 INVESTOR CASH OUT 109600 220192349 1 OWNER OCCUPIED CASH OUT 88800 220192357 1 OWNER OCCUPIED PURCHASE 84000 220192368 1 OWNER OCCUPIED CASH OUT 264000 220192370 1 OWNER OCCUPIED PURCHASE 552000 220192372 1 OWNER OCCUPIED CASH OUT 414400 220192385 1 OWNER OCCUPIED CASH OUT 66800 220192396 1 OWNER OCCUPIED CASH OUT 73600 220192411 1 OWNER OCCUPIED CASH OUT 72400 220192416 1 OWNER OCCUPIED CASH OUT 100000 220192417 1 OWNER OCCUPIED CASH OUT 100000 220192430 1 OWNER OCCUPIED PURCHASE 160000 220192433 1 OWNER OCCUPIED CASH OUT 360000 220192441 1 OWNER OCCUPIED CASH OUT 192000 220192450 1 OWNER OCCUPIED PURCHASE 232000 220192461 2 OWNER OCCUPIED PURCHASE 380000 220192463 1 OWNER OCCUPIED PURCHASE 216000 220192465 1 OWNER OCCUPIED CASH OUT 77600 220192466 1 OWNER OCCUPIED PURCHASE 156000 220192473 4 INVESTOR PURCHASE 149600 220192480 1 OWNER OCCUPIED CASH OUT 125600 220192486 3 INVESTOR CASH OUT 354400 220192504 1 OWNER OCCUPIED PURCHASE 528000 220192505 1 INVESTOR CASH OUT 73600 220192511 1 OWNER OCCUPIED PURCHASE 218000 220192519 1 OWNER OCCUPIED PURCHASE 284000 220192545 1 OWNER OCCUPIED PURCHASE 215200 220192546 1 OWNER OCCUPIED CASH OUT 68000 220192547 4 OWNER OCCUPIED CASH OUT 640000 220192557 1 OWNER OCCUPIED CASH OUT 128000 220192576 1 OWNER OCCUPIED CASH OUT 104000 220192579 1 OWNER OCCUPIED PURCHASE 200000 220192588 1 OWNER OCCUPIED PURCHASE 136800 220192599 1 OWNER OCCUPIED CASH OUT 166400 220192612 1 OWNER OCCUPIED CASH OUT 116000 220192614 1 OWNER OCCUPIED CASH OUT 112000 220192622 1 OWNER OCCUPIED CASH OUT 116000 220192629 1 INVESTOR PURCHASE 124800 220192636 4 INVESTOR CASH OUT 360000 220192642 1 OWNER OCCUPIED CASH OUT 288000 220192656 1 OWNER OCCUPIED CASH OUT 121600 220192657 1 OWNER OCCUPIED CASH OUT 352000 220192668 1 OWNER OCCUPIED CASH OUT 308800 220192678 1 OWNER OCCUPIED PURCHASE 78400 220192685 1 OWNER OCCUPIED CASH OUT 84800 220192686 1 SECOND HOME PURCHASE 137006 220192692 1 OWNER OCCUPIED CASH OUT 340800 220192693 1 OWNER OCCUPIED CASH OUT 138400 220192715 1 OWNER OCCUPIED CASH OUT 200000 220192727 1 OWNER OCCUPIED CASH OUT 288000 220192730 1 OWNER OCCUPIED CASH OUT 392000 220192744 1 OWNER OCCUPIED PURCHASE 96000 220192807 1 OWNER OCCUPIED CASH OUT 96000 220192830 1 INVESTOR CASH OUT 72000 220192839 1 OWNER OCCUPIED CASH OUT 88000 220192841 1 OWNER OCCUPIED PURCHASE 319200 220192842 1 INVESTOR PURCHASE 130320 220192844 4 INVESTOR PURCHASE 472000 220192864 1 INVESTOR CASH OUT 184800 220192866 1 INVESTOR CASH OUT 172000 220192867 1 INVESTOR CASH OUT 178400 220192868 1 INVESTOR PURCHASE 104000 220192876 1 OWNER OCCUPIED CASH OUT 88000 220192878 1 OWNER OCCUPIED CASH OUT 93600 220192889 1 OWNER OCCUPIED CASH OUT 168000 220192893 1 OWNER OCCUPIED CASH OUT 69800 220192899 1 OWNER OCCUPIED CASH OUT 140000 220192900 1 OWNER OCCUPIED CASH OUT 80000 220192904 1 OWNER OCCUPIED CASH OUT 112000 220192906 1 OWNER OCCUPIED CASH OUT 80800 220192925 1 OWNER OCCUPIED REFINANCE 72000 220192947 1 OWNER OCCUPIED CASH OUT 104000 220192950 1 OWNER OCCUPIED CASH OUT 360000 220192976 1 OWNER OCCUPIED CASH OUT 160000 220193000 1 OWNER OCCUPIED PURCHASE 112000 220193010 1 OWNER OCCUPIED PURCHASE 191920 220193023 2 OWNER OCCUPIED CASH OUT 204800 220193028 1 OWNER OCCUPIED CASH OUT 72000 220193031 1 OWNER OCCUPIED CASH OUT 195200 220193038 1 OWNER OCCUPIED CASH OUT 212000 220193041 4 INVESTOR CASH OUT 260000 220193053 1 OWNER OCCUPIED CASH OUT 196000 220193055 1 OWNER OCCUPIED CASH OUT 128000 220193079 1 OWNER OCCUPIED CASH OUT 136000 220193088 1 OWNER OCCUPIED CASH OUT 387600 220193094 1 OWNER OCCUPIED PURCHASE 248000 220193103 1 OWNER OCCUPIED PURCHASE 76000 220193111 1 OWNER OCCUPIED CASH OUT 138400 220193122 1 OWNER OCCUPIED CASH OUT 224000 220193125 2 OWNER OCCUPIED REFINANCE 360000 220193133 1 OWNER OCCUPIED CASH OUT 84000 220193137 1 INVESTOR PURCHASE 128800 220193141 1 OWNER OCCUPIED PURCHASE 220000 220193144 1 OWNER OCCUPIED CASH OUT 109600 220193147 1 OWNER OCCUPIED PURCHASE 447200 220193162 1 OWNER OCCUPIED CASH OUT 245600 220193181 2 OWNER OCCUPIED CASH OUT 220000 220193184 1 OWNER OCCUPIED CASH OUT 176000 220193199 1 SECOND HOME PURCHASE 120080 220193203 1 OWNER OCCUPIED CASH OUT 75200 220193205 1 OWNER OCCUPIED CASH OUT 184000 220193215 1 OWNER OCCUPIED CASH OUT 204800 220193224 1 OWNER OCCUPIED CASH OUT 124800 220193237 1 OWNER OCCUPIED CASH OUT 167200 220193241 1 OWNER OCCUPIED CASH OUT 180000 220193246 1 INVESTOR PURCHASE 252000 220193252 1 OWNER OCCUPIED CASH OUT 332000 220193258 1 INVESTOR PURCHASE 132000 220193262 1 OWNER OCCUPIED CASH OUT 108000 220193263 1 OWNER OCCUPIED CASH OUT 111200 220193265 1 OWNER OCCUPIED PURCHASE 93520 220193289 1 OWNER OCCUPIED PURCHASE 100000 220193290 1 OWNER OCCUPIED PURCHASE 520000 220193295 1 OWNER OCCUPIED CASH OUT 83200 220193306 1 OWNER OCCUPIED CASH OUT 232000 220193316 1 OWNER OCCUPIED PURCHASE 64000 220193321 1 OWNER OCCUPIED CASH OUT 116800 220193333 1 OWNER OCCUPIED CASH OUT 264000 220193338 1 OWNER OCCUPIED CASH OUT 288000 220193356 1 OWNER OCCUPIED CASH OUT 113600 220193365 1 OWNER OCCUPIED CASH OUT 110000 220193374 1 OWNER OCCUPIED CASH OUT 90800 220193379 1 INVESTOR CASH OUT 80000 220193393 1 OWNER OCCUPIED PURCHASE 497600 220193404 1 OWNER OCCUPIED PURCHASE 95920 220193409 1 OWNER OCCUPIED CASH OUT 332000 220193419 1 INVESTOR PURCHASE 448000 220193438 1 OWNER OCCUPIED CASH OUT 184000 220193439 1 OWNER OCCUPIED CASH OUT 127200 220193445 1 OWNER OCCUPIED CASH OUT 146400 220193451 1 OWNER OCCUPIED CASH OUT 97600 220193456 1 OWNER OCCUPIED CASH OUT 133600 220193457 1 OWNER OCCUPIED REFINANCE 116000 220193469 1 OWNER OCCUPIED CASH OUT 81600 220193485 1 OWNER OCCUPIED PURCHASE 172000 220193492 1 OWNER OCCUPIED CASH OUT 140000 220193496 1 OWNER OCCUPIED CASH OUT 176000 220193508 1 OWNER OCCUPIED PURCHASE 256000 220193520 1 OWNER OCCUPIED CASH OUT 104800 220193526 1 OWNER OCCUPIED PURCHASE 156800 220193529 1 OWNER OCCUPIED CASH OUT 416000 220193542 1 OWNER OCCUPIED CASH OUT 324000 220193551 1 OWNER OCCUPIED REFINANCE 136000 220193570 2 OWNER OCCUPIED CASH OUT 296000 220193575 1 OWNER OCCUPIED CASH OUT 200000 220193578 1 OWNER OCCUPIED CASH OUT 200000 220193599 1 OWNER OCCUPIED CASH OUT 104000 220193608 1 OWNER OCCUPIED CASH OUT 82400 220193611 1 OWNER OCCUPIED CASH OUT 100000 220193627 1 OWNER OCCUPIED CASH OUT 228000 220193630 1 INVESTOR PURCHASE 236000 220193643 2 OWNER OCCUPIED CASH OUT 412000 220193645 1 OWNER OCCUPIED CASH OUT 91200 220193665 1 OWNER OCCUPIED CASH OUT 62400 220193674 1 INVESTOR CASH OUT 128000 220193677 1 OWNER OCCUPIED CASH OUT 228000 220193680 1 OWNER OCCUPIED PURCHASE 157600 220193686 1 OWNER OCCUPIED PURCHASE 152000 220193700 1 OWNER OCCUPIED PURCHASE 128000 220193717 1 OWNER OCCUPIED REFINANCE 192000 220193750 1 OWNER OCCUPIED CASH OUT 164000 220193755 1 OWNER OCCUPIED CASH OUT 132000 220193756 1 OWNER OCCUPIED PURCHASE 171920 220193770 1 OWNER OCCUPIED CASH OUT 72000 220193772 1 OWNER OCCUPIED CASH OUT 72000 220193787 1 OWNER OCCUPIED CASH OUT 339200 220193788 1 OWNER OCCUPIED CASH OUT 308000 220193790 1 OWNER OCCUPIED CASH OUT 96000 220193791 1 OWNER OCCUPIED REFINANCE 360000 220193797 1 OWNER OCCUPIED CASH OUT 340000 220193799 1 INVESTOR PURCHASE 351920 220193804 1 OWNER OCCUPIED CASH OUT 152000 220193816 1 OWNER OCCUPIED CASH OUT 488000 220193833 1 OWNER OCCUPIED CASH OUT 224000 220193840 1 OWNER OCCUPIED CASH OUT 168000 220193846 1 OWNER OCCUPIED CASH OUT 124000 220193848 1 OWNER OCCUPIED PURCHASE 228000 220193859 1 OWNER OCCUPIED PURCHASE 292000 220193865 1 OWNER OCCUPIED PURCHASE 240000 220193873 1 OWNER OCCUPIED CASH OUT 128000 220193885 1 OWNER OCCUPIED CASH OUT 260000 220193890 1 OWNER OCCUPIED CASH OUT 256000 220193896 1 OWNER OCCUPIED CASH OUT 320800 220193900 1 OWNER OCCUPIED CASH OUT 240000 220193901 1 OWNER OCCUPIED PURCHASE 191200 220193908 1 OWNER OCCUPIED CASH OUT 64000 220193911 1 INVESTOR CASH OUT 104800 220193923 1 OWNER OCCUPIED CASH OUT 160000 220193927 1 OWNER OCCUPIED PURCHASE 84000 220193928 1 OWNER OCCUPIED REFINANCE 107200 220193933 1 OWNER OCCUPIED PURCHASE 140000 220193934 1 OWNER OCCUPIED CASH OUT 94400 220193946 1 OWNER OCCUPIED CASH OUT 82000 220193952 1 OWNER OCCUPIED REFINANCE 100000 220193955 1 OWNER OCCUPIED PURCHASE 232000 220193961 1 OWNER OCCUPIED CASH OUT 304000 220193992 2 OWNER OCCUPIED CASH OUT 131200 220194003 1 SECOND HOME PURCHASE 128800 220194021 1 OWNER OCCUPIED CASH OUT 176800 220194038 1 OWNER OCCUPIED CASH OUT 172000 220194049 1 OWNER OCCUPIED CASH OUT 172000 220194051 2 OWNER OCCUPIED CASH OUT 320000 220194052 1 OWNER OCCUPIED PURCHASE 132000 220194063 1 OWNER OCCUPIED CASH OUT 456000 220194071 1 OWNER OCCUPIED CASH OUT 88000 220194074 1 OWNER OCCUPIED CASH OUT 88000 220194081 1 OWNER OCCUPIED CASH OUT 224000 220194083 1 OWNER OCCUPIED CASH OUT 96000 220194089 1 OWNER OCCUPIED CASH OUT 512000 220194103 1 OWNER OCCUPIED PURCHASE 92000 220194108 1 OWNER OCCUPIED CASH OUT 117600 220194109 1 OWNER OCCUPIED CASH OUT 92000 220194112 1 OWNER OCCUPIED CASH OUT 208000 220194120 1 OWNER OCCUPIED CASH OUT 111200 220194132 1 OWNER OCCUPIED CASH OUT 212000 220194140 2 OWNER OCCUPIED CASH OUT 280000 220194141 1 OWNER OCCUPIED CASH OUT 233600 220194145 1 OWNER OCCUPIED PURCHASE 104000 220194147 1 OWNER OCCUPIED PURCHASE 156800 220194148 1 OWNER OCCUPIED CASH OUT 96000 220194164 1 OWNER OCCUPIED CASH OUT 472000 220194180 1 OWNER OCCUPIED CASH OUT 132000 220194182 1 OWNER OCCUPIED CASH OUT 257600 220194212 1 OWNER OCCUPIED REFINANCE 100000 220194220 1 