Preview
Full Doc
 | 2007 |
Administration Agreement
Administration Agreement (39K)
Doc #2747943: Click preview link for longer preview.
EXECUTION
ADMINISTRATION AGREEMENT
among
THORNBURG MORTGAGE SECURITIES TRUST 2007-1,
as Issuer
LASALLE BANK NATIONAL ASSOCIATION,
as Indenture Trustee,
WELLS FARGO BANK, N.A.,
as Securities Administrator
WILMINGTON TRUST COMPANY,
as Owner Trustee
and
STRUCTURED ASSET SECURITIES CORPORATION,
as Depositor
Dated as of February 1, 2007
This Administration Agreement (the ?Agreement?) is entered into as of February 1, 2007 among THORNBURG MORTGAGE SECURITIES TRUST 2007-1, a . . .
2747943
|
Thornburg
As referenced in this Administration Agreement:
Thornburg Mortgage Home Loans, Inc – of the Securities, including (i) a sale and servicing agreement dated as of February 1, 2007 (the Sale and Servicing Agreement), among the Issuer, as issuer, the Depositor, as depositor, Thornburg Mortgage Home Loans, Inc ., as initial seller (the Initial Seller), Thornburg Mortgage Funding, Inc., as seller (the Seller), Wells Fargo Bank, N.A., as master servicer (in such capacity, the Master Servicer), the _____________
dt 1720833
;
| |
Preview
Full Doc
 | 2003 |
Assignment, Assumption and Recognition Agreement
Assignment, Assumption and Recognition Agreement (336K)
Doc #178162: Click preview link for longer preview.
ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENT
THIS ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENT (this Assignment), dated as of August 1, 2003, is entered into by and among THORNBURG MORTGAGE SECURITIES TRUST 2003-4 (the Assignee), THORNBURG MORTGAGE HOME LOANS, INC., a Delaware corporation (the Assignor), BISHOPS GATE RESIDENTIAL MORTGAGE TRUST (formerly known as Cendant Residential Mortgage Trust, and together with, CENDANT MORTGAGE CORPORATION, the Sellers and individually, each a Seller), and CENDANT MORTGAGE CORPORATION, as servicer (the Servicer), and acknowledged by WELLS FARGO BANK MINNESOTA, NATIONAL ASSOCIATION, as master servicer, or any successor acting in the capacity of master servicer (the Master Servicer) and DEUTSCHE BANK NATIONAL TRUST COMPANY, as Indenture Trustee (the Indenture Trustee).
RECITALS
WHEREAS, the Assignor, the Sellers and the Servicer have entered into a certain Mortgage Loan Flow Purchase, Sale & Servicing Agreement, dated as of December 23, 2002 (the Purchase Agreement), pursuant to which the Assignor has acquired certain Mortgage Loans from the Sellers pursuant to the terms of the Purchase Agreement and Servicer has agreed to service such Mortgage Loans; and
WHEREAS, the Assignor has purchased under the Purchase Agreement certain Mortgage Loans secured by collateral in addition to the real property securing such Mortgage Loans (the Additional Collateral Mortgage Loans); and
WHEREAS, the Assignor, the Sellers and Servicer have entered into a certain Additional Collateral Assignment and Servicing Agreement, dated as of December 23, 2002 (the Additional Collateral Agreement), pursuant to which the Servicer has agreed to administer and monitor the Additional Collateral Servicers (as such term is defined in Section 1 of the Additional Collateral Agreement) obligations to administer and service the Additional Collateral Mortgage Loans; and
WHEREAS, the Assignee has agreed, on the terms and conditions contained herein, to purchase from the Assignor the Mortgage Loans and the Additional Collateral Mortgage Loans (collectively, the Specified Mortgage Loans) which are subject to the provisions of the Purchase Agreement and/or the Additional Collateral Agreement and are listed on the mortgage loan schedule attached as Schedule I hereto (the Specified Mortgage Loan Schedule);
WHEREAS, the Assignor desires that the Servicer continue to service the Specified Mortgage Loans, and the Servicer has agreed to do so, subject to the conditions set forth herein;
WHEREAS, the Master Servicer shall be obligated, among other things, to supervise the servicing of the Specified Mortgage Loans on behalf of the Indenture Trustee, and shall have the right, under certain circumstances, to terminate the rights and obligations of the Servicer upon the occurrence and continuance of an Event of Default, as provided in Section 10.01 of the Purchase Agreement, by the Servicer under this Assignment;
WHEREAS, the Assignor and the Servicer desire that the provisions of the Purchase Agreement and the Additional Collateral Agreement shall apply to the Specified Mortgage Loans, but only to the extent provided herein.
NOW, THEREFORE, in consideration of the mutual promises contained herein and other good and valuable consideration (the receipt and sufficiency of which are hereby acknowledged), the parties agree as follows:
1.
Assignment and Assumption.
a.
On and of the date hereof, the Assignor hereby sells, assigns and transfers to the Assignee all of its right, title and interest in the Specified Mortgage Loans and all rights related thereto as provided under the Purchase Agreement and the Additional Collateral Agreement to the extent relating to the Specified Mortgage Loans, the Assignee hereby accepts such assignment from the Assignor, and the Seller hereby acknowledges such assignment and assumption.
b.
On and as of the date hereof, the Assignor represents and warrants to the Assignee that the Assignor has not taken any action that would serve to impair or encumber the Assignees ownership interests in the Specified Mortgage Loans since the date of the Assignors acquisition of the Specified Mortgage Loans.
2.
Recognition of Assignee. From and after the date hereof, both the Assignor and the Seller shall note the transfer of the Specified Mortgage Loans to the Assignee in their respective books and records and shall recognize the Assignee as the owner of the Specified Mortgage Loans, and the Servicer shall service the Specified Mortgage Loans for the benefit of the Assignee pursuant to the Purchase Agreement and Additional Collateral Agreement, the terms of which are incorporated herein by reference. It is the intention of the Seller, the Servicer, the Assignee and the Assignor that this Assignment shall be binding upon and inure to the benefit of the Assignee and the Assignor and their successors and assigns.
3.
Representations and Warranties.
a.
The Assignee represents and warrants that it is a sophisticated investor able to evaluate the risks and merits of the transactions contemplated hereby, and that it has not relied in connection therewith upon any statements or representations of the Seller or the Assignor other than those contained in the Purchase Agreement, the Additional Collateral Agreement or this Assignment.
b.
Each of the parties hereto represents and warrants that it is duly and legally authorized to enter into this Assignment.
c.
Each of the parties hereto represents and warrants that this Assignment has been duly authorized, executed and delivered by it and (assuming due authorization, execution and delivery thereof by each of the other parties hereto) constitutes its legal, valid and binding obligation, enforceable against it in accordance with its terms, except as such enforcement may be limited by bankruptcy, insolvency, reorganization or other similar laws affecting the enforcement of creditors rights generally and by general equitable principles (regardless of whether such enforcement is considered in a proceeding in equity or at law).
4.
Continuing Effect. Except as contemplated herein and in Exhibits A and B attached hereto, the Purchase Agreement and the Additional Collateral Agreement, respectively, shall remain in full force and effect in accordance with their terms. The Servicer agrees, with respect to the Specified Mortgage Loans, to perform and observe the duties, responsibilities and obligations that are to be performed and observed under the provisions of the Purchase Agreement and the Additional Collateral Agreement, except as otherwise provided herein and on Exhibits A and B, respectively, and that the provisions of the Purchase Agreement and the Additional Collateral Agreement, as so modified, are and shall be a part of this Assignment to the same extent as if set forth herein in full.
5.
Master Servicing; Termination of Servicer. The Servicer, including any successor servicer hereunder, shall be subject to the supervision of the Master Servicer, which Master Servicer shall be obligated to ensure that the Servicer services the Mortgage Loans in accordance with the provisions of this Assignment. The Master Servicer, acting on behalf of the Assignee, the owner of the Mortgage Loans, shall have the same rights as the Purchaser under the Purchase Agreement to enforce the obligations of the Servicer under the Purchase Agreement and the term Purchaser as used in the Purchase Agreement in connection with any rights of the Purchaser shall refer to the Master Servicer, acting on behalf of the Assignee, except as otherwise specified in Exhibits A and B, hereto, and provided that any reference in the Purchase Agreement to the Purchasers expense (or words to like effect) shall be deemed to be expenses of the Assignee and, if it relates to reimbursement of expenses incurred by the Servicer shall be recoverable by the Servicer from the Collection Account. The Master Servicer shall be entitled to terminate the rights and obligations of the Servicer under this Assignment upon an Event of Default, as provided in Section 10.01 of the Purchase Agreement. Notwithstanding anything herein to the contrary, in no event shall the Master Servicer assume any of the obligations of the Purchaser under the Purchase Agreement or the Additional Collateral Agreement. The Indenture Trustee, acting on behalf of the Assignee, the owner of the Mortgage Loans, shall have the same rights as the Purchaser under the Additional Collateral Agreement to enforce the obligations of the Servicer under the Additional Collateral Agreement and the term Purchaser as used in the Additional Collateral Agreement in connection with any rights of the Purchaser shall refer to the Indenture Trustee, acting on behalf of the Assignee.
178162
|
Thornburg
As referenced in this Assignment, Assumption and Recognition Agreement:
THORNBURG MORTGAGE HOME LOANS, INC – AGREEMENT (this Assignment), dated as of August 1, 2003, is entered into by and among THORNBURG MORTGAGE SECURITIES TRUST 2003-4 (the Assignee), THORNBURG MORTGAGE HOME LOANS, INC ., a Delaware corporation (the Assignor), BISHOPS GATE RESIDENTIAL MORTGAGE TRUST (formerly known as Cendant Residential Mortgage Trust, and together with, CENDANT MORTGAGE _____________
Thornburg Mortgage Home Loans, Inc – All notices and other written information required to be delivered to the Assignor hereunder shall be delivered to it at the following address:
Thornburg Mortgage Home Loans, Inc .
150 Washington Avenue, Suite 302
Santa Fe, New Mexico 87501
Attention: Deborah Burns (Thornburg 2003-4)
Telephone: (505) 954-5315
Facsimile: (505) _____________
THORNBURG MORTGAGE HOME LOANS, INC – Assignment continues with signature page]
IN WITNESS WHEREOF, the parties hereto have executed this Assignment the day and year first above written.
ASSIGNOR:
THORNBURG MORTGAGE HOME LOANS, INC .
By:
/s/ Joseph H. Badal
Name:
Joseph H. Badal
Title:
Chief Executive Officer
SELLER:
BISHOPS GATE RESIDENTIAL MORTGAGE TRUST (formerly known as _____________
Thornburg Mortgage Home Loans, Inc – to this Assignment.
SCHEDULE I
SPECIFIED MORTGAGE LOAN SCHEDULE
MORTGAGE LOAN FLOW PURCHASE, SALE & SERVICING AGREEMENT
dated as of December 23, 2002
between
Thornburg Mortgage Home Loans, Inc , Purchaser
and
CENDANT MORTGAGE CORPORATION, Seller and Servicer and
BISHOPS GATE RESIDENTIAL MORTGAGE TRUST
(formerly known as CENDANT RESIDENTIAL MORTGAGE TRUST)
Seller
_____________
Thornburg Mortgage Home Loans, Inc – FLOW PURCHASE, SALE & SERVICING AGREEMENT
This Mortgage Loan Flow Purchase, Sale & Servicing Agreement, dated as of December 23, 2002, is entered into between Thornburg Mortgage Home Loans, Inc ., as the Purchaser (Purchaser), Cendant Mortgage Corporation (Cendant Mortgage) (the Servicer) and Bishops Gate Residential Mortgage Trust (formerly known as Cendant Residential _____________
dt 505294
;
Fannie Mae
As referenced in this Assignment, Assumption and Recognition Agreement:
FNMA – of origination of the Mortgage Loan by an appraiser who met the minimum requirements of FNMA and FHLMC; or (ii) the purchase price paid for the related Mortgaged Property by the _____________
FNMA – origination of such Refinanced Mortgage Loan by an appraiser who met the minimum requirements of FNMA and FHLMC.
ARM Loan: An adjustable rate Mortgage Loan, the Note Rate of which is _____________
FNMA – employs and exercises in servicing and administering mortgage loans for its own account and for FNMA and FHLMC and in accordance with accepted mortgage servicing practices of prudent lending institutions, giving _____________
FNMA – Account shall include any accounts that meet the standards established from time to time by FNMA for eligible custodial depositories.
Environmental Assessment: A Phase I environmental assessment of a Mortgaged Property _____________
FNMA: – a UCC-3 filed to continue, terminate, release, assign or amend an existing Financing Statement.
FNMA: The Federal National Mortgage Association (also known as Fannie Mae) or any successor organization.
_____________
dt 80549
;
|
Freddie Mac
As referenced in this Assignment, Assumption and Recognition Agreement:
Freddie Mac) – Section 10.01.
FDIC: The Federal Deposit Insurance Corporation or any successor organization.
FHLMC: The Federal Home Loan Mortgage Corporation (also known as Freddie Mac) or any successor organization.
FHLMC Servicing Guide: The FHLMC/Freddie Mac Sellers and Servicers Guide in effect on and after the Funding _____________
/Freddie Mac – successor organization.
FHLMC: The Federal Home Loan Mortgage Corporation (also known as Freddie Mac) or any successor organization.
FHLMC Servicing Guide: The FHLMC/Freddie Mac Sellers and Servicers Guide in effect on and after the Funding Date.
Fidelity Bond: A fidelity bond to be maintained by the Servicer _____________
dt 230277
;
Wells Fargo Bank
As referenced in this Assignment, Assumption and Recognition Agreement:
WELLS FARGO BANK MINNESOTA, – together with, CENDANT MORTGAGE CORPORATION, the Sellers and individually, each a Seller), and CENDANT MORTGAGE CORPORATION, as servicer (the Servicer), and acknowledged by WELLS FARGO BANK MINNESOTA, NATIONAL ASSOCIATION, as master servicer, or any successor acting in the capacity of master servicer (the Master Servicer) and DEUTSCHE BANK NATIONAL _____________
Wells Fargo Bank Minnesota, – information required to be delivered to the Master Servicer under this Assignment shall be delivered to the Master Servicer at the following address:
Wells Fargo Bank Minnesota,
National Association
9062 Old Annapolis Road
Columbia, Maryland 21045-1951
Attention: Master Servicing Department, Thornburg 2003-4
Telephone: (410) 884-2000
Telecopier: ( _____________
WELLS FARGO BANK MINNESOTA, – Title:
Assistant Vice President
SERVICER:
CENDANT MORTGAGE CORPORATION
By:
/s/ Crissy Judge
Name:
Crissy Judge
Title:
Assistant Vice President
ACKNOWLEDGED BY:
MASTER SERVICER:
WELLS FARGO BANK MINNESOTA, NATIONAL ASSOCIATION
By:
/s/ Amy Doyle
Name:
Amy Doyle
Title:
Vice President
DEUTSCHE BANK NATIONAL TRUST COMPANY, as Indenture Trustee on behalf _____________
dt 103188
;
More... |
Preview
Full Doc
 | 2003 |
Assignment, Assumption and Recognition Agreement
Assignment, Assumption and Recognition Agreement (35K)
Doc #178303: Click preview link for longer preview.
ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENT
THIS ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENT (this Assignment), dated as of March 1, 2003, is entered into by and among THORNBURG MORTGAGE SECURITIES TRUST 2003-2 (the Assignee), THORNBURG MORTGAGE HOME LOANS, INC., a Delaware corporation (the Assignor), BISHOPS GATE RESIDENTIAL MORTGAGE TRUST (formerly known as Cendant Residential Mortgage Trust, and together with, CENDANT MORTGAGE CORPORATION, the Sellers and individually, each a Seller), and CENDANT MORTGAGE CORPORATION, as servicer (the Servicer), and acknowledged by WELLS FARGO BANK MINNESOTA, NATIONAL ASSOCIATION, as master servicer, or any successor acting in the capacity of master servicer (the Master Servicer) and DEUTSCHE BANK NATIONAL TRUST COMPANY, as Trustee (the Trustee).
RECITALS
WHEREAS, the Assignor, the Sellers and Servicer have entered into a certain Mortgage Loan Flow Purchase, Sale & Servicing Agreement, dated as of December 23, 2002 (the Purchase Agreement), pursuant to which the Assignor has acquired certain Mortgage Loans from the Sellers pursuant to the terms of the Purchase Agreement and Servicer has agreed to service such Mortgage Loans; and
WHEREAS, the Assignor has purchased under the Purchase Agreement certain Mortgage Loans secured by collateral in addition to the real property securing such Mortgage Loans (the Additional Collateral Mortgage Loans); and
WHEREAS, the Assignor, the Sellers and Servicer have entered into a certain Additional Collateral Assignment and Servicing Agreement, dated as of December 23, 2002 (the Additional Collateral Agreement), pursuant to which the Servicer has agreed to administer and monitor the Additional Collateral Servicers (as such term is defined in Section 1 of the Additional Collateral Agreement) obligations to administer and service the Additional Collateral Mortgage Loans; and
WHEREAS, the Assignee has agreed, on the terms and conditions contained herein, to purchase from the Assignor the Mortgage Loans and the Additional Collateral Mortgage Loans (collectively, the Specified Mortgage Loans) which are subject to the provisions of the Purchase Agreement and/or the Additional Collateral Agreement and are listed on the mortgage loan schedule attached as Schedule I hereto (the Specified Mortgage Loan Schedule);
WHEREAS, the Assignor desires that the Servicer continue to service the Specified Mortgage Loans, and the Servicer has agreed to do so, subject to the conditions set forth herein;
WHEREAS, the Master Servicer shall be obligated, among other things, to supervise the servicing of the Specified Mortgage Loans on behalf of the Trustee, and shall have the right, under certain circumstances, to terminate the rights and obligations of the Servicer upon the occurrence and continuance of an Event of Default, as provided in Section 10.01 of the Purchase Agreement, by the Servicer under this Assignment;
WHEREAS, the Assignor and the Servicer desire that the provisions of the Purchase Agreement and the Additional Collateral Agreement shall apply to the Specified Mortgage Loans, but only to the extent provided herein.
NOW, THEREFORE, in consideration of the mutual promises contained herein and other good and valuable consideration (the receipt and sufficiency of which are hereby acknowledged), the parties agree as follows:
1. Assignment and Assumption.
a. On and of the date hereof, the Assignor hereby sells, assigns and transfers to the Assignee all of its right, title and interest in the Specified Mortgage Loans and all rights related thereto as provided under the Purchase Agreement and the Additional Collateral Agreement to the extent relating to the Specified Mortgage Loans, the Assignee hereby accepts such assignment from the Assignor, and the Seller hereby acknowledges such assignment and assumption.
b. On and as of the date hereof, the Assignor represents and warrants to the Assignee that the Assignor has not taken any action that would serve to impair or encumber the Assignee's ownership interests in the Specified Mortgage Loans since the date of the Assignor's acquisition of the Specified Mortgage Loans.
2. Recognition of Assignee. From and after the date hereof, both the Assignor and the Seller shall note the transfer of the Specified Mortgage Loans to the Assignee in their respective books and records and shall recognize the Assignee as the owner of the Specified Mortgage Loans, and Servicer shall service the Specified Mortgage Loans for the benefit of the Assignee pursuant to the Purchase Agreement and Additional Collateral Agreement, the terms of which are incorporated herein by reference. It is the intention of the Seller, the Servicer, the Assignee and the Assignor that this Assignment shall be binding upon and inure to the benefit of the Assignee and the Assignor and their successors and assigns.
3. Representations and Warranties.
a. The Assignee represents and warrants that it is a sophisticated investor able to evaluate the risks and merits of the transactions contemplated hereby, and that it has not relied in connection therewith upon any statements or representations of the Seller or the Assignor other than those contained in the Purchase Agreement, the Additional Collateral Agreement or this Assignment.
b. Each of the parties hereto represents and warrants that it is duly and legally authorized to enter into this Assignment.
c. Each of the parties hereto represents and warrants that this Assignment has been duly authorized, executed and delivered by it and (assuming due authorization, execution and delivery thereof by each of the other parties hereto) constitutes its legal, valid and binding obligation, enforceable against it in accordance with its terms, except as such enforcement may be limited by bankruptcy, insolvency, reorganization or other similar laws affecting the enforcement of creditors' rights generally and by general equitable principles (regardless of whether such enforcement is considered in a proceeding in equity or at law).
4. Continuing Effect. Except as contemplated herein and in Exhibits A and B attached hereto, the Purchase Agreement and the Additional Collateral Agreement, respectively, shall remain in full force and effect in accordance with their terms. The Servicer agrees, with respect to the Specified Mortgage Loans, to perform and observe the duties, responsibilities and obligations that are to be performed and observed under the provisions of the Purchase Agreement and the Additional Collateral Agreement, except as otherwise provided herein and on Exhibits A and B, respectively, and that the provisions of the Purchase Agreement and the Additional Collateral Agreement, as so modified, are and shall be a part of this Assignment to the same extent as if set forth herein in full.
5. Master Servicing; Termination of Servicer. The Servicer, including any successor servicer hereunder, shall be subject to the supervision of the Master Servicer, which Master Servicer shall be obligated to ensure that the Servicer services the Mortgage Loans in accordance with the provisions of this Assignment. The Master Servicer, acting on behalf of the Assignee, the owner of the Mortgage Loans, shall have the same rights as the Purchaser under the Purchase Agreement to enforce the obligations of the Servicer under the Purchase Agreement and the term "Purchaser" as used in the Purchase Agreement in connection with any rights of the Purchaser shall refer to the Master Servicer, acting on behalf of the Assignee, except as otherwise specified in Exhibits A and B, hereto, and provided that any reference in the Purchase Agreement to "the Purchaser's expense" (or words to like effect) shall be deemed to be expenses of the Assignee and, if it relates to reimbursement of expenses incurred by the Servicer shall be recoverable by the Servicer from the Collection Account. The Master Servicer shall be entitled to terminate the rights and obligations of the Servicer under this Assignment upon an Event of Default, as provided in Section 10.01 of the Purchase Agreement. Notwithstanding anything herein to the contrary, in no event shall the Master Servicer assume any of the obligations of the Purchaser under the Purchase Agreement or the Additional Collateral Agreement. The Trustee, acting on behalf of the Assignee, the owner of the Mortgage Loans, shall have the same rights as the Purchaser under the Additional Collateral Agreement to enforce the obligations of the Servicer under the Additional Collateral Agreement and the term "Purchaser" as used in the Additional Collateral Agreement in connection with any rights of the Purchaser shall refer to the Trustee, acting on behalf of the Assignee.
6. Representations. The Servicer shall not be obligated or required to make any further representations and warranties regarding the characteristics of the Specified Mortgage Loans. Notwithstanding anything to the contrary, the representations set forth in Section 3.03 of the Purchase Agreement and Section 2 of the Additional Collateral Agreement shall remain in full force and effect as of the date of the Purchase Agreement and the Additional Collateral Agreement, respectively. Further, the representations made in Section 3.01 of the Purchase Agreement shall be deemed to be made as of the date of this Assignment.
