New York, New York March 27, 2007 Morgan Stanley & Co. Incorporated 1585 Broadway New York, New York 10036 Dear Sirs and Madams: Morgan Stanley Capital I Inc., a Delaware corporation (the "Company"), proposes to sell to you as representative (the...Pooling and Servicing Agreement • April 17th, 2007 • Morgan Stanley Mortgage Loan Trust 2007-6xs • Asset-backed securities • New York
Contract Type FiledApril 17th, 2007 Company Industry Jurisdiction
EXECUTION VERSION BEAR STEARNS COMMERCIAL MORTGAGE SECURITIES INC. COMMERCIAL MORTGAGE PASS-THROUGH CERTIFICATES, SERIES 2007-PWR15 UNDERWRITING AGREEMENTPooling and Servicing Agreement • April 13th, 2007 • Bear Stearns Commercial Mortgage Securities Trust 2007-Pwr15 • Asset-backed securities • New York
Contract Type FiledApril 13th, 2007 Company Industry Jurisdiction
SECURITIZED ASSET BACKED RECEIVABLES LLC $514,684,000 (Approximate)Pooling and Servicing Agreement • March 15th, 2007 • Securitized Asset Backed Receivables LLC Trust 2007-Nc2 • Asset-backed securities • New York
Contract Type FiledMarch 15th, 2007 Company Industry Jurisdiction
EXHIBIT 99.1 ------------ The Amendment. AMENDMENT NO. 1Pooling and Servicing Agreement • November 9th, 2006 • Residential Asset Securitization Trust 2006-A12 • Asset-backed securities • New York
Contract Type FiledNovember 9th, 2006 Company Industry Jurisdiction
SCHEDULE to the Master Agreement dated as of September 8, 2006 between LEHMAN BROTHERS SPECIAL FINANCING INC. ("Party A"), a corporation organized under the laws of the State of Delaware andPooling and Servicing Agreement • November 2nd, 2006 • CWABS Asset-Backed Certificates Trust 2006-14 • Asset-backed securities • New York
Contract Type FiledNovember 2nd, 2006 Company Industry Jurisdiction
MERRILL LYNCH MORTGAGE INVESTORS, INC. By: ----------------------------------------- Name: Matthew Whalen Title: PresidentPooling and Servicing Agreement • December 7th, 2004 • Terwin Mortgage Trust, Series 2004-11he • Asset-backed securities • New York
Contract Type FiledDecember 7th, 2004 Company Industry Jurisdiction
EXHIBIT 5.1Pooling and Servicing Agreement • August 13th, 2004 • New Century Mortgage Securities Inc • Asset-backed securities
Contract Type FiledAugust 13th, 2004 Company Industry
MERRILL LYNCH MORTGAGE INVESTORS, INC. By: ----------------------------------------- Name: Matthew Whalen Title: President U.S. BANK NATIONAL ASSOCIATION, not in its individual capacity but solely as Trustee for Terwin Mortgage Trust, Asset-Backed...Pooling and Servicing Agreement • June 21st, 2004 • Merrill Lynch Mortgage Investors Inc • Asset-backed securities • New York
Contract Type FiledJune 21st, 2004 Company Industry Jurisdiction
March 5, 2004 Homestar Mortgage Acceptance Corp. Home Star Mortgage Services LLC W. 115 Century Road W. 115 Century Road Paramus, New Jersey 07652 Paramus, New Jersey 07652 Citigroup Global Markets Inc. HSBC Bank USA 390 Greenwich Street 452 Fifth...Pooling and Servicing Agreement • March 17th, 2004 • Homestar Mortgage Accep Corp Asst Back Certs Ser 2004-1 • Asset-backed securities
Contract Type FiledMarch 17th, 2004 Company Industry
Deutsche Bank National Trust Company 1761 East St. Andrew Place Santa Ana, California 92705-4934 Re: IndyMac MBS, Inc. Residential Asset Securitization Trust, Series 2003-A12 Mortgage-Pass Through Certificates, Series 2003-L...Pooling and Servicing Agreement • September 26th, 2003 • Indymac MBS Inc • Asset-backed securities
Contract Type FiledSeptember 26th, 2003 Company Industry
AMENDMENT NO. 1 toPooling and Servicing Agreement • November 27th, 2002 • Sequoia Residential Funding Inc • Asset-backed securities • New York
Contract Type FiledNovember 27th, 2002 Company Industry Jurisdiction
