Common use of Dated Clause in Contracts

Dated. Signature ---------------------------------- (Signature must conform in all respects to name of Holder as specified on the face of the Warrant Certificate.) ------------------------------------------- (Insert Social Security or Other Identifying Number of Holder) FORM OF ASSIGNMENT (To be executed by the registered holder if such holder desires to transfer the Warrant Certificate or any part thereof, such assignment to be subject to restrictions of the Warrant Agreement referred to in the Warrant Certificate.) FOR VALUE RECEIVED, ______________________ hereby sells, assigns and transfers unto ______________________________________________________________________________ (Please print name and address of transferee) [this Warrant Certificate] [________ warrants exercisable pursuant to this Warrant Certificate], together with all right, title and interest therein. The undersigned requests that a certificate for such securities be registered in the name of _________________________whose address is_________________________________and that such certificate be delivered to __________________ whose address is ________________________________________. The undersigned also requests that a certificate for the remaining number of unexercised warrants be registered in the name of ___________________ whose address is ______________________________________ and that such certificate be delivered to ________________________ whose address is__________________________ ______________________________________________. Dated: Signature: -------------------------------- (Signature must conform in all respects to name of holder as specified on the face of the Warrant Certificate.) ------------------------------------------ (Insert Social Security or Other Identifying Number of Assignee)

Dated. Signature ---------------------------------- (Signature -------------------------------------------------- Print Name -------------------------------------------------- Address -------------------------------------------------- NOTICE The signature to the foregoing Exercise Form must conform in all respects correspond to the name of Holder as specified on written upon the face of the attached Warrant Certificate.) ------------------------------------------- (Insert Social Security in every particular, without alteration or Other Identifying Number of Holder) FORM OF enlargement or any change whatsoever. -------------------------------------------------- EXHIBIT B ASSIGNMENT (To be executed by the registered holder if such holder desires desiring to transfer the Warrant Certificate or any part thereof, such assignment to be subject to restrictions of the Warrant Agreement referred to in the Warrant Certificate.Warrant) FOR VALUE RECEIVED, _______________the undersigned holder of the attached warrant (the "Warrant") hereby sells, assigns and transfers unto the person or persons below named the right to purchase _______ hereby sellsshares of the Common Stock of EDGAR ONLINE, assigns INC., evidenced by the attached Warrant and transfers unto _______________________________________________________does herebx xxxevocably constitute and appoint _______________________ (attorney to transfer the said Warrant on the books of the Company, with full power of substitution in the premises. Dated: ---------------- ------------------------------ Signature Fill in for new registration of Warrant: ----------------------------------- Name ----------------------------------- Address ----------------------------------- Please print name and address of transfereeassignee (including zip code number) [this Warrant Certificate] [________ warrants exercisable pursuant ------------------------------------------ NOTICE The signature to this Warrant Certificate], together with all right, title and interest therein. The undersigned requests that a certificate for such securities be registered in the foregoing Assignment must correspond to the name of _________________________whose address is_________________________________and that such certificate be delivered to __________________ whose address is ________________________________________. The undersigned also requests that a certificate for the remaining number of unexercised warrants be registered in the name of ___________________ whose address is ______________________________________ and that such certificate be delivered to ________________________ whose address is__________________________ ______________________________________________. Dated: Signature: -------------------------------- (Signature must conform in all respects to name of holder as specified on written upon the face of the attached Warrant Certificatein every particular, without alteration or enlargement or any change whatsoever.) ------------------------------------------ (Insert Social Security or Other Identifying Number of Assignee)

Dated. Signature ---------------------------------- (by or on behalf of assignor -------------------------------------- Signature must conform Guaranteed DISTRIBUTION INSTRUCTIONS The assignee should include the following for purposes of distribution: Distributions shall be made, by wire transfer or otherwise, in all respects immediately available funds to name of Holder as specified on the face of the Warrant Certificate.) ------------------------------------------- (Insert Social Security or Other Identifying Number of Holder) FORM OF ASSIGNMENT (To be executed by the registered holder if such holder desires to transfer the Warrant Certificate or any part thereof, such assignment to be subject to restrictions of the Warrant Agreement referred to in the Warrant Certificate.) FOR VALUE RECEIVED, _________________________________________________ hereby sellsfor the account of ____________________________________________________________, assigns and transfers unto account number ____________________, or, if mailed by check, to _______________ ______________________________________________________________________________ (Please print name and address of transferee) [this Warrant Certificate] [________ warrants exercisable pursuant to this Warrant Certificate], together with all right, title and interest therein. The undersigned requests that a certificate for such securities Applicable statements should be registered in the name of _________________________whose address is_________________________________and that such certificate be delivered mailed to __________________ whose address is ________________________________________. The undersigned also requests that a certificate for the remaining number of unexercised warrants be registered in the name of ___________________ whose address is ______________________________________ and that such certificate