Contract

EXECUTION COPY ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENT This is an Assignment, Assumption and Recognition Agreement (this "AAR Agreement") made as of April 1, 2007, among Merrill Lynch Mortgage Lending, Inc., having an address at 250 Vesey Street, 4 World Financial Center, 10th Floor, New York, New York 10080 (the "Assignor"), Merrill Lynch Mortgage Investors, Inc., having an address at 250 Vesey Street, 4 World Financial Center, 10th Floor, New York, New York 10080 (the "Assignee") and GreenPoint Mortgage Funding, Inc. (the "Company"). WHEREAS, the mortgage loans set forth on Attachment 1 annexed hereto (the "Assigned Loans") were acquired by the Assignee pursuant to the Master Mortgage Loan Purchase and Servicing Agreement, dated as of October 1, 2006, between the Assignee and the Company (the "Agreement"); WHEREAS, the Assignee assigned all of its right, title and interest in, to and under the Assigned Loans and the Agreement to Assignor pursuant to the Assignment, Assumption and Recognition Agreement, dated April 1, 2007, among the Assignee, the Company and Assignor (the "Assignment, Assumption and Recognition Agreement"; together with the Agreement, the "Agreements"). In consideration of the mutual promises contained herein the parties hereto agree that the Assigned Loans shall be subject to the terms of this AAR Agreement. Capitalized terms used herein but not defined shall have the meanings ascribed to them in the Pooling and Servicing Agreement (as defined below). Assignment and Assumption 1. Assignor hereby grants, sells, transfers and assigns to Assignee all of the right, title and interest of Assignor in the Assigned Loans and, as they relate to the Assigned Loans, all of its right, title and interest in, to and under the Agreements. Assignor specifically reserves and does not assign to Assignee any right, title and interest in, to or under any mortgage loans subject to the Agreements other than those set forth on Attachment l. Notwithstanding anything to the contrary contained herein, the Assignor specifically reserves and does not assign to the Assignee any right, title and interest in, to or under the representations and warranties contained in Section 7.01 and Section 7.02 of the Agreement and the Assignor is retaining the right to enforce the representations and warranties set forth in those sections against the Company. In addition, the Assignor specifically reserves and does not assign to the Assignee any right, title and interest in, to or under Section 7.04 of the Agreement. Representations, Warranties and Covenants 2. Assignor warrants and represents to, and covenants with, Assignee and Company that as of the date hereof: a. Attached hereto as Attachment 2 are true and accurate copies of the Agreements, which agreements are in full force and effect as of the date hereof and the respective provisions of which have not been waived, amended or modified in any respect, nor has any notice of termination been given thereunder; b. Assignor was the lawful owner of the Assigned Loans with full right to transfer the Assigned Loans and any and all of its interests, rights and obligations under the Agreements as it relates to the Assigned Loans, free and clear of any and all liens, claims and encumbrances; and upon the transfer of the Assigned Loans to Assignee as contemplated herein, Assignee shall have good title to each and every Assigned Loan, as well as any and all of Assignor's interests, rights and obligations under the Agreements as it relates to the Assigned Loans, free and clear of any and all liens, claims and encumbrances; c. Assignor has not received notice of, and has no knowledge of, any offsets, counterclaims or other defenses available to Company with respect to the Assigned Loans or the Agreements; d. Assignor has not waived or agreed to any waiver under, or agreed to any amendment or other modifications of, the Agreements. Assignor has no knowledge of, and has not received notice of, any waivers under or any amendments or other modifications of, or assignment of rights or obligations under the Agreements; e. Assignor is a corporation duly organized, validly existing and in good standing under the laws of the jurisdiction of its formation, and has all requisite power and authority to acquire, own and sell the Assigned Loans; f. Assignor has full power and authority to execute, deliver and perform its obligations under this AAR Agreement, and to consummate the transactions set forth herein. The consummation of the transactions contemplated by this AAR Agreement is