0000891092-12-005961 Sample Contracts

SHELLPOINT MORTGAGE ACCEPTANCE LLC
Trust Agreement • October 15th, 2012 • Shellpoint Mortgage Acceptance LLC • Delaware

This Trust Agreement, dated as of ________________ (as amended from time to time, this “Trust Agreement”), between Shellpoint Mortgage Acceptance LLC, a Delaware limited liability company, as Depositor (the “Depositor”) and ______________________, a Delaware ___________________, as Owner Trustee (the “Owner Trustee”),

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SHELLPOINT MORTGAGE ACCEPTANCE LLC
Pooling and Servicing Agreement • October 15th, 2012 • Shellpoint Mortgage Acceptance LLC • New York

This Pooling and Servicing Agreement, effective as of _______________ 1, 20___, among SHELLPOINT MORTGAGE ACCEPTANCE LLC, as the depositor (together with its permitted successors and assigns, the “Depositor”), [NAME OF MASTER SERVICER], as master servicer (together with its permitted successors and assigns, the “Master Servicer”), and [NAME OF TRUSTEE], as trustee (together with its permitted successors and assigns, the “Trustee”),

NAME OF SERVICER], as Servicer, and SHELLPOINT MORTGAGE ACCEPTANCE LLC as Company
Servicing Agreement • October 15th, 2012 • Shellpoint Mortgage Acceptance LLC • New York

This Servicing Agreement, dated as of _______________, between [Name of Servicer], as Servicer (the “Servicer”) and Shellpoint Mortgage Acceptance LLC, as Company (the “Company”),

SHELLPOINT MORTGAGE ACCEPTANCE LLC TRUST SERIES 20__ - __
Indenture • October 15th, 2012 • Shellpoint Mortgage Acceptance LLC • New York

This Indenture, dated as of _______________, between Shellpoint Mortgage Acceptance LLC Trust Series 20__ -__, a Delaware statutory trust, as Issuing Entity (the “Issuing Entity”), and ____________________________, a ____________________________, as Indenture Trustee (the “Indenture Trustee”),

SHELLPOINT MORTGAGE ACCEPTANCE LLC Mortgage Pass-Through Certificates, Series 20__-__
Underwriting Agreement • October 15th, 2012 • Shellpoint Mortgage Acceptance LLC • New York

The Certificates will be issued pursuant to a pooling and servicing agreement (the “Pooling and Servicing Agreement”) to be dated as of __________, 20__ (the “Cut-off Date”) among the Company, as seller, ____________, as master servicer (“Master Servicer”), and ____________, as trustee (the “Trustee”). The Certificates are described more fully in the Basic Prospectus and the Prospectus Supplement (each as hereinafter defined) which the Company has furnished to you.

SHELLPOINT MORTGAGE ACCEPTANCE LLC LIMITED LIABILITY COMPANY AGREEMENT
Limited Liability Company Agreement • October 15th, 2012 • Shellpoint Mortgage Acceptance LLC • Delaware

This LIMITED LIABILITY COMPANY AGREEMENT (the “Agreement”) of Shellpoint Mortgage Acceptance LLC, a Delaware limited liability company (the “Company”), is made and entered into as of the 10th day of October 2012, by and between Shellpoint Partners LLC, a Delaware limited liability company (the “Member”), and the Company.

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