178303
|
Thornburg
As referenced in this Assignment, Assumption and Recognition Agreement:
THORNBURG MORTGAGE HOME LOANS, INC – AGREEMENT (this Assignment), dated as of March 1, 2003, is entered into by and among THORNBURG MORTGAGE SECURITIES TRUST 2003-2 (the Assignee), THORNBURG MORTGAGE HOME LOANS, INC ., a Delaware corporation (the Assignor), BISHOPS GATE RESIDENTIAL MORTGAGE TRUST (formerly known as Cendant Residential Mortgage Trust, and together with, CENDANT MORTGAGE _____________
Thornburg Mortgage Home Loans, Inc – All notices and other written information required to be delivered to the Assignor hereunder shall be delivered to it at the following address:
Thornburg Mortgage Home Loans, Inc .
150 Washington Avenue, Suite 302
Santa Fe, New Mexico 87501
Attention: Deborah Burns (Thornburg 2003-2)
Telephone: (505) 954-5315
Facsimile: (505) _____________
THORNBURG MORTGAGE HOME LOANS,
INC – Assignment continues with signature page]
IN WITNESS WHEREOF, the parties hereto have executed this Assignment the day and year first above written.
ASSIGNOR:
THORNBURG MORTGAGE HOME LOANS,
INC .
By: /s/ Deborah J. Burns
Name: Deborah J. Burns
Title: Vice President
SELLER:
BISHOP'S GATE RESIDENTIAL
MORTGAGE TRUST (formerly known as
_____________
dt 505295
;
|
Wells Fargo Bank
As referenced in this Assignment, Assumption and Recognition Agreement:
WELLS FARGO BANK MINNESOTA, – together with, CENDANT MORTGAGE CORPORATION, the Sellers and individually, each a Seller), and CENDANT MORTGAGE CORPORATION, as servicer (the Servicer), and acknowledged by WELLS FARGO BANK MINNESOTA, NATIONAL ASSOCIATION, as master servicer, or any successor acting in the capacity of master servicer (the Master Servicer) and DEUTSCHE BANK NATIONAL _____________
Wells Fargo Bank Minnesota, – information required to be delivered to the Master Servicer under this Assignment shall be delivered to the Master Servicer at the following address:
Wells Fargo Bank Minnesota,
National Association
9062 Old Annapolis Road
Columbia, Maryland 21045-1951
Attention: Master Servicing Department, Thornburg 2003-2
Telephone: (410) 884-2000
Telecopier: ( _____________
Wells Fargo Bank Minnesota, – 715-2380
All remittances required to be made to the Master Servicer under this Assignment shall be made to the following wire account:
Wells Fargo Bank Minnesota,
National Association
Minneapolis, Minnesota
ABA# 121000248
Account Name: SAS Clearing
Account No. 3970771416
For further credit to: Collection Account No. 18095300
All _____________
WELLS FARGO BANK MINNESOTA, – Reyes
Title: Associate
SERVICER:
CENDANT MORTGAGE CORPORATION
By: /s/ Peter A. Thomas
Name: Peter A. Thomas
Title: Vice President
ACKNOWLEDGED BY:
MASTER SERVICER:
WELLS FARGO BANK MINNESOTA,
NATIONAL ASSOCIATION
By: /s/ Amy Doyle
Name: Amy Doyle
Title: Vice President
DEUTSCHE BANK NATIONAL TRUST
COMPANY, as Trustee on behalf of _____________
Wells Fargo Bank Minnesota, – Substitute Mortgage Loan under the Pooling and Servicing Agreement, dated as of March 1, 2003, by and among the Trustee, the Master Servicer, Wells Fargo Bank Minnesota, National Association, as securities administrator, Structured Asset Mortgage Investments Inc., as depositor, Deutsche Bank National Trust Company Delaware, as Delaware trustee, and _____________
dt 103199
;
Structured Asset Mortgage Investments Inc
|
Preview
Full Doc
 | 2003 |
Assignment, Assumption and Recognition Agreement
Assignment, Assumption and Recognition Agreement (36K)
Doc #1005326: Click preview link for longer preview.
ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENT
THIS ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENT (this �Assignment�), dated as of March 1, 2003, is entered into by and among THORNBURG MORTGAGE SECURITIES TRUST 2003-2 (the �Assignee�), THORNBURG MORTGAGE HOME LOANS, INC., a Delaware corporation (the �Assignor�), BISHOP�S GATE RESIDENTIAL MORTGAGE TRUST (formerly known as Cendant Residential Mortgage Trust, and together with, CENDANT MORTGAGE CORPORATION, the �Sellers� and individually, each a �Seller�), and CENDANT MORTGAGE . . .
1005326
|
Thornburg
As referenced in this Assignment, Assumption and Recognition Agreement:
THORNBURG MORTGAGE HOME LOANS, INC – RECOGNITION AGREEMENT
THIS ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENT (this Assignment), dated as of March 1, 2003, is entered into by and among THORNBURG MORTGAGE SECURITIES TRUST 2003-2 (the Assignee), THORNBURG MORTGAGE HOME LOANS, INC ., a Delaware corporation (the Assignor), BISHOPS GATE RESIDENTIAL MORTGAGE TRUST (formerly known as Cendant Residential Mortgage Trust, and together with, CENDANT MORTGAGE CORPORATION, the Sellers and individually, each a _____________
Thornburg Mortgage Home Loans, Inc – 714) 247-6000
Facsimile: (714) 246-6285
All notices and other written information required to be delivered to the Assignor hereunder shall be delivered to it at the following address:
Thornburg Mortgage Home Loans, Inc .
150 Washington Avenue, Suite 302
Santa Fe, New Mexico 87501
Attention: Deborah Burns (Thornburg 2003-2)
Telephone: (505) 954-5315
Facsimile: (505) 954-5300
All notices and written information _____________
THORNBURG MORTGAGE HOME LOANS,
INC – undertaken by the Assignee under this Assignment.
[Assignment continues with signature page]
IN WITNESS WHEREOF, the parties hereto have executed this Assignment the day and year first above written.
ASSIGNOR:
THORNBURG MORTGAGE HOME LOANS,
INC .
By: /s/ Deborah J. Burns
Name: Deborah J. Burns
Title: Vice President
SELLER:
BISHOP'S GATE RESIDENTIAL
MORTGAGE TRUST (formerly known as
Cendant Residential Mortgage Trust)
By: /s/ Peter _____________
dt 1392426
;
|
Wells Fargo Bank
As referenced in this Assignment, Assumption and Recognition Agreement:
WELLS FARGO BANK MINNESOTA, NA – known as Cendant Residential Mortgage Trust, and together with, CENDANT MORTGAGE CORPORATION, the Sellers and individually, each a Seller), and CENDANT MORTGAGE CORPORATION, as servicer (the Servicer), and acknowledged by WELLS FARGO BANK MINNESOTA, NA TIONAL ASSOCIATION, as master servicer, or any successor acting in the capacity of master servicer (the Master Servicer) and DEUTSCHE BANK NATIONAL TRUST COMPANY, as Trustee (the Trustee).
RECITALS
WHEREAS, _____________
Wells Fargo Bank Minnesota,
Na – be sent. All notices and other written information required to be delivered to the Master Servicer under this Assignment shall be delivered to the Master Servicer at the following address:
Wells Fargo Bank Minnesota,
Na tional Association
9062 Old Annapolis Road
Columbia, Maryland 21045-1951
Attention: Master Servicing Department, Thornburg 2003-2
Telephone: (410) 884-2000
Telecopier: (410) 715-2380
All remittances required to be _____________
Wells Fargo Bank Minnesota,
Na – 2
Telephone: (410) 884-2000
Telecopier: (410) 715-2380
All remittances required to be made to the Master Servicer under this Assignment shall be made to the following wire account:
Wells Fargo Bank Minnesota,
Na tional Association
Minneapolis, Minnesota
ABA# 121000248
Account Name: SAS Clearing
Account No. 3970771416
For further credit to: Collection Account No. 18095300
All notices and other written information required to be _____________
WELLS FARGO BANK MINNESOTA,
NA – Assignee
By: /s/ Ronaldo Reyes
Name: Ronaldo Reyes
Title: Associate
SERVICER:
CENDANT MORTGAGE CORPORATION
By: /s/ Peter A. Thomas
Name: Peter A. Thomas
Title: Vice President
ACKNOWLEDGED BY:
MASTER SERVICER:
WELLS FARGO BANK MINNESOTA,
NA TIONAL ASSOCIATION
By: /s/ Amy Doyle
Name: Amy Doyle
Title: Vice President
DEUTSCHE BANK NATIONAL TRUST
COMPANY, as Trustee on behalf of Assignee
By: /s/ Ronaldo Reyes
Name: Ronald Reyes
_____________
Wells Fargo Bank Minnesota, Na – sentence thereof:
and (xiv) qualify as a Substitute Mortgage Loan under the Pooling and Servicing Agreement, dated as of March 1, 2003, by and among the Trustee, the Master Servicer, Wells Fargo Bank Minnesota, Na tional Association, as securities administrator, Structured Asset Mortgage Investments Inc., as depositor, Deutsche Bank National Trust Company Delaware, as Delaware trustee, and the Assignor.
8. The definition of "Rating Agency" _____________
dt 1527177
|
Preview
Full Doc
 | 2004 |
Indenture
Indenture (251K)
Doc #258459: Click preview link for longer preview.
INDENTURE
Between
THORNBURG MORTGAGE SECURITIES TRUST 2003-6 as Issuer
and
DEUTSCHE BANK NATIONAL TRUST COMPANY as Indenture Trustee
Dated as of December 1, 2003
THORNBURG MORTGAGE SECURITIES TRUST 2003-6, MORTGAGE-BACKED NOTES, SERIES 2003-6
{PAGE}
{TABLE} {CAPTION} Page ---- {S} {C} Article I DEFINITIONS AND INCORPORATION BY REFERENCE
Section 1.01. Definitions..............................................................................2 Section 1.02. Incorporation by Reference of Trust Indenture Act........................................8 Section 1.03. Rules of Construction....................................................................8
Article II THE NOTES
Section 2.01. Form.....................................................................................9 Section 2.02. Execution, Authentication, Delivery and Dating...........................................9 Section 2.03. Registration; Registration of Transfer and Exchange.....................................10 Section 2.04. Mutilated, Destroyed, Lost or Stolen Notes..............................................12 Section 2.05. Persons Deemed Owners...................................................................13 Section 2.06. Payment of Principal and Interest.......................................................13 Section 2.07. Cancellation............................................................................14 Section 2.08. Authentication of Notes.................................................................14 Section 2.09. Book-Entry Notes........................................................................16 Section 2.10. Notices to Clearing Agency..............................................................17 Section 2.11. Definitive Notes........................................................................17 Section 2.12. Tax.....................................................................................18
Article III COVENANTS
Section 3.01. Payment of Principal and Interest.......................................................18 Section 3.02. Maintenance of Office or Agency.........................................................18 Section 3.03. Money for Payments To Be Held in Trust..................................................19 Section 3.04. Existence...............................................................................20 Section 3.05. Protection of Collateral................................................................20 Section 3.06. Performance of Obligations..............................................................21 Section 3.07. Negative Covenants...................................................................... Section 3.08. Covenants of the Issuer................................................................. Section 3.09. Restricted Payments..................................................................... Section 3.10. Treatment of Notes as Debt for Tax Purposes............................................. Section 3.11. Notice of Events of Default............................................................. Section 3.12. Further Instruments and Acts............................................................ Section 3.13. Annual Statement as to Compliance....................................................... Section 3.14. Representations and Warranties of the Issuer............................................ Section 3.15. Annual Opinions as to Collateral........................................................ Section 3.16. Master Servicer's Obligations...........................................................
Article IV SATISFACTION AND DISCHARGE
Section 4.01. Satisfaction and Discharge of Indenture.................................................25 Section 4.02. Application of Trust Money..............................................................27 Section 4.03. Repayment of Moneys Held by Paying Agent................................................27 {/TABLE}
i
{PAGE}
{TABLE} {CAPTION} Page ---- {S} {C} Article V EVENTS OF DEFAULT; REMEDIES
Section 5.01. Events of Default.......................................................................27 Section 5.02. Acceleration of Maturity; Rescission and Annulment......................................28 Section 5.03. Collection of Indebtedness and Suits for Enforcement by Indenture Trustee...............29 Section 5.04. Remedies; Priorities.................................................................... Section 5.05. Limitation of Suits..................................................................... Section 5.06. Unconditional Rights of Noteholders To Receive Principal and Interest................... Section 5.07. Restoration of Rights and Remedies...................................................... Section 5.08. Rights and Remedies Cumulative.......................................................... Section 5.09. Delay or Omission Not a Waiver.......................................................... Section 5.10. Control by Noteholders.................................................................. Section 5.11. Waiver of Past Defaults................................................................. Section 5.12. Undertaking for Costs................................................................... Section 5.13. Waiver of Stay or Extension Laws........................................................ Section 5.14. Action on Notes......................................................................... Section 5.15. Optional Preservation of the Collateral................................................. Section 5.16. Performance and Enforcement of Certain Obligations......................................
Article VI THE INDENTURE TRUSTEE
Section 6.01. Duties of Indenture Trustee............................................................. Section 6.02. Rights of Indenture Trustee............................................................. Section 6.03. Individual Rights of Indenture Trustee.................................................. Section 6.04. Indenture Trustee's Disclaimer.......................................................... Section 6.05. Notice of Default....................................................................... Section 6.06. Reports by Indenture Trustee to Holders................................................. Section 6.07. Compensation and Indemnity.............................................................. Section 6.08. Replacement of Indenture Trustee........................................................ Section 6.09. Successor Indenture Trustee by Merger................................................... Section 6.10. Appointment of Co-Indenture Trustee or Separate Indenture Trustee....................... Section 6.11. Eligibility............................................................................. Section 6.12. Representations and Warranties.......................................................... Section 6.13. Preferential Collection of Claims Against Issuer........................................
Article VII NOTEHOLDERS' LISTS AND REPORTS
Section 7.01. Issuer To Furnish Indenture Trustee Names and Addresses of Noteholders..................43 Section 7.02. Preservation of Information; Communications to Noteholders..............................43 Section 7.03. Reports by Issuer....................................................................... Section 7.04. Reports by Indenture Trustee............................................................
Article VIII ACCOUNTS, DISBURSEMENTS AND RELEASES
Section 8.01. Collection of Money.....................................................................44 Section 8.02. Establishment of Note Account; Payments on the Notes....................................45 Section 8.03. Release of Collateral................................................................... Section 8.04. Master Servicer's Monthly Statements.................................................... {/TABLE}
ii {PAGE}
{TABLE} {CAPTION} Page ---- {S} {C} Article IX SUPPLEMENTAL INDENTURES
Section 9.01. Supplemental Indentures Without Consent of Noteholders..................................46 Section 9.02. Supplemental Indentures with Consent of Noteholders..................................... Section 9.03. Execution of Supplemental Indentures.................................................... Section 9.04. Effect of Supplemental Indenture........................................................ Section 9.05. Conformity with Trust Indenture Act..................................................... Section 9.06. Reference in Notes to Supplemental Indentures........................................... Section 9.07. Amendments to Trust Agreement...........................................................
Article X DISPOSITION OF THE COLLATERAL; REDEMPTION OR CALL OF THE NOTES
Section 10.01. Redemption or Call of the Notes........................................................50 Section 10.02. Form of Redemption or Call Notice...................................................... Section 10.03. Notes Payable on Redemption Date or Note Payment Date..................................
Article XI MISCELLANEOUS
Section 11.01. Compliance Certificates and Opinions, etc..............................................51 Section 11.02. Form of Documents Delivered to Indenture Trustee.......................................53 Section 11.03. Acts of Noteholders....................................................................54 Section 11.04. Notices, etc. to Indenture Trustee, the Issuer and Rating Agencies..................... Section 11.05. Notices to Noteholders; Waiver......................................................... Section 11.06. Conflict with Trust Indenture Act...................................................... Section 11.07. Effect of Headings and Table of Contents............................................... Section 11.08. Successors and Assigns................................................................. Section 11.09. Severability........................................................................... Section 11.10. Benefits of Indenture and Consent of Noteholders....................................... Section 11.11. Legal Holidays......................................................................... Section 11.12. Governing Law.......................................................................... Section 11.13. Counterparts........................................................................... Section 11.14. Recording of Indenture................................................................. Section 11.15. Issuer Obligations..................................................................... Section 11.16. No Petition............................................................................ Section 11.17. Inspection............................................................................. Section 11.18. Execution by the Issuer................................................................ {/TABLE}
EXHIBIT A-1 Form of Class A-1 and Class A-2 Notes EXHIBIT A-2 Form of Class M Note EXHIBIT B Form of ERISA Transfer Affidavit
iii
{PAGE}
This Indenture dated as of December 1, 2003, between THORNBURG MORTGAGE SECURITIES TRUST 2003-6, a Delaware statutory trust, as Issuer (the "Issuer"), and DEUTSCHE BANK NATIONAL TRUST COMPANY, as Indenture Trustee (the "Indenture Trustee"),
Each party agrees as follows for the benefit of the other party and for the benefit of the holders of the Notes and the Yield Maintenance Counterparty:
GRANTING CLAUSE
Subject to the terms of this Indenture, the Issuer hereby Grants on the Closing Date to the Indenture Trustee, as Indenture Trustee for the benefit of the Holders of the Notes and the Yield Maintenance Counterparty, all of the Issuer's right, title and interest in and to: (i) the Trust Estate (as defined in the Sale and Servicing Agreement); (ii) the Issuer's rights and benefits but none of its obligations under the Sale and Servicing Agreement (including the Issuer's right to cause the Seller to repurchase Mortgage Loans from the Issuer under certain circumstances described therein); (iii) the Yield Maintenance Agreements and all payments thereunder; (iv) the Issuer's rights and benefits but none of its obligations under the Administration Agreement; (v) the Issuer's rights and benefits but none of its obligations under the Mortgage Loan Purchase Agreement; (vi) the Issuer's rights and benefits but none of its obligations under the Servicing Agreements; (vii) the Trust Accounts, all amounts and property in the Trust Accounts from time to time, and the Security Entitlements to all Financial Assets credited to the Trust Accounts from time to time; (viii) all other property of the Trust from time to time; and (ix) all present and future claims, demands, causes of action and choses in action in respect of any or all of the foregoing and all payments on or under and all proceeds of every kind and nature whatsoever in respect of any or all of the foregoing, including all proceeds of the conversion thereof, voluntary or involuntary, into cash or other liquid property, all cash proceeds, accounts, accounts receivable, notes, drafts, acceptances, chattel paper, checks, deposit accounts, insurance proceeds, condemnation awards, rights to payment of any and every kind and other forms of obligations and receivables, instruments and other property which at any time constitute all or part of or are included in the proceeds of any of the foregoing (collectively, the "Collateral").
The foregoing Grant is made in trust to secure the payment of principal of and interest on, and any other amounts owing in respect of, the Notes and to secure (i) the payment of all amounts due on the Notes in accordance with their terms, (ii) the payment of all other sums payable under the Indenture with respect to the Notes, and (iii) compliance with the provisions of this Indenture, all as provided in this Indenture.
The Indenture Trustee, as Indenture Trustee on behalf of the holders of the Notes and the Yield Maintenance Counterparty, acknowledges such Grant, accepts the trusts hereunder and agrees to perform the duties required of it in this Indenture in accordance with its terms.
Each Holder, by acceptance of the Notes, and the Indenture Trustee agree and acknowledge that each item of Collateral that is physically delivered to the Indenture Trustee will be held by the Indenture Trustee (or its custodian) in trust for the benefit of the Noteholders under the terms of this Agreement.
{PAGE}
ARTICLE I DEFINITIONS AND INCORPORATION BY REFERENCE
Section 1.01. Definitions. Except as otherwise specified herein or as the context may otherwise require, (i) capitalized terms used but not otherwise defined herein shall have the respective meanings set forth in the Sale and Servicing Agreement for all purposes of this Indenture and (ii) the following terms have the respective meanings set forth below for all purposes of this Indenture.
Act: The meaning specified in Section 11.03(a).
Additional Yield Maintenance Payment: For each Swap Agreement and any Payment Date, any termination payments (excluding any Net Yield Maintenance Payments) then payable by the Issuer to the Yield Maintenance Counterparty as a result of an early termination of the related Swap Agreement.
Administration Agreement: The Administration Agreement dated as of December 1, 2003 among the Issuer, the Administrator, Wilmington Trust Company, as owner trustee and the Depositor.
Administrator: Deutsche Bank National Trust Company, or any successor thereto.
Affiliate: With respect to any specified Person, any other Person controlling or controlled by or under common control with such specified Person. For the purposes of this definition, "control" when used with respect to any specified Person means the power to direct the management and policies of such Person, directly or indirectly, whether through the ownership of voting
258459
|
Thornburg
As referenced in this Indenture:
Thornburg Mortgage Home Loans, Inc – Section 5.06 of the sale and servicing
agreement, dated as of December 1, 2003 (the "Sale and Servicing Agreement"),
among the Issuer, Thornburg Mortgage Home Loans, Inc ., as Seller, Structured
Asset Securities Corporation, as Depositor, Wells Fargo Bank Minnesota, National
Association, as Master Servicer and Deutsche Bank National Trust _____________
Thornburg Mortgage Home Loans, Inc – Section 5.06 of the sale and servicing
agreement, dated as of December 1, 2003 (the "Sale and Servicing Agreement"),
among the Issuer, Thornburg Mortgage Home Loans, Inc ., as Seller, Structured
Asset Securities Corporation, as Depositor, Wells Fargo Bank Minnesota, National
Association, as Master Servicer and Deutsche Bank National Trust _____________
dt 505300
;
McGraw-Hill Companies
As referenced in this Indenture:
McGraw-Hill
Companies, Inc – New
York, New York 10007, Attention: Residential Mortgage Surveillance and if to
S&P: Standard & Poor's Ratings Services, a division of The McGraw-Hill
Companies, Inc ., 55 Water Street, New York, New York 10041, Attention:
Residential Mortgage Surveillance.