in the ordinary course of Assignor's business and will not conflict with, or result in a breach of, any of the terms, conditions or provisions of Assignor's charter or by-laws or any legal restriction, or any material agreement or instrument to which Assignor is now a party or by which it is bound, or result in the violation of any law, rule, regulation, order, judgment or decree to which Assignor or its property is subject. The execution, delivery and performance by Assignor of this AAR Agreement and the consummation by it of the transactions contemplated hereby, have been duly authorized by all necessary action on the part of Assignor. This AAR Agreement has been duly executed and delivered by Assignor and, upon the due authorization, execution and delivery by Assignee and Company, will constitute the valid and legally binding obligation of Assignor enforceable against Assignor in accordance with its terms except as enforceability may be limited by bankruptcy, reorganization, insolvency, moratorium or other similar laws now or hereafter in effect relating to creditors' rights 2 generally, and by general principles of equity regardless of whether enforceability is considered in a proceeding in equity or at law; g. No material consent, approval, order or authorization of, or declaration, filing or registration with, any governmental entity is required to be obtained or made by Assignor in connection with the execution, delivery or performance by Assignor of this AAR Agreement, or the consummation by it of the transactions contemplated hereby. Neither Assignor nor anyone acting on its behalf has offered, transferred, pledged, sold or otherwise disposed of the Assigned Loans or any interest in the Assigned Loans, or solicited any offer to buy or accept transfer, pledge or other disposition of the Assigned Loans, or any interest in the Assigned Loans, or otherwise approached or negotiated with respect to the Assigned Loans, or any interest in the Assigned Loans, with any Person in any manner, or made any general solicitation by means of general advertising or in any other manner, or taken any other action which would constitute a distribution of the Assigned Loans under the Securities Act of 1933, as amended (the "1933 Act") or which would render the disposition of the Assigned Loans a violation of Section 5 of the 1933 Act or require registration pursuant thereto; and h. Assignor has received from Company, and has delivered to Assignee, all documents required to be delivered to Assignor by Company prior to the date hereof pursuant to Section 6.03 of the Agreement with respect to the Assigned Loans. 3. Assignee warrants and represents to, and covenants with, Assignor and Company that as of the date hereof: a. Assignee is a corporation duly organized, validly existing and in good standing under the laws of the jurisdiction of its formation and has all requisite power and authority to acquire, own and purchase the Assigned Loans; b. Assignee has full power and authority to execute, deliver and perform its obligations under this AAR Agreement, and to consummate the transactions set forth herein. The consummation of the transactions contemplated by this AAR Agreement is in the ordinary course of Assignee's business and will not conflict with, or result in a breach of, any of the terms, conditions or provisions of Assignee's charter or by-laws or any legal restriction, or any material agreement or instrument to which Assignee is now a party or by which it is bound, or result in the violation of any law, rule, regulation, order, judgment or decree to which Assignee or its property is subject. The execution, delivery and performance by Assignee of this AAR Agreement and the consummation by it of the transactions contemplated hereby, have been duly authorized by all necessary action on the part of Assignee. This AAR Agreement has been 3 duly executed and delivered by Assignee and, upon the due authorization, execution and delivery by Assignor and Company, will constitute the valid and legally binding obligation of Assignee enforceable against Assignee in accordance with its terms except as enforceability may be limited by bankruptcy, reorganization, insolvency, moratorium or other similar laws now or hereafter in effect relating to creditors' rights generally, and by general principles of equity regardless of whether enforceability is considered in a proceeding in equity or at law; c. No material consent, approval, order or authorization of, or declaration, filing or registration with, any governmental entity is required to