be delivered to ________________________ whose address is__________________________ _______________________________________________________________________________. DatedThis information is provided by________________________________________________, the assignee named above, or _________________________________, as its agent. EXHIBIT B-1 FORM OF TRANSFEROR REPRESENTATION LETTER [Date] Wells Fargo Bank, N.A. Sixth anx Xxxquette Avenue Minneapolis, Mxxxxxxxx 00000 Xxxxxxxxx: SignatureXxxxxxxxx Xxxxx XXX 2004-RM2 Re: -------------------------------- ACE Securities Corp. Home Equity Loan Trust, Series 2004-RM2 Asset Backed Pass-Through Certificates Class B-1, Class B-2, Class B-3, Class B-4, Class B-5, Class CE, Class P and Class R Certificates ------------------------------------------------------------ Ladies and Gentlemen: In connection with the transfer by ______________________ (Signature must conform the "Transferor") to ___________________ (the "Transferee") of the captioned mortgage pass-through certificates (the "Certificates"), the Transferor hereby certifies as follows: Neither the Transferor nor anyone acting on its behalf has (a) offered, pledged, sold, disposed of or otherwise transferred any Certificate, any interest in all respects any Certificate or any other similar security to name any person in any manner, (b) has solicited any offer to buy or to accept a pledge, disposition or other transfer of holder any Certificate, any interest in any Certificate or any other similar security from any person in any manner, (c) has otherwise approached or negotiated with respect to any Certificate, any interest in any Certificate or any other similar security with any person in any manner, (d) has made any general solicitation by means of general advertising or in any other manner, (e) has taken any other action, that (in the case of each of subclauses (a) through (e) above) would constitute a distribution of the Certificates under the Securities Act of 1933, as specified amended (the "1933 Act"), or would render the disposition of any Certificate a violation of Section 5 of the 1933 Act or any state securities law or would require registration or qualification pursuant thereto. The Transferor will not act, nor has it authorized or will it authorize any person to act, in any manner set forth in the foregoing sentence with respect to any Certificate. The Transferor will not sell or otherwise transfer any of the Certificates, except in compliance with the provisions of that certain Pooling and Servicing Agreement, dated as of December 1, 2004, among ACE Securities Corp. as Depositor, Litton Loan Servicing, LP as Sexxxxxx, Wells Fargo Bank, N.A. as Mastex Xxxvicer and Securities Administrator and HSBC Bank USA, National Association as trustee (the "Pooling and Servicing Agreement"), pursuant to which Pooling and Servicing Agreement the Certificates were issued. Capitalized terms used but not defined herein shall have the meanings assigned thereto in the Pooling and Servicing Agreement. Very truly yours, [Transferor] By: ------------------------------------ Name: Title: FORM OF TRANSFEREE REPRESENTATION LETTER [Date] Wells Fargo Bank, N.A. Sixth anx Xxxquette Avenue Minneapolis, Mxxxxxxxx 00000 Xxxxxxxxx: Xxxxxxxxx Xxxxx XXX 2004-RM2 Re: ACE Securities Corp. Home Equity Loan Trust, Series 2004-RM2 Asset Backed Pass-Through Certificates Class B-1, Class B-2, Class B-3, Class B-4, Class B-5, Class CE, Class P and Class R Certificates -------------------------------------------------------------- Ladies and Gentlemen: In connection with the purchase from ______________________________ (the "Transferor") on the face date hereof of the Warrant Certificate.captioned trust certificates (the "Certificates"), (the "Transferee") ------------------------------------------ (Insert Social Security or Other Identifying Number of Assignee)hereby certifies as follows:

Dated. Signature ---------------------------------- (by or on behalf of assignor -------------------------------------- Signature must conform Guaranteed DISTRIBUTION INSTRUCTIONS The assignee should include the following for purposes of distribution: Distributions shall be made, by wire transfer or otherwise, in all respects immediately available funds to name of Holder as specified on the face of the Warrant Certificate.) ------------------------------------------- (Insert Social Security or Other Identifying Number of Holder) FORM OF ASSIGNMENT (To be executed by the registered holder if such holder desires to transfer the Warrant Certificate or any part thereof, such assignment to be subject to restrictions of the Warrant Agreement referred to in the Warrant Certificate.) FOR VALUE RECEIVED, _________________________________________________ hereby sellsfor the account of ____________________________________________________________, assigns and transfers unto account number ____________________, or, if mailed by check, to _______________ ______________________________________________________________________________ (Please print name and address of transferee) [this Warrant Certificate] [________ warrants exercisable pursuant to this Warrant Certificate], together with all right, title and interest therein. The undersigned requests that a certificate for such securities Applicable statements should be registered in the name of _________________________whose address is_________________________________and that such certificate be delivered mailed to __________________ whose address is ________________________________________. The undersigned also requests that a certificate for the remaining number of unexercised warrants be registered in the name of ___________________ whose address is ______________________________________ and that such certificate be delivered to ________________________ whose address is__________________________ _______________________________________________________________________________. DatedThis information is provided by________________________________________________, the assignee named above, or _________________________________, as its agent. EXHIBIT B-1 FORM OF TRANSFEROR REPRESENTATION LETTER [Date] Re: SignatureDeutsche Alt-A Securities, Inc. Mortgage Loan Trust, Series 2005-1 Asset Backed Pass-Through Certificates Class B-3, Class B-4, Class B-5 and Class R Certificates -------------------------------------------------------------- Ladies and Gentlemen: -------------------------------- In connection with the transfer by ______________________ (Signature must conform the "Transferor") to ___________________ (the "Transferee") of the captioned mortgage pass-through certificates (the "Certificates"), the Transferor hereby certifies as follows: Neither the Transferor nor anyone acting on its behalf has (a) offered, pledged, sold, disposed of or otherwise transferred any Certificate, any interest in all respects any Certificate or any other similar security to name any person in any manner, (b) has solicited any offer to buy or to accept a pledge, disposition or other transfer of holder any Certificate, any interest in any Certificate or any other similar security from any person in any manner, (c) has otherwise approached or negotiated with respect to any Certificate, any interest in any Certificate or any other similar security with any person in any manner, (d) has made any general solicitation by means of general advertising or in any other manner, (e) has taken any other action, that (in the case of each of subclauses (a) through (e) above) would constitute a distribution of the Certificates under the Securities Act of 1933, as specified amended (the "1933 Act"), or would render the disposition of any Certificate a violation of Section 5 of the 1933 Act or any state securities law or would require registration or qualification pursuant thereto. The Transferor will not act, nor has it authorized or will it authorize any person to act, in any manner set forth in the foregoing sentence with respect to any Certificate. The Transferor will not sell or otherwise transfer any of the Certificates, except in compliance with the provisions of that certain Pooling and Servicing Agreement, dated as of January 1, 2005, among Deutsche Alt-A Securities, Inc. as Depositor, Xxxxx Fargo Bank, N.A. as Master Servicer and Securities Administrator and HSBC Bank USA, National Association as trustee (the "Pooling and Servicing Agreement"), pursuant to which Pooling and Servicing Agreement the Certificates were issued. Capitalized terms used but not defined herein shall have the meanings assigned thereto in the Pooling and Servicing Agreement. Very truly yours, [Transferor] By: _______________________ Name: Title: FORM OF TRANSFEREE REPRESENTATION LETTER [Date] Re: Deutsche Alt-A Securities, Inc. Mortgage Loan Trust, Series 2005-1 Asset Backed Pass-Through Certificates Class B-3, Class B-4, Class B-5 and Class R Certificates -------------------------------------------------------------- Ladies and Gentlemen: In connection with the purchase from _________________________ (the "Transferor") on the face date hereof of the Warrant Certificate.captioned trust certificates (the "Certificates"), (the "Transferee") ------------------------------------------ (Insert Social Security or Other Identifying Number of Assignee)hereby certifies as follows:

Dated. Signature ---------------------------------- Signed: ------------------- ----------------------------------------- (Signature must conform in all respects to Sign exactly as name of Holder as specified appears on the face other side of this Security) Signature Guarantee: ----------------------------------------------------------- TO BE COMPLETED BY PURCHASER IF (2) ABOVE IS CHECKED The undersigned represents and warrants that it is purchasing this Security for its own account or an account with respect to which it exercises sole investment discretion and that it and any such account is a "qualified institutional buyer" within the Warrant Certificate.) ------------------------------------------- (Insert Social Security meaning of Rule 144A under the Securities Act of 1933, as amended, and is aware that the sale to it is being made in reliance on Rule 144A and acknowledges that it has received such information regarding the Company as the undersigned has requested pursuant to Rule 144A or Other Identifying Number of Holder) FORM OF ASSIGNMENT (has determined transferor is relying upon the undersigned's foregoing representations in order to claim the exemption from registration provided by Rule 144A. Dated: ---------------------------------------- -------------------------- NOTICE: To be executed by an executive officer CONVERSION NOTICE To convert this Security into Common Stock of the registered holder if such holder desires to transfer Company, check the Warrant Certificate or any box: |_| To convert only part thereofof this Security, such assignment state the principal amount to be subject to restrictions converted (must be in multiples of the Warrant Agreement referred to in the Warrant Certificate.) FOR VALUE RECEIVED, $1,000): $______________________________________________________________________________ hereby sellsIf you want the stock certificate made out in another person's name, assigns and transfers unto fill in the form below: _______________________________________________________________________________ (Please print name and address of transfereeInsert other person's soc. sec. or tax I.D. no.) [this Warrant Certificate] [________ warrants exercisable pursuant to this Warrant Certificate], together with all right, title and interest therein. The undersigned requests that a certificate for such securities be registered in the name of _________________________whose address is_________________________________and that such certificate be delivered to __________________ whose address is ________________________________________. The undersigned also requests that a certificate for the remaining number of unexercised warrants be registered in the name of ___________________ whose address is ______________________________________ and that such certificate be delivered to ________________________ whose address is__________________________ ______________________________________________. Dated: Signature: -------------------------------- _________________________________ _______________________________________________________________________________ _______________________________________________________________________________ _______________________________________________________________________________ (Signature must conform in all respects to name of holder as specified on the face of the Warrant Certificate.Print or type other person's name, address and zip code) ------------------------------------------ (Insert Social Security or Other Identifying Number of Assignee)_______________________________________________________________________________ Date:______________ Signature(s): __________________________________________

