GOLDMAN SACHS MORTGAGE COMPANY Purchaser and NATIONAL CITY MORTGAGE CO. CompanyFlow Seller’s Warranties and Servicing Agreement • September 8th, 2006 • GSR Mortgage Loan Trust 2006-8f • Asset-backed securities • New York
This is an Second Amended and Restated Flow Seller’s Warranties and Servicing Agreement for various residential first mortgage loans, dated and effective as of January 1, 2006, and is executed between Goldman Sachs Mortgage Company, as purchaser (the “Purchaser”), and National City Mortgage Co., as seller and servicer (the “Company”).
Standard Contracts
TRUST AGREEMENT GS Mortgage Securities Corp. Depositor GSR Mortgage Loan Trust 2006-8F Mortgage Pass-Through Certificates, Series 2006-8F August 2006 EditionMaster Servicing and Trust Agreement • September 8th, 2006 • GSR Mortgage Loan Trust 2006-8f • Asset-backed securities
GS Mortgage Securities Corp. (the “Depositor”), a trustee (together with its successors and assigns, the “Trustee”), a securities administrator (together with its successors and assigns, the “Securities Administrator”), custodians (together with their successors and assigns, the “Custodians”), and a master servicer (together with its successors and assigns, the “Master Servicer”) identified in the Trust Agreement (as defined below) have entered into the Trust Agreement that provides for the issuance of mortgage pass-through certificates (the “Certificates”) that in the aggregate evidence the entire interest in Mortgage Loans or certificates or securities evidencing an interest therein and other property owned by the Trust created by such Trust Agreement. These Standard Terms are a part of, and are incorporated by reference into, the Trust Agreement.
SECOND AMENDED AND RESTATED MORTGAGE LOAN FLOW PURCHASE, SALE & SERVICING AGREEMENT dated as of May 1, 2006 between GOLDMAN SACHS MORTGAGE COMPANY, Purchaser and PHH MORTGAGE CORPORATION (formerly known as CENDANT MORTGAGE CORPORATION) and BISHOP’S...Mortgage Loan Flow Purchase, Sale & Servicing Agreement • September 8th, 2006 • GSR Mortgage Loan Trust 2006-8f • Asset-backed securities • New York
This Second Amended and Restated Mortgage Loan Flow Purchase, Sale & Servicing Agreement, dated as of May 1, 2006, is entered into between Goldman Sachs Mortgage Company, as the Purchaser (“Purchaser”), PHH Mortgage Corporation (formerly known as Cendant Mortgage Corporation) (“PHH Mortgage”) and Bishop’s Gate Residential Mortgage Trust (formerly known as Cendant Residential Mortgage Trust) (the “Trust,” together with PHH Mortgage, the “Sellers” and individually, each a “Seller”), as the Sellers.
ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENT among GOLDMAN SACHS MORTGAGE COMPANY, as Assignor GS MORTGAGE SECURITIES CORP. as Assignee and COUNTRYWIDE HOME LOANS, INC., as Seller Dated as of August 1, 2006Assignment, Assumption and Recognition Agreement • September 8th, 2006 • GSR Mortgage Loan Trust 2006-8f • Asset-backed securities • New York
This Assignment, Assumption and Recognition Agreement (this “Assignment Agreement”) dated as of August 1, 2006, among GS Mortgage Securities Corp., as assignee (the “Assignee”), Goldman Sachs Mortgage Company, a New York limited partnership (the “Assignor”) and Countrywide Home Loans, Inc., as seller (the “Seller”):
ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENT among GOLDMAN SACHS MORTGAGE COMPANY, as Assignor GS MORTGAGE SECURITIES CORP. as Assignee and COUNTRYWIDE HOME LOANS SERVICING LP, as Servicer Dated as of August 1, 2006Assignment, Assumption and Recognition Agreement • September 8th, 2006 • GSR Mortgage Loan Trust 2006-8f • Asset-backed securities • New York
