AMORTIZING RESIDENTIAL COLLATERAL TRUST
MORTGAGE PASS-THROUGH CERTIFICATES, SERIES 2001-BC4
TERMS AGREEMENT
Dated: May 31, 2001
To: Structured Asset Securities Corporation, as Depositor under the Trust
Agreement dated as of May 1, 2001 (the "Trust Agreement").
Re: Underwriting Agreement Standard Terms dated as of April 16, 1996 (the
"Standard Terms," and together with this Terms Agreement, the
"Agreement").
Series Designation: Series 2001-BC4.
Terms of the Series 2001-BC4 Certificates: Amortizing Residential Collateral
Trust Mortgage Pass-Through Certificates, Series 2001-BC4, Class A1, Class A2,
Class A-I0, Class M1, Class M2, Class B, Class X, Class R and Class P (the
"Certificates") will evidence, in the aggregate, the entire beneficial ownership
interest in a trust fund (the "Trust Fund"). The primary assets of the Trust
Fund consist of 3,385 conventional, first lien, fixed and adjustable rate, fully
amortizing and balloon, residential mortgage loans (the "Mortgage Loans") having
a Scheduled Principal Balance as of the Cut-off Date of $468,586,826. Only the
Class A2, Class A-I0, Class M1, Class M2 and Class B (the "Offered
Certificates") are being sold pursuant to the terms hereof.
Registration Statement: File Number 333-35026.
Certificate Ratings: It is a condition to the issuance of the Class A2 and Class
A-I0 Certificates that they be rated "Aaa" by Xxxxx'x Investors Service, Inc.
("Xxxxx'x") and "AAA" by each of Standard & Poor's Rating Services, a division
of The XxXxxx-Xxxx Companies, Inc. ("S&P") and Fitch, Inc. ("Fitch," and
together with Xxxxx'x and S&P, the "Rating Agencies"). It is a condition to the
issuance of the Class M1 Certificates that they be rated "Aa2" by Xxxxx'x and
"AA" by each of S&P and Fitch. It is a condition to the issuance of the Class M2
Certificates that they be rated "A2" by Xxxxx'x and "A" by each of S&P and
Fitch. It is a condition to the issuance of the Class B Certificates that they
be rated "Baa2" by Xxxxx'x and "BBB" by each of S&P and Fitch.
Terms of Sale of Offered Certificates: The Depositor agrees to sell to Xxxxxx
Brothers Inc. (the "Underwriter") and the Underwriter agrees to purchase from
the Depositor, the Offered Certificates in the principal amounts and prices set
forth on Schedule 1 annexed hereto. The purchase price for the Offered
Certificates shall be the Purchase Price Percentage set forth in Schedule 1 plus
accrued interest at the initial interest rate per annum from and including the
Cut-off Date up to, but not including, the Closing Date.
The Underwriter will offer the Offered Certificates to the public from time to
time in negotiated transactions or otherwise at varying prices to be determined
at the time of sale.
Cut-off Date: May 1, 2001.
Closing Date: 10:00 A.M., New York time, on or about June 8, 2001. On the
Closing Date, the Depositor will deliver the Offered Certificates to the
Underwriter against payment therefor for the account of the Underwriter.
2
If the foregoing is in accordance with your understanding of our
agreement, please sign and return to us a counterpart hereof, whereupon this
instrument along with all counterparts will become a binding agreement between
the Depositor and the Underwriter in accordance with its terms.
XXXXXX BROTHERS INC.
By: /s/ Xxxxxxx Xxxxxxxxxx
------------------------------
Name: Xxxxxxx Xxxxxxxxxx
Title: Senior Vice President
Accepted:
STRUCTURED ASSET SECURITIES
CORPORATION
By: /s/ Xxxxx X. Xxxxxxx
--------------------------
Name: Xxxxx X. Xxxxxxx
Title: Vice President
Schedule 1
Purchase
Initial Certificate Certificate Price
Class Principal Amount(1) Interest Rate Percentage
--------------------- ----------------------- --------------- --------------
Class A2 $104,312,000.00 (2) 100.00%
Class A-I0 (3) 6.00% 100.00%
Class M1 $ 14,058,000.00 (2) 100.00%
Class M2 $ 9,372,000.00 (2) 100.00%
Class B $ 5,858,000.00 (2) 100.00%
-----------------
(1) Approximate.
(2) Interest will accrue on the Class A2, M1, M2 and B Certificates based
upon one-month LIBOR plus a specified margin, subject to limitation, as
described in the Prospectus Supplement.
(3) The Class A-I0 Certificate will have no principal amount; it will accrue
interest on a scheduled declining notional amount, as described in the
prospectus supplement.