Section 11.05. Notices to Noteholders; Waiver. Where this Indenture
_____________
dt 311627
;
Thornburg
As referenced in this Indenture:
THORNBURG MORTGAGE – {DOCUMENT}
{TYPE}EX-10.14.1
{SEQUENCE}5
{FILENAME}d12725exv10w14w1.txt
{DESCRIPTION}INDENTURE
{TEXT}
{PAGE}
EXHIBIT 10.14.1
EXECUTION
INDENTURE
Between
THORNBURG MORTGAGE SECURITIES TRUST 2003-6
as Issuer
and
DEUTSCHE BANK NATIONAL TRUST COMPANY
as Indenture Trustee
Dated as of December 1, 2003
THORNBURG MORTGAGE _____________
THORNBURG MORTGAGE – THORNBURG MORTGAGE SECURITIES TRUST 2003-6
as Issuer
and
DEUTSCHE BANK NATIONAL TRUST COMPANY
as Indenture Trustee
Dated as of December 1, 2003
THORNBURG MORTGAGE SECURITIES TRUST 2003-6,
MORTGAGE-BACKED NOTES, SERIES 2003-6
{PAGE}
{TABLE}
{CAPTION}
Page
----
{S} {C}
Article I DEFINITIONS AND INCORPORATION BY REFERENCE
_____________
THORNBURG MORTGAGE
– Form of Class M Note
EXHIBIT B Form of ERISA Transfer Affidavit
iii
{PAGE}
This Indenture dated as of December 1, 2003, between THORNBURG MORTGAGE
SECURITIES TRUST 2003-6, a Delaware statutory trust, as Issuer (the "Issuer"),
and DEUTSCHE BANK NATIONAL TRUST COMPANY, as Indenture Trustee (the " _____________
Thornburg Mortgage – that the signer has read the
definition of "Independent" in this Indenture and that the signer is Independent
within the meaning thereof.
Issuer: Thornburg Mortgage Securities Trust 2003-6, or any successor
and, for purposes of any provision contained herein and required by the TIA,
each other obligor _____________
"Thornburg
Mortgage – of America,
and "cents" shall be construed accordingly.
ARTICLE II
THE NOTES
Section 2.01. Form. The Notes shall be designated as the "Thornburg
Mortgage Securities Trust 2003-6 Mortgage-Backed Notes, Series 2003-6." Each
Class of Notes, together with the Indenture Trustee's certificate of
authentication, _____________
dt 132618
;
|
Cede
As referenced in this Indenture:
Cede & Co – respect to Notes registered on the Record
Date in the name of the nominee of the Clearing Agency (initially, such nominee
to be Cede & Co .), payment will be made by wire transfer in immediately
available funds to the account designated by such nominee, except for the final
_____________
Cede & Co – by, or on behalf of,
the Issuer. The Book-Entry Notes shall be registered initially on the Note
Register in the name of Cede & Co ., the nominee of DTC, and no owner thereof
will receive a definitive Note representing such Note Owner's interest in such
Note, _____________
CEDE & CO – DTC"), TO ISSUER OR ITS AGENT
FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY NOTE ISSUED IS
REGISTERED IN THE NAME OF CEDE & CO . OR IN SUCH OTHER NAME AS IS REQUESTED BY AN
AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE & CO. _____________
CEDE & CO – OF CEDE & CO. OR IN SUCH OTHER NAME AS IS REQUESTED BY AN
AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE & CO . OR TO
SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC), ANY
TRANSFER, PLEDGE OR OTHER USE HEREOF FOR _____________
CEDE & CO – TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON
IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO ., HAS AN INTEREST
HEREIN.
THIS NOTE DOES NOT EVIDENCE AN OBLIGATION OF OR AN INTEREST IN, AND IS
NOT GUARANTEED BY, THE _____________
dt 140228
;
More... |
Preview
Full Doc
 | 2005 |
Junior Subordinated Indenture
Junior Subordinated Indenture (206K)
Doc #1076362: Click preview link for longer preview.
Exhibit 4.7
Execution Copy
JUNIOR SUBORDINATED INDENTURE
between
THORNBURG MORTGAGE HOME LOANS, INC.,
THORNBURG MORTGAGE, INC.
and
WELLS FARGO BANK, N.A.,
as Trustee
Dated as of September 28, 2005
TABLE OF CONTENTS
Page
ARTICLE I DEFINITIONS AND OTHER PROVISIONS OF GENERAL APPLICATION
1
. . .
1076362
|
Thornburg
As referenced in this Junior Subordinated Indenture:
THORNBURG MORTGAGE HOME LOANS, INC –
exv4w7
Exhibit 4.7
Execution Copy
JUNIOR SUBORDINATED INDENTURE
between
THORNBURG MORTGAGE HOME LOANS, INC .,
THORNBURG MORTGAGE, INC.
and
WELLS FARGO BANK, N.A.,
as Trustee
Dated as of September 28, 2005
TABLE OF CONTENTS
Page
ARTICLE I DEFINITIONS AND OTHER PROVISIONS OF GENERAL _____________
Thornburg
Mortgage Home Loans, Inc – Agents
58
SCHEDULES
Schedule A Determination of LIBOR
Exhibit A Form of Officers Financial Certificate
-iv-
Junior
Subordinated Indenture, dated as of September 28,
2005, between Thornburg
Mortgage Home Loans, Inc ., a Delaware corporation (the Company),
Thornburg
Mortgage, Inc., a Maryland corporation (the Guarantor), and
Wells Fargo Bank, N.A., a national banking association,
as Trustee ( _____________
;Thornburg Mortgage Home Loans, Inc – its corporate trust business shall be administered, which office at the date of this Indenture
is located at 919 N. Market Street, Wilmington, Delaware 19801, Attn: Corporate Trust
Services;Thornburg Mortgage Home Loans, Inc .
Debt means, with respect to any Person, whether recourse is to all or a portion of the
assets of such Person, whether currently existing or hereafter incurred _____________
THORNBURG MORTGAGE HOME LOANS, INC – Date or
Redemption Date or at the Stated Maturity.
ARTICLE II
Security
Forms
SECTION 2.1. Form of Security.
Any Security issued hereunder shall be in substantially the following form:
THORNBURG MORTGAGE HOME LOANS, INC .
Floating Rate Junior Subordinated Note due 2035
No. _________
$ _________
Thornburg Mortgage Home _____________
Thornburg Mortgage Home Loans, Inc – MORTGAGE HOME LOANS, INC.
Floating Rate Junior Subordinated Note due 2035
No. _________
$ _________
Thornburg Mortgage Home Loans, Inc ., a corporation organized and existing under the laws of
Delaware (hereinafter called the Company, which term includes any successor Person
13
under the Indenture hereinafter referred to), _____________
dt 1720831
;
|
Thornburg
As referenced in this Junior Subordinated Indenture:
THORNBURG MORTGAGE, INC –
exv4w7
Exhibit 4.7
Execution Copy
JUNIOR SUBORDINATED INDENTURE
between
THORNBURG MORTGAGE HOME LOANS, INC.,
THORNBURG MORTGAGE, INC .
and
WELLS FARGO BANK, N.A.,
as Trustee
Dated as of September 28, 2005
TABLE OF CONTENTS
Page
ARTICLE I DEFINITIONS AND OTHER PROVISIONS OF GENERAL APPLICATION
1
Section _____________
Thornburg
Mortgage, Inc – Form of Officers Financial Certificate
-iv-
Junior
Subordinated Indenture, dated as of September 28,
2005, between Thornburg
Mortgage Home Loans, Inc., a Delaware corporation (the Company),
Thornburg
Mortgage, Inc ., a Maryland corporation (the Guarantor), and
Wells Fargo Bank, N.A., a national banking association,
as Trustee (in such capacity, the Trustee).
Recitals
Whereas, the _____________
Thornburg Mortgage, Inc – or any Holder shall be sufficient for every
purpose hereunder if in writing and mailed, first class, postage prepaid, to the Guarantor or the
Company addressed to it c/o Thornburg Mortgage, Inc ., 150 Washington Avenue, Suite 302, Santa Fe,
New Mexico 87501, Attention: Larry Goldstone, or at any other address previously furnished in
writing to the Trustee by the Guarantor or _____________
Thornburg Mortgage, Inc – WITNESS WHEREOF, the parties hereto have caused this Indenture to be duly executed as of the day
and year first above written.
Thornburg Mortgage Home Loans, Inc.
By:
Name:
Title:
Thornburg Mortgage, Inc .
By:
Name:
Title:
Wells Fargo Bank, N.A., as Trustee
By:
Name:
Title:
61
Schedule A
DETERMINATION OF LIBOR
With respect to the Securities, the London interbank offered rate ( _____________
Thornburg Mortgage, Inc – 093; hereby
certifies, pursuant to Section 7.3(b) of the Junior Subordinated Indenture, dated as of September
28, 2005 (the Indenture), among Thornburg Mortgage Home Loans, Inc., Thornburg Mortgage, Inc .
(the Guarantor) and Wells Fargo Bank, N.A., as trustee, that, as of [date], [20___], the Guarantor
and its subsidiaries _____________
dt 1703514
|
Preview
Full Doc
 | 2002 |
Mortgage Loan Purchase and Assignment Agreement
Mortgage Loan Purchase and Assignment Agreement (67K)
Doc #137656: Click preview link for longer preview.
MORTGAGE LOAN PURCHASE AND ASSIGNMENT AGREEMENT Dated as of March 1, 2002
Thornburg Mortgage Securities Trust 2002-1 Mortgage Loan Pass-Through Certificates, Series 2002-1
TABLE OF CONTENTS
MORTGAGE LOAN PURCHASE AND ASSIGNMENT AGREEMENT
Page MORTGAGE LOAN PURCHASE AND ASSIGNMENT AGREEMENT 1 RECITALS 1 AGREEMENT 2 Section 1. Purchase and Sale of Mortgage Loans and Contractual Rights 2 Section 2. Representations and Warranties 4 Section 3. Survival of Representations 7 Section 4. Repurchase, Purchase or Substitution of Mortgage Loans 8 Section 5. Covenants 8 Section 6. Successors and Assigns, Additional Information 9 Section 7. Indemnification 9 Section 8. Notices 12 Section 9. Representations and Indemnities to Survive 12 Section 10. Miscellaneous 13 Section 11. Severability of Provisions 13
SCHEDULE I MORTGAGE LOAN SCHEDULE I-1 SCHEDULE II SERVICING AGREEMENTS II-1 SCHEDULE III MORTGAGE LOAN REPRESENTATIONS AND WARRANTIES III-1
MORTGAGE LOAN PURCHASE AND ASSIGNMENT AGREEMENT This Mortgage Loan Purchase and Assignment Agreement (the "Agreement"), dated as of March 1, 2002, is executed on the Closing Date (as defined below) by and among Structured Asset Securities Corporation, a Delaware corporation (such entity, and its successors and assigns, being referred to herein as the "Purchaser"), Thornburg Mortgage Home Loans, Inc., a Delaware corporation ("Seller"), as seller, Lehman Brothers Inc. ("Lehman") in its capacity as underwriter of the Public Certificates or placement agent of the Privately Offered Certificates (each as defined below) and Thornburg Mortgage, Inc., a Maryland corporation ("TMI"). The Purchaser, the Seller, Lehman and TMI hereby recite and agree as follows: RECITALS 1. Schedule I attached hereto and made a part hereof (the "Mortgage Loan Schedule") lists certain conventional, hybrid and adjustable rate, first lien residential mortgage loans (collectively, the "Mortgage Loans") owned by the Seller that the Seller desires to sell, without recourse, to the Purchaser. 2. The Seller is a party to the servicing agreements identified on Schedule II hereto (each a "Servicing Agreement," and together the "Servicing Agreements"), and certain of the Mortgage Loans are currently being serviced thereunder by the servicers identified therein. 3. The Seller desires to sell, without recourse, all of its right, title and interest in the Mortgage Loans to the Purchaser, to assign all of its rights and interest as mortgage loan owner under the Servicing Agreements, in each case, only with respect to the portion of the Mortgage Loans subject thereto (as so limited, the "Contractual Rights"), and to delegate all of its obligations thereunder, to the Purchaser. 4. The Purchaser desires to purchase such Mortgage Loans and the Contractual Rights, and the Purchaser intends immediately thereafter to transfer all of its right, title and interest in and to the Mortgage Loans and the Contractual Rights pursuant to the terms of a Trust Agreement, dated as of March 1, 2002 (the "Trust Agreement"), by and among the Purchaser, as Seller, Wells Fargo Bank Minnesota, National Association, as master servicer (the "Master Servicer"), Bankers Trust (Delaware), as Delaware trustee (the "Delaware Trustee"), Bankers Trust Company of California, N.A., as trustee of the Trust (the "Trustee") and The Murrayhill Company, as credit risk manager (the "Credit Risk Manager"). 5. The Trust shall issue to the Purchaser its Mortgage Loan Pass-Through Certificates, Series 2002-1, Class B4, Class B5 and Class B6 (collectively, the "Privately Offered Certificates") and the Class A, Class B1, Class B2, Class B3, and Class R Certificates (the "Public Certificates," and together with the Privately Offered Certificates, the "Certificates"). 6. The Public Certificates will be offered and sold by Lehman as sole underwriter pursuant to the terms and conditions of an Underwriting Agreement (Standard Terms) between the Purchaser and Lehman, dated April 16, 1996 (the "Underwriting Agreement (Standard Terms)"), as supplemented by a terms agreement, dated March 22, 2002 (the "Terms Agreement," and together with the Underwriting Agreement (Standard Terms), the "Underwriting Agreement") through the use of a prospectus supplement, dated March 22, 2002 (the "Prospectus Supplement") and a related prospectus dated March 22, 2002 the ("Base Prospectus" and together with the Prospectus Supplement, the "Prospectus"). The Privately Offered Certificates will be offered by Lehman as sole Placement Agent pursuant to a Purchase Agreement, dated as of March 22, 2002 (the "Purchase Agreement"), between the Purchaser and Lehman through the use of a confidential private placement memorandum, dated March 22, 2002, which private placement memorandum will incorporate the Prospectus (the "Private Placement Memorandum"). 7. Capitalized terms used herein and not defined herein shall have the meanings assigned to them in the Trust Agreement. AGREEMENT NOW THEREFORE, in consideration of the mutual promises herein made and other good and valuable consideration, the receipt and adequacy of which are hereby acknowledged, the parties hereto hereby agree as follows: 1. Purchase and Sale of Mortgage Loans and Contractual Rights. (a) Concurrently with the execution and delivery hereof on March 26, 2002 (the "Closing Date"), the Seller hereby sells, assigns, transfers and otherwise conveys to the Purchaser, without recourse, all of its right, title and interest in and to the Mortgage Loans, including all interest and principal received on or with respect to the Mortgage Loans on or after the Cut-off Date (other than any such payments that were due on or prior to such date) and all payments due after such date but received prior to such date and intended by the related Mortgagors to be applied after such date, together with all of the Seller's right, title and interest in and to any related escrow account and all amounts from time to time credited to and the proceeds of such account, the Seller's rights under any insurance policies related to the Mortgage Loans and the Seller's security interest in any collateral pledged to secure the Mortgage Loans, including the Mortgaged Properties and any Additional Collateral. Concurrently with the execution and delivery of this Agreement, Seller hereby assigns to the Purchaser all of its Contractual Rights. In consideration of such assignment and the covenants of the Seller set forth herein, the Seller shall receive from the Purchaser on the Closing Date $450,396,735.27 in full consideration representing price and accrued interest for the transfer of the Mortgage Loans and the Contractual Rights to the Purchaser. The Purchaser hereby accepts such assignment, and shall be entitled to exercise all Contractual Rights of the Seller under each Servicing Agreement as if the Purchaser had been a party to each such agreement. (b) In connection with such transfer and assignment of the Mortgage Loans hereunder, the Seller does hereby deliver, or cause to be delivered, to the Purchaser (or its designee) each Mortgage File relating to the Mortgage Loans. In the case of Mortgage Loans (if any) that have been prepaid in full after the Cut-off Date and prior to the execution of this Agreement, the Seller, in lieu of delivering the related Mortgage Files, shall herewith deliver to the Purchaser an Officer's Certificate which shall include a statement to the effect that all amounts received in connection with such prepayment that are required to be deposited in the Custodial Account have been so deposited. The Seller hereby convenants not to take any action inconsistent with the ownership interest of the Purchaser or the holders of the Certificates in the Mortgage Files. (c) The Purchaser and the Seller intend that on the Closing Date, the conveyance by the Seller to the Purchaser of all its right, title and interest in and to the Mortgage Loans and the Contractual Rights pursuant to this Agreement shall be, and be construed as, a sale of the Mortgage Loans, without recourse. It is, further, not intended that such conveyance be deemed to be a pledge of the Mortgage Loans or the Contractual Rights by the Seller to the Purchaser to secure a debt or other obligation of the Seller. However, in the event that the Mortgage Loans and the Contractual Rights are held to be property of the Seller, or if this Agreement is held or deemed to create a security interest in the Mortgage Loans and the Contractual Rights, then it is intended that (i) this Agreement shall also be deemed to be a security agreement within the meaning of Articles 8 and 9 of the New York Uniform Commercial Code and the Uniform Commercial Code of any other applicable jurisdiction; (ii) the conveyances provided for in this Section 1 shall be deemed to be a grant by the Seller to the Purchaser, to secure payment in full of the Secured Obligations (as defined below), of a security interest in all of the Seller's right (including the power to convey title thereto), title and interest, whether now owned or hereafter acquired, in and to the Contractual Rights and the Mortgage Loans, including the Mortgage Notes, the Mortgages, any related insurance policies, the Seller's security interest in any collateral pledged to secure the Mortgage Loans and all other documents in the related Mortgage Files, and all accounts, general intangibles, chattel paper, instruments, documents, money, deposit accounts, certificates of deposit, goods, letters of credit, advices of credit and investment property constituting part of the assets of the Trust, arising from or relating to (A) the Mortgage Loans, including with respect to each Mortgage Loan, the Mortgage Note and related Mortgage, and all other documents in the related Mortgage Files, and including any Qualifying Substitute Mortgage Loans; (B) pool insurance policies, hazard insurance policies and any bankruptcy bond relating to the foregoing, if applicable; (C) all amounts payable on or after the Cut-off Date (other than any such payments that were due on or prior to such date) to the holders of the Mortgage Loans in accordance with the terms thereof; (D) all income, payments, proceeds and products of the conversion, voluntary or involuntary, of the foregoing into cash, instruments, securities or other property; and (E) all cash and non-cash proceeds of any of the foregoing; (iii) the possession or control by the Trustee or any agent of the Trustee of Mortgage Notes or such other items of property as constitute instruments, money, documents, advices of credit, letters of credit, goods, certificated securities or chattel paper shall be deemed to be possession or control by the secured party, or possession or control by the Purchaser, for purposes of perfecting the security interest pursuant to the Uniform Commercial Code (including, without limitation, Sections 9-305 or 9-115 thereof); and (iv) notifications to persons holding such property, and acknowledgments, receipts or confirmations from persons holding such property, shall be deemed notifications to, or acknowledgements, receipts or confirmations from, securities intermediaries, bailees or agents of, or persons holding for, the Trustee, as applicable, for the purpose of perfecting such security interest under applicable law. "Secured Obligations" means the rights of the Purchaser under this Agreement and the amount owing the holders of the Certificates representing an interest in the Mortgage Loans and the Contractual Rights. The Seller shall, to the extent consistent with this Agreement, take such reasonable actions as may be necessary to ensure that, if this Agreement were deemed to create a security interest in the Mortgage Loans, the Contractual Rights and the other property described above, such security interest would be deemed to be a perfected security interest of first priority under applicable law and would be maintained as such throughout the term of this Agreement. Without limiting the generality of the foregoing, the Seller shall prepare and deliver to the Purchaser at least six months prior to any filing date, and the Purchaser shall file, or shall cause to be filed, at the expense of the Seller, all filings necessary to maintain the effectiveness of any original filings necessary under the Uniform Commercial Code as in effect in any jurisdiction to perfect the Purchaser's security interest in or lien on the Mortgage Loans and the Contractual Rights. Notwithstanding the foregoing provisions of this Section 1 (i) the Seller shall retain certain servicing rights (including, without limitation, primary servicing and master servicing) relating to or arising out of the Mortgage Loans, and certain rights to receive servicing fees, servicing income and other payments made as compensation for such servicing subject to the Trust Agreement pursuant to the terms and conditions set forth therein (collectively, the "Servicing Rights") and (ii) the Servicing Rights are not included in the collateral in which the Seller grants a security interest in favor of the Purchaser pursuant to the immediately preceding paragraph, nor are the Servicing Rights included in the assets being sold pursuant to this Agreement. 2. Representations and Warranties (a) The Seller hereby represents and warrants to the Purchaser, as of the date of this Agreement, that: (i) the Seller has been duly organized and is validly existing and in good standing as a Delaware corporation, with full power and authority to enter into and perform its obligations under this Agreement, and is in compliance with the laws of each jurisdiction in which a Mortgaged Property is located to the extent necessary to ensure the enforceability of each Mortgage Loan; (ii) this Agreement has been duly authorized, executed and delivered by the Seller and assuming the due authorization, execution and delivery thereof by the Purchaser, constitutes a legal, valid and binding agreement of the Seller, enforceable against it in accordance with its terms, subject to (A) bankruptcy, insolvency, receivership, conservatorship, reorganization, moratorium or other similar laws affecting creditors' rights generally or the rights of creditors of federally chartered savings associations, (B) general principles of equity regardless of whether enforcement is sought in a proceeding in equity or at law, and (C) public policy considerations limiting the enforceability of provisions of this Agreement which purport to provide indemnification from liabilities under applicable securities laws;
137656
|
Thornburg
As referenced in this Mortgage Loan Purchase and Assignment Agreement:
THORNBURG MORTGAGE HOME LOANS, INC –
Exhibit 99.1
EX-99 5 m39124-16.htm EXHIBIT 99.1
Exhibit 99.1
EXECUTION
THORNBURG MORTGAGE HOME LOANS, INC .
as SELLER,
STRUCTURED ASSET SECURITIES CORPORATION,
as PURCHASER,
LEHMAN BROTHERS INC.
and
THORNBURG MORTGAGE, INC.
MORTGAGE LOAN PURCHASE AND ASSIGNMENT AGREEMENT
Dated _____________
Thornburg Mortgage Home Loans, Inc – and among Structured Asset Securities Corporation, a Delaware corporation (such entity, and its successors and assigns, being referred to herein as the "Purchaser"), Thornburg Mortgage Home Loans, Inc ., a Delaware corporation ("Seller"), as seller, Lehman Brothers Inc. ("Lehman") in its capacity as underwriter of the Public Certificates or placement agent _____________
Thornburg Mortgage Home Loans, Inc – under the heading "Plan of Offering" in the Private Placement Memorandum (the "Underwriter/Placement Agent Information") or (ii) that does not relate to Thornburg Mortgage Home Loans, Inc . and the Mortgage Loans (the "Thornburg Information") and agrees to reimburse each such indemnified party for any legal or other expenses reasonably _____________
THORNBURG MORTGAGE HOME LOANS, INC – s/ Stanley Labanowski
Name: Stanley Labanowski
Title: Vice President
LEHMAN BROTHERS INC.
By:/s/ Stanley Labanowski
Name: Stanley Labanowski
Title: Senior Vice President
THORNBURG MORTGAGE HOME LOANS, INC .
By:/s/ Deborah J. Burns
Name: Deborah J. Burns
Title: Vice President
THORNBURG MORTGAGE, INC.
By: /s/ Deborah J. Burns
Name: Deborah _____________
Thornburg Mortgage Home Loans, Inc – SCHEDULE I
MORTGAGE LOAN SCHEDULE
[See Tab #17]
SCHEDULE II
SERVICING AGREEMENTS
1.
