EXHIBIT 99.7
EXECUTION COPY
RECONSTITUTED SERVICING AGREEMENT
THIS RECONSTITUTED SERVICING AGREEMENT (this "Agreement"), entered into
as of the 1st day of May, 2002, by and between XXXXXX CAPITAL, A DIVISION OF
XXXXXX BROTHERS HOLDINGS INC., a Delaware corporation ("Xxxxxx Capital"), and
COMMERCIAL FEDERAL MORTGAGE CORPORATION, a Nebraska corporation, having an
office at 00000 Xxxxxx Xxxxxx, Xxxxx, Xxxxxxxx 00000 (the "Servicer" or the
"Company"), recites and provides as follows:
RECITALS
WHEREAS, Xxxxxx Capital acquired certain conventional residential fixed
rate mortgage loans (the "Mortgage Loans") from the Servicer, which Mortgage
Loans were either originated or acquired by the Servicer, pursuant to the
Seller's Warranties and Servicing Agreement between Xxxxxx Capital, as
Purchaser, and the Servicer, as Company, dated as of September 1, 2001, as
amended by Amendment No. 1 thereto, dated as of April 25, 2002, (collectively,
the "SWSA") and annexed hereto as Exhibit B.
WHEREAS, Xxxxxx Capital has conveyed certain Mortgage Loans identified
on Exhibit C hereto (the "Serviced Mortgage Loans") to Structured Asset
Securities Corporation, a Delaware special purpose corporation ("SASCO"), which
in turn has conveyed the Serviced Mortgage Loans to LaSalle Bank National
Association (the "Trustee"), pursuant to a trust agreement, dated as of May 1,
2002 (the "Trust Agreement"), among the Trustee, Aurora Loan Services Inc., as
master servicer ("Aurora," and, together with any successor Master Servicer
appointed pursuant to the provisions of the Trust Agreement, the "Master
Servicer") and SASCO.
WHEREAS, the Serviced Mortgage Loan are currently being serviced by the
Servicer pursuant to the SWSA.
WHEREAS, Xxxxxx Capital desires that the Servicer continue to service
the Serviced Mortgage Loans, and the Servicer has agreed to do so, subject to
the rights of Xxxxxx Capital (with the consent of the Master Servicer) to
terminate the rights and obligations of the Servicer hereunder at any time
without cause in accordance with Section 11.02 of the SWSA and to the other
conditions set forth herein.
WHEREAS, Xxxxxx Capital and the Servicer agree that the provisions of
the SWSA shall continue to apply to the Serviced Mortgage Loans, but only to the
extent provided herein and that this Agreement shall constitute a Reconstitution
Agreement (as such term is defined in the SWSA) which shall govern the Serviced
Mortgage Loans for so long as such Serviced Mortgage Loans remain subject to the
provisions of the Trust Agreement.
WHEREAS, the Master Servicer and any successor master servicer shall be
obligated, among other things, to supervise the servicing of the Serviced
Mortgage Loans on behalf of the Trustee, and shall have the right under the
conditions specified herein to terminate for cause the rights and obligations of
the Servicer under this Agreement.
WHEREAS, Xxxxxx Capital and the Servicer intend that each of the Master
Servicer and the Trustee is an intended third party beneficiary of this
Agreement.
NOW, THEREFORE, in consideration of the mutual agreements hereinafter
set forth and for other good and valuable consideration, the receipt and
adequacy of which are hereby acknowledged, Xxxxxx Capital and the Servicer
hereby agree as follows:
AGREEMENT
1. Definitions. Capitalized terms used and not defined in this
Agreement, including Exhibit A hereto and any provisions of the SWSA
incorporated by reference herein (regardless of whether such terms are defined
in the SWSA), shall have the meanings ascribed to such terms in the Trust
Agreement.
2. Servicing. The Servicer agrees, with respect to the Serviced
Mortgage Loans, to perform and observe the duties, responsibilities and
obligations that are to be performed and observed under the provisions of the
SWSA, except as otherwise provided herein and on Exhibit A hereto, and that the
provisions of the SWSA, as so modified, are and shall be a part of this
Agreement to the same extent as if set forth herein in full.
3. Master Servicing; Termination of Servicer. The Servicer, including
any successor servicer hereunder, shall be subject to the supervision of the
Master Servicer, which Master Servicer shall be obligated to ensure that the
Servicer services the Serviced Mortgage Loans in accordance with the provisions
of this Agreement. The Master Servicer, acting on behalf of the Trustee and the
SASCO 2002-10H Trust Fund (the "Trust Fund") created pursuant to the Trust
Agreement, shall have the same rights as Xxxxxx Capital, as owner, under the
SWSA to enforce the obligations of the Servicer under the SWSA and the term
"Purchaser" as used in the SWSA in connection with any rights of the Purchaser
shall refer to the Trust Fund or, as the context requires, the Master Servicer
acting in its capacity as agent for the Trust Fund, except as otherwise
specified in Exhibit A hereto. The Master Servicer shall be entitled to
terminate the rights and obligations of the Servicer under this Agreement upon
the failure of the Servicer to perform any of its obligations under this
Agreement, which failure results in an Event of Default as provided in Article X
of the SWSA. Notwithstanding anything herein to the contrary, in no event shall
the Master Servicer assume any of the obligations of Xxxxxx Capital under the
SWSA; and in connection with the performance of the Master Servicer's duties
hereunder, the parties and other signatories hereto agree that the Master
Servicer shall be entitled to all of the rights, protections and limitations of
liability afforded to the Master Servicer under the Trust Agreement.
4. No Representations. Neither the Servicer nor the Master Servicer
shall be obligated or required to make any representations and warranties
regarding the characteristics of the Serviced Mortgage Loans in connection with
the transactions contemplated by the Trust Agreement and issuance of the
Certificates issued pursuant thereto.
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5. Notices. All notices and communications between or among the parties
hereto (including any third party beneficiary thereof) or required to be
provided to the Trustee shall be in writing and shall be deemed received or
given when mailed first-class mail, postage prepaid, addressed to each other
party at its address specified below or, if sent by facsimile or electronic
mail, when facsimile or electronic confirmation of receipt by the recipient is
received by the sender of such notice. Each party may designate to the other
parties in writing, from time to time, other addresses to which notices and
communications hereunder shall be sent.
All notices required to be delivered to the Master Servicer under this
Agreement shall be delivered to the Master Servicer at the following address:
Aurora Loan Services Inc.
0000 Xxxxx Xxxxxx Xxxx
Xxxxx 000
Xxxxxx, Xxxxxxxx 00000
Attention: E. Xxxx Xxxxxxxxxx, Master Servicing, SASCO/ALS 0000-00X
Telephone: (000) 000-0000
Telecopier: (000) 000-0000
All remittances required to be made to the Master Servicer under this
Agreement shall be made on a scheduled/scheduled basis to the following wire
account:
JPMorgan Chase Bank
New York, New York
ABA#: 000-000-000
Account Name: Aurora Loan Services Inc., Master Servicing Payment
Clearing Account
Account Number: 066-611059
Beneficiary: Aurora Loan Services Inc.
