0001144204-06-041731 Sample Contracts

FIRST HORIZON ASSET SECURITIES INC. Depositor FIRST HORIZON HOME LOAN CORPORATION Master Servicer and THE BANK OF NEW YORK Trustee
Pooling and Servicing Agreement • October 11th, 2006 • First Horizon Asset Sec Mort Pass THR Certs Ser 2006-3 • Asset-backed securities • Delaware

THIS POOLING AND SERVICING AGREEMENT, dated as of September 1, 2006, among FIRST HORIZON ASSET SECURITIES INC., a Delaware corporation, as depositor (the “Depositor”), FIRST HORIZON HOME LOAN CORPORATION, a Kansas corporation, as master servicer (the “Master Servicer”), and THE BANK OF NEW YORK, a banking corporation organized under the laws of the State of New York, as trustee (the “Trustee”).

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MORTGAGE LOAN PURCHASE AGREEMENT
Mortgage Loan Purchase Agreement • October 11th, 2006 • First Horizon Asset Sec Mort Pass THR Certs Ser 2006-3 • Asset-backed securities • Texas

THIS MORTGAGE LOAN PURCHASE AGREEMENT dated as of September 29, 2006 by and between FIRST HORIZON HOME LOAN CORPORATION, a Kansas corporation (the “Seller”), and FIRST HORIZON ASSET SECURITIES INC. (the “Purchaser”).

FIRST HORIZON ASSET SECURITIES INC. MORTGAGE PASS-THROUGH CERTIFICATES SERIES 2006-3 TERMS AGREEMENT (to Underwriting Agreement, dated June 28, 2006 among the Company, First Horizon Home Loan Corporation and the Underwriter)
Terms Agreement • October 11th, 2006 • First Horizon Asset Sec Mort Pass THR Certs Ser 2006-3 • Asset-backed securities

Morgan Stanley & Co. Incorporated, (the “Underwriter”) agrees, subject to the terms and provisions herein and of the captioned Underwriting Agreement (the “Underwriting Agreement”), to purchase such Classes of First Horizon Mortgage Pass-Through Trust 2006-3, Mortgage Pass-Through Certificates, Series 2006-3 (the “Series 2006-3 Certificates”) specified in Section 2(a) hereof (the “Offered Certificates”). This letter supplements and modifies the Underwriting Agreement solely as it relates to the purchase and sale of the Offered Certificates described below. The Series 2006-3 Certificates are registered with the Securities and Exchange Commission by means of an effective Registration Statement (No. 333-132046). Capitalized terms used and not defined herein have the meanings given them in the Underwriting Agreement.

FIRST HORIZON ASSET SECURITIES INC. MORTGAGE PASS-THROUGH CERTIFICATES SERIES 2006-3 TERMS AGREEMENT (to Underwriting Agreement, dated March 24, 2006 between the Company and the Underwriter)
Terms Agreement • October 11th, 2006 • First Horizon Asset Sec Mort Pass THR Certs Ser 2006-3 • Asset-backed securities

Banc of America Securities LLC (the “Underwriter”) agrees, subject to the terms and provisions herein and of the captioned Underwriting Agreement (the “Underwriting Agreement”), to purchase such Classes of First Horizon Mortgage Pass-Through Trust, Series 2006-3 Certificates (the “Series 2006-3 Certificates”) specified in Section 2(a) hereof (the “Offered Certificates”). This letter supplements and modifies the Underwriting Agreement solely as it relates to the purchase and sale of the Offered Certificates described below. The Series 2006-3 Certificates are registered with the Securities and Exchange Commission by means of an effective Registration Statement (No. 333-132046). Capitalized terms used and not defined herein have the meanings given them in the Underwriting Agreement.

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