Reconstituted Servicing Agreement, dated as of March 1, 2002, among Thornburg Mortgage Home Loans, Inc ., as seller, Morgan Stanley Dean Witter Credit Corporation, as servicer and Wells Fargo Bank Minnesota, National Association, as master servicer.
2.
Servicing _____________
dt 505283
;
Thornburg
As referenced in this Mortgage Loan Purchase and Assignment Agreement:
THORNBURG MORTGAGE –
Exhibit 99.1
EX-99 5 m39124-16.htm EXHIBIT 99.1
Exhibit 99.1
EXECUTION
THORNBURG MORTGAGE HOME LOANS, INC.
as SELLER,
STRUCTURED ASSET SECURITIES CORPORATION,
as PURCHASER,
LEHMAN BROTHERS INC.
and
THORNBURG MORTGAGE, INC.
MORTGAGE LOAN PURCHASE AND ASSIGNMENT _____________
THORNBURG MORTGAGE, – 99.1
Exhibit 99.1
EXECUTION
THORNBURG MORTGAGE HOME LOANS, INC.
as SELLER,
STRUCTURED ASSET SECURITIES CORPORATION,
as PURCHASER,
LEHMAN BROTHERS INC.
and
THORNBURG MORTGAGE, INC.
MORTGAGE LOAN PURCHASE AND ASSIGNMENT AGREEMENT
Dated as of March 1, 2002
Thornburg Mortgage Securities Trust 2002-1
Mortgage Loan Pass- _____________
Thornburg Mortgage – SECURITIES CORPORATION,
as PURCHASER,
LEHMAN BROTHERS INC.
and
THORNBURG MORTGAGE, INC.
MORTGAGE LOAN PURCHASE AND ASSIGNMENT AGREEMENT
Dated as of March 1, 2002
Thornburg Mortgage Securities Trust 2002-1
Mortgage Loan Pass-Through Certificates, Series 2002-1
TABLE OF CONTENTS
MORTGAGE LOAN PURCHASE AND ASSIGNMENT AGREEMENT
Page
MORTGAGE _____________
Thornburg Mortgage – and among Structured Asset Securities Corporation, a Delaware corporation (such entity, and its successors and assigns, being referred to herein as the "Purchaser"), Thornburg Mortgage Home Loans, Inc., a Delaware corporation ("Seller"), as seller, Lehman Brothers Inc. ("Lehman") in its capacity as underwriter of the Public Certificates or _____________
Thornburg Mortgage, – Lehman") in its capacity as underwriter of the Public Certificates or placement agent of the Privately Offered Certificates (each as defined below) and Thornburg Mortgage, Inc., a Maryland corporation ("TMI").
The Purchaser, the Seller, Lehman and TMI hereby recite and agree as follows:
RECITALS
1.
Schedule I _____________
dt 109545
;
Fannie Mae
As referenced in this Mortgage Loan Purchase and Assignment Agreement:
Fannie Mae – policy meeting the requirements of the current guidelines of the Federal Insurance Administration is in effect which policy conforms to the requirements of Fannie Mae or Freddie Mac. The Mortgage obligates the Mortgagor thereunder to maintain all such insurance at Mortgagor's cost and expense, and on _____________
Fannie Mae – iv) not doing business in such state.
(xv)
The Mortgage Loan is covered by an ALTA lender's title insurance policy acceptable to Fannie Mae or Freddie Mac, issued by a title insurer acceptable to Fannie Mae or Freddie Mac and qualified to do business in the _____________
Fannie Mae – covered by an ALTA lender's title insurance policy acceptable to Fannie Mae or Freddie Mac, issued by a title insurer acceptable to Fannie Mae or Freddie Mac and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring (subject to the exceptions _____________
Fannie Mae – the Seller or was purchased by the Seller from a third party, each of which was, at the time of origination, (A) a Fannie Mae -approved or Freddie Mac-approved seller/servicer and (B) a HUD-approved mortgage banker, or a savings and loan association, a savings _____________
Fannie Mae – Policy issued by primary mortgage insurer licensed to do business in the state in which the Mortgaged Property is located and acceptable to Fannie Mae or Freddie Mac as of the Closing Date, so as to reduce the Mortgagee's exposure in accordance with the standards of _____________
dt 97327
;
|
Bankers Trust
As referenced in this Mortgage Loan Purchase and Assignment Agreement:
Bankers Trust – Purchaser, as Seller, Wells Fargo Bank Minnesota, National Association, as master servicer (the "Master Servicer"), Bankers Trust (Delaware), as Delaware trustee (the "Delaware Trustee"), Bankers Trust Company of California, N.A., Bankers Trust – as master servicer (the "Master Servicer"), Bankers Trust (Delaware), as Delaware trustee (the "Delaware Trustee"), Bankers Trust Company of California, N.A., as trustee of the Trust (the "Trustee") and The Murrayhill
dt 44233
;
First Republic
As referenced in this Mortgage Loan Purchase and Assignment Agreement:
First Republic Bank. – Mortgage Home Loans, Inc., and Colonial Savings, F.A.
5.
Amended and Restated Correspondent Loan Purchase Agreement dated as of March 25, 2002, between Thornburg Mortgage Home Loans, Inc., and First Republic Bank.
6.
Amended and Restated Correspondent Loan Purchase Agreement dated as of March 25, 2002, between Thornburg Mortgage Home Loans, Inc., and Gateway Bank, F.S.B.
7.
Amended and _____________
dt 1447361
;
More... |
Full Doc
 | 2003 |
Press Releases
Press Releases (15K)
Doc #258501: This document is immediately available for purchase, but does not have a preview available for viewing.
258501
|
Thornburg
As referenced in this Press Releases:
Thornburg Mortgage Home Loans Inc – up approximately $65 million of capital, which can be utilized for the future acquisition of additional adjustable rate mortgage assets.
During the quarter, Thornburg Mortgage Home Loans Inc . (TMHL), the companys mortgage lending subsidiary closed $863.1 million of loans, compared to $830.2 million in the fourth quarter of _____________
dt 505279
;
Thornburg
As referenced in this Press Releases:
Thornburg Mortgage, –
Exhibit 99.1
EX-99.1 3 a89532exv99w1.htm EXHIBIT 99.1
EXHIBIT 99.1
Page 1 of 7
Press Releases
Thornburg Mortgage, Inc. (ticker: TMA, exchange: New York Stock Exchange) News Release - 4/22/2003
Thornburg Mortgage Reports 1Q EPS of $0.67; Declares $ _____________
Thornburg Mortgage – 99.1
Page 1 of 7
Press Releases
Thornburg Mortgage, Inc. (ticker: TMA, exchange: New York Stock Exchange) News Release - 4/22/2003
Thornburg Mortgage Reports 1Q EPS of $0.67; Declares $0.60 1Q Dividend
SANTA FE, N.M., Apr 22, 2003 (BUSINESS WIRE) Thornburg Mortgage Inc. ( _____________
Thornburg Mortgage – 2003
Thornburg Mortgage Reports 1Q EPS of $0.67; Declares $0.60 1Q Dividend
SANTA FE, N.M., Apr 22, 2003 (BUSINESS WIRE) Thornburg Mortgage Inc. (NYSE: TMA)
1Q 03 EPS up 8% year-over-year
Quarterly dividend increases to $0.60, a 9% increase over prior year
_____________
Thornburg Mortgage – assets increased to $12.4 billion; up 18% over 4Q 02
60-day plus delinquent loans at 0.10%; unchanged from prior quarter
Thornburg Mortgage Inc. (NYSE: TMA) reported record net income for the quarter ended March 31, 2003 of $39.1 million, or $0.67 per common _____________
Thornburg Mortgage – on April 3, 2003 approximately $1.06 billion of
Page 3 of 7
mortgage loans from our ARM loan portfolio were transferred to Thornburg Mortgage Securities Trust 2003-2 and were securitized. Approximately $1.04 billion of the securities issued were sold to third party investors in the _____________
dt 132656
;
|
Fannie Mae
As referenced in this Press Releases:
Fannie Mae – Portfolio credit quality also remains excellent. At March 31, 2003, 89.1% of our ARM assets were rated AAA, AA, or guaranteed by Fannie Mae or Freddie Mac. An additional 9.6% consisted of loans that were pending securitization. After issuance of the $1.04 billion of _____________
Fannie Mae – billion of AAA-rated pass-through certificates on April 3, 2003, 95.9% of ARM assets were rated AAA, AA, or guaranteed by Fannie Mae or Freddie Mac.
The portfolio prepayment rate averaged 32% Constant Prepayment Rate (CPR) for the first quarter, down from 37% CPR in _____________
dt 137282
|
Preview
Full Doc
 | 2003 |
Mortgage Loan Purchase Agreement
Mortgage Loan Purchase Agreement (52K)
Doc #150021: Click preview link for longer preview.
THIS MORTGAGE LOAN PURCHASE AGREEMENT, dated as of August 1, 2003 (the Agreement), is made and entered into between Thornburg Mortgage Home Loans, Inc. (the Seller) and Greenwich Capital Acceptance, Inc. (the Purchaser).
W I T N E S S E T H
WHEREAS, the Seller is the owner of the notes or other evidence of indebtedness (the Mortgage Notes) so indicated on Schedule I hereto referred to below, and the other documents or instruments constituting the Mortgage File (collectively, the Mortgage Loans); and
WHEREAS, the Seller is a party to the servicing agreements identified on Schedule II (each a Servicing Agreement, and together the Servicing Agreements), and certain of the Mortgage Loans are currently being serviced thereunder by the servicers identified therein; and
WHEREAS, the Seller, as of the date hereof, owns the mortgages or deeds of trust (the Mortgages) on the properties (the Mortgaged Properties) securing such Mortgage Loans, including rights to (a) any property acquired by foreclosure or deed in lieu of foreclosure or otherwise and (b) the proceeds of any insurance policies covering the Mortgage Loans or the Mortgaged Properties or the obligors on the Mortgage Loans; and
WHEREAS, the parties hereto desire that the Seller sell the Mortgage Loans, including the Mortgages, and assign the Sellers rights under the Servicing Agreements to the Purchaser pursuant to the terms of this Agreement;
WHEREAS, pursuant to the terms of that certain Sale and Servicing Agreement dated as of August 1, 2003 (the Sale and Servicing Agreement) among Thornburg Mortgage Securities Trust 2003-4, as issuer (the Trust), the Purchaser, as depositor, the Seller, as seller, Wells Fargo Bank Minnesota, National Association, as master servicer and Deutsche Bank National Trust Company, as indenture trustee (in such capacity, the Indenture Trustee), the Purchaser will convey the Mortgage Loans to the Trust; and
WHEREAS, pursuant to the terms of that certain Indenture dated August 1, 2003 (the Indenture), between the Indenture Trustee and the Trust, the Trust will pledge the Mortgage Loans to the Indenture Trustee and issue the Thornburg Mortgage Securities Trust 2003-4 Mortgage-Backed Notes, Series 2003-4.
NOW, THEREFORE, in consideration of the mutual covenants herein contained, the parties hereto agree as follows:
ARTICLE I.
DEFINITIONS AND SCHEDULES
Section 1.01.
Definitions. Any capitalized term used but not defined herein and below shall have the meaning assigned thereto in the Sale and Servicing Agreement, the Indenture and the related Prospectus Supplement dated August 25, 2003 (the Prospectus Supplement) to the Prospectus dated June 23, 2003 (the Prospectus).
ARTICLE II.
SALE OF MORTGAGE LOANS; PAYMENT OF PURCHASE PRICE
Section 2.01.
Sale of Mortgage Loans; Assignment of the Servicing Agreements. The Seller, concurrently with the execution and delivery of this Agreement, does hereby sell, assign, set over, and otherwise convey to the Purchaser, without recourse, all of its right, title and interest in, to and under (i) each Mortgage Loan, including the related Cut-Off Date Principal Balance, all interest due thereon after the Cut-Off Date and all collections in respect of interest and principal due after the Cut-Off Date (and all principal received before the Cut-Off Date to the extent such principal relates to a Monthly Payment due after the Cut-Off Date); (ii) property which secured such Mortgage Loan and which has been acquired by foreclosure or deed in lieu of foreclosure; (iii) its interest in any insurance policies in respect of the Mortgage Loans; (iv) any Additional Collateral with respect to the Mortgage Loans; (v) each Guaranty Surety Bond with respect to the Additional Collateral Mortgage Loans conveyed to the Seller from MSDWCC and Cendant; and (vi) all proceeds of any of the foregoing.
Concurrently with the execution and delivery of this Agreement, the Seller hereby assigns to the Purchaser all of its rights and interest (but none of its obligations) under each Servicing Agreement, other than any servicing rights retained pursuant to the provisions of such Servicing Agreements, to the extent relating to the Mortgage Loans. The Purchaser hereby accepts such assignment, and shall be entitled to exercise all such rights of the Seller under each Servicing Agreement as if the Purchaser had been a party to each such agreement.
Section 2.02.
Obligations of the Seller Upon Sale and Assignment. In connection with the transfer pursuant to Section 2.01 hereof, the Seller further agrees, at its own expense, on or prior to the Closing Date, (a) to indicate in its books and records that the Mortgage Loans have been sold to the Purchaser pursuant to this Agreement and (b) to deliver to the Purchaser and the Indenture Trustee a computer file containing a true and complete list of all such Mortgage Loans specifying for each such Mortgage Loan, as of the Cut-Off Date, (i) its account number and (ii) the Cut-Off Date Principal Balance and such file, which forms a part of Schedule A to the Sale and Servicing Agreement, shall also be marked as Schedule I to this Agreement and is hereby incorporated into and made a part of this Agreement.
In connection with such conveyance by the Seller, the Seller shall on behalf of the Purchaser deliver to, and deposit with the Indenture Trustee, as assignee of the Purchaser, on or before the Closing Date, the documents described in Section 2.01 of the Sale and Servicing Agreement as being or to be delivered to the Indenture Trustee, including, but not limited to, the Servicing Agreements.
The Seller hereby confirms to the Purchaser and the Trustee that it has made the appropriate entries in its general accounting records, to indicate that the Mortgage Loans have been transferred to the Indenture Trustee, or a custodian appointed pursuant to the Sale and Servicing Agreement to act on behalf of the Indenture Trustee, and that the Mortgage Loans constitute part of the Trust in accordance with the terms of the Sale and Servicing Agreement.
The Purchaser hereby acknowledges its acceptance of all right, title and interest in, to and under the Mortgage Loans and other property, and its rights under the Servicing Agreements, now existing or hereafter created, conveyed to it pursuant to Section 2.01 hereof.
150021
|
Thornburg
As referenced in this Mortgage Loan Purchase Agreement:
THORNBURG MORTGAGE HOME LOANS, INC –
Exhibit 99.1
EX-99 5 m16816.htm EXHIBIT 99.1
EXECUTION
GREENWICH CAPITAL ACCEPTANCE, INC.,
as Purchaser
and
THORNBURG MORTGAGE HOME LOANS, INC .,
as Seller
MORTGAGE LOAN PURCHASE AGREEMENT
Dated as of August 1, 2003
Adjustable-Rate Mortgage Loans
Thornburg Mortgage Securities Trust 2003-4
_____________
Thornburg Mortgage Home Loans, Inc – Mortgage
Loans.
III-1
THIS MORTGAGE LOAN PURCHASE AGREEMENT, dated as of August 1, 2003 (the Agreement), is made and entered into between Thornburg Mortgage Home Loans, Inc . (the Seller) and Greenwich Capital Acceptance, Inc. (the Purchaser).
W I T N E S S E T H
WHEREAS, the Seller _____________
Thornburg Mortgage Home Loans, Inc – to have been duly given if personally delivered at or mailed by registered mail, postage prepaid, addressed as follows:
if to the Seller:
Thornburg Mortgage Home Loans, Inc .
150 Washington Avenue, Suite 302
Santa Fe, New Mexico 87501
Attention: Deborah Burns
or such other address as may hereafter be furnished _____________
Thornburg Mortgage Home Loans, Inc – Greenwich Capital Acceptance, Inc.
600 Steamboat Road
Greenwich, Connecticut 06830
Attention: Legal Department
or such other address as may hereafter be furnished to Thornburg Mortgage Home Loans, Inc . in writing by the Purchaser.
Section 7.04.
Severability of Provisions. If any one or more of the covenants, agreements, provisions of _____________
THORNBURG MORTGAGE HOME LOANS, INC – the day and year first above written.
GREENWICH CAPITAL ACCEPTANCE, INC.,
as Purchaser
By: /s/ Shakti Radhakishun
Name: Shakti Radhakishun
Title: Vice President
THORNBURG MORTGAGE HOME LOANS, INC .
as Seller
By: /s/ Joseph H. Badal
Name: Joseph H. Badal
Title: Chief Executive Officer
STATE OF CONNECTICUT
)
)ss.:
COUNTY OF FAIRFIELD
)
_____________
dt 505284
;
Thornburg
As referenced in this Mortgage Loan Purchase Agreement:
THORNBURG MORTGAGE –
Exhibit 99.1
EX-99 5 m16816.htm EXHIBIT 99.1
EXECUTION
GREENWICH CAPITAL ACCEPTANCE, INC.,
as Purchaser
and
THORNBURG MORTGAGE HOME LOANS, INC.,
as Seller
MORTGAGE LOAN PURCHASE AGREEMENT
Dated as of August 1, 2003
Adjustable-Rate Mortgage Loans
Thornburg Mortgage Securities Trust _____________
Thornburg Mortgage – Purchaser
and
THORNBURG MORTGAGE HOME LOANS, INC.,
as Seller
MORTGAGE LOAN PURCHASE AGREEMENT
Dated as of August 1, 2003
Adjustable-Rate Mortgage Loans
Thornburg Mortgage Securities Trust 2003-4
Table of Contents
Page
ARTICLE I. DEFINITIONS AND SCHEDULES
1
Section 1.01.
Definitions
1
ARTICLE II. SALE OF _____________
Thornburg Mortgage – Mortgage
Loans.
III-1
THIS MORTGAGE LOAN PURCHASE AGREEMENT, dated as of August 1, 2003 (the Agreement), is made and entered into between Thornburg Mortgage Home Loans, Inc. (the Seller) and Greenwich Capital Acceptance, Inc. (the Purchaser).
W I T N E S S E T H
WHEREAS, _____________
Thornburg Mortgage – pursuant to the terms of that certain Sale and Servicing Agreement dated as of August 1, 2003 (the Sale and Servicing Agreement) among Thornburg Mortgage Securities Trust 2003-4, as issuer (the Trust), the Purchaser, as depositor, the Seller, as seller, Wells Fargo Bank Minnesota, National Association, as _____________
Thornburg Mortgage – the Indenture), between the Indenture Trustee and the Trust, the Trust will pledge the Mortgage Loans to the Indenture Trustee and issue the Thornburg Mortgage Securities Trust 2003-4 Mortgage-Backed Notes, Series 2003-4.
NOW, THEREFORE, in consideration of the mutual covenants herein contained, the parties hereto _____________
dt 109546
;
Fannie Mae
As referenced in this Mortgage Loan Purchase Agreement:
Fannie Mae – policy meeting the requirements of the current guidelines of the Federal Insurance Administration is in effect which policy conforms to the requirements of Fannie Mae or Freddie Mac. The Mortgage obligates the Mortgagor thereunder to maintain all such insurance at Mortgagors cost and expense, and on the _____________
Fannie Mae – or (iv) not doing business in such state.
(xv)
The Mortgage Loan is covered by an ALTA lenders title insurance policy acceptable to Fannie Mae or Freddie Mac, issued by a title insurer acceptable to Fannie Mae or Freddie Mac and qualified to do business in the _____________
Fannie Mae – is covered by an ALTA lenders title insurance policy acceptable to Fannie Mae or Freddie Mac, issued by a title insurer acceptable to Fannie Mae or Freddie Mac and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring (subject to the exceptions _____________
Fannie Mae – the Seller or was purchased by the Seller from a third party, each of which was, at the time of origination, (A) a Fannie Mae -approved or Freddie Mac-approved seller/servicer and (B) a U.S. Department of Housing and Development approved mortgage banker, or a _____________
Fannie Mae – Policy issued by primary mortgage insurer licensed to do business in the state in which the Mortgaged Property is located and acceptable to Fannie Mae or Freddie Mac as of the Closing Date, so as to reduce the Mortgagees exposure in accordance with the standards of Fannie _____________
dt 97335
;
|
First Republic
As referenced in this Mortgage Loan Purchase Agreement:
First Republic Bank – Servicing Agreement]
SCHEDULE II
LIST OF SERVICING AGREEMENTS
1.
Amended and Restated Correspondent Loan Purchase Agreement, dated as of March 25, 2002, between Thornburg Mortgage Home Loans, Inc. (Thornburg) and First Republic Bank (First Republic), including the related Transfer Notice, dated as of August 21, 2003, from Thornburg to First Republic.
2.
Amended and Restated Correspondent Loan Purchase Agreement, dated as of _____________
First Republic Bank, – generally in accordance with either (i) the Sellers underwriting standards, (ii) in the case of a Mortgage Loan acquired from Morgan Stanley Dean Witter Credit Corporation, Cendant Mortgage Corporation or First Republic Bank, the related underwriting standards or (iii) in the case of a Mortgage Loan acquired from a bulk seller, the related bulk sellers underwriting standards, in each case as in _____________
dt 1447362
;
Freddie Mac
As referenced in this Mortgage Loan Purchase Agreement:
Freddie Mac. – requirements of the current guidelines of the Federal Insurance Administration is in effect which policy conforms to the requirements of Fannie Mae or Freddie Mac. The Mortgage obligates the Mortgagor thereunder to maintain all such insurance at Mortgagors cost and expense, and on the Mortgagors failure to _____________
Freddie Mac, – doing business in such state.
(xv)
The Mortgage Loan is covered by an ALTA lenders title insurance policy acceptable to Fannie Mae or Freddie Mac, issued by a title insurer acceptable to Fannie Mae or Freddie Mac and qualified to do business in the jurisdiction where the _____________
Freddie Mac – an ALTA lenders title insurance policy acceptable to Fannie Mae or Freddie Mac, issued by a title insurer acceptable to Fannie Mae or Freddie Mac and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring (subject to the exceptions contained in (ix)(A) _____________
Freddie Mac- – purchased by the Seller from a third party, each of which was, at the time of origination, (A) a Fannie Mae-approved or Freddie Mac- approved seller/servicer and (B) a U.S. Department of Housing and Development approved mortgage banker, or a savings and loan association, a _____________
Freddie Mac – primary mortgage insurer licensed to do business in the state in which the Mortgaged Property is located and acceptable to Fannie Mae or Freddie Mac as of the Closing Date, so as to reduce the Mortgagees exposure in accordance with the standards of Fannie Mae and applicable law, _____________
dt 230127
;
More... |
Preview
Full Doc
 | 2003 |
Mortgage Loan Purchase Agreement
Mortgage Loan Purchase Agreement (109K)
Doc #150301: Click preview link for longer preview.
