MORGAN STANLEY CAPITAL I INC. Depositor WELLS FARGO BANK, NATIONAL ASSOCIATION Master Servicer and Securities Administrator and LASALLE BANK NATIONAL ASSOCIATION Trustee and Custodian POOLING AND SERVICING AGREEMENT Dated as of June 1, 2007 MORGAN...Pooling and Servicing Agreement • December 13th, 2007 • Morgan Stanley Mortgage Loan Trust 2007-11ar • Asset-backed securities • New York
SERVICING AGREEMENT among MORGAN STANLEY MORTGAGE CAPITAL HOLDINGS LLC Owner and SAXON MORTGAGE SERVICES, INC. Servicer Dated: Dated as of July 1, 2007Servicing Agreement • January 10th, 2008 • Morgan Stanley Mortgage Loan Trust 2007-11ar • Asset-backed securities • New York
This Servicing Agreement (“Servicing Agreement” or “Agreement”) is entered into as of July 1, 2007, by and among SAXON MORTGAGE SERVICES, INC., a Texas corporation (the “Servicer”) and MORGAN STANLEY MORTGAGE CAPITAL HOLDINGS LLC, a New York limited liability company (the “Owner”).
MORTGAGE LOAN PURCHASE AND WARRANTIES AGREEMENT MORGAN STANLEY MORTGAGE CAPITAL INC. Purchaser and WILMINGTON FINANCE INC., Seller Dated as of November 1, 2006 Conventional, Fixed and Adjustable Rate, Prime/Alt-A Residential Mortgage LoansMortgage Loan Purchase and Warranties Agreement • December 13th, 2007 • Morgan Stanley Mortgage Loan Trust 2007-11ar • Asset-backed securities • New York
This MORTGAGE LOAN PURCHASE AND WARRANTIES AGREEMENT (the “Agreement”), dated as of November 1, 2006, by and between Morgan Stanley Mortgage Capital Inc., a New York corporation, having an office at 1585 Broadway, 2nd Floor, New York, New York 10036 (the “Purchaser”) and WILMINGTON FINANCE INC., a Delaware corporation, having an office at 401 Plymouth Road, Suite 400, Plymouth Meeting, Pennsylvania 19462 (the “Seller”).
FIRST AMENDED AND RESTATED SERVICING AGREEMENT between Morgan Stanley Mortgage Capital Inc. (Owner) and GMAC Mortgage Corporation, a Pennsylvania corporation (Servicer) Dated as of January 1, 2006Servicing Agreement • December 13th, 2007 • Morgan Stanley Mortgage Loan Trust 2007-11ar • Asset-backed securities • New York
This First Amended and Restated Servicing Agreement (this “Agreement”), dated as of January 1, 2006 (the “Effective Date”), is entered into by and between Morgan Stanley Mortgage Capital Inc., a New York corporation having an office at 1633 Broadway, New York, New York 10019 (the “Owner”), and GMAC Mortgage Corporation, a Pennsylvania corporation having an office at 100 Witmer Road, Horsham, Pennsylvania 19044 (the “Servicer”).
AMENDED AND RESTATED REGULATION AB COMPLIANCE ADDENDUM TO SELLER’S PURCHASE, WARRANTIES AND SERVICING AGREEMENT (SERVICING-RETAINED)Morgan Stanley Mortgage Loan Trust 2007-11ar • December 13th, 2007 • Asset-backed securities
ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENTAssignment, Assumption and Recognition Agreement • December 13th, 2007 • Morgan Stanley Mortgage Loan Trust 2007-11ar • Asset-backed securities • New York
THIS ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENT (this “Assignment”), dated as of June 1, 2007 with an effective date of June 29, 2007 (the “Effective Date”), is entered into among Morgan Stanley Capital I Inc., a Delaware corporation (the “Depositor”), Morgan Stanley Mortgage Capital Holdings LLC, successor by merger to Morgan Stanley Mortgage Capital Inc. (“MSMCH”), Wachovia Mortgage Corporation as seller (“Wachovia” and, in such capacity, the “Seller”) and servicer (in such capacity, the “Servicer”), and acknowledged by LaSalle Bank National Association, as trustee (the “Trustee”) of Morgan Stanley Mortgage Loan Trust 2007-11AR (the “Trust”), and Wells Fargo Bank, National Association, as master servicer (or any successor master servicer, the “Master Servicer”).
