Common use of Additional Representations Clause in Contracts

Additional Representations. RRAC represents and warrants to, and agrees with, Sequoia that, as of the Closing Date: (i) As to each Mortgage Loan, the lien of the Mortgage is free and clear of all adverse claims, liens and encumbrances having priority over the first lien of the Mortgage subject only to (1) the lien of non-delinquent current real property taxes and assessments not yet due and payable, (2) covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording which are acceptable to mortgage lending institutions generally and which do not adversely affect the appraised value of the Mortgaged Property as set forth in such appraisal and (3) other matters to which like properties are commonly subject which do not materially interfere with the benefits of the security intended to be provided by the Mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property. (ii) [Reserved]. (iii) To the actual knowledge of RRAC, each Mortgage Loan constitutes a “qualified mortgage” under Section 860G(a)(3)(A) of the Code and Treasury Regulation Section 1.860-2(a)(1). (iv) As of the Closing Date, the most recent FICO score listed on the Mortgage Loan Schedule was no more than four months old. (v) As to each Mortgage Loan transferred to RRAC pursuant to the PrimeLending Agreement, the Sterling Agreement or the Wintrust Agreement, no Mortgage Loan is subject to a lost note affidavit. (vi) As to each Mortgage Loan, with respect to any hazard or mortgage insurance covering such a Mortgage Loan and the related Mortgaged Property, the Originator has not engaged in, and RRAC has no knowledge of the Mortgagor’s having engaged in any act or omission that would impair the coverage of any such policy, the benefits of the endorsement, or the validity and binding effect of either, including without limitation, no unlawful fee, commission, kickback, or other unlawful compensation or value of any kind as has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the Originator. (vii) As to each Mortgage Loan subject to the Flow Mortgage Loan Sale and Servicing Agreement dated as of July 1, 2010, between RRAC and First Republic Bank, as amended by the Assignment, Assumption and Recognition Agreement dated March 21, 2013 among RRAC, Sequoia, the Trustee and First Republic Bank (the “FRB Agreement”), no fraud or material error, omission, misrepresentation, negligence or similar occurrence with respect to a Mortgage Loan has taken place on the part of the Originator, any correspondent or mortgage broker involved in the origination of such Mortgage Loan, the Mortgagor, or any appraiser or other party involved in the origination of the Mortgage Loan or in the application of any insurance in relation to such Mortgage Loan. (viii) As to each Mortgage Loan subject to the FRB Agreement, the servicing of such Mortgage Loan prior to the Closing Date complied in all material respects with all then-applicable federal, state and local laws. (ix) As to each Mortgage Loan that is secured by a long-term residential lease (a “Lease”): (A) The terms of the Lease expressly permit the mortgaging of the leasehold estate, the assignment of the Lease without the lessor’s consent (or the lessor’s consent has been obtained and is in the Mortgage File), and the acquisition by the holder of the Mortgage of the rights of the lessee upon foreclosure or assignment in lieu of foreclosure or provide the holder of the Mortgage with substantially similar protection. (B) The terms of the Lease do not allow the termination thereof upon the lessee’s default without the holder of the Mortgage being entitled to receive written notice, and opportunity to cure, such default or prohibit the holder of the Mortgage from being insured under the hazard insurance policy related to the Mortgaged Property. (C) The original term of the Lease is not less than 15 years and the Lease does not terminate by its terms prior to at least five years from the maturity date of the Mortgage Loan. (D) The Mortgaged Property is located in a jurisdiction in which the use of leasehold estates for residential properties is an accepted practice. (x) As to each Mortgage Loan subject to the Huntington Agreement, there is no homestead or other exemption available to the Mortgagor which would interfere with the right to sell the Mortgaged Property at a trustee’s sale or the right to foreclose on the Mortgage.

Additional Representations. RRAC represents and warrants to, and agrees with, Sequoia that, as of the Closing Date: (i) As to each Mortgage Loan, the lien of the Mortgage is free and clear of all adverse claims, liens and encumbrances having priority over the first lien of the Mortgage subject only to (1) the lien of non-delinquent current real property taxes and assessments not yet due and payable, (2) covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording which are acceptable to mortgage lending institutions generally and which do not adversely affect the appraised value of the Mortgaged Property as set forth in such appraisal and (3) other matters to which like properties are commonly subject which do not materially interfere with the benefits of the security intended to be provided by the Mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property. (ii) [Reserved]As to each Mortgage Loan transferred to RRAC pursuant to the PHH Agreement, the related Mortgaged Property is located in the U.S. or a territory of the U.S. and consists of a one- to four-unit residential property, which may include, but is not limited to, a single-family dwelling, townhouse, condominium unit, or unit in a planned unit development or, in the case of a Cooperative Loan (as defined in the PHH Agreement), one or more leases or occupancy agreements. (iii) To the actual knowledge of RRAC, each Mortgage Loan constitutes a “qualified mortgage” under Section 860G(a)(3)(A) of the Code and Treasury Regulation Section 1.860-2(a)(1). (iv) As of the Closing Date, the most recent FICO score listed on the Mortgage Loan Schedule was no more than four months old. (v) As to each Mortgage Loan transferred to RRAC pursuant to the PrimeLending Agreement, the Sterling Agreement or the Wintrust Agreement, no Mortgage Loan is subject to a lost note affidavit. (vi) As to each Mortgage Loan, with respect to any hazard or mortgage insurance covering such a Mortgage Loan and the related Mortgaged Property, the Originator has not engaged in, and RRAC has no knowledge of the Mortgagor’s having engaged in any act or omission that would impair the coverage of any such policy, the benefits of the endorsement, or the validity and binding effect of either, including without limitation, no unlawful fee, commission, kickback, or other unlawful compensation or value of any kind as has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the Originator. (vii) As to each Mortgage Loan subject to the Flow Mortgage Loan Sale and Servicing Agreement dated as of July 1, 2010, between RRAC and First Republic BankRepublic, as amended by the Assignment, Assumption and Recognition Agreement dated March 21October 30, 2013 2012 among RRAC, Sequoia, the Trustee and First Republic Bank (the “FRB Agreement”), no fraud or material error, omission, misrepresentation, negligence or similar occurrence with respect to a Mortgage Loan has taken place on the part of the Originator, any correspondent or mortgage broker involved in the origination of such Mortgage Loan, the Mortgagor, or any appraiser or other party involved in the origination of the Mortgage Loan or in the application of any insurance in relation to such Mortgage Loan. (viii) As to each Mortgage Loan subject to the FRB Agreement, the servicing of such Mortgage Loan prior to the Closing Date complied in all material respects with all then-applicable federal, state and local laws. (ix) As to each Mortgage Loan that is secured by a long-term residential lease (a “Lease”): (A) The terms of the Lease expressly permit the mortgaging of the leasehold estate, the assignment of the Lease without the lessor’s consent (or the lessor’s consent has been obtained and is in the Mortgage File), and the acquisition by the holder of the Mortgage of the rights of the lessee upon foreclosure or assignment in lieu of foreclosure or provide the holder of the Mortgage with substantially similar protection. (B) The terms of the Lease do not allow the termination thereof upon the lessee’s default without the holder of the Mortgage being entitled to receive written notice, and opportunity to cure, such default or prohibit the holder of the Mortgage from being insured under the hazard insurance policy related to the Mortgaged Property. (C) The original term of the Lease is not less than 15 years and the Lease does not terminate by its terms prior to at least five years from the maturity date of the Mortgage Loan. (D) The Mortgaged Property is located in a jurisdiction in which the use of leasehold estates for residential properties is an accepted practice. (x) As to each Mortgage Loan subject to the Huntington Agreement, there is no homestead or other exemption available to the Mortgagor which would interfere with the right to sell the Mortgaged Property at a trustee’s sale or the right to foreclose on the Mortgage.