MORTGAGE LOAN PURCHASE AGREEMENT
between
THORNBURG MORTGAGE HOME LOANS, INC.
as Mortgage Loan Seller
and
STRUCTURED ASSET MORTGAGE INVESTMENTS INC.
as Purchaser
Dated as of
March 1, 2003
TABLE OF CONTENTS
SECTION 1. Definitions
2
SECTION 2. Purchase and Sale of the Mortgage Loans and Related Rights
7
SECTION 3. Mortgage Loan Schedules
7
SECTION 4. Mortgage Loan Transfer
8
SECTION 5. Examination of Mortgage Files
8
SECTION 6. Recordation of Assignments of Mortgage, Etc.
10
SECTION 7. Representations and Warranties of Mortgage Loan Seller Concerning the Mortgage Loans
12
SECTION 8. Representations and Warranties Concerning the Mortgage Loan Seller
13
SECTION 9. Representations and Warranties Concerning the Purchaser
14
SECTION 10. Conditions to Closing
15
SECTION 11. Fees and Expenses
17
SECTION 12. Accountants' Letters
18
SECTION 13. [RESERVED]
18
SECTION 14. Notices
18
SECTION 15. Transfer of Mortgage Loans
18
SECTION 16. Termination
19
SECTION 17. Representations, Warranties and Agreements to Survive Delivery
19
SECTION 18. Severability
19
SECTION 19. Counterparts
19
SECTION 20. Amendment
19
SECTION 21. Governing Law
19
SECTION 22. Further Assurances
20
SECTION 23. Successors and Assigns
20
SECTION 24. The Mortgage Loan Seller
20
SECTION 25. Entire Agreement
20
SECTION 26. No Partnership
20
EXHIBITS AND SCHEDULE TO MORTGAGE LOAN PURCHASE AGREEMENT
Exhibit 1 Contents of Mortgage File
Exhibit 2 List of Servicers and Servicing Agreements
Exhibit 3 Mortgage Loan Schedule Information
Exhibit 4 Mortgage Loan Seller's Representations and Warranties Relating to the Mortgage Loans
Exhibit 5 Contents of Mortgage File for 1998-1 Mortgage Loans
Schedule A Required Ratings for Each Class of Certificates
Schedule B Mortgage Loan Schedule
MORTGAGE LOAN PURCHASE AGREEMENT
MORTGAGE LOAN PURCHASE AGREEMENT, dated as of March 1, 2003 (this "Agreement"), by and between THORNBURG MORTGAGE HOME LOANS, INC., a Delaware corporation (the "Mortgage Loan Seller"), and STRUCTURED ASSET MORTGAGE INVESTMENTS INC., a Delaware corporation (the "Purchaser").
Upon the terms and subject to the conditions of this Agreement, the Mortgage Loan Seller agrees to sell, and the Purchaser agrees to purchase, certain hybrid and adjustable rate, first lien mortgage loans secured by one- to four-family residential properties (collectively, the "Mortgage Loans") as described herein and as listed on Schedule B hereto (the "Mortgage Loan Schedule"). The Purchaser intends to sell the Mortgage Loans to Thornburg Mortgage Securities Trust 2003-2, a Delaware statutory trust (the "Trust") created pursuant to a trust, pooling and servicing agreement, to be dated as of March 1, 2003 (the "Trust, Pooling and Servicing Agreement"), between the Purchaser, as seller, Wells Fargo Bank Minnesota, National Association, as master servicer and securities administrator, Deutsche Bank National Trust Company, as trustee (the "Trustee"), Deutsche Bank Trust Company Delaware, as Delaware trustee, and Thornburg Mortgage Home Loans, Inc. ("Thornburg"). Pursuant to the Trust, Pooling and Servicing Agreement, the Trust will issue its Mortgage Pass-Through Certificates, Series 2003-2 (the "Certificates").
The Purchaser has filed with the Securities and Exchange Commission (the "Commission") a registration statement on Form S-3 (Number 333-68542) relating to its Mortgage Pass-Through Certificates and the offering of certain series thereof (including certain classes of the Certificates) from time to time in accordance with Rule 415 under the Securities Act of 1933, as amended, and the rules and regulations of the Commission promulgated thereunder (the "Securities Act"). Such registration statement, when it became effective under the Securities Act, and the prospectus relating to the public offering of certain classes of the Certificates by the Purchaser (the "Public Offering"), as from time to time each is amended or supplemented pursuant to the Securities Act or otherwise, are referred to herein as the "Registration Statement" and the "Prospectus," respectively. The "Prospectus Supplement" shall mean that supplement, dated March 31, 2003 to the Prospectus, dated November 25, 2002 relating to certain classes of the Certificates. With respect to the Public Offering of certain classes of the Certificates, the Purchaser, Bear, Stearns & Co. Inc. ("Bear Stearns"), Lehman Brothers Inc. ("Lehman") and Greenwich Capital Markets, Inc. ("RBS GC") (Bear Stearns, Lehman and RBS GC collectively, the "Underwriters") have entered into have entered into a terms agreement dated as of March 31, 2003 to an underwriting agreement dated June 25, 1996, between the Purchaser and Bear Stearns (collectively, the "Underwriting Agreement").
Now, therefore, in consideration of the premises and the mutual agreements set forth herein, the parties hereto agree as follows:
SECTION 1. Definitions. Certain terms are defined herein. Capitalized terms used herein but not defined herein shall have the meanings specified in the Trust, Pooling and Servicing Agreement. The following other terms are defined as follows:
Acquisition Price: Cash in an amount equal to $1,060,891,769.76 (plus $3,967,480.60 in accrued interest) and the Class B-IO Certificates.
Additional Collateral: With respect to any Additional Collateral Mortgage Loan, the marketable securities subject to a security interest pursuant to a related pledge agreement.
Additional Collateral Mortgage Loan: Each Mortgage Loan identified as such in the Mortgage Loan Schedule and as to which Additional Collateral is then required to be provided as security therefor.
Appraised Value: For any Mortgaged Property related to a Mortgage Loan, the amount, if any, set forth as the appraised value of such Mortgaged Property in any appraisal made for the mortgage originator in connection with its origination of the related Mortgage Loan.
Bear Stearns: Bear, Stearns & Co. Inc.
Convertible Mortgage Loan: Any Mortgage Loan which, at the option of the Mortgagor and in accordance with the terms of the related Mortgage Note, may have the related Mortgage Rate converted from an adjustable rate to a fixed rate.
Closing Date: April 3, 2003.
Code: The Internal Revenue Code of 1986, as amended.
Cooperative Corporation: The entity that holds title (fee or an acceptable leasehold estate) to the real property and improvements constituting the Cooperative Property and which governs the Cooperative Property, which Cooperative Corporation must qualify as a Cooperative Housing Corporation under Section 216 of the Code.
Cooperative Loan: Any Mortgage Loan secured by Cooperative Shares and a Proprietary Lease.
Cooperative Loan Documents: As to any Cooperative Loan, (i) the Cooperative Shares, together with a stock power in blank; (ii) the original executed Security Agreement and the assignment of the Security Agreement endorsed in blank; (iii) the original executed Proprietary Lease and the assignment of the Proprietary Lease endorsed in blank; (iv) the original executed Recognition Agreement and the assignment of the Recognition Agreement (or a blanket assignment of all Recognition Agreements) endorsed in blank; (v) the executed UCC-1 financing statement with evidence of recording thereon, which has been filed in all places required to perfect the security interest in the Cooperative Shares and the Proprietary Lease; and (vi) executed UCC-3 financing statements (or copies thereof) or other appropriate UCC financing statements required by state law, evidencing a complete and unbroken line from the mortgagee to the Trust with evidence of recording thereon (or in a form suitable for recordation).
Cooperative Property: The real property and improvements owned by the Cooperative Corporation, that includes the allocation of individual dwelling units to the holders of the Cooperative Shares of the Cooperative Corporation.
Cooperative Shares: Shares issued by a Cooperative Corporation.
Cooperative Unit: A single-family dwelling located in a Cooperative Property.
Cut-off Date: March 1, 2003.
Cut-off Date Balance: $1,060,891,769.76.
Due Date: With respect to any Mortgage Loan, the date in each month on which its Monthly Payment is due if such due date is the first day of a month and otherwise is deemed to be the first day of the following month or such other date specified in the related Servicing Agreement.
150301
|
Thornburg
As referenced in this Mortgage Loan Purchase Agreement:
THORNBURG MORTGAGE HOME LOANS, INC –
Exhibit 99.1
EX-99 5 structure-ex991_041403.htm EXHIBIT 99.1
Exhibit 99.1
[EXECUTION COPY]
MORTGAGE LOAN PURCHASE AGREEMENT
between
THORNBURG MORTGAGE HOME LOANS, INC .
as Mortgage Loan Seller
and
STRUCTURED ASSET MORTGAGE INVESTMENTS INC.
as Purchaser
Dated as of
March 1, 2003
TABLE OF CONTENTS
SECTION 1.
Definitions
2
SECTION 2.
Purchase and _____________
THORNBURG MORTGAGE HOME LOANS, INC – Ratings for Each Class of Certificates
Schedule B
Mortgage Loan Schedule
MORTGAGE LOAN PURCHASE AGREEMENT
MORTGAGE LOAN PURCHASE AGREEMENT, dated as of March 1, 2003 (this "Agreement"), by and between THORNBURG MORTGAGE HOME LOANS, INC ., a Delaware corporation (the "Mortgage Loan Seller"), and STRUCTURED ASSET MORTGAGE INVESTMENTS INC., a Delaware corporation (the "Purchaser").
Upon the terms and subject to the conditions of this Agreement, _____________
Thornburg Mortgage Home Loans, Inc – Wells Fargo Bank Minnesota, National Association, as master servicer and securities administrator, Deutsche Bank National Trust Company, as trustee (the "Trustee"), Deutsche Bank Trust Company Delaware, as Delaware trustee, and Thornburg Mortgage Home Loans, Inc . ("Thornburg"). Pursuant to the Trust, Pooling and Servicing Agreement, the Trust will issue its Mortgage Pass-Through Certificates, Series 2003-2 (the "Certificates").
The Purchaser has filed with the _____________
Thornburg Mortgage Home Loans, Inc – demands, notices and communications hereunder shall be in writing but may be delivered by facsimile transmission subsequently confirmed in writing. Notices to the Mortgage Loan Seller shall be directed to Thornburg Mortgage Home Loans, Inc ., 150 Washington Avenue, Suite 302, Santa Fe, New Mexico, 87501, Attention: Deborah Burns, Vice PresidentMortgage Loan Securitization, and notices to the Purchaser shall be directed to Structured Asset Mortgage _____________
THORNBURG MORTGAGE HOME LOANS,
INC – INTENTIONALLY LEFT BLANK]
IN WITNESS WHEREOF, the parties hereto have caused their names to be signed hereto by their respective duly authorized officers as of the date first above written.
THORNBURG MORTGAGE HOME LOANS,
INC ., as Mortgage Loan
Seller
By: /s/ Deborah J. Burns
Name: Deborah J. Burns
Title: Vice President
STRUCTURED ASSET MORTGAGE
INVESTMENTS INC., as Purchaser
By:/s/ Baron Silverstein
Name: Baron _____________
dt 1392421
;
McGraw-Hill Companies
As referenced in this Mortgage Loan Purchase Agreement:
McGraw-Hill Companies, Inc – the amount of the increase in the per annum rate set forth in the related Mortgage Note.
S&P: Standard & Poor's Ratings Services, a division of The McGraw-Hill Companies, Inc . and its successor in interest.
Securities Act: The Securities Act of 1933, as amended.
Security Agreement: With respect to any Cooperative Loan, the agreement between the owner of the _____________
dt 1516306
;
Thornburg
As referenced in this Mortgage Loan Purchase Agreement:
Thornburg Mortgage, Inc – its capacity as custodian under the Biparty Custodial Agreement dated June 26, 1997 between Deutsche Bank National Trust Company (formerly known as Bankers Trust Company of California N.A.) and Thornburg Mortgage, Inc . (formerly known as Thornburg Mortgage Asset Corporation), of the following Mortgage Loans:
Loan ID
600176445
600176617
600187987
600189588
600189632
600193817
600193951
Borrower Name
Jorge Rodriguez
John Tripp
Lee McPeak
_____________
dt 1350689
;
|
Fannie Mae
As referenced in this Mortgage Loan Purchase Agreement:
Fannie Mae – identified as such in the Mortgage Loan Schedule, which provides for an increase in the Mortgage Rate thereof in the event of the change of employment of the Mortgagor thereunder.
Fannie Mae : Fannie Mae (also known as the Federal National Mortgage Association) or any successor thereto.
Freddie Mac: Freddie Mac (also known as the Federal Home Loan Mortgage Corporation) or any _____________
Fannie Mae – such in the Mortgage Loan Schedule, which provides for an increase in the Mortgage Rate thereof in the event of the change of employment of the Mortgagor thereunder.
Fannie Mae: Fannie Mae (also known as the Federal National Mortgage Association) or any successor thereto.
Freddie Mac: Freddie Mac (also known as the Federal Home Loan Mortgage Corporation) or any successor thereto.
_____________
Federal National Mortgage Association – which provides for an increase in the Mortgage Rate thereof in the event of the change of employment of the Mortgagor thereunder.
Fannie Mae: Fannie Mae (also known as the Federal National Mortgage Association ) or any successor thereto.
Freddie Mac: Freddie Mac (also known as the Federal Home Loan Mortgage Corporation) or any successor thereto.
Lehman: Lehman Brothers Inc.
Loan-to-Value Ratio: _____________
Fannie Mae – has been made available) a flood insurance policy meeting the requirements of the current guidelines of the Federal Insurance Administration is in effect which policy conforms to the requirements of Fannie Mae or Freddie Mac. The Mortgage obligates the Mortgagor thereunder to maintain all such insurance at Mortgagor's cost and expense, and on the Mortgagor's failure to do so, _____________
Fannie Mae – business in such state without qualification, or (iv) not doing business in such state.
(xv)
The Mortgage Loan is covered by an ALTA lender's title insurance policy acceptable to Fannie Mae or Freddie Mac, issued by a title insurer acceptable to Fannie Mae or Freddie Mac and qualified to do business in the jurisdiction where the Mortgaged Property is located, _____________
dt 1438282
;
DB Trust
As referenced in this Mortgage Loan Purchase Agreement:
Deutsche Bank Trust Co – Pooling and Servicing Agreement"), between the Purchaser, as seller, Wells Fargo Bank Minnesota, National Association, as master servicer and securities administrator, Deutsche Bank National Trust Company, as trustee (the "Trustee"), Deutsche Bank Trust Co mpany Delaware, as Delaware trustee, and Thornburg Mortgage Home Loans, Inc. ("Thornburg"). Pursuant to the Trust, Pooling and Servicing Agreement, the Trust will issue its Mortgage Pass-Through Certificates, Series _____________
dt 1390633
;
More... |
Preview
Full Doc
 | 2003 |
Mortgage Loan Purchase Agreement
Mortgage Loan Purchase Agreement (51K)
Doc #150362: Click preview link for longer preview.
MORTGAGE LOAN PURCHASE AGREEMENT
Dated as of January 1, 2003
Adjustable-Rate Mortgage Loans
Thornburg Mortgage Securities Trust 2003-1
Table of Contents
Schedule I:
Mortgage Loan Schedule
I-1
Schedule II:
List of Servicers and Servicing Agreements
II-1
Schedule III:
Sellers Representations and Warranties Relating to Mortgage Loans
III-1
THIS MORTGAGE LOAN PURCHASE AGREEMENT, dated as of January 1, 2003 (the Agreement), is made and entered into between Thornburg Mortgage Home Loans, Inc. (the Seller) and Greenwich Capital Acceptance, Inc. (the Purchaser).
W I T N E S S E T H
WHEREAS, the Seller is the owner of the notes or other evidence of indebtedness (the Mortgage Notes) so indicated on Schedule I hereto referred to below, and the other documents or instruments constituting the Mortgage File (collectively, the Mortgage Loans); and
WHEREAS, the Seller is a party to the servicing agreements identified on Schedule II (each a Servicing Agreement, and together the Servicing Agreements), and certain of the Mortgage Loans are currently being serviced thereunder by the servicers identified therein; and
WHEREAS, the Seller, as of the date hereof, owns the mortgages or deeds of trust (the Mortgages) on the properties (the Mortgaged Properties) securing such Mortgage Loans, including rights to (a) any property acquired by foreclosure or deed in lieu of foreclosure or otherwise and (b) the proceeds of any insurance policies covering the Mortgage Loans or the Mortgaged Properties or the obligors on the Mortgage Loans; and
WHEREAS, the parties hereto desire that the Seller sell the Mortgage Loans, including the Mortgages, and assign the Sellers rights under the Servicing Agreements to the Purchaser pursuant to the terms of this Agreement; and
WHEREAS, pursuant to the terms of that certain Pooling and Servicing Agreement dated as of January 1, 2003 (the Pooling and Servicing Agreement) among the Purchaser, as depositor, the Seller, as seller, Wells Fargo Bank Minnesota, National Association, as master servicer and securities administrator, Deutsche Bank Trust Company Delaware, as Delaware trustee and Deutsche Bank National Trust Company, as trustee (in such capacity, the Trustee), the Purchaser will convey the Mortgage Loans to Thornburg Mortgage Securities Trust 2003-1 (the Trust).
NOW, THEREFORE, in consideration of the mutual covenants herein contained, the parties hereto agree as follows:
ARTICLE I.
DEFINITIONS AND SCHEDULES
Section 1.01. Definitions.
Any capitalized term used but not defined herein and below shall have the meaning assigned thereto in the Pooling and Servicing Agreement, the related Prospectus Supplement dated January 27, 2003 (the Prospectus Supplement) to the Prospectus dated October 10, 2002 (the Prospectus) or the related Private Placement Memorandum dated January 27, 2003 (the Memorandum).
ARTICLE II.
SALE OF MORTGAGE LOANS; PAYMENT OF PURCHASE PRICE
Section 2.01. Sale of Mortgage Loans; Assignment of the Servicing Agreements.
The Seller, concurrently with the execution and delivery of this Agreement, does hereby sell, assign, set over, and otherwise convey to the Purchaser, without recourse, all of its right, title and interest in, to and under (i) each Mortgage Loan, including the related Cut-Off Date Principal Balance, all interest due thereon after the Cut-Off Date and all collections in respect of interest and principal due after the Cut-Off Date (and all principal received before the Cut-Off Date to the extent such principal relates to a Monthly Payment due after the Cut-Off Date); (ii) property which secured such Mortgage Loan and which has been acquired by foreclosure or deed in lieu of foreclosure; (iii) its interest in any insurance policies in respect of the Mortgage Loans; (iv) any Additional Collateral with respect to the Mortgage Loans; and (v) all proceeds of any of the foregoing.
Concurrently with the execution and delivery of this Agreement, the Seller hereby assigns to the Purchaser all of its rights and interest (but none of its obligations) under each Servicing Agreement, other than any servicing rights retained pursuant to the provisions of such Servicing Agreements, to the extent relating to the Mortgage Loans. The Purchaser hereby accepts such assignment, and shall be entitled to exercise all such rights of the Seller under each Servicing Agreement as if the Purchaser had been a party to each such agreement.
Section 2.02. Obligations of the Seller Upon Sale and Assignment.
In connection with the transfer pursuant to Section 2.01 hereof, the Seller further agrees, at its own expense, on or prior to the Closing Date, (a) to indicate in its books and records that the Mortgage Loans have been sold to the Purchaser pursuant to this Agreement and (b) to deliver to the Purchaser and the Trustee a computer file containing a true and complete list of all such Mortgage Loans specifying for each such Mortgage Loan, as of the Cut-Off Date, (i) its account number and (ii) the Cut-Off Date Principal Balance and such file, which forms a part of Schedule A to the Pooling and Servicing Agreement, shall also be marked as Schedule I to this Agreement and is hereby incorporated into and made a part of this Agreement.
150362
|
Thornburg
As referenced in this Mortgage Loan Purchase Agreement:
THORNBURG MORTGAGE HOME LOANS, INC –
Exhibit 4.2
EX-4 5 m66728ex42.htm EXHIBIT 4.2
EXECUTION
GREENWICH CAPITAL ACCEPTANCE, INC.,
as Purchaser
and
THORNBURG MORTGAGE HOME LOANS, INC .,
as Seller
MORTGAGE LOAN PURCHASE AGREEMENT
Dated as of January 1, 2003
Adjustable-Rate Mortgage Loans
Thornburg Mortgage Securities Trust 2003-1
_____________
Thornburg Mortgage Home Loans, Inc – Mortgage Loans
III-1
THIS MORTGAGE LOAN PURCHASE AGREEMENT, dated as of January 1, 2003 (the Agreement), is made and entered into between Thornburg Mortgage Home Loans, Inc . (the Seller) and Greenwich Capital Acceptance, Inc. (the Purchaser).
W I T N E S S E T H
WHEREAS, the Seller _____________
Thornburg Mortgage Home Loans, Inc – to have been duly given if personally delivered at or mailed by registered mail, postage prepaid, addressed as follows:
if to the Seller:
Thornburg Mortgage Home Loans, Inc .
150 Washington Avenue, Suite 302
Santa Fe, New Mexico 87501
Attention: Deborah Burns
or such other address as may hereafter be furnished _____________
Thornburg Mortgage Home Loans, Inc – Greenwich Capital Acceptance, Inc.
600 Steamboat Road
Greenwich, Connecticut 06830
Attention: Legal Department
or such other address as may hereafter be furnished to Thornburg Mortgage Home Loans, Inc . in writing by the Purchaser.
Section 7.04. Severability of Provisions.
If any one or more of the covenants, agreements, provisions of _____________
THORNBURG MORTGAGE HOME
LOANS, INC – the day and year first above written.
GREENWICH CAPITAL ACCEPTANCE, INC.,
as Purchaser
By: /s/Shakti Radhakishun
Name: Shakti Radhakishun
Title: Vice President
THORNBURG MORTGAGE HOME
LOANS, INC .
as Seller
By: /s/Deborah J. Burns
Name: Deborah J. Burns
Title: Vice President
STATE OF CONNECTICUT
)
)
ss.:
COUNTY OF FAIRFIELD
)
On _____________
dt 505286
;
Fannie Mae
As referenced in this Mortgage Loan Purchase Agreement:
Fannie Mae – policy meeting the requirements of the current guidelines of the Federal Insurance Administration is in effect which policy conforms to the requirements of Fannie Mae or Freddie Mac. The Mortgage obligates the Mortgagor thereunder to maintain all such insurance at Mortgagors cost and expense, and on the _____________
Fannie Mae – or (iv) not doing business in such state.