EXECUTION AMENDMENT NO. 1Pooling and Servicing Agreement • November 27th, 2002 • Sequoia Residential Funding Inc • Asset-backed securities • New York
Contract Type FiledNovember 27th, 2002 Company Industry Jurisdiction
Exhibit 4.2 -----------Pooling and Servicing Agreement • May 7th, 2002 • Ameriquest Mortgage Securities Inc as-Bk Ps-Th Ct Sr 2002-1 • Finance services • New York
Contract Type FiledMay 7th, 2002 Company Industry Jurisdiction
Exhibit 4.2Pooling and Servicing Agreement • December 28th, 2001 • Ameriquest Mort Sec Inc Flo Rate Mort Pas THR Cert Ser 01 3 • Finance services • New York
Contract Type FiledDecember 28th, 2001 Company Industry Jurisdiction
Section 2. Representations and Warranties; Conditions Precedent. ------------------------------------------Pooling and Servicing Agreement • July 31st, 2001 • Ameriquest Mort Sec Inc Float Rate Mort Pa Th Cer Ser 2001-1 • Finance services • New York
Contract Type FiledJuly 31st, 2001 Company Industry Jurisdiction
IMPAC SECURED ASSETS CORP., as Depositor, IMPAC FUNDING CORPORATION, as Master Servicer,Pooling and Servicing Agreement • June 12th, 2001 • Impac Secured Assets Corp • Asset-backed securities
Contract Type FiledJune 12th, 2001 Company Industry
BANKERS TRUST COMPANY OF CALIFORNIA, N.A. as Trustee AMENDMENT NO. 1 dated as of February 15, 2001 to thePooling and Servicing Agreement • May 1st, 2001 • Impac Secured Assets Corp • Asset-backed securities
Contract Type FiledMay 1st, 2001 Company Industry
RECITALSPooling and Servicing Agreement • April 5th, 2001 • American Express Credit Account Master Trust • Asset-backed securities • New York
Contract Type FiledApril 5th, 2001 Company Industry Jurisdiction
March __, 2001 Deutsche Banc Alex. Brown Inc. 31 West 52nd Street New York, New York 10019 Opinion: Underwriting Agreement ACE Securities Home Equity Loan Trust, Series 2001-NC1 Asset Backed Pass-Through Certificates...Pooling and Servicing Agreement • March 22nd, 2001 • Ace Securities Corp • Asset-backed securities
Contract Type FiledMarch 22nd, 2001 Company IndustryWe have acted as counsel to ACE Securities Corp. (the "Depositor") in connection with (i) the Mortgage Loan Purchase Agreement, dated March 19, 2001 (the "Mortgage Loan Purchase Agreement"), among the Depositor, NC Capital Corporation and Deutsche Bank AG New York Branch (the "Seller"), (ii) the Pooling and Servicing Agreement, dated as of March 1, 2001 (the "Pooling and Servicing Agreement"), among the Depositor as depositor, Litton Loan Servicing LP as servicer (the "Servicer"), U.S. Bank National Association as trustee (the "Trustee") and Bankers Trust Company of California, N.A. as trust administrator (the "Trust Administrator") and the certificates issued pursuant thereto designated as Asset-Backed Pass-Through Certificates, Series 2001-NC1, (collectively, the "Certificates"), (iii) the Underwriting Agreement, dated March 19, 2001 (the "Underwriting Agreement"), between the Depositor and Deutsche Banc Alex. Brown Inc. (the "Underwriter") pursuant to which certain Certificates were
EXHIBIT 10 ----------Pooling and Servicing Agreement • December 4th, 2000 • Chase Funding Inc • Asset-backed securities • New York
Contract Type FiledDecember 4th, 2000 Company Industry Jurisdiction
Section 2. REPRESENTATIONS AND WARRANTIES; CONDITIONS PRECEDENT.Pooling and Servicing Agreement • September 11th, 2000 • Option One Mort Accept Corp Asset Backed Cert Series 2000-3 • Asset-backed securities • New York
Contract Type FiledSeptember 11th, 2000 Company Industry Jurisdiction
EXHIBIT 99.2Pooling and Servicing Agreement • September 1st, 2000 • Gmac Commercial Mortgage Securities Inc • Asset-backed securities • New York
Contract Type FiledSeptember 1st, 2000 Company Industry Jurisdiction