For further credit to: SASCO/ALS 2002-10H
All notices required to be delivered to the Trustee hereunder shall be
delivered to the Trustee at the following address:
LaSalle Bank, N.A.
000 Xxxxx XxXxxxx Xxxxxx
Xxxxx 0000
Xxxxxxx, Xxxxxxxx 00000
Attention: Asset Backed Securities SASCO 0000-00X
Telephone: 000-000-0000
Facsimile: 000-000-0000
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All notices required to be delivered to Xxxxxx Capital hereunder shall
be delivered to Xxxxxx Capital at the following address:
Xxxxxx Capital, A Division of Xxxxxx
Brothers Holdings Inc.
000 0xx Xxxxxx, 0xx Xxxxx
Xxx Xxxx, Xxx Xxxx 00000
Attention: Xxxxxx Xxxxxx
Telephone: (000) 000-0000
E-mail: xxxxxxx@xxxxxx.xxx
With a copy to:
Xxxxxx, Xxxxx & Xxxxxxx, LLP
0000 Xxxxxx Xxxxxx
Xxxxxxxxxxxx, XX 00000
Attention: Xxxxxx X. Xxxxxxx, Esq.
All notices required to be delivered to the Servicer hereunder shall be
delivered to the address of its office as set forth in the first paragraph of
this Agreement, to the attention of Xxxxx Xxxxxxx, Telephone: (000) 000-0000.
6. Governing Law. THIS AGREEMENT SHALL BE GOVERNED BY, AND CONSTRUED IN
ACCORDANCE WITH, THE LAWS OF THE STATE OF NEW YORK, NOTWITHSTANDING NEW YORK OR
OTHER CHOICE OF LAW RULES TO THE CONTRARY.
7. Counterparts. This Agreement may be executed in any number of
counterparts, each of which when so executed shall be deemed to be an original,
but all of which counterparts shall together constitute but one and the same
instrument.
8. Reconstitution. Xxxxxx Capital and the Servicer agree that this
Agreement is a "Reconstitution Agreement" and that the date hereof is the
"Reconstitution Date", each as defined in the SWSA.
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Executed as of the day and year first above written.
XXXXXX CAPITAL, A DIVISION OF XXXXXX
BROTHERS HOLDINGS, INC.,
as Purchaser
By:
-----------------------------------------------------
Name: Xxxxxx X. Xxxxx
Title: Authorized Signatory
COMMERCIAL FEDERAL MORTGAGE CORPORATION, as Servicer
By:
-----------------------------------------------------
Name:
Title:
Acknowledged By:
AURORA LOAN SERVICES INC.,
as Master Servicer
By:
--------------------------------------------------
Name:
Title:
LASALLE BANK NATIONAL ASSOCIATION,
as Trustee
By:
--------------------------------------------------
Name:
Title:
EXHIBIT A
Modifications to the SWSA
1. Unless otherwise specified herein, any provisions of the SWSA,
including definitions, relating to (i) Company Representations and
Warranties and (ii) Whole-Loan Transfers, Pass-Through Transfers,
Acknowledgement Agreements, Closing Dates, Cut-off Dates and First
Remittance Dates shall be disregarded. Unless otherwise specified
herein, for purposes of this Agreement, the exhibits to the SWSA and
all references to such exhibits shall also be disregarded.
2. The definition of "Custodial Agreement" in Article I is hereby amended
in its entirety to read as follows:
"Custodial Agreement" means the Trust Agreement.
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3. The definition of "Custodian" in Article I is hereby amended in its
entirety to read as follows:
"Custodian" means Xxxxx Fargo Bank Minnesota, N.A.
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4. The definition of "Due Period" in Article I is hereby amended in its
entirety to read as follows:
"Due Period": With respect to each Remittance Date, the period
commencing on the second day of the month immediately
preceding the month of such Remittance Date and ending on the
first day of the month of such Remittance Date.
5. The definition of "Eligible Investments" in Article I is hereby amended
in its entirety to read as follows:
"Eligible Investments": Any one or more of the obligations and
securities listed below which investment provides for a date
of maturity not later than the Determination Date in each
month:
(i) direct obligations of, and obligations fully
guaranteed as to timely payment of principal and interest by,
the United States of America or any agency or instrumentality
of the United States of America the obligations of which are
backed by the full faith and credit of the United States of
America ("Direct Obligations");
(ii) federal funds, or demand and time deposits in,
certificates of deposits of, or bankers' acceptances issued
by, any depository institution or trust company (including
U.S. subsidiaries of foreign depositories and the Trustee or
any agent of the Trustee, acting in its respective commercial
capacity) incorporated or organized under the laws of the
United States of America or any state thereof and subject to
supervision and examination by federal or state banking
authorities, so long as at the time of investment or the
contractual commitment providing for such investment the
commercial paper or other short-term debt obligations of such
depository institution or trust company (or, in the case of a
depository institution or trust company which is the principal
subsidiary of a holding company, the commercial paper or other
short-term debt or deposit obligations of such holding company
or deposit institution, as the case may be) have been rated by
each Rating Agency in its highest short-term rating category
or one of its two highest long-term rating categories;
(iii) repurchase agreements collateralized by Direct
Obligations or securities guaranteed by Xxxxxx Xxx, Xxxxxx Xxx
or Xxxxxxx Mac with any registered broker/dealer subject to
Securities Investors' Protection Corporation jurisdiction or
any commercial bank insured by the FDIC, if such broker/dealer
or bank has an uninsured, unsecured and unguaranteed
obligation rated by each Rating Agency in its highest
short-term rating category;
(iv) securities bearing interest or sold at a
discount issued by any corporation incorporated under the laws
of the United States of America or any state thereof which
have a credit rating from each Rating Agency, at the time of
investment or the contractual commitment providing for such
investment, at least equal to one of the two highest long-term
credit rating categories of each Rating Agency; provided,
however, that securities issued by any particular corporation
will not be Eligible Investments to the extent that investment
therein will cause the then outstanding principal amount of
securities issued by such corporation and held as part of the
Trust Fund to exceed 20% of the sum of the aggregate principal
balance of the Mortgage Loans; provided, further, that such
securities will not be Eligible Investments if they are
published as being under review with negative implications
from either Rating Agency;
(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 180 days after the date of issuance thereof) rated by
each Rating Agency in its highest short-term rating category;
(vi) a Qualified GIC;
(vii) certificates or receipts representing direct
ownership interests in future interest or principal payments
on obligations of the United States of America or its agencies
or instrumentalities (which obligations are backed by the full
faith and credit of the United States of America) held by a
custodian in safekeeping on behalf of the holders of such
receipts; and
(viii) any other demand, money market, common trust
fund or time deposit or obligation, or interest-bearing or
other security or investment, (A) rated in the highest rating
category by each Rating Agency or (B) that would not adversely
affect the then current rating by each Rating Agency of any of
the Certificates. Such investments in this subsection (viii)
may include money market mutual funds or common trust funds,
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including any fund for which the Trustee, the Master Servicer
or an affiliate thereof serves as an investment advisor,
administrator, shareholder servicing agent, and/or custodian
or subcustodian, notwithstanding that (x) the Trustee, the
Master Servicer or an affiliate thereof charges and collects
fees and expenses from such funds for services rendered, (y)
the Trustee, the Master Servicer or an affiliate thereof
charges and collects fees and expenses for services rendered
pursuant to this Agreement, and (z) services performed for
such funds and pursuant to this Agreement may converge at any
time, provided, however, that no such instrument shall be an
Eligible Investment if such instrument evidences either (i) a
right to receive only interest payments with respect to the
obligations underlying such instrument, or (ii) both principal
and interest payments derived from obligations underlying such
instrument and the principal and interest payments with
respect to such instrument provide a yield to maturity of
greater than 120% of the yield to maturity at par of such
underlying obligations.