Additional Representations. RRAC represents and warrants to, and agrees with, Sequoia that, as of the Closing Date: (i) As to each Mortgage Loan, the lien of the Mortgage is free and clear of all adverse claims, liens and encumbrances having priority over the first lien of the Mortgage subject only to (1) the lien of non-delinquent current real property taxes and assessments not yet due and payable, (2) covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording which are acceptable to mortgage lending institutions generally and which do not adversely affect the appraised value of the Mortgaged Property as set forth in such appraisal and (3) other matters to which like properties are commonly subject which do not materially interfere with the benefits of the security intended to be provided by the Mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property. (ii) [Reserved]. (iii) To the actual knowledge of RRAC, each Mortgage Loan constitutes a “qualified mortgage” under Section 860G(a)(3)(A) of the Code and Treasury Regulation Section 1.860-2(a)(1). (iv) As of the Closing Date, the most recent FICO score listed on the Mortgage Loan Schedule was no more than four months old. (v) As to each Mortgage Loan transferred to RRAC pursuant to the PrimeLending Agreement, the Sterling Agreement or the Wintrust Agreement, no Mortgage Loan is subject to a lost note affidavit. (vi) As to each Mortgage Loan, with respect to any hazard or mortgage insurance covering such a Mortgage Loan and the related Mortgaged Property, the Originator has not engaged in, and RRAC has no knowledge of the Mortgagor’s having engaged in any act or omission that would impair the coverage of any such policy, the benefits of the endorsement, or the validity and binding effect of either, including without limitation, no unlawful fee, commission, kickback, or other unlawful compensation or value of any kind as has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the Originator. (vii) As to each Mortgage Loan subject to the Flow Mortgage Loan Sale and Servicing Agreement dated as of July 1, 2010, between RRAC and First Republic Bank, as amended by the Assignment, Assumption and Recognition Agreement dated March 211, 2013 among RRAC, Sequoia, the Trustee and First Republic Bank (the “FRB Agreement”), no fraud or material error, omission, misrepresentation, negligence or similar occurrence with respect to a Mortgage Loan has taken place on the part of the Originator, any correspondent or mortgage broker involved in the origination of such Mortgage Loan, the Mortgagor, or any appraiser or other party involved in the origination of the Mortgage Loan or in the application of any insurance in relation to such Mortgage Loan. (viii) As to each Mortgage Loan subject to the FRB Agreement, the servicing of such Mortgage Loan prior to the Closing Date complied in all material respects with all then-applicable federal, state and local laws. (ix) As to each Mortgage Loan that is secured by a long-term residential lease (a “Lease”): (A) The terms of the Lease expressly permit the mortgaging of the leasehold estate, the assignment of the Lease without the lessor’s consent (or the lessor’s consent has been obtained and is in the Mortgage File), and the acquisition by the holder of the Mortgage of the rights of the lessee upon foreclosure or assignment in lieu of foreclosure or provide the holder of the Mortgage with substantially similar protection. (B) The terms of the Lease do not allow the termination thereof upon the lessee’s default without the holder of the Mortgage being entitled to receive written notice, and opportunity to cure, such default or prohibit the holder of the Mortgage from being insured under the hazard insurance policy related to the Mortgaged Property. (C) The original term of the Lease is not less than 15 years and the Lease does not terminate by its terms prior to at least five years from the maturity date of the Mortgage Loan. (D) The Mortgaged Property is located in a jurisdiction in which the use of leasehold estates for residential properties is an accepted practice. (x) As to each Mortgage Loan subject to the Huntington Agreement, there is no homestead or other exemption available to the Mortgagor which would interfere with the right to sell the Mortgaged Property at a trustee’s sale or the right to foreclose on the Mortgage.

Additional Representations. RRAC represents and warrants to, and agrees with, Sequoia that, as of the Closing Date: (i) As to each Mortgage Loan, the lien of the Mortgage is free and clear of all adverse claims, liens and encumbrances having priority over the first lien of the Mortgage subject only to (1) the lien of non-delinquent current real property taxes and assessments not yet due and payable, (2) covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording which are acceptable to mortgage lending institutions generally and which do not adversely affect the appraised value of the Mortgaged Property as set forth in such appraisal and (3) other matters to which like properties are commonly subject which do not materially interfere with the benefits of the security intended to be provided by the Mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property. (ii) [Reserved]As to each Mortgage Loan transferred to RRAC pursuant to the PHH Agreement, the related Mortgaged Property is located in the U.S. or a territory of the U.S. and consists of a one- to four-unit residential property, which may include, but is not limited to, a single-family dwelling, townhouse, condominium unit, or unit in a planned unit development or, in the case of a Cooperative Loan (as defined in the PHH Agreement), one or more leases or occupancy agreements. (iii) To the actual knowledge of RRAC, each Mortgage Loan constitutes a “qualified mortgage” under Section 860G(a)(3)(A) of the Code and Treasury Regulation Section 1.860-2(a)(1). (iv) As of the Closing Date, the most recent FICO score listed on the Mortgage Loan Schedule was no more than four months old. (v) As to each Mortgage Loan transferred to RRAC pursuant to the PrimeLending Agreement, the Sterling Agreement or the Wintrust Agreement, no Mortgage Loan is subject to a lost note affidavit. (vi) As to each Mortgage Loan, with respect to any hazard or mortgage insurance covering such a Mortgage Loan and the related Mortgaged Property, the Originator has not engaged in, and RRAC has no knowledge of the Mortgagor’s having engaged in any act or omission that would impair the coverage of any such policy, the benefits of the endorsement, or the validity and binding effect of either, including without limitation, no unlawful fee, commission, kickback, or other unlawful compensation or value of any kind as has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the Originator. (vii) As to each Mortgage Loan subject to the Flow Mortgage Loan Sale and Servicing Agreement dated as of July 1, 2010, between RRAC and First Republic BankRepublic, as amended by the Assignment, Assumption and Recognition Agreement dated March 21November 30, 2013 2012 among RRAC, Sequoia, the Trustee and First Republic Bank (the “FRB Agreement”), no fraud or material error, omission, misrepresentation, negligence or similar occurrence with respect to a Mortgage Loan has taken place on the part of the Originator, any correspondent or mortgage broker involved in the origination of such Mortgage Loan, the Mortgagor, or any appraiser or other party involved in the origination of the Mortgage Loan or in the application of any insurance in relation to such Mortgage Loan. (viii) As to each Mortgage Loan subject to the FRB Agreement, the servicing of such Mortgage Loan prior to the Closing Date complied in all material respects with all then-applicable federal, state and local laws. (ix) As to each Mortgage Loan that is secured by a long-term residential lease (a “Lease”): (A) The terms of the Lease expressly permit the mortgaging of the leasehold estate, the assignment of the Lease without the lessor’s consent (or the lessor’s consent has been obtained and is in the Mortgage File), and the acquisition by the holder of the Mortgage of the rights of the lessee upon foreclosure or assignment in lieu of foreclosure or provide the holder of the Mortgage with substantially similar protection. (B) The terms of the Lease do not allow the termination thereof upon the lessee’s default without the holder of the Mortgage being entitled to receive written notice, and opportunity to cure, such default or prohibit the holder of the Mortgage from being insured under the hazard insurance policy related to the Mortgaged Property. (C) The original term of the Lease is not less than 15 years and the Lease does not terminate by its terms prior to at least five years from the maturity date of the Mortgage Loan. (D) The Mortgaged Property is located in a jurisdiction in which the use of leasehold estates for residential properties is an accepted practice. (x) As to each Mortgage Loan subject to the Huntington Agreement, there is no homestead or other exemption available to the Mortgagor which would interfere with the right to sell the Mortgaged Property at a trustee’s sale or the right to foreclose on the Mortgage.

