0001162318-05-000178 Sample Contracts

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INDENTURE between HOMEBANC MORTGAGE TRUST 2005-1, Issuer and Indenture Trustee Dated as of February 1, 2005
Indenture • March 8th, 2005 • HMB Acceptance Corp. • Asset-backed securities • New York
BEAR STEARNS
HMB Acceptance Corp. • March 8th, 2005 • Asset-backed securities • New York

TO: HomeBanc Mortgage Trust 2005-1, by U.S. Bank National Association, not individually but solely as Administrator under the Administration Agreement, dated as of February 1, 2005, on behalf of HomeBanc Mortgage Trust 2005-1, Mortgage-Backed Notes

BEAR STEARNS
HMB Acceptance Corp. • March 8th, 2005 • Asset-backed securities • New York

The purpose of this letter agreement ("Agreement") is to confirm the terms and conditions of the Transaction entered into on the Trade Date specified below (the "Transaction") between Bear Stearns Financial Products Inc. ("BSFP") and U.S. Bank National Association, not individually, but solely as Administrator on behalf of HomeBanc Mortgage Trust 2005-1, Mortgage-Backed Notes (“Counterparty”) under the Administration Agreement, dated as of February 1, 2005, among HomeBanc Mortgage Trust 2005-1, a Delaware statutory trust, as Issuer, U.S. Bank National Association, as Administrator and as Indenture Trustee, Wilmington Trust Company, as owner trustee, and HMB Acceptance Corp., as depositor, (the “Administration Agreement”). This Agreement, which evidences a complete and binding agreement between you and us to enter into the Transaction on the terms set forth below, constitutes a "Confirmation" as referred to in the "ISDA Form Master Agreement" (as defined below), as well as a “Schedule”

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