be obtained or made by Assignee in connection with the execution, delivery or performance by Assignee of this AAR Agreement, or the consummation by it of the transactions contemplated hereby; d. There is no action, suit, proceeding, investigation or litigation pending or, to Assignee's knowledge, threatened, which either in any instance or in the aggregate, if determined adversely to Assignee, would adversely affect Assignee's execution or delivery of, or the enforceability of, this AAR Agreement, or Assignee's ability to perform its obligations under this AAR Agreement; e. Assignee understands that the Assigned Loans have not been registered under the Securities Act of 1934 (the "Securities Act") or the securities laws of any state; f. Assignee is either (i) not an employee benefit plan that is subject to the Employee Retirement Income Security Act of 1974, as amended ("ERISA"), or Section 4975 of the Internal Revenue Code of 1986 (the "Code")(a "Plan") and not a Person acting, directly or indirectly, on behalf of or investing with "plan assets" of any such Plan or (ii) an employee benefit plan that is subject to ERISA and the assignment contemplated herein does not constitute and will not result in non-exempt prohibited transaction under Section 406 of ERISA or Section 4975 of the Code; g. Assignee assumes all of the rights of the Assignor under the Agreements with respect to the Assigned Loans including the right to enforce the representations and warranties of the Company contained in the Agreements; and h. A registration statement on Form S-3 (File No. 333-140436), including the Base Prospectus (the "Registration Statement") has been filed with the Securities and Exchange Commission (the "Commission") and has become effective under the Securities Act of 1933, as amended (the "Securities Act") and no stop order suspending the effectiveness of the Registration Statement has been issued and no proceedings for that 4 purpose have been initiated, or to the Assignee's knowledge, threatened, by the Commission. 4. Company warrants and represents to, and covenants with, Assignor and Assignee that as of the date hereof: a. Attached hereto as Attachment 2 are true and accurate copies of the Agreements, which agreements are in full force and effect as of the date hereof and the respective provisions of which have not been waived, amended or modified in any respect, nor has any notice of termination been given thereunder; b. Company is duly organized, validly existing and in good standing under the laws of the jurisdiction of its incorporation, and has all requisite power and authority to service the Assigned Loans; c. Company has full corporate power and authority to execute, deliver and perform its obligations under this AAR Agreement, and to consummate the transactions set forth herein. The consummation of the transactions contemplated by this AAR Agreement is in the ordinary course of Company's business and will not conflict with, or result in a breach of, any of the terms, conditions or provisions of Company's charter or by-laws or any legal restriction, or any material agreement or instrument to which Company is now a party or by which it is bound, or result in the violation of any law, rule, regulation, order, judgment or decree to which Company or its property is subject. The execution, delivery and performance by Company of this AAR Agreement and the consummation by it of the transactions contemplated hereby, have been duly authorized by all necessary corporate action on the part of Company. This AAR Agreement has been duly executed and delivered by Company, and, upon the due authorization, execution and delivery by Assignor and Assignee, will constitute the valid and legally binding obligation of Company, enforceable against Company in accordance with its terms except as enforceability may be limited by bankruptcy, reorganization, insolvency, moratorium or other similar laws now or hereafter in effect relating to creditors' rights generally, and by general principles of equity regardless of whether enforceability is considered in a proceeding in equity or at law; d. No consent, approval, order or authorization of, or declaration, filing or registration with, any governmental entity is required to be obtained or made by Company in connection with the execution, delivery or performance by Company of this AAR Agreement, or the consummation by it of the transactions contemplated hereby; e. Company shall establish a Custodial Account (entitled "GreenPoint Mortgage Funding, Inc., as Servicer, in trust for Wells Fargo