Dated. Signature ---------------------------------- (by or on behalf of assignor -------------------------------------- Signature must conform Guaranteed DISTRIBUTION INSTRUCTIONS The assignee should include the following for purposes of distribution: Distributions shall be made, by wire transfer or otherwise, in all respects immediately available funds to name of Holder as specified on the face of the Warrant Certificate.) ------------------------------------------- (Insert Social Security or Other Identifying Number of Holder) FORM OF ASSIGNMENT (To be executed by the registered holder if such holder desires to transfer the Warrant Certificate or any part thereof, such assignment to be subject to restrictions of the Warrant Agreement referred to in the Warrant Certificate.) FOR VALUE RECEIVED, ______________________________________________ hereby sells_____________________________________________________________________________ for the account of ______________________, assigns and transfers unto account number ________________, or, if mailed by check, to ______________________________________________________ ______________________________________________________________________________ (Please print name and address of transferee) [this Warrant Certificate] [________ warrants exercisable pursuant to this Warrant Certificate], together with all right, title and interest therein. The undersigned requests that a certificate for such securities Applicable statements should be registered in the name of mailed to_________________________whose address is_________________________________and that such certificate be delivered to __________________ whose address is ________________________________________. The undersigned also requests that a certificate for the remaining number of unexercised warrants be registered in the name of ___________________ whose address is ______________________________________ and that such certificate be delivered to ________________________ whose address is__________________________ _____________________________________________________________________________. DatedThis information is provided by __________________________________________, the assignee named above, or ___________________________________, as its agent. XXXXXXX X-0 XXXX XX TRANSFEROR REPRESENTATION LETTER [Date] Wells Fargo Bank, National Assxxxxxion Sixth and Marquette Avenue Minneapolis, Xxxxxxxxx 00000 Xxxxxxxxx: SignatureXxxxxxxxx Xxxxx XXE 2004-HS1 Re: -------------------------------- Ace Securities Corp. Home Equity Loan Trust, Series 2004-HS1 Asset Backed Pass-Through Certificates Class CE, Class P and Class R Certificates ------------------------------------------------------------ Ladies and Gentlemen: In connection with the transfer by ______________________ (Signature must conform the "Transferor") to ___________________ (the "Transferee") of the captioned mortgage pass-through certificates (the "Certificates"), the Transferor hereby certifies as follows: Neither the Transferor nor anyone acting on its behalf has (a) offered, pledged, sold, disposed of or otherwise transferred any Certificate, any interest in all respects any Certificate or any other similar security to name any person in any manner, (b) has solicited any offer to buy or to accept a pledge, disposition or other transfer of holder any Certificate, any interest in any Certificate or any other similar security from any person in any manner, (c) has otherwise approached or negotiated with respect to any Certificate, any interest in any Certificate or any other similar security with any person in any manner, (d) has made any general solicitation by means of general advertising or in any other manner, (e) has taken any other action, that (in the case of each of subclauses (a) through (e) above) would constitute a distribution of the Certificates under the Securities Act of 1933, as specified amended (the "1933 Act"), or would render the disposition of any Certificate a violation of Section 5 of the 1933 Act or any state securities law or would require registration or qualification pursuant thereto. The Transferor will not act, nor has it authorized or will it authorize any person to act, in any manner set forth in the foregoing sentence with respect to any Certificate. The Transferor will not sell or otherwise transfer any of the Certificates, except in compliance with the provisions of that certain Pooling and Servicing Agreement, dated as of February 1, 2004, among ACE Securities Corp. as Depositor, Ocwen Federal Bank FSB as Servicer, Wells Fargo Bank, National Assxxxxxion as Master Servicer and Securities Administrator and JPMorgan Chase Bank as trustee (the "Pooling and Servicing Agreement"), pursuant to which Pooling and Servicing Agreement the Certificates were issued. Capitalized terms used but not defined herein shall have the meanings assigned thereto in the Pooling and Servicing Agreement. Very truly yours, [Transferor] By: ---------------------------------------- Name: Title: FORM OF TRANSFEREE REPRESENTATION LETTER [Date] Wells Fargo Bank, National Assxxxxxion Sixth and Marquette Avenue Minneapolis, Xxxxxxxxx 00000 Xxxxxxxxx: Xxxxxxxxx Xxxxx XXE 2004-HS1 Re: Ace Securities Corp. Home Equity Loan Trust, Series 2004-HS1 Asset Backed Pass-Through Certificates Class CE, Class P and Class R Certificates ------------------------------------------------------------ Ladies and Gentlemen: In connection with the purchase from ______________________________ (the "Transferor") on the face date hereof of the Warrant Certificate.captioned trust certificates (the "Certificates"), (the "Transferee") ------------------------------------------ (Insert Social Security or Other Identifying Number of Assignee)hereby certifies as follows:

Dated. Signature ---------------------------------- (by or on behalf of assignor ------------------------------------- Signature must conform Guaranteed DISTRIBUTION INSTRUCTIONS The assignee should include the following for purposes of distribution: Distributions shall be made, by wire transfer or otherwise, in all respects immediately available funds to name of Holder as specified on the face of the Warrant Certificate.) ------------------------------------------- (Insert Social Security or Other Identifying Number of Holder) FORM OF ASSIGNMENT (To be executed by the registered holder if such holder desires to transfer the Warrant Certificate or any part thereof, such assignment to be subject to restrictions of the Warrant Agreement referred to in the Warrant Certificate.) FOR VALUE RECEIVED, ________________________________________________ hereby sellsfor the account of ____________________________________________________________, assigns and transfers unto account number ____________________, or, if mailed by check, to ________________ ______________________________________________________________________________ (Please print name and address of transferee) [this Warrant Certificate] [________ warrants exercisable pursuant to this Warrant Certificate], together with all right, title and interest therein. The undersigned requests that a certificate for such securities Applicable statements should be registered in the name of _________________________whose address is_________________________________and that such certificate be delivered mailed to __________________ whose address is ________________________________________. The undersigned also requests that a certificate for the remaining number of unexercised warrants be registered in the name of ___________________ whose address is ______________________________________ and that such certificate be delivered to ________________________ whose address is__________________________ _____________________________________________________________________________. DatedThis information is provided by _______________________________________________, the assignee named above, or _______________________________________, as its agent. XXXXXXX X-0 FORM OF TRANSFEROR REPRESENTATION LETTER [Date] Xxxxx Fargo Bank, N.A. Sixth and Xxxxxxxxx Xxxxxx Xxxxxxxxxxx, Xxxxxxxxx 00000 Attention: SignatureCorporate Trust ACE 2004-HE4 Re: ACE Securities Corp. Home Equity Loan Trust, Series 2004-HE4 Asset Backed Pass-Through Certificates Class B, Class CE-1, Class CE-2, Class P and Class R Certificates Ladies and Gentlemen: In connection with the transfer by ______________________ (the "Transferor") to ___________________ (the "Transferee") of the captioned mortgage pass-through certificates (the "Certificates"), the Transferor hereby certifies as follows: Neither the Transferor nor anyone acting on its behalf has (a) offered, pledged, sold, disposed of or otherwise transferred any Certificate, any interest in any Certificate or any other similar security to any person in any manner, (b) has solicited any offer to buy or to accept a pledge, disposition or other transfer of any Certificate, any interest in any Certificate or any other similar security from any person in any manner, (c) has otherwise approached or negotiated with respect to any Certificate, any interest in any Certificate or any other similar security with any person in any manner, (d) has made any general solicitation by means of general advertising or in any other manner, (e) has taken any other action, that (in the case of each of subclauses (a) through (e) above) would constitute a distribution of the Certificates under the Securities Act of 1933, as amended (the "1933 Act"), or would render the disposition of any Certificate a violation of Section 5 of the 1933 Act or any state securities law or would require registration or qualification pursuant thereto. The Transferor will not act, nor has it authorized or will it authorize any person to act, in any manner set forth in the foregoing sentence with respect to any Certificate. The Transferor will not sell or otherwise transfer any of the Certificates, except in compliance with the provisions of that certain Pooling and Servicing Agreement, dated as of November 1, 2004, among ACE Securities Corp. as Depositor, Ocwen Federal Bank FSB as Servicer, Xxxxx Fargo Bank, N.A. as Master Servicer and Securities Administrator and HSBC Bank USA, National Association as trustee (the "Pooling and Servicing Agreement"), pursuant to which Pooling and Servicing Agreement the Certificates were issued. Capitalized terms used but not defined herein shall have the meanings assigned thereto in the Pooling and Servicing Agreement. Very truly yours, [Transferor] By: -------------------------------- Name: Title: B-1-5 FORM OF TRANSFEREE REPRESENTATION LETTER [Date] Xxxxx Fargo Bank, N.A. Sixth and Xxxxxxxxx Xxxxxx Xxxxxxxxxxx, Xxxxxxxxx 00000 Attention: Corporate Trust ACE 2004-HE4 Re: ACE Securities Corp. Home Equity Loan Trust, Series 2004-HE4 Asset Backed Pass-Through Certificates Class B, Class CE-1, Class CE-2, Class P and Class R Certificates Ladies and Gentlemen: In connection with the purchase from ______________________________ (Signature must conform in all respects to name of holder as specified the "Transferor") on the face date hereof of the Warrant Certificate.captioned trust certificates (the "Certificates"), (the "Transferee") ------------------------------------------ (Insert Social Security or Other Identifying Number of Assignee)hereby certifies as follows:

Dated. Signature ---------------------------------- Name ----------------------------------- ------------------------------- (Signature must conform in all respects to name of Holder as specified on the face of the Warrant Certificate.Please Print) ------------------------------------------- Address ----------------------------------- ---------------------------- (Insert Social Security or Other Identifying Number of Holder) ----------------------------------- Signature -------------------------- The Warrants evidenced hereby may be exercised at the following addresses: By hand at ---------------------------------------------------------------- ---------------------------------------------------------------- ---------------------------------------------------------------- By mail at ---------------------------------------------------------------- ---------------------------------------------------------------- ---------------------------------------------------------------- [IF REGISTERED WARRANT] ASSIGNMENT (FORM OF ASSIGNMENT (To be executed by the registered holder if such holder desires to transfer the Warrant Certificate or any part thereof, such assignment to be subject to restrictions of the Warrant Agreement referred to in the Warrant Certificate.TO BE EXECUTED IF HOLDER DESIRES TO TRANSFER WARRANTS EVIDENCED HEREBY) FOR VALUE RECEIVED, ____________RECEIVED __________ hereby sells, sells assigns and transfers unto Please insert social security or other identifying number. --------------------------------- --------------------------------- --------------------------------- (Please print name and address including zip code) -------------------------------------------------------------------------- The Warrants represented by the within Warrant Certificate and does hereby irrevocably constitute and appoint ______________________________________________________________________________ (Please print name and address , Attorney, to transfer said Warrant Certificate on the books of transferee) [this the Warrant Certificate] [________ warrants exercisable pursuant to this Warrant Certificate], together Agent with all right, title and interest therein. The undersigned requests that a certificate for such securities be registered full power of substitution in the name of _________________________whose address is_________________________________and that such certificate be delivered to __________________ whose address is ________________________________________. The undersigned also requests that a certificate for the remaining number of unexercised warrants be registered in the name of ___________________ whose address is ______________________________________ and that such certificate be delivered to ________________________ whose address is__________________________ ______________________________________________premises. Dated: Signature: -------------------------------- -------------------------------------- Signature (Signature must conform in all respects to the name of the holder as specified on the face of this Warrant Certificate and must bear a signature guarantee by a bank, trust company or member broker of the Warrant CertificateNew York, Chicago or Pacific Stock Exchange.) ------------------------------------------ (Insert Social Security or Other Identifying Number of Assignee)