OWNER OCCUPIED CASH OUT 71200 220194223 1 OWNER OCCUPIED PURCHASE 236000 220194233 1 OWNER OCCUPIED CASH OUT 176000 220194239 1 OWNER OCCUPIED PURCHASE 64000 220194258 1 OWNER OCCUPIED CASH OUT 112000 220194267 1 OWNER OCCUPIED PURCHASE 231920 220194275 4 INVESTOR CASH OUT 260000 220194284 1 OWNER OCCUPIED PURCHASE 338000 220194303 1 OWNER OCCUPIED CASH OUT 96000 220194305 1 INVESTOR PURCHASE 68800 220194311 1 OWNER OCCUPIED CASH OUT 344000 220194322 1 OWNER OCCUPIED CASH OUT 100000 220194329 1 OWNER OCCUPIED CASH OUT 80800 220194337 1 OWNER OCCUPIED CASH OUT 220000 220194372 1 OWNER OCCUPIED CASH OUT 136000 220194388 1 OWNER OCCUPIED PURCHASE 220000 220194398 1 OWNER OCCUPIED CASH OUT 132000 220194400 1 OWNER OCCUPIED CASH OUT 109600 220194408 1 OWNER OCCUPIED CASH OUT 117600 220194410 1 OWNER OCCUPIED CASH OUT 236000 220194416 1 OWNER OCCUPIED CASH OUT 324000 220194432 1 INVESTOR REFINANCE 97600 220194438 1 OWNER OCCUPIED CASH OUT 232000 220194461 1 INVESTOR PURCHASE 179592 220194463 1 OWNER OCCUPIED CASH OUT 384000 220194464 1 OWNER OCCUPIED CASH OUT 104800 220194479 2 OWNER OCCUPIED CASH OUT 344000 220194480 1 OWNER OCCUPIED CASH OUT 262400 220194490 1 OWNER OCCUPIED CASH OUT 115200 220194510 1 OWNER OCCUPIED CASH OUT 228000 220194511 1 OWNER OCCUPIED CASH OUT 88000 220194534 1 OWNER OCCUPIED PURCHASE 476000 220194539 1 OWNER OCCUPIED PURCHASE 100320 220194567 1 OWNER OCCUPIED CASH OUT 148000 220194572 1 OWNER OCCUPIED PURCHASE 105200 220194586 2 OWNER OCCUPIED CASH OUT 340000 220194599 1 OWNER OCCUPIED CASH OUT 182400 220194615 1 OWNER OCCUPIED CASH OUT 304000 220194630 1 OWNER OCCUPIED REFINANCE 252000 220194708 1 OWNER OCCUPIED REFINANCE 444000 220194711 1 OWNER OCCUPIED CASH OUT 150400 220194718 1 OWNER OCCUPIED CASH OUT 232000 220194732 1 OWNER OCCUPIED PURCHASE 60000 220194739 1 OWNER OCCUPIED CASH OUT 120000 220194744 1 OWNER OCCUPIED CASH OUT 115200 220194745 1 OWNER OCCUPIED PURCHASE 132000 220194748 1 OWNER OCCUPIED CASH OUT 144000 220194760 1 INVESTOR CASH OUT 105600 220194763 1 OWNER OCCUPIED CASH OUT 168000 220194766 1 INVESTOR CASH OUT 183200 220194786 1 OWNER OCCUPIED CASH OUT 220000 220197795 1 OWNER OCCUPIED CASH OUT 320000 220197813 1 INVESTOR CASH OUT 96800 220197815 1 OWNER OCCUPIED PURCHASE 564000 220197825 1 OWNER OCCUPIED CASH OUT 136000 220197834 1 INVESTOR CASH OUT 67200 220197840 1 OWNER OCCUPIED PURCHASE 95200 220197847 1 OWNER OCCUPIED CASH OUT 116000 220197853 1 OWNER OCCUPIED PURCHASE 234800 220197861 1 OWNER OCCUPIED REFINANCE 312000 220197864 1 OWNER OCCUPIED CASH OUT 168000 220197868 1 OWNER OCCUPIED PURCHASE 268000 220197961 1 OWNER OCCUPIED PURCHASE 104800 220197967 1 OWNER OCCUPIED PURCHASE 168000 220197976 1 OWNER OCCUPIED CASH OUT 40000 220197978 1 OWNER OCCUPIED CASH OUT 200000 220198038 1 OWNER OCCUPIED CASH OUT 74000 220198145 1 SECOND HOME PURCHASE 260408 220198158 1 OWNER OCCUPIED CASH OUT 337600 220198173 1 OWNER OCCUPIED CASH OUT 212000 220198180 1 OWNER OCCUPIED REFINANCE 127200 220198192 1 OWNER OCCUPIED PURCHASE 75544 220198226 1 OWNER OCCUPIED CASH OUT 60000 220198242 1 OWNER OCCUPIED CASH OUT 204000 220198253 1 OWNER OCCUPIED PURCHASE 407200 220198256 5 OWNER OCCUPIED CASH OUT 104000 220198274 1 OWNER OCCUPIED CASH OUT 181600 220198275 6 OWNER OCCUPIED PURCHASE 295200 220198315 1 OWNER OCCUPIED CASH OUT 220000 220198497 1 OWNER OCCUPIED CASH OUT 168000 220198501 1 OWNER OCCUPIED PURCHASE 327200 220198504 1 OWNER OCCUPIED CASH OUT 372000 220198527 1 OWNER OCCUPIED REFINANCE 520000 220198529 1 OWNER OCCUPIED CASH OUT 320000 220198542 1 OWNER OCCUPIED REFINANCE 136000 220198658 1 OWNER OCCUPIED CASH OUT 98400 220198659 1 OWNER OCCUPIED CASH OUT 320000 220198660 1 OWNER OCCUPIED CASH OUT 110400 220198661 1 OWNER OCCUPIED CASH OUT 82400 220199370 1 OWNER OCCUPIED CASH OUT 200000 220199377 1 OWNER OCCUPIED REFINANCE 236000 220199388 1 OWNER OCCUPIED PURCHASE 168000 220199396 1 OWNER OCCUPIED PURCHASE 439200 220199425 1 OWNER OCCUPIED REFINANCE 42400 220199428 1 OWNER OCCUPIED CASH OUT 272000 220199431 1 OWNER OCCUPIED PURCHASE 52800 220199448 1 OWNER OCCUPIED CASH OUT 196000 220193009 1 SECOND HOME PURCHASE 85060 220191123 1 OWNER OCCUPIED CASH OUT 106900 220190645 1 OWNER OCCUPIED CASH OUT 243000 220192725 1 OWNER OCCUPIED CASH OUT 207000 220193559 1 INVESTOR CASH OUT 207000 220194543 1 OWNER OCCUPIED CASH OUT 93500 220194092 3 INVESTOR PURCHASE 60720 220193540 1 OWNER OCCUPIED CASH OUT 277112 220190553 1 OWNER OCCUPIED REFINANCE 164500 220192356 1 OWNER OCCUPIED REFINANCE 471000 220191717 1 OWNER OCCUPIED CASH OUT 142000 220193640 1 OWNER OCCUPIED CASH OUT 273000 220193550 1 OWNER OCCUPIED REFINANCE 79000 220194169 1 OWNER OCCUPIED PURCHASE 154000 220191527 1 OWNER OCCUPIED CASH OUT 378700 220191386 1 OWNER OCCUPIED CASH OUT 157000 220193098 1 OWNER OCCUPIED CASH OUT 263000 220192041 2 OWNER OCCUPIED CASH OUT 103600 220192907 1 OWNER OCCUPIED REFINANCE 76500 220191587 1 OWNER OCCUPIED CASH OUT 200000 220192503 1 OWNER OCCUPIED CASH OUT 174500 220193468 1 OWNER OCCUPIED CASH OUT 103000 220194428 1 OWNER OCCUPIED CASH OUT 235000 220193855 1 OWNER OCCUPIED PURCHASE 90000 220194612 1 OWNER OCCUPIED CASH OUT 223000 220190579 1 OWNER OCCUPIED CASH OUT 86000 220193930 1 OWNER OCCUPIED CASH OUT 86000 220193464 1 OWNER OCCUPIED PURCHASE 102300 220194768 1 OWNER OCCUPIED CASH OUT 390000 220194215 1 OWNER OCCUPIED CASH OUT 113000 220192490 3 INVESTOR CASH OUT 479000 220192347 1 OWNER OCCUPIED CASH OUT 144000 220190611 1 OWNER OCCUPIED CASH OUT 350000 220190942 1 OWNER OCCUPIED CASH OUT 175000 220194561 2 OWNER OCCUPIED CASH OUT 350000 220192006 1 OWNER OCCUPIED CASH OUT 101000 220192710 1 OWNER OCCUPIED CASH OUT 153500 220191514 1 OWNER OCCUPIED CASH OUT 62000 220191277 1 OWNER OCCUPIED CASH OUT 123200 220193511 1 INVESTOR PURCHASE 135100 220191967 1 OWNER OCCUPIED CASH OUT 143000 220194243 1 OWNER OCCUPIED CASH OUT 112000 220191000 1 OWNER OCCUPIED CASH OUT 108000 220194048 1 OWNER OCCUPIED CASH OUT 405000 220194277 1 OWNER OCCUPIED CASH OUT 405000 220194605 1 SECOND HOME CASH OUT 216000 220190941 1 OWNER OCCUPIED CASH OUT 254000 220193255 1 OWNER OCCUPIED CASH OUT 100000 220192910 1 OWNER OCCUPIED CASH OUT 226150 220191470 1 OWNER OCCUPIED CASH OUT 119000 220192617 1 OWNER OCCUPIED CASH OUT 119000 220190638 1 OWNER OCCUPIED CASH OUT 280000 220193157 1 OWNER OCCUPIED CASH OUT 345000 220191951 1 OWNER OCCUPIED CASH OUT 147500 220192667 3 INVESTOR CASH OUT 483750 220198040 1 OWNER OCCUPIED REFINANCE 88000 220194641 1 OWNER OCCUPIED REFINANCE 65000 220191755 1 OWNER OCCUPIED CASH OUT 75300 220192619 1 OWNER OCCUPIED CASH OUT 168000 220191500 1 OWNER OCCUPIED CASH OUT 103000 220190869 1 OWNER OCCUPIED CASH OUT 61000 220191490 1 OWNER OCCUPIED CASH OUT 80000 220193690 1 OWNER OCCUPIED CASH OUT 80000 220191194 1 OWNER OCCUPIED REFINANCE 99000 220192549 1 OWNER OCCUPIED CASH OUT 175000 220193847 1 OWNER OCCUPIED REFINANCE 232000 220192434 1 OWNER OCCUPIED CASH OUT 190000 220198486 1 OWNER OCCUPIED PURCHASE 48000 220198286 1 OWNER OCCUPIED CASH OUT 114750 220190969 1 OWNER OCCUPIED CASH OUT 69000 220191534 1 OWNER OCCUPIED CASH OUT 70400 220191985 1 OWNER OCCUPIED CASH OUT 585000 220192583 1 OWNER OCCUPIED CASH OUT 100000 220192344 1 OWNER OCCUPIED CASH OUT 187230 220192384 1 INVESTOR PURCHASE 289140 220194143 1 OWNER OCCUPIED CASH OUT 112970 220191209 1 OWNER OCCUPIED CASH OUT 312000 220192887 1 OWNER OCCUPIED CASH OUT 545000 220191556 1 OWNER OCCUPIED CASH OUT 308000 220193414 1 OWNER OCCUPIED CASH OUT 120000 220191383 1 OWNER OCCUPIED CASH OUT 77350 220192328 2 OWNER OCCUPIED CASH OUT 221000 220190880 1 OWNER OCCUPIED CASH OUT 108000 220191775 1 OWNER OCCUPIED REFINANCE 134000 220192010 1 OWNER OCCUPIED CASH OUT 160000 220191218 1 OWNER OCCUPIED CASH OUT 130000 220191420 1 OWNER OCCUPIED CASH OUT 260000 220193471 1 OWNER OCCUPIED CASH OUT 193000 220193656 1 OWNER OCCUPIED CASH OUT 307200 220191431 1 OWNER OCCUPIED CASH OUT 189000 220194167 1 OWNER OCCUPIED CASH OUT 70000 220191823 1 OWNER OCCUPIED REFINANCE 216500 220192032 1 OWNER OCCUPIED CASH OUT 122000 220192920 1 OWNER OCCUPIED CASH OUT 85000 220190838 1 OWNER OCCUPIED CASH OUT 96000 220194011 1 OWNER OCCUPIED CASH OUT 240000 220192865 1 INVESTOR CASH OUT 155000 220190628 1 OWNER OCCUPIED CASH OUT 118000 220192120 1 OWNER OCCUPIED CASH OUT 118000 220191896 1 OWNER OCCUPIED CASH OUT 475000 220193297 1 OWNER OCCUPIED CASH OUT 259500 220193310 1 OWNER OCCUPIED CASH OUT 232000 220193345 1 OWNER OCCUPIED CASH OUT 287000 220191735 1 OWNER OCCUPIED CASH OUT 121000 220193823 2 OWNER OCCUPIED CASH OUT 329999 220191561 2 OWNER OCCUPIED CASH OUT 216000 220193552 1 OWNER OCCUPIED CASH OUT 412000 220193243 1 OWNER OCCUPIED CASH OUT 320000 220193396 2 OWNER OCCUPIED CASH OUT 343500 220194418 1 OWNER OCCUPIED CASH OUT 247000 220198343 1 OWNER OCCUPIED CASH OUT 390000 220194722 1 OWNER OCCUPIED CASH OUT 407000 220191139 1 OWNER OCCUPIED CASH OUT 270000 220191766 1 OWNER OCCUPIED CASH OUT 82900 220191817 1 OWNER OCCUPIED CASH OUT 140000 220193336 2 OWNER OCCUPIED CASH OUT 391000 220191592 3 INVESTOR CASH OUT 209500 220192198 1 OWNER OCCUPIED CASH OUT 97000 220193629 1 OWNER OCCUPIED CASH OUT 216500 220193222 1 OWNER OCCUPIED CASH OUT 75000 220194166 1 OWNER OCCUPIED CASH OUT 164000 220193081 1 OWNER OCCUPIED CASH OUT 300660 220191487 1 OWNER OCCUPIED REFINANCE 114000 220192252 1 OWNER OCCUPIED CASH OUT 182700 220192855 1 OWNER OCCUPIED PURCHASE 285000 220193553 1 OWNER OCCUPIED CASH OUT 185000 