Bank, N.A. as Securities Administrator for Merrill Lynch Alternative Note Asset 5 Trust, Series 2007-A3 Mortgage Pass-Through Certificates") and an Escrow Account (entitled "GreenPoint Mortgage Funding, Inc., as Servicer, in trust for Wells Fargo Bank, N.A., as Securities Administrator for Merrill Lynch Alternative Note Asset Trust, Series 2007-A3 Mortgage Pass-Through Certificates") with respect to the Assigned Loans, which accounts shall be separate from the Custodial Account and Escrow Account previously established under the Agreement in favor of the Assignor; and f. Each of the representations and warranties made by Company in Section 7.01 and Section 7.02 of the Agreement are true and correct in all material respects as of the date hereof provided, however, that the representations made in Section 7.02(v) are made as of the date of the Agreement. Recognition of Assignee 5. From and after the date hereof, Company shall recognize Assignee as owner of the Assigned Loans and will service the Assigned Loans for Assignee in accordance with the Agreement (as modified herein), the terms of which are incorporated herein by reference. The Company hereby acknowledges that the Mortgage Loans will be part of a REMIC. In no event will the Company service the Mortgage Loans in a manner that would (i) cause the REMIC to fail to qualify as a REMIC or (ii) result in the imposition of a tax upon the REMIC (including but not limited to the tax on prohibited transactions as defined in Section 860F(a)(2) of the Code and the tax on contributions to a REMIC set forth in Section 860G(d) of the Code). In addition, Company hereby acknowledges that from and after the date hereof, the Assigned Loans will be subject to the Pooling and Servicing Agreement (the "Pooling and Servicing Agreement"), dated as of April 1, 2007, by and among Merrill Lynch Mortgage Investors, Inc., Wells Fargo Bank, N.A. (the "Master Servicer" and "Securities Administrator") and HSBC Bank USA, National Association. Pursuant to the Pooling and Servicing Agreement, the Master Servicer is required to monitor the Company's performance of its servicing obligations under the Agreement. Such right will include, without limitation, the right to terminate the Company under the Agreement upon the occurrence of an event of default thereunder, the right to receive all remittances required to be made by the Company under the Agreement, the right to receive all monthly reports and other data required to be delivered by the Company under the Agreement, the right to examine the books and records of the Company, indemnification rights, and the right to exercise certain rights of consent and approval relating to actions taken by the Company. 6. In connection therewith, Company hereby agrees that all remittances required to be made with respect to the Assigned Loans pursuant to the Agreement will be made in accordance with the following wire transfer instructions: Bank: Wells Fargo Bank, N.A. ABA Routing Number: 121-000-248 Account Name: Corporate Trust Clearing Account Number: 3970771416 For Credit to: MANA Series 2007-A3, acct# 53138700 6 and Company shall deliver all reports required to be delivered under the Agreement to Assignee and to the Master Servicer at: Wells Fargo Bank, N.A. 9062 Old Annapolis Road Columbia, Maryland 21045 Attention: MANA 2007-A3 Provided, however, that the parties hereby acknowledge that the Company will remit an amount in excess of the required remittance amount on the first Remittance Date (such excess amount, the "Extra Remittance Amount") which shall be wired from the Master Servicer to the Assignor and that the Company shall not be liable for (i) calculating the required remittance amount for the first Remittance Date or (ii) any errors, delays or omissions in the wire of the Extra Remittance Amount from the Master Servicer to the Assignor. It is the intention of Assignor, Company and Assignee that this AAR Agreement shall be binding upon and for the benefit of the respective successors and assigns of the parties hereto. Neither Company nor Assignor shall amend or agree to amend, modify, waive, or otherwise alter any of the terms or provisions of the Agreement which amendment, modification, waiver or other alteration would in any way affect the Assigned Loans without the prior written consent of Assignee. Modification of the Agreement 7. The Assignor, Assignee and Company hereby amend the Agreement as follows: (a) The Assignor, Assignee and Company hereby amend Section 1 of the Agreement by deleting the definition of "Servicing Fee Rate" in its entirety