(xv)
The Mortgage Loan is covered by an ALTA lenders title insurance policy acceptable to Fannie Mae or Freddie Mac, issued by a title insurer acceptable to Fannie Mae or Freddie Mac and qualified to do business in the _____________
Fannie Mae – is covered by an ALTA lenders title insurance policy acceptable to Fannie Mae or Freddie Mac, issued by a title insurer acceptable to Fannie Mae or Freddie Mac and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring (subject to the exceptions _____________
Fannie Mae – the Seller or was purchased by the Seller from a third party, each of which was, at the time of origination, (A) a Fannie Mae -approved or Freddie Mac-approved seller/servicer and (B) a U.S. Department of Housing and Development approved mortgage banker, or a _____________
Fannie Mae – Policy issued by primary mortgage insurer licensed to do business in the state in which the Mortgaged Property is located and acceptable to Fannie Mae or Freddie Mac as of the Closing Date, so as to reduce the Mortgagees exposure in accordance with the standards of Fannie _____________
dt 97350
;
|
DB Trust
As referenced in this Mortgage Loan Purchase Agreement:
Deutsche Bank Trust Co – Servicing Agreement) among the Purchaser, as depositor, the Seller, as seller, Wells Fargo Bank Minnesota, National Association, as master servicer and securities administrator, Deutsche Bank Trust Co mpany Delaware, as Delaware trustee and Deutsche Bank National Trust Company, as trustee (in such capacity, the Trustee), the Purchaser will convey the _____________
dt 113762
;
First Republic
As referenced in this Mortgage Loan Purchase Agreement:
First Republic Bank – LOAN SCHEDULE
SCHEDULE II
LIST OF SERVICING AGREEMENTS
1.
Amended and Restated Correspondent Loan Purchase Agreement, dated as of March 25, 2002, between Thornburg Mortgage Home Loans, Inc. (Thornburg) and First Republic Bank (First Republic), including the related Transfer Notice, dated as of January 30, 2003, from Thornburg to First Republic.
2.
Amended and Restated Correspondent Loan Purchase Agreement, dated as of _____________
First Republic Bank, – to foreclose the Mortgage.
(xxiii) The Mortgage Loan was underwritten generally in accordance with either (i) the Sellers underwriting standards, (ii) in the case of a Mortgage Loan acquired from First Republic Bank, First Republic Banks underwriting standards or (iii) in the case of a Mortgage Loan acquired from a bulk seller, the related bulk sellers underwriting standards, in each case as _____________
dt 1447366
;
More... |
Preview
Full Doc
 | 2002 |
Mortgage Loan Purchase Agreement
Mortgage Loan Purchase Agreement (98K)
Doc #150479: Click preview link for longer preview.
MORTGAGE LOAN PURCHASE AGREEMENT
MORTGAGE LOAN PURCHASE AGREEMENT, dated as of November 1, 2002 (this Agreement), by and between THORNBURG MORTGAGE HOME LOANS, INC., a Delaware corporation (the Mortgage Loan Seller), and STRUCTURED ASSET MORTGAGE INVESTMENTS INC., a Delaware corporation (the Purchaser).
Upon the terms and subject to the conditions of this Agreement, the Mortgage Loan Seller agrees to sell, and the Purchaser agrees to purchase, certain hybrid and adjustable rate, first lien mortgage loans secured by one- to four-family residential properties (collectively, the Mortgage Loans) as described herein and as listed on Schedule B hereto (the Mortgage Loan Schedule). The Purchaser intends to sell the Mortgage Loans to Thornburg Mortgage Securities Trust 2002-4, a Delaware statutory trust (the Trust) created pursuant to a trust, pooling and servicing agreement, to be dated as of November 1, 2002 (the Trust, Pooling and Servicing Agreement), between the Purchaser, as seller, Wells Fargo Bank Minnesota, National Association, as master servicer and securities administrator, Deutsche Bank National Trust Company, as trustee (the Trustee), Deutsche Bank Trust Company Delaware, as Delaware trustee, and Thornburg Mortgage Home Loans, Inc. (Thornburg). Pursuant to the Trust, Pooling and Servicing Agreement, the Trust will issue its Mortgage Pass-Through Certificates, Series 2002-4 (the Certificates).
The Purchaser has filed with the Securities and Exchange Commission (the Commission) a registration statement on Form S-3 (Number 333-68542) relating to its Mortgage Pass-Through Certificates and the offering of certain series thereof (including certain classes of the Certificates) from time to time in accordance with Rule 415 under the Securities Act of 1933, as amended, and the rules and regulations of the Commission promulgated thereunder (the Securities Act). Such registration statement, when it became effective under the Securities Act, and the prospectus relating to the public offering of certain classes of the Certificates by the Purchaser (the Public Offering), as from time to time each is amended or supplemented pursuant to the Securities Act or otherwise, are referred to herein as the Registration Statement and the Prospectus, respectively. The Prospectus Supplement shall mean that supplement, dated November 25, 2002 to the Prospectus, dated November 25, 2002 relating to certain classes of the Certificates. With respect to the Public Offering of certain classes of the Certificates, the Purchaser and Bear, Stearns & Co. Inc. (Bear Stearns) have entered into a terms agreement dated as of November 25, 2002 to an underwriting agreement dated June 25, 1996, between the Purchaser and Bear Stearns (collectively, the Underwriting Agreement) and with respect to the private placement of certain classes of Certificates (the Private Offering), the Purchaser and Bear Stearns have entered into a purchase agreement dated April 23, 1993, and a related terms agreement dated as of November 25, 2002 (collectively, the Purchase Agreement). In addition, the Purchaser has prepared a Confidential Private Placement Memorandum, dated November 25, 2002 (the PPM), containing information concerning the classes of Certificates related to the Private Offering.
Now, therefore, in consideration of the premises and the mutual agreements set forth herein, the parties hereto agree as follows:
SECTION 1. Definitions. Certain terms are defined herein. Capitalized terms used herein but not defined herein shall have the meanings specified in the Trust, Pooling and Servicing Agreement. The following other terms are defined as follows:
Acquisition Price: Cash in an amount equal to $870,860,295.64 (plus $2,657,160.05 in accrued interest).
Additional Collateral: With respect to any Additional Collateral Mortgage Loan, the marketable securities subject to a security interest pursuant to a related pledge agreement.
Additional Collateral Mortgage Loan: Each Mortgage Loan identified as such in the Mortgage Loan Schedule and as to which Additional Collateral is then required to be provided as security therefor.
Appraised Value: For any Mortgaged Property related to a Mortgage Loan, the amount, if any, set forth as the appraised value of such Mortgaged Property in any appraisal made for the mortgage originator in connection with its origination of the related Mortgage Loan.
Bear Stearns: Bear, Stearns & Co. Inc.
Convertible Mortgage Loan: Any Mortgage Loan which, at the option of the Mortgagor and in accordance with the terms of the related Mortgage Note, may have the related Mortgage Interest Rate converted from an adjustable rate to a fixed rate or any other rate offered at the time by the related originator.
Closing Date: November 26, 2002.
Code: The Internal Revenue Code of 1986, as amended.
Cooperative Corporation: The entity that holds title (fee or an acceptable leasehold estate) to the real property and improvements constituting the Cooperative Property and which governs the Cooperative Property, which Cooperative Corporation must qualify as a Cooperative Housing Corporation under Section 216 of the Code.
150479
|
Thornburg
As referenced in this Mortgage Loan Purchase Agreement:
Thornburg Mortgage Home Loans, Inc – A
None of the above ratings has been lowered since the respective dates of such letters.
SCHEDULE B
MORTGAGE LOAN SCHEDULE
[Available from Thornburg Mortgage Home Loans, Inc . upon request]
_____________
dt 505290
;
McGraw-Hill Companies
As referenced in this Mortgage Loan Purchase Agreement:
McGraw-Hill Companies, Inc – the amount of the increase in the per annum rate set forth in the related Mortgage Note.
S&P: Standard & Poor's Ratings Services, a division of The McGraw-Hill Companies, Inc ., or its successors in interest.
Securities Act: The Securities Act of 1933, as amended.
Security Agreement: With respect to any Cooperative Loan, the agreement between the owner of the _____________
dt 1516308
;
|
Fannie Mae
As referenced in this Mortgage Loan Purchase Agreement:
Fannie Mae – as such in the Mortgage Loan Schedule, which provides for an increase in the Mortgage Interest Rate thereof in the event of the change of employment of the Mortgagor thereunder.
Fannie Mae : Fannie Mae (also known as the Federal National Mortgage Association) or any successor thereto.
Freddie Mac: Freddie Mac (also known as the Federal Home Loan Mortgage Corporation) or any _____________
Fannie Mae – in the Mortgage Loan Schedule, which provides for an increase in the Mortgage Interest Rate thereof in the event of the change of employment of the Mortgagor thereunder.
Fannie Mae: Fannie Mae (also known as the Federal National Mortgage Association) or any successor thereto.
Freddie Mac: Freddie Mac (also known as the Federal Home Loan Mortgage Corporation) or any successor thereto.
_____________
Federal National Mortgage Association – provides for an increase in the Mortgage Interest Rate thereof in the event of the change of employment of the Mortgagor thereunder.
Fannie Mae: Fannie Mae (also known as the Federal National Mortgage Association ) or any successor thereto.
Freddie Mac: Freddie Mac (also known as the Federal Home Loan Mortgage Corporation) or any successor thereto.
Loan-to-Value Ratio: With respect to any _____________
Fannie Mae – has been made available) a flood insurance policy meeting the requirements of the current guidelines of the Federal Insurance Administration is in effect which policy conforms to the requirements of Fannie Mae or Freddie Mac. The Mortgage obligates the Mortgagor thereunder to maintain all such insurance at Mortgagors cost and expense, and on the Mortgagors failure to do so, authorizes the _____________
Fannie Mae – in business in such state without qualification, or (iv) not doing business in such state.
(xv)
The Mortgage Loan is covered by an ALTA lenders title insurance policy acceptable to Fannie Mae or Freddie Mac, issued by a title insurer acceptable to Fannie Mae or Freddie Mac and qualified to do business in the jurisdiction where the Mortgaged Property is located, _____________
dt 1438283
;
DB Trust
As referenced in this Mortgage Loan Purchase Agreement:
Deutsche Bank Trust Co – Pooling and Servicing Agreement), between the Purchaser, as seller, Wells Fargo Bank Minnesota, National Association, as master servicer and securities administrator, Deutsche Bank National Trust Company, as trustee (the Trustee), Deutsche Bank Trust Co mpany Delaware, as Delaware trustee, and Thornburg Mortgage Home Loans, Inc. (Thornburg). Pursuant to the Trust, Pooling and Servicing Agreement, the Trust will issue its Mortgage Pass-Through Certificates, Series _____________
dt 1390634
;
More... |
Preview
Full Doc
 | 2003 |
Mortgage Loan Purchase Agreement
Mortgage Loan Purchase Agreement (110K)
Doc #1005318: Click preview link for longer preview.
MORTGAGE LOAN PURCHASE AGREEMENT
between
THORNBURG MORTGAGE HOME LOANS, INC.
as Mortgage Loan Seller
and
STRUCTURED ASSET MORTGAGE INVESTMENTS INC.
as Purchaser
Dated as of
March 1, 2003
TABLE OF CONTENTS
SECTION 1.
Definitions
2
SECTION 2.
Purchase and Sale of the Mortgage Loans and Related Rights
7
SECTION 3.
Mortgage Loan Schedules
7
SECTION 4.
Mortgage Loan Transfer
8
SECTION 5.
Examination of Mortgage Files
8
SECTION 6.
Recordation of Assignments of Mortgage, Etc.
10
SECTION 7.
Representations and Warranties of Mortgage . . .
1005318
|
Thornburg
As referenced in this Mortgage Loan Purchase Agreement:
THORNBURG MORTGAGE HOME LOANS, INC – Exhibit 99.1
EX-99 5 structure-ex991_041403.htm EXHIBIT 99.1
Exhibit 99.1
[EXECUTION COPY]
MORTGAGE LOAN PURCHASE AGREEMENT
between
THORNBURG MORTGAGE HOME LOANS, INC .
as Mortgage Loan Seller
and
STRUCTURED ASSET MORTGAGE INVESTMENTS INC.
as Purchaser
Dated as of
March 1, 2003
TABLE OF CONTENTS
SECTION 1.
Definitions
2
SECTION 2.
Purchase and _____________
THORNBURG MORTGAGE HOME LOANS, INC – Ratings for Each Class of Certificates
Schedule B
Mortgage Loan Schedule
MORTGAGE LOAN PURCHASE AGREEMENT
MORTGAGE LOAN PURCHASE AGREEMENT, dated as of March 1, 2003 (this "Agreement"), by and between THORNBURG MORTGAGE HOME LOANS, INC ., a Delaware corporation (the "Mortgage Loan Seller"), and STRUCTURED ASSET MORTGAGE INVESTMENTS INC., a Delaware corporation (the "Purchaser").
Upon the terms and subject to the conditions of this Agreement, _____________
Thornburg Mortgage Home Loans, Inc – Wells Fargo Bank Minnesota, National Association, as master servicer and securities administrator, Deutsche Bank National Trust Company, as trustee (the "Trustee"), Deutsche Bank Trust Company Delaware, as Delaware trustee, and Thornburg Mortgage Home Loans, Inc . ("Thornburg"). Pursuant to the Trust, Pooling and Servicing Agreement, the Trust will issue its Mortgage Pass-Through Certificates, Series 2003-2 (the "Certificates").
The Purchaser has filed with the _____________
Thornburg Mortgage Home Loans, Inc – demands, notices and communications hereunder shall be in writing but may be delivered by facsimile transmission subsequently confirmed in writing. Notices to the Mortgage Loan Seller shall be directed to Thornburg Mortgage Home Loans, Inc ., 150 Washington Avenue, Suite 302, Santa Fe, New Mexico, 87501, Attention: Deborah Burns, Vice PresidentMortgage Loan Securitization, and notices to the Purchaser shall be directed to Structured Asset Mortgage _____________
THORNBURG MORTGAGE HOME LOANS,
INC – INTENTIONALLY LEFT BLANK]
IN WITNESS WHEREOF, the parties hereto have caused their names to be signed hereto by their respective duly authorized officers as of the date first above written.
THORNBURG MORTGAGE HOME LOANS,
INC ., as Mortgage Loan
Seller
By: /s/ Deborah J. Burns
Name: Deborah J. Burns
Title: Vice President
STRUCTURED ASSET MORTGAGE
INVESTMENTS INC., as Purchaser
By:/s/ Baron Silverstein
Name: Baron _____________
dt 1392423
;
McGraw-Hill Companies
As referenced in this Mortgage Loan Purchase Agreement:
McGraw-Hill Companies, Inc – the amount of the increase in the per annum rate set forth in the related Mortgage Note.
S&P: Standard & Poor's Ratings Services, a division of The McGraw-Hill Companies, Inc . and its successor in interest.
Securities Act: The Securities Act of 1933, as amended.
Security Agreement: With respect to any Cooperative Loan, the agreement between the owner of the _____________
dt 1517011
;
Thornburg
As referenced in this Mortgage Loan Purchase Agreement:
Thornburg Mortgage, Inc – its capacity as custodian under the Biparty Custodial Agreement dated June 26, 1997 between Deutsche Bank National Trust Company (formerly known as Bankers Trust Company of California N.A.) and Thornburg Mortgage, Inc . (formerly known as Thornburg Mortgage Asset Corporation), of the following Mortgage Loans:
Loan ID
600176445
600176617
600187987
600189588
600189632
600193817
600193951
Borrower Name
Jorge Rodriguez
John Tripp
Lee McPeak
_____________
dt 1350692
;
|
Fannie Mae
As referenced in this Mortgage Loan Purchase Agreement:
Fannie Mae – identified as such in the Mortgage Loan Schedule, which provides for an increase in the Mortgage Rate thereof in the event of the change of employment of the Mortgagor thereunder.
Fannie Mae : Fannie Mae (also known as the Federal National Mortgage Association) or any successor thereto.
Freddie Mac: Freddie Mac (also known as the Federal Home Loan Mortgage Corporation) or any _____________
Fannie Mae – such in the Mortgage Loan Schedule, which provides for an increase in the Mortgage Rate thereof in the event of the change of employment of the Mortgagor thereunder.
Fannie Mae: Fannie Mae (also known as the Federal National Mortgage Association) or any successor thereto.
Freddie Mac: Freddie Mac (also known as the Federal Home Loan Mortgage Corporation) or any successor thereto.
_____________
Federal National Mortgage Association – which provides for an increase in the Mortgage Rate thereof in the event of the change of employment of the Mortgagor thereunder.
Fannie Mae: Fannie Mae (also known as the Federal National Mortgage Association ) or any successor thereto.
Freddie Mac: Freddie Mac (also known as the Federal Home Loan Mortgage Corporation) or any successor thereto.
Lehman: Lehman Brothers Inc.
Loan-to-Value Ratio: _____________
Fannie Mae – has been made available) a flood insurance policy meeting the requirements of the current guidelines of the Federal Insurance Administration is in effect which policy conforms to the requirements of Fannie Mae or Freddie Mac. The Mortgage obligates the Mortgagor thereunder to maintain all such insurance at Mortgagor's cost and expense, and on the Mortgagor's failure to do so, _____________
Fannie Mae – business in such state without qualification, or (iv) not doing business in such state.
(xv)
The Mortgage Loan is covered by an ALTA lender's title insurance policy acceptable to Fannie Mae or Freddie Mac, issued by a title insurer acceptable to Fannie Mae or Freddie Mac and qualified to do business in the jurisdiction where the Mortgaged Property is located, _____________
dt 1438478
;
DB Trust
As referenced in this Mortgage Loan Purchase Agreement:
Deutsche Bank Trust Co – Pooling and Servicing Agreement"), between the Purchaser, as seller, Wells Fargo Bank Minnesota, National Association, as master servicer and securities administrator, Deutsche Bank National Trust Company, as trustee (the "Trustee"), Deutsche Bank Trust Co mpany Delaware, as Delaware trustee, and Thornburg Mortgage Home Loans, Inc. ("Thornburg"). Pursuant to the Trust, Pooling and Servicing Agreement, the Trust will issue its Mortgage Pass-Through Certificates, Series _____________
dt 1390831
;
More... |
Preview
Full Doc
 | 2002 |
Mortgage Loan Purchase Agreement
Mortgage Loan Purchase Agreement (98K)
Doc #1005370: Click preview link for longer preview.
EXHIBIT 99.1
Exhibit 99.1
Exhibit 99.1
MORTGAGE LOAN PURCHASE AGREEMENT
between
THORNBURG MORTGAGE HOME LOANS, INC.
as Mortgage Loan Seller
and
STRUCTURED ASSET MORTGAGE INVESTMENTS INC.
as Purchaser
Dated as of
November 1, 2002
TABLE OF CONTENTS
SECTION 1.
Definitions
2
SECTION 2.
Purchase and Sale of the Mortgage Loans and Related Rights
6
SECTION 3.
Mortgage Loan Schedules
6
SECTION 4.
Mortgage Loan Transfer
7
SECTION 5.
Examination of Mortgage Files
7
SECTION 6.
Recordation of Assignments of Mortgage
9
SECTION 7. . . .
1005370
|
Thornburg
As referenced in this Mortgage Loan Purchase Agreement:
THORNBURG MORTGAGE HOME LOANS, INC –
Exhibit 99.1
Exhibit 99.1
MORTGAGE LOAN PURCHASE AGREEMENT
between
THORNBURG MORTGAGE HOME LOANS, INC .
as Mortgage Loan Seller
and
STRUCTURED ASSET MORTGAGE INVESTMENTS INC.
as Purchaser
Dated as of
November 1, 2002
TABLE OF CONTENTS
SECTION 1.
Definitions
2
SECTION 2.
Purchase and _____________
THORNBURG MORTGAGE HOME LOANS, INC – Each Class of Certificates
Schedule B
Mortgage Loan Schedule
MORTGAGE LOAN PURCHASE AGREEMENT
MORTGAGE LOAN PURCHASE AGREEMENT, dated as of November 1, 2002 (this
Agreement), by and between THORNBURG MORTGAGE HOME LOANS, INC ., a
Delaware corporation (the Mortgage Loan Seller), and STRUCTURED
ASSET MORTGAGE INVESTMENTS INC., a Delaware corporation (the
Purchaser).
Upon the terms and subject to the _____________
Thornburg Mortgage Home Loans,
Inc – Bank Minnesota,
National Association, as master servicer and securities administrator, Deutsche
Bank National Trust Company, as trustee (the Trustee), Deutsche Bank
Trust Company Delaware, as Delaware trustee, and Thornburg Mortgage Home Loans,
Inc . (Thornburg). Pursuant to the Trust, Pooling and Servicing
Agreement, the Trust will issue its Mortgage Pass-Through Certificates, Series
2002-4 (the Certificates).
The Purchaser _____________
Thornburg Mortgage Home Loans, Inc – demands, notices and communications hereunder
shall be in writing but may be delivered by facsimile transmission subsequently
confirmed in writing. Notices to the Mortgage Loan Seller shall be directed to
Thornburg Mortgage Home Loans, Inc ., 150 Washington Avenue, Suite 302, Santa Fe,
New Mexico, 87501, Attention: Deborah Burns, Vice PresidentMortgage Loan
Securitization, and notices to the Purchaser shall be directed to Structured
_____________
THORNBURG MORTGAGE HOME LOANS, INC – INTENTIONALLY LEFT BLANK]
IN
WITNESS WHEREOF, the parties hereto have caused their names to be signed hereto
by their respective duly authorized officers as of the date first above written.
THORNBURG MORTGAGE HOME LOANS, INC .,
as Mortgage Loan Seller
By: /s/ DEBORAH J. BURNS
Name: Deborah J. Burns
Title: Vice President
STRUCTURED ASSET MORTGAGE INVESTMENTS INC.,
as Purchaser
By: /s/ BARON SILVERSTEIN
Name: Baron _____________
dt 1392428
;
McGraw-Hill Companies
As referenced in this Mortgage Loan Purchase Agreement:
McGraw-Hill
Companies, Inc – the amount of the increase in the per annum rate set forth in the
related Mortgage Note.
S&P: Standard & Poor's Ratings Services, a division of The McGraw-Hill
Companies, Inc ., or its successors in interest.
Securities Act: The Securities Act of 1933, as amended.
Security Agreement: With respect to any Cooperative Loan, the agreement
between the owner of the _____________
dt 1517015
;
Fannie Mae
As referenced in this Mortgage Loan Purchase Agreement:
Fannie Mae – as such in the Mortgage Loan
Schedule, which provides for an increase in the Mortgage Interest Rate thereof
in the event of the change of employment of the Mortgagor thereunder.
Fannie Mae : Fannie Mae (also known as the Federal National Mortgage Association)
or any successor thereto.
Freddie Mac: Freddie Mac (also known as the Federal Home Loan Mortgage
Corporation) or any _____________
Fannie Mae – in the Mortgage Loan
Schedule, which provides for an increase in the Mortgage Interest Rate thereof
in the event of the change of employment of the Mortgagor thereunder.