Section 2. Representations and Warranties; Conditions ------------------------------------------ Precedent ---------Pooling and Servicing Agreement • July 21st, 2000 • Ameriquest Mortgage Sec Inc Float Rate Mo Pa Th Ce Se 2000-2 • Finance services • New York
Contract Type FiledJuly 21st, 2000 Company Industry Jurisdiction
EXECUTION COPY AMENDMENT NO.1 TO THE ELDER-BEERMAN MASTER TRUST POOLING AND SERVICING AGREEMENT AMENDMENT NO. 1 TO THE ELDER-BEERMAN MASTER TRUST POOLING AND SERVICING AGREEMENT, dated as of May 19, 2000 among the THE EL-BEE RECEIVABLES CORPORATION, a...Pooling and Servicing Agreement • June 13th, 2000 • Elder Beerman Stores Corp • Retail-department stores • New York
Contract Type FiledJune 13th, 2000 Company Industry Jurisdiction
1 Exhibit 10.3 2 August 24, 1999 Advanta Mortgage Loan Trust 1999-3 (the "Trust") c/o Bankers Trust Company of California, N.A. 3 Park Plaza 16th Floor Irvine, California 92714 Ambac Assurance Corporation One State Street Plaza New York, New York...Pooling and Servicing Agreement • September 7th, 1999 • Advanta Mortgage Loan Trust 1999-3 • Asset-backed securities
Contract Type FiledSeptember 7th, 1999 Company Industry
AMENDMENT NO. 1 TO THE POOLING AND SERVICING AGREEMENTPooling and Servicing Agreement • April 30th, 1999 • Saks Inc • Retail-department stores • New York
Contract Type FiledApril 30th, 1999 Company Industry Jurisdiction
AGREEMENT:Pooling and Servicing Agreement • December 15th, 1998 • Federated Department Stores Inc /De/ • Retail-department stores
Contract Type FiledDecember 15th, 1998 Company Industry
12 2 September 23, 1998 Advanta Mortgage Loan Trust 1998-3 (the "Trust") c/o Bankers Trust Company of California, N.A. Three Park Plaza 16th Floor Irvine, California 92714 MBIA Insurance Corporation 113 King Street Armonk, New York 10504 Re: Pooling...Pooling and Servicing Agreement • October 9th, 1998 • Advanta Mortgage Loan Trust 1998-3 • Asset-backed securities
Contract Type FiledOctober 9th, 1998 Company Industry
FOURTH AMENDMENT TO THE CHEVY CHASE MASTER CREDIT CARD TRUST AMENDED AND RESTATED POOLING AND SERVICING AGREEMENTPooling and Servicing Agreement • June 8th, 1998 • Chevy Chase Master Credit Card Trust Ii • Asset-backed securities • New York
Contract Type FiledJune 8th, 1998 Company Industry Jurisdiction
March 25, 1998 The Persons Named on Schedule 1 Hereto Re: NationsLink Funding Corporation, Commercial Mortgage Pass-Through Certificates, Series 1998-1 Ladies and Gentlemen: We are rendering this opinion letter pursuant to Section 6(b) of that certain...Pooling and Servicing Agreement • April 7th, 1998 • Nationslink Funding Corp Comm Mort Pass THR Cert Ser 1998-1 • Asset-backed securities
Contract Type FiledApril 7th, 1998 Company Industry
SECOND AMENDMENT TO THE POOLING AND SERVICING AGREEMENTPooling and Servicing Agreement • January 16th, 1998 • Dayton Hudson Receivables Corp • Asset-backed securities • Delaware
Contract Type FiledJanuary 16th, 1998 Company Industry Jurisdiction
TABLE OF CONTENTS Page ARTICLE I DEFINITIONS . . . . . . . . . . . . . . . .1 SECTION 1.1 Definitions. . . . . . . . . . . . .1 SECTION 1.2 Other Interpretive Provisions. . . 21 ARTICLE II CONVEYANCE OF RECEIVABLES. . . . . . . . 22 SECTION 2.1...Pooling and Servicing Agreement • June 2nd, 1997 • First National Bank of Commerce • Asset-backed securities • New York
Contract Type FiledJune 2nd, 1997 Company Industry Jurisdiction
October 31, 1996 Chase Manhattan Bank USA, National Association 802 Delaware Avenue Wilmington, Delaware 19801 Re: Chemical Master Credit Card Trusts Asset- Backed Certificates ------------------------- Ladies and Gentlemen: We have acted as counsel...Pooling and Servicing Agreement • October 31st, 1996 • Chase Manhattan Bank Usa • Asset-backed securities
Contract Type FiledOctober 31st, 1996 Company Industry