6. The definition of "Xxxxxx Xxx" is hereby added to Article I to
immediately follow the definition of "Xxxxxxx Mac":
"Xxxxxx Xxx": The Government National Mortgage Association, or
any successor thereto.
7. The definition of "Monthly Advance" in Article I is hereby amended in
its entirety to read as follows:
"Monthly Advance" means with respect to each Remittance Date
and each Mortgage Loan, an amount equal to the Monthly Payment
(with the interest portion of such Monthly Payment adjusted to
the Mortgage Loan Remittance Rate) that was due on the
Mortgage Loan on the Due Date in the related Due Period, and
that (i) was delinquent at the close of business on the
related Determination Date and (ii) was not the subject of a
previous Monthly Advance, but only to the extent that such
amount is expected, in the reasonable judgment of the Company,
to be recoverable from collections or other recoveries in
respect of such Mortgage Loan.
8. The definition of "Mortgage Loan" in Article I is hereby amended in its
entirety to read as follows:
"Mortgage Loan": An individual servicing retained Mortgage
Loan which has been purchased from the Company by the Seller
and is subject to this Agreement being identified on the
Mortgage Loan Schedule to this Agreement, which Mortgage Loan
includes without limitation the Mortgage Loan documents, the
Monthly Reports, Principal Prepayments, Liquidation Proceeds,
Condemnation Proceeds, Insurance Proceeds, REO Disposition
Proceeds and all other rights, benefits, proceeds and
obligations arising from or in connection with such Mortgage
Loan.
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9. The definition of "Mortgage Loan Schedule" in Article I is hereby
amended in its entirety to read as follows:
"Mortgage Loan Schedule": The schedule of Mortgage Loans
setting forth certain information with respect to the Mortgage
Loans purchased from the Company by the Seller, which Mortgage
Loan Schedule is attached as Exhibit C to this Agreement.
10. The definition of "Opinion of Counsel" in Article I is hereby amended
by adding the following proviso at the end of such definition:
provided that any Opinion of Counsel relating to (a)
qualification of the Mortgage Loans in a REMIC or (b)
compliance with the REMIC Provisions, must be an opinion of
counsel who (i) is in fact independent of the Company and the
Master Servicer of the Mortgage Loans, (ii) does not have any
material direct or indirect financial interest in the Company
or the Master Servicer of the Mortgage Loans or in an
affiliate of either and (iii) is not connected with the
Company or the Master Servicer of the Mortgage Loans as an
officer, employee, director or person performing similar
functions.
11. The definition of "Prepayment Interest Shortfall Amount" in Article I
is hereby amended and restated in its entirety to read as follows:
"Prepayment Interest Shortfall Amount": With respect to any
Mortgage Loan that was subject to a Principal Prepayment in
full or in part during any Due Period, which Principal
Prepayment was applied to such Mortgage Loan prior to such
Mortgage Loan's Due Date in such Due Period, the amount of
interest (net of the related Servicing Fee for Principal
Prepayments in full only) that would have accrued on the
amount of such Principal Prepayment during the period
commencing on the date as of which such Principal Prepayment
was applied to such Mortgage Loan and ending on the day
immediately preceding such Due Date, inclusive.
12. The definition of "Qualified Depository" is hereby amended and restated
in its entirety to read as follows:
"Qualified Depository": Any of (i) a federal or
state-chartered depository institution the accounts of which
are insured by the FDIC and whose commercial paper, short-term
debt obligations or other short-term deposits are rated at
least "A-1+" by Standard & Poor's if the deposits are to be
held in the account for less than 30 days, or whose long-term
unsecured debt obligations are rated at least "AA-" by
Standard & Poor's if the deposits are to be held in the
account for more than 30 days, or (ii) the corporate trust
department of a federal or state-chartered depository
institution subject to regulations regarding fiduciary funds
on deposit similar to Title 12 of the Code of Federal
Regulations Section 9.10(b), which, in either case, has
corporate trust powers, acting in its fiduciary capacity, or
(iii) Xxxxxx Brothers Bank, F.S.B., a federal savings bank.
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13. The definition of "Qualified GIC" is hereby added to Article I to
immediately follow the definition of "Qualified Depository", to read as
follows:
"Qualified GIC": A guaranteed investment contract or surety
bond providing for the investment of funds in the Custodial
Account and insuring a minimum, fixed or floating rate of
return on investments of such funds, which contract or surety
bond shall:
(a) be an obligation of an insurance company or other
corporation whose long-term debt is rated by each Rating
Agency in one of its two highest rating categories or, if such
insurance company has no long-term debt, whose claims paying
ability is rated by each Rating Agency in one of its two
highest rating categories, and whose short-term debt is rated
by each Rating Agency in its highest rating category;
(b) provide that the Company may exercise all of the
rights under such contract or surety bond without the
necessity of taking any action by any other Person;
(c) provide that if at any time the then current
credit standing of the obligor under such guaranteed
investment contract is such that continued investment pursuant
to such contract of funds would result in a downgrading of any
rating of the Company, the Company shall terminate such
contract without penalty and be entitled to the return of all
funds previously invested thereunder, together with accrued
interest thereon at the interest rate provided under such
contract to the date of delivery of such funds to the Trustee;
(d) provide that the Company's interest therein shall
be transferable to any successor Company or the Master
Servicer hereunder; and
(e) provide that the funds reinvested thereunder and
accrued interest thereon be returnable to the Custodial
Account, as the case may be, not later than the Business Day
prior to any Determination Date.