Fannie Mae: Fannie Mae (also known as the Federal National Mortgage Association)
or any successor thereto.
Freddie Mac: Freddie Mac (also known as the Federal Home Loan Mortgage
Corporation) or any successor thereto.
_____________
Federal National Mortgage Association – provides for an increase in the Mortgage Interest Rate thereof
in the event of the change of employment of the Mortgagor thereunder.
Fannie Mae: Fannie Mae (also known as the Federal National Mortgage Association )
or any successor thereto.
Freddie Mac: Freddie Mac (also known as the Federal Home Loan Mortgage
Corporation) or any successor thereto.
Loan-to-Value Ratio: With respect to any _____________
Fannie Mae – has been made available) a flood
insurance policy meeting the requirements of the current guidelines of the
Federal Insurance Administration is in effect which policy conforms to the
requirements of Fannie Mae or Freddie Mac. The Mortgage obligates the Mortgagor
thereunder to maintain all such insurance at Mortgagors cost and expense,
and on the Mortgagors failure to _____________
Fannie Mae – in such state without qualification, or (iv) not doing
business in such state.
(xv)
The Mortgage Loan is
covered by an ALTA lenders title insurance policy acceptable to Fannie Mae
or Freddie Mac, issued by a title insurer acceptable to Fannie Mae or Freddie
Mac and qualified to do business in the jurisdiction where the Mortgaged
Property is located, _____________
dt 1438483
;
|
DB Trust
As referenced in this Mortgage Loan Purchase Agreement:
Deutsche Bank
Trust Co – Agreement), between the Purchaser, as seller, Wells Fargo Bank Minnesota,
National Association, as master servicer and securities administrator, Deutsche
Bank National Trust Company, as trustee (the Trustee), Deutsche Bank
Trust Co mpany Delaware, as Delaware trustee, and Thornburg Mortgage Home Loans,
Inc. (Thornburg). Pursuant to the Trust, Pooling and Servicing
Agreement, the Trust will issue its Mortgage Pass-Through _____________
dt 1390833
;
First Republic
As referenced in this Mortgage Loan Purchase Agreement:
First Republic Bank
– Documents.
EXHIBIT 2
LIST OF SERVICING AGREEMENTS
1.
Amended and Restated
Correspondent Loan Purchase Agreement, dated as of March 25, 2002 (the
First Republic Agreement), between Thornburg and First Republic Bank
(First Republic Bank), including the related Transfer Notice, dated
as of November 20, 2002, from Thornburg to First Republic.
2.
Amended and Restated
Correspondent Loan Purchase Agreement, _____________
;First Republic Bank& – OF SERVICING AGREEMENTS
1.
Amended and Restated
Correspondent Loan Purchase Agreement, dated as of March 25, 2002 (the
First Republic Agreement), between Thornburg and First Republic Bank
(;First Republic Bank& #148;), including the related Transfer Notice, dated
as of November 20, 2002, from Thornburg to First Republic.
2.
Amended and Restated
Correspondent Loan Purchase Agreement, dated as of March _____________
dt 1447384
;
More... |
Preview
Full Doc
 | 2002 |
Mortgage Loan Purchase Agreement
Mortgage Loan Purchase Agreement (100K)
Doc #1005419: Click preview link for longer preview.
EXHIBIT 99.1
EXHIBIT 99.1
EXHIBIT 99.1
MORTGAGE LOAN PURCHASE AGREEMENT
between
THORNBURG MORTGAGE HOME LOANS, INC.
as Mortgage Loan Seller
and
STRUCTURED ASSET MORTGAGE INVESTMENTS INC.
as Purchaser
Dated as of
May 1, 2002
TABLE OF CONTENTS
SECTION 1.
SECTION 2.
SECTION 3.
SECTION 4.
SECTION 5.
SECTION 6.
SECTION 7.
SECTION 8.
SECTION 9.
SECTION 10.
SECTION 11.
SECTION 12.
SECTION 13.
SECTION 14.
SECTION 15.
SECTION 16.
SECTION 17.
SECTION 18.
SECTION 19.
SECTION 20.
SECTION 21.
SECTION 22.
SECTION 23.
SECTION 24.
SECTION 25.
SECTION . . .
1005419
|
Thornburg
As referenced in this Mortgage Loan Purchase Agreement:
THORNBURG MORTGAGE HOME LOANS, INC –
EXHIBIT 99.1
EXHIBIT 99.1
MORTGAGE LOAN PURCHASE AGREEMENT
between
THORNBURG MORTGAGE HOME LOANS, INC .
as Mortgage Loan Seller
and
STRUCTURED ASSET MORTGAGE INVESTMENTS INC.
as Purchaser
Dated as of
May 1, 2002
TABLE OF CONTENTS
SECTION 1.
SECTION 2.
SECTION 3.
SECTION 4.
_____________
THORNBURG MORTGAGE HOME LOANS, INC – Loans
Required Ratings for Each Class of Certificates
Mortgage Loan Schedule
MORTGAGE LOAN PURCHASE AGREEMENT
MORTGAGE LOAN PURCHASE AGREEMENT, dated as of May 1, 2002 (this "Agreement"), by
and between THORNBURG MORTGAGE HOME LOANS, INC ., a Delaware corporation (the
"Mortgage Loan Seller"), and STRUCTURED ASSET MORTGAGE INVESTMENTS INC., a
Delaware corporation (the "Purchaser").
Upon
the terms and subject to the conditions of this Agreement, _____________
Thornburg
Mortgage Home Loans, Inc – Wells Fargo
Bank Minnesota, National Association, as master servicer and securities
administrator, Deutsche Bank National Trust Company, as trustee (the "Trustee"),
Deutsche Bank Trust Company Delaware, as Delaware trustee, and Thornburg
Mortgage Home Loans, Inc . ("Thornburg"). Pursuant to the Trust, Pooling and
Servicing Agreement, the Trust will issue its Mortgage Pass-Through
Certificates, Series 2002-2 (the "Certificates").
The
Purchaser has filed with the _____________
Thornburg Mortgage Home Loans, Inc – demands, notices and communications hereunder
shall be in writing but may be delivered by facsimile transmission subsequently
confirmed in writing. Notices to the Mortgage Loan Seller shall be directed to
Thornburg Mortgage Home Loans, Inc ., 150 Washington Avenue, Suite 302, Santa Fe,
New Mexico, Attention: Deborah Burns, Vice PresidentMortgage Loan
Securitization, and notices to the Purchaser shall be directed to Structured
Asset _____________
THORNBURG MORTGAGE HOME
LOANS, INC – INTENTIONALLY LEFT BLANK]
IN
WITNESS WHEREOF, the parties hereto have caused their names to be signed hereto
by their respective duly authorized officers as of the date first above
written.
THORNBURG MORTGAGE HOME
LOANS, INC ., as Mortgage Loan Seller
By: /s/ Deborah Burns
Name: Deborah Burns
Title: Vice President
STRUCTURED ASSET MORTGAGE
INVESTMENTS INC., as Purchaser
By: /s/ Baron Silverstein
Name: Baron Silverstein
Title: _____________
dt 1392431
;
Fannie Mae
As referenced in this Mortgage Loan Purchase Agreement:
Fannie Mae – as such in the Mortgage Loan
Schedule, which provides for an increase in the Mortgage Interest Rate thereof
in the event of the change of employment of the Mortgagor thereunder.
Fannie Mae : Fannie Mae (also known as the Federal National Mortgage Association)
or any successor thereto.
Freddie Mac: Freddie Mac (also known as the Federal Home Loan Mortgage
Corporation) or any _____________
Fannie Mae – in the Mortgage Loan
Schedule, which provides for an increase in the Mortgage Interest Rate thereof
in the event of the change of employment of the Mortgagor thereunder.
Fannie Mae: Fannie Mae (also known as the Federal National Mortgage Association)
or any successor thereto.
Freddie Mac: Freddie Mac (also known as the Federal Home Loan Mortgage
Corporation) or any successor thereto.
_____________
Federal National Mortgage Association – provides for an increase in the Mortgage Interest Rate thereof
in the event of the change of employment of the Mortgagor thereunder.
Fannie Mae: Fannie Mae (also known as the Federal National Mortgage Association )
or any successor thereto.
Freddie Mac: Freddie Mac (also known as the Federal Home Loan Mortgage
Corporation) or any successor thereto.
Loan-to-Value Ratio: With respect to any _____________
Fannie Mae – has
been made available) a flood insurance policy meeting the requirements of the
current guidelines of the Federal Insurance Administration is in effect which
policy conforms to the requirements of Fannie Mae or Freddie Mac. The Mortgage
obligates the Mortgagor thereunder to maintain all such insurance at
Mortgagor's cost and expense, and on the Mortgagor's failure to do so,
_____________
Fannie Mae – business in such state without
qualification, or (iv) not doing business in such state.
(xv)
The Mortgage Loan is covered by an ALTA lender's title insurance policy
acceptable to Fannie Mae or Freddie Mac, issued by a title insurer acceptable to
Fannie Mae or Freddie Mac and qualified to do business in the jurisdiction where
the Mortgaged Property is located, _____________
dt 1438489
;
DB Trust
As referenced in this Mortgage Loan Purchase Agreement:
Deutsche Bank Trust Co – Pooling and Servicing Agreement"), between the Purchaser, as seller, Wells Fargo
Bank Minnesota, National Association, as master servicer and securities
administrator, Deutsche Bank National Trust Company, as trustee (the "Trustee"),
Deutsche Bank Trust Co mpany Delaware, as Delaware trustee, and Thornburg
Mortgage Home Loans, Inc. ("Thornburg"). Pursuant to the Trust, Pooling and
Servicing Agreement, the Trust will issue its Mortgage Pass-Through
Certificates, Series _____________
dt 1390835
;
|
First Republic
As referenced in this Mortgage Loan Purchase Agreement:
First
Republic Bank – as of May 30, 2002, from Thornburg
to Charter.
2.
Amended and Restated Correspondent Loan Purchase Agreement, dated as of March
25, 2002 (the "First Republic Agreement"), between Thornburg and First
Republic Bank ("First Republic Bank"), including the related Transfer
Notice, dated as of May 30, 2002, from Thornburg to First Republic.
3.
Amended and Restated Correspondent Loan Purchase Agreement, dated as _____________
"First Republic Bank" – 30, 2002, from Thornburg
to Charter.
2.
Amended and Restated Correspondent Loan Purchase Agreement, dated as of March
25, 2002 (the "First Republic Agreement"), between Thornburg and First
Republic Bank ("First Republic Bank" ), including the related Transfer
Notice, dated as of May 30, 2002, from Thornburg to First Republic.
3.
Amended and Restated Correspondent Loan Purchase Agreement, dated as of March
25, _____________
dt 1447386
;
Freddie Mac
As referenced in this Mortgage Loan Purchase Agreement:
Freddie Mac: – Rate thereof
in the event of the change of employment of the Mortgagor thereunder.
Fannie Mae: Fannie Mae (also known as the Federal National Mortgage Association)
or any successor thereto.
Freddie Mac: Freddie Mac (also known as the Federal Home Loan Mortgage
Corporation) or any successor thereto.
Loan-to-Value Ratio: With respect to any Mortgage Loan, the fraction, expressed
as _____________
Freddie Mac – in the event of the change of employment of the Mortgagor thereunder.
Fannie Mae: Fannie Mae (also known as the Federal National Mortgage Association)
or any successor thereto.
Freddie Mac: Freddie Mac (also known as the Federal Home Loan Mortgage
Corporation) or any successor thereto.
Loan-to-Value Ratio: With respect to any Mortgage Loan, the fraction, expressed
as a percentage, _____________
Freddie Mac. – available) a flood insurance policy meeting the requirements of the
current guidelines of the Federal Insurance Administration is in effect which
policy conforms to the requirements of Fannie Mae or Freddie Mac. The Mortgage
obligates the Mortgagor thereunder to maintain all such insurance at
Mortgagor's cost and expense, and on the Mortgagor's failure to do so,
authorizes the holder _____________
Freddie Mac, – state without
qualification, or (iv) not doing business in such state.
(xv)
The Mortgage Loan is covered by an ALTA lender's title insurance policy
acceptable to Fannie Mae or Freddie Mac, issued by a title insurer acceptable to
Fannie Mae or Freddie Mac and qualified to do business in the jurisdiction where
the Mortgaged Property is located, insuring (subject to _____________
Freddie Mac – The Mortgage Loan is covered by an ALTA lender's title insurance policy
acceptable to Fannie Mae or Freddie Mac, issued by a title insurer acceptable to
Fannie Mae or Freddie Mac and qualified to do business in the jurisdiction where
the Mortgaged Property is located, insuring (subject to the exceptions contained
in (ix)(A) through (C) above) the originator or the _____________
dt 1328237
;
More... |
Preview
Full Doc
 | 2006 |
Mortgage Loan Purchase Agreement
Mortgage Loan Purchase Agreement (96K)
Doc #2299797: Click preview link for longer preview.
MORTGAGE LOAN PURCHASE AGREEMENT
between
THORNBURG MORTGAGE HOME LOANS, INC.
as Seller
and
STRUCTURED ASSET MORTGAGE INVESTMENTS II INC.
as Purchaser
Dated as of
December 1, 2005
TABLE OF CONTENTS
SECTION 1.
Definitions
2
SECTION 2.
Purchase and Sale of the Mortgage Loans and Related Rights
7
SECTION 3.
Mortgage Loan Schedules
7
SECTION 4.
Mortgage Loan Transfer
8
SECTION 5.
Examination of Mortgage Files
8
SECTION 6.
Recordation of Assignments of Mortgage, Etc.
10
SECTION 7.
Representations and Warranties of the Seller . . .
2299797
|
Thornburg
As referenced in this Mortgage Loan Purchase Agreement:
THORNBURG MORTGAGE HOME LOANS, INC – Exhibit 99.1
EX-99 3 sami-ex991_010306.htm EXHIBIT 99.1
MORTGAGE LOAN PURCHASE AGREEMENT
between
THORNBURG MORTGAGE HOME LOANS, INC .
as Seller
and
STRUCTURED ASSET MORTGAGE INVESTMENTS II INC.
as Purchaser
Dated as of
December 1, 2005
TABLE OF CONTENTS
SECTION 1.
Definitions
2
SECTION 2.
Purchase and Sale _____________
THORNBURG MORTGAGE HOME LOANS, INC – of Certificates
A-1
Schedule B
Mortgage Loan Schedule
B-1
MORTGAGE LOAN PURCHASE AGREEMENT
MORTGAGE LOAN PURCHASE AGREEMENT, dated as of December 1, 2005 (this "Agreement"), by and between THORNBURG MORTGAGE HOME LOANS, INC ., a Delaware corporation (the "Seller" or "Thornburg"), and STRUCTURED ASSET MORTGAGE INVESTMENTS II INC., a Delaware corporation (the "Purchaser").
Upon the terms and subject to the conditions of this _____________
Thornburg Mortgage Home Loans, Inc – Notices. All demands, notices and communications hereunder shall be in writing but may be delivered by facsimile transmission subsequently confirmed in writing. Notices to the Seller shall be directed to Thornburg Mortgage Home Loans, Inc ., 150 Washington Avenue, Suite 302, Santa Fe, New Mexico, 87501, Attention: Deborah Burns, Vice PresidentMortgage Loan Securitization, and notices to the Purchaser shall be directed to Structured Asset Mortgage _____________
THORNBURG MORTGAGE HOME
LOANS, INC – INTENTIONALLY LEFT BLANK]
IN WITNESS WHEREOF, the parties hereto have caused their names to be signed hereto by their respective duly authorized officers as of the date first above written.
THORNBURG MORTGAGE HOME
LOANS, INC ., as Seller
By: /s/ Deborah J. Burns
Name: Deborah J. Burns
Title: Vice President
STRUCTURED ASSET MORTGAGE
INVESTMENTS II INC., as Purchaser
By: /s/ Baron Silverstein
Name: Baron Silverstein
_____________
Thornburg Mortgage Home Loans, Inc – of December 17, 2004, from Thornburg, as seller, to Thornburg, as servicer, and Cenlar, as sub-servicer.
4.
Reconstituted Servicing Agreement dated as of December 1, 2005, by and among Thornburg Mortgage Home Loans, Inc ., a Delaware corporation , Countrywide Home Loans, Inc., as servicer, U.S. Bank National Association, as Trustee, and acknowledged by Wells Fargo Bank, N.A., as master servicer.
5.
Reconstituted _____________
dt 1580918
;
McGraw-Hill Companies
As referenced in this Mortgage Loan Purchase Agreement:
McGraw-Hill Companies, Inc – the amount of the increase in the per annum rate set forth in the related Mortgage Note.
S&P: Standard & Poor's Ratings Services, a division of The McGraw-Hill Companies, Inc ., or its successors in interest.
Securities Act: The Securities Act of 1933, as amended.
Security Agreement: With respect to any Cooperative Loan, the agreement between the owner of the _____________
dt 1520550
;
|
Fannie Mae
As referenced in this Mortgage Loan Purchase Agreement:
Fannie Mae – identified as such in the Mortgage Loan Schedule, which provides for an increase in the Mortgage Rate thereof in the event of the change of employment of the Mortgagor thereunder.
Fannie Mae : Fannie Mae (also known as the Federal National Mortgage Association) or any successor thereto.
Freddie Mac: Freddie Mac (also known as the Federal Home Loan Mortgage Corporation) or any _____________
Fannie Mae – such in the Mortgage Loan Schedule, which provides for an increase in the Mortgage Rate thereof in the event of the change of employment of the Mortgagor thereunder.
Fannie Mae: Fannie Mae (also known as the Federal National Mortgage Association) or any successor thereto.
Freddie Mac: Freddie Mac (also known as the Federal Home Loan Mortgage Corporation) or any successor thereto.
_____________
Federal National Mortgage Association – which provides for an increase in the Mortgage Rate thereof in the event of the change of employment of the Mortgagor thereunder.
Fannie Mae: Fannie Mae (also known as the Federal National Mortgage Association ) or any successor thereto.
Freddie Mac: Freddie Mac (also known as the Federal Home Loan Mortgage Corporation) or any successor thereto.
Loan-to-Value Ratio: With respect to any _____________
Fannie Mae – has been made available) a flood insurance policy meeting the requirements of the current guidelines of the Federal Insurance Administration is in effect which policy conforms to the requirements of Fannie Mae or Freddie Mac. The Mortgage obligates the Mortgagor thereunder to maintain all such insurance at Mortgagor's cost and expense, and on the Mortgagor's failure to do so, _____________
Fannie Mae – state without qualification, or (iv) not doing business in such state.
(xv)
The Mortgage Loan is covered by an ALTA lender's title insurance policy or other form acceptable to Fannie Mae or Freddie Mac, issued by a title insurer acceptable to Fannie Mae or Freddie Mac and qualified to do business in the jurisdiction where the Mortgaged Property is located, _____________
dt 1606586
;
BofA
As referenced in this Mortgage Loan Purchase Agreement:
Bank of America, Na – by Wells Fargo Bank, N.A., as master servicer.
7.
Reconstituted Servicing Agreement dated as of December 1, 2005, by and among Thornburg Mortgage Home Loans, Inc., a Delaware corporation, Bank of America, Na tional Association, as servicer, U.S. Bank National Association, as Trustee, and acknowledged by Wells Fargo Bank, N.A., as master servicer.
EXHIBIT 2
MORTGAGE LOAN SCHEDULE INFORMATION
The Preliminary _____________
dt 1558375
;
More... |
Preview
Full Doc
 | 2004 |
Mortgage Loan Purchase Agreement
Mortgage Loan Purchase Agreement (100K)
Doc #2299893: Click preview link for longer preview.
MORTGAGE LOAN PURCHASE AGREEMENT
between
THORNBURG MORTGAGE HOME LOANS, INC.
as Seller
and
STRUCTURED ASSET MORTGAGE INVESTMENTS II INC.
as Purchaser
Dated as of
March 1, 2004
TABLE OF CONTENTS
SECTION 1. DEFINITIONS.......... . . .
2299893
|
Thornburg
As referenced in this Mortgage Loan Purchase Agreement:
THORNBURG MORTGAGE HOME LOANS, INC – {DOCUMENT}
{TYPE}EX-99
{SEQUENCE}5
{FILENAME}structure-ex991_041304.txt
{DESCRIPTION}EXHIBIT 99.1
{TEXT}
[Execution Copy]
MORTGAGE LOAN PURCHASE AGREEMENT
between
THORNBURG MORTGAGE HOME LOANS, INC .
as Seller
and
STRUCTURED ASSET MORTGAGE INVESTMENTS II INC.
as Purchaser
Dated as of
March 1, 2004
{PAGE}
TABLE OF CONTENTS
SECTION 1. DEFINITIONS.....................................................1
SECTION 2. PURCHASE AND _____________
THORNBURG MORTGAGE HOME LOANS, INC – for Each Class of Certificates
Schedule B Mortgage Loan Schedule
{PAGE}
MORTGAGE LOAN PURCHASE AGREEMENT
MORTGAGE LOAN PURCHASE AGREEMENT, dated as of March 1, 2004 (this
"Agreement"), by and between THORNBURG MORTGAGE HOME LOANS, INC ., a Delaware
corporation (the "Seller" or "Thornburg"), and STRUCTURED ASSET MORTGAGE
INVESTMENTS II INC., a Delaware corporation (the "Purchaser").
Upon the terms and subject to the conditions of this _____________
Thornburg
Mortgage Home Loans, Inc – NOTICES. All demands, notices and communications hereunder
shall be in writing but may be delivered by facsimile transmission subsequently
confirmed in writing. Notices to the Seller shall be directed to Thornburg
Mortgage Home Loans, Inc ., 150 Washington Avenue, Suite 302, Santa Fe, New
Mexico, 87501, Attention: Deborah Burns, Vice President--Mortgage Loan
Securitization, and notices to the Purchaser shall be directed to Structured
Asset _____________
THORNBURG MORTGAGE HOME LOANS,
INC – LEFT BLANK]
{PAGE}
IN WITNESS WHEREOF, the parties hereto have caused their names to be signed
hereto by their respective duly authorized officers as of the date first above
written.
THORNBURG MORTGAGE HOME LOANS,
INC ., as Seller
By: /S/ DEBORAH J. BURNS
--------------------
Name: Deborah J. Burns
Title: Vice President
STRUCTURED ASSET MORTGAGE
INVESTMENTS II INC., as
Purchaser
By: /S/ MARY P. HAGGERTY
--------------------
Name: Mary _____________
dt 1580923
;
Bear, Stearns
As referenced in this Mortgage Loan Purchase Agreement:
Bear, Stearns & Co – set forth as the appraised value of such Mortgaged Property in
any appraisal made for the mortgage originator in connection with its
origination of the related Mortgage Loan.
BEAR STEARNS: Bear, Stearns & Co . Inc.