MORGAN STANLEY CAPITAL I INC. MORTGAGE PASS-THROUGH CERTIFICATES Series 2007-11AR UNDERWRITING AGREEMENTUnderwriting Agreement • December 13th, 2007 • Morgan Stanley Mortgage Loan Trust 2007-11ar • Asset-backed securities • New York
This Agreement may be signed in any number of counterparts, each of which shall be an original, with the same effect as if the signatures thereto and hereto were upon the same instrument.
ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENTAssignment, Assumption and Recognition Agreement • December 13th, 2007 • Morgan Stanley Mortgage Loan Trust 2007-11ar • Asset-backed securities • New York
THIS ASSIGNMENT AND ASSUMPTION AGREEMENT (this “Assignment”), dated as of June 1, 2007 with an effective date of June 29, 2007 (the “Effective Date”), among Morgan Stanley Mortgage Capital Holdings LLC, successor by merger to Morgan Stanley Mortgage Capital Inc. (“MSMCH” or the “Purchaser”), GMAC Mortgage, LLC, a Delaware limited liability company, as successor by merger to GMAC Mortgage Corporation (“Servicer”), and LaSalle Bank National Association (“LaSalle”), as trustee (“Trustee”) of Morgan Stanley Mortgage Loan Trust 2007-11AR (the “Trust”) and acknowledged by Wells Fargo Bank, National Association, as master servicer (in such capacity, the “Master Servicer”) and as securities administrator (in such capacity, the “Securities Administrator”) and Morgan Stanley Capital I Inc. (the “Depositor”).
MORGAN STANLEY MORTGAGE CAPITAL INC., Purchaser and WACHOVIA MORTGAGE CORPORATION, Seller SELLER’S PURCHASE, WARRANTIES AND INTERIM SERVICING AGREEMENT Dated as of February 28, 2005Assignment, Assumption and Recognition Agreement • December 13th, 2007 • Morgan Stanley Mortgage Loan Trust 2007-11ar • Asset-backed securities • New York
This is a Seller’s Purchase, Warranties and Interim Servicing Agreement, dated as of February 28, 2005 and is executed by and between Morgan Stanley Mortgage Capital Inc., as purchaser (the “Purchaser”), and Wachovia Mortgage Corporation, as seller and interim servicer (in each such capacity, the “Seller”).
OMNIBUS ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENTPooling and Servicing Agreement • January 10th, 2008 • Morgan Stanley Mortgage Loan Trust 2007-11ar • Asset-backed securities • New York
THIS OMNIBUS ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENT, dated as of December 1, 2007 (the “Assignment” or the “Agreement”), and is effective as of January 7, 2008, among Morgan Stanley Mortgage Capital Holdings LLC as successor by merger to Morgan Stanley Mortgage Capital Inc. (“MSMCH” or the “Owner”), Saxon Mortgage Services, Inc., a Texas corporation (“Servicer”), and LaSalle Bank National Association (“LaSalle”), as trustee (in such capacity, the “Trustee”) of each of the Morgan Stanley Mortgage Loan Trusts listed on Schedule 1 hereto (each, a “Trust” and together, the “Trusts”) and acknowledged by Wells Fargo Bank, National Association, as master servicer under each of the Pooling and Servicing Agreement described below (in such capacity, the “Master Servicer”) and as securities administrator (in such capacity, the “Securities Administrator”) and Morgan Stanley Capital I Inc. (the “Depositor”).
MORGAN STANLEY MORTGAGE CAPITAL INC. Purchaser WACHOVIA MORTGAGE CORPORATION Seller FIRST AMENDED AND RESTATED SELLER’S PURCHASE, WARRANTIES AND SERVICING AGREEMENT Dated as of June 1, 2006Servicing Agreement • December 13th, 2007 • Morgan Stanley Mortgage Loan Trust 2007-11ar • Asset-backed securities • New York
This is a First Amended and Restated Seller’s Purchase, Warranties and Servicing Agreement, dated as of June 1, 2006 and is executed by and between Morgan Stanley Mortgage Capital Inc., as purchaser (the “Purchaser”), and Wachovia Mortgage Corporation, as seller and servicer (in such capacity, the “Seller”).
ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENTAssignment, Assumption and Recognition Agreement • December 13th, 2007 • Morgan Stanley Mortgage Loan Trust 2007-11ar • Asset-backed securities • New York
THIS ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENT (this “Assignment”), dated as of June 1, 2007 with an effective date of June 29, 2007 (the “Effective Date”), is entered into among Morgan Stanley Capital I Inc., a Delaware corporation (the “Depositor”), Morgan Stanley Mortgage Capital Holdings LLC, successor by merger to Morgan Stanley Mortgage Capital Inc. (“MSMCH”), First National Bank of Nevada, as seller (the “Seller”), and acknowledged by LaSalle Bank National Association, as trustee (the “Trustee”) of Morgan Stanley Mortgage Loan Trust 2007-11AR (the “Trust”).
ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENTAssignment, Assumption and Recognition Agreement • December 13th, 2007 • Morgan Stanley Mortgage Loan Trust 2007-11ar • Asset-backed securities • New York
THIS ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENT (this “Assignment”), dated as of June 1, 2007 with an effective date of June 29, 2007 (the “Effective Date”), is entered into among Morgan Stanley Capital I Inc., a Delaware corporation (the “Depositor”), Morgan Stanley Mortgage Capital Holdings LLC, successor by merger to Morgan Stanley Mortgage Capital Inc. (“MSMCH”), Wachovia Mortgage Corporation as seller (“Wachovia,” or the “Seller”), and acknowledged by LaSalle Bank National Association, as trustee (the “Trustee”) of Morgan Stanley Mortgage Loan Trust 2007-11AR (the “Trust”).
ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENTAssignment, Assumption and Recognition Agreement • December 13th, 2007 • Morgan Stanley Mortgage Loan Trust 2007-11ar • Asset-backed securities • New York
THIS ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENT (this “Assignment”), dated as of June 1, 2007 with an effective date of June 29, 2007 (the “Effective Date”), is entered into among Morgan Stanley Capital I Inc., a Delaware corporation (the “Depositor”), Morgan Stanley Mortgage Capital Holdings LLC, successor by merger to Morgan Stanley Mortgage Capital Inc. (“MSMCH”), Wilmington Finance, Inc., as seller (the “Seller”), and acknowledged by LaSalle Bank National Association, as trustee (the “Trustee”) of Morgan Stanley Mortgage Loan Trust 2007-11AR (the “Trust”).
MORGAN STANLEY MORTGAGE CAPITAL INC., Purchaser and WACHOVIA MORTGAGE CORPORATION, Seller FIRST AMENDED AND RESTATED SELLER’S PURCHASE, WARRANTIES AND INTERIM SERVICING AGREEMENT Dated as of June 1, 2006And Interim Servicing Agreement • December 13th, 2007 • Morgan Stanley Mortgage Loan Trust 2007-11ar • Asset-backed securities • New York
This is a First Amended and Restated Seller’s Purchase, Warranties and Interim Servicing Agreement, dated as of June 1, 2006 and is executed by and between Morgan Stanley Mortgage Capital Inc., as purchaser (the “Purchaser”), and Wachovia Mortgage Corporation, as seller and interim servicer (in each such capacity, the “Seller”).
SECOND AMENDED AND RESTATED MASTER MORTGAGE LOAN PURCHASE AND WARRANTIES AGREEMENT MORGAN STANLEY MORTGAGE CAPITAL INC., Purchaser FIRST NATIONAL BANK OF NEVADA Seller Dated as of April 1, 2006 Conventional, Fixed and Adjustable Rate Residential...Warranties Agreement • December 13th, 2007 • Morgan Stanley Mortgage Loan Trust 2007-11ar • Asset-backed securities • New York
This SECOND AMENDED AND RESTATED MASTER MORTGAGE LOAN PURCHASE AND WARRANTIES AGREEMENT (“Agreement”), dated as of April 1, 2006, by and between MORGAN STANLEY MORTGAGE CAPITAL INC., a New York corporation (the “Purchaser”), and FIRST NATIONAL BANK OF NEVADA, a national banking association (the “Seller”).