Additional Representations. RRAC represents and warrants to, and agrees with, Sequoia that, as of the Closing Date: (i) As to each Mortgage Loan, the lien of the Mortgage is free and clear of all adverse claims, liens and encumbrances having priority over the first lien of the Mortgage subject only to (1) the lien of non-delinquent current real property taxes and assessments not yet due and payable, (2) covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording which are acceptable to mortgage lending institutions generally and which do not adversely affect the appraised value of the Mortgaged Property as set forth in such appraisal and (3) other matters to which like properties are commonly subject which do not materially interfere with the benefits of the security intended to be provided by the Mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property. (ii) [Reserved]As to each Mortgage Loan transferred to RRAC pursuant to the PHH Agreement, the related Mortgaged Property is located in the U.S. or a territory of the U.S. and consists of a one- to four-unit residential property, which may include, but is not limited to, a single-family dwelling, townhouse, condominium unit, or unit in a planned unit development or, in the case of a Cooperative Loan (as defined in the PHH Agreement), one or more leases or occupancy agreements. (iii) To the actual knowledge of RRAC, each Mortgage Loan constitutes a “qualified mortgage” under Section 860G(a)(3)(A) of the Code and Treasury Regulation Section 1.860-2(a)(1). (iv) As of the Closing Date, the most recent FICO score listed on the Mortgage Loan Schedule was no more than four months old. (v) As to each Mortgage Loan transferred to RRAC pursuant to the American Pacific Agreement, the Benchmark Agreement, the Franklin Agreement, the PrimeLending Agreement, the Shore Agreement, the S▇▇▇▇▇▇▇ Agreement, the Sterling Agreement or the Wintrust Agreement, no Mortgage Loan is subject to a lost note affidavit. (vi) As to each Mortgage LoanLoan or, with respect to any hazard or mortgage insurance covering such a Mortgage Loan and the related Mortgaged Property, the Originator has not engaged in, and RRAC has no knowledge of the Mortgagor’s having engaged in any act or omission that would impair the coverage of any such policy, the benefits of the endorsement, or the validity and binding effect of either, including without limitation, no unlawful fee, commission, kickback, or other unlawful compensation or value of any kind as has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the Originator. (vii) As to each Mortgage Loan subject to the Flow Mortgage Loan Sale and Servicing Agreement dated as of July 1, 2010, between RRAC and First Republic Bank, as amended by the Assignment, Assumption and Recognition Agreement dated March 2129, 2013 2012 among RRAC, Sequoia, the Trustee and First Republic Bank (the “FRB Agreement”), no fraud or material error, omission, misrepresentation, negligence or similar occurrence with respect to a Mortgage Loan has taken place on the part of the Originator, any correspondent or mortgage broker involved in the origination of such Mortgage Loan, the Mortgagor, or any appraiser or other party involved in the origination of the Mortgage Loan or in the application of any insurance in relation to such Mortgage Loan. (viii) As to each Mortgage Loan subject to the FRB Agreement, the servicing of such Mortgage Loan prior to the Closing Date complied in all material respects with all then-applicable federal, state and local laws. (ix) As to each Mortgage Loan that is secured by a long-term residential lease (a “Lease”): (A) The terms of the Lease expressly permit the mortgaging of the leasehold estate, the assignment of the Lease without the lessor’s consent (or the lessor’s consent has been obtained and is in the Mortgage File), and the acquisition by the holder of the Mortgage of the rights of the lessee upon foreclosure or assignment in lieu of foreclosure or provide the holder of the Mortgage with substantially similar protection. (B) The terms of the Lease do not allow the termination thereof upon the lessee’s default without the holder of the Mortgage being entitled to receive written notice, and opportunity to cure, such default or prohibit the holder of the Mortgage from being insured under the hazard insurance policy related to the Mortgaged Property. (C) The original term of the Lease is not less than 15 years and the Lease does not terminate by its terms prior to at least five years from the maturity date of the Mortgage Loan. (D) The Mortgaged Property is located in a jurisdiction in which the use of leasehold estates for residential properties is an accepted practice. (x) As to each Mortgage Loan subject to the Huntington Agreement, there is no homestead or other exemption available to the Mortgagor which would interfere with the right to sell the Mortgaged Property at a trustee’s sale or the right to foreclose on the Mortgage.

Additional Representations. RRAC represents and warrants to, and agrees with, Sequoia that, as of the Closing Date: (i) As to each Mortgage Loan, the lien of the Mortgage is free and clear of all adverse claims, liens and encumbrances having priority over the first lien of the Mortgage subject only to (1) the lien of non-delinquent current real property taxes and assessments not yet due and payable, (2) covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording which are acceptable to mortgage lending institutions generally and which do not adversely affect the appraised value of the Mortgaged Property as set forth in such appraisal and (3) other matters to which like properties are commonly subject which do not materially interfere with the benefits of the security intended to be provided by the Mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property. (ii) [Reserved]As to each Mortgage Loan transferred to RRAC pursuant to the PHH Agreement, the related Mortgaged Property is located in the U.S. or a territory of the U.S. and consists of a one- to four-unit residential property, which may include, but is not limited to, a single-family dwelling, townhouse, condominium unit, or unit in a planned unit development or, in the case of a Cooperative Loan (as defined in the PHH Agreement), one or more leases or occupancy agreements. (iii) To the actual knowledge of RRAC, each Mortgage Loan constitutes a “qualified mortgage” under Section 860G(a)(3)(A) of the Code and Treasury Regulation Section 1.860-2(a)(1). (iv) As of the Closing Date, the most recent FICO score listed on the Mortgage Loan Schedule was no more than four months old. (v) As to each Mortgage Loan transferred to RRAC pursuant to the PrimeLending Agreement, the Sterling Agreement or the Wintrust Agreement, no Mortgage Loan is subject to a lost note affidavit. (vi) As to each Mortgage Loan, with respect to any hazard or mortgage insurance covering such a Mortgage Loan and the related Mortgaged Property, the Originator has not engaged in, and RRAC has no knowledge of the Mortgagor’s having engaged in any act or omission that would impair the coverage of any such policy, the benefits of the endorsement, or the validity and binding effect of either, including without limitation, no unlawful fee, commission, kickback, or other unlawful compensation or value of any kind as has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the Originator. (vii) As to each Mortgage Loan subject to the Flow Mortgage Loan Sale and Servicing Agreement dated as of July 1, 2010, between RRAC and First Republic BankRepublic, as amended by the Assignment, Assumption and Recognition Agreement dated March September 21, 2013 2012 among RRAC, Sequoia, the Trustee and First Republic Bank (the “FRB Agreement”), no fraud or material error, omission, misrepresentation, negligence or similar occurrence with respect to a Mortgage Loan has taken place on the part of the Originator, any correspondent or mortgage broker involved in the origination of such Mortgage Loan, the Mortgagor, or any appraiser or other party involved in the origination of the Mortgage Loan or in the application of any insurance in relation to such Mortgage Loan. (viii) As to each Mortgage Loan subject to the FRB Agreement, the servicing of such Mortgage Loan prior to the Closing Date complied in all material respects with all then-applicable federal, state and local laws. (ix) As to each Mortgage Loan that is secured by a long-term residential lease (a “Lease”): (A) The terms of the Lease expressly permit the mortgaging of the leasehold estate, the assignment of the Lease without the lessor’s consent (or the lessor’s consent has been obtained and is in the Mortgage File), and the acquisition by the holder of the Mortgage of the rights of the lessee upon foreclosure or assignment in lieu of foreclosure or provide the holder of the Mortgage with substantially similar protection. (B) The terms of the Lease do not allow the termination thereof upon the lessee’s default without the holder of the Mortgage being entitled to receive written notice, and opportunity to cure, such default or prohibit the holder of the Mortgage from being insured under the hazard insurance policy related to the Mortgaged Property. (C) The original term of the Lease is not less than 15 years and the Lease does not terminate by its terms prior to at least five years from the maturity date of the Mortgage Loan. (D) The Mortgaged Property is located in a jurisdiction in which the use of leasehold estates for residential properties is an accepted practice. (x) As to each Mortgage Loan subject to the Huntington Agreement, there is no homestead or other exemption available to the Mortgagor which would interfere with the right to sell the Mortgaged Property at a trustee’s sale or the right to foreclose on the Mortgage.