and replacing it with the following: "Servicing Fee Rate: With respect to each Mortgage Loan, 0.25% per annum." (b) The Assignor, Assignee and Company hereby amend Section 1 of the Agreement by deleting the definition of "Pooling and Servicing Agreement" in its entirety and replacing it with the following: "Pooling and Servicing Agreement: The pooling and servicing agreement dated as of April 1, 2007, by and among Merrill Lynch Mortgage Investors, Inc., the Master Servicer, the Securities Administrator and HSBC Bank USA, National Association, as trustee." The Assignor, Assignee and Company hereby amend Section 11.03 of Exhibit 8, the Servicing Addendum to the Agreement (Realization Upon Defaulted Mortgage Loans), by (i) changing such section reference from "Section 11.02" to "Section 11.03". 7 (c) The Assignor, Assignee and Company hereby amend Section 11.15 of the Servicing Addendum to the Agreement by deleting the first sentence of such section and replacing it with the following: "No later than the fifth Business Day of each month, the Seller shall furnish to the Purchaser and the Master Servicer a file via computer tape, email or modem containing, and a hard copy of, the monthly data and the Seller shall also furnish to the Purchaser and the Master Servicer a report in the format set forth in Attachment 3, Attachment 4 and Attachment 5 to the Assignment, Assumption and Recognition Agreement, dated as of April 1, 2007 among Merrill Lynch Mortgage Lending, Inc., Merrill Lynch Mortgage Investors, Inc. and the Seller, with respect to monthly remittance advice, defaulted Mortgage Loans and Realized Loss Calculations." (d) The Assignor, Assignee and Company hereby amend Section 11.17 of the Servicing Addendum to the Agreement by replacing the reference to "Section 11.02" with "Section 11.03." (e) The Assignor, Assignee and Company hereby amend Section 11.18 of the Servicing Addendum to the Agreement, by deleting such section in its entirety and replacing it with the following: "Upon the foreclosure sale of any Mortgaged Property or the acquisition thereof by the Purchaser pursuant to a deed-in-lieu of foreclosure, the Seller shall submit to the Purchaser and the Master Servicer a liquidation report in the format set forth in Attachment 4 to the Assignment, Assumption and Recognition Agreement, dated as of April 1, 2007 among Merrill Lynch Mortgage Lending, Inc., Merrill Lynch Mortgage Investors, Inc. and the Seller, with respect to such Mortgaged Property and all supporting documentation reasonably required by the Master Servicer." (f) The Assignor, Assignee and Company hereby amend Section 11.24 of the Servicing Addendum to the Agreement, by replacing the reference to "2007" with "2008." (g) The Assignor, Assignee and Company hereby amend Section 11.32 of the Servicing Addendum to the Agreement by replacing the reference to "2007" with "2008" and by deleting in clause (iv) the following words: "if requested by the Purchaser, any Master Sevicer or any Depositor not later than February 1 of the calendar year in which such certification is to be delivered," (h) The Assignor, Assignee and Company hereby amend the first paragraph of Section 12 of the Agreement by adding the section reference "Subsection 12.01" at the beginning thereof. Miscellaneous 8 8. All demands, notices and communications related to the Assigned Loans, the Agreement and this AAR Agreement shall be in writing and shall be deemed to have been duly given if personally delivered or mailed by registered mail, postage prepaid, as follows: a. In the case of Company, GreenPoint Mortgage Funding, Inc. 100 Wood Hollow Drive Novato, California 94945 Attention: Susan Davia b. In the case of Assignor, Merrill Lynch Mortgage Lending, Inc. World Financial Center North Tower New York, New York 10281 Attention: MANA 2007-A3 c. In the case of Assignee, Merrill Lynch Mortgage Investors, Inc. 4 World Financial Center, 10th Floor New York, New York 10281 Attention: MANA 2007-A3 d. In the case of Master Servicer, Wells Fargo Bank, N.A. 9062 Old Annapolis Road Columbia, Maryland 21045 Attention: MANA 2007-A3 9. This AAR Agreement shall be construed in accordance with the laws of the State of New York, without regard to conflicts of law principles, and the obligations, rights and remedies of the parties hereunder shall be determined in accordance with such laws. 9 10. No term or provision of this AAR Agreement may be waived or modified unless such waiver or modification is in writing and signed by the party against whom such waiver or modification is sought to be enforced. 