0000882377-06-003037 Sample Contracts

GS MORTGAGE SECURITIES CORP., Depositor, OCWEN LOAN SERVICING, LLC, Servicer, Custodian, and DEUTSCHE BANK NATIONAL TRUST COMPANY, Trustee and Custodian POOLING AND SERVICING AGREEMENT Dated as of August 1, 2006 GSAMP TRUST 2006-S5 MORTGAGE...
Pooling and Servicing Agreement • September 8th, 2006 • GSAMP Trust 2006-S5 • Asset-backed securities • New York

THIS POOLING AND SERVICING AGREEMENT, dated as of August 1, 2006, is among GS MORTGAGE SECURITIES CORP., a Delaware corporation (the “Depositor”), OCWEN LOAN SERVICING, LLC, a Delaware limited liability company (“Ocwen” or the “Servicer”), U.S. BANK NATIONAL ASSOCIATION, a national banking association (“U.S. Bank” and the “Custodian”), and DEUTSCHE BANK NATIONAL TRUST COMPANY, a national banking association, as trustee (the “Trustee”) and as a custodian.

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GS MORTGAGE SECURITIES CORP.
Underwriting Agreement • September 8th, 2006 • GSAMP Trust 2006-S5 • Asset-backed securities

GS Mortgage Securities Corp. (the “Company”) proposes to cause GSAMP Trust 2006-S5 (the “Trust”) to issue its Mortgage Pass-Through Certificates, Series 2006-S5 (the “Certificates”), pursuant to a Pooling and Servicing Agreement, dated as of August 1, 2006 (the “Pooling and Servicing Agreement”), by and among the Company, as depositor, Ocwen Loan Servicing, LLC (“Ocwen”), as servicer (the “Servicer”), U.S. Bank National Association, as a custodian and Deutsche Bank National Trust Company, as trustee (in such capacity, the “Trustee”) and as a custodian, and proposes to sell to Goldman, Sachs & Co. (the “Underwriter”) the Certificates specified on Schedule I hereto pursuant to this Underwriting Agreement (the “Agreement”). The Class A-1, Class A-2, Class M-1, Class M-2, Class M-3, Class M-4, Class M-5, Class M-6 and Class M-7 Certificates identified on Schedule I hereto are the “Publicly Offered Certificates.” The Publicly Offered Certificates, together with the Mortgage Pass-Through Cer

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