Additional Representations. RRAC represents and warrants to, and agrees with, Sequoia that, as of the Closing Date: (i) As to each Mortgage Loan, the lien of the Mortgage is free and clear of all adverse claims, liens and encumbrances having priority over the first lien of the Mortgage subject only to (1) the lien of non-delinquent current real property taxes and assessments not yet due and payable, (2) covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording which are acceptable to mortgage lending institutions generally and which do not adversely affect the appraised value of the Mortgaged Property as set forth in such appraisal and (3) other matters to which like properties are commonly subject which do not materially interfere with the benefits of the security intended to be provided by the Mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property. (ii) [Reserved]As to each Mortgage Loan transferred to RRAC pursuant to the PHH Agreement, the related Mortgaged Property is located in the U.S. or a territory of the U.S. and consists of a one- to four-unit residential property, which may include, but is not limited to, a single-family dwelling, townhouse, condominium unit, or unit in a planned unit development or, in the case of a Cooperative Loan (as defined in the PHH Agreement), one or more leases or occupancy agreements. (iii) To the actual knowledge of RRAC, each Mortgage Loan constitutes a “qualified mortgage” under Section 860G(a)(3)(A) of the Code and Treasury Regulation Section 1.860-2(a)(1). (iv) As of the Closing Date, the most recent FICO score listed on the Mortgage Loan Schedule was no more than four months old. (v) As to each Mortgage Loan transferred to RRAC pursuant to the PrimeLending Agreement, the Sterling Agreement or the Wintrust Agreement, no Mortgage Loan is subject to a lost note affidavit. (vi) As to each Mortgage Loan, with respect to any hazard or mortgage insurance covering such a Mortgage Loan and the related Mortgaged Property, the Originator has not engaged in, and RRAC has no knowledge of the Mortgagor’s having engaged in any act or omission that would impair the coverage of any such policy, the benefits of the endorsement, or the validity and binding effect of either, including without limitation, no unlawful fee, commission, kickback, or other unlawful compensation or value of any kind as has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the Originator. (vii) As to each Mortgage Loan subject to the Flow Mortgage Loan Sale and Servicing Agreement dated as of July 1, 2010, between RRAC and First Republic BankRepublic, as amended by the Assignment, Assumption and Recognition Agreement dated March 21June 27, 2013 2012 among RRAC, Sequoia, the Trustee and First Republic Bank (the “FRB Agreement”), no fraud or material error, omission, misrepresentation, negligence or similar occurrence with respect to a Mortgage Loan has taken place on the part of the Originator, any correspondent or mortgage broker involved in the origination of such Mortgage Loan, the Mortgagor, or any appraiser or other party involved in the origination of the Mortgage Loan or in the application of any insurance in relation to such Mortgage Loan. (viii) As to each Mortgage Loan subject to the FRB Agreement, the servicing of such Mortgage Loan prior to the Closing Date complied in all material respects with all then-applicable federal, state and local laws. (ix) As to each Mortgage Loan that is secured by a long-term residential lease (a “Lease”): (A) The terms of the Lease expressly permit the mortgaging of the leasehold estate, the assignment of the Lease without the lessor’s consent (or the lessor’s consent has been obtained and is in the Mortgage File), and the acquisition by the holder of the Mortgage of the rights of the lessee upon foreclosure or assignment in lieu of foreclosure or provide the holder of the Mortgage with substantially similar protection. (B) The terms of the Lease do not allow the termination thereof upon the lessee’s default without the holder of the Mortgage being entitled to receive written notice, and opportunity to cure, such default or prohibit the holder of the Mortgage from being insured under the hazard insurance policy related to the Mortgaged Property. (C) The original term of the Lease is not less than 15 years and the Lease does not terminate by its terms prior to at least five years from the maturity date of the Mortgage Loan. (D) The Mortgaged Property is located in a jurisdiction in which the use of leasehold estates for residential properties is an accepted practice. (x) As to each Mortgage Loan subject to the Huntington Agreement, there is no homestead or other exemption available to the Mortgagor which would interfere with the right to sell the Mortgaged Property at a trustee’s sale or the right to foreclose on the Mortgage.

Additional Representations. RRAC represents and warrants to, and agrees with, Sequoia that, as of the Closing Date: (i) As to each Mortgage Loan, the lien of the Mortgage is free and clear of all adverse claims, liens and encumbrances having priority over the first lien of the Mortgage subject only to (1) the lien of non-delinquent current real property taxes and assessments not yet due and payable, (2) covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording which are acceptable to mortgage lending institutions generally and which do not adversely affect the appraised value of the Mortgaged Property as set forth in such appraisal and (3) other matters to which like properties are commonly subject which do not materially interfere with the benefits of the security intended to be provided by the Mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property. (ii) [Reserved]As to each Mortgage Loan transferred to RRAC pursuant to the PHH Agreement, the related Mortgaged Property is located in the U.S. or a territory of the U.S. and consists of a one- to four-unit residential property, which may include, but is not limited to, a single-family dwelling, townhouse, condominium unit, or unit in a planned unit development or, in the case of a Cooperative Loan (as defined in the PHH Agreement), one or more leases or occupancy agreements. (iii) To the actual knowledge of RRAC, each Mortgage Loan constitutes a “qualified mortgage” under Section 860G(a)(3)(A) of the Code and Treasury Regulation Section 1.860-2(a)(1). (iv) As of the Closing Date, the most recent FICO score listed on the Mortgage Loan Schedule was no more than four months old. (v) As to each Mortgage Loan transferred to RRAC pursuant to the PrimeLending Agreement, the Sterling Agreement or the Wintrust Agreement, no Mortgage Loan is subject to a lost note affidavit. (vi) As to each Mortgage Loan, with respect to any hazard or mortgage insurance covering such a Mortgage Loan and the related Mortgaged Property, the Originator has not engaged in, and RRAC has no knowledge of the Mortgagor’s having engaged in any act or omission that would impair the coverage of any such policy, the benefits of the endorsement, or the validity and binding effect of either, including without limitation, no unlawful fee, commission, kickback, or other unlawful compensation or value of any kind as has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the Originator. (vii) As to each Mortgage Loan subject to the Flow Mortgage Loan Sale and Servicing Agreement dated as of July 1, 2010, between RRAC and First Republic BankFRB, as amended by the Assignment, Assumption and Recognition Agreement dated March 21January 30, 2013 among RRAC, Sequoia, the Trustee and First Republic Bank FRB (the “FRB Agreement”), no fraud or material error, omission, misrepresentation, negligence or similar occurrence with respect to a Mortgage Loan has taken place on the part of the Originator, any correspondent or mortgage broker involved in the origination of such Mortgage Loan, the Mortgagor, or any appraiser or other party involved in the origination of the Mortgage Loan or in the application of any insurance in relation to such Mortgage Loan. (viii) As to each Mortgage Loan subject to the FRB Agreement, the servicing of such Mortgage Loan prior to the Closing Date complied in all material respects with all then-applicable federal, state and local laws. (ix) As to each Mortgage Loan that is secured by a long-term residential lease (a “Lease”): (A) The terms of the Lease expressly permit the mortgaging of the leasehold estate, the assignment of the Lease without the lessor’s consent (or the lessor’s consent has been obtained and is in the Mortgage File), and the acquisition by the holder of the Mortgage of the rights of the lessee upon foreclosure or assignment in lieu of foreclosure or provide the holder of the Mortgage with substantially similar protection. (B) The terms of the Lease do not allow the termination thereof upon the lessee’s default without the holder of the Mortgage being entitled to receive written notice, and opportunity to cure, such default or prohibit the holder of the Mortgage from being insured under the hazard insurance policy related to the Mortgaged Property. (C) The original term of the Lease is not less than 15 years and the Lease does not terminate by its terms prior to at least five years from the maturity date of the Mortgage Loan. (D) The Mortgaged Property is located in a jurisdiction in which the use of leasehold estates for residential properties is an accepted practice. (x) As to each Mortgage Loan subject to the Huntington Agreement, there is no homestead or other exemption available to the Mortgagor which would interfere with the right to sell the Mortgaged Property at a trustee’s sale or the right to foreclose on the Mortgage.

Additional Representations. RRAC represents and warrants to, and agrees with, Sequoia that, as of the Closing Date: (i) As to each Mortgage Loan, the lien of the Mortgage is free and clear of all adverse claims, liens and encumbrances having priority over the first lien of the Mortgage subject only to (1) the lien of non-delinquent current real property taxes and assessments not yet due and payable, (2) covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording which are acceptable to mortgage lending institutions generally and which do not adversely affect the appraised value of the Mortgaged Property as set forth in such appraisal and (3) other matters to which like properties are commonly subject which do not materially interfere with the benefits of the security intended to be provided by the Mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property. (ii) [Reserved]. (iii) To the actual knowledge of RRAC, each Mortgage Loan constitutes a “qualified mortgage” under Section 860G(a)(3)(A) of the Code and Treasury Regulation Section 1.860-2(a)(1). (iv) As of the Closing Date, the most recent FICO score listed on the Mortgage Loan Schedule was no more than four months old. (v) As to each Mortgage Loan transferred to RRAC pursuant to the PrimeLending Agreement, the Sterling Agreement or the Wintrust Agreement, no Mortgage Loan is subject to a lost note affidavit. (vi) As to each Mortgage Loan, with respect to any hazard or mortgage insurance covering such a Mortgage Loan and the related Mortgaged Property, the Originator has not engaged in, and RRAC has no knowledge of the Mortgagor’s having engaged in any act or omission that would impair the coverage of any such policy, the benefits of the endorsement, or the validity and binding effect of either, including without limitation, no unlawful fee, commission, kickback, or other unlawful compensation or value of any kind as has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the Originator. (vii) As to each Mortgage Loan subject to the Flow Mortgage Loan Sale and Servicing Agreement dated as of July 1, 2010, between RRAC and First Republic Bank, as amended by the Assignment, Assumption and Recognition Agreement dated March 21, 2013 among RRAC, Sequoia, the Trustee and First Republic Bank (the “FRB Agreement”), no fraud or material error, omission, misrepresentation, negligence or similar occurrence with respect to a Mortgage Loan has taken place on the part of the Originator, any correspondent or mortgage broker involved in the origination of such Mortgage Loan, the Mortgagor, or any appraiser or other party involved in the origination of the Mortgage Loan or in the application of any insurance in relation to such Mortgage Loan. (viii) As to each Mortgage Loan subject to the FRB Agreement, the servicing of such Mortgage Loan prior to the Closing Date complied in all material respects with all then-applicable federal, state and local laws. (ix) As to each Mortgage Loan that is secured by a long-term residential lease (a “Lease”): (A) The terms of the Lease expressly permit the mortgaging of the leasehold estate, the assignment of the Lease without the lessor’s consent (or the lessor’s consent has been obtained and is in the Mortgage File), and the acquisition by the holder of the Mortgage of the rights of the lessee upon foreclosure or assignment in lieu of foreclosure or provide the holder of the Mortgage with substantially similar protection. (B) The terms of the Lease do not allow the termination thereof upon the lessee’s default without the holder of the Mortgage being entitled to receive written notice, and opportunity to cure, such default or prohibit the holder of the Mortgage from being insured under the hazard insurance policy related to the Mortgaged Property. (C) The original term of the Lease is not less than 15 years and the Lease does not terminate by its terms prior to at least five years from the maturity date of the Mortgage Loan. (D) The Mortgaged Property is located in a jurisdiction in which the use of leasehold estates for residential properties is an accepted practice. (xviii) As to each Mortgage Loan subject to the Huntington Agreement, there is no homestead or other exemption available to the Mortgagor which would interfere with the right to sell the Mortgaged Property at a trustee’s sale or the right to foreclose on the Mortgage.