220191633 1 OWNER OCCUPIED CASH OUT 160000 220198149 7 OWNER OCCUPIED CASH OUT 135000 220191427 1 OWNER OCCUPIED PURCHASE 127920 220198657 1 OWNER OCCUPIED CASH OUT 89600 220193207 3 OWNER OCCUPIED CASH OUT 250000 220190694 1 OWNER OCCUPIED REFINANCE 147912 220190973 1 OWNER OCCUPIED CASH OUT 68500 220190590 1 OWNER OCCUPIED REFINANCE 245000 220190923 1 OWNER OCCUPIED REFINANCE 70000 220192305 3 INVESTOR CASH OUT 385000 220192540 1 OWNER OCCUPIED CASH OUT 280000 220193115 1 OWNER OCCUPIED CASH OUT 198250 220190552 1 OWNER OCCUPIED CASH OUT 85500 220191008 1 OWNER OCCUPIED CASH OUT 377000 220190577 1 OWNER OCCUPIED CASH OUT 136000 220192483 1 OWNER OCCUPIED CASH OUT 400000 220191016 1 OWNER OCCUPIED CASH OUT 260000 220191829 1 OWNER OCCUPIED CASH OUT 194000 220193234 1 OWNER OCCUPIED CASH OUT 128000 220198240 1 OWNER OCCUPIED PURCHASE 345000 220190629 1 OWNER OCCUPIED CASH OUT 155000 220191898 1 OWNER OCCUPIED CASH OUT 62000 220192211 1 OWNER OCCUPIED CASH OUT 430000 220190748 1 OWNER OCCUPIED CASH OUT 360000 220194156 2 OWNER OCCUPIED CASH OUT 627000 220193016 1 OWNER OCCUPIED CASH OUT 173200 220193047 1 OWNER OCCUPIED CASH OUT 170000 220194328 1 OWNER OCCUPIED CASH OUT 170000 220197871 1 OWNER OCCUPIED CASH OUT 255000 220198266 1 OWNER OCCUPIED CASH OUT 170000 220197981 1 OWNER OCCUPIED CASH OUT 180000 220194268 1 OWNER OCCUPIED CASH OUT 105000 220191517 1 OWNER OCCUPIED CASH OUT 89500 220194320 1 OWNER OCCUPIED CASH OUT 270000 220194686 1 OWNER OCCUPIED CASH OUT 362500 220197968 1 OWNER OCCUPIED CASH OUT 300000 220191108 1 OWNER OCCUPIED CASH OUT 320000 220191601 1 OWNER OCCUPIED CASH OUT 624000 220191910 1 OWNER OCCUPIED PURCHASE 104000 220193167 1 OWNER OCCUPIED CASH OUT 150150 220193537 1 OWNER OCCUPIED CASH OUT 308000 220192383 2 OWNER OCCUPIED CASH OUT 481000 220190591 1 OWNER OCCUPIED CASH OUT 750000 220190812 1 OWNER OCCUPIED CASH OUT 140000 220191721 1 OWNER OCCUPIED CASH OUT 100000 220193083 1 OWNER OCCUPIED CASH OUT 250000 220194097 1 OWNER OCCUPIED CASH OUT 300000 220194417 1 OWNER OCCUPIED PURCHASE 200000 220193210 1 OWNER OCCUPIED CASH OUT 223000 220194604 1 OWNER OCCUPIED REFINANCE 143000 220192016 1 OWNER OCCUPIED CASH OUT 78000 220193792 1 OWNER OCCUPIED CASH OUT 157500 220193425 1 OWNER OCCUPIED CASH OUT 288000 220194152 2 OWNER OCCUPIED CASH OUT 192000 220194470 1 OWNER OCCUPIED REFINANCE 96000 220193308 1 OWNER OCCUPIED CASH OUT 326250 220193632 1 OWNER OCCUPIED CASH OUT 142000 220197796 1 INVESTOR PURCHASE 66000 220194077 1 OWNER OCCUPIED REFINANCE 89000 220191883 1 OWNER OCCUPIED CASH OUT 345000 220192957 1 OWNER OCCUPIED CASH OUT 126500 220194350 1 OWNER OCCUPIED CASH OUT 115000 220194376 1 OWNER OCCUPIED CASH OUT 287500 220191141 1 OWNER OCCUPIED CASH OUT 180000 220192086 1 OWNER OCCUPIED CASH OUT 180000 220193524 1 OWNER OCCUPIED CASH OUT 360000 220193971 1 OWNER OCCUPIED CASH OUT 300000 220193495 1 SECOND HOME CASH OUT 352000 220192857 1 OWNER OCCUPIED REFINANCE 306000 220191880 1 OWNER OCCUPIED CASH OUT 141500 220191057 1 OWNER OCCUPIED CASH OUT 260000 220191952 1 OWNER OCCUPIED CASH OUT 120000 220190831 1 OWNER OCCUPIED CASH OUT 256000 220193158 1 OWNER OCCUPIED CASH OUT 256000 220192676 1 OWNER OCCUPIED CASH OUT 340000 220190926 1 OWNER OCCUPIED CASH OUT 275000 220193871 1 OWNER OCCUPIED PURCHASE 750000 220192022 1 OWNER OCCUPIED CASH OUT 210000 220191472 1 OWNER OCCUPIED CASH OUT 500000 220191700 1 INVESTOR CASH OUT 83200 220191393 2 OWNER OCCUPIED PURCHASE 305000 220191085 1 OWNER OCCUPIED REFINANCE 62500 220190788 1 OWNER OCCUPIED CASH OUT 88000 220192569 1 OWNER OCCUPIED CASH OUT 297000 220198518 1 OWNER OCCUPIED CASH OUT 495000 220190904 1 OWNER OCCUPIED CASH OUT 133600 220191131 1 OWNER OCCUPIED CASH OUT 175000 220193648 1 OWNER OCCUPIED CASH OUT 350000 220193548 2 INVESTOR CASH OUT 388000 220193633 2 INVESTOR CASH OUT 267000 220194138 1 INVESTOR REFINANCE 124000 220190549 1 OWNER OCCUPIED CASH OUT 200000 220194062 1 OWNER OCCUPIED PURCHASE 201500 220193248 1 OWNER OCCUPIED CASH OUT 151278 220194031 1 OWNER OCCUPIED CASH OUT 372500 220191740 1 OWNER OCCUPIED CASH OUT 95000 220193582 1 OWNER OCCUPIED PURCHASE 113200 220192625 1 OWNER OCCUPIED CASH OUT 82000 220198041 1 OWNER OCCUPIED CASH OUT 72500 220193742 1 OWNER OCCUPIED CASH OUT 91800 220193983 1 OWNER OCCUPIED CASH OUT 254000 220193132 1 OWNER OCCUPIED CASH OUT 150000 220193988 1 OWNER OCCUPIED CASH OUT 280000 220192536 1 OWNER OCCUPIED CASH OUT 454000 220194349 1 OWNER OCCUPIED CASH OUT 726000 220199381 1 OWNER OCCUPIED CASH OUT 340000 220194618 1 OWNER OCCUPIED CASH OUT 154000 220191287 1 OWNER OCCUPIED CASH OUT 200000 220191650 1 OWNER OCCUPIED CASH OUT 126000 220199432 1 OWNER OCCUPIED CASH OUT 110000 220193827 1 OWNER OCCUPIED CASH OUT 640000 220198312 2 INVESTOR CASH OUT 207000 220190631 1 INVESTOR PURCHASE 63920 220192898 1 OWNER OCCUPIED CASH OUT 280000 220190524 1 OWNER OCCUPIED CASH OUT 127500 220190541 1 OWNER OCCUPIED CASH OUT 127500 220190546 1 OWNER OCCUPIED CASH OUT 71250 220190595 1 OWNER OCCUPIED CASH OUT 174000 220190596 1 INVESTOR PURCHASE 78750 220190599 1 OWNER OCCUPIED CASH OUT 277500 220190621 1 OWNER OCCUPIED CASH OUT 63750 220190686 1 OWNER OCCUPIED CASH OUT 172500 220190716 1 OWNER OCCUPIED CASH OUT 132750 220190719 1 OWNER OCCUPIED CASH OUT 226500 220190743 1 OWNER OCCUPIED CASH OUT 108750 220190770 1 OWNER OCCUPIED CASH OUT 86250 220190789 1 OWNER OCCUPIED CASH OUT 97500 220190801 1 OWNER OCCUPIED PURCHASE 95250 220190811 1 INVESTOR CASH OUT 101250 220190824 1 OWNER OCCUPIED CASH OUT 195000 220190863 1 OWNER OCCUPIED CASH OUT 142500 220190870 1 OWNER OCCUPIED CASH OUT 114750 220190949 1 OWNER OCCUPIED CASH OUT 277500 220190972 1 OWNER OCCUPIED PURCHASE 148500 220190988 1 OWNER OCCUPIED CASH OUT 127500 220190996 1 OWNER OCCUPIED CASH OUT 112500 220191014 1 OWNER OCCUPIED CASH OUT 112425 220191034 1 OWNER OCCUPIED CASH OUT 146250 220191052 1 OWNER OCCUPIED CASH OUT 240000 220191075 1 OWNER OCCUPIED CASH OUT 252000 220191112 1 OWNER OCCUPIED CASH OUT 173250 220191115 1 INVESTOR CASH OUT 260250 220191122 1 OWNER OCCUPIED CASH OUT 82500 220191125 1 OWNER OCCUPIED CASH OUT 138750 220191126 1 INVESTOR CASH OUT 114000 220191128 1 OWNER OCCUPIED CASH OUT 273750 220191132 2 OWNER OCCUPIED CASH OUT 525000 220191153 2 INVESTOR CASH OUT 123000 220191157 1 OWNER OCCUPIED CASH OUT 495000 220191172 1 INVESTOR CASH OUT 69000 220191215 1 OWNER OCCUPIED CASH OUT 72000 220191231 1 OWNER OCCUPIED CASH OUT 241500 220191235 1 OWNER OCCUPIED CASH OUT 112500 220191238 1 OWNER OCCUPIED CASH OUT 98250 220191266 1 OWNER OCCUPIED CASH OUT 149250 220191274 3 OWNER OCCUPIED CASH OUT 285000 220191283 2 INVESTOR CASH OUT 247500 220191298 1 OWNER OCCUPIED CASH OUT 285000 220191318 1 OWNER OCCUPIED CASH OUT 90000 220191322 1 OWNER OCCUPIED CASH OUT 84000 220191390 1 OWNER OCCUPIED CASH OUT 101250 220191424 1 OWNER OCCUPIED CASH OUT 90000 220191455 1 OWNER OCCUPIED PURCHASE 131250 220191493 1 OWNER OCCUPIED CASH OUT 105000 220191494 1 OWNER OCCUPIED CASH OUT 135000 220191525 1 OWNER OCCUPIED CASH OUT 96000 220191528 1 OWNER OCCUPIED CASH OUT 152250 220191531 1 OWNER OCCUPIED CASH OUT 225000 220191542 1 OWNER OCCUPIED CASH OUT 450000 220191559 1 OWNER OCCUPIED CASH OUT 157500 220191594 1 OWNER OCCUPIED CASH OUT 180000 220191618 1 OWNER OCCUPIED CASH OUT 94500 220191645 1 OWNER OCCUPIED CASH OUT 345000 220191667 1 OWNER OCCUPIED PURCHASE 172568 220191668 1 OWNER OCCUPIED CASH OUT 249750 220191679 1 OWNER OCCUPIED CASH OUT 270000 220191715 1 OWNER OCCUPIED CASH OUT 120000 220191734 1 OWNER OCCUPIED CASH OUT 112500 220191738 1 OWNER OCCUPIED CASH OUT 120000 220191744 1 OWNER OCCUPIED CASH OUT 69750 220191748 1 SECOND HOME CASH OUT 123750 220191760 1 OWNER OCCUPIED CASH OUT 142500 220191785 1 OWNER OCCUPIED CASH OUT 85500 220191800 1 OWNER OCCUPIED CASH OUT 210000 220191924 1 OWNER OCCUPIED CASH OUT 224250 220191962 1 OWNER OCCUPIED CASH OUT 101250 220191974 1 OWNER OCCUPIED CASH OUT 146250 220192000 1 OWNER OCCUPIED CASH OUT 204000 220192002 1 OWNER OCCUPIED CASH OUT 90000 220192014 1 OWNER OCCUPIED CASH OUT 221250 220192054 1 OWNER OCCUPIED REFINANCE 281250 220192057 1 INVESTOR CASH OUT 110250 220192061 1 OWNER OCCUPIED CASH OUT 105000 220192075 1 OWNER OCCUPIED CASH OUT 162750 220192077 1 OWNER OCCUPIED CASH OUT 108750 220192134 1 OWNER OCCUPIED PURCHASE 256500 220192167 1 OWNER OCCUPIED CASH OUT 142500 220192170 1 OWNER OCCUPIED CASH OUT 356250 220192199 1 OWNER OCCUPIED CASH OUT 65250 220192239 1 OWNER OCCUPIED PURCHASE 570000 220192263 1 OWNER OCCUPIED CASH OUT 172500 220192314 1 OWNER OCCUPIED REFINANCE 156000 220192319 1 INVESTOR CASH OUT 101250 220192346 1 OWNER OCCUPIED CASH OUT 176250 220192348 1 OWNER OCCUPIED PURCHASE 112500 220192351 1 OWNER OCCUPIED CASH OUT 249750 220192354 1 OWNER OCCUPIED CASH OUT 192000 220192394 1 OWNER OCCUPIED CASH OUT 119250 220192468 1 OWNER OCCUPIED CASH OUT 357000 220192479 2 OWNER OCCUPIED CASH OUT 401250 220192498 1 OWNER OCCUPIED CASH OUT 225000 220192500 1 INVESTOR PURCHASE 322500 220192517 1 OWNER OCCUPIED CASH OUT 138750 220192541 1 OWNER OCCUPIED CASH OUT 236250 220192618 1 OWNER OCCUPIED CASH OUT 210000 220192654 1 OWNER OCCUPIED CASH OUT 127500 220192661 1 OWNER OCCUPIED CASH OUT 197250 220192663 1 OWNER OCCUPIED CASH OUT 311250 220192788 1 OWNER OCCUPIED CASH OUT 90000 220192835 1 OWNER OCCUPIED CASH OUT 135750 220192882 1 OWNER OCCUPIED CASH OUT 168750 220192885 2 OWNER OCCUPIED CASH OUT 240750 220192894 1 OWNER OCCUPIED CASH OUT 412500 