Qualifying Special Purpose Entity. Notwithstanding any contrary provision of this Agreement, the Trust Fund shall not hold any property or engage in any activity that would disqualify the Trust Fund from being a qualifying special purpose entity under generally accepted accounting principles.
Qualifying Special Purpose Entity. For purposes of SFAS 140, the parties hereto intend that the Trust shall be treated as a "qualifying special purpose entity" as such term is used in SFAS 140 and any successor rule thereto and its power and authority as stated in Section 2.05 of this Agreement shall be limited in accordance with paragraph 35 thereof. [END OF ARTICLE II]
Qualifying Special Purpose Entity. Section 11.16. Rights of the Certificate Insurer. EXHIBITS: Exhibit A-1 Form of Class A Certificates Exhibit A-2 Form of Class M Certificate Exhibit A-3 Form of Class B Certificate Exhibit A-4 Form of Class C Certificate Exhibit A-5 Form of Class R Certificate Exhibit A-6 Form of Class P Certificate Exhibit B Copy of Certificate Guaranty Insurance Policy with respect to the Insured Certificates Exhibit C Form of Mortgage Loan Purchase Agreement Exhibit D Mortgage Loan Schedule Exhibit E Form of Request for Release of Documents Exhibit F-1 Form of Trustee’s Initial Certification Exhibit F-2 Form of Trustee’s Final Certification Exhibit F-3 Form of Receipt of Mortgage Note Exhibit G Reserved Exhibit H Form of Lost Note Affidavit Exhibit I Form of Certification with respect to ERISA and the Code Exhibit J Form of Investment Letter Exhibit K Reserved Exhibit L Form of Transferor Certificate Exhibit M Form of Class R Certificate Transfer Affidavit Exhibit N Reserved Exhibit O-1 Depositor Certification Exhibit O-2 Trustee Certification Exhibit P Reserved Exhibit Q Reserved Exhibit R Servicing Criteria Exhibit S Form 10-D, Form 8-K and Form 10-K Reporting Responsibility This Pooling and Servicing Agreement is dated as of September 1, 2006 (the “Agreement”), among INDYMAC MBS, INC., as depositor (the “Depositor”), INDYMAC BANK, F.S.B., as seller and servicer (the “Seller” and “Servicer”, as applicable) and DEUTSCHE BANK NATIONAL TRUST COMPANY, as trustee (the “Trustee”).
Qualifying Special Purpose Entity. 99 SCHEDULES Schedule I: Mortgage Loan Schedule..............................S-I-1 Schedule II: Representations and Warranties of the Seller/Master Servicer..............................S-II-1 Schedule III: Representations and Warranties as to the Mortgage Loans......................................S-III-1 EXHIBITS Exhibit A: Form of Senior Certificate..............................A-1 Exhibit B: Form of Subordinated Certificate........................B-1 Exhibit C: Form of Class A-R Certificate...........................C-1 Exhibit D: Form of Notional Amount Certificate.....................D-1 Exhibit E Form of Reverse of Certificates.........................E-1 Exhibit F: [Reserved]..............................................F-1 Exhibit G: Form of Initial Certification of Trustee ...............G-1 Exhibit G-1: Form of Delay Delivery Certification..................G-1-1 Exhibit H: Form of Final Certification of Trustee..................H-1 Exhibit I: Form of Transfer Affidavit..............................I-1 Exhibit J: Form of Transferor Certificate..........................J-1 Exhibit K: Form of Investment Letter (Non-Rule 144A)...............K-1 Exhibit L: Form of Rule 144A Letter................................L-1 Exhibit M: Form of Request for Release (for Trustee)...............M-1 Exhibit N: Request for Release of Documents........................N-1 Exhibit O: Form of Trustee Certification...........................O-1 Exhibit R: Form of Subsequent Transfer Agreement...................R-1 THIS POOLING AND SERVICING AGREEMENT, dated as of November 1, 2002, among INDYMAC MBS, INC., a Delaware corporation, as depositor (the "Depositor"), IndyMac Bank, F.S.B. ("IndyMac"), a federal savings bank, as seller (in that capacity, the "Seller") and as master servicer (in that capacity, the "Master Servicer"), and Deutsche Bank National Trust Company, a national banking association, as trustee (the "Trustee"),
Qualifying Special Purpose Entity. Notwithstanding any other provision to the contrary the Trust shall not engage in any activity that would disqualify the Trust from being a qualifying special purpose entity under generally accepted accounting principles.
Qualifying Special Purpose Entity. 61 ARTICLE III ADMINISTRATION AND SERVICING OF MORTGAGE LOANS...........................................61
Qualifying Special Purpose Entity. 6 SCHEDULES Schedule I: Mortgage Loan Schedule.......................................................... S-I-1 Schedule II: Representations and Warranties of the Seller/Master Servicer......................................................... S-II-1 Schedule III: Representations and Warranties as to the Mortgage Loans.............................................................S-III-1 Schedule IV: [Reserved] Schedule V: Prepayment Charge Schedule ......................................................S-V-1
Qualifying Special Purpose Entity. 7 Section 10.13.
Qualifying Special Purpose Entity. 99 ARTICLE ELEVEN EXCHANGE ACT REPORTING 100
Qualifying Special Purpose Entity. Notwithstanding any contrary provision of this Agreement the Trust shall not engage in any activity or knowingly hold any property that would disqualify the Trust from being a qualifying special purpose entity under generally accepted accounting principles. In witness whereof, the Depositor, the Trustee, and the Seller and Master Servicer have caused their names to be signed hereto by their respective officers thereunto duly authorized as of the day and year first above written. INDYMAC ABS, INC., as Depositor By: --------------------------------------------- Name: Title: DEUTSCHE BANK NATIONAL TRUST COMPANY, as Trustee By: --------------------------------------------- Name: Title: By: --------------------------------------------- Name: Title: INDYMAC BANK, F.S.B., as Seller and Master Servicer By: --------------------------------------------- Name: Title: Countrywide Home Loans Servicing, LP, as Backup Servicer By: Countrywide GP, Inc. By: --------------------------------------------- Name: Title: SCHEDULE I Mortgage Loan Schedule [Delivered at Closing to Trustee] SCHEDULE II Home Equity Mortgage Loan Asset-Backed Certificates, Series SPMD 2003-A Representations and Warranties of the Seller/Master Servicer Indy Mac Bank, F.S.B. ("IndyMac") hereby makes the representations and warranties in this Schedule II to the Depositor and the Trustee as of the Closing Date. Capitalized terms used but not otherwise defined in this Schedule II shall have the meanings ascribed thereto in the Pooling and Servicing Agreement (the "Pooling and Servicing Agreement") relating to the above-referenced Series, among IndyMac, as seller and Master Servicer, IndyMac ABS, Inc., as depositor, Countrywide Home Loans Servicing LP, as backup servicer, and Deutsche Bank National Trust Company, as trustee.
