0000882377-06-003497 Sample Contracts

IndyMac MBS, Inc. IndyMac Residential Mortgage-Backed Trust, Series 2006-L3 IndyMac Residential Mortgage-Backed Certificates, Series 2006-L3 UNDERWRITING AGREEMENT
Underwriting Agreement • October 11th, 2006 • IndyMac Residential Mortgage-Backed Trust, Series 2006-L3 • Asset-backed securities • New York

IndyMac MBS, Inc., a corporation organized and existing under the laws of the State of Delaware (the “Company”), proposes to cause the formation of trusts (each, a “Trust”) from time to time and to offer for sale from time to time its Asset-Backed Securities evidencing interests in pools of certain contracts and mortgage loans (the “Securities”). The Securities may be issued in various series, and within each series, in one or more classes, in one or more offerings on terms determined at the time of sale (each such series, a “Series” and each such class, a “Class”). Each Trust may issue one or more Classes of a Series, each evidencing a fractional undivided interest in the related Trust, pursuant to a Pooling and Servicing Agreement (each, a “Pooling and Servicing Agreement”) to be dated as of the respective Cut-off Date among the Company, the seller and the servicer named therein (the “Seller” and the “Servicer,” as applicable) and the trustee named therein (the “Trustee”).

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INDYMAC MBS, INC., Depositor INDYMAC BANK, F.S.B., Seller and Servicer And DEUTSCHE BANK NATIONAL TRUST COMPANY Trustee POOLING AND SERVICING AGREEMENT DATED AS OF SEPTEMBER 1, 2006 INDYMAC RESIDENTIAL MORTGAGE-BACKED TRUST, SERIES 2006-L3 RESIDENTIAL...
Pooling and Servicing Agreement • October 11th, 2006 • IndyMac Residential Mortgage-Backed Trust, Series 2006-L3 • Asset-backed securities • New York

This Pooling and Servicing Agreement is dated as of September 1, 2006 (the “Agreement”), among INDYMAC MBS, INC., as depositor (the “Depositor”), INDYMAC BANK, F.S.B., as seller and servicer (the “Seller” and “Servicer”, as applicable) and DEUTSCHE BANK NATIONAL TRUST COMPANY, as trustee (the “Trustee”).

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