220192905 1 OWNER OCCUPIED CASH OUT 165750 220192938 1 OWNER OCCUPIED CASH OUT 345000 220192939 1 SECOND HOME CASH OUT 108750 220192952 1 OWNER OCCUPIED CASH OUT 169500 220193020 3 INVESTOR PURCHASE 258750 220193077 1 OWNER OCCUPIED CASH OUT 195000 220193120 1 INVESTOR CASH OUT 97500 220193159 1 OWNER OCCUPIED CASH OUT 72000 220193177 1 INVESTOR PURCHASE 146250 220193206 1 OWNER OCCUPIED CASH OUT 210000 220193208 2 OWNER OCCUPIED CASH OUT 144750 220193211 1 OWNER OCCUPIED CASH OUT 401250 220193238 1 OWNER OCCUPIED CASH OUT 168750 220193269 1 OWNER OCCUPIED CASH OUT 217500 220193294 1 OWNER OCCUPIED CASH OUT 476250 220193300 1 OWNER OCCUPIED CASH OUT 129375 220193387 1 OWNER OCCUPIED CASH OUT 266250 220193399 1 OWNER OCCUPIED CASH OUT 123000 220193418 1 OWNER OCCUPIED PURCHASE 206250 220193504 1 OWNER OCCUPIED CASH OUT 93750 220193505 1 OWNER OCCUPIED CASH OUT 270000 220193519 1 OWNER OCCUPIED CASH OUT 152250 220193556 1 INVESTOR CASH OUT 86250 220193590 1 OWNER OCCUPIED CASH OUT 75000 220193598 1 OWNER OCCUPIED CASH OUT 93000 220193617 1 OWNER OCCUPIED CASH OUT 93000 220193623 1 OWNER OCCUPIED CASH OUT 161250 220193661 1 OWNER OCCUPIED CASH OUT 184500 220193702 1 OWNER OCCUPIED CASH OUT 337500 220193802 1 OWNER OCCUPIED REFINANCE 262500 220193864 1 OWNER OCCUPIED CASH OUT 247500 220193872 2 OWNER OCCUPIED CASH OUT 390000 220193949 1 OWNER OCCUPIED CASH OUT 156750 220193965 1 OWNER OCCUPIED CASH OUT 108750 220194026 1 OWNER OCCUPIED CASH OUT 135000 220194036 2 OWNER OCCUPIED CASH OUT 315000 220194076 2 INVESTOR CASH OUT 239250 220194206 1 OWNER OCCUPIED CASH OUT 318750 220194237 1 INVESTOR PURCHASE 172500 220194273 1 OWNER OCCUPIED REFINANCE 105000 220194281 1 OWNER OCCUPIED CASH OUT 712500 220194294 2 OWNER OCCUPIED CASH OUT 281250 220194353 1 OWNER OCCUPIED CASH OUT 90000 220194387 1 OWNER OCCUPIED CASH OUT 153750 220194449 1 OWNER OCCUPIED CASH OUT 129750 220194452 1 OWNER OCCUPIED CASH OUT 348750 220194484 1 OWNER OCCUPIED CASH OUT 232500 220194485 2 OWNER OCCUPIED CASH OUT 397500 220194504 1 OWNER OCCUPIED PURCHASE 199500 220194546 1 OWNER OCCUPIED CASH OUT 93750 220194548 1 OWNER OCCUPIED CASH OUT 147750 220194607 1 OWNER OCCUPIED CASH OUT 600000 220194637 1 OWNER OCCUPIED CASH OUT 251250 220194638 1 OWNER OCCUPIED CASH OUT 90000 220194652 1 OWNER OCCUPIED CASH OUT 82500 220194696 1 OWNER OCCUPIED CASH OUT 318750 220194698 1 OWNER OCCUPIED CASH OUT 123750 220194713 1 INVESTOR CASH OUT 206250 220194737 1 OWNER OCCUPIED CASH OUT 251250 220194740 1 OWNER OCCUPIED CASH OUT 127500 220194747 1 OWNER OCCUPIED CASH OUT 333750 220194752 1 OWNER OCCUPIED CASH OUT 232500 220194771 1 INVESTOR PURCHASE 111296 220197855 1 INVESTOR REFINANCE 75000 220197870 1 OWNER OCCUPIED CASH OUT 211125 220197970 1 OWNER OCCUPIED CASH OUT 213750 220198260 2 OWNER OCCUPIED CASH OUT 360000 220198277 1 OWNER OCCUPIED REFINANCE 345000 220198285 1 OWNER OCCUPIED CASH OUT 60000 220198295 1 OWNER OCCUPIED CASH OUT 180000 220198331 1 OWNER OCCUPIED REFINANCE 573750 220198511 1 INVESTOR PURCHASE 39675 220199391 1 OWNER OCCUPIED CASH OUT 103500 220199435 4 OWNER OCCUPIED REFINANCE 375000 220194008 1 OWNER OCCUPIED CASH OUT 442000 220190582 2 OWNER OCCUPIED CASH OUT 382000 220191458 1 OWNER OCCUPIED CASH OUT 191000 220191935 1 OWNER OCCUPIED CASH OUT 176000 220191970 1 OWNER OCCUPIED CASH OUT 337000 220193377 1 OWNER OCCUPIED CASH OUT 317500 220193601 1 OWNER OCCUPIED CASH OUT 142250 220194775 1 OWNER OCCUPIED CASH OUT 110000 220191737 1 OWNER OCCUPIED CASH OUT 228200 220193818 1 OWNER OCCUPIED CASH OUT 591000 220193984 1 OWNER OCCUPIED CASH OUT 273750 220194776 1 OWNER OCCUPIED CASH OUT 273000 220193361 1 OWNER OCCUPIED CASH OUT 258000 220194022 1 OWNER OCCUPIED CASH OUT 243000 220194537 1 OWNER OCCUPIED CASH OUT 304000 220192611 1 OWNER OCCUPIED CASH OUT 168750 220198337 1 OWNER OCCUPIED CASH OUT 350000 220192033 1 OWNER OCCUPIED CASH OUT 165000 220193839 1 OWNER OCCUPIED CASH OUT 165000 220194306 1 OWNER OCCUPIED CASH OUT 153000 220193502 1 OWNER OCCUPIED CASH OUT 615000 220193618 1 OWNER OCCUPIED CASH OUT 205000 220198238 1 OWNER OCCUPIED CASH OUT 137900 220190779 1 OWNER OCCUPIED CASH OUT 116250 220190804 1 OWNER OCCUPIED CASH OUT 307000 220192537 1 OWNER OCCUPIED CASH OUT 190000 220192005 1 OWNER OCCUPIED CASH OUT 74500 220194659 1 OWNER OCCUPIED CASH OUT 175000 220193383 1 OWNER OCCUPIED CASH OUT 137000 220190875 1 INVESTOR CASH OUT 64000 220194581 1 OWNER OCCUPIED CASH OUT 160000 220191636 1 OWNER OCCUPIED CASH OUT 330000 220191989 1 OWNER OCCUPIED CASH OUT 450000 220192639 1 OWNER OCCUPIED REFINANCE 87750 220193376 1 OWNER OCCUPIED CASH OUT 145000 220193196 1 OWNER OCCUPIED CASH OUT 550000 220192742 1 OWNER OCCUPIED CASH OUT 295000 220191130 1 OWNER OCCUPIED CASH OUT 260000 220191149 1 OWNER OCCUPIED CASH OUT 156000 220192871 2 OWNER OCCUPIED CASH OUT 300000 220192784 1 OWNER OCCUPIED CASH OUT 245000 220192023 1 OWNER OCCUPIED CASH OUT 121000 220193586 1 OWNER OCCUPIED CASH OUT 92000 220193905 1 OWNER OCCUPIED CASH OUT 227000 220190778 1 OWNER OCCUPIED CASH OUT 178000 220192846 1 OWNER OCCUPIED CASH OUT 350000 220192107 3 OWNER OCCUPIED CASH OUT 430000 220192415 1 OWNER OCCUPIED CASH OUT 63750 220192937 1 OWNER OCCUPIED CASH OUT 100000 220193857 1 OWNER OCCUPIED CASH OUT 315000 220194457 1 OWNER OCCUPIED CASH OUT 87800 220193664 1 OWNER OCCUPIED CASH OUT 180000 220194194 1 OWNER OCCUPIED CASH OUT 200000 220193493 1 OWNER OCCUPIED CASH OUT 477400 220191854 1 OWNER OCCUPIED CASH OUT 102050 220193506 1 OWNER OCCUPIED CASH OUT 170000 220193926 1 OWNER OCCUPIED CASH OUT 170000 220194622 1 OWNER OCCUPIED CASH OUT 147750 220191957 1 OWNER OCCUPIED CASH OUT 325000 220192373 1 OWNER OCCUPIED CASH OUT 162500 220193221 2 OWNER OCCUPIED CASH OUT 240000 220193945 1 OWNER OCCUPIED CASH OUT 144000 220190774 1 OWNER OCCUPIED CASH OUT 158625 220191890 1 OWNER OCCUPIED CASH OUT 180000 220192003 1 OWNER OCCUPIED CASH OUT 149000 220194450 1 OWNER OCCUPIED CASH OUT 115000 220198174 1 OWNER OCCUPIED CASH OUT 129000 220191105 1 OWNER OCCUPIED CASH OUT 112000 220194759 1 OWNER OCCUPIED CASH OUT 210000 220194715 1 OWNER OCCUPIED CASH OUT 165000 220193710 1 OWNER OCCUPIED CASH OUT 190000 220194690 1 OWNER OCCUPIED CASH OUT 368000 220193242 1 OWNER OCCUPIED CASH OUT 165500 220194685 1 OWNER OCCUPIED CASH OUT 228000 220193239 1 OWNER OCCUPIED CASH OUT 100000 220192737 1 OWNER OCCUPIED CASH OUT 275500 220194247 1 OWNER OCCUPIED CASH OUT 119000 220190685 1 OWNER OCCUPIED CASH OUT 182000 220191743 1 OWNER OCCUPIED CASH OUT 242000 220191943 1 OWNER OCCUPIED CASH OUT 187000 220192659 1 OWNER OCCUPIED CASH OUT 66000 220193641 1 OWNER OCCUPIED CASH OUT 275000 220194131 1 OWNER OCCUPIED CASH OUT 110000 220191310 1 OWNER OCCUPIED CASH OUT 241853 220194330 1 OWNER OCCUPIED CASH OUT 381000 220193013 1 OWNER OCCUPIED CASH OUT 123000 220194424 1 OWNER OCCUPIED CASH OUT 71000 220193514 1 INVESTOR REFINANCE 80500 220194262 1 OWNER OCCUPIED CASH OUT 234000 220193131 1 OWNER OCCUPIED CASH OUT 125000 220193845 1 OWNER OCCUPIED REFINANCE 68350 220198656 1 OWNER OCCUPIED CASH OUT 712500 220193142 1 OWNER OCCUPIED CASH OUT 168000 220190589 1 OWNER OCCUPIED CASH OUT 62000 220193745 1 OWNER OCCUPIED CASH OUT 361000 220192389 1 OWNER OCCUPIED CASH OUT 350000 220193340 1 INVESTOR CASH OUT 105000 220194064 1 OWNER OCCUPIED CASH OUT 525000 220191119 1 OWNER OCCUPIED CASH OUT 60000 220190683 1 OWNER OCCUPIED CASH OUT 492000 220194719 2 OWNER OCCUPIED CASH OUT 328000 220190722 1 OWNER OCCUPIED CASH OUT 102000 220192362 1 OWNER OCCUPIED CASH OUT 255000 220192644 1 OWNER OCCUPIED REFINANCE 488000 220193752 1 OWNER OCCUPIED CASH OUT 201684 220190854 1 OWNER OCCUPIED CASH OUT 195000 220193327 1 OWNER OCCUPIED CASH OUT 160000 220194677 1 OWNER OCCUPIED CASH OUT 280000 220194334 1 OWNER OCCUPIED CASH OUT 82500 220192775 1 INVESTOR REFINANCE 109000 220194144 1 OWNER OCCUPIED CASH OUT 178000 220193948 1 OWNER OCCUPIED CASH OUT 217750 220191438 1 OWNER OCCUPIED CASH OUT 410000 220192018 1 OWNER OCCUPIED CASH OUT 199500 220192403 1 OWNER OCCUPIED CASH OUT 272000 220193076 1 OWNER OCCUPIED CASH OUT 362000 220191849 1 OWNER OCCUPIED CASH OUT 79600 220190562 1 OWNER OCCUPIED CASH OUT 95500 220192113 1 OWNER OCCUPIED CASH OUT 480000 220193095 1 OWNER OCCUPIED CASH OUT 300000 220191684 1 OWNER OCCUPIED PURCHASE 60000 220191826 1 SECOND HOME PURCHASE 200000 220192223 1 OWNER OCCUPIED CASH OUT 135000 220194121 1 INVESTOR CASH OUT 238000 220190580 1 OWNER OCCUPIED CASH OUT 180000 220191479 1 OWNER OCCUPIED CASH OUT 144000 220192337 1 OWNER OCCUPIED CASH OUT 532800 220193349 1 OWNER OCCUPIED CASH OUT 270000 220194190 1 OWNER OCCUPIED CASH OUT 90000 220194312 1 OWNER OCCUPIED CASH OUT 252000 220194426 1 INVESTOR CASH OUT 72000 220199387 1 OWNER OCCUPIED REFINANCE 92160 220194204 1 OWNER OCCUPIED CASH OUT 160500 220191092 1 OWNER OCCUPIED CASH OUT 195000 220192225 1 OWNER OCCUPIED CASH OUT 146800 220190648 1 OWNER OCCUPIED CASH OUT 200000 220191941 1 OWNER OCCUPIED CASH OUT 123000 220192203 1 OWNER OCCUPIED CASH OUT 107500 220194657 1 OWNER OCCUPIED CASH OUT 220000 220194563 1 OWNER OCCUPIED CASH OUT 133000 220192589 1 OWNER OCCUPIED CASH OUT 226300 220191271 1 OWNER OCCUPIED CASH OUT 298000 220192708 1 OWNER OCCUPIED CASH OUT 524000 220191754 1 OWNER OCCUPIED PURCHASE 730000 220192038 1 OWNER OCCUPIED CASH OUT 205000 220190570 1 OWNER OCCUPIED CASH OUT 107500 220190630 1 OWNER OCCUPIED CASH OUT 240000 220193412 1 OWNER OCCUPIED CASH OUT 340000 220193982 1 OWNER OCCUPIED