14. The definition of "Servicing Fee" in Article I is hereby amended in its
entirety to read as follows:
"Servicing Fee": An amount equal to one-twelfth the product of
(a) the Servicing Fee Rate and (b) the outstanding principal
balance of the Mortgage Loan. The Servicing Fee is payable
solely from the interest portion (including recoveries with
respect to interest from Liquidation Proceeds, Condemnation
Proceeds, Insurance Proceeds, REO Disposition Proceeds) of
such Monthly Payment collected by the Company or as otherwise
provided under this Agreement.
15. The parties hereto acknowledge that Section 2.02 (Books and Records) of
the SWSA shall be modified to indicate that the Company shall prepare
and execute at the direction of Xxxxxx Capital any note endorsements in
connection with transfer of the Mortgage Loans to the Trust Fund as the
Purchaser of the Mortgage Loans and that Xxxxxx Capital shall pay for
any fees associated with the preparation and execution of such note
endorsements to the Trust Fund.
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16. The second, third and fourth paragraphs of Section 3.03 (Remedies for
Breach of Representations and Warranties) are hereby restated to read
as follows:
Within 60 days of the earlier of either discovery by
or notice to the Company of any breach of a representation or
warranty set forth in Section 3.01 which materially and
adversely affects the ability of the Company to perform its
duties and obligations under this Agreement or otherwise
materially and adversely affects the value of the Mortgage
Loans, the Mortgaged Property or the priority of the security
interest on such Mortgaged Property, the Company shall use its
best efforts promptly to cure such Breach in all material
respects and, if such Breach cannot be cured, the Company
shall, at the Trustee's option, assign the Company's rights
and obligations under this Agreement (or respecting the
affected Mortgage Loans) to a successor Company selected by
the Trustee with the prior consent and approval of the Master
Servicer. Such assignment shall be made in accordance with
Section 12.01.
In addition, the Company shall indemnify (from its
own funds) the Trustee, the Trust Fund and the Master Servicer
and hold each of them harmless against any costs resulting
from any claim, demand, defense or assertion based on or
grounded upon, or resulting from, a Breach of the Company's
representations and warranties contained in this Agreement. It
is understood and agreed that the remedies set forth in this
Section 3.03 constitute the sole remedies of the Master
Servicer, the Trust Fund and the Trustee respecting a breach
of the foregoing representations and warranties.
Any cause of action against the Company relating to
or arising out of the Breach of any representations and
warranties made in Section 3.01 shall accrue upon (i)
discovery of such Breach by the Company or notice thereof by
the Trustee or Master Servicer to the Company, (ii) failure by
the Company to cure such breach within the applicable cure
period, and (iii) demand upon the Company by the Trustee or
the Master Servicer for compliance with this Agreement.
17. Section 4.01 (Company to Act as Servicer) is hereby amended and
restated in its entirety to read as follows:
Section 4.01 Company to Act as Servicer.
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From the date of origination of the related Mortgage
Loans to the related Closing Date, the Company shall have
serviced the related Mortgage Loans in accordance with
Accepted Servicing Practices. From and after the related
Closing Date, the Company, as an independent contractor, shall
service and administer the Mortgage Loans pursuant to this
Agreement and shall have full power and authority, acting
alone, to do any and all things in connection with such
servicing and administration which the Company may deem
necessary or desirable, consistent with the terms of this
Agreement and with Accepted Servicing Practices.
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Consistent with the terms of this Agreement, the
Company may waive, modify or vary any term of any Mortgage
Loan or consent to the postponement of strict compliance with
any such term or in any manner grant indulgence to any
Mortgagor if in the Company's reasonable and prudent
determination such waiver, modification, postponement or
indulgence is not materially adverse to the Purchaser,
provided, however, that (unless the Mortgagor is in default
with respect to the Mortgage Loan or such default is, in the
judgment of the Company, imminent and the Company has obtained
the prior written consent of the Purchaser) the Company shall
not permit any modification with respect to any Mortgage Loan
that would change the Mortgage Interest Rate, defer or forgive
the payment of principal or interest, reduce or increase the
outstanding principal balance (except for actual payments of
principal) or change the final maturity date on such Mortgage
Loan. With respect to a Reconstitution Agreement, in the event
of any such modification which permits the deferral of
interest or principal payments on any Mortgage Loan, the
Company shall, on the Business Day immediately preceding the
Remittance Date in any month in which any such principal or
interest payment has been deferred, deposit in the Custodial
Account from its own funds, in accordance with Section 4.04,
the difference between (a) such month's principal and one
month's interest at the Mortgage Loan Remittance Rate on the
unpaid principal balance of such Mortgage Loan and (b) the
amount paid by the Mortgagor. Without limiting the generality
of the foregoing, the Company shall continue, and is hereby
authorized and empowered, to execute and deliver on behalf of
itself and the Purchaser, all instruments of satisfaction or
cancellation, or of partial or full release, discharge and all
other comparable instruments, with respect to the Mortgage
Loans and with respect to the Mortgaged Properties. If
reasonably required by the Company, the Purchaser shall
furnish the Company with any powers of attorney and other
documents necessary or appropriate to enable the Company to
carry out its servicing and administrative duties under this
Agreement.
Promptly after the execution of any assumption,
modification, consolidation or extension of any Mortgage loan,
the Company shall forward to the Master Servicer copies of any
documents evidencing such assumption, modification,
consolidation or extension. Notwithstanding anything to the
contrary contained in this Agreement, the Company shall not
make or permit any modification, waiver or amendment of any
term of any Mortgage Loan that would cause any REMIC created
under the Trust Agreement to fail to qualify as a REMIC or
result in the imposition of any tax under Section 860F(a) or
Section 860G(d) of the Code.
In servicing and administering the Mortgage Loans,
the Company shall employ procedures (including collection
procedures) and exercise the same care that it customarily
employs and exercises in servicing and administering mortgage
loans for its own account, giving due consideration to
Accepted Servicing Practices where such practices do not
conflict with the requirements of this Agreement, and the
Purchaser's reliance on the Company.
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Absent written consultation and approval by the
Purchaser, as specified in this Section 4.01, the Company may
take actions relative to the servicing and administration of
the Mortgage Loans that are consistent with Accepted Servicing
Practices.
18. The parties hereto acknowledge that references to the "Purchaser" in
the second and third paragraphs of Section 4.02 shall refer to the
Master Servicer, except that the expense of any environmental
inspection or review at the request of the Master Servicer shall be an
expense of the Trust Fund.
