0001162318-06-000490 Sample Contracts

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ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENT
Assignment and Assumption Agreement • April 14th, 2006 • MSM 2006-4sl • Asset-backed securities • New York

THIS ASSIGNMENT AND ASSUMPTION AGREEMENT, dated March 30, 2006 (this “Assignment” or this “Agreement”), is entered into among Morgan Stanley Mortgage Capital Inc. (the “Owner”), HomEq Servicing Corporation, a New Jersey corporation (the “Servicer”), and LaSalle Bank National Association, as trustee (the “Trustee”) of Morgan Stanley Mortgage Loan Trust 2006-4SL (the “Trust”), and acknowledged by Morgan Stanley Capital I Inc. (the “Depositor”) and GMAC Mortgage Corporation (“GMACM”) as interim servicer (the “Interim Servicer”).

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