Additional Representations. RRAC represents and warrants to, and agrees with, Sequoia that, as of the Closing Date: (i) As to each Mortgage Loan, the lien of the Mortgage is free and clear of all adverse claims, liens and encumbrances having priority over the first lien of the Mortgage subject only to (1) the lien of non-delinquent current real property taxes and assessments not yet due and payable, (2) covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording which are acceptable to mortgage lending institutions generally and which do not adversely affect the appraised value of the Mortgaged Property as set forth in such appraisal and (3) other matters to which like properties are commonly subject which do not materially interfere with the benefits of the security intended to be provided by the Mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property. (ii) [Reserved]. (iii) To the actual knowledge of RRAC, each Mortgage Loan constitutes a “qualified mortgage” under Section 860G(a)(3)(A) of the Code and Treasury Regulation Section 1.860-2(a)(1). (iviii) As of the Closing Date, the most recent FICO score listed on the Mortgage Loan Schedule was no more than four months old. (viv) As to each Mortgage Loan transferred to RRAC pursuant to the PrimeLending Agreement, the Sterling Agreement or the Wintrust Agreement[ ], no Mortgage Loan is subject to a lost note affidavit. (viv) As to each Mortgage Loan, with respect to any hazard or mortgage insurance covering such a Mortgage Loan and the related Mortgaged Property, the Originator has not engaged in, and RRAC has no knowledge of the Mortgagor’s having engaged in any act or omission that would impair the coverage of any such policy, the benefits of the endorsement, or the validity and binding effect of either, including without limitation, no unlawful fee, commission, kickback, or other unlawful compensation or value of any kind as has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the Originator. (viivi) As to each Mortgage Loan subject to the Flow Mortgage Loan Sale and Servicing Agreement dated as of July 1, 2010[ ], between RRAC and First Republic Bank[Originator Name], as amended by the Assignment, Assumption and Recognition Agreement dated March 21, 2013 [ ] among RRAC, Sequoia, the Trustee and First Republic Bank [Originator Name] (the “FRB [Originator Name] Agreement”), no fraud or material error, omission, misrepresentation, negligence or similar occurrence with respect to a Mortgage Loan has taken place on the part of the Originator, any correspondent or mortgage broker involved in the origination of such Mortgage Loan, the Mortgagor, or any appraiser or other party involved in the origination of the Mortgage Loan or in the application of any insurance in relation to such Mortgage Loan. (viiivii) As to each Mortgage Loan subject to the FRB [Originator Name] Agreement, the servicing of such Mortgage Loan prior to the Closing Date complied in all material respects with all then-applicable federal, state and local laws. (ixviii) As to each Mortgage Loan that is secured by a long-term residential lease (a “Lease”): (A) The terms of the Lease expressly permit the mortgaging of the leasehold estate, the assignment of the Lease without the lessor’s consent (or the lessor’s consent has been obtained and is in the Mortgage File), and the acquisition by the holder of the Mortgage of the rights of the lessee upon foreclosure or assignment in lieu of foreclosure or provide the holder of the Mortgage with substantially similar protection. (B) The terms of the Lease do not allow the termination thereof upon the lessee’s default without the holder of the Mortgage being entitled to receive written notice, and opportunity to cure, such default or prohibit the holder of the Mortgage from being insured under the hazard insurance policy related to the Mortgaged Property. (C) The original term of the Lease is not less than 15 years and the Lease does not terminate by its terms prior to at least five years from the maturity date of the Mortgage Loan. (D) The Mortgaged Property is located in a jurisdiction in which the use of leasehold estates for residential properties is an accepted practice. (xix) As to each Mortgage Loan subject to the Huntington Agreement, there is no homestead or other exemption available to the Mortgagor which would interfere with the right to sell the Mortgaged Property at a trustee’s sale or the right to foreclose on the Mortgage.

Additional Representations. RRAC Each of Holdings and the Borrower represents and warrants to, and agrees with, Sequoia that, to the Incremental Term Loan Amendment Lenders that as of the Closing Amendment Effective Date: (a) (i) As to each Mortgage Loanthe sum of the debt (including contingent liabilities) of Holdings, the lien Borrower and its Subsidiaries, on a consolidated basis, does not exceed the present fair saleable value of the Mortgage present assets of Holdings and its Subsidiaries, on a consolidated basis, (ii) the capital of Holdings, the Borrower and its Subsidiaries, on a consolidated basis, is free not unreasonably small in relation to their business as contemplated on the date hereof, (iii) Holdings, the Borrower and clear its Subsidiaries, on a consolidated basis, have not incurred and do not intend to incur, or believe that they will incur, debts including current obligations, beyond their ability to pay such debts as they become due (whether at maturity or otherwise) and (iv) Holdings, the Borrower and its Subsidiaries, on a consolidated basis, are “solvent” within the meaning given to that term and similar terms under applicable laws relating to fraudulent transfers and conveyances; provided that the amount of any contingent liability has been computed as the amount that, in light of all adverse claims, liens and encumbrances having priority over the first lien of the Mortgage subject only to (1) the lien of non-delinquent current real property taxes facts and assessments not yet due and payable, (2) covenants, conditions and restrictions, rights of way, easements and other matters of the public record circumstances existing as of the date of recording which are acceptable hereof, represents the amount that can reasonably be expected to mortgage lending institutions generally and which do become an actual or matured liability; (b) the Borrower will not adversely affect (i) knowingly use the appraised value proceeds of the Mortgaged Property as set forth in Incremental Term Loans, or otherwise make available such appraisal and (3) other matters proceeds to which like properties are commonly any Person subject which do not materially interfere with the benefits of the security intended to be provided economic sanctions administered or enforced by the Mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property. United States Government (ii) [Reserved]. (iii) To the actual knowledge of RRAC, each Mortgage Loan constitutes a “qualified mortgage” under Section 860G(a)(3)(A) of the Code and Treasury Regulation Section 1.860-2(a)(1). (iv) As of the Closing Date, the most recent FICO score listed on the Mortgage Loan Schedule was no more than four months old. (v) As to each Mortgage Loan transferred to RRAC pursuant to the PrimeLending Agreement, the Sterling Agreement or the Wintrust Agreement, no Mortgage Loan is subject to a lost note affidavit. (vi) As to each Mortgage Loan, with respect to any hazard or mortgage insurance covering such a Mortgage Loan and the related Mortgaged Property, the Originator has not engaged in, and RRAC has no knowledge of the Mortgagor’s having engaged in any act or omission that would impair the coverage of any such policy, the benefits of the endorsement, or the validity and binding effect of either, including without limitation, no unlawful fee, commission, kickbacksanctions enforced by the United States Department of the Treasury’s Office of Foreign Assets Control) (“Sanctions”) for the purpose of funding the activities of any Person subject to Sanctions in a manner that would result in a violation by such Person of applicable Sanctions, or other unlawful compensation (ii) use the proceeds of the Incremental Term Loans for any payments to any governmental official or value employee, political party, official of a political party, candidate for political office, or anyone else acting in an official capacity on behalf of a government, in order to obtain, retain or direct business or obtain any kind improper advantage, in each case in violation of the United States Foreign Corrupt Practices Act of 1977, as has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the Originator.amended; and (viic) As to each Mortgage the Borrower is, both immediately before and after the Incremental Term Loan subject Amendment Effective Time, in compliance with Section 2.20 of the Credit Agreement (solely as it relates to the Flow Mortgage Loan Sale entering into and Servicing Agreement dated as performance of July 1, 2010, between RRAC and First Republic Bank, as amended by this Amendment (including the Assignment, Assumption and Recognition Agreement dated March 21, 2013 among RRAC, Sequoia, the Trustee and First Republic Bank (the “FRB Agreement”), no fraud or material error, omission, misrepresentation, negligence or similar occurrence with respect to a Mortgage Loan has taken place on the part incurrence of the Originator, any correspondent or mortgage broker involved in the origination of such Mortgage Loan, the Mortgagor, or any appraiser or other party involved in the origination of the Mortgage Loan or in the application of any insurance in relation to such Mortgage LoanIncremental Term Loans pursuant hereto)). (viii) As to each Mortgage Loan subject to the FRB Agreement, the servicing of such Mortgage Loan prior to the Closing Date complied in all material respects with all then-applicable federal, state and local laws. (ix) As to each Mortgage Loan that is secured by a long-term residential lease (a “Lease”): (A) The terms of the Lease expressly permit the mortgaging of the leasehold estate, the assignment of the Lease without the lessor’s consent (or the lessor’s consent has been obtained and is in the Mortgage File), and the acquisition by the holder of the Mortgage of the rights of the lessee upon foreclosure or assignment in lieu of foreclosure or provide the holder of the Mortgage with substantially similar protection. (B) The terms of the Lease do not allow the termination thereof upon the lessee’s default without the holder of the Mortgage being entitled to receive written notice, and opportunity to cure, such default or prohibit the holder of the Mortgage from being insured under the hazard insurance policy related to the Mortgaged Property. (C) The original term of the Lease is not less than 15 years and the Lease does not terminate by its terms prior to at least five years from the maturity date of the Mortgage Loan. (D) The Mortgaged Property is located in a jurisdiction in which the use of leasehold estates for residential properties is an accepted practice. (x) As to each Mortgage Loan subject to the Huntington Agreement, there is no homestead or other exemption available to the Mortgagor which would interfere with the right to sell the Mortgaged Property at a trustee’s sale or the right to foreclose on the Mortgage.