This Assignment, Assumption and Recognition Agreement (this “Assignment Agreement”) dated as of August 1, 2006, among GS Mortgage Securities Corp., as assignee (the “Assignee”), Goldman Sachs Mortgage Company, a New York limited partnership (the “Assignor”) and Countrywide Home Loans Servicing LP, as servicer (the “Servicer”):
SERVICING AGREEMENT between COUNTRYWIDE HOME LOANS SERVICING LP (Servicer) and GOLDMAN SACHS MORTGAGE COMPANY (Owner) Dated as of July 1, 2004 Fixed & Adjustable-Rate First Lien Residential Mortgage LoansServicing Agreement • September 8th, 2006 • GSR Mortgage Loan Trust 2006-8f • Asset-backed securities • New York
THIS SERVICING AGREEMENT (this “Agreement”) dated as of July 1, 2004, is by and between COUNTRYWIDE HOME LOANS SERVICING LP, in its capacity as servicer
AMENDMENT NO. 1Mortgage Loan Flow Purchase, Sale & Servicing Agreement • September 8th, 2006 • GSR Mortgage Loan Trust 2006-8f • Asset-backed securities • New York
AMENDMENT NO. 1, dated as of August 1, 2006 (“Amendment”), to the Second Amended and Restated Mortgage Loan Flow Purchase, Sale & Servicing Agreement, dated as of May 1, 2006, and as further amended, modified and supplemented from time to time (the “Purchase Agreement”), between GOLDMAN SACHS MORTGAGE COMPANY (the “Purchaser”) and PHH MORTGAGE CORPORATION (formerly known as CENDANT MORTGAGE CORPORATION) and BISHOP’S GATE RESIDENTIAL MORTGAGE TRUST (formerly known as CENDANT RESIDENTIAL MORTGAGE TRUST) (the “Sellers”).
ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENTAssignment, Assumption and Recognition Agreement • September 8th, 2006 • GSR Mortgage Loan Trust 2006-8f • Asset-backed securities • New York
THIS ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENT (this “Assignment”), dated of August 1, 2006, is entered into among GS Mortgage Securities Corp. (the “Assignee”), Goldman Sachs Mortgage Company (the “Assignor”), and PHH Mortgage Corporation (formerly known as Cendant Mortgage Corporation), as the servicer (the “Servicer”) and the seller (the “Seller”).
ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENT among GOLDMAN SACHS MORTGAGE COMPANY, as the Assignor GS MORTGAGE SECURITIES CORP., as the Assignee and NATIONAL CITY MORTGAGE CO., as the Servicer Dated as of August 1, 2006Assignment, Assumption and Recognition Agreement • September 8th, 2006 • GSR Mortgage Loan Trust 2006-8f • Asset-backed securities • New York
WHEREAS, Nat City sold to the Assignor, on a servicing retained basis, certain mortgage loans pursuant to (i) the Second Amended and Restated Flow Seller’s Warranties and Servicing Agreement dated as of January 1, 2006, as amended (the “Flow SWSA”), (ii) the related Warranty Bill of Sale, dated August 16, 2006 (the “Warranty Bill of Sale”) and (iii) the related Trade Confirmation dated as of June 8, 2006, each by and between the Assignor, as purchaser, and Nat City, as seller and servicer;
AMENDMENT NO. 1Flow Seller’s Warranties and Servicing Agreement • September 8th, 2006 • GSR Mortgage Loan Trust 2006-8f • Asset-backed securities • New York
AMENDMENT NO. 1, dated as of July 24, 2006 (“Amendment”), to the Second Amended and Restated Flow Seller’s Warranties and Servicing Agreement, dated as of January 1, 2006, and as further amended, modified and supplemented from time to time (the “Purchase and Servicing Agreement”), between GOLDMAN SACHS MORTGAGE COMPANY (the “Purchaser”) and NATIONAL CITY MORTGAGE CO. (the “Company”).
