Common use of Intended Third Party Beneficiaries Clause in Contracts

Intended Third Party Beneficiaries. Notwithstanding any provision herein to the contrary, the parties to this Agreement agree that it is appropriate, in furtherance of the intent of such parties as set forth herein, that the Master Servicer, the Trustee, the Guarantor and the Directing Holder receive the benefit of the provisions of this Agreement as intended third party beneficiaries of this Agreement to the extent of such provisions. The Servicer shall have the same obligations to the Master Servicer, the Trustee, the Guarantor and the Directing Holder as if they were parties to this Agreement, and the Master Servicer, the Trustee, the Guarantor and the Directing Holder shall have the same rights and remedies to enforce the provisions of this Agreement as if they were parties to this Agreement. The Servicer shall only take direction from the Master Servicer (if direction by the Master Servicer is required under this Agreement) unless otherwise directed by this Agreement or the Loss Mitigation Advisory Agreement. Notwithstanding the foregoing, all rights and obligations of the Master Servicer and the Trustee hereunder (other than the right to indemnification) shall terminate upon termination of the Trust Agreement and of the Trust Fund pursuant to the Trust Agreement, and all rights of the Guarantor hereunder (other than the right to indemnification) shall terminate upon termination of the Guaranty.

Intended Third Party Beneficiaries. Notwithstanding any provision herein to the contrary, the parties to this Agreement agree that it is appropriate, in furtherance of the intent of such parties as set forth herein, that the Master Servicer, the Trustee, the Guarantor Depositor and the Directing Holder NIMS Insurer receive the benefit of the provisions of this Agreement as intended third party beneficiaries of this Agreement to the extent of such provisions. The Servicer shall have the same obligations to the Master Servicer, the Trustee, the Guarantor Depositor and the Directing Holder NIMS Insurer as if they were parties to this Agreement, and the Trustee (acting through the Master Servicer), the Trustee, the Guarantor Depositor and the Directing Holder NIMS Insurer shall have the same rights and remedies to enforce the provisions of this Agreement as if they were parties to this Agreement. The Servicer shall only take direction from the Master Servicer (if direction by the Master Servicer is required under this Agreement) unless otherwise directed by this Agreement or the Loss Mitigation Advisory Agreement. Notwithstanding the foregoing, all rights of the Trustee and the Depositor hereunder (other than the right to indemnification) and all rights and obligations of the Master Servicer and the Trustee hereunder (other than the right to indemnification) shall terminate upon the termination of the Trust Agreement and of the Trust Fund pursuant to the Trust Agreement, Agreement and all rights of the Guarantor hereunder NIMS Insurer set forth in this Agreement (other than the right to of indemnification) shall terminate upon termination exist only so long as the NIM Securities issued pursuant to the NIMS Transaction remain outstanding or the NIMS Insurer is owed amounts in respect of the Guarantyits guarantee of payment on such NIM Securities.

Intended Third Party Beneficiaries. Notwithstanding any provision herein to the contrary, the parties to this Agreement agree that it is appropriate, in furtherance of the intent of such parties as set forth herein, that the Master Servicer, the Trustee, the Guarantor Depositor and the Directing Holder Trustee receive the benefit of the provisions of this Agreement as intended third party beneficiaries of this Agreement to the extent of such provisions. The Servicer Company shall have the same obligations to the Master Servicer, the Trustee, the Guarantor Depositor and the Directing Holder Trustee as if they were parties to this Agreement, and the Master Servicer, the Trustee, the Guarantor Depositor and the Directing Holder Trustee shall have the same rights and remedies to enforce the provisions of this Agreement as if they were parties to this Agreement. The Servicer Company shall only take direction from the Master Servicer (if direction by the Master Servicer is required under this Agreement) unless otherwise directed by this Agreement or the Loss Mitigation Advisory Agreement. Notwithstanding the foregoing, all rights and obligations of the Master Servicer Servicer, the Depositor and the Trustee hereunder (other than the right to indemnification) shall terminate upon termination of the Trust Agreement and of the Trust Fund pursuant to the Trust Agreement, and all rights of the Guarantor hereunder (other than the right to indemnification) shall terminate upon termination of the Guaranty.

Intended Third Party Beneficiaries. Notwithstanding any provision herein to the contrary, the parties to this Agreement agree that it is appropriate, in furtherance of the intent of such parties as set forth herein, that the Master Servicer, the Trustee, the Guarantor Servicer and the Directing Holder Trustee receive the benefit of the provisions of this Agreement as intended third party beneficiaries of this Agreement to the extent of such provisions. The Servicer shall have the same obligations to the Master Servicer, the Trustee, the Guarantor Servicer and the Directing Holder Trustee as if they were parties to this Agreement, and the Master Servicer, the Trustee, the Guarantor Servicer and the Directing Holder Trustee shall have the same rights and remedies to enforce the provisions of this Agreement as if they were parties to this Agreement. The Servicer shall only take direction from the Master Servicer (if direction by the Master Servicer is required under this Agreement) unless otherwise directed by this Agreement or the Loss Mitigation Advisory Agreement. Notwithstanding the foregoing, all rights and obligations of the Master Servicer and the Trustee hereunder (other than the right to indemnification) shall terminate upon termination of the Trust Agreement and of the Trust Fund pursuant to the Trust Agreement, . EXHIBIT B Master Servicing Agreement EXHIBIT C Master Mortgage Loan Purchase and all rights of the Guarantor hereunder (other than the right to indemnification) shall terminate upon termination of the Guaranty.Warranties Agreement EXHIBIT D Mortgage Loan Schedule [Intentionally Omitted]

Intended Third Party Beneficiaries. Notwithstanding any provision herein to the contrary, the parties to this Agreement agree that it is appropriate, in furtherance of the intent of such parties as set forth herein, that the Trust Fund, the Securities Administrator, Master Servicer, the Trustee, the Guarantor Depositor and the Directing Holder Trustee receive the benefit of the provisions of this Agreement as intended third party beneficiaries of this Agreement to the extent of such provisions. The Servicer shall have the same obligations to the Trust Fund, the Master Servicer, the Trustee, the Guarantor Depositor and the Directing Holder Trustee as if they were parties to this Agreement, and the Trust Fund, the Master Servicer, the TrusteeSecurities Administrator, the Guarantor Depositor and the Directing Holder Trustee shall have the same rights and remedies to enforce the provisions of this Agreement as if they were parties to this Agreement. The Servicer shall only take direction from the Master Servicer (if direction by the Master Servicer is required under this Agreement) unless otherwise directed by this Agreement or the Loss Mitigation Advisory Agreement. Notwithstanding the foregoing, all rights and obligations of the Trust Fund, the Master Servicer Servicer, the Securities Administrator, the Depositor and the Trustee hereunder (other than the right to indemnification) shall terminate upon termination of the Trust Pooling and Servicing Agreement and of the Trust Fund pursuant to the Trust Pooling and Servicing Agreement, and all rights of the Guarantor hereunder (other than the right to indemnification) shall terminate upon termination of the Guaranty.

Intended Third Party Beneficiaries. Notwithstanding any provision herein to the contrary, the parties to this Agreement agree that it is appropriate, in furtherance of the intent of such parties as set forth herein, that the Master Servicer, the Trustee, the Guarantor Trust Administrator and the Directing Holder Depositor receive the benefit of the provisions of this Agreement as intended third party beneficiaries of this Agreement to the extent of such provisions. The Servicer shall have the same obligations to the Master ServicerTrust Administrator, the Trustee, the Guarantor Master Servicer and the Directing Holder Depositor as if they were parties to this Agreement, and the Master ServicerTrust Administrator, the Trustee, the Guarantor Master Servicer and the Directing Holder Depositor shall have the same rights and remedies to enforce the provisions of this Agreement as if they were parties to this Agreement. The Servicer shall only take direction from the Master Servicer (if direction by the Master Servicer is required under this Agreement) unless otherwise directed by this Agreement or the Loss Mitigation Advisory Credit Risk Manager Agreement. Notwithstanding the foregoing, all rights of the Trust Administrator, the Master Servicer and the Depositor (other than the right to indemnification) and all rights and obligations of the Master Servicer and the Trustee hereunder (other than the right to indemnification) shall terminate upon the termination of the Trust Agreement and of the Trust Fund pursuant to the Trust Pooling and Servicing Agreement. A copy of all assessments, attestations, reports and certifications required to be delivered by the Servicer under this Agreement shall be delivered to the Master Servicer by the date(s) specified herein, and all rights of where such documents are required to be addressed to any party, such addresses shall include the Guarantor hereunder (other than Master Servicer and the right Master Servicer shall be entitled to indemnification) shall terminate upon termination of the Guarantyrely on such documents.

Intended Third Party Beneficiaries. Notwithstanding any provision herein to the contrary, the parties to this Agreement agree that it is appropriate, in furtherance of the intent of such parties as set forth herein, that the Master Servicer, the Trustee, the Guarantor Issuer and the Directing Holder Indenture Trustee receive the benefit of the provisions of this Agreement as intended third party beneficiaries of this Agreement to the extent of such provisions. The Servicer shall have the same obligations to the Master Servicer, the Trustee, the Guarantor Issuer and the Directing Holder Indenture Trustee as if they were parties to this Agreement, and the Master Servicer, the Trustee, the Guarantor Issuer and the Directing Holder Indenture Trustee shall have the same rights and remedies to enforce the provisions of this Agreement as if they were parties to this Agreement. The Servicer shall only take direction from the Master Servicer (if direction by the Master Servicer is required under this Agreement) unless otherwise directed by this Agreement or the Loss Mitigation Advisory Credit Risk Manager Agreement. Notwithstanding the foregoing, all rights of the Issuer and the Indenture Trustee hereunder and all rights and obligations of the Master Servicer and the Trustee hereunder (other than the right to indemnification) shall terminate upon the termination of the Trust Agreement and of the Trust Fund pursuant to the Trust Agreement, and all rights of the Guarantor hereunder (other than the right to indemnification) shall terminate upon termination of the Guaranty.

Intended Third Party Beneficiaries. Notwithstanding any provision herein to the contrary, the parties to this Agreement agree that it is appropriate, in furtherance of the intent of such parties as set forth herein, that the Master Servicer, the Trustee, the Guarantor and the Directing Holder receive the benefit of the provisions of this Agreement as intended third party beneficiaries of this Agreement to the extent of such provisions. The Servicer shall have the same obligations to the Master Servicer, the TrusteeGuarantor, the Guarantor Trustee and the Directing Holder as if they were parties to this Agreement, and the Master Servicer, the Trustee, the Guarantor and the Directing Holder shall have the same rights and remedies to enforce the provisions of this Agreement as if they were parties to this Agreement. The Servicer shall only take direction from the Master Servicer (if direction by the Master Servicer is required under this Agreement) unless otherwise directed by this Agreement or the Loss Mitigation Advisory Agreement. Notwithstanding the foregoing, all rights and obligations of the Master Servicer and the Trustee hereunder (other than the right to indemnification) shall terminate upon termination of the Trust Agreement and of the Trust Fund pursuant to the Trust Agreement, and all rights of the Guarantor hereunder (other than the right to indemnification) shall terminate upon termination of the Guaranty.