19. The parties hereto acknowledge that the (i) the phrase "Commercial
Federal Mortgage Corporation in trust for the Purchaser of Conventional
Residential Conventional Residential Fixed Rate Mortgage Loans, Group
No. 2001-1 and various Mortgagors" in the fourth, fifth and sixth lines
of the first paragraph of Section 4.04 shall be revised to read
"Commercial Federal Mortgage Corporation in trust for the SASCO
2002-10H Trust Fund" and (ii) reference to "Cut-off Date" in the second
paragraph of Section 4.04 shall mean the "close of business on May 1,
2002."
20. Section 4.06 (Establishment of and Deposits to Escrow Account) is
hereby amended by changing the phrase "Commercial Federal Mortgage
Corporation in trust for the Purchaser of Conventional Residential
Fixed Rate Mortgage Loans, Group No. 2001-1 and various Mortgagors" in
the fourth, fifth and sixth lines of the first paragraph thereof to
"Commercial Federal Mortgage Corporation in trust for the SASCO
2002-10H Trust Fund."
21. Section 4.17 (Title, Management and Disposition of REO Property) is
hereby amended by (i) replacing the reference to "one year" in the
seventh line of the second paragraph thereof with "three years" and
(ii) adding two new paragraphs after the second paragraph thereof to
read as follows:
In the event that the Trust Fund acquires any REO Property in
connection with a default or imminent default on a Mortgage Loan, the
Company shall dispose of such REO Property not later than the end of
the third taxable year after the year of its acquisition by the Trust
Fund unless the Company has applied for and received a grant of
extension from the Internal Revenue Service to the effect that, under
the REMIC Provisions and any relevant proposed legislation and under
applicable state law, the applicable Trust REMIC may hold REO Property
for a longer period without adversely affecting the REMIC status of
such REMIC or causing the imposition of a federal or state tax upon
such REMIC. If the Company has received such an extension, then the
Company shall continue to attempt to sell the REO Property for its fair
market value for such period longer than three years as such extension
permits (the "Extended Period"). If the Company has not received such
an extension and the Company is unable to sell the REO Property within
the period ending 3 months before the end of such third taxable year
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after its acquisition by the Trust Fund or if the Company has received
such an extension, and the Company is unable to sell the REO Property
within the period ending three months before the close of the Extended
Period, the Company shall, before the end of the three year period or
the Extended Period, as applicable, (i) purchase such REO Property at a
price equal to the REO Property's fair market value or (ii) auction the
REO Property to the highest bidder (which may be the Company) in an
auction reasonably designed to produce a fair price prior to the
expiration of the three-year period or the Extended Period, as the case
may be. The Trustee shall sign any document or take any other action
reasonably requested by the Company which would enable the Company, on
behalf of the Trust Fund, to request such grant of extension.
Notwithstanding any other provisions of this Agreement, no REO
Property acquired by the Trust Fund shall be rented (or allowed to
continue to be rented) or otherwise used by or on behalf of the Trust
Fund in such a manner or pursuant to any terms that would: (i) cause
such REO Property to fail to qualify as "foreclosure property" within
the meaning of Section 860G(a)(8) of the Code; or (ii) subject any
Trust REMIC to the imposition of any federal income taxes on the income
earned from such REO Property, including any taxes imposed by reason of
Sections 860F or 860G(c) of the Code, unless the Company has agreed to
indemnify and hold harmless the Trust Fund with respect to the
imposition of any such taxes.
(iii) deleting the first sentence of the third paragraph thereof, and
(iv) replacing the words "one and a half" and "sentence" with "three"
and "paragraph", respectively, in the sixth and seventh lines of the
third paragraph thereto; and,
(v) by adding the following to the end of such Section:
Prior to acceptance by the Company of an offer to
sell any REO Property, the Company shall notify the Master Servicer of
such offer in writing which notification shall set forth all material
terms of said offer (each a "Notice of Sale"). The Master Servicer
shall be deemed to have approved the sale of any REO Property unless
the Master Servicer notifies the Company in writing, within four (4)
days after its receipt of the related Notice of Sale, that it
disapproves of the related sale, in which case the Company shall not
proceed with such sale.
22. Section 5.02 (Statements to Purchaser) is hereby amended in its
entirety to read as follows:
5.02 Statements to the Master Servicer.
---------------------------------
(a) Not later than the tenth calendar day of each
month or, if such calendar day is not a Business Day, the
immediately preceding Business Day, the Company shall furnish
to the Master Servicer: (i) a monthly remittance advice in the
format set forth in Exhibit D-1 hereto and a monthly defaulted
loan report in the format set forth in Exhibit D-2 hereto (or
in such other formats mutually agreed upon by the Company and
Master Servicer) (collectively, the "Monthly Remittance
Advice") as to the accompanying remittance and the period
ending on the last calendar day of the preceding month and
(ii) all such information required pursuant to clause (i)
above on a magnetic tape or other similar media reasonably
accepted by the Master Servicer.
9
(b) Beginning with calendar year 2003, the Company
shall prepare and file any and all tax returns, information
statements or other filings for the portion of the tax year
2002 and the portion of subsequent tax years for which the
Company has serviced some or all of the Mortgage Loans
hereunder as such returns, information statements or other
filings are required to be delivered to any governmental
taxing authority or to the Master Servicer pursuant to any
applicable law with respect to the Mortgage Loans and the
transactions contemplated hereby. In addition, the Company
shall provide the Master Servicer with such information
concerning the Mortgage Loans as is necessary for the Master
Servicer to prepare the Trust Fund's federal income tax return
as the Master Servicer may reasonably request from time to
time.
23. Section 5.03 (Monthly Advances by Company) is hereby amended by adding
the following new sentence immediately following the first sentence of
such section:
Any amounts held for future distribution and so used
to make Monthly Advances shall be replaced by the Company by
deposit in the Custodial Account on or before any future
Remittance Date if funds in the Custodial Account on such
Remittance Date shall be less than payments to the Trust Fund
required to be made on such Remittance Date.
24. Section 6.03 (Servicing Compensation) is hereby amended by adding the
following sentences at the end of such Section:
The Company shall be required to pay all expenses
incurred by it in connection with its servicing activities
hereunder and shall not be entitled to reimbursement thereof
except as specifically provided for herein.
25. Section 6.04 (Annual Independent Public Accountants Servicing Report)
is hereby amended and restated in its entirety to read as follows:
Section 6.04 Annual Audit Report.
-------------------
On or before July 31 of each year, beginning with
July 31, 2002, Servicer shall, at its own expense, cause a
firm of independent public accountants (who may also render
other services to Servicer), which is a member of the American
Institute of Certified Public Accountants, to furnish to the
Seller and Master Servicer (i) year-end audited (if available)
financial statements of the Company and (ii) a statement to
the effect that such firm has examined certain documents and
records for the preceding fiscal year (or during the period
from the date of commencement of such Servicer's duties
hereunder until the end of such preceding fiscal year in the
case of the first such certificate) and that, on the basis of
such examination conducted substantially in compliance with
the Uniform Single Attestation Program for Mortgage Bankers,
such firm is of the opinion that Servicer's overall servicing
operations have been conducted in compliance with the Uniform
Single Attestation Program for Mortgage Bankers except for
such exceptions that, in the opinion of such firm, the Uniform
Single Attestation Program for Mortgage Bankers requires it to
report, in which case such exceptions shall be set forth in
such statement.
10
26. A new Section 6.08 is hereby added to the SWSA to read as follows:
Section 6.08 Annual Officer's Certificate.
----------------------------
On or before July 31st of each year, beginning with
July 31, 2002, the Company, at its own expense, will deliver
to Xxxxxx Capital and the Master Servicer a Servicing
Officer's certificate stating, as to each signer thereof, that
(i) a review of the activities of the Company during such
preceding fiscal year and of performance under this Agreement
has been made under such officers' supervision, and (ii) to
the best of such officers' knowledge, based on such review,
the Company has fulfilled all its obligations under this
Agreement for such year, or, if there has been a default in
the fulfillment of all such obligations, specifying each such
default known to such officer and the nature and status
thereof including the steps being taken by the Company to
remedy such default.
27. The parties hereto acknowledge that Section 3.01 (Representations and
Warranties), Section 3.03 (Remedies for Breach of Representations and
Warranties) Section 7.01 (Removal of Mortgage Loans from Inclusion
Under the Agreement Upon a Pass-Through Transfer or a Whole Loan
Transfer on One or More Reconstituted Dates) and Section 7.02
(Purchaser's Repurchase and Indemnification Obligations) are
inapplicable to this Agreement.
28. Section 9.01 (Indemnification; Third Party Claims) is hereby amended in
its entirety to read as follows:
The Company shall indemnify the Trust Fund, the
Trustee and the Master Servicer and hold each of them harmless
against any and all claims, losses, damages, penalties, fines,
forfeitures, reasonable and necessary legal fees and related
costs, judgments, and any other costs, fees and expenses that
any of such parties may sustain in any way related to the
failure of the Company to perform its duties and service the
Mortgage Loans in strict compliance with the terms of this
Agreement. The Company immediately shall notify Xxxxxx
Capital, the Master Servicer and the Trustee if a claim is
made by a third party with respect to this Agreement or the
Mortgage Loans, assume (with the prior written consent of the
indemnified party) the defense of any such claim and pay all
expenses in connection therewith, including counsel fees, and
promptly pay, discharge and satisfy any judgment or decree
which may be entered against it or any of such parties in
respect of such claim. The Trustee from the assets of the
Trust Fund promptly shall reimburse the Company for all
amounts advanced by it pursuant to the preceding sentence
except when the claim is in any way related to the Company's
indemnification pursuant to Section 3.03, or the failure of
the Company to service and administer the Mortgage Loans in
strict compliance with the terms of this Agreement. The
Company shall follow any written instructions received from
the Trustee in connection with such claim.
11
The Trust Fund shall indemnify the Company and hold
it harmless against any and all claims, losses, damages,
penalties, fines, forfeitures, reasonable and necessary legal
fees and related costs, judgments, and any other costs, fees
and expenses that the Company may sustain in any way related
to the failure of the Trustee or the Master Servicer to
perform its duties in compliance with the terms of this
Agreement.
In the event a dispute arises between an indemnified
party and the Company with respect to any of the rights and
obligations of the parties pursuant to this Agreement and such
dispute is adjudicated in a court of law, by an arbitration
panel or any other judicial process, then the losing party
shall indemnify and reimburse the winning party for all
attorney's fees and other costs and expenses related to the
adjudication of said dispute.
29. Section 9.03 is hereby amended by changing the word "Purchaser" to
"Trustee" where it appears in the proviso to the third sentence thereof
and the word "Purchaser" to "Trust Fund" in the fourth sentence of such
Section.
30. The first paragraph of Section 9.04 (Limitation on Resignation and
Assignment by Servicer) is hereby amended in its entirety to read as
follows:
The Company shall neither assign this Agreement or
the servicing hereunder or delegate its rights or duties
hereunder or any portion hereof (to other than a third party
in the case of outsourcing routine tasks such as taxes,
insurance and property inspection, in which case the Company
shall fully liable for such tasks as if the Company performed
them itself) or sell or otherwise dispose of all or
substantially all of its property or assets without the prior
written consent of the Trustee and the Master Servicer, which
consent shall be granted or withheld in the reasonable
discretion of such parties, provided, however, that the
Company may assign its rights and obligations hereunder
without prior written consent of the Trustee and the Master
Servicer to any entity that is directly owned or controlled by
the Company, and the Company guarantees the performance of
such entity hereunder. In the event of such assignment by the
Company, the Company shall provide the Trustee and the Master
Servicer with a written statement guaranteeing the successor
entity's performance of the Company's obligations under the
Agreement.
References to "Purchaser" in the second and third paragraph of Section
9.04 shall refer to the "Master Servicer acting at the direction, or with the
prior consent of, the Trustee".
31. Section 11.01 is hereby amended by changing the references to
"Purchaser" in the fourth line of such section to "Master Servicer."
12
32. Section 11.02 (Termination Without Cause) is hereby amended in its
entirety to read as follows:
Section 11.02 Termination Without Cause.
-------------------------
This Agreement shall terminate upon: (i) the later of
(a) the distribution of the final payment or liquidation
proceeds on the last Mortgage Loan to the Purchaser (or
advances by the Company for the same), and (b) the disposition
of all REO Property acquired upon foreclosure of the last
Mortgage Loan and the remittance of all funds due hereunder,
or (ii) mutual consent of the Company, Xxxxxx Capital and the
Master Servicer in writing or (iii) at the sole option of
Xxxxxx Capital, without cause, upon 30 days written notice.
Any such notice of termination shall be in writing and
delivered to the Company by registered mail to the address set
forth at the beginning of this Agreement. The Master Servicer,
the Trustee and the Company shall comply with the termination
procedures set forth in Section 11.01 hereof and the
procedures set forth below, provided that, in the event Xxxxxx
Capital terminates this Agreement without cause in accordance
with subclause (iii) above, Xxxxxx Capital shall pay the
Company a termination fee equal to 2.0% of the aggregate
unpaid balance of the Mortgage Loans as of such termination
date.
In connection with any such termination referred to
in clause (ii) or (iii) above, Xxxxxx Capital will be
responsible for reimbursing the Company for all unreimbursed
out-of-pocket Servicing Advances within 15 Business Days
following the date of termination and other reasonable and
necessary out-of-pocket costs associated with any transfer of
servicing.