SERVICING AGREEMENT By and Between WASHINGTON MUTUAL BANK, FA (Servicer) and GOLDMAN SACHS MORTGAGE COMPANY (Owner) Dated as of December 1, 2003 Residential First Lien Mortgage Loans Schedule/Schedule Flow Delivery ProgramServicing Agreement • September 8th, 2006 • GSR Mortgage Loan Trust 2006-8f • Asset-backed securities • New York
This SERVICING AGREEMENT (this “Agreement”) dated as of December 1, 2003, is between Washington Mutual Bank, FA, a savings association organized under the laws of the United States, in its capacity as servicer (the “Servicer”), and Goldman Sachs Mortgage Company, a New York limited partnership, and its successors and assigns, in its capacity as owner (the “Owner”).
ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENT among GS MORTGAGE SECURITIES CORP., as the Assignor as the Assignee and NATIONAL CITY MORTGAGE CO., as the Servicer and as acknowledged by WELLS FARGO BANK, N.A., as Master Servicer Dated as of August...Assignment, Assumption and Recognition Agreement • September 8th, 2006 • GSR Mortgage Loan Trust 2006-8f • Asset-backed securities • New York
WHEREAS, Nat City sold to Goldman Sachs Mortgage Company (“GSMC”), on a servicing retained basis, certain mortgage loans pursuant to (i) the Second Amended and Restated Flow Seller’s Warranties and Servicing Agreement dated as of January 1, 2006, as amended (the “Flow SWSA”), (ii) the related Warranty Bill of Sale, dated August 16, 2006 (the “Warranty Bill of Sale”) and (iii) the related Trade Confirmation dated as of June 8, 2006 (the “Trade Confirmation”), each by and between GSMC, as purchaser, and Nat City, as seller and servicer;
REGULATION AB AMENDMENT TO SERVICING AGREEMENTServicing Agreement • September 8th, 2006 • GSR Mortgage Loan Trust 2006-8f • Asset-backed securities • New York
This REGULATION AB AMENDMENT TO SERVICING AGREEMENT dated as of April 1, 2006 (the "Amendment") between WASHINGTON MUTUAL BANK, a savings bank organized under the laws of the United States, as servicer (the "Servicer"), and GOLDMAN SACHS MORTGAGE COMPANY, a New York limited partnership as owner (the "Owner"), is made with respect to the Servicing Agreement dated as of December 1, 2003, as amended by the First Amendment to Servicing Agreement dated as of October 1, 2004 (as so amended, the "Original Servicing Agreement") between the Servicer and the Owner. Capitalized terms used in this Amendment without definition have the meanings assigned to them in the Original Servicing Agreement.
ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENT among GOLDMAN SACHS MORTGAGE COMPANY, as Assignor, GS MORTGAGE SECURITIES CORP., as Assignee, and WASHINGTON MUTUAL BANK, as Seller and Servicer Dated as of August 1, 2006Assignment, Assumption and Recognition Agreement • September 8th, 2006 • GSR Mortgage Loan Trust 2006-8f • Asset-backed securities • New York
WHEREAS, the Assignor and the Servicer have entered into the Servicing Agreement dated as of December 1, 2003, as amended by the First Amendment to Servicing Agreement dated as of October 1, 2004, and as further amended by the Regulation AB Amendment to Servicing Agreement dated as of April 1, 2006, (the “Servicing Agreement”) and the Assignor and the Sellers are parties to the Mortgage Loan Purchase and Sale Agreement dated as of December 1, 2003, as amended by the First Amendment to Mortgage Loan Purchase Agreement dated as of October 1, 2004, and as further amended by the Regulation AB Amendment to Mortgage Loan Purchase and Sale Agreement dated as of April 1, 2006 (the “Purchase Agreement”);
ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENT among GS MORTGAGE SECURITIES CORP., as Assignor as Assignee WASHINGTON MUTUAL BANK, as Seller and Servicer and as acknowledged by WELLS FARGO BANK, N.A., as Master Servicer Dated as of August 1, 2006Assignment, Assumption and Recognition Agreement • September 8th, 2006 • GSR Mortgage Loan Trust 2006-8f • Asset-backed securities • New York
WHEREAS, Servicer sold to Goldman Sachs Mortgage Company (“GSMC”) certain mortgage loans listed on the mortgage loan schedule attached as Exhibit 1 hereto (the “Mortgage Loans”) pursuant to the Mortgage Loan Purchase and Sale Agreement dated as of December 1, 2003, as amended by the First Amendment to Mortgage Loan Purchase Agreement dated as of October 1, 2004, and as further amended by the Regulation AB Amendment to Mortgage Loan Purchase and Sale Agreement dated as of April 1, 2006 (the “Purchase Agreement”);
AMENDMENT NO. 2Second Amended and Restated Flow Seller’s Warranties and Servicing Agreement • September 8th, 2006 • GSR Mortgage Loan Trust 2006-8f • Asset-backed securities • New York
AMENDMENT NO. 2, dated as of August 9, 2006 (“Amendment”), to the Second Amended and Restated Flow Seller’s Warranties and Servicing Agreement, dated as of January 1, 2006, as amended by Amendment No. 1 dated as of July 24, 2006 and as further amended, modified and supplemented from time to time (the “Purchase and Servicing Agreement”), between GOLDMAN SACHS MORTGAGE COMPANY (the “Purchaser”) and NATIONAL CITY MORTGAGE CO. (the “Company”).
ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENT among GS MORTGAGE SECURITIES CORP., as Assignor U.S. BANK NATIONAL ASSOCIATION, AS TRUSTEE, as Assignee COUNTRYWIDE HOME LOANS, INC., as Seller, and COUNTRYWIDE HOME LOANS SERVICING LP, as Servicer and...Assignment, Assumption and Recognition Agreement • September 8th, 2006 • GSR Mortgage Loan Trust 2006-8f • Asset-backed securities • New York
To provide the Servicer with a form for the calculation of any Realized Loss (or gain) as a result of a Mortgage Loan having been foreclosed and Liquidated.
ContractAssignment, Assumption and Recognition Agreement • September 8th, 2006 • GSR Mortgage Loan Trust 2006-8f • Asset-backed securities • New York
THIS ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENT dated as of August 1, 2006 (this “Agreement”), is among Goldman Sachs Mortgage Company (the “Assignor”), GS Mortgage Securities Corp. (the “Assignee”) and Avelo Mortgage, L.L.C. (the “Company” or the “Servicer”).
GSR MORTGAGE LOAN TRUST 2006-8F MORTGAGE PASS-THROUGH CERTIFICATES SERIES 2006-8F MASTER SERVICING and TRUST AGREEMENT among GS MORTGAGE SECURITIES CORP., as Depositor U.S. BANK NATIONAL ASSOCIATION, as Trustee and as a Custodian WELLS FARGO BANK,...Trust Agreement • September 8th, 2006 • GSR Mortgage Loan Trust 2006-8f • Asset-backed securities • New York
THIS MASTER SERVICING AND TRUST AGREEMENT (this “Trust Agreement”), dated as of August 1, 2006, is hereby executed by and among GS MORTGAGE SECURITIES CORP., a Delaware corporation (the “Depositor”), U.S. BANK NATIONAL ASSOCIATION, as trustee (the “Trustee”) and as a custodian (a “Custodian”), DEUTSCHE BANK NATIONAL TRUST COMPANY, as custodian (a “Custodian”), JPMORGAN CHASE BANK, NATIONAL ASSOCIATION, as a custodian (a “Custodian”) and WELLS FARGO BANK, N.A., as securities administrator (in such capacity, the “Securities Administrator”) and master servicer (in such capacity, the “Master Servicer”). All of the provisions of the Standard Terms to Master Servicing and Trust Agreement (August 2006 Edition) (the “Standard Terms”), unless otherwise specified herein, are hereby incorporated herein by reference and shall be a part of this Trust Agreement as if set forth herein in full.
ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENTAssignment, Assumption and Recognition Agreement • September 8th, 2006 • GSR Mortgage Loan Trust 2006-8f • Asset-backed securities • New York
WHEREAS Goldman Sachs Mortgage Company (“GSMC”) and the Seller have entered into a certain Amended and Restated Mortgage Loan Flow Purchase, Sale & Servicing Agreement, dated as of May 1, 2006, as amended by Amendment No. 1, dated July 1, 2006 (the “Sale and Servicing Agreement”) and the related Purchase, Price and Terms Letter dated as of July 26, 2006 (the “PPTL”), pursuant to which GSMC has acquired certain Mortgage Loans pursuant to the terms of the Sale and Servicing Agreement and the Servicer has agreed to service such Mortgage Loans;
ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENT between GS MORTGAGE SECURITIES CORP., as Assignor and U.S. BANK NATIONAL ASSOCIATION, AS TRUSTEE, as Assignee and as acknowledged by WELLS FARGO BANK, N.A., as Master Servicer Dated as of August 1, 2006Assignment, Assumption and Recognition Agreement • September 8th, 2006 • GSR Mortgage Loan Trust 2006-8f • Asset-backed securities • New York
FLOW SERVICING AGREEMENT between GOLDMAN SACHS MORTGAGE COMPANY, Owner and AVELO MORTGAGE, L.L.C., Servicer Dated as of January 1, 2006 CONVENTIONAL FIXED AND ADJUSTABLE RATE RESIDENTIAL MORTGAGE LOANSServicing Agreement • September 8th, 2006 • GSR Mortgage Loan Trust 2006-8f • Asset-backed securities • New York
This Flow Servicing Agreement (the “Agreement”) is entered into as of the 1st day of January 2006, by and between AVELO MORTGAGE, L.L.C. (the “Servicer”), a Delaware limited liability company and GOLDMAN SACHS MORTGAGE COMPANY, a New York limited partnership (the “Owner”).
FIRST AMENDMENT TO SERVICING AGREEMENTServicing Agreement • September 8th, 2006 • GSR Mortgage Loan Trust 2006-8f • Asset-backed securities • New York
This First Amendment to Servicing Agreement (the “Amendment”) is made and entered into as of October 1, 2004 by and among Goldman Sachs Mortgage Company, a New York limited partnership, as purchaser (the “Purchaser”), and Washington Mutual Bank, FA, a savings association organized under the laws of the United States, as servicer (the “Servicer”).
AMENDMENT REG AB TO THE MASTER MORTGAGE LOAN PURCHASEAND SERVICING AGREEMENTMaster Mortgage Loan Purchase and Servicing Agreement • September 8th, 2006 • GSR Mortgage Loan Trust 2006-8f • Asset-backed securities
This is Amendment Reg AB (“Amendment Reg AB”), dated as of January 1, 2006 by and between Goldman Sachs Mortgage Company (the “Purchaser”), and Countrywide Home Loans, Inc. (the “Company”) to that certain Master Mortgage Loan Purchase Agreement dated as of July 1, 2004 by and between the Company and the Purchaser and that certain Servicing Agreement dated as of July 1, 2004 by and between Countrywide Home Loans Servicing, LP and the Purchaser (as amended, modified or supplemented, the “Existing Agreement”).
THIS TRUST AGREEMENT (this “Trust Agreement”) dated as of August 1, 2006, is executed by and among GS MORTGAGE SECURITIES CORP., as depositor (the “Depositor”), U.S. BANK NATIONAL ASSOCIATION, solely in its capacity as trustee pursuant to the...Trust Agreement • September 8th, 2006 • GSR Mortgage Loan Trust 2006-8f • Asset-backed securities • New York
Pursuant to the terms of that certain Trust Agreement dated as of August 1, 2006 (the “Trust Agreement”), by and among GS Mortgage Securities Corp., as depositor, U.S. Bank National Association, as trustee (the “Trustee”) and Wells Fargo Bank, N.A., as master servicer and securities administrator (in such capacity, the “Securities Administrator”), we hereby present and surrender the Exchangeable REMIC Certificates specified on Schedule I attached hereto (the “Exchangeable REMIC Certificates”) and transfer, assign, set over and otherwise convey to the Securities Administrator, all of our right, title and interest in and to the Exchangeable REMIC Certificates, including all payments of interest thereon received after the date hereof, in exchange for the Exchange Certificates specified on Schedule I attached hereto (the “Exchange Certificates”).