Dated. Signature ---------------------------------- Signature Guaranteed: Signatures must be guaranteed by a bank, trust company, broker, dealer or other eligible institution participating in a recognized signature guarantee medallion program. -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- (To be completed) The undersigned hereby certifies that the Rights evidenced by this Right Certificate are not beneficially owned by, were not acquired by the undersigned from, and are not being assigned to an Acquiring Person or an Affiliate or Associate thereof (as defined in the Rights Agreement). --------------------------------------- Signature must conform in all respects to name B-4 Form of Holder as specified on the face Reverse Side of the Warrant Certificate.) ------------------------------------------- (Insert Social Security or Other Identifying Number of Holder) Right Certificate -- continued FORM OF ASSIGNMENT ELECTION TO PURCHASE (To be executed by the registered holder if such holder desires to transfer exercise Rights represented by the Warrant Certificate or any part thereof, such assignment Right Certificate) To: BIO-TECHNOLOGY GENERAL CORP. The undersigned hereby irrevocably elects to be subject to restrictions of the Warrant Agreement referred to in the Warrant Certificate.) FOR VALUE RECEIVED, _exercise _____________________ hereby sells, assigns Rights represented by this Right Certificate to purchase the Preferred Shares issuable upon the exercise of such Rights and transfers unto _____________________________________________requests that certificates for such Preferred Shares be issued in the name of: Please insert social security or other identifying number: _________________________________ -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- (Please print name and address address) If such number of transferee) [Rights shall not be all the Rights evidenced by this Warrant Right Certificate] [________ warrants exercisable pursuant to this Warrant Certificate], together with all right, title and interest therein. The undersigned requests that a certificate new Right Certificate for the balance remaining of such securities Rights shall be registered in the name of _________________________whose address is_________________________________and that such certificate be and delivered to __________________ whose address is ________________________________________. The undersigned also requests that a certificate for the remaining number of unexercised warrants be registered in the name of ___________________ whose address is _____to: Please insert social security or other identifying number: _________________________________ -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- (Please print name and that such certificate be delivered to ________________________ whose address is__________________________ ______________________________________________. address) Dated: Signature--------------------------------------- Signature Signature Guaranteed: -------------------------------- (Signature must conform be guaranteed by a bank, trust company, broker, dealer or other eligible institution participating in all respects to name of holder as specified on the face of the Warrant Certificatea recognized signature guarantee medallion program.) ------------------------------------------ (Insert Social Security or Other Identifying Number of Assignee)

Dated. Signature ---------------------------------- (by or on behalf of assignor -------------------------------------- Signature must conform Guaranteed DISTRIBUTION INSTRUCTIONS The assignee should include the following for purposes of distribution: Distributions shall be made, by wire transfer or otherwise, in all respects immediately available funds to name of Holder as specified on the face of the Warrant Certificate.) ------------------------------------------- (Insert Social Security or Other Identifying Number of Holder) FORM OF ASSIGNMENT (To be executed by the registered holder if such holder desires to transfer the Warrant Certificate or any part thereof, such assignment to be subject to restrictions of the Warrant Agreement referred to in the Warrant Certificate.) FOR VALUE RECEIVED, _________________________________________________ hereby sells_______________________________________________________________________ for the account of __________________________, assigns and transfers unto account number _______________________, or, if mailed by check, to _____________________________________________________ ____________________________________________________________________. Applicable statements should be mailed to _________________________________________________ ______________________________________________________________________________ (Please print name and address of transferee) [this Warrant Certificate] [________ warrants exercisable pursuant to this Warrant Certificate], together with all right, title and interest therein. The undersigned requests that a certificate for such securities be registered in the name of _________________________whose address is_________________________________and that such certificate be delivered to __________________ whose address This information is ________________________________________. The undersigned also requests that a certificate for the remaining number of unexercised warrants be registered in the name of ___________________ whose address is ______________________________________ and that such certificate be delivered to ________________________ whose address is__________________________ provided by ____________________________________________________, the assignee named above, or ________________________________________, as its agent. DatedEXHIBIT B-1 FORM OF TRANSFEROR REPRESENTATION LETTER [Date] Wells Fargo Bank, N.A. Sixth and Marquette Avenue Minneapolis, Minnesotx 00079 Attention: SignatureCorporate Trusx XXX 0000-XX0 Xx: -------------------------------- Xxx Xxxxxities Corp. Home Equity Loan Trust, Series 2004-OP1 Asset Backed Pass-Through Certificates CLASS B, CLASS CE, CLASS P AND CLASS R CERTIFICATES ------------------------------------------------------------ Ladies and Gentlemen: In connection with the transfer by ______________________ (Signature must conform the "Transferor") to ___________________ (the "Transferee") of the captioned mortgage pass-through certificates (the "Certificates"), the Transferor hereby certifies as follows: Neither the Transferor nor anyone acting on its behalf has (a) offered, pledged, sold, disposed of or otherwise transferred any Certificate, any interest in all respects any Certificate or any other similar security to name any person in any manner, (b) has solicited any offer to buy or to accept a pledge, disposition or other transfer of holder any Certificate, any interest in any Certificate or any other similar security from any person in any manner, (c) has otherwise approached or negotiated with respect to any Certificate, any interest in any Certificate or any other similar security with any person in any manner, (d) has made any general solicitation by means of general advertising or in any other manner, (e) has taken any other action, that (in the case of each of subclauses (a) through (e) above) would constitute a distribution of the Certificates under the Securities Act of 1933, as specified amended (the "1933 Act"), or would render the disposition of any Certificate a violation of Section 5 of the 1933 Act or any state securities law or would require registration or qualification pursuant thereto. The Transferor will not act, nor has it authorized or will it authorize any person to act, in any manner set forth in the foregoing sentence with respect to any Certificate. The Transferor will not sell or otherwise transfer any of the Certificates, except in compliance with the provisions of that certain Pooling and Servicing Agreement, dated as of April 1, 2004, among ACE Securities Corp. as Depositor, Option One Mortgage Corporation as Servicer, Wells Fargo Bank, N.A. as Master Servicer and Securities Adminixxxxxor and HSBC Bank USA as trustee (the "Pooling and Servicing Agreement"), pursuant to which Pooling and Servicing Agreement the Certificates were issued. Capitalized terms used but not defined herein shall have the meanings assigned thereto in the Pooling and Servicing Agreement. Very truly yours, [Transferor] By: -------------------------------------- Name: Title: FORM OF TRANSFEREE REPRESENTATION LETTER [Date] Wells Fargo Bank, N.A. Sixth and Marquette Avenue Minneapolis, Minnesotx 00079 Attention: Corporate Truxx XXX 0000-XX0 Xx: Xxx Xxxxrities Corp. Home Equity Loan Trust, Series 2004-OP1 Asset Backed Pass-Through Certificates CLASS B, CLASS CE, CLASS P AND CLASS R CERTIFICATES ------------------------------------------------------------ Ladies and Gentlemen: In connection with the purchase from ______________________________ (the "Transferor") on the face date hereof of the Warrant Certificate.captioned trust certificates (the "Certificates"), (the "Transferee") ------------------------------------------ (Insert Social Security or Other Identifying Number of Assignee)hereby certifies as follows:

Dated. Signature ---------------------------------- (Signature must conform in all respects to name of Holder as specified on the face of the Warrant Certificate.) ------------------------------------------- (Insert Social Security or Other Identifying Number of Holder) FORM OF ASSIGNMENT ELECTION TO PURCHASE (To be executed by the registered holder if such holder desires to transfer exercise Rights represented by the Warrant Certificate or any part thereof, such assignment to be subject to restrictions of the Warrant Agreement referred to in the Warrant Right Certificate.) FOR VALUE RECEIVEDTo WILLBROS GROUP, ______________________ INC.: The undersigned hereby sellsirrevocably elects to exercise Rights represented by this Right Certificate to purchase the Preferred Shares, assigns Common Shares or other securities issuable upon the exercise of such Rights and transfers unto ______________________________________________________________________________ requests that certificates for such Preferred Shares, Common Shares or other securities be issued in the name of and delivered to: Please insert social security or other identifying number --------------------------- ------------ ----------------------------------------------------------------- ----------------- (Please print name and address address) ----------------------------------------------------------------- ----------------- If such number of transferee) [Rights shall not be all the Rights evidenced by this Warrant Right Certificate] [________ warrants exercisable pursuant to this Warrant Certificate], together with all right, title and interest therein. The undersigned requests that a certificate new Right Certificate for the balance remaining of such securities Rights shall be registered in the name of _________________________whose address is_________________________________and that such certificate and delivered to: Please insert social security or other identifying number ------------------------- --------------- ----------------------------------------------------------------- ----------------- (Please print name and address) ----------------------------------------------------------------- ------------------ Dated: ------------------------------------ ------------------------------ ----------------- Signature Signature Guaranteed: Signatures must be delivered to __________________ whose address is ________________________________________guaranteed by a bank, trust company, broker, dealer or other eligible institution participating in a recognized signature guarantee medallion program. ---------------------------------------------------------------------------- CERTIFICATE The undersigned also requests that a certificate for hereby certifies, by checking the remaining number of unexercised warrants be registered in the name of ___________________ whose address is ______________________________________ appropriate boxes and that such certificate be delivered to ________________________ whose address is__________________________ ______________________________________________. Dated: Signature: -------------------------------- (Signature must conform in all respects to name of holder as specified on the face of the Warrant Certificate.) ------------------------------------------ (Insert Social Security or Other Identifying Number of Assignee)signing below, that:

Dated. Signature ---------------------------------- (Signature must conform by or on behalf of assignor DISTRIBUTION INSTRUCTIONS The assignee should include the following for purposes of distribution: Distributions shall be made, by wire transfer or otherwise, in all respects immediately available funds to name ________________________________________________, for the account of Holder as specified on the face of the Warrant Certificate.) ------------------------------------------- (Insert Social Security or Other Identifying Number of Holder) FORM OF ASSIGNMENT (To be executed ____________________________________________________________, account number , or, if mailed by the registered holder if such holder desires check, to transfer the Warrant Certificate or any part thereof, such assignment to be subject to restrictions of the Warrant Agreement referred to in the Warrant Certificate.) FOR VALUE RECEIVED, ____________________________ hereby sells, assigns and transfers unto ______________________________________________________________________________ (Please print name and address of transferee) [this Warrant Certificate] [________ warrants exercisable pursuant to this Warrant Certificate], together with all right, title and interest therein. The undersigned requests that a certificate for such securities Applicable statements should be registered in the name of _________________________whose address is_________________________________and that such certificate be delivered mailed to __________________ whose address is ________________________________________. The undersigned also requests that a certificate for the remaining number of unexercised warrants be registered in the name of ___________________ whose address is ______________________________________ and that such certificate be delivered to ________________________ whose address is__________________________ _______________________________________________________________________________, _______________________________________________________________________________. DatedThis information is provided by ______________________________________, the assignee named above, or __________________________________________________, as its agent. STATE OF ___________________ ) ) ss.: SignatureCOUNTY OF __________________ ) On the th day of , 20 before me, a notary public in and for said State, personally appeared , known to me who, being by me duly sworn, did depose and say that he executed the foregoing instrument. ------------------------------ Notary Public [Notarial Seal] EXHIBIT G-1 FORM OF INITIAL CERTIFICATION OF TRUSTEE [date] [Servicer] [Seller] ____________________ ____________________ Re: -------------------------------- (Signature must conform in all respects to name of holder Pooling and Servicing Agreement among IndyMac MBS, Inc., as specified on the face Depositor, IndyMac Bank, F.S.B., as Seller and Servicer, and Deutsche Bank National Trust Company, as Trustee and Supplemental Interest Trustee, IndyMac INDA Mortgage Loan Trust 200 - Mortgage Pass-Through Certificates, Series 200 - -------------------------------------------------------------- Gentlemen: In accordance with Section 2.02 of the Warrant Certificate.) ------------------------------------------ above-captioned Pooling and Servicing Agreement (Insert Social Security or Other Identifying Number of Assigneethe "Pooling and Servicing Agreement"), the undersigned, as Trustee, hereby certifies that, as to each Mortgage Loan listed in the Mortgage Loan Schedule (other than any Mortgage Loan listed in the attached schedule), it has received:

Dated. Signature ---------------------------------- (Signature must conform by or on behalf of assignor DISTRIBUTION INSTRUCTIONS The assignee should include the following for purposes of distribution: Distributions shall be made, by wire transfer or otherwise, in all respects to name of Holder as specified on the face of the Warrant Certificate.) ------------------------------------------- (Insert Social Security or Other Identifying Number of Holder) FORM OF ASSIGNMENT (To be executed by the registered holder if such holder desires to transfer the Warrant Certificate or any part thereof, such assignment to be subject to restrictions of the Warrant Agreement referred to in the Warrant Certificate.) FOR VALUE RECEIVEDimmediately available funds to, _______________________________________________ hereby sells, assigns and transfers unto _______________________________________________________________________________ (Please print name and address of transferee) [this Warrant Certificate] [________ warrants exercisable pursuant to this Warrant Certificate], together with all right, title and interest therein. The undersigned requests that a certificate for such securities be registered in the name of _________________________whose address is_________________________________and that such certificate be delivered to __________________ whose address is ________________________________________. The undersigned also requests that a certificate for the remaining number of unexercised warrants be registered in the name of ___________________ whose address is ______________________________________ and that such certificate be delivered to _, for the account of ________________________ whose address is____________________________________, account number ________________________, or, if mailed by check, to____________. Applicable statements should be mailed to _____________________________________ _______________________________________________________________________________ _______________________________________________________________________________. DatedThis information is provided by ______________________________________, the assignee named above, or __________________________________________________, as its agent. STATE OF ) ) ss.: SignatureCOUNTY OF ) On the _____day of ___________________, 20__ before me, a notary public in and for said State, personally appeared _____________________________________, known to me who, being by me duly sworn, did depose and say that he executed the foregoing instrument. ---------------------------------- Notary Public [Notarial Seal] EXHIBIT F-1 FORM OF INITIAL CERTIFICATION OF TRUSTEE (INITIAL MORTGAGE LOANS) [date] [Depositor] [Master Servicer] [Seller] ------------------- ------------------- Re: -------------------------------- Pooling and Servicing Agreement among CWMBS, Inc., as Depositor, Countrywide Home Loans, Inc., as Seller and Master Servicer, and The Bank of New York, as Trustee, Mortgage Pass-Through Certificates, Series 200_-_ ------------------------------------------------- Gentlemen: In accordance with Section 2.02 of the above-captioned Pooling and Servicing Agreement (Signature must conform the "Pooling and Servicing Agreement"), the undersigned, as Trustee, hereby certifies that, as to each Initial Mortgage Loan listed in all respects to name of holder as specified the Mortgage Loan Schedule (other than any Initial Mortgage Loan paid in full or listed on the face of the Warrant Certificate.attached schedule) ------------------------------------------ (Insert Social Security or Other Identifying Number of Assignee)it has received: