SERVICING AGREEMENT between COUNTRYWIDE HOME LOANS SERVICING LP (Servicer) and GOLDMAN SACHS MORTGAGE COMPANY (Owner) Dated as of July 1, 2004 Fixed & Adjustable-Rate First Lien Residential Mortgage LoansServicing Agreement • June 8th, 2007 • GSR Mortgage Loan Trust 2007-Ar2 • Asset-backed securities • New York
THIS SERVICING AGREEMENT (this “Agreement”) dated as of July 1, 2004, is by and between COUNTRYWIDE HOME LOANS SERVICING LP, in its capacity as servicer (the “Servicer”), and GOLDMAN SACHS MORTGAGE COMPANY, and its successors and assigns, as owner (the “Owner”).
SECOND AMENDED AND RESTATED MORTGAGE LOAN FLOW PURCHASE, SALE & SERVICING AGREEMENT dated as of May 1, 2006 between GOLDMAN SACHS MORTGAGE COMPANY, Purchaser and PHH MORTGAGE CORPORATION (formerly known as CENDANT MORTGAGE CORPORATION) and BISHOP’S...Servicing Agreement • June 8th, 2007 • GSR Mortgage Loan Trust 2007-Ar2 • Asset-backed securities • New York
This Second Amended and Restated Mortgage Loan Flow Purchase, Sale & Servicing Agreement, dated as of May 1, 2006, is entered into between Goldman Sachs Mortgage Company, as the Purchaser (“Purchaser”), PHH Mortgage Corporation (formerly known as Cendant Mortgage Corporation) (“PHH Mortgage”) and Bishop’s Gate Residential Mortgage Trust (formerly known as Cendant Residential Mortgage Trust) (the “Trust,” together with PHH Mortgage, the “Sellers” and individually, each a “Seller”), as the Sellers.
ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENT among GOLDMAN SACHS MORTGAGE COMPANY, as Assignor GS MORTGAGE SECURITIES CORP. as Assignee and COUNTRYWIDE HOME LOANS, INC., as Seller Dated as of May 1, 2007Assignment, Assumption and Recognition Agreement • June 8th, 2007 • GSR Mortgage Loan Trust 2007-Ar2 • Asset-backed securities • New York
This Assignment, Assumption and Recognition Agreement (this “Assignment Agreement”) dated as of May 1, 2007, among GS Mortgage Securities Corp., as assignee (the “Assignee”), Goldman Sachs Mortgage Company, a New York limited partnership (the “Assignor”) and Countrywide Home Loans, Inc., as seller (the “Seller”):
ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENT among GOLDMAN SACHS MORTGAGE COMPANY, as Assignor GS MORTGAGE SECURITIES CORP. as Assignee and COUNTRYWIDE HOME LOANS SERVICING LP, as Servicer Dated as of May 1, 2007Assignment, Assumption and Recognition Agreement • June 8th, 2007 • GSR Mortgage Loan Trust 2007-Ar2 • Asset-backed securities • New York
This Assignment, Assumption and Recognition Agreement (this “Assignment Agreement”) dated as of May 1, 2007, among GS Mortgage Securities Corp., as assignee (the “Assignee”), Goldman Sachs Mortgage Company, a New York limited partnership (the “Assignor”) and Countrywide Home Loans Servicing LP, as servicer (the “Servicer”):
AMENDMENT REG AB TO THE MASTER MORTGAGE LOAN PURCHASEAND SERVICING AGREEMENTPurchaseand Servicing Agreement • June 8th, 2007 • GSR Mortgage Loan Trust 2007-Ar2 • Asset-backed securities
This is Amendment Reg AB (“Amendment Reg AB”), dated as of January 1, 2006 by and between Goldman Sachs Mortgage Company (the “Purchaser”), and Countrywide Home Loans, Inc. (the “Company”) to that certain Master Mortgage Loan Purchase Agreement dated as of July 1, 2004 by and between the Company and the Purchaser and that certain Servicing Agreement dated as of July 1, 2004 by and between Countrywide Home Loans Servicing, LP and the Purchaser (as amended, modified or supplemented, the “Existing Agreement”).
ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENT among GS MORTGAGE SECURITIES CORP., as Assignor DEUTSCHE BANK NATIONAL TRUST COMPANY, AS TRUSTEE, as Assignee COUNTRYWIDE HOME LOANS, INC., as Seller, and COUNTRYWIDE HOME LOANS SERVICING LP, as...Assignment, Assumption and Recognition Agreement • June 8th, 2007 • GSR Mortgage Loan Trust 2007-Ar2 • Asset-backed securities • New York
To provide the Servicer with a form for the calculation of any Realized Loss (or gain) as a result of a Mortgage Loan having been foreclosed and Liquidated.
GOLDMAN SACHS MORTGAGE COMPANY Purchaser and WELLS FARGO BANK, N.A. Company SECOND AMENDED AND RESTATED MASTER SELLER’S WARRANTIES AND SERVICING AGREEMENT Dated as of November 1, 2005 Fixed Rate and Adjustable Rate Residential Mortgage LoansAssumption and Recognition Agreement • June 8th, 2007 • GSR Mortgage Loan Trust 2007-Ar2 • Asset-backed securities • New York
This opinion is given to you for your sole benefit, and no other person or entity is entitled to rely hereon except that the purchaser or purchasers to which you initially and directly resell the Mortgage Loans may rely on this opinion as if it were addressed to them as of its date.
COUNTRYWIDE HOME LOANS, INC., as Seller and GOLDMAN SACHS MORTGAGE COMPANY, as Purchaser MASTER MORTGAGE LOAN PURCHASE AGREEMENT dated as of July 1, 2004 Fixed and Adjustable Rate Residential Mortgage Loans (SERVICING RETAINED)Master Mortgage Loan Purchase Agreement • June 8th, 2007 • GSR Mortgage Loan Trust 2007-Ar2 • Asset-backed securities • New York
This Master Mortgage Loan Purchase Agreement is made and entered into as of July 1, 2004 (the “Agreement”), between Countrywide Home Loans, Inc., having an address at 4500 Park Granada, Calabasas, California 91302 (“Countrywide”), and Goldman Sachs Mortgage Company, having an address at 85 Broad Street, New York, New York 10004 the “Purchaser”).
ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENT among GS MORTGAGE SECURITIES CORP., as Assignor DEUTSCHE BANK NATIONAL TRUST COMPANY, AS TRUSTEE as Assignee and INDYMAC BANK, F.S.B., as Seller and Servicer and as acknowledged by WELLS FARGO BANK,...Assignment, Assumption and Recognition Agreement • June 8th, 2007 • GSR Mortgage Loan Trust 2007-Ar2 • Asset-backed securities • New York
This ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENT (this “Assignment Agreement”) dated as of May 1, 2007, is among IndyMac Bank, F.S.B., as servicer and seller (“IndyMac,” the “Seller” or the “Servicer,” as the case may be), Deutsche Bank National Trust Company, not in its individual capacity, but solely as trustee on behalf of GSR Mortgage Loan Trust 2007-AR2 (the “Assignee” or the “Trustee”), and GS Mortgage Securities Corp., a Delaware corporation (the “Assignor” or the “Depositor”), and is acknowledged by Wells Fargo Bank, N.A., as master servicer (the “Master Servicer”).
ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENTAssignment, Assumption and Recognition Agreement • June 8th, 2007 • GSR Mortgage Loan Trust 2007-Ar2 • Asset-backed securities • New York
This ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENT (this “Assignment”), dated of May 1, 2007, is entered into among GS Mortgage Securities Corp. (the “Assignee”), Goldman Sachs Mortgage Company (the “Assignor”), and PHH Mortgage Corporation (formerly known as Cendant Mortgage Corporation), as the servicer (the “Servicer”) and the seller (the “Seller”).
ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENT among GOLDMAN SACHS MORTGAGE COMPANY, as Assignor GS MORTGAGE SECURITIES CORP., as Assignee and INDYMAC BANK, F.S.B., as Seller and Servicer Dated as of May 1, 2007Assignment, Assumption and Recognition Agreement • June 8th, 2007 • GSR Mortgage Loan Trust 2007-Ar2 • Asset-backed securities • New York
This ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENT (this “Assignment Agreement”) dated as of May 1, 2007, is among IndyMac Bank, F.S.B., as servicer and seller (the “Seller”), GS Mortgage Securities Corp., as assignee (the “Assignee”) and Goldman Sachs Mortgage Company, as assignor (the “Assignor”).
ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENTAssignment, Assumption and Recognition Agreement • June 8th, 2007 • GSR Mortgage Loan Trust 2007-Ar2 • Asset-backed securities • New York
WHEREAS Goldman Sachs Mortgage Company (“GSMC”) and the Seller have entered into a certain Second Amended and Restated Mortgage Loan Flow Purchase, Sale & Servicing Agreement, dated as of May 1, 2006, as amended by Amendment No. 1, dated August 1, 2006, and Amendment No. 2, dated September 1, 2006 (the “Sale and Servicing Agreement”) and the related Purchase, Price and Terms Letter dated as of July 26, 2006 (the “PPTL”), pursuant to which GSMC has acquired certain Mortgage Loans pursuant to the terms of the Sale and Servicing Agreement and the Servicer has agreed to service such Mortgage Loans;
AMENDMENT NO. 1GSR Mortgage Loan Trust 2007-Ar2 • June 8th, 2007 • Asset-backed securities • New York
AMENDMENT NO. 1, dated as of August 1, 2006 (“Amendment”), to the Second Amended and Restated Mortgage Loan Flow Purchase, Sale & Servicing Agreement, dated as of May 1, 2006, and as further amended, modified and supplemented from time to time (the “Purchase Agreement”), between GOLDMAN SACHS MORTGAGE COMPANY (the “Purchaser”) and PHH MORTGAGE CORPORATION (formerly known as CENDANT MORTGAGE CORPORATION) and BISHOP’S GATE RESIDENTIAL MORTGAGE TRUST (formerly known as CENDANT RESIDENTIAL MORTGAGE TRUST) (the “Sellers”).
ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENT Among GOLDMAN SACHS MORTGAGE COMPANY, as Assignor GS MORTGAGE SECURITIES CORP., as Assignee and WELLS FARGO BANK, N.A. as Servicer Dated as of May 1, 2007Assignment, Assumption and Recognition Agreement • June 8th, 2007 • GSR Mortgage Loan Trust 2007-Ar2 • Asset-backed securities • New York
This ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENT made this 1st day of May 2007, (this “Assignment Agreement”) is among Wells Fargo Bank, N.A. (“Wells Fargo”), as servicer (in such capacity, the “Servicer”), GS Mortgage Securities Corp., as assignee (the “Assignee”) and Goldman Sachs Mortgage Company (“GSMC”), as assignor (the “Assignor”).
BANK OF AMERICA, NATIONAL ASSOCIATION Purchaser and WELLS FARGO BANK, N.A. Company SECOND AMENDED AND RESTATED MASTER SELLER’S WARRANTIES AND SERVICING AGREEMENT Dated as of May 1, 2006 Fixed Rate and Adjustable Rate Mortgage LoansAnd Servicing Agreement • June 8th, 2007 • GSR Mortgage Loan Trust 2007-Ar2 • Asset-backed securities • New York
This is a Second Amended and Restated Master Seller’s Warranties and Servicing Agreement for fixed rate and adjustable rate residential first lien mortgage loans, dated and effective as of May 1, 2006, and is executed between Bank of America, National Association, as purchaser (the “Purchaser”), and Wells Fargo Bank, N.A., as seller and servicer (the “Company”).
ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENT among GS MORTGAGE SECURITIES CORP., as Assignor DEUTSCHE BANK NATIONAL TRUST COMPANY, AS TRUSTEE as Assignee and WELLS FARGO BANK, N.A. as Servicer and as acknowledged by WELLS FARGO BANK, N.A., as...Assignment, Assumption and Recognition Agreement • June 8th, 2007 • GSR Mortgage Loan Trust 2007-Ar2 • Asset-backed securities • New York
This ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENT made this 1st day of May, 2007 (this “Assignment Agreement”), is among Wells Fargo Bank, N.A. (“Wells Fargo”), a national banking association (the “Servicer”), Deutsche Bank National Trust Company (“Deutsche Bank”), not in its individual capacity, but solely as trustee on behalf of GSR Mortgage Loan Trust 2007-AR2 (the “Assignee” or the “Trustee”), and GS Mortgage Securities Corp., a Delaware corporation (the “Assignor” or the “Depositor”), and is acknowledged by Wells Fargo, as master servicer (in such capacity, the “Master Servicer”).
ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENT among GOLDMAN SACHS MORTGAGE COMPANY, as Assignor GS MORTGAGE SECURITIES CORP., as Assignee and WELLS FARGO BANK, N.A. as Servicer Dated as of May 1, 2007Assignment, Assumption and Recognition Agreement • June 8th, 2007 • GSR Mortgage Loan Trust 2007-Ar2 • Asset-backed securities • New York
This ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENT (this “Assignment Agreement”) made this 1st day of May, 2007, is among Wells Fargo Bank, N.A. (“Wells Fargo”), as servicer (the “Servicer”), GS Mortgage Securities Corp., as assignee (the “Assignee”) and Goldman Sachs Mortgage Company, as assignor (the “Assignor”).
ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENT among GS MORTGAGE SECURITIES CORP., as Assignor DEUTSCHE BANK NATIONAL TRUST COMPANY, AS TRUSTEE as Assignee and WELLS FARGO BANK, N.A. as Servicer and as acknowledged by WELLS FARGO BANK, N.A., as...Assignment, Assumption and Recognition Agreement • June 8th, 2007 • GSR Mortgage Loan Trust 2007-Ar2 • Asset-backed securities • New York
This ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENT made this 1st day of May 2007 (this “Assignment Agreement”), is among Wells Fargo Bank, N.A., a national banking association (“Wells Fargo”), as servicer (in such capacity, the “Servicer”), Deutsche Bank National Trust Company, not in its individual capacity, but solely as trustee on behalf of GSR Mortgage Loan Trust 2007-AR2 (the “Assignee” or the “Trustee”) and GS Mortgage Securities Corp., a Delaware corporation (the “Assignor” or the “Depositor”), and is acknowledged by Wells Fargo, as master servicer (in such capacity, the “Master Servicer”).
STANDARD TERMS TO MASTER SERVICING AND TRUST AGREEMENTMaster Servicing • June 8th, 2007 • GSR Mortgage Loan Trust 2007-Ar2 • Asset-backed securities
GS Mortgage Securities Corp. (the “Depositor”), a trustee (together with its successors and assigns, the “Trustee”), a securities administrator (together with its successors and assigns, the “Securities Administrator”), custodians (together with their successors and assigns, the “Custodians”), and a master servicer (together with its successors and assigns, the “Master Servicer”) identified in the Trust Agreement (as defined below) have entered into the Trust Agreement that provides for the issuance of mortgage pass-through certificates (the “Certificates”) that in the aggregate evidence the entire interest in Mortgage Loans or certificates or securities evidencing an interest therein and other property owned by the Trust created by such Trust Agreement. These Standard Terms are a part of, and are incorporated by reference into, the Trust Agreement.
INDYMAC BANK, F.S.B., as Seller and GOLDMAN SACHS MORTGAGE COMPANY, as Purchaser SECOND AMENDED AND RESTATED MASTER MORTGAGE LOAN PURCHASE AGREEMENT dated as of March 1, 2006 Fixed and Adjustable Rate First and Second Lien Residential Mortgage Loans...Master Mortgage Loan Purchase Agreement • June 8th, 2007 • GSR Mortgage Loan Trust 2007-Ar2 • Asset-backed securities • New York
GSR MORTGAGE LOAN TRUST 2007-AR2 MORTGAGE PASS-THROUGH CERTIFICATES SERIES 2007-AR2 MASTER SERVICING and TRUST AGREEMENT among GS MORTGAGE SECURITIES CORP., as Depositor, DEUTSCHE BANK NATIONAL TRUST COMPANY, as Trustee and a Custodian and WELLS FARGO...Master Servicing and Trust Agreement • June 8th, 2007 • GSR Mortgage Loan Trust 2007-Ar2 • Asset-backed securities • New York
THIS MASTER SERVICING AND TRUST AGREEMENT dated as of May 1, 2007 (this “Trust Agreement”), is hereby executed by and among GS MORTGAGE SECURITIES CORP., a Delaware corporation (the “Depositor”), DEUTSCHE BANK NATIONAL TRUST COMPANY, as trustee (in such capacity, the “Trustee”) and as a custodian (in such capacity, the “DB Custodian”), and WELLS FARGO BANK, N.A., as securities administrator (in such capacity, the “Securities Administrator”), master servicer (in such capacity, the “Master Servicer”) and a custodian (in such capacity, the “WFB Custodian” and together with the DB Custodian, the “Custodians” and each a “Custodian”).
AMENDMENT NO. 1GSR Mortgage Loan Trust 2007-Ar2 • June 8th, 2007 • Asset-backed securities • New York
AMENDMENT NO. 1, dated as of June 1, 2006 (“Amendment”), to the Second Amended and Restated Master Mortgage Loan Purchase Agreement, dated as of March 1, 2006, and as further amended, modified and supplemented from time to time (the “Purchase Agreement”), between GOLDMAN SACHS MORTGAGE COMPANY (the “Purchaser”) and INDYMAC BANK, F.S.B. (the “Seller”).
SECOND AMENDED AND RESTATED MORTGAGE LOAN PURCHASE AGREEMENTMortgage Loan Purchase • June 8th, 2007 • GSR Mortgage Loan Trust 2007-Ar2 • Asset-backed securities • New York
This is a Second Amended and Restated Master Mortgage Loan Purchase Agreement (the “Agreement”), dated as of May 1, 2006, by and between Bank of America, National Association, having an office at 214 North Tryon Street, Charlotte, North Carolina 28255 (the “Purchaser”) and Wells Fargo Bank, N.A., having an office at 1 Home Campus, Des Moines, Iowa 50328-0001 (the “Seller”).
AMENDMENT NO. 2GSR Mortgage Loan Trust 2007-Ar2 • June 8th, 2007 • Asset-backed securities • New York
AMENDMENT NO. 2, dated as of September 1, 2006 (“Amendment”), to the Second Amended and Restated Mortgage Loan Flow Purchase, Sale & Servicing Agreement, dated as of May 1, 2006, as amended by Amendment No. 1, dated August 1, 2006 and as further amended, modified and supplemented from time to time (the “Purchase Agreement”), between GOLDMAN SACHS MORTGAGE COMPANY (the “Purchaser”) and PHH MORTGAGE CORPORATION (formerly known as CENDANT MORTGAGE CORPORATION) and BISHOP’S GATE RESIDENTIAL MORTGAGE TRUST (formerly known as CENDANT RESIDENTIAL MORTGAGE TRUST) (the “Sellers”).
ASSIGNMENT AND CONVEYANCE AGREEMENTAssignment and Conveyance Agreement • June 13th, 2007 • GSR Mortgage Loan Trust 2007-Ar2 • Asset-backed securities
On this 25th day of May, 2006, for good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, Wells Fargo Bank, N.A. (the “Seller”) as the Seller under that certain Second Amended and Restated Master Mortgage Loan Purchase Agreement (the “Purchase Agreement”) and as the Company under that certain Second Amended and Restated Master Seller’s Warranties and Servicing Agreement (the “Servicing Agreement”) each dated as of May 1, 2006, (collectively, the “Agreements”) does hereby sell, transfer, assign, set over and convey to Bank of America, National Association as the Purchaser (the “Purchaser”) under the Agreements, and the Purchaser hereby accepts from the Seller, without recourse, but subject to the terms of the Agreements, all right, title and interest of, in and to each of the Company Mortgage Loans listed on the Mortgage Loan Schedule attached hereto as Schedule I (the “Mortgage Loans”), together with the Custodial Mortgage Files and all rights and
ASSIGNMENT AND CONVEYANCEAssignment and Conveyance • June 8th, 2007 • GSR Mortgage Loan Trust 2007-Ar2 • Asset-backed securities
On this 12th day of September, 2006, for good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, Wells Fargo Bank, N.A. (“Company”), as (i) the Seller under that certain Commitment Letter, dated July 27, 2006 (the “Commitment Letter”), (ii) the Company under that certain Amended and Restated Master Seller’s Warranties and Servicing Agreement, dated as of March 1, 2006 (the “Purchase Agreement” and, together with the Commitment Letter, the “Agreements”) does hereby sell, transfer, assign, set over and convey to Goldman Sachs Mortgage Company (“Purchaser”) as the Purchaser under the Agreements, and the Purchaser hereby accepts from the Company, without recourse, but subject to the terms of the Agreements, all right, title and interest of, in and to the Mortgage Loans listed on the Mortgage Loan Schedule attached hereto as Exhibit A for the WFHM Adjustable Rate Mortgage Loan Pools 6601-6602 (the “Mortgage Loans”). Pursuant to Section 2.03 of the Purch