CONVERTIBLE MORTGAGE LOAN: Any Mortgage Loan which, at the option of the
Mortgagor and in accordance with the terms of the related Mortgage Note, may
have the related _____________
dt 1573120
;
McGraw-Hill Companies
As referenced in this Mortgage Loan Purchase Agreement:
McGraw-Hill
Companies, Inc – its
affiliates, the amount of the increase in the per annum rate set forth in the
related Mortgage Note.
S&P: Standard & Poor's Ratings Services, a division of The McGraw-Hill
Companies, Inc ., or its successors in interest.
SECURITIES ACT: The Securities Act of 1933, as amended.
SECURITY AGREEMENT: With respect to any Cooperative Loan, the agreement
between the owner of the _____________
dt 1520555
;
|
Fannie Mae
As referenced in this Mortgage Loan Purchase Agreement:
FANNIE MAE – identified as such in the Mortgage Loan
Schedule, which provides for an increase in the Mortgage Rate thereof in the
event of the change of employment of the Mortgagor thereunder.
FANNIE MAE : Fannie Mae (also known as the Federal National Mortgage
Association) or any successor thereto.
FREDDIE MAC: Freddie Mac (also known as the Federal Home Loan Mortgage
Corporation) or any _____________
Fannie Mae – such in the Mortgage Loan
Schedule, which provides for an increase in the Mortgage Rate thereof in the
event of the change of employment of the Mortgagor thereunder.
FANNIE MAE: Fannie Mae (also known as the Federal National Mortgage
Association) or any successor thereto.
FREDDIE MAC: Freddie Mac (also known as the Federal Home Loan Mortgage
Corporation) or any successor thereto.
_____________
Federal National Mortgage
Association – which provides for an increase in the Mortgage Rate thereof in the
event of the change of employment of the Mortgagor thereunder.
FANNIE MAE: Fannie Mae (also known as the Federal National Mortgage
Association ) or any successor thereto.
FREDDIE MAC: Freddie Mac (also known as the Federal Home Loan Mortgage
Corporation) or any successor thereto.
LOAN-TO-VALUE RATIO: With respect to any _____________
Fannie Mae – has been made available) a flood insurance policy meeting
the requirements of the current guidelines of the Federal Insurance
Administration is in effect which policy conforms to the requirements
of Fannie Mae or Freddie Mac. The Mortgage obligates the Mortgagor
thereunder to maintain all such insurance at Mortgagor's cost and
expense, and on the Mortgagor's failure to do so, _____________
Fannie Mae – business in such state without qualification, or (iv) not doing
business in such state.
(xv) The Mortgage Loan is covered by an ALTA lender's title insurance
policy acceptable to Fannie Mae or Freddie Mac, issued by a title
insurer acceptable to Fannie Mae or Freddie Mac and qualified to do
business in the jurisdiction where the Mortgaged Property is located,
_____________
dt 1606594
;
More... |
Preview
Full Doc
 | 2006 |
Mortgage Loan Purchase Agreement
Mortgage Loan Purchase Agreement (57K)
Doc #2358704: Click preview link for longer preview.
GREENWICH CAPITAL ACCEPTANCE, INC.,
as Purchaser
and
THORNBURG MORTGAGE HOME LOANS, INC.,
as Seller
MORTGAGE LOAN PURCHASE AGREEMENT
Dated as of January 1, 2006
Hybrid Mortgage Loans
Thornburg Mortgage Securities Trust 2006-1
Table of Contents
Page
ARTICLE I. DEFINITIONS AND SCHEDULES
1
Section 1.01.
Definitions
1
ARTICLE II. SALE OF MORTGAGE LOANS; PAYMENT OF PURCHASE . . .
2358704
|
Thornburg
As referenced in this Mortgage Loan Purchase Agreement:
THORNBURG MORTGAGE HOME LOANS, INC –
EX-4.2 3 v035889_ex4-2.htm
EXECUTION
GREENWICH CAPITAL ACCEPTANCE, INC.,
as Purchaser
and
THORNBURG MORTGAGE HOME LOANS, INC .,
as Seller
MORTGAGE LOAN PURCHASE AGREEMENT
Dated as of January 1, 2006
Hybrid Mortgage Loans
Thornburg Mortgage Securities Trust 2006-1
Table of Contents
Page
ARTICLE I. DEFINITIONS AND _____________
Thornburg Mortgage Home Loans, Inc – Sellers Representations and Warranties Relating to Mortgage Loans.
III-1
i
THIS MORTGAGE LOAN PURCHASE AGREEMENT, dated as of January 1, 2006 (the Agreement), is made and entered into between Thornburg Mortgage Home Loans, Inc . (the Seller) and Greenwich Capital Acceptance, Inc. (the Purchaser).
WITNESSETH
WHEREAS, the Seller is the owner of the notes or other evidence of indebtedness (the Mortgage Notes) so indicated _____________
Thornburg Mortgage Home Loans, Inc – be in writing and shall be deemed to have been duly given if personally delivered at or mailed by registered mail, postage prepaid, addressed as follows:
if to the Seller:
Thornburg Mortgage Home Loans, Inc .
150 Washington Avenue, Suite 302
Santa Fe, New Mexico 87501
Attention: Deborah Burns
6
or such other address as may hereafter be furnished to the Purchaser in writing by _____________
THORNBURG MORTGAGE HOME LOANS, INC – officers thereunto duly authorized as of the day and year first above written.
GREENWICH CAPITAL ACCEPTANCE, INC.,
as Purchaser
By: /s/ Shakti Radhakishun
Name: Shakti Radhakishun
Title: Senior Vice President
THORNBURG MORTGAGE HOME LOANS, INC .,
as Seller
By: /s/ Deborah J. Burns
Name: Deborah J. Burns
Title: Senior Vice President
STATE OF CONNECTICUT )
)ss.:
COUNTY OF FAIRFIELD )
On the 26th day of January, 2006 _____________
THORNBURG MORTGAGE HOME LOANS, INC – 30th day of January, 2006 before me, a notary public in and for said State, personally appeared Deborah J. Burns, known to me to be a Senior Vice President of THORNBURG MORTGAGE HOME LOANS, INC ., a Delaware corporation that executed the within instrument, and also known to me to be the person who executed it on behalf of said corporation, and acknowledged to me _____________
dt 1580926
;
Fannie Mae
As referenced in this Mortgage Loan Purchase Agreement:
Fannie Mae – has been made available) a flood insurance policy meeting the requirements of the current guidelines of the Federal Insurance Administration is in effect which policy conforms to the requirements of Fannie Mae or Freddie Mac. The Mortgage obligates the Mortgagor thereunder to maintain all such insurance at Mortgagors cost and expense, and on the Mortgagors failure to do so, authorizes the _____________
Fannie Mae – such state without qualification, or (iv) not doing business in such state.
(xv)
The Mortgage Loan is covered by an ALTA lenders title insurance policy or other form acceptable to Fannie Mae or Freddie Mac, issued by a title insurer acceptable to Fannie Mae or Freddie Mac and qualified to do business in the jurisdiction where the Mortgaged Property is located, _____________
Fannie Mae – xv)
The Mortgage Loan is covered by an ALTA lenders title insurance policy or other form acceptable to Fannie Mae or Freddie Mac, issued by a title insurer acceptable to Fannie Mae or Freddie Mac and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring (subject to the exceptions contained in (ix)(A) through (C) above) _____________
Fannie Mae – subsidiary of the Seller or was purchased by the Seller from a third party and the originator of each Mortgage Loan, was, at the time of origination, (A) (1) a Fannie Mae -approved or Freddie Mac-approved seller/servicer and (2) a U.S. Department of Housing and Urban Development approved mortgage banker, or a savings and loan association, a savings _____________
Fannie Mae – defaults under a Primary Mortgage Insurance Policy issued by a primary mortgage insurer licensed to do business in the state in which the Mortgaged Property is located and acceptable to Fannie Mae or Freddie Mac as of the Closing Date, so as to reduce the Mortgagees exposure in accordance with the standards of Fannie Mae or Freddie Mac and applicable law. _____________
dt 1608970
;
|
BofA
As referenced in this Mortgage Loan Purchase Agreement:
Bank of America, Na – acknowledged by Wells Fargo, as master servicer, and LaSalle, as trustee, relating to the Amended and Restated Master Sellers Warranties and Servicing Agreement dated as of December 1, 2005, between Bank of America, Na tional Association (BofA) and Wells Fargo, as amended by the Assignment, Assumption and Recognition Agreement dated as of January 26, 2006, among BofA, Wells Fargo and Thornburg.
6.
Reconstituted Servicing _____________
dt 1558385
;
First Republic
As referenced in this Mortgage Loan Purchase Agreement:
First Republic Bank – I-1
SCHEDULE II
LIST OF SERVICING AGREEMENTS
1.
Amended and Restated Correspondent Loan Purchase Agreement, dated as of March 25, 2002, between Thornburg Mortgage Home Loans, Inc. (Thornburg) and First Republic Bank (First Republic), including the related Transfer Notice, dated as of January 31, 2006, from Thornburg to First Republic.
2.
Amended and Restated Correspondent Loan Purchase Agreement, dated as of _____________
First Republic Bank, – Wells Fargo Bank, N.A.s underwriting standards described in the Preliminary Prospectus Supplement and the Final Prospectus Supplement or (F) in the case of a Mortgage Loan originated by First Republic Bank, the underwriting standards of First Republic Bank.
(xxiv)
The mortgage file in possession of the related Servicer contains an appraisal of the related Mortgaged Property by a qualified appraiser, _____________
First Republic Bank. – standards described in the Preliminary Prospectus Supplement and the Final Prospectus Supplement or (F) in the case of a Mortgage Loan originated by First Republic Bank, the underwriting standards of First Republic Bank.
(xxiv)
The mortgage file in possession of the related Servicer contains an appraisal of the related Mortgaged Property by a qualified appraiser, duly appointed by the originator of the _____________
dt 1447409
;
More... |
Preview
Full Doc
 | 2002 |
Mortgage Loan Purchase Agreement
Mortgage Loan Purchase Agreement (63K)
Doc #2377553: Click preview link for longer preview.
EXECUTION
GREENWICH CAPITAL ACCEPTANCE, INC.,
as Purchaser
and
THORNBURG MORTGAGE HOME LOANS, INC.,
as Seller
MORTGAGE LOAN PURCHASE AGREEMENT
Dated as of August 1, 2002
Adjustable-Rate Mortgage Loans
Thornburg Mortgage Securities Trust 2002-3
Table of Contents
. . .
2377553
|
Thornburg
As referenced in this Mortgage Loan Purchase Agreement:
THORNBURG MORTGAGE HOME LOANS, INC – Exhibit 4.2
EX-4 5 m2911.htm EXHIBIT 4.2 - MORTGAGE LOAN PURCHASE AGREEMENT
EXECUTION
GREENWICH CAPITAL ACCEPTANCE, INC.,
as Purchaser
and
THORNBURG MORTGAGE HOME LOANS, INC .,
as Seller
MORTGAGE LOAN PURCHASE AGREEMENT
Dated as of August 1, 2002
Adjustable-Rate Mortgage Loans
Thornburg Mortgage Securities Trust 2002-3
Table of Contents
Page
ARTICLE I. DEFINITIONS _____________
Thornburg Mortgage Home Loans, Inc – Seller's Representations and Warranties Relating to Mortgage Loans
III-1
THIS MORTGAGE LOAN PURCHASE AGREEMENT, dated as of August 1, 2002 (the "Agreement"), is made and entered into between Thornburg Mortgage Home Loans, Inc . (the "Seller") and Greenwich Capital Acceptance, Inc. (the "Purchaser").
W I T N E S S E T H
WHEREAS, the Seller is the owner of the notes or _____________
Thornburg Mortgage Home Loans, Inc – be in writing and shall be deemed to have been duly given if personally delivered at or mailed by registered mail, postage prepaid, addressed as follows:
if to the Seller:
Thornburg Mortgage Home Loans, Inc .
150 Washington Avenue, Suite 302
Santa Fe, New Mexico 87501
Attention: Deborah Burns
or such other address as may hereafter be furnished to the Purchaser in writing by the _____________
Thornburg Mortgage Home Loans, Inc – by the Seller.
if to the Purchaser:
Greenwich Capital Acceptance, Inc.
600 Steamboat Road
Greenwich, Connecticut 06830
Attention: Legal Department
or such other address as may hereafter be furnished to Thornburg Mortgage Home Loans, Inc . in writing by the Purchaser.
Section 7.04.
Severability of Provisions. If any one or more of the covenants, agreements, provisions of terms of this Agreement shall be held _____________
THORNBURG MORTGAGE HOME LOANS, INC – respective officers thereunto duly authorized as of the day and year first above written.
GREENWICH CAPITAL ACCEPTANCE, INC.,
as Purchaser
By: /s/Shaki Radhakishun
Name: Shakti Radhakishun
Title: Vice President
THORNBURG MORTGAGE HOME LOANS, INC .
as Seller
By: /s/Deborah J. Burns
Name: Deborah J. Burns
Title: Vice President
STATE OF CONNECTICUT
)
)ss.:
COUNTY OF FAIRFIELD
)
On the 28th day of August, 2002 before _____________
dt 1580930
;
Fannie Mae
As referenced in this Mortgage Loan Purchase Agreement:
Fannie Mae – has been made available) a flood insurance policy meeting the requirements of the current guidelines of the Federal Insurance Administration is in effect which policy conforms to the requirements of Fannie Mae or Freddie Mac. The Mortgage obligates the Mortgagor thereunder to maintain all such insurance at Mortgagor's cost and expense, and on the Mortgagor's failure to do so, _____________
Fannie Mae – business in such state without qualification, or (iv) not doing business in such state.
(xv)
The Mortgage Loan is covered by an ALTA lender's title insurance policy acceptable to Fannie Mae or Freddie Mac, issued by a title insurer acceptable to Fannie Mae or Freddie Mac and qualified to do business in the jurisdiction where the Mortgaged Property is located, _____________
Fannie Mae – such state.
(xv)
The Mortgage Loan is covered by an ALTA lender's title insurance policy acceptable to Fannie Mae or Freddie Mac, issued by a title insurer acceptable to Fannie Mae or Freddie Mac and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring (subject to the exceptions contained in (ix)(A) through (C) above) _____________
Fannie Mae – by the Seller or a subsidiary of the Seller or was purchased by the Seller from a third party, each of which was, at the time of origination, (A) a Fannie Mae -approved or Freddie Mac-approved seller/servicer and (B) a U.S. Department of Housing and Development approved mortgage banker, or a savings and loan association, a savings bank, _____________
Fannie Mae – to payment defaults under a Primary Insurance Policy issued by primary mortgage insurer licensed to do business in the state in which the Mortgaged Property is located and acceptable to Fannie Mae or Freddie Mac as of the Closing Date, so as to reduce the Mortgagee's exposure in accordance with the standards of Fannie Mae and applicable law. All provisions _____________
dt 1608983
;
|
DB Trust
As referenced in this Mortgage Loan Purchase Agreement:
Deutsche Bank Trust Co – of August 1, 2002 (the "Pooling and Servicing Agreement") among the Purchaser, as depositor, the Seller, as seller, Wells Fargo Bank Minnesota, National Association, as master servicer and securities administrator, Deutsche Bank Trust Co mpany Delaware, as Delaware trustee and Deutsche Bank National Trust Company, as trustee (in such capacity, the "Trustee"), the Purchaser will convey the Mortgage Loans to Thornburg Mortgage Securities Trust _____________
dt 1580667
;
First Republic
As referenced in this Mortgage Loan Purchase Agreement:
First Republic Bank – and Servicing Agreement]
SCHEDULE II
LIST OF SERVICING AGREEMENTS
1.
Amended and Restated Correspondent Loan Purchase Agreement, dated as of March 25, 2002 (the "First Republic Agreement"), between Thornburg and First Republic Bank ("First Republic Bank"), including the related Transfer Notice, dated as of August 21, 2002, from Thornburg to First Republic.
2.
Amended and Restated Correspondent Loan Purchase Agreement, dated as _____________
"First Republic Bank" – SCHEDULE II
LIST OF SERVICING AGREEMENTS
1.
Amended and Restated Correspondent Loan Purchase Agreement, dated as of March 25, 2002 (the "First Republic Agreement"), between Thornburg and First Republic Bank ("First Republic Bank" ), including the related Transfer Notice, dated as of August 21, 2002, from Thornburg to First Republic.
2.
Amended and Restated Correspondent Loan Purchase Agreement, dated as of March 25, _____________
dt 1447415
;
More... |
Preview
Full Doc
 | 2006 |
Mortgage Loan Purchase Agreement
Mortgage Loan Purchase Agreement (53K)
Doc #2447229: Click preview link for longer preview.
STRUCTURED ASSET SECURITIES CORPORATION,
as Purchaser
and
THORNBURG MORTGAGE HOME LOANS, INC.,
as Seller
MORTGAGE LOAN PURCHASE AGREEMENT
Dated as of July 1, 2006
Adjustable Rate and Hybrid Mortgage Loans
Thornburg Mortgage Securities Trust 2006-4
Table of Contents
Page
ARTICLE I. DEFINITIONS AND SCHEDULES
1
Section 1.01. Definitions
1
. . .
2447229
|
Thornburg
As referenced in this Mortgage Loan Purchase Agreement:
THORNBURG MORTGAGE HOME LOANS, INC –
EX-4.2 3 v051244_ex4-2.htm
STRUCTURED ASSET SECURITIES CORPORATION,
as Purchaser
and
THORNBURG MORTGAGE HOME LOANS, INC .,
as Seller
MORTGAGE LOAN PURCHASE AGREEMENT
Dated as of July 1, 2006
Adjustable Rate and Hybrid Mortgage Loans
Thornburg Mortgage Securities Trust 2006-4
Table of Contents
Page
ARTICLE _____________
Thornburg Mortgage Home Loans, Inc – Sellers Representations and Warranties Relating to Mortgage Loans.
III-1
i
THIS MORTGAGE LOAN PURCHASE AGREEMENT, dated as of July 1, 2006 (the Agreement), is made and entered into between Thornburg Mortgage Home Loans, Inc . (the Seller) and Structured Asset Securities Corporation (the Purchaser).
W I T N E S S E T H
WHEREAS, the Seller is the owner of the notes or _____________
Thornburg Mortgage Home Loans, Inc – be in writing and shall be deemed to have been duly given if personally delivered at or mailed by registered mail, postage prepaid, addressed as follows:
if to the Seller:
Thornburg Mortgage Home Loans, Inc .
150 Washington Avenue, Suite 302
Santa Fe, New Mexico 87501
Attention: Deborah J. Burns
or such other address as may hereafter be furnished to the Purchaser in writing by _____________
THORNBURG MORTGAGE HOME LOANS, INC – respective officers thereunto duly authorized as of the day and year first above written.
STRUCTURED ASSET SECURITIES CORPORATION,
as Purchaser
By: /s/ Mary Stone
Name: Mary Stone
Title: Vice President
THORNBURG MORTGAGE HOME LOANS, INC .,
as Seller
By: /s/ Deborah J. Burns
Name: Deborah J. Burns
Title: Senior Vice President
STATE OF NEW YORK
)
)ss.:
COUNTY OF __________
)
On the ___ day of August, _____________
THORNBURG MORTGAGE HOME LOANS, INC – ____ day of August, 2006 before me, a notary public in and for said State, personally appeared Deborah J. Burns, known to me to be a Senior Vice President of THORNBURG MORTGAGE HOME LOANS, INC ., a Delaware corporation that executed the within instrument, and also known to me to be the person who executed it on behalf of said corporation, and acknowledged to me _____________
dt 1580936
;
Fannie Mae
As referenced in this Mortgage Loan Purchase Agreement:
Fannie Mae – has been made available) a flood insurance policy meeting the requirements of the current guidelines of the Federal Insurance Administration is in effect which policy conforms to the requirements of Fannie Mae or Freddie Mac. The Mortgage obligates the Mortgagor thereunder to maintain all such insurance at the Mortgagors cost and expense, and on the Mortgagors failure to do so, authorizes _____________
Fannie Mae – such state without qualification, or (iv) not doing business in such state.
(xv)
The Mortgage Loan is covered by an ALTA lenders title insurance policy or other form acceptable to Fannie Mae or Freddie Mac, issued by a title insurer acceptable to Fannie Mae or Freddie Mac and qualified to do business in the jurisdiction where the Mortgaged Property is located, _____________
Fannie Mae – xv)
The Mortgage Loan is covered by an ALTA lenders title insurance policy or other form acceptable to Fannie Mae or Freddie Mac, issued by a title insurer acceptable to Fannie Mae or Freddie Mac and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring (subject to the exceptions contained in (ix)(A) through (C) above) _____________
Fannie Mae – subsidiary of the Seller or was purchased by the Seller from a third party and the originator of each Mortgage Loan, was, at the time of origination, (A) (1) a Fannie Mae -approved or Freddie Mac-approved seller/servicer and (2) a U.S. Department of Housing and Urban Development approved mortgage banker, or a savings and loan association, a savings _____________
Fannie Mae – defaults under a primary mortgage insurance policy issued by a primary mortgage insurer licensed to do business in the state in which the Mortgaged Property is located and acceptable to Fannie Mae or Freddie Mac as of the Closing Date, so as to reduce the mortgagees exposure in accordance with the standards of Fannie Mae or Freddie Mac and applicable law. _____________
dt 1609065
;
|
BofA
As referenced in this Mortgage Loan Purchase Agreement:
Bank of America, Na – 2006-4, and acknowledged by Wells Fargo, as master servicer, relating to the Second Amended and Restated Master Sellers Warranties and Servicing Agreement dated as of May 1, 2006, between Bank of America, Na tional Association (B of A) and Wells Fargo, as amended by the Assignment, Assumption and Recognition Agreement dated as of July 25, 2006, among B of A, Wells Fargo and _____________
dt 1558393
;
First Republic
As referenced in this Mortgage Loan Purchase Agreement:
First Republic Bank – Thornburg, as servicer, and Cenlar, as sub-servicer.
2.
Amended and Restated Correspondent Loan Purchase Agreement, dated as of March 25, 2002, between Thornburg Mortgage Home Loans, Inc. (Thornburg) and First Republic Bank (First Republic), including the related Transfer Notice, dated July 26, 2006, from Thornburg to First Republic.
3.
Amended and Restated Correspondent Loan Purchase Agreement, dated as of March 27, _____________
First Republic Bank, – in accordance with either (A) the Sellers underwriting standards described in the Preliminary Prospectus Supplement and the Final Prospectus Supplement, (B) in the case of a Mortgage Loan originated by First Republic Bank, the underwriting standards of First Republic Bank or (C) in the case of a Mortgage Loan originated by a bulk seller, the underwriting standards of the related bulk seller _____________
First Republic Bank – underwriting standards described in the Preliminary Prospectus Supplement and the Final Prospectus Supplement, (B) in the case of a Mortgage Loan originated by First Republic Bank, the underwriting standards of First Republic Bank or (C) in the case of a Mortgage Loan originated by a bulk seller, the underwriting standards of the related bulk seller or a third party originators underwriting guidelines.
III- _____________
dt 1611131
;
More... |