CASH OUT 83000 220192228 1 OWNER OCCUPIED CASH OUT 70000 220193066 1 OWNER OCCUPIED CASH OUT 80000 220198655 1 OWNER OCCUPIED CASH OUT 50000 220193104 1 OWNER OCCUPIED CASH OUT 146250 220193491 1 OWNER OCCUPIED CASH OUT 93000 220193711 1 OWNER OCCUPIED CASH OUT 367000 220194676 1 OWNER OCCUPIED PURCHASE 550000 220194621 1 OWNER OCCUPIED CASH OUT 161000 220190816 1 OWNER OCCUPIED CASH OUT 195000 220198243 1 OWNER OCCUPIED CASH OUT 170000 220191281 1 OWNER OCCUPIED CASH OUT 322000 220192921 1 OWNER OCCUPIED REFINANCE 184000 220192598 1 OWNER OCCUPIED CASH OUT 290000 220194662 1 OWNER OCCUPIED REFINANCE 94000 220190753 1 OWNER OCCUPIED CASH OUT 130000 220192097 1 OWNER OCCUPIED CASH OUT 188550 220194098 1 OWNER OCCUPIED CASH OUT 180000 220198155 1 OWNER OCCUPIED CASH OUT 120000 220194569 3 OWNER OCCUPIED CASH OUT 335000 220192605 1 OWNER OCCUPIED PURCHASE 229000 220193322 1 OWNER OCCUPIED CASH OUT 100000 220194689 1 OWNER OCCUPIED CASH OUT 460000 220193200 1 OWNER OCCUPIED CASH OUT 165000 220190752 1 OWNER OCCUPIED CASH OUT 235000 220194790 1 OWNER OCCUPIED PURCHASE 63000 220190521 1 INVESTOR PURCHASE 95200 220190531 1 INVESTOR CASH OUT 65450 220190569 1 OWNER OCCUPIED REFINANCE 88200 220190585 1 OWNER OCCUPIED CASH OUT 280000 220190598 1 OWNER OCCUPIED CASH OUT 105000 220190677 1 OWNER OCCUPIED CASH OUT 89600 220190757 1 OWNER OCCUPIED CASH OUT 259000 220190795 1 OWNER OCCUPIED CASH OUT 73500 220190846 1 OWNER OCCUPIED CASH OUT 287000 220190862 1 OWNER OCCUPIED CASH OUT 85400 220190884 1 OWNER OCCUPIED CASH OUT 364000 220190887 1 OWNER OCCUPIED REFINANCE 143500 220190928 1 OWNER OCCUPIED PURCHASE 213430 220190992 1 OWNER OCCUPIED CASH OUT 294000 220191081 1 OWNER OCCUPIED REFINANCE 121800 220191104 1 OWNER OCCUPIED PURCHASE 66500 220191120 1 OWNER OCCUPIED CASH OUT 151200 220191197 1 OWNER OCCUPIED CASH OUT 111300 220191211 1 OWNER OCCUPIED CASH OUT 199500 220191234 1 OWNER OCCUPIED CASH OUT 443100 220191315 1 OWNER OCCUPIED CASH OUT 182700 220191361 1 OWNER OCCUPIED CASH OUT 112000 220191379 1 OWNER OCCUPIED CASH OUT 102200 220191389 1 OWNER OCCUPIED CASH OUT 154700 220191399 1 OWNER OCCUPIED CASH OUT 140000 220191437 1 OWNER OCCUPIED CASH OUT 67900 220191462 1 OWNER OCCUPIED CASH OUT 245000 220191477 1 OWNER OCCUPIED PURCHASE 129500 220191558 1 INVESTOR CASH OUT 77000 220191568 1 OWNER OCCUPIED CASH OUT 224000 220191574 4 OWNER OCCUPIED CASH OUT 465500 220191626 1 OWNER OCCUPIED PURCHASE 160623 220191746 1 INVESTOR CASH OUT 119000 220191761 1 OWNER OCCUPIED CASH OUT 196000 220191839 1 OWNER OCCUPIED CASH OUT 465500 220191886 1 OWNER OCCUPIED CASH OUT 189000 220191930 1 OWNER OCCUPIED PURCHASE 129500 220191944 1 OWNER OCCUPIED CASH OUT 154000 220191991 1 OWNER OCCUPIED CASH OUT 269500 220192004 1 OWNER OCCUPIED CASH OUT 68600 220192037 1 OWNER OCCUPIED CASH OUT 260400 220192093 1 OWNER OCCUPIED CASH OUT 171500 220192237 1 OWNER OCCUPIED CASH OUT 304500 220192264 1 OWNER OCCUPIED PURCHASE 490000 220192277 1 OWNER OCCUPIED CASH OUT 245000 220192287 1 OWNER OCCUPIED CASH OUT 77000 220192369 1 OWNER OCCUPIED CASH OUT 210000 220192495 1 OWNER OCCUPIED CASH OUT 140000 220192542 1 OWNER OCCUPIED CASH OUT 455000 220192562 1 OWNER OCCUPIED CASH OUT 315000 220192595 1 OWNER OCCUPIED CASH OUT 161000 220192862 1 OWNER OCCUPIED CASH OUT 332500 220192932 1 OWNER OCCUPIED CASH OUT 115500 220192960 1 OWNER OCCUPIED CASH OUT 122500 220192967 1 OWNER OCCUPIED CASH OUT 210000 220192997 2 OWNER OCCUPIED CASH OUT 630000 220193034 1 OWNER OCCUPIED CASH OUT 154000 220193074 1 INVESTOR CASH OUT 84000 220193116 1 OWNER OCCUPIED CASH OUT 246750 220193194 1 OWNER OCCUPIED CASH OUT 343000 220193219 1 OWNER OCCUPIED CASH OUT 77000 220193447 1 OWNER OCCUPIED CASH OUT 98000 220193489 1 OWNER OCCUPIED CASH OUT 290500 220193587 1 OWNER OCCUPIED CASH OUT 63000 220193607 2 INVESTOR CASH OUT 214900 220193615 1 OWNER OCCUPIED REFINANCE 231000 220193678 2 OWNER OCCUPIED CASH OUT 297500 220193704 2 INVESTOR CASH OUT 66500 220193707 1 OWNER OCCUPIED PURCHASE 243900 220193776 1 OWNER OCCUPIED CASH OUT 214900 220193785 1 OWNER OCCUPIED CASH OUT 229600 220193806 1 OWNER OCCUPIED CASH OUT 108500 220193819 1 OWNER OCCUPIED CASH OUT 112000 220193831 1 OWNER OCCUPIED CASH OUT 115500 220193886 1 INVESTOR PURCHASE 98000 220193976 3 OWNER OCCUPIED CASH OUT 341600 220193978 1 OWNER OCCUPIED CASH OUT 150500 220193987 1 OWNER OCCUPIED CASH OUT 238000 220194030 1 OWNER OCCUPIED CASH OUT 273700 220194099 1 OWNER OCCUPIED PURCHASE 243250 220194153 1 OWNER OCCUPIED CASH OUT 161000 220194264 1 OWNER OCCUPIED CASH OUT 95900 220194286 1 OWNER OCCUPIED CASH OUT 91000 220194359 1 OWNER OCCUPIED CASH OUT 147000 220194407 1 INVESTOR CASH OUT 98000 220194448 1 OWNER OCCUPIED CASH OUT 192500 220194451 1 OWNER OCCUPIED CASH OUT 224000 220194516 2 OWNER OCCUPIED CASH OUT 451500 220194590 1 OWNER OCCUPIED CASH OUT 126000 220194646 2 OWNER OCCUPIED CASH OUT 100100 220194648 1 OWNER OCCUPIED CASH OUT 226100 220194666 1 OWNER OCCUPIED CASH OUT 159600 220194667 1 OWNER OCCUPIED REFINANCE 63000 220194678 1 OWNER OCCUPIED CASH OUT 308000 220194687 1 OWNER OCCUPIED CASH OUT 130200 220194694 1 OWNER OCCUPIED CASH OUT 525000 220194789 1 INVESTOR CASH OUT 117600 220197866 1 OWNER OCCUPIED CASH OUT 255500 220198175 1 OWNER OCCUPIED CASH OUT 213500 220198251 1 INVESTOR REFINANCE 210000 220198512 1 OWNER OCCUPIED PURCHASE 101500 220198517 1 OWNER OCCUPIED CASH OUT 246400 220192044 1 OWNER OCCUPIED PURCHASE 130600 220193161 1 INVESTOR PURCHASE 164000 220191418 1 OWNER OCCUPIED CASH OUT 65000 220192752 1 OWNER OCCUPIED CASH OUT 129250 220193287 1 OWNER OCCUPIED CASH OUT 335000 220191253 1 OWNER OCCUPIED CASH OUT 150000 220191452 1 OWNER OCCUPIED CASH OUT 300000 220193875 1 OWNER OCCUPIED PURCHASE 750000 220198169 1 OWNER OCCUPIED REFINANCE 250000 220192398 1 OWNER OCCUPIED CASH OUT 251000 220194720 1 OWNER OCCUPIED CASH OUT 610000 220194483 1 OWNER OCCUPIED CASH OUT 157500 220193909 1 OWNER OCCUPIED CASH OUT 108000 220190892 1 SECOND HOME CASH OUT 147000 220192620 1 OWNER OCCUPIED CASH OUT 190000 220194159 1 OWNER OCCUPIED CASH OUT 122500 220191959 1 OWNER OCCUPIED CASH OUT 67500 220192740 1 OWNER OCCUPIED CASH OUT 320000 220194028 1 OWNER OCCUPIED CASH OUT 112000 220191117 2 INVESTOR CASH OUT 313000 220190557 1 OWNER OCCUPIED CASH OUT 306000 220190781 1 OWNER OCCUPIED CASH OUT 149500 220191780 1 OWNER OCCUPIED CASH OUT 130000 220191591 1 OWNER OCCUPIED CASH OUT 192500 220193452 1 OWNER OCCUPIED CASH OUT 66000 220190813 1 OWNER OCCUPIED CASH OUT 625000 220192371 1 OWNER OCCUPIED CASH OUT 125000 220194390 1 INVESTOR CASH OUT 250000 220194501 1 OWNER OCCUPIED CASH OUT 60000 220192233 1 OWNER OCCUPIED CASH OUT 436000 220191464 1 OWNER OCCUPIED CASH OUT 118000 220194371 1 OWNER OCCUPIED CASH OUT 635000 220197799 1 INVESTOR REFINANCE 43000 220193832 1 OWNER OCCUPIED CASH OUT 114000 220197964 2 OWNER OCCUPIED REFINANCE 291000 220193113 2 INVESTOR CASH OUT 135000 220193223 1 OWNER OCCUPIED CASH OUT 90000 220193858 1 OWNER OCCUPIED CASH OUT 81000 220193362 1 OWNER OCCUPIED CASH OUT 121000 220191422 1 OWNER OCCUPIED CASH OUT 96750 220193655 1 OWNER OCCUPIED CASH OUT 302000 220192100 1 OWNER OCCUPIED CASH OUT 190000 220194278 2 INVESTOR CASH OUT 190000 220190641 1 OWNER OCCUPIED CASH OUT 262500 220194584 1 OWNER OCCUPIED CASH OUT 259000 220192522 1 OWNER OCCUPIED CASH OUT 499999 220194172 1 OWNER OCCUPIED CASH OUT 107000 220192067 1 OWNER OCCUPIED CASH OUT 231800 220190547 1 OWNER OCCUPIED CASH OUT 100000 220190935 1 OWNER OCCUPIED CASH OUT 310000 220191375 1 OWNER OCCUPIED REFINANCE 248000 220193761 1 INVESTOR CASH OUT 124000 220194755 1 OWNER OCCUPIED CASH OUT 135000 220198539 1 OWNER OCCUPIED CASH OUT 179000 220190952 1 OWNER OCCUPIED CASH OUT 148000 220191994 1 OWNER OCCUPIED CASH OUT 223000 220190796 1 OWNER OCCUPIED CASH OUT 275000 220191520 1 OWNER OCCUPIED CASH OUT 110000 220191536 1 OWNER OCCUPIED CASH OUT 77000 220192683 1 OWNER OCCUPIED CASH OUT 220000 220193025 1 OWNER OCCUPIED CASH OUT 165000 220193276 1 OWNER OCCUPIED CASH OUT 110000 220198252 1 OWNER OCCUPIED CASH OUT 275000 220192364 1 OWNER OCCUPIED PURCHASE 109900 220192980 1 OWNER OCCUPIED CASH OUT 240000 220193583 1 OWNER OCCUPIED CASH OUT 240000 220190819 1 OWNER OCCUPIED CASH OUT 126800 220192085 2 OWNER OCCUPIED CASH OUT 329000 220193515 1 OWNER OCCUPIED PURCHASE 177000 220190925 1 OWNER OCCUPIED CASH OUT 178000 220192734 1 OWNER OCCUPIED CASH OUT 245000 220191933 1 OWNER OCCUPIED CASH OUT 437800 220193536 1 OWNER OCCUPIED PURCHASE 448000 220193805 1 OWNER OCCUPIED REFINANCE 294000 220193123 1 OWNER OCCUPIED CASH OUT 376000 220191759 1 OWNER OCCUPIED CASH OUT 205000 220194709 1 OWNER OCCUPIED CASH OUT 155750 220192956 1 OWNER OCCUPIED CASH OUT 129000 220194655 1 OWNER OCCUPIED CASH OUT 215000 220194674 1 OWNER OCCUPIED CASH OUT 273000 220192063 1 OWNER OCCUPIED CASH OUT 109000 220191830 1 OWNER OCCUPIED CASH OUT 177000 220190704 1 OWNER OCCUPIED CASH OUT 185000 220192514 1 OWNER OCCUPIED CASH OUT 142800 220193026 1 OWNER OCCUPIED CASH OUT 187000 220193360 1 OWNER OCCUPIED CASH OUT 170000 220193454 1 OWNER OCCUPIED CASH OUT 114240 220194430 1 OWNER OCCUPIED CASH OUT 408000 220193458 1 OWNER OCCUPIED CASH OUT 373750 220193560 2 OWNER OCCUPIED CASH OUT 258000 220198147 1 OWNER OCCUPIED CASH OUT 206000 220193216 1 OWNER OCCUPIED CASH OUT 105000 220191270 1 OWNER OCCUPIED CASH OUT 193000 220194439 1 OWNER OCCUPIED CASH OUT 142000 220193860 1 SECOND HOME CASH OUT 240000 220194515 1 OWNER OCCUPIED