Intended Third Party Beneficiaries. Notwithstanding any provision herein to the contrary, the parties to this Agreement agree that it is appropriate, in furtherance of the intent of such parties as set forth herein, that the Master Servicer, the Trustee, the Guarantor Indenture Trustee and the Directing Holder Issuer receive the benefit of the provisions of this Agreement as intended third party beneficiaries of this Agreement to the extent of such provisions. The Servicer shall have the same obligations to the Master Servicer, the Trustee, the Guarantor Indenture Trustee and the Directing Holder Issuer as if they were parties to this Agreement, and the Indenture Trustee (acting through the Master Servicer, the Trustee, the Guarantor ) and the Directing Holder Issuer shall have the same rights and remedies to enforce the provisions of this Agreement as if they were parties to this Agreement. The Servicer shall only take direction from the Master Servicer (if direction by the Master Servicer is required under this Agreement) unless otherwise directed by this Agreement or the Loss Mitigation Advisory Credit Risk Management Agreement. Notwithstanding the foregoing, all rights of the Issuer and Indenture Trustee hereunder and all rights and obligations of the Master Servicer and the Trustee hereunder (other than the right to indemnification) shall terminate upon the termination of the Trust Agreement and of the Trust Fund pursuant to the Trust Agreement, and all rights of the Guarantor hereunder (other than the right to indemnification) shall terminate upon termination of the GuarantyTrust.

Intended Third Party Beneficiaries. Notwithstanding any provision herein to the contrary, the parties to this Agreement agree that it is appropriate, in furtherance of the intent of such parties as set forth herein, that the Master Servicer, the Trustee, the Guarantor Depositor and the Directing Holder Trustee receive the benefit of the provisions of this Agreement as intended third party beneficiaries of this Agreement to the extent of such provisions. The Servicer shall have the same obligations to the Master Servicer, the Trustee, the Guarantor Depositor and the Directing Holder Trustee as if they were parties to this Agreement, and the Master Servicer, the Trustee, the Guarantor Depositor and the Directing Holder Trustee shall have the same rights and remedies to enforce the provisions of this Agreement as if they were parties to this Agreement. The Servicer shall only take direction from the Master Servicer (if direction by the Master Servicer is required under this Agreement) unless otherwise directed by this Agreement or the Loss Mitigation Advisory Agreement. Notwithstanding the foregoing, all rights and obligations of the Master Servicer Servicer, the Depositor and the Trustee hereunder (other than the right to indemnification) shall terminate upon termination of the Trust Agreement and of the Trust Fund pursuant to the Trust Agreement, and all rights of the Guarantor hereunder (other than the right to indemnification) shall terminate upon termination of the Guaranty.

Intended Third Party Beneficiaries. Notwithstanding any provision herein to the contrary, the parties to this Agreement agree that it is appropriate, in furtherance of the intent of such parties as set forth herein, that the Master Servicer, the Trustee, on behalf of the Guarantor and the Directing Holder Trust, receive the benefit of the provisions of this Agreement as intended third party beneficiaries beneficiary of this Agreement to the extent of such provisions. The Servicer Company shall have the same obligations to the Master Servicer, the Trustee, the Guarantor and the Directing Holder Trustee as if they it were parties a party to this Agreement, and the Master Servicer, the Trustee, on behalf of the Guarantor and the Directing Holder Trust, shall have the same rights and remedies to enforce the provisions of this Agreement as if they it were parties a party to this Agreement. The Servicer Company shall only take direction from the Master Servicer (if direction by the Master Servicer is required under this Agreement) unless otherwise directed by this Agreement or the Loss Mitigation Advisory Agreement. Notwithstanding the foregoing, all rights and obligations of the Master Servicer and the Trustee hereunder (other than the right to indemnificationindemnification and the indemnification obligations) shall terminate upon termination of the Trust Agreement and of the Trust Fund pursuant to the Trust Pooling and Servicing Agreement. EXHIBIT B Master Servicing Agreement EXHIBIT C Assignment and Assumption Agreement SCHEDULE I Mortgage Loan Schedule (delivered to the Trustee in electronic format) LEHMAN BROTHERS BANK, and all rights of the Guarantor hereunder (other than the right to indemnification) shall terminate upon termination of the Guaranty.FSB PURCHAXXX AND WELLS FARGO BANK, N.A.

Intended Third Party Beneficiaries. Notwithstanding any provision herein to the contrary, the parties to this Agreement agree that it is appropriate, in furtherance of the intent of such parties as set forth herein, that the Master Servicer, the Trustee, the Guarantor Trust Administrator and the Directing Holder Depositor receive the benefit of the provisions of this Agreement as intended third party beneficiaries of this Agreement to the extent of such provisions. The Servicer shall have the same obligations to the Master ServicerTrust Administrator, the TrusteeCertificate Insurer, the Guarantor Master Servicer and the Directing Holder Depositor as if they were parties to this Agreement, and the Master ServicerTrust Administrator, the TrusteeCertificate Insurer, the Guarantor Master Servicer and the Directing Holder Depositor shall have the same rights and remedies to enforce the provisions of this Agreement as if they were parties to this Agreement. The Servicer shall only take direction from the Master Servicer (if direction by the Master Servicer is required under this Agreement) unless otherwise directed by this Agreement or the Loss Mitigation Advisory Credit Risk Manager Agreement. Notwithstanding the foregoing, all rights of the Trust Administrator, the Certificate Insurer, the Master Servicer and the Depositor (other than the right to indemnification) and all rights and obligations of the Master Servicer and the Trustee hereunder (other than the right to indemnification) shall terminate upon the termination of the Trust Agreement and of the Trust Fund pursuant to the Trust Pooling and Servicing Agreement. A copy of all assessments, attestations, reports and certifications required to be delivered by the Servicer under this Agreement shall be delivered to the Master Servicer by the date(s) specified herein, and all rights of where such documents are required to be addressed to any party, such addresses shall include the Guarantor hereunder (other than Master Servicer and the right Master Servicer shall be entitled to indemnification) shall terminate upon termination of the Guarantyrely on such documents.