Notwithstanding and in addition to the foregoing, in
the event that (i) a Mortgage Loan becomes delinquent for a
period of 90 days or more (a "Delinquent Mortgage Loan") or
(ii) a Mortgage Loan becomes an REO Property, Xxxxxx Capital
may at its election terminate this Agreement (a) with respect
to such Delinquent Mortgage Loan or (b) REO Property, in each
case, upon 15 days' written notice to the Company. In the
event of such election, Xxxxxx Capital shall reimburse the
Company for all unreimbursed out-of-pocket Servicing Advances
and Monthly Advances on the date of termination and other
reasonable and necessary out-of-pocket costs associated with
any transfer of servicing, including, but not limited to,
costs associated with the transfer of the related files to the
Purchaser's designee.
13
33. Section 12.01 (Successor to Company) is hereby amended in its entirety
to read as follows:
Simultaneously with the termination of the Company's
responsibilities and duties under this Agreement (a) pursuant
to Sections 3.03, 9.01, 9.04, 11.01 or 11.02, the Master
Servicer shall, in accordance with the provisions of the Trust
Agreement (i) succeed to and assume all of the Company's
responsibilities, rights, duties and obligations under this
Agreement, or (ii) appoint a successor servicer meeting the
eligibility requirements of this Agreement set forth in
Sections 9.01(i) and (ii) and which shall succeed to all
rights and assume all of the responsibilities, duties and
liabilities of the Company under this Agreement with the
termination of the Company's responsibilities, duties and
liabilities under this Agreement. Any successor to the Company
that is not at that time a Servicer of other mortgage loans
for the Trust Fund shall be subject to the approval of the
Master Servicer, Xxxxxx Capital, the Trustee and each Rating
Agency (as such term is defined in the Trust Agreement).
Unless the successor servicer is at that time a Servicer of
other mortgage loans for the Trust Fund, each Rating Agency
must deliver to the Trustee a letter to the effect that such
transfer of servicing will not result in a qualification,
withdrawal or downgrade of the then-current rating of any of
the Certificates. In connection with such appointment and
assumption, the Master Servicer or the Depositor, as
applicable, may make such arrangements for the compensation of
such successor out of payments on the Mortgage Loans as it and
such successor shall agree; provided, however, that no such
compensation shall be in excess of that permitted the Company
under this Agreement. In the event that the Company's duties,
responsibilities and liabilities under this Agreement should
be terminated pursuant to the aforementioned sections, the
Company shall discharge such duties and responsibilities
during the period from the date it acquires knowledge of such
termination until the effective date thereof with the same
degree of diligence and prudence which it is obligated to
exercise under this Agreement, and shall take no action
whatsoever that might impair or prejudice the rights or
financial condition of its successor. The resignation or
removal of the Company pursuant to the aforementioned sections
shall not become effective until a successor shall be
appointed pursuant to this Section 12.01 and shall in no event
relieve the Company of the representations and warranties made
pursuant to Section 3.01 and the remedies available to the
Trustee under Sections 3.03 and 9.01, it being understood and
agreed that the provisions of such Sections 3.01, 3.03 and
9.01 shall be applicable to the Company notwithstanding any
such resignation or termination of the Company, or the
termination of this Agreement.
Within a reasonable period of time, but in no event
longer than 30 days of the appointment of a successor entity,
the Company shall prepare, execute and deliver to the
successor entity any and all documents and other instruments,
place in such successor's possession all Servicing Files, and
do or cause to be done all other acts or things necessary or
appropriate to effect the purposes of such notice of
termination. The Company shall cooperate with the Trustee and
the Master Servicer, as applicable, and such successor in
effecting the termination of the Company's responsibilities
and rights hereunder and the transfer of servicing
responsibilities to the successor Servicer, including without
limitation, the transfer to such successor for administration
by it of all cash amounts which shall at the time be credited
by the Company to the Custodial Account or any Escrow Account
or thereafter received with respect to the Mortgage Loans.
14
Any successor appointed as provided herein shall
execute, acknowledge and deliver to the Trustee, the Company
and the Master Servicer an instrument (i) accepting such
appointment, wherein the successor shall make the
representations and warranties set forth in Section 3.01 and
(ii) an assumption of the due and punctual performance and
observance of each covenant and condition to be performed and
observed by the Company under this Agreement, whereupon such
successor shall become fully vested with all the rights,
powers, duties, responsibilities, obligations and liabilities
of the Company, with like effect as if originally named as a
party to this Agreement. Any termination or resignation of the
Company or termination of this Agreement pursuant to Sections
12.01 shall not affect any claims that the Master Servicer or
the Trustee may have against the Company arising out of the
Company's actions or failure to act prior to any such
termination or resignation.
The Company shall deliver (i) within three (3)
Business Days to the successor Servicer the funds in the
Custodial Account and Escrow Account and (ii) within 30
Business Days all Mortgage Loan Documents and related
documents and statements held by it hereunder and the Company
shall account for all funds and shall execute and deliver such
instruments and do such other things as may reasonably be
required to more fully and definitively vest in the successor
all such rights, powers, duties, responsibilities, obligations
and liabilities of the Company.
Upon a successor's acceptance of appointment as such,
the Company shall notify the Trustee and Master Servicer of
such appointment in accordance with the notice procedures set
forth herein.
Except as otherwise provided in this Agreement, all
reasonable costs and expenses incurred in connection with any
transfer of servicing hereunder as a result of a termination
of the Company for cause pursuant to Section 11.01 of the
Agreement, including, without limitation, the costs and
expenses of the Master Servicer or any other Person in
appointing a successor servicer, or of the Master Servicer in
assuming the responsibilities of the Company hereunder, or of
transferring the Servicing Files and the other necessary data
to the successor servicer shall be paid by the terminated,
removed or resigning Servicer from its own funds without
reimbursement.
34. A new Section 12.12 is hereby added to the SWSA to read as follows:
Intended Third Party Beneficiaries. Notwithstanding any
provision herein to the contrary, the parties to this
Agreement agree that it is appropriate, in furtherance of the
intent of such parties as set forth herein, that the Master
Servicer and the Trustee receive the benefit of the provisions
of this Agreement as intended third party beneficiaries of
this Agreement to the extent of such provisions. The Company
shall have the same obligations to the Master Servicer and the
Trustee as if they were parties to this Agreement, and the
Master Servicer and the Trustee shall have the same rights and
remedies to enforce the provisions of this Agreement as if
they were parties to this Agreement. The Company shall only
take direction from the Master Servicer (if direction by the
Master Servicer is required under this Agreement) unless
otherwise directed by this Agreement. Notwithstanding the
foregoing, all rights and obligations of the Master Servicer
and the Trustee hereunder (other than the right to
indemnification) shall terminate upon termination of the Trust
Agreement and of the Trust Fund pursuant to the Trust
Agreement.