11. This AAR Agreement shall inure to the benefit of the successors and assigns of the parties hereto. Any entity into which Assignor, Assignee or Company may be merged or consolidated shall without the requirement for any further writing, be deemed Assignor, Assignee or Company, respectively hereunder. 12. This AAR Agreement shall survive the conveyance of the Assigned Loans as contemplated in this AAR Agreement. 13. This AAR Agreement may be executed simultaneously in any number of counterparts. Each counterpart shall be deemed to be an original and all such counterparts shall constitute one and the same instrument. 14. In the event that any provision of this AAR Agreement conflicts with any provision of the Agreements with respect to the Assigned Loans, the terms of this AAR Agreement shall control. 15. Each party will pay any commissions it has incurred and the Assignor shall pay the fees of its attorneys and reimburse the Company for all out-of-pocket expenses, including attorney's fees, incurred by the Company in connection with the negotiations for, documenting of and closing of the transactions contemplated by this AAR Agreement. 16. For purposes of this AAR Agreement only, the Master Servicer shall be considered a third party beneficiary, entitled to all the rights and benefits accruing to any Master Servicer as set forth herein as if it were a direct party to this AAR Agreement. 17. NIMS Insurer. In addition to the terms and conditions set forth in this AAR Agreement, any and all rights of the Master Servicer and Trustee to receive notices from the Servicer pursuant to this AAR Agreement shall hereby be equally granted to the NIMS Insurer. The Master Servicer, the Assignor, the Securities Administrator or the Trustee shall notify the Servicer in writing of the name and address of the NIMS Insurer and the name and telephone number of the appropriate contact employee of the NIMS Insurer. For any and all obligations of the Servicer to obtain consent from the Master Servicer or the Trustee pursuant to this AAR Agreement, the Servicer must also obtain such consent from the NIMS Insurer. Notwithstanding any other provision in this AAR Agreement, the Trust Fund shall hold harmless and indemnify the Servicer for any failure of the NIMS Insurer to comply with the provisions of this AAR Agreement. Notwithstanding any provision herein to the contrary, the parties to this AAR Agreement agree that it is appropriate, in furtherance of the intent of such parties as set forth herein, that the NIMS Insurer receive the benefit of the provisions of this AAR Agreement as an intended third party beneficiary of this AAR Agreement to the extent of such provisions. The Servicer shall have the same obligations to the NIMS Insurer as if it was a party to this AAR Agreement, and the NIMS Insurer shall have the same rights and remedies to enforce the provisions of this AAR Agreement as if it was a party to this AAR Agreement. The parties hereto agree to cooperate in good faith to amend this AAR Agreement in accordance with the 10 terms hereof to include such other provisions as may be reasonably requested by the NIMS Insurer. Notwithstanding the foregoing, all rights of the NIMS Insurer set forth in this AAR Agreement shall exist only so long as the NIM Securities issued pursuant to the NIMS Transaction remain outstanding or the NIMS Insurer is owed amounts in respect of its guarantee of payment on such NIM Securities. "NIM Security" shall mean any net interest margin security issued by an owner trust or special purpose entity that is holding all rights, title and interest in and to the Class P or Class C Certificates issued by the Trust Fund. "NIMS Insurer" shall mean collectively, any insurance companies issuing a financial guaranty insurance policy covering certain payments to be made on NIM Securities pursuant to a NIMS Transaction. "NIMS Transaction" shall mean any transaction in which NIM Securities are secured, in part, by the payments on the Class P or Class C Certificates issued by the Trust Fund. 11 IN WITNESS WHEREOF, the parties hereto have executed this AAR Agreement as of the day and year first above written. MERRILL LYNCH MORTGAGE LENDING, INC. Assignor By: ------------------------------------ Name: Brian E. Brennan Title: Authorized Signatory MERRILL LYNCH MORTGAGE INVESTORS, INC. Assignee By: ------------------------------------ Name: Paul Park Title: Authorized Signatory GREENPOINT MORTGAGE FUNDING, INC. Company By: ------------------------------------ Name: ---------------------------------- Title: --------------------------------- ACKNOWLEDGED AND AGREED: WELLS FARGO BANK, N.A. Master Servicer By: ------------------------------------ Name: Michael Pinzon Title: Vice President ATTACHMENT l ASSIGNED LOAN SCHEDULE INTENTIONALLY OMITTED ATTACHMENT 2 MASTER MORTGAGE LOAN PURCHASE AND SERVICING AGREEMENT, DATED AS OF OCTOBER 1, 2006 SEE EXHIBIT 99.4 ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENT SEE EXHIBIT 99.2 ATTACHMENT 3 MONTHLY REMITTANCE ADVICE STANDARD LOAN LEVEL FILE LAYOUT - MASTER SERVICING EXHIBIT 1: Layout