CASH OUT 169000 220193220 1 OWNER OCCUPIED CASH OUT 152000 220192401 1 OWNER OCCUPIED CASH OUT 260000 220191905 1 OWNER OCCUPIED CASH OUT 172000 220192227 1 OWNER OCCUPIED CASH OUT 300000 220193986 2 OWNER OCCUPIED CASH OUT 438000 220193253 1 OWNER OCCUPIED CASH OUT 165000 220194252 1 OWNER OCCUPIED CASH OUT 114500 220193763 1 OWNER OCCUPIED CASH OUT 303000 220193834 3 OWNER OCCUPIED CASH OUT 350000 220193595 1 OWNER OCCUPIED CASH OUT 185000 220191395 1 OWNER OCCUPIED CASH OUT 97500 220192082 1 OWNER OCCUPIED CASH OUT 260000 220192859 1 OWNER OCCUPIED CASH OUT 178000 220193314 1 OWNER OCCUPIED CASH OUT 319000 220193634 1 OWNER OCCUPIED PURCHASE 141000 220193849 1 OWNER OCCUPIED CASH OUT 235000 220194530 1 OWNER OCCUPIED CASH OUT 282000 220194343 1 OWNER OCCUPIED CASH OUT 149000 220193658 1 OWNER OCCUPIED CASH OUT 210000 220192538 1 OWNER OCCUPIED CASH OUT 125000 220191006 1 OWNER OCCUPIED CASH OUT 77050 220193817 1 OWNER OCCUPIED CASH OUT 308200 220192083 1 OWNER OCCUPIED CASH OUT 115000 220197841 1 OWNER OCCUPIED CASH OUT 117000 220192304 1 OWNER OCCUPIED CASH OUT 60160 220191133 1 OWNER OCCUPIED CASH OUT 310000 220191680 1 OWNER OCCUPIED CASH OUT 220000 220192165 2 SECOND HOME PURCHASE 200000 220192326 1 OWNER OCCUPIED CASH OUT 120000 220194458 1 OWNER OCCUPIED CASH OUT 110000 220194603 1 OWNER OCCUPIED PURCHASE 300000 220198283 2 INVESTOR CASH OUT 50000 220191659 1 OWNER OCCUPIED CASH OUT 191900 220190791 1 OWNER OCCUPIED CASH OUT 113000 220194456 1 OWNER OCCUPIED CASH OUT 186000 220192496 1 OWNER OCCUPIED CASH OUT 245750 220191763 1 OWNER OCCUPIED CASH OUT 421000 220191435 1 OWNER OCCUPIED CASH OUT 225000 220194473 1 OWNER OCCUPIED CASH OUT 172500 220194712 1 OWNER OCCUPIED CASH OUT 65000 220194697 1 OWNER OCCUPIED CASH OUT 120000 220191144 1 OWNER OCCUPIED CASH OUT 116000 220191065 1 OWNER OCCUPIED CASH OUT 132300 220193069 1 OWNER OCCUPIED CASH OUT 463000 220192494 1 OWNER OCCUPIED CASH OUT 195000 220192973 1 OWNER OCCUPIED CASH OUT 195000 220192078 1 OWNER OCCUPIED CASH OUT 300000 220194079 1 OWNER OCCUPIED CASH OUT 201000 220194189 2 OWNER OCCUPIED CASH OUT 177800 220194632 1 OWNER OCCUPIED CASH OUT 457000 220192258 1 OWNER OCCUPIED CASH OUT 117000 220190516 1 OWNER OCCUPIED CASH OUT 210000 220191097 1 OWNER OCCUPIED CASH OUT 127759 220194393 1 OWNER OCCUPIED CASH OUT 285000 220193434 1 OWNER OCCUPIED CASH OUT 523000 220192397 1 INVESTOR CASH OUT 80000 220193715 1 OWNER OCCUPIED REFINANCE 270000 220191776 1 OWNER OCCUPIED CASH OUT 127000 220193723 1 OWNER OCCUPIED CASH OUT 145000 220190529 1 OWNER OCCUPIED CASH OUT 312000 220190687 1 OWNER OCCUPIED CASH OUT 227500 220190978 1 OWNER OCCUPIED CASH OUT 143000 220191168 1 OWNER OCCUPIED CASH OUT 78000 220191175 1 OWNER OCCUPIED CASH OUT 136500 220191183 1 OWNER OCCUPIED CASH OUT 172250 220191353 2 OWNER OCCUPIED CASH OUT 305500 220191358 1 OWNER OCCUPIED CASH OUT 513500 220191364 1 OWNER OCCUPIED CASH OUT 224250 220191381 2 OWNER OCCUPIED CASH OUT 325000 220191434 1 OWNER OCCUPIED CASH OUT 139750 220191532 1 OWNER OCCUPIED CASH OUT 65000 220191545 1 OWNER OCCUPIED CASH OUT 178750 220191604 1 OWNER OCCUPIED CASH OUT 94900 220191635 1 OWNER OCCUPIED CASH OUT 195000 220191637 1 OWNER OCCUPIED CASH OUT 253500 220191681 1 OWNER OCCUPIED CASH OUT 104000 220191814 1 OWNER OCCUPIED CASH OUT 117000 220191889 1 OWNER OCCUPIED CASH OUT 68250 220192064 1 OWNER OCCUPIED REFINANCE 93600 220192126 1 OWNER OCCUPIED CASH OUT 163800 220192185 1 OWNER OCCUPIED CASH OUT 94250 220192249 1 OWNER OCCUPIED CASH OUT 305500 220192402 1 OWNER OCCUPIED PURCHASE 220350 220192758 2 INVESTOR CASH OUT 370500 220192810 1 OWNER OCCUPIED PURCHASE 100750 220192948 2 OWNER OCCUPIED CASH OUT 477750 220193176 2 OWNER OCCUPIED CASH OUT 312000 220193214 1 OWNER OCCUPIED CASH OUT 138450 220193330 1 OWNER OCCUPIED CASH OUT 159250 220193346 1 OWNER OCCUPIED CASH OUT 75400 220193413 1 OWNER OCCUPIED CASH OUT 195000 220193432 1 OWNER OCCUPIED CASH OUT 180700 220193460 1 OWNER OCCUPIED CASH OUT 143000 220193561 2 OWNER OCCUPIED CASH OUT 212550 220193571 1 OWNER OCCUPIED CASH OUT 84500 220193880 1 OWNER OCCUPIED CASH OUT 318500 220193937 1 OWNER OCCUPIED CASH OUT 123500 220194035 1 OWNER OCCUPIED CASH OUT 106600 220194186 1 INVESTOR CASH OUT 87750 220194216 1 OWNER OCCUPIED CASH OUT 130000 220194292 1 OWNER OCCUPIED CASH OUT 273000 220194316 1 OWNER OCCUPIED CASH OUT 234000 220194508 1 INVESTOR CASH OUT 79300 220193726 1 OWNER OCCUPIED CASH OUT 194970 220190714 1 OWNER OCCUPIED CASH OUT 95500 220190731 1 OWNER OCCUPIED CASH OUT 63000 220191783 1 OWNER OCCUPIED CASH OUT 135000 220193285 1 OWNER OCCUPIED CASH OUT 61000 220193708 1 OWNER OCCUPIED CASH OUT 402300 220194301 1 OWNER OCCUPIED CASH OUT 438000 220198287 1 OWNER OCCUPIED CASH OUT 240000 220192454 1 OWNER OCCUPIED PURCHASE 188000 220193395 1 OWNER OCCUPIED PURCHASE 239000 220198543 1 OWNER OCCUPIED CASH OUT 125000 220194382 1 OWNER OCCUPIED CASH OUT 382000 220192750 1 OWNER OCCUPIED CASH OUT 134000 220194004 1 OWNER OCCUPIED CASH OUT 233000 220192115 2 OWNER OCCUPIED CASH OUT 330000 220194447 1 OWNER OCCUPIED CASH OUT 550000 220193407 1 OWNER OCCUPIED CASH OUT 187500 220194673 1 OWNER OCCUPIED CASH OUT 139000 220193535 1 OWNER OCCUPIED CASH OUT 413600 220194369 1 OWNER OCCUPIED CASH OUT 230000 220194340 1 OWNER OCCUPIED CASH OUT 310000 220194013 1 OWNER OCCUPIED REFINANCE 200000 220193997 2 OWNER OCCUPIED CASH OUT 290000 220193257 1 OWNER OCCUPIED CASH OUT 425000 220193844 1 OWNER OCCUPIED CASH OUT 96500 220194692 1 OWNER OCCUPIED CASH OUT 238000 220192234 1 OWNER OCCUPIED CASH OUT 147900 220193089 2 OWNER OCCUPIED CASH OUT 180000 220194061 1 OWNER OCCUPIED CASH OUT 90000 220190998 1 OWNER OCCUPIED CASH OUT 167000 220190627 1 OWNER OCCUPIED CASH OUT 231000 220194241 2 OWNER OCCUPIED CASH OUT 161000 220190845 1 OWNER OCCUPIED CASH OUT 320000 220191573 1 OWNER OCCUPIED CASH OUT 240000 220194517 2 OWNER OCCUPIED CASH OUT 320000 220192988 1 OWNER OCCUPIED CASH OUT 275000 220192171 1 OWNER OCCUPIED CASH OUT 278000 220191305 1 OWNER OCCUPIED CASH OUT 150000 220193062 1 OWNER OCCUPIED CASH OUT 290000 220192738 1 OWNER OCCUPIED CASH OUT 344000 220190897 1 INVESTOR CASH OUT 247000 220193850 1 OWNER OCCUPIED CASH OUT 229000 220191690 1 OWNER OCCUPIED CASH OUT 124000 220192723 1 OWNER OCCUPIED CASH OUT 178000 220193370 1 OWNER OCCUPIED CASH OUT 270000 220192282 1 OWNER OCCUPIED PURCHASE 130000 220192124 1 OWNER OCCUPIED CASH OUT 239000 220190922 1 OWNER OCCUPIED CASH OUT 190000 220194442 1 INVESTOR CASH OUT 190000 220193980 1 OWNER OCCUPIED CASH OUT 136000 220191467 1 OWNER OCCUPIED CASH OUT 172000 220193687 1 OWNER OCCUPIED CASH OUT 230000 220194726 1 OWNER OCCUPIED CASH OUT 340000 220194177 1 OWNER OCCUPIED CASH OUT 205000 220190622 3 OWNER OCCUPIED PURCHASE 377000 220198258 1 INVESTOR CASH OUT 138000 220191979 1 OWNER OCCUPIED CASH OUT 111000 220194528 1 OWNER OCCUPIED CASH OUT 260000 220193402 1 OWNER OCCUPIED CASH OUT 65000 220193673 1 OWNER OCCUPIED CASH OUT 75000 220193793 1 OWNER OCCUPIED CASH OUT 250000 220194582 1 OWNER OCCUPIED CASH OUT 175000 220191276 1 OWNER OCCUPIED CASH OUT 165000 220193466 1 OWNER OCCUPIED CASH OUT 220000 220193749 1 OWNER OCCUPIED CASH OUT 121000 220192212 2 OWNER OCCUPIED CASH OUT 220000 220192481 1 OWNER OCCUPIED CASH OUT 80500 220193721 1 OWNER OCCUPIED CASH OUT 226000 220193170 1 OWNER OCCUPIED CASH OUT 328000 220194576 1 OWNER OCCUPIED CASH OUT 105000 220191046 1 OWNER OCCUPIED PURCHASE 64550 220190898 1 OWNER OCCUPIED CASH OUT 330000 220190826 1 OWNER OCCUPIED CASH OUT 262000 220191188 1 OWNER OCCUPIED CASH OUT 340000 220190877 1 OWNER OCCUPIED CASH OUT 332500 220191088 1 OWNER OCCUPIED PURCHASE 97900 220193397 1 OWNER OCCUPIED CASH OUT 85500 220193558 1 OWNER OCCUPIED CASH OUT 310000 220194378 1 OWNER OCCUPIED CASH OUT 165500 220193352 1 OWNER OCCUPIED CASH OUT 343000 220194208 2 OWNER OCCUPIED CASH OUT 199000 220193915 2 OWNER OCCUPIED CASH OUT 266000 220194304 1 OWNER OCCUPIED PURCHASE 110000 220194521 1 OWNER OCCUPIED CASH OUT 146000 220190661 1 OWNER OCCUPIED REFINANCE 339000 220191752 1 OWNER OCCUPIED CASH OUT 70000 220193636 1 OWNER OCCUPIED CASH OUT 364700 220194367 1 OWNER OCCUPIED CASH OUT 310000 220193699 1 OWNER OCCUPIED CASH OUT 68000 220198244 1 OWNER OCCUPIED CASH OUT 386000 220192786 2 OWNER OCCUPIED CASH OUT 185000 220191688 1 OWNER OCCUPIED CASH OUT 75760 220192641 1 OWNER OCCUPIED CASH OUT 80000 220190679 1 OWNER OCCUPIED CASH OUT 106000 220192114 2 OWNER OCCUPIED CASH OUT 225000 220193099 1 OWNER OCCUPIED CASH OUT 160000 220190603 1 OWNER OCCUPIED PURCHASE 150000 220190745 1 OWNER OCCUPIED CASH OUT 141000 220190858 1 OWNER OCCUPIED CASH OUT 390000 220191071 1 OWNER OCCUPIED CASH OUT 180000 220191241 1 OWNER OCCUPIED CASH OUT 180000 220191366 1 OWNER OCCUPIED CASH OUT 180000 220192009 1 OWNER OCCUPIED CASH OUT 84000 220192388 1 OWNER OCCUPIED CASH OUT 87000 220192413 1 OWNER OCCUPIED CASH OUT 117000 220192449 1 OWNER OCCUPIED REFINANCE 87000 220192464 1 OWNER OCCUPIED CASH OUT 66000 220192533 1 OWNER OCCUPIED CASH OUT 111000 220192751 1 OWNER OCCUPIED CASH OUT 180000 220192971 1 OWNER OCCUPIED CASH OUT 81000 220192995 3 INVESTOR CASH OUT 150000 220193436 1 OWNER OCCUPIED CASH OUT 324000 220194033 1 OWNER OCCUPIED CASH OUT 312000 220194037 1 OWNER OCCUPIED CASH OUT 300000 220194203 1 OWNER OCCUPIED CASH OUT 135000 220194588 1 OWNER OCCUPIED CASH OUT 150000 220194729 1 OWNER OCCUPIED CASH OUT 72000 220194289 1 OWNER OCCUPIED CASH OUT 160000 220190787 1 