15
EXHIBIT B
Seller's Warranties and Servicing Agreement
[See Exhibits #99.17 and #99.18]
EXHIBIT C
Mortgage Loan Schedule
[INTENTIONALLY OMITTED]
EXHIBIT D-1
STANDARD LAYOUT FOR MONTHLY REMITTANCE ADVICE
FIELD NAME DESCRIPTION FORMAT
---------- ----------- --------
INVNUM INVESTOR LOAN NUMBER Number no decimals
SERVNUM SERVICER LOAN NUMBER, REQUIRED Number no decimals
BEGSCHEDBAL BEGINNING SCHEDULED BALANCE FOR SCHED/SCHED Number two decimals
BEGINNING TRAIL BALANDE FOR ACTUAL/ACTUAL,
REQUIRED
SCHEDPRIN SCHEDULED PRINCIPAL AMOUNT FOR SCHEDULED/SCHEDULED Number two decimals
ACTUAL PRINCIPAL COLLECTED FOR ACTUAL/ACTUAL,
REQUIRED, .00 IF NO COLLECTIONS
CURT1 CURTAILMENT 1 XXXXXX, .00 IF NOT APPLICABLE Number two decimals
CURT1DATE CURTAILMENT 1 DATE, BLANK IF NOT APPLICABLE DD-MMM-YY
CURT1ADJ CURTAILMENT 1 ADJUSTMENT, .00 IF NOT APPLICABLE Number two decimals
CURT2 CURTAILMENT 2 XXXXXX, .00 IF NOT APPLICABLE Number two decimals
CURT2DATE CURTAILMENT 2 DATE, BLANK IF NOT APPLICABLE DD-MMM-YY
CURT2ADJ CURTAILMENT 2 ADJUSTMENT, .00 IF NOT APPLICABLE Number two decimals
LIQPRIN PAYOFF, LIQUIDATION PRINCIPAL, .00 IF NOT APPLICABLE Number two decimals
OTHPRIN OTHER PRINCIPAL, .00 IF NOT APPLICABLE Number two decimals
PRINREMIT TOTAL PRINCIPAL REMITTANCE AMOUNT, .00 IF NOT APPLICABLE Number two decimals
INTREMIT NET INTEREST REMIT, INCLUDE PAYOFF INTEREST, Number two decimals
.00 IF NOT APPLICABLE
TOTREMIT TOTAL REMITTANCE AMOUNT, .00 IF NOT APPLICABLE Number two decimals
ENDSCHEDBAL ENDING SCHEDULED BALANCE FOR SCHEDULED/SCHEDULED Number two decimals
ENDING TRIAL BALANCE FOR ACTUAL/ACTUAL
.00 IF PAIDOFF, LIQUIDATED OR FULL CHARGEOFF
ENDACTBAL ENDING TRIAL BALANCE Number two decimals
.00 IF PAIDOFF, LIQUIDATED OR FULL CHARGEOFF
ENDDUEDATE ENDING ACTUAL DUE DATE, NOT LAST PAID INSTALLMENT DD-MMM-YY
ACTCODE 60 IF PAIDOFF, BLANK IF NOT APPLICABLE Number no decimals
ACTDATE ACTUAL PAYOFF DATE, BLANK IF NOT APPLICABLE DD-MMM-YY
INTRATE INTEREST RATE, REQUIRED Number seven decimals
Example .0700000 for 7.00%
SFRATE SERVICE FEE RATE, REQUIRED Number seven decimals
Example .0025000 for .25%
PTRATE PASS THRU RATE, REQUIRED Number seven decimals
Example .0675000 for 6.75%
PIPMT P&I CONSTANT, REQUIRED Number two decimals
.00 IF PAIDOFF
X-0-0
XXXXXXX X-0
XXXXXXXX XXXXXX FOR MONTHLY DEFAULTED LOAN REPORT
1. Deal Identifier by Loan
2. SBO Loan Number
3. Loan Number
4. Investor Loan Number
5. Street Address
6. City
7. State
8. Zip Code
9. Original Loan Amount
10. Origination Date
11. First Payment Date
12. Current Loan Amount
13. Current Interest Rate
14. Current P&I Payment Amount
15. Scheduled Balance
16. Scheduled Due Date
17. Next Rate Adjustment Date
18. Next Payment Adjustment Date
19. Loan Term
20. Loan Type
21. Servicing Fee
22. Product Type
23. Property Type
24. Ownership Code
25. Actual Due Date
26. Delinquency Status
27. Reason for Default
28. FC Flag
29. Date Loan Reinstated
30. FC Suspended Date
31. Reason Suspended
32. FC Start Date (referral date)
33. Actual Notice of Intent Date
34. Actual First Legal Date
35. Date Bid Instructions Sent
36. Date F/C Sale Scheduled
37. Foreclosure Actual Sale Date
38. Actual Redemption End Date
39. Occupancy Status
40. Occupancy Status Date
41. Actual Eviction Start Date
42. Actual Eviction Complete Date
43. Loss Mit Workstation Status
44. Loss Mit Flag
45. Loss Mit Type
46. Loss Mit Start Date
47. Loss Mit Approval Date
48. Loss Mit Removal Date
49. REO Flag
50. Actual REO Start Date
51. REO List Date
D-2-1
52. REO List Price
53. Date REO Offer Received
54. Date REO Offer Accepted
55. REO Scheduled Close Date
56. REO Actual Closing Date
57. REO Net Sales proceeds
58. REO Sales Price
59. Paid Off Code
60. Paid in Full Date
61. MI Certificate Number
62. MI Cost
63. Other Advance Expenses
64. T&I Advances
65. Interest Advances
66. Liquidation Status
67. BK Atty Fees & Costs
68. FC Atty Fees & Costs
69. Eviction Atty Fees & Costs
70. Appraisal, BPO Costs
71. Property Preservation Fees
72. Actual Claim Filed Date
73. Actual Claim Amount Filed
74. Claim Amount Paid
75. Claim Funds Received Date
76. Realized Gain or Loss
77. BK Flag
78. Bankruptcy Chapter
79. Actual Bankruptcy Start Date
80. Actual Payment Plan Start Date
81. Actual Payment Plan End Date
82. Date POC Filed
83. Date Filed Relief/Dismissal
84. Relief/Dismissal Hearing Date
85. Date Relief/Dismissal Granted
86. Post Petition Due Date
87. Prepayment Flag
88. Prepayment Waived
89. Prepayment Premium Collected
90. Partial Prepayment Amount Collected
91. Prepayment Expiration Date
92. Origination Value Date
93. Origination Value Source
94. Original Value Amount
95. FC Valuation Amount
96. FC Valuation Source
97. FC Valuation Date
98. REO Value Source
99. REO Value(As-is)
100. REO Repaired Value
101. REO Value Date
102. Investor/Security Billing Date Sent
D-2-2