COLUMN NAME DESCRIPTION DECIMAL FORMAT COMMENT MAX SIZE - --------------------------- ---------------------------------------- ------- ----------------------- -------- EACH FILE REQUIRES THE FOLLOWING FIELDS: SER_INVESTOR_NBR A value assigned by the Servicer to Text up to 20 digits 20 define a group of loans. LOAN_NBR A unique identifier assigned to each Text up to 10 digits 10 loan by the investor. SERVICER_LOAN_NBR A unique number assigned to a loan by Text up to 10 digits 10 the Servicer. This may be different than the LOAN_NBR. SCHED_PAY_AMT Scheduled monthly principal and 2 No commas(,) or dollar 11 scheduled interest payment that a signs ($) borrower is expected to pay, P&I constant. NOTE_INT_RATE The loan interest rate as reported by 4 Max length of 6 6 the Servicer. NET_INT_RATE The loan gross interest rate less the 4 Max length of 6 6 service fee rate as reported by the Servicer. SERV_FEE_RATE The servicer's fee rate for a loan as 4 Max length of 6 6 reported by the Servicer. SERV_FEE_AMT The servicer's fee amount for a loan as 2 No commas(,) or dollar 11 reported by the Servicer. signs ($) NEW_PAY_AMT The new loan payment amount as reported 2 No commas(,) or dollar 11 by the Servicer. signs ($) NEW_LOAN_RATE The new loan rate as reported by the 4 Max length of 6 6 Servicer. ARM_INDEX_RATE The index the Servicer is using to 4 Max length of 6 6 calculate a forecasted rate. ACTL_BEG_PRIN_BAL The borrower's actual principal balance 2 No commas(,) or dollar 11 at the beginning of the processing signs ($) cycle. ACTL_END_PRIN_BAL The borrower's actual principal balance 2 No commas(,) or dollar 11 at the end of the processing cycle. signs ($) BORR_NEXT_PAY_DUE_DATE The date at the end of processing cycle MM/DD/YYYY 10 that the borrower's next payment is due to the Servicer, as reported by Servicer. SERV_CURT_AMT_1 The first curtailment amount to be 2 No commas(,) or dollar 11 applied. signs ($) SERV_CURT_DATE_1 The curtailment date associated with the MM/DD/YYYY 10 first curtailment amount. CURT_ADJ_ AMT_1 The curtailment interest on the first 2 No commas(,) or dollar 11 curtailment amount, if applicable. signs ($) SERV_CURT_AMT_2 The second curtailment amount to be 2 No commas(,) or dollar 11 applied. signs ($) SERV_CURT_DATE_2 The curtailment date associated with the MM/DD/YYYY 10 second curtailment amount. CURT_ADJ_ AMT_2 The curtailment interest on the second 2 No commas(,) or dollar 11 curtailment amount, if applicable. signs ($)
2 EXHIBIT 1: CONTINUED STANDARD LOAN LEVEL FILE LAYOUT
COLUMN NAME DESCRIPTION DECIMAL FORMAT COMMENT MAX SIZE - --------------------------- ---------------------------------------- ------- ----------------------- -------- SERV_CURT_AMT_3 The third curtailment amount to be 2 No commas(,) or dollar 11 applied. signs ($) SERV_CURT_DATE_3 The curtailment date associated with the MM/DD/YYYY 10 third curtailment amount. CURT_ADJ_AMT_3 The curtailment interest on the third 2 No commas(,) or dollar 11 curtailment amount, if applicable. signs ($) PIF_AMT The loan "paid in full" amount as 2 No commas(,) or dollar 11 reported by the Servicer. signs ($) PIF_DATE The paid in full date as reported by MM/DD/YYYY 10 the Servicer. ACTION_CODE The standard FNMA numeric code used to Action Code Key: 2 indicate the default/delinquent status 15=Bankruptcy, of a particular loan. 30=Foreclosure, 60=PIF, 63=Substitution, 65=Repurchase,70=REO INT_ADJ_AMT The amount of the interest adjustment as 2 No commas(,) or dollar 11 reported by the Servicer. signs ($) SOLDIER_SAILOR_ADJ_AMT The Soldier and Sailor Adjustment 2 No commas(,) or dollar 11 amount, if applicable. signs ($) NON_ADV_LOAN_AMT The Non Recoverable Loan Amount, if 2 No commas(,) or dollar 11 applicable. signs ($) LOAN_LOSS_AMT The amount the Servicer is passing as a 2 No commas(,) or dollar 11 loss, if applicable. signs ($) PLUS THE FOLLOWING APPLICABLE FIELDS: SCHED_BEG_PRIN_BAL The scheduled outstanding principal 2 No commas(,) or dollar 11 amount due at the beginning of the cycle signs ($) date to be passed through to investors. SCHED_END_PRIN_BAL The scheduled principal balance due to 2 No commas(,) or dollar 11 investors at the end of a processing signs ($) cycle. SCHED_PRIN_AMT The scheduled principal amount as 2 No commas(,) or dollar 11 reported by the Servicer for the current signs ($) cycle -- only applicable for Scheduled/Scheduled Loans. SCHED_NET_INT The scheduled gross interest amount less 2 No commas(,) or dollar 11 the service fee amount for the current signs ($) cycle as reported by the Servicer -- only applicable for Scheduled/Scheduled Loans. ACTL_PRIN_AMT The actual principal amount collected by 2 No commas(,) or dollar 11 the Servicer for the current reporting signs ($) cycle -- only applicable for Actual/Actual Loans. ACTL_NET_INT The actual gross interest amount less 2 No commas(,) or dollar 11 the service fee amount for the current signs ($) reporting cycle as reported by the Servicer -- only applicable for Actual/Actual Loans. PREPAY_PENALTY_ AMT The penalty amount received when a 2 No commas(,) or dollar 11 borrower prepays on his loan as reported signs ($) by the Servicer. PREPAY_PENALTY_ WAIVED The prepayment penalty amount for the 2 No commas(,) or dollar 11 loan waived by the servicer. signs ($)
3 EXHIBIT 1: CONTINUED STANDARD LOAN LEVEL FILE LAYOUT
COLUMN NAME DESCRIPTION DECIMAL FORMAT COMMENT MAX SIZE - ------------------------------------- ---------------------------------------- ------- ----------------------- -------- MOD_DATE The Effective Payment Date of the MM/DD/YYYY 10 Modification for the loan. MOD_TYPE The Modification Type. Varchar - value can be 30 alpha or numeric DELINQ_P&I_ADVANCE_AMT The current outstanding principal and 2 No commas(,) or dollar 11 interest advances made by Servicer. signs ($) BREACH_FLAG Flag to indicate if the repurchase of Y=Breach 1 a loan is due to a breach of N=NO Breach Representations and Warranties Let blank if N/A
EXHIBIT 2: MONTHLY SUMMARY REPORT BY SINGLE INVESTOR MONTHLY SUMMARY REPORT For Month Ended: mm/dd/yyyy Servicer Name _________________ Prepared by: ______________ Investor Nbr __________________ SECTION 1. REMITTANCES AND ENDING BALANCES - REQUIRED DATA
Beginning Ending Total Monthly Total Ending Unpaid Total Monthly Principal Loan Count Loan Count Remittance Amount Principal Balance Balance - ---------- ---------- ----------------- ------------------- ----------------------- 0 0 $0.00 $0.00 $0.00
PRINCIPAL CALCULATION 1. Monthly Principal Due + $0.00 ----- 2. Current Curtailments + $0.00 ----- 3. Liquidations + $0.00 ----- 4. Other (attach explanation) + $0.00 ----- 5. Principal Due $0.00 ----- 6. Interest (reported "gross") + $0.00 ----- 7. Interest Adjustments on Curtailments + $0.00 ----- 8. Servicing Fees - $0.00 ----- 9. Other Interest (attach explanation) + $0.00 ----- 10. Interest Due (need to subtract ser fee) $0.00 ===== REMITTANCE CALCULATION 11. Total Principal and Interest Due (lines 5+10) + $0.00 ----- 12. Reimbursement of Non-Recoverable Advances - $0.00 ----- 13. Total Realized gains + $0.00 ----- 14. Total Realized Losses - $0.00 ----- 15. Total Prepayment Penalties + $0.00 ----- 16. Total Non-Supported Compensating Interest - $0.00 ----- 17. Other (attach explanation) $0.00 ----- 18. Net Funds Due on or before Remittance Date $ $0.00 -----
4 SECTION 2. DELINQUENCY REPORT - OPTIONAL DATA FOR LOAN ACCOUNTING INSTALLMENTS DELINQUENT
Total No. Total No. In Real Estate Total Dollar of of 30- 60- 90 or more Foreclosure Owned Amount of Loans Delinquencies Days Days Days (Optional) (Optional) Delinquencies - --------- ------------- ---- ---- ---------- ----------- ----------- ------------- 0 0 0 0 0 0 0 $0.00
5 ATTACHMENT 4 REPORTING DATA FOR DEFAULTED LOANS EXHIBIT : STANDARD FILE LAYOUT - DELINQUENCY REPORTING *The column/header names in BOLD are the minimum fields Wells Fargo must receive from every Servicer
COLUMN/HEADER NAME DESCRIPTION DECIMAL FORMAT COMMENT - ------------------------------------- ---------------------------------------- ------- ----------------------- SERVICER_LOAN_NBR A unique number assigned to a loan by the Servicer. This may be different than the LOAN_NBR LOAN_NBR A unique identifier assigned to each loan by the originator. CLIENT_NBR Servicer Client Number SERV_INVESTOR_NBR Contains a unique number as assigned by an external servicer to identify a group of loans in their system. BORROWER_FIRST_NAME First Name of the Borrower. BORROWER_LAST_NAME Last name of the borrower. PROP_ADDRESS Street Name and Number of Property PROP_STATE The state where the property located. PROP_ZIP Zip code where the property is located. BORR