Additional Representations. RRAC represents and warrants to, and agrees with, Sequoia that, as of the Closing Date: (i) As to each Mortgage Loan, the lien of the Mortgage is free and clear of all adverse claims, liens and encumbrances having priority over the first lien of the Mortgage subject only to (1) the lien of non-delinquent current real property taxes and assessments not yet due and payable, (2) covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording which are acceptable to mortgage lending institutions generally and which do not adversely affect the appraised value of the Mortgaged Property as set forth in such appraisal and (3) other matters to which like properties are commonly subject which do not materially interfere with the benefits of the security intended to be provided by the Mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property. (ii) [Reserved]As to each Mortgage Loan transferred to RRAC pursuant to the PHH Agreement, the related Mortgaged Property is located in the U.S. or a territory of the U.S. and consists of a one- to four-unit residential property, which may include, but is not limited to, a single-family dwelling, townhouse, condominium unit, or unit in a planned unit development or, in the case of a Cooperative Loan (as defined in the PHH Agreement), one or more leases or occupancy agreements. (iii) To the actual knowledge of RRAC, each Mortgage Loan constitutes a “qualified mortgage” under Section 860G(a)(3)(A) of the Code and Treasury Regulation Section 1.860-2(a)(1). (iv) As of the Closing Date, the most recent FICO score listed on the Mortgage Loan Schedule was no more than four months old. (v) As to each Mortgage Loan transferred to RRAC pursuant to the PrimeLending Agreement, the Sterling Agreement or the Wintrust Agreement, no Mortgage Loan is subject to a lost note affidavit. (vi) As to each Mortgage Loan, with respect to any hazard or mortgage insurance covering such a Mortgage Loan and the related Mortgaged Property, the Originator has not engaged in, and RRAC has no knowledge of the Mortgagor’s having engaged in any act or omission that would impair the coverage of any such policy, the benefits of the endorsement, or the validity and binding effect of either, including without limitation, no unlawful fee, commission, kickback, or other unlawful compensation or value of any kind as has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the Originator. (vii) As to each Mortgage Loan subject to the Flow Mortgage Loan Sale and Servicing Agreement dated as of July 1, 2010, between RRAC and First Republic Bank, as amended by the Assignment, Assumption and Recognition Agreement dated March 21May 23, 2013 among RRAC, Sequoia, the Trustee and First Republic Bank (the “FRB Agreement”), no fraud or material error, omission, misrepresentation, negligence or similar occurrence with respect to a Mortgage Loan has taken place on the part of the Originator, any correspondent or mortgage broker involved in the origination of such Mortgage Loan, the Mortgagor, or any appraiser or other party involved in the origination of the Mortgage Loan or in the application of any insurance in relation to such Mortgage Loan. (viii) As to each Mortgage Loan subject to the FRB Agreement, the servicing of such Mortgage Loan prior to the Closing Date complied in all material respects with all then-applicable federal, state and local laws. (ix) As to each Mortgage Loan that is secured by a long-term residential lease (a “Lease”): (A) The terms of the Lease expressly permit the mortgaging of the leasehold estate, the assignment of the Lease without the lessor’s consent (or the lessor’s consent has been obtained and is in the Mortgage File), and the acquisition by the holder of the Mortgage of the rights of the lessee upon foreclosure or assignment in lieu of foreclosure or provide the holder of the Mortgage with substantially similar protection. (B) The terms of the Lease do not allow the termination thereof upon the lessee’s default without the holder of the Mortgage being entitled to receive written notice, and opportunity to cure, such default or prohibit the holder of the Mortgage from being insured under the hazard insurance policy related to the Mortgaged Property. (C) The original term of the Lease is not less than 15 years and the Lease does not terminate by its terms prior to at least five years from the maturity date of the Mortgage Loan. (D) The Mortgaged Property is located in a jurisdiction in which the use of leasehold estates for residential properties is an accepted practice. (x) As to each Mortgage Loan subject to the Huntington Agreement, there is no homestead or other exemption available to the Mortgagor which would interfere with the right to sell the Mortgaged Property at a trustee’s sale or the right to foreclose on the Mortgage.

