EXHIBIT 1.1
BEAR XXXXXXX MORTGAGE SECURITIES INC.
Pass-Through Certificates
TERMS AGREEMENT
Dated: March 24, 1997
To: BEAR XXXXXXX MORTGAGE SECURITIES INC.
Re: Underwriting Agreement dated June 25, 1996
Series Designation: Series 1997-2
Class Designation Schedule: Class A-1, Class A-2, Class A-3,
Class A-4, Class A-5 and Class R
Terms of the Certificates:
Original Principal Pass-Through
Class Amount (1) Interest Rate
A-1 $ 16,125,845 6.750%
A-2 $ 16,629,916 6.500%
A-3 $ 17,681,374 6.750%
A-4 $ 16,668,278 6.500%
A-5 $ 15,195,964 6.875%
R $ 100 6.500%
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(1) The initial principal amount of each class of certificates will be
decreased by an amount equal to the principal payments received on the
related pooled certificate group during March 1997.
DISTRIBUTION DATES: With respect to each month, the third Business Day after the
Pooled Certificate Distribution Date in such month with respect to any class of
Pooled Certificates commencing in April 1997. Each Pooled Certificate
Distribution Date is the 25th day of each month or, if such 25th day is not a
Business Day (with respect to the respective Pooled Certificate), the next such
succeeding Business Day.
CERTIFICATE RATING: "AAA" by Fitch Investors Service, L.P. and "Aaa" by Xxxxx'x
Investors Service Inc.
FORM OF CERTIFICATES: Book-entry (Depository Trust Company).
TRUST FUND ASSETS: Certain interests in trusts or assets held in trusts created
pursuant to certain trust or pooling agreements or indentures which consist
primarily of one or more pools of conventional, fixed rate, one-to-four family,
fully amortizing, level payment, first mortgage loans ("Mortgage Loan") with
original maturities of up to approximately either 15 or 30 years (collectively
referred to as the "Pooled Certificates"). The Pooled Certificates to be
included in the Trust Fund are as described in Schedule A hereto.
PURCHASE PRICE: The aggregate purchase price payable by the Underwriter for the
Certificates covered by this Agreement will be 94.15% of the principal balance
of the Certificates plus accrued interest from March 1, 1997 to, but not
including, the Closing Date.
CREDIT ENHANCEMENT: a reserve fund in the amount of $20,000 to pay Prepayment
Interest Shortfalls (as defined in the Pooling Agreement), resulting from
prepayments on the Mortgage Loans, and a reserve fund in the amount of $2,613 to
cover Class Interest Shortfalls (as defined in the Pooling Agreement).
CLOSING DATE: March 31, 1997, 9:00 a.m., New York time.
MISCELLANEOUS MATTERS: (a) The Pooling and Servicing Agreement and the Mortgage
Loan Schedule referred to in the Underwriting Agreement shall be deemed to be
references to the Pooling Agreement dated as of March 1, 1997 between the
Company and First Trust National Association, as trustee (the "Pooling
Agreement") and the Pooled Certificates Schedule, respectively;
(b) the Certificates, except for the Class R Certificates, will constitute
mortgage related securities for purposes of the Secondary Mortgage Market
Enhancement Act of 1984; and
(c) notices to the Underwriter shall be to the attention of Xxxxxxx Xxxxx and
notices to the Company shall be to the attention of Xxxxxx X. Xxxxxxxxx, Xx.
The undersigned, as sole Underwriter, agrees, subject to the terms and
provisions of the above-referenced Underwriting Agreement, which is incorporated
herein in its entirety and made a part hereof, to purchase the principal amount
of the Class of the above-referenced Series of Certificates set forth herein.
BEAR, XXXXXXX & CO. INC.
By: /S/ XXXXXXX XXXXX
Name: Xxxxxxx Xxxxx
Title: Senior Managing Director
Accepted:
BEAR XXXXXXX MORTGAGE SECURITIES INC.
By: /S/ XXXX XXXXXXXXX
Name: Xxxx X. Xxxxxxxxx
Title: Vice President
SCHEDULE A
POOLED CERTIFICATES
Abbreviation Class %
FULL NAME OF SERIES USED HEREIN IN TRUST
GROUP A-1 POOLED CERTIFICATES
Chase Mortgage Finance Corporation, Multi- CHASE 1994-F 100%
Class Mortgage Pass-Through Certificates,
Series 1994 F, Class A-15
Chase Mortgage Finance Corporation, Multi- CHASE 1994-F 100%
Class Mortgage Pass-Through Certificates,
Series 1994 F, Class A-16
Chase Mortgage Finance Corporation, Multi- CHASE 1994-F 100%
Class Mortgage Pass-Through Certificates,
Series 1994 F, Class A-17
GROUP A-2 POOLED CERTIFICATES
GE Capital Mortgage Services, Inc., REMIC GECAP 1994-11 100%
Multi-Class Pass-Through Certificates,
Series 1994-11, Class A 7
GE Capital Mortgage Services, Inc., REMIC GECAP 1994-11 100%
Multi-Class Pass-Through Certificates,
Series 1994-11, Class A 8
GROUP A-3 POOLED CERTIFICATES
The Prudential Home Mortgage Securities PHMSC 1993-29 50.27%
Company, Inc., Mortgage Pass-Through
Certificates, Series 1993-29, Class A-14
The Prudential Home Mortgage Securities PHMSC 1993-29 50.27%
Company, Inc., Mortgage Pass-Through
Certificates, Series 1993-29, Class A-15
The Prudential Home Mortgage Securities
Company, Inc., Mortgage Pass-Through PHMSC 1993-29 50.27%
Certificates, Series 1993-29, Class A-16
GROUP A-4 POOLED CERTIFICATES
The Prudential Home Mortgage Securities PHMSC 1994-7 100%
Company, Inc., Mortgage Pass-Through
Certificates, Series 1994-7, Class A-7
The Prudential Home Mortgage Securities PHMSC 1994-7 100%
Company, Inc., Mortgage Pass-Through
Certificates, Series 1994-7, Class A-8
GROUP A-5 POOLED CERTIFICATES
PNC Mortgage Securities Corp., Mortgage PNC 1993-12 92.51%
Pass-Through Certificates, Series 1993-12,
Class F-1
PNC Mortgage Securities Corp., Mortgage PNC 1993-12 92.51%
Pass-Through Certificates, Series 1993-12,
Class S-1
Ratings1
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Current
Principal
Series Class Balance S&P M F
Class 94-F A-15 $ 11,457,057 - Aaa AAA
Class 94-F A-16 $ 3,523,576 - Aaa AAA
Class 94-F A-17 $ 1,145,212 - Aaa AAA
GECAP 94-11 A7 $ 12,010,495 AAA - AAA
GECAP 94-11 A8 $ 4,619,421 AAA - AAA
PRU 93-29 A-14 $ 11,934,927 AAA - AAA
PRU 93-29 A-15 $ 3,293,156 AAA - AAA
PRU 93-29 A-16 $ 2,453,291 AAA - AAA
PRU 00-0 X-0 $ 12,746,331 - Aaa AAA
PRU 94-7 A-8 $ 3,921,948 - Aaa AAA
PNC 93-12 F-1 $ 10,996,872 - Aaa AAA
PNC 93-12 S-1 $ 4,199,092 - Aaa AAA
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(1) Key: S&P = Standard & Poor's Investor Services, a division of The McGraw
Hill Companies, Inc.
M = Xxxxx'x Investor Service, Inc.
F = Fitch Investors Service, L.P.