Intended Third Party Beneficiaries. Notwithstanding any provision herein to the contrary, the parties to this Agreement agree that it is appropriate, in furtherance of the intent of such parties as set forth herein, that the Master Servicer, the Trustee, the Guarantor Securities Administrator and the Directing Holder Depositor receive the benefit of the provisions of this Agreement as intended third party beneficiaries of this Agreement to the extent of such provisions. The Servicer shall have the same obligations to the Master Servicer, the Trustee, the Guarantor Securities Administrator and the Directing Holder Depositor as if they were parties to this Agreement, and the Master Servicer, the Trustee, the Guarantor Securities Administrator and the Directing Holder Depositor shall have the same rights and remedies to enforce the provisions of this Agreement as if they were parties to this Agreement. The Servicer shall only take direction from the Master Servicer (if direction by the Master Servicer is required under this Agreement) unless otherwise directed by this Agreement or the Loss Mitigation Advisory Credit Risk Manager Agreement. Notwithstanding the foregoing, all rights of the Trustee, the Securities Administrator, the Depositor (other than the right to indemnification) and all rights and obligations of the Master Servicer and the Trustee hereunder (other than the right to indemnification) shall terminate upon the termination of the Trust Agreement and of the Trust Fund pursuant to the Trust Agreement, and all rights of the Guarantor hereunder (other than the right to indemnification) shall terminate upon termination of the Guaranty.

Intended Third Party Beneficiaries. Notwithstanding any provision herein to the contrary, the parties to this Agreement agree that it is appropriate, in furtherance of the intent of such parties as set forth herein, that the Master Servicer, the Trustee, the Guarantor and the Directing Holder receive the benefit of the provisions of this Agreement as intended third party beneficiaries of this Agreement to the extent of such provisions. The Servicer shall have the same obligations to the Master Servicer, the Trustee, the Guarantor and the Directing Holder as if they were parties to this Agreement, and the Master Servicer, the Trustee, the Guarantor and the Directing Holder shall have the same rights and remedies to enforce the provisions of this Agreement as if they were parties to this Agreement. The Servicer shall only take direction from the Master Servicer (if direction by the Master Servicer is required under this Agreement) unless otherwise directed by this Agreement or the Loss Mitigation Advisory Agreement. Notwithstanding the foregoing, all rights and obligations of the Master Servicer and the Trustee hereunder (other than the right to indemnification) shall terminate upon termination of the Trust Agreement and of the Trust Fund pursuant to the Trust Agreement, and all rights of the Guarantor hereunder (other than the right to indemnification) shall terminate upon termination of the Guaranty.

Intended Third Party Beneficiaries. Notwithstanding any provision herein to the contrary, the parties to this Agreement agree that it is appropriate, in furtherance of the intent of such parties as set forth herein, that the Master Servicer, the Trustee, the Guarantor Trustee and the Directing Holder Master Servicer each receive the benefit of the provisions of this Agreement as intended third party beneficiaries of this Agreement to the extent of such provisions. The Servicer shall have the same obligations to the Master Servicer, the Trustee, the Guarantor Trustee and the Directing Holder Master Servicer as if they the Trustee and the Master Servicer each were parties a party to this Agreement, and the Master Servicer, the Trustee, the Guarantor Trustee and the Directing Holder Master Servicer each shall have the same rights and remedies to enforce the provisions of this Agreement as if they it were parties a party to this Agreement. The Servicer shall only take direction directions from the Master Servicer (if direction by the Master Servicer is required under this Agreement) unless otherwise directed by this Agreement or the Loss Mitigation Advisory Agreement. Notwithstanding the foregoing, all rights and obligations of the Master Servicer and the Trustee hereunder (other than the right to indemnificationindemnification and the indemnification obligations, as applicable) shall terminate upon termination of the Trust Agreement and of the Trust Fund pursuant to the Trust Pooling and Servicing Agreement, and all rights of the Guarantor hereunder (other than the right to indemnification) shall terminate upon termination of the Guaranty.

Intended Third Party Beneficiaries. Notwithstanding any provision herein to the contrary, the parties to this Agreement agree that it is appropriate, in furtherance of the intent of such parties as set forth herein, that the Master Servicer, the Trustee, on behalf of the Guarantor and the Directing Holder Trust, receive the benefit of the provisions of this Agreement as intended third party beneficiaries beneficiary of this Agreement to the extent of such provisions. The Servicer Company shall have the same obligations to the Master Servicer, the Trustee, the Guarantor and the Directing Holder Trustee as if they it were parties a party to this Agreement, and the Master Servicer, the Trustee, on behalf of the Guarantor and the Directing Holder Trust, shall have the same rights and remedies to enforce the provisions of this Agreement as if they it were parties a party to this Agreement. The Servicer Company shall only take direction from the Master Servicer (if direction by the Master Servicer is required under this Agreement) unless otherwise directed by this Agreement or the Loss Mitigation Advisory Agreement. Notwithstanding the foregoing, all rights and obligations of the Master Servicer and the Trustee hereunder (other than the right to indemnificationindemnification and the indemnification obligations) shall terminate upon termination of the Trust Agreement and of the Trust Fund pursuant to the Trust Pooling and Servicing Agreement, and all rights of . EXHIBIT B Servicing Agreement SCHEDULE I Mortgage Loan Schedule (delivered to the Guarantor hereunder (other than the right to indemnification) shall terminate upon termination of the Guaranty.Trustee in electronic format)

Intended Third Party Beneficiaries. Notwithstanding any provision herein to the contrary, the parties to this Agreement agree that it is appropriate, in furtherance of the intent of such parties as set forth herein, that the Master Servicer, the Trustee, the Guarantor Issuer and the Directing Holder Indenture Trustee receive the benefit of the provisions of this Agreement as intended third party beneficiaries of this Agreement to the extent of such provisions. The Servicer shall have the same obligations to the Master Servicer, the Trustee, the Guarantor Indenture Trustee and the Directing Holder Issuer as if they were parties to this Agreement, and the Master Servicer, the Trustee, the Guarantor Indenture Trustee and the Directing Holder Issuer shall have the same rights and remedies to enforce the provisions of this Agreement as if they were parties to this Agreement. The Servicer shall only take direction from the Master Servicer (if direction by the Master Servicer is required under this Agreement) unless otherwise directed by this Agreement or the Loss Mitigation Advisory Credit Risk Management Agreement. Notwithstanding the foregoing, all rights of the Indenture Trustee and the Issuer hereunder and all rights and obligations of the Master Servicer and the Trustee hereunder (other than the right to indemnification) shall terminate upon the termination of the Trust Agreement and of the Trust Fund pursuant to the Trust Transfer and Servicing Agreement, and all rights of the Guarantor hereunder (other than the right to indemnification) shall terminate upon termination of the Guaranty.

Intended Third Party Beneficiaries. Notwithstanding any provision herein to the contrary, the parties to this Agreement agree that it is appropriate, in furtherance of the intent of such parties as set forth herein, that the Master Servicer, the Trustee, the Guarantor and the Directing Holder receive the benefit of the provisions of this Agreement as intended third party beneficiaries of this Agreement to the extent of such provisions. The Servicer shall have the same obligations to the Master Servicer, the Trustee, the Guarantor and the Directing Holder as if they were parties to this Agreement, and the Master Servicer, the Trustee, the Guarantor and the Directing Holder shall have the same rights and remedies to enforce the provisions of this Agreement as if they were parties to this Agreement. The Servicer shall only take direction from the Master Servicer (if direction by the Master Servicer is required under this Agreement) unless otherwise directed by this Agreement or the Loss Mitigation Advisory Agreement. Notwithstanding the foregoing, all rights and obligations of the Master Servicer and the Trustee hereunder (other than the right to indemnification) shall terminate upon termination of the Trust Agreement and of the Trust Fund pursuant to the Trust Agreement, and all rights of the Guarantor hereunder (other than the right to indemnification) shall terminate upon termination of the GuarantyTrust Fund.

Intended Third Party Beneficiaries. Notwithstanding any provision herein to the contrary, the parties to this Agreement agree that it is appropriate, in furtherance of the intent of such parties as set forth herein, that the Master Servicer, the Trustee, the Guarantor Depositor and the Directing Holder Trustee receive the benefit of the provisions of this Agreement as intended third party beneficiaries of this Agreement to the extent of such provisions. The Servicer Seller shall have the same obligations to the Master Servicer, the Trustee, the Guarantor Depositor and the Directing Holder Trustee as if they were parties to this Agreement, and the Master Servicer, the Trustee, the Guarantor Depositor and the Directing Holder Trustee shall have the same rights and remedies to enforce the provisions of this Agreement as if they were parties to this Agreement. The Servicer Seller shall only take direction from the Master Servicer (if direction by the Master Servicer is required under this Agreement) unless otherwise directed by this Agreement or the Loss Mitigation Advisory Agreement. Notwithstanding the foregoing, all rights and obligations of the Master Servicer Servicer, the Depositor and the Trustee hereunder (other than the right to indemnification) shall terminate upon termination of the Trust Agreement and of the Trust Fund pursuant to the Trust Agreement, and all rights of the Guarantor hereunder (other than the right to indemnification) shall terminate upon termination of the Guaranty.

Intended Third Party Beneficiaries. Notwithstanding any provision herein to the contrary, the parties to this Agreement agree that it is appropriate, in furtherance of the intent of such parties as set forth herein, that the Master Servicer, the Trustee, the Guarantor Securities Administrator, the Depositor and the Directing Holder NIMS Insurer receive the benefit of the provisions of this Agreement as intended third party beneficiaries of this Agreement to the extent of such provisions. The Servicer shall have the same obligations to the Master Servicer, the Trustee, the Guarantor Securities Administrator, the Depositor and the Directing Holder NIMS Insurer as if they were parties to this Agreement, and the Trustee (acting through the Master Servicer), the TrusteeSecurities Administrator, the Guarantor Depositor and the Directing Holder NIMS Insurer shall have the same rights and remedies to enforce the provisions of this Agreement as if they were parties to this Agreement. The Servicer shall only take direction from the Master Servicer (if direction by the Master Servicer is required under this Agreement) unless otherwise directed by this Agreement or the Loss Mitigation Advisory Credit Risk Management Agreement. Notwithstanding the foregoing, all rights of the Trustee, the Securities Administrator and the Depositor hereunder (other than the right to indemnification) and all rights and obligations of the Master Servicer and the Trustee hereunder (other than the right to indemnification) shall terminate upon the termination of the Trust Agreement and of the Trust Fund pursuant to the Trust Agreement, Agreement and all rights of the Guarantor hereunder NIMS Insurer set forth in this Agreement (other than the right to of indemnification) shall terminate upon termination exist only so long as the NIM Securities remain outstanding or the NIMS Insurer is owed amounts in respect of the Guarantyits guarantee of payment on such NIM Securities.

Intended Third Party Beneficiaries. Notwithstanding any provision herein to the contrary, the parties to this Agreement agree that it is appropriate, in furtherance of the intent of such parties as set forth herein, that the Master ServicerSecurities Administrator, the Trustee, the Guarantor Trsutee and the Directing Holder Depositor receive the benefit of the provisions of this Agreement as intended third party beneficiaries of this Agreement to the extent of such provisions. The Servicer shall have the same obligations to the Master ServicerSecurities Administrator, the Trustee, the Guarantor Trustee and the Directing Holder Depositor as if they were parties to this Agreement, and the Master ServicerSecurities Administrator, the Trustee, the Guarantor Trustee and the Directing Holder Depositor shall have the same rights and remedies to enforce the provisions of this Agreement as if they were parties to this Agreement. The Servicer shall only take direction from the Master Servicer (if direction by the Master Servicer is required under this Agreement) unless otherwise directed by this Agreement or the Loss Mitigation Advisory Credit Risk Manager Agreement. Notwithstanding the foregoing, all rights of the Securities Administrator, the Trustee, the Depositor (other than the right to indemnification) and all rights and obligations of the Master Servicer and the Trustee hereunder (other than the right to indemnification) shall terminate upon the termination of the Trust Agreement and of the Trust Fund pursuant to the Trust Agreement, and all rights of the Guarantor hereunder (other than the right to indemnification) shall terminate upon termination of the Guaranty.