Additional Representations. RRAC represents and warrants to, and agrees with, Sequoia that, as of the Closing Date: (i) As to each Mortgage Loan, the lien of the Mortgage is free and clear of all adverse claims, liens and encumbrances having priority over the first lien of the Mortgage subject only to (1) the lien of non-delinquent current real property taxes and assessments not yet due and payable, (2) covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording which are acceptable to mortgage lending institutions generally and which do not adversely affect the appraised value of the Mortgaged Property as set forth in such appraisal and (3) other matters to which like properties are commonly subject which do not materially interfere with the benefits of the security intended to be provided by the Mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property. (ii) [Reserved]As to each Mortgage Loan transferred to RRAC pursuant to the PHH Agreement, the related Mortgaged Property is located in the U.S. or a territory of the U.S. and consists of a one- to four-unit residential property, which may include, but is not limited to, a single-family dwelling, townhouse, condominium unit, or unit in a planned unit development or, in the case of a Cooperative Loan (as defined in the PHH Agreement), one or more leases or occupancy agreements. (iii) To the actual knowledge of RRAC, each Mortgage Loan constitutes a “qualified mortgage” under Section 860G(a)(3)(A) of the Code and Treasury Regulation Section 1.860-2(a)(1). (iv) As of the Closing Date, the most recent FICO score listed on the Mortgage Loan Schedule was no more than four months old. (v) As to each Mortgage Loan transferred to RRAC pursuant to the PrimeLending Agreement, the Sterling Agreement or the Wintrust Agreement, no Mortgage Loan is subject to a lost note affidavit. (vi) As to each Mortgage Loan, with respect to any hazard or mortgage insurance covering such a Mortgage Loan and the related Mortgaged Property, the Originator has not engaged in, and RRAC has no knowledge of the Mortgagor’s having engaged in any act or omission that would impair the coverage of any such policy, the benefits of the endorsement, or the validity and binding effect of either, including without limitation, no unlawful fee, commission, kickback, or other unlawful compensation or value of any kind as has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the Originator. (vii) As to each Mortgage Loan subject to the Flow Mortgage Loan Sale and Servicing Agreement dated as of July 1, 2010, between RRAC and First Republic BankRepublic, as amended by the Assignment, Assumption and Recognition Agreement dated March 21January 15, 2013 among RRAC, Sequoia, the Trustee and First Republic Bank (the “FRB Agreement”), no fraud or material error, omission, misrepresentation, negligence or similar occurrence with respect to a Mortgage Loan has taken place on the part of the Originator, any correspondent or mortgage broker involved in the origination of such Mortgage Loan, the Mortgagor, or any appraiser or other party involved in the origination of the Mortgage Loan or in the application of any insurance in relation to such Mortgage Loan. (viii) As to each Mortgage Loan subject to the FRB Agreement, the servicing of such Mortgage Loan prior to the Closing Date complied in all material respects with all then-applicable federal, state and local laws. (ix) As to each Mortgage Loan that is secured by a long-term residential lease (a “Lease”): (A) The terms of the Lease expressly permit the mortgaging of the leasehold estate, the assignment of the Lease without the lessor’s consent (or the lessor’s consent has been obtained and is in the Mortgage File), and the acquisition by the holder of the Mortgage of the rights of the lessee upon foreclosure or assignment in lieu of foreclosure or provide the holder of the Mortgage with substantially similar protection. (B) The terms of the Lease do not allow the termination thereof upon the lessee’s default without the holder of the Mortgage being entitled to receive written notice, and opportunity to cure, such default or prohibit the holder of the Mortgage from being insured under the hazard insurance policy related to the Mortgaged Property. (C) The original term of the Lease is not less than 15 years and the Lease does not terminate by its terms prior to at least five years from the maturity date of the Mortgage Loan. (D) The Mortgaged Property is located in a jurisdiction in which the use of leasehold estates for residential properties is an accepted practice. (x) As to each Mortgage Loan subject to the Huntington Agreement, there is no homestead or other exemption available to the Mortgagor which would interfere with the right to sell the Mortgaged Property at a trustee’s sale or the right to foreclose on the Mortgage.

Additional Representations. RRAC Seller represents and warrants to, and agrees with, Sequoia Depositor that, as of the Closing Date: (i) As to each Mortgage Loan, the lien of the Mortgage is free and clear of all adverse claims, liens and encumbrances having priority over the first lien of the Mortgage subject only to (1) the lien of non-delinquent current real property taxes and assessments not yet due and payable, (2) covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording which are acceptable to mortgage lending institutions generally and which do not adversely affect the appraised value of the Mortgaged Property as set forth in such appraisal and (3) other matters to which like properties are commonly subject which do not materially interfere with the benefits of the security intended to be provided by the Mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property. (ii) As to each Mortgage Loan transferred to Seller pursuant to the [Reserved]________] Agreement, the related Mortgaged Property is located in the U.S. or a territory of the U.S. and consists of a one- to four-unit residential property, which may include, but is not limited to, a single-family dwelling, townhouse, condominium unit, or unit in a planned unit development or, in the case of a Cooperative Loan (as defined in the [________] Agreement), one or more leases or occupancy agreements. (iii) To the actual knowledge of RRACSeller, each Mortgage Loan constitutes a “qualified mortgage” under Section 860G(a)(3)(A) of the Code and Treasury Regulation Section 1.860-2(a)(1). (iv) As of the Closing Date, the most recent FICO score listed on the Mortgage Loan Schedule was no more than four months old. (v) As to each Mortgage Loan transferred to RRAC Seller pursuant to the PrimeLending [________] Agreement, the Sterling [________] Agreement or the Wintrust [________] Agreement, no Mortgage Loan is subject to a lost note affidavit. (vi) As to each Mortgage LoanLoan transferred to Seller pursuant to the [________] Agreement, the [________] Agreement, the [________] Agreement, the [________] Agreement, the [________] Agreement, the [________] Agreement, the [________] Agreement or the [________] Agreement, with respect to any hazard or mortgage insurance covering such a Mortgage Loan and the related Mortgaged Property, the Originator has not engaged in, and RRAC Seller has no knowledge of the Mortgagor’s having engaged in any act or omission that would impair the coverage of any such policy, the benefits of the endorsement, or the validity and binding effect of either, including without limitation, no unlawful fee, commission, kickback, or other unlawful compensation or value of any kind as has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the Originator. (vii) As to each Mortgage Loan subject transferred to Seller pursuant to the Flow Mortgage Loan Sale and Servicing Agreement dated as of July 1, 2010, between RRAC and First Republic Bank, as amended by the Assignment, Assumption and Recognition Agreement dated March 21, 2013 among RRAC, Sequoia, the Trustee and First Republic Bank (the “FRB [________] Agreement”), no fraud or material error, omission, misrepresentation, negligence or similar occurrence with respect to a Mortgage Loan has taken place on the part of the Originator, any correspondent or mortgage broker involved in the origination of such Mortgage Loan, the Mortgagor, or any appraiser or other party involved in the origination of the Mortgage Loan or in the application of any insurance in relation to such Mortgage Loan. (viii) As to each Mortgage Loan subject transferred to Seller pursuant to the FRB [________] Agreement, the servicing of such Mortgage Loan prior to the Closing Date complied in all material respects with all then-applicable federal, state and local laws. (ix) As to each Mortgage Loan transferred to Seller pursuant to the [________] Agreement, the [________] Agreement, the [________] Agreement, the [________] Agreement, the [________] Agreement, the [________] Agreement, the [________] Agreement or the [________] Agreement that is secured by a long-term residential lease (a “Lease”): (A) The terms of the Lease expressly permit the mortgaging of the leasehold estate, the assignment of the Lease without the lessor’s consent (or the lessor’s consent has been obtained and is in the Mortgage File), and the acquisition by the holder of the Mortgage of the rights of the lessee upon foreclosure or assignment in lieu of foreclosure or provide the holder of the Mortgage with substantially similar protection. (B) The terms of the Lease do not allow the termination thereof upon the lessee’s default without the holder of the Mortgage being entitled to receive written notice, and opportunity to cure, such default or prohibit the holder of the Mortgage from being insured under the hazard insurance policy related to the Mortgaged Property. (C) The original term of the Lease is not less than 15 years and the Lease does not terminate by its terms prior to at least five years from the maturity date of the Mortgage Loan. (D) The Mortgaged Property is located in a jurisdiction in which the use of leasehold estates for residential properties is an accepted practice. (x) As to each Mortgage Loan subject to the Huntington Agreement, there is no homestead or other exemption available to the Mortgagor which would interfere with the right to sell the Mortgaged Property at a trustee’s sale or the right to foreclose on the Mortgage.