OWNER OCCUPIED CASH OUT 85000 220191714 1 OWNER OCCUPIED CASH OUT 320000 220193605 1 OWNER OCCUPIED CASH OUT 171000 220192116 2 OWNER OCCUPIED CASH OUT 418000 220192895 1 OWNER OCCUPIED CASH OUT 225000 220194672 1 OWNER OCCUPIED CASH OUT 420000 220191446 1 OWNER OCCUPIED CASH OUT 125000 220191448 1 OWNER OCCUPIED CASH OUT 122000 220190693 1 OWNER OCCUPIED REFINANCE 132000 220191100 1 OWNER OCCUPIED CASH OUT 249000 220192525 1 OWNER OCCUPIED CASH OUT 150000 220193936 2 OWNER OCCUPIED CASH OUT 252000 220193067 1 INVESTOR CASH OUT 125000 220194478 1 OWNER OCCUPIED CASH OUT 228000 220194640 1 OWNER OCCUPIED CASH OUT 106000 220192909 1 OWNER OCCUPIED CASH OUT 225000 220194338 1 OWNER OCCUPIED CASH OUT 370000 220191847 1 OWNER OCCUPIED CASH OUT 290000 220192731 1 OWNER OCCUPIED CASH OUT 165200 220194500 1 SECOND HOME PURCHASE 115000 220194750 1 OWNER OCCUPIED CASH OUT 230000 220191302 1 OWNER OCCUPIED CASH OUT 265000 220191195 1 OWNER OCCUPIED CASH OUT 130000 220192815 1 OWNER OCCUPIED CASH OUT 100000 220193996 1 OWNER OCCUPIED CASH OUT 230000 220194324 1 OWNER OCCUPIED CASH OUT 400000 220193888 1 OWNER OCCUPIED CASH OUT 282000 220197977 2 OWNER OCCUPIED CASH OUT 264000 220191710 1 OWNER OCCUPIED CASH OUT 299000 220194259 1 OWNER OCCUPIED CASH OUT 240000 220199415 1 OWNER OCCUPIED PURCHASE 20000 220191779 1 OWNER OCCUPIED CASH OUT 140000 220194236 1 OWNER OCCUPIED CASH OUT 262000 220191691 1 OWNER OCCUPIED CASH OUT 378000 220191342 1 OWNER OCCUPIED CASH OUT 250000 220191798 1 OWNER OCCUPIED CASH OUT 238300 220193868 3 OWNER OCCUPIED CASH OUT 170000 220192838 1 OWNER OCCUPIED CASH OUT 237220 220191569 1 OWNER OCCUPIED CASH OUT 168000 220194266 1 OWNER OCCUPIED CASH OUT 165000 220192235 1 OWNER OCCUPIED CASH OUT 195000 220194291 1 OWNER OCCUPIED CASH OUT 318000 220192431 1 OWNER OCCUPIED CASH OUT 185000 220191414 1 OWNER OCCUPIED CASH OUT 156000 220191804 1 OWNER OCCUPIED CASH OUT 368000 220192792 1 OWNER OCCUPIED CASH OUT 750000 220194453 1 OWNER OCCUPIED CASH OUT 75000 220193830 1 OWNER OCCUPIED REFINANCE 123000 220193128 1 OWNER OCCUPIED CASH OUT 316000 220190822 1 OWNER OCCUPIED CASH OUT 98000 220191343 1 OWNER OCCUPIED CASH OUT 227800 220191282 1 OWNER OCCUPIED REFINANCE 76600 220192011 1 INVESTOR CASH OUT 76000 220192684 1 OWNER OCCUPIED CASH OUT 200000 220194318 1 INVESTOR REFINANCE 132000 220192945 1 OWNER OCCUPIED CASH OUT 685400 220193274 1 OWNER OCCUPIED CASH OUT 232000 220192160 1 OWNER OCCUPIED CASH OUT 330000 220190850 1 OWNER OCCUPIED CASH OUT 227000 220191630 1 OWNER OCCUPIED CASH OUT 277773 220192831 1 OWNER OCCUPIED REFINANCE 186500 220190593 1 OWNER OCCUPIED CASH OUT 200000 220194293 1 SECOND HOME CASH OUT 300000 220191806 1 OWNER OCCUPIED CASH OUT 175000 220191958 1 OWNER OCCUPIED CASH OUT 135000 220192470 1 OWNER OCCUPIED PURCHASE 77000 220193213 1 OWNER OCCUPIED REFINANCE 188000 220194327 1 OWNER OCCUPIED CASH OUT 258000 220194080 1 OWNER OCCUPIED CASH OUT 164500 220192499 1 OWNER OCCUPIED CASH OUT 275000 220193679 1 OWNER OCCUPIED CASH OUT 250000 220193939 1 OWNER OCCUPIED CASH OUT 85000 220194499 1 OWNER OCCUPIED CASH OUT 175000 220191687 1 OWNER OCCUPIED CASH OUT 222000 220192118 1 OWNER OCCUPIED CASH OUT 146250 220198528 1 OWNER OCCUPIED CASH OUT 277000 220192591 1 OWNER OCCUPIED CASH OUT 279500 220194255 1 SECOND HOME CASH OUT 365000 220193168 1 OWNER OCCUPIED CASH OUT 94000 220191015 2 OWNER OCCUPIED CASH OUT 290000 220194365 1 OWNER OCCUPIED CASH OUT 196000 220194465 1 OWNER OCCUPIED CASH OUT 85000 220197965 1 OWNER OCCUPIED CASH OUT 133500 220191027 1 OWNER OCCUPIED CASH OUT 129000 220193989 1 OWNER OCCUPIED CASH OUT 97900 220194104 1 OWNER OCCUPIED PURCHASE 164945 220194146 2 OWNER OCCUPIED CASH OUT 255750 220194512 1 OWNER OCCUPIED REFINANCE 154000 220198039 1 OWNER OCCUPIED CASH OUT 77825 220190830 1 OWNER OCCUPIED PURCHASE 85000 220194325 1 OWNER OCCUPIED CASH OUT 115000 220194580 1 OWNER OCCUPIED REFINANCE 629000 220198516 1 OWNER OCCUPIED CASH OUT 359000 220193897 3 INVESTOR CASH OUT 400000 220198498 1 OWNER OCCUPIED CASH OUT 221400 220191570 1 OWNER OCCUPIED CASH OUT 410000 220190523 1 SECOND HOME PURCHASE 81900 220193916 1 OWNER OCCUPIED CASH OUT 174000 220192291 1 OWNER OCCUPIED PURCHASE 115000 220198521 1 INVESTOR CASH OUT 75000 220190746 1 OWNER OCCUPIED CASH OUT 178000 220192276 1 OWNER OCCUPIED CASH OUT 130900 220191203 1 OWNER OCCUPIED CASH OUT 146000 220194297 1 OWNER OCCUPIED CASH OUT 250000 220192150 1 OWNER OCCUPIED CASH OUT 70000 220194535 2 OWNER OCCUPIED REFINANCE 148000 220194332 1 OWNER OCCUPIED CASH OUT 250000 220192246 1 OWNER OCCUPIED CASH OUT 110000 220193315 2 SECOND HOME CASH OUT 110000 220197846 1 OWNER OCCUPIED CASH OUT 350000 220194154 1 OWNER OCCUPIED PURCHASE 430000 220192550 1 OWNER OCCUPIED CASH OUT 70000 220193628 1 OWNER OCCUPIED CASH OUT 205000 220194010 1 OWNER OCCUPIED CASH OUT 163500 220194520 1 OWNER OCCUPIED CASH OUT 80000 220194554 1 OWNER OCCUPIED CASH OUT 360000 220194162 1 OWNER OCCUPIED REFINANCE 341000 220192918 1 OWNER OCCUPIED CASH OUT 90000 220191926 1 OWNER OCCUPIED CASH OUT 140000 220192565 2 OWNER OCCUPIED CASH OUT 146500 220194115 1 OWNER OCCUPIED CASH OUT 106000 220194509 1 OWNER OCCUPIED CASH OUT 301000 220190664 1 OWNER OCCUPIED CASH OUT 76000 220193398 1 OWNER OCCUPIED CASH OUT 175000 220194701 1 SECOND HOME CASH OUT 72500 220192756 1 OWNER OCCUPIED CASH OUT 85000 220192485 1 OWNER OCCUPIED CASH OUT 69000 220192230 1 OWNER OCCUPIED CASH OUT 126000 220193803 1 OWNER OCCUPIED CASH OUT 140000 220192286 1 OWNER OCCUPIED CASH OUT 182000 220191135 1 OWNER OCCUPIED CASH OUT 225000 220191170 1 OWNER OCCUPIED CASH OUT 152000 220190738 1 OWNER OCCUPIED CASH OUT 100000 220193898 2 OWNER OCCUPIED CASH OUT 115000 220194773 1 OWNER OCCUPIED CASH OUT 96500 220197858 1 OWNER OCCUPIED REFINANCE 202000 220191348 1 OWNER OCCUPIED CASH OUT 62000 220191456 1 OWNER OCCUPIED CASH OUT 60000 220193503 1 OWNER OCCUPIED CASH OUT 360000 220194386 1 OWNER OCCUPIED CASH OUT 170000 220194020 1 OWNER OCCUPIED CASH OUT 122000 220193568 1 OWNER OCCUPIED CASH OUT 65000 220192941 1 OWNER OCCUPIED PURCHASE 92000 220191480 1 OWNER OCCUPIED REFINANCE 250000 220191513 1 OWNER OCCUPIED CASH OUT 250000 220191762 1 OWNER OCCUPIED PURCHASE 60000 220194629 1 OWNER OCCUPIED CASH OUT 301000 220193364 1 OWNER OCCUPIED CASH OUT 497000 220190636 1 OWNER OCCUPIED CASH OUT 111000 220192296 1 OWNER OCCUPIED CASH OUT 85000 220193280 2 INVESTOR PURCHASE 136000 220194137 1 OWNER OCCUPIED CASH OUT 160000 220191724 1 OWNER OCCUPIED CASH OUT 121750 220191704 1 OWNER OCCUPIED CASH OUT 200000 220192779 1 OWNER OCCUPIED CASH OUT 100000 220193771 1 OWNER OCCUPIED CASH OUT 200000 220193486 1 INVESTOR CASH OUT 60000 220193173 1 OWNER OCCUPIED CASH OUT 105000 220191884 1 OWNER OCCUPIED CASH OUT 174000 220192316 1 OWNER OCCUPIED PURCHASE 70000 220192180 1 OWNER OCCUPIED CASH OUT 230000 220193712 1 OWNER OCCUPIED CASH OUT 115000 220192238 1 OWNER OCCUPIED CASH OUT 114000 220192670 1 OWNER OCCUPIED CASH OUT 160000 220192699 1 OWNER OCCUPIED CASH OUT 100000 220194007 1 OWNER OCCUPIED CASH OUT 100000 220194547 1 OWNER OCCUPIED CASH OUT 143000 220194227 1 SECOND HOME CASH OUT 118000 220190954 1 OWNER OCCUPIED CASH OUT 100000 220190718 1 OWNER OCCUPIED CASH OUT 135000 220190944 1 OWNER OCCUPIED CASH OUT 90000 220192896 1 OWNER OCCUPIED PURCHASE 72000 220192448 1 OWNER OCCUPIED PURCHASE 191000 220193424 1 OWNER OCCUPIED PURCHASE 200000 220194675 2 INVESTOR CASH OUT 200000 220192050 1 OWNER OCCUPIED CASH OUT 177000 220193056 1 OWNER OCCUPIED CASH OUT 230000 220191279 1 OWNER OCCUPIED CASH OUT 159000 220194728 1 OWNER OCCUPIED CASH OUT 105000 220191096 1 OWNER OCCUPIED CASH OUT 310000 220190606 1 OWNER OCCUPIED CASH OUT 70950 220192961 1 OWNER OCCUPIED CASH OUT 94000 220192733 1 OWNER OCCUPIED CASH OUT 74000 220194670 1 OWNER OCCUPIED CASH OUT 165000 220192754 1 OWNER OCCUPIED CASH OUT 80000 220197971 1 OWNER OCCUPIED CASH OUT 100000 220191597 1 OWNER OCCUPIED CASH OUT 150500 220193244 2 OWNER OCCUPIED CASH OUT 175000 220194066 1 OWNER OCCUPIED CASH OUT 370000 220193757 1 OWNER OCCUPIED CASH OUT 82000 220193815 1 OWNER OCCUPIED PURCHASE 120000 220190522 2 OWNER OCCUPIED CASH OUT 260000 220194060 1 OWNER OCCUPIED CASH OUT 140000 220193281 1 OWNER OCCUPIED CASH OUT 163000 220192951 1 OWNER OCCUPIED CASH OUT 187000 220192509 2 OWNER OCCUPIED CASH OUT 275000 220193902 1 OWNER OCCUPIED CASH OUT 138275 220199379 1 OWNER OCCUPIED CASH OUT 200000 220192944 1 INVESTOR CASH OUT 155400 220190744 2 OWNER OCCUPIED CASH OUT 90000 220197979 1 OWNER OCCUPIED CASH OUT 168000 220192873 1 OWNER OCCUPIED CASH OUT 388000 220193887 1 OWNER OCCUPIED REFINANCE 116000 220192135 1 OWNER OCCUPIED CASH OUT 178000 220191080 1 OWNER OCCUPIED CASH OUT 83000 220194090 1 OWNER OCCUPIED PURCHASE 100000 220198515 2 OWNER OCCUPIED CASH OUT 425000 220193087 1 OWNER OCCUPIED CASH OUT 70000 220192048 1 OWNER OCCUPIED CASH OUT 92600 220192930 1 OWNER OCCUPIED CASH OUT 200500 220191822 1 OWNER OCCUPIED CASH OUT 65000 220192278 1 OWNER OCCUPIED CASH OUT 155000 220193883 1 OWNER OCCUPIED CASH OUT 88000 220193801 1 OWNER OCCUPIED CASH OUT 62700 220197807 1 OWNER OCCUPIED PURCHASE 50000 220193822 1 OWNER OCCUPIED CASH OUT 188000 220191540 1 OWNER OCCUPIED PURCHASE 145000 220192914 1 OWNER OCCUPIED CASH OUT 79000 220192702 1 OWNER OCCUPIED CASH OUT 156000 220193943 1 OWNER OCCUPIED CASH OUT 142000 220191510 1 INVESTOR CASH OUT 100000 220199429 1 OWNER OCCUPIED CASH OUT 60000 220192268 1 OWNER OCCUPIED CASH