Intended Third Party Beneficiaries. Notwithstanding any provision herein to the contrary, the parties to this Agreement agree that it is appropriate, in furtherance of the intent of such parties as set forth herein, that the Master Servicer, the Trustee, the Guarantor Securities Administrator and the Directing Holder Depositor receive the benefit of the provisions of this Agreement as intended third party beneficiaries of this Agreement to the extent of such provisions. The Servicer shall have the same obligations to the Master ServicerSecurities Administrator, the Trustee, the Guarantor Master Servicer and the Directing Holder Depositor as if they were parties to this Agreement, and the Master ServicerSecurities Administrator, the Trustee, the Guarantor Master Servicer and the Directing Holder Depositor shall have the same rights and remedies to enforce the provisions of this Agreement as if they were parties to this Agreement. The Servicer shall only take direction from the Master Servicer (if direction by the Master Servicer is required under this Agreement) unless otherwise directed by this Agreement or the Loss Mitigation Advisory Agreement. Notwithstanding the foregoing, all rights of the Securities Administrator, the Master Servicer and the Depositor (other than the right to indemnification) and all rights and obligations of the Master Servicer and the Trustee hereunder (other than the right to indemnification) shall terminate upon the termination of the Trust Agreement and of the Trust Fund pursuant to the Trust Agreement. A copy of all assessments, attestations, reports and certifications required to be delivered by the Servicer under this Agreement shall be delivered to the Master Servicer by the date(s) specified herein, and all rights of where such documents are required to be addressed to any party, such addresses shall include the Guarantor hereunder (other than Master Servicer and the right Master Servicer shall be entitled to indemnification) shall terminate upon termination of the Guarantyrely on such documents.

Intended Third Party Beneficiaries. Notwithstanding any provision herein to the contrary, the parties to this Agreement agree that it is appropriate, in furtherance of the intent of such parties as set forth herein, that the Master Servicer, the Trustee, the Guarantor Servicer and the Directing Holder Trustee receive the benefit of the provisions of this Agreement as intended third party beneficiaries of this Agreement to the extent of such provisions. The Servicer shall have the same obligations to the Master Servicer, the Trustee, the Guarantor Servicer and the Directing Holder Trustee as if they were parties to this Agreement, and the Master Servicer, the Trustee, the Guarantor Servicer and the Directing Holder Trustee shall have the same rights and remedies to enforce the provisions of this Agreement as if they were parties to this Agreement. The Servicer shall only take direction from the Master Servicer (if direction by the Master Servicer is required under this Agreement) unless otherwise directed by this Agreement or the Loss Mitigation Advisory Agreement. Notwithstanding the foregoing, all rights and obligations of the Master Servicer and the Trustee hereunder (other than the right to indemnification) shall terminate upon termination of the Trust Agreement and of the Trust Fund pursuant to the Trust Agreement. EXHIBIT B Master Servicing Agreement EXECUTION COPY MASTER SERVICING AGREEMENT between CENTRE CAPITAL GROUP, INC., OWNER and all rights BANK OF AMERICA, N.A. SERVICER Dated as of the Guarantor hereunder (other than the right to indemnification) shall terminate upon termination of the Guaranty.May ___, 2000 Fixed and Adjustable Rate Mortgage Loans TABLE OF CONTENTS Page ARTICLE I DEFINITIONS

Intended Third Party Beneficiaries. Notwithstanding any provision herein to the contrary, the parties to this Agreement agree that it is appropriate, in furtherance of the intent of such parties as set forth herein, that the Master Servicer, the Trustee, the Guarantor Servicer and the Directing Holder Trustee receive the benefit of the provisions of this Agreement as intended third party beneficiaries of this Agreement to the extent of such provisions. The Servicer shall have the same obligations to the Master Servicer, the Trustee, the Guarantor Servicer and the Directing Holder Trustee as if they were parties to this Agreement; provided, however, that the Servicer's reporting obligations will run directly and solely to the Master Servicer, the Trustee, the Guarantor . The Master Servicer and the Directing Holder Trustee shall have the same rights and remedies to enforce the provisions of this Agreement as if they were parties to this Agreement. The Servicer shall only take direction from the Master Servicer (if direction by the Master Servicer is required under this Agreement) unless otherwise directed by this Agreement or the Loss Mitigation Advisory Agreement. Notwithstanding the foregoing, all rights and obligations of the Master Servicer and the Trustee hereunder (other than the right to indemnification) shall terminate upon termination of the Trust Agreement and of the Trust Fund pursuant to the Trust Agreement, . EXHIBIT B Master Servicing Agreement EXHIBIT C Master Mortgage Loan Purchase and all rights of the Guarantor hereunder (other than the right to indemnification) shall terminate upon termination of the Guaranty.Warranties Agreement [INTENTIONALLY OMITTED] EXHIBIT D Mortgage Loan Schedule [INTENTIONALLY OMITTED]

Intended Third Party Beneficiaries. Notwithstanding any provision herein to the contrary, the parties to this Agreement agree that it is appropriate, in furtherance of the intent of such parties as set forth herein, that the Master Servicer, the Trustee, the Guarantor and the Directing Holder Trustee receive the benefit of the provisions of this Agreement as intended third party beneficiaries beneficiary of this Agreement to the extent of such provisions. The Servicer shall have the same obligations to the Master Servicer, the Trustee, the Guarantor and the Directing Holder Trustee as if they it were parties a party to this Agreement, and the Master Servicer, the Trustee, the Guarantor and the Directing Holder Trustee shall have the same rights and remedies to enforce the provisions of this Agreement as if they it were parties a party to this Agreement. The Servicer shall only take direction from the Master Servicer (if direction by the Master Servicer is required under this Agreement) unless otherwise directed by this Agreement or the Loss Mitigation Advisory Agreement. Notwithstanding the foregoing, all rights and obligations of the Master Servicer and the Trustee hereunder (other than the right to indemnificationindemnification and the indemnification obligations) shall terminate upon termination of the Trust Agreement and of the Trust Fund pursuant to the Trust Pooling and Servicing Agreement, and all rights of the Guarantor hereunder (other than the right to indemnification) shall terminate upon termination of the Guaranty.. EXHIBIT B Master Mortgage Loan Purchase Agreement EXHIBIT C Master Servicing Agreement SCHEDULE I

Intended Third Party Beneficiaries. Notwithstanding any provision herein to the contrary, the parties to this Agreement agree that it is appropriate, in furtherance of the intent of such parties as set forth herein, that the Master Servicer, the Trustee, the Guarantor Servicer and the Directing Holder Trustee receive the benefit of the provisions of this Agreement as intended third party beneficiaries of this Agreement to the extent of such provisions. The Servicer shall have the same obligations to the Master Servicer, the Trustee, the Guarantor Servicer and the Directing Holder Trustee as if they were parties to this Agreement, and the Master Servicer, the Trustee, the Guarantor Servicer and the Directing Holder Trustee shall have the same rights and remedies to enforce the provisions of this Agreement as if they were parties to this Agreement. The Servicer shall only take direction from the Master Servicer (if direction by the Master Servicer is required under this Agreement) unless otherwise directed by this Agreement or the Loss Mitigation Advisory Agreement. Notwithstanding the foregoing, all rights and obligations of the Master Servicer and the Trustee hereunder (other than the right to indemnification) shall terminate upon termination of the Trust Agreement and of the Trust Fund pursuant to the Trust Agreement. EXHIBIT B Mortgage Loan Purchase Agreement EXHIBIT C Serviced Mortgage Loan Schedule [INTENTIONALLY OMITTED] EXHIBIT D Seller's Warranties and Servicing Agreement EXHIBIT E FINAL-REG, and all rights of the Guarantor hereunder (other than the right to indemnification) shall terminate upon termination of the Guaranty.FTS-REGS, ss.1.860G-2. Other rules ss.1.860G-2. Other rules

Intended Third Party Beneficiaries. Notwithstanding any provision herein to the contrary, the parties to this Agreement agree that it is appropriate, in furtherance of the intent of such parties as set forth herein, that the Trustee, the Master Servicer, the Trustee, the Guarantor Securities Administrator and the Directing Holder Certificate Insurer receive the benefit of the provisions of this Agreement as intended third party beneficiaries of this Agreement to the extent of such provisions. The Servicer Dxxxxx shall have the same obligations to the Trustee, the Master Servicer, the Securities Administrator and the Certificate Insurer as if the Trustee, the Guarantor Master Servicer, the Securities Administrator and the Directing Holder as if they Certificate Insurer were parties each a party to this Agreement, and the Trustee, the Master Servicer, the Trustee, the Guarantor Securities Administrator and the Directing Holder Certificate Insurer shall have the same rights and remedies to enforce the provisions of this Agreement as if they each were parties a party to this Agreement. The Servicer shall only take direction from the Master Servicer (if direction by the Master Servicer is required under this Agreement) unless otherwise directed by this Agreement or the Loss Mitigation Advisory Agreement. Notwithstanding the foregoing, all rights and obligations of the Master Servicer and the Trustee hereunder (other than the right to indemnification) shall terminate upon termination of the Trust Agreement and of the Trust Fund pursuant to the Trust Pooling and Servicing Agreement, and all rights of the Guarantor hereunder (other than the right to indemnification) shall terminate upon termination of the Guaranty.

Intended Third Party Beneficiaries. Notwithstanding any provision herein to the contrary, the parties to this Agreement agree that it is appropriate, in furtherance of the intent of such parties as set forth herein, that the Master Servicer, the Trustee, the Guarantor Issuer and the Directing Holder Indenture Trustee receive the benefit of the provisions of this Agreement as intended third party beneficiaries of this Agreement to the extent of such provisions. The Servicer shall have the same obligations to the Master Servicer, the Trustee, the Guarantor Indenture Trustee and the Directing Holder Issuer as if they were parties to this Agreement, and the Master Servicer, the Trustee, the Guarantor Indenture Trustee and the Directing Holder Issuer shall have the same rights and remedies to enforce the provisions of this Agreement as if they were parties to this Agreement. The Servicer shall only take direction from the Master Servicer (if direction by the Master Servicer is required under this Agreement) unless otherwise directed by this Agreement or the Loss Mitigation Advisory Credit Risk Management Agreement. Notwithstanding the foregoing, all rights of the Indenture Trustee and the Issuer hereunder and all rights and obligations of the Master Servicer and the Trustee hereunder (other than the right to indemnification) shall terminate upon the termination of the Trust Agreement and of the Trust Fund pursuant to the Trust Agreement, and all rights of the Guarantor hereunder (other than the right to indemnification) shall terminate upon termination of the Guaranty.

Intended Third Party Beneficiaries. Notwithstanding any provision herein to the contrary, the parties to this Agreement agree that it is appropriate, in furtherance of the intent of such parties as set forth herein, that the Master Servicer, the Trustee, Trustee and the Guarantor and the Directing Holder receive the benefit of the provisions of this Agreement as intended third party beneficiaries of this Agreement to the extent of such provisions. The Servicer shall have the same obligations to the Master Servicer, the Trustee, Trustee and the Guarantor and the Directing Holder as if they were parties to this Agreement, and the Master Servicer, the Trustee, Trustee and the Guarantor and the Directing Holder shall have the same rights and remedies to enforce the provisions of this Agreement as if they were parties to this Agreement. The Servicer shall only take direction from the Master Servicer (if direction by the Master Servicer is required under this Agreement) unless otherwise directed by this Agreement or the Loss Mitigation Advisory Agreement. Notwithstanding the foregoing, all rights and obligations of the Servicer to the Master Servicer and Servicer, the Trustee Trustee, the Trust Fund or the Guarantor hereunder (other than the right to indemnification) shall terminate upon the earlier of: (i) the termination of Servicer as the servicer of the Mortgage Loans under the Agreement and the appointment of a successor servicer and (2) the termination of the Trust Agreement and of the Trust Fund pursuant to the Trust Agreement, and all rights of the Guarantor hereunder (other than the right to indemnification) shall terminate upon termination of the Guaranty.

Intended Third Party Beneficiaries. Notwithstanding any provision herein to the contrary, the parties to this Agreement agree that it is appropriate, in furtherance of the intent of such parties as set forth herein, that the Master Servicer, the Trustee, the Guarantor Trustee and the Directing Holder Master Servicer each receive the benefit of the provisions of this Agreement as an intended third party beneficiaries beneficiary of this Agreement to the extent of such provisions. The Servicer shall have the same obligations to the Master Servicer, the Trustee, the Guarantor and the Directing Holder Trustee as if they the Trustee were parties a party to this Agreement, and the Master Servicer, the Trustee, the Guarantor Trustee and the Directing Holder Master Servicer each shall have the same rights and remedies to enforce the provisions of this Agreement as if they it were parties a party to this Agreement. The With respect to the Serviced Mortgage Loans, the Servicer shall only take direction directions from the Master Servicer (if direction by the Master Servicer is required under this Agreement) unless otherwise directed by this Agreement or the Loss Mitigation Advisory Agreement. Notwithstanding the foregoing, all rights and obligations of the Master Servicer and the Trustee hereunder (other than the right to indemnificationindemnification and the indemnification obligations) shall terminate upon termination of the Trust Agreement and of the Trust Fund pursuant to the Trust Agreement, and all rights of the Guarantor hereunder (other than the right to indemnification) shall terminate upon termination of the Guaranty.

Intended Third Party Beneficiaries. Notwithstanding any provision herein to the contrary, the parties to this Agreement agree that it is appropriate, in furtherance of the intent of such parties as set forth herein, that the Trust Fund, the Securities Administrator, the Master Servicer, the Trustee, the Guarantor Depositor and the Directing Holder Trustee receive the benefit of the provisions of this Agreement as intended third party beneficiaries of this Agreement to the extent of such provisions. The Servicer shall have the same obligations to the Trust Fund, the Securities Administrator, the Master Servicer, the Trustee, the Guarantor Depositor and the Directing Holder Trustee as if they were parties to this Agreement, and the Trust Fund, the Master Servicer, the Trustee, the Guarantor Depositor and the Directing Holder Trustee shall have the same rights and remedies to enforce the provisions of this Agreement as if they were parties to this Agreement. The Servicer shall only take direction from the Master Servicer (if direction by the Master Servicer is required under this Agreement) unless otherwise directed by this Agreement or the Loss Mitigation Advisory Agreement. Notwithstanding the foregoing, all rights and obligations of the Trust Fund, the Securities Administrator, the Master Servicer Servicer, the Depositor and the Trustee hereunder (other than the right to indemnification) shall terminate upon termination of the Trust Pooling and Servicing Agreement and of the Trust Fund pursuant to the Trust Pooling and Servicing Agreement, and all rights of the Guarantor hereunder (other than the right to indemnification) shall terminate upon termination of the Guaranty.

Intended Third Party Beneficiaries. Notwithstanding any provision herein to the contrary, the parties to this Agreement agree that it is appropriate, in furtherance of the intent of such parties as set forth herein, that the Master Servicer, the Trustee, the Guarantor Trustee and the Directing Holder Depositor receive the benefit of the provisions of this Agreement as intended third party beneficiaries of this Agreement to the extent of such provisions. The Servicer shall have the same obligations to the Master Servicer, the Trustee, the Guarantor Trustee and the Directing Holder Depositor as if they it were parties a party to this Agreement, and the Trustee (acting through the Master Servicer, the Trustee, the Guarantor ) and the Directing Holder Depositor shall have the same rights and remedies to enforce the provisions of this Agreement as if they it were parties a party to this Agreement. The Servicer shall only take direction from the Master Servicer (if direction by the Master Servicer is required under this Agreement) unless otherwise directed by this Agreement or the Loss Mitigation Advisory Credit Risk Management Agreement. Notwithstanding the foregoing, all rights of the Trustee and the Depositor hereunder (other than the right to indemnification and all rights and obligations of the Master Servicer and the Trustee hereunder (other than the right to indemnification) shall terminate upon the termination of the Trust Agreement and of the Trust Fund pursuant to the Trust Agreement, and all rights of the Guarantor hereunder (other than the right to indemnification) shall terminate upon termination of the Guaranty.

Intended Third Party Beneficiaries. Notwithstanding any provision herein to the contrary, the parties to this Agreement agree that it is appropriate, in furtherance of the intent of such parties as set forth herein, that the Master Servicer, the Trustee, the Guarantor Master Servicer and the Directing Holder Depositor each receive the benefit of the provisions of this Agreement as they relate to Regulation AB as an intended third party beneficiaries beneficiary of this Agreement to the extent of such provisions. The Servicer Company shall have the same obligations in respect of Regulation AB to the Master Servicer, the Trustee, the Guarantor Master Servicer and the Directing Holder Depositor as if they the Trustee, the Master Servicer and the Depositor were parties each a party to this Agreement, and the Master Servicer, the Trustee, the Guarantor Master Servicer and the Directing Holder Depositor each shall have the same rights and remedies to enforce the provisions of this Agreement with respect to Regulation AB as if they it were parties a party to this Agreement. The Servicer Company shall only take direction directions from the Master Servicer (if direction by the Master Servicer is required under this Agreement) unless otherwise directed by this Agreement or the Loss Mitigation Advisory Agreement. Notwithstanding the foregoing, all rights and obligations of the Trustee, the Master Servicer and the Trustee Depositor hereunder (other than the right to indemnificationindemnification and the indemnification obligations, as applicable) shall terminate upon termination of the Trust Agreement and of the Trust Fund pursuant to the Trust Pooling and Servicing Agreement, and all rights of the Guarantor hereunder (other than the right to indemnification) shall terminate upon termination of the Guaranty.