Additional Representations. RRAC represents and warrants to, and agrees with, Sequoia S▇▇▇▇▇▇ that, as of the Closing Date: (i) As to each Mortgage Loan, the lien of the Mortgage is free and clear of all adverse claims, liens and encumbrances having priority over the first lien of the Mortgage subject only to (1) the lien of non-delinquent current real property taxes and assessments not yet due and payable, (2) covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording which are acceptable to mortgage lending institutions generally and which do not adversely affect the appraised value of the Mortgaged Property as set forth in such appraisal and (3) other matters to which like properties are commonly subject which do not materially interfere with the benefits of the security intended to be provided by the Mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property. (ii) [Reserved]As to each Mortgage Loan relating to the PHH AAR or the WF AAR, the related Mortgaged Property is located in the U.S. or a territory of the U.S. and consists of a one- to four-unit residential property, which may include, but is not limited to, a single-family dwelling, townhouse, condominium unit, or unit in a planned unit development or, in the case of a Cooperative Loan (as defined in the PHH AAR), one or more leases or occupancy agreements. (iii) To the actual knowledge of RRAC, each Mortgage Loan constitutes a “qualified mortgage” under Section 860G(a)(3)(A) of the Code and Treasury Regulation Section 1.860-2(a)(1). (iv) As of the Closing Date, the most recent FICO score listed on the Mortgage Loan Schedule was no more than four months old. (v) As to each Mortgage Loan transferred to RRAC pursuant relating to the PrimeLending AgreementSTM AAR, the Sterling Agreement or the Wintrust PrimeLending Agreement, no Mortgage Loan is subject to a lost note affidavit. (vi) As to each Mortgage LoanLoan relating to the PHH AAR, with respect to any hazard or mortgage insurance covering such a Mortgage Loan and the related Mortgaged Property, the Originator has not engaged in, and RRAC has no knowledge of the Mortgagorborrower’s having engaged in any act or omission that would impair the coverage of any such policy, the benefits of the endorsement, or the validity and binding effect of either, including without limitation, no unlawful fee, commission, kickback, or other unlawful compensation or value of any kind as has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the Originator. (vii) As to each Mortgage Loan subject relating to the Flow Mortgage Loan Sale and Servicing Agreement dated as of July 1, 2010, between RRAC and First Republic Bank, as amended by the Assignment, Assumption and Recognition Agreement dated March 21, 2013 among RRAC, Sequoia, the Trustee and First Republic Bank (the “WF AAR or FRB Agreement”)AAR, no fraud or material error, omission, misrepresentation, negligence or similar occurrence with respect to a Mortgage Loan has taken place on the part of or the Originator, any correspondent or mortgage broker involved in the origination of such Mortgage Loan, the Mortgagorborrower, or any appraiser or other party involved in the origination of the Mortgage Loan or in the application of any insurance in relation to such Mortgage Loan. (viii) As to each Mortgage Loan subject relating to the FRB AgreementWF AAR, no fees or expenses are or will become payable by the servicing holder of such the Mortgage Loan prior to the Closing Date complied trustee under the deed of trust, except in all material respects connection with all then-applicable federal, state and local lawsa trustee’s sale after default by the borrower. (ix) As to each Mortgage Loan relating to the STM AAR, the related Mortgage has been recorded and delivered to the Custodian with evidence of recording thereon, or if any such Mortgage has not been returned from the applicable recording office or has been lost, or if such public recording office retains the original recorded mortgage, a photocopy of such Mortgage certified by the Originator to be a true and complete copy of the original recorded Mortgage has been delivered to the Custodian. (x) As to each Mortgage Loan relating to the STM AAR and the WF AAR, the related borrower has not been the subject of a bankruptcy proceeding in the seven years prior to origination of the Mortgage Loan, and no borrower previously owned a Mortgaged Property in the seven years prior to origination that was the subject of a foreclosure during the time the borrower was the owner of record. (xi) As to each Mortgage Loan relating to the PHH AAR, the FRB AAR, the STM AAR, the Sterling AAR and the PrimeLending Agreement that is secured by a long-term residential lease (a “Lease”): (A) The terms of the Lease expressly permit the mortgaging of the leasehold estate, the assignment of the Lease without the lessor’s consent (or the lessor’s consent has been obtained and is in the Mortgage File), and the acquisition by the holder of the Mortgage of the rights of the lessee upon foreclosure or assignment in lieu of foreclosure or provide the holder of the Mortgage with substantially similar protection. (B) The terms of the Lease do not allow the termination thereof upon the lessee’s default without the holder of the Mortgage being entitled to receive written notice, and opportunity to cure, such default or prohibit the holder of the Mortgage from being insured under the hazard insurance policy related to the Mortgaged Property. (C) The original term of the Lease is not less than 15 years and the Lease does not terminate by its terms prior to at least five years from the maturity date of the Mortgage Loan. (D) The Mortgaged Property is located in a jurisdiction in which the use of leasehold estates for residential properties is an accepted practice. (x) As to each Mortgage Loan subject to the Huntington Agreement, there is no homestead or other exemption available to the Mortgagor which would interfere with the right to sell the Mortgaged Property at a trustee’s sale or the right to foreclose on the Mortgage.

Additional Representations. RRAC represents and warrants to, and agrees with, Sequoia that, as of the Closing Date: (i) As to each Mortgage Loan, the lien of the Mortgage is free and clear of all adverse claims, liens and encumbrances having priority over the first lien of the Mortgage subject only to (1) the lien of non-delinquent current real property taxes and assessments not yet due and payable, (2) covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording which are acceptable to mortgage lending institutions generally and which do not adversely affect the appraised value of the Mortgaged Property as set forth in such appraisal and (3) other matters to which like properties are commonly subject which do not materially interfere with the benefits of the security intended to be provided by the Mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property. (ii) [Reserved]As to each Mortgage Loan relating to the PHH AAR or the WF AAR, the related Mortgaged Property is located in the U.S. or a territory of the U.S. and consists of a one- to four-unit residential property, which may include, but is not limited to, a single-family dwelling, townhouse, condominium unit, or unit in a planned unit development or, in the case of a Cooperative Loan (as defined in the PHH AAR), one or more leases or occupancy agreements. (iii) To the actual knowledge of RRAC, each Mortgage Loan constitutes a “qualified mortgage” under Section 860G(a)(3)(A) of the Code and Treasury Regulation Section 1.860-2(a)(1). (iv) As of the Closing Date, the most recent FICO score listed on the Mortgage Loan Schedule was no more than four months old. (v) As to each Mortgage Loan transferred to RRAC pursuant relating to the PrimeLending AgreementSTM AAR, the Sterling Agreement or the Wintrust PrimeLending Agreement, no Mortgage Loan is subject to a lost note affidavit. (vi) As to each Mortgage LoanLoan relating to the PHH AAR, with respect to any hazard or mortgage insurance covering such a Mortgage Loan and the related Mortgaged Property, the Originator has not engaged in, and RRAC has no knowledge of the Mortgagorborrower’s having engaged in any act or omission that would impair the coverage of any such policy, the benefits of the endorsement, or the validity and binding effect of either, including without limitation, no unlawful fee, commission, kickback, or other unlawful compensation or value of any kind as has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the Originator. (vii) As to each Mortgage Loan subject relating to the Flow Mortgage Loan Sale and Servicing Agreement dated as of July 1, 2010, between RRAC and First Republic Bank, as amended by the Assignment, Assumption and Recognition Agreement dated March 21, 2013 among RRAC, Sequoia, the Trustee and First Republic Bank (the “WF AAR or FRB Agreement”)AAR, no fraud or material error, omission, misrepresentation, negligence or similar occurrence with respect to a Mortgage Loan has taken place on the part of or the Originator, any correspondent or mortgage broker involved in the origination of such Mortgage Loan, the Mortgagorborrower, or any appraiser or other party involved in the origination of the Mortgage Loan or in the application of any insurance in relation to such Mortgage Loan. (viii) As to each Mortgage Loan subject relating to the FRB AgreementWF AAR, no fees or expenses are or will become payable by the servicing holder of such the Mortgage Loan prior to the Closing Date complied trustee under the deed of trust, except in all material respects connection with all then-applicable federal, state and local lawsa trustee’s sale after default by the borrower. (ix) As to each Mortgage Loan relating to the STM AAR, the related Mortgage has been recorded and delivered to the Custodian with evidence of recording thereon, or if any such Mortgage has not been returned from the applicable recording office or has been lost, or if such public recording office retains the original recorded mortgage, a photocopy of such Mortgage certified by the Originator to be a true and complete copy of the original recorded Mortgage has been delivered to the Custodian. (x) As to each Mortgage Loan relating to the STM AAR and the WF AAR, the related borrower has not been the subject of a bankruptcy proceeding in the seven years prior to origination of the Mortgage Loan, and no borrower previously owned a Mortgaged Property in the seven years prior to origination that was the subject of a foreclosure during the time the borrower was the owner of record. (xi) As to each Mortgage Loan relating to the PHH AAR, the FRB AAR, the STM AAR, the Sterling AAR and the PrimeLending Agreement that is secured by a long-term residential lease (a “Lease”): (A) The terms of the Lease expressly permit the mortgaging of the leasehold estate, the assignment of the Lease without the lessor’s consent (or the lessor’s consent has been obtained and is in the Mortgage File), and the acquisition by the holder of the Mortgage of the rights of the lessee upon foreclosure or assignment in lieu of foreclosure or provide the holder of the Mortgage with substantially similar protection. (B) The terms of the Lease do not allow the termination thereof upon the lessee’s default without the holder of the Mortgage being entitled to receive written notice, and opportunity to cure, such default or prohibit the holder of the Mortgage from being insured under the hazard insurance policy related to the Mortgaged Property. (C) The original term of the Lease is not less than 15 years and the Lease does not terminate by its terms prior to at least five years from the maturity date of the Mortgage Loan. (D) The Mortgaged Property is located in a jurisdiction in which the use of leasehold estates for residential properties is an accepted practice. (x) As to each Mortgage Loan subject to the Huntington Agreement, there is no homestead or other exemption available to the Mortgagor which would interfere with the right to sell the Mortgaged Property at a trustee’s sale or the right to foreclose on the Mortgage.