OUT 76000 220194778 1 OWNER OCCUPIED CASH OUT 200000 220192935 1 OWNER OCCUPIED CASH OUT 135000 220190539 1 OWNER OCCUPIED CASH OUT 92000 220190650 1 OWNER OCCUPIED CASH OUT 70000 220192916 1 INVESTOR CASH OUT 70000 220192746 1 OWNER OCCUPIED CASH OUT 75000 220192845 1 OWNER OCCUPIED CASH OUT 81600 220193942 1 OWNER OCCUPIED CASH OUT 125000 Loan Number Current Balance Note Rate Current Rate Servicing Fee PMI Fee Net Rate ------------ ---------------- ----------- -------------- ------------- -------- ------------ 220197945 32364.94 10.99 10.99 0.5 0 10.49 220190517 273227.4 6.85 6.85 0.5 0 6.35 220190518 320763.69 5.95 5.95 0.5 0 5.45 220190519 135329.08 6.1 6.1 0.5 0 5.6 220190527 344109.9 6.8 6.8 0.5 0 6.3 220190528 467252.83 6.7 6.7 0.5 0 6.2 220190535 105178.92 7.2 7.2 0.5 0 6.7 220190537 155330.24 6.825 6.825 0.5 0 6.325 220190556 190322.09 6.475 6.475 0.5 0 5.975 220190558 159268.91 6.5 6.5 0.5 0 6 220190563 197461.09 6.1 6.1 0.5 0 5.6 220190584 98787.94 9.15 9.15 0.5 0 8.65 220190588 246637.66 5.85 5.85 0.5 0 5.35 220190612 246920.69 7 7 0.5 0 6.5 220190613 155314.19 6.7 6.7 0.5 0 6.2 220190620 214861.54 5.75 5.75 0.5 0 5.25 220190633 119492.54 6.9 6.9 0.5 0 6.4 220190646 70845.9 9.15 9.15 0.5 0 8.65 220190649 84688.29 9.1 9.1 0.5 0 8.6 220190651 98024.64 8.35 8.35 0.5 0 7.85 220190655 62865.6 10.25 10.25 0.5 0 9.75 220190667 226953.16 6.475 6.475 0.5 0 5.975 220190668 109975.91 9.4 9.4 0.5 0 8.9 220190671 69851.62 9.2 9.2 0.5 0 8.7 220190672 318154.33 6.25 6.25 0.5 0 5.75 220190675 70879.34 10.25 10.25 0.5 0 9.75 220190676 182777.62 5.5 5.5 0.5 0 5 220190684 84854.62 10.25 10.25 0.5 0 9.75 220190696 334684.03 7.45 7.45 0.5 0 6.95 220190698 139463.38 7.4 7.4 0.5 0 6.9 220190701 147323.69 6.5 6.5 0.5 0 6 220190707 113875.26 6.55 6.55 0.5 0 6.05 220190712 67533.97 9.15 9.15 0.5 0 8.65 220190717 115726.88 6.8 6.8 0.5 0 6.3 220190727 82788.19 9.4 9.4 0.5 0 8.9 220190742 149737.91 6.85 6.85 0.5 0 6.35 220190749 127453.44 6.85 6.85 0.5 0 6.35 220190756 210923.97 5.95 5.95 0.5 0 5.45 220190758 150515.72 6.55 6.55 0.5 0 6.05 220190759 68437.62 9.3 9.3 0.5 0 8.8 220190766 159336.52 7 7 0.5 0 6.5 220190773 214362.88 7.325 7.325 0.5 0 6.825 220190775 326472.15 6.4 6.4 0.5 0 5.9 220190790 99564.64 6.75 6.75 0.5 0 6.25 220190792 71278.68 10.25 10.25 0.5 0 9.75 220190815 83627.81 9.35 9.35 0.5 0 8.85 220190829 286539.71 6.25 6.25 0.5 0 5.75 220190833 123534.06 7.5 7.5 0.5 0 7 220190865 77884.72 10.9 10.9 0.5 0 10.4 220190867 146658.48 9.85 9.85 0.5 0 9.35 220190872 163259.97 7.15 7.15 0.5 0 6.65 220190881 151277.61 6.9 6.9 0.5 0 6.4 220190886 139407.98 6.9 6.9 0.5 0 6.4 220190890 129879.22 7.2 7.2 0.5 0 6.7 220190896 119487.58 6.85 6.85 0.5 0 6.35 220190900 79781.92 10.9 10.9 0.5 0 10.4 220190905 101620.51 7.55 7.55 0.5 0 7.05 220190931 102821.38 6.9 6.9 0.5 0 6.4 220190933 119482.57 6.8 6.8 0.5 0 6.3 220190955 125862.92 6.875 6.875 0.5 0 6.375 220190956 111499.42 7.5 7.5 0.5 0 7 220190957 103524.74 6.5 6.5 0.5 0 6 220190958 330423.59 6.3 6.3 0.5 0 5.8 220190959 115659.24 7.6 7.6 0.5 0 7.1 220190961 108944.53 7.95 7.95 0.5 0 7.45 220190970 113948.37 7.25 7.25 0.5 0 6.75 220190987 83208.69 6.375 6.375 0.5 0 5.875 220190989 139360.28 6.5 6.5 0.5 0 6 220190993 216660.23 6.35 6.35 0.5 0 5.85 220190999 174933.49 6.875 6.875 0.5 0 6.375 220191002 246037.41 6.35 6.35 0.5 0 5.85 220191018 109796.54 9.85 9.85 0.5 0 9.35 220191024 142617.74 7.1 7.1 0.5 0 6.6 220191032 318199.36 5.4 5.4 0.5 0 4.9 220191036 145349.12 6.65 6.65 0.5 0 6.15 220191038 92777.52 7.525 7.525 0.5 0 7.025 220191041 143329.23 6.4 6.4 0.5 0 5.9 220191042 174347.87 6.45 6.45 0.5 0 5.95 220191047 597096.05 6.2 6.2 0.5 0 5.7 220191051 98852.47 7.925 7.925 0.5 0 7.425 220191055 79718.23 7.825 7.825 0.5 0 7.325 220191072 126767.52 8 8 0.5 0 7.5 220191074 176996.12 8 8 0.5 0 7.5 220191083 111630.34 8.15 8.15 0.5 0 7.65 220191089 238804.76 6.05 6.05 0.5 0 5.55 220191094 223048.17 6.875 6.875 0.5 0 6.375 220191095 101588.65 9.3 9.3 0.5 0 8.8 220191101 96250.2 5.35 5.35 0.5 0 4.85 220191103 82622.63 9.15 9.15 0.5 0 8.65 220191109 146047.83 5.9 5.9 0.5 0 5.4 220191110 139479.15 7.55 7.55 0.5 0 7.05 220191111 86855.72 7.25 7.25 0.5 0 6.75 220191114 150664.84 7.8 7.8 0.5 0 7.3 220191127 168747.32 6 6 0.5 0 5.5 220191134 119228.89 7.325 7.325 0.5 0 6.825 220191136 60897.66 10.35 10.35 0.5 0 9.85 220191158 155468.52 7.99 7.99 0.5 0 7.49 220191161 234503.73 5.75 5.75 0.5 0 5.25 220191163 154582.1 7.65 7.65 0.5 0 7.15 220191179 99642.48 7.75 7.75 0.5 0 7.25 220191182 292270.92 6.55 6.55 0.5 0 6.05 220191189 102417.53 7.55 7.55 0.5 0 7.05 220191202 79600.1 7.05 7.05 0.5 0 6.55 220191220 114191.98 9.95 9.95 0.5 0 9.45 220191228 81314.03 7.85 7.85 0.5 0 7.35 220191254 174294.38 5.9 5.9 0.5 0 5.4 220191256 98007.67 7.2 7.2 0.5 0 6.7 220191259 153772.18 7.1 7.1 0.5 0 6.6 220191260 103491.82 6.15 6.15 0.5 0 5.65 220191262 103642.79 7.95 7.95 0.5 0 7.45 220191275 75870.86 10.25 10.25 0.5 0 9.75 220191278 318296.72 5.7 5.7 0.5 0 5.2 220191286 280843.1 6.9 6.9 0.5 0 6.4 220191290 96779.47 9.95 9.95 0.5 0 9.45 220191291 147386.3 7 7 0.5 0 6.5 220191292 65886.5 10.25 10.25 0.5 0 9.75 220191295 104219.51 5.9 5.9 0.5 0 5.4 220191299 171036.78 6.7 6.7 0.5 0 6.2 220191304 481809.63 6.55 6.55 0.5 0 6.05 220191306 143201.74 7 7 0.5 0 6.5 220191307 179186 6.95 6.95 0.5 0 6.45 220191312 182378.88 6.6 6.6 0.5 0 6.1 220191319 162645.11 8 8 0.5 0 7.5 220191331 139335.21 6.3 6.3 0.5 0 5.8 220191333 74847.5 9.4 9.4 0.5 0 8.9 220191337 139260.31 8.75 8.75 0.5 0 8.25 220191340 89242.74 7.2 7.2 0.5 0 6.7 220191347 242664.86 5.55 5.55 0.5 0 5.05 220191349 139486.83 7.625 7.625 0.5 0 7.125 220191352 150590.44 7.85 7.85 0.5 0 7.35 220191355 314687.1 6.99 6.99 0.5 0 6.49 220191356 103451.16 6.25 6.25 0.5 0 5.75 220191357 155108.78 6.3 6.3 0.5 0 5.8 220191363 123051.35 6.65 6.65 0.5 0 6.15 220191369 259142.34 8.15 8.15 0.5 0 7.65 220191370 63046.64 10.3 10.3 0.5 0 9.8 220191374 98784.58 6.95 6.95 0.5 0 6.45 220191388 89145.2 5.95 5.95 0.5 0 5.45 220191398 100005.58 7.275 7.275 0.5 0 6.775 220191400 103392.42 7.85 7.85 0.5 0 7.35 220191403 163271.99 6.65 6.65 0.5 0 6.15 220191406 199129.26 6.75 6.75 0.5 0 6.25 220191407 82482 6.6 6.6 0.5 0 6.1 220191421 179310.09 7.4 7.4 0.5 0 6.9 220191429 63831.49 9.25 9.25 0.5 0 8.75 220191430 155280.24 6.45 6.45 0.5 0 5.95 220191433 211187.46 7.4 7.4 0.5 0 6.9 220191441 112793.18 9.9 9.9 0.5 0 9.4 220191443 341646.84 6.55 6.55 0.5 0 6.05 220191450 158986.7 7.387 7.387 0.5 0 6.887 220191471 133107.88 7.6 7.6 0.5 0 7.1 220191489 175370.81 7.75 7.75 0.5 0 7.25 220191492 95594.78 9.15 9.15 0.5 0 8.65 220191497 167303.38 7 7 0.5 0 6.5 220191498 237284.16 6.375 6.375 0.5 0 5.875 220191507 298296.12 5.35 5.35 0.5 0 4.85 220191511 167261.44 6.7 6.7 0.5 0 6.2 220191521 297681.42 5.95 5.95 0.5 0 5.45 220191530 173563.89 6.25 6.25 0.5 0 5.75 220191535 165522.94 5.75 5.75 0.5 0 5.25 220191544 89978.89 6.4 6.4 0.5 0 5.9 220191550 151262.8 7.75 7.75 0.5 0 7.25 220191551 102553.02 6.5 6.5 0.5 0 6 220191555 270920.86 7.225 7.225 0.5 0 6.725 220191566 123500.7 7.15 7.15 0.5 0 6.65 220191567 142682.07 7.275 7.275 0.5 0 6.775 220191577 153022.83 7.5 7.5 0.5 0 7 220191578 130623.21 6.7 6.7 0.5 0 6.2 220191579 117946.19 7.4 7.4 0.5 0 6.9 220191589 86008.96 6.55 6.55 0.5 0 6.05 220191595 179216.33 6.75 6.75 0.5 0 6.25 220191606 80263.38 10.25 10.25 0.5 0 9.75 220191613 232192.59 6.15 6.15 0.5 0 5.65 220191619 104333.79 7.05 7.05 0.5 0 6.55 220191620 119491.82 6.95 6.95 0.5 0 6.45 220191627 164902.66 6.95 6.95 0.5 0 6.45 220191629 111498.42 7.55 7.55 0.5 0 7.05 220191638 109178.91 7.9 7.9 0.5 0 7.4 220191639 194745.65 5.7 5.7 0.5 0 5.2 220191641 82087.28 7.45 7.45 0.5 0 6.95 220191649 65880.45 9.95 9.95 0.5 0 9.45 220191658 135404.17 7.45 7.45 0.5 0 6.95 220191663 330440.47 6.7 6.7 0.5 0 6.2 220191665 85241.56 6.95 6.95 0.5 0 6.45 220191676 107472.27 6.15 6.15 0.5 0 5.65 220191697 99428.67 6.3 6.3 0.5 0 5.8 220191701 137037.12 7.55 7.55 0.5 0 7.05 220191708 310462.47 6.2 6.2 0.5 0 5.7 220191709 191033.74 6 6 0.5 0 5.5 220191711 326767.55 7.5 7.5 0.5 0 7 220191720 191016.22 5.9 5.9 0.5 0 5.4 220191722 120067.47 5.95 5.95 0.5 0 5.45 220191723 175291.08 7.75 7.75 0.5 0 7.25 220191725 79650.96 8.05 8.05 0.5 0 7.55 220191729 86458.86 10.35 10.35 0.5 0 9.85 220191736 159296.61 6.7 6.7 0.5 0 6.2 220191772 132998.28 6.575 6.575 0.5 0 6.075 220191781 91537.06 7.99 7.99 0.5 0 7.49 220191784 119225.88 7.325 7.325 0.5 0 6.825 220191787 83758.13 7.7 7.7 0.5 0 7.2 220191789 203058.83 6.45 6.45 0.5 0 5.95 220191792 196324.64 6.65 6.65 0.5 0 6.15 220191797 69837.47 9.85 9.85 0.5 0 9.35 220191799 148943.86 6.712 6.712 0.5 0 6.212 220191801 214678.95 6.85 6.85 0.5 0 6.35 220191802 163436.73 7.95 7.95 0.5 0 7.45 220191809 119557.01 7.625 7.625 0.5 0 7.125 220191811 103635.26 6.7 6.7 0.5 0 6.2 220191812 136955.7 7.325 7.325 0.5 0 6.825 220191813 199220.19 6.15 6.15 0.5 0 5.65 220191818 251811.73 7.3 7.3 0.5 0 6.8 220191827 123590.97 8.15 8.15 0.5 0 7.65 220191832 121998.75 6.8 6.8 0.5 0 6.3 220191833 79469.46 6.95 6.95 0.5 0 6.45 220191835 167356.11 7.4 7.4 0.5 0 6.9 220191838 153127.46 6.55 6.55 0.5 0 6.05 220191848 159454.9 7.65 7.65 0.5 0 7.15 220191852 135095.72 7.65 7.65 0.5 0 7.15 220191855 189495.91 6.3 6.3 0.5 0 5.8 220191861 127380.44 6.2 6.2 0.5 0 5.7 220191874 159289.77 6.65 6.65 0.5 0 6.15 220191876 101803.12 5.975 5.975 0.5 0 5.475 220191877 155521.99 6.3 6.3 0.5 0 5.8 220191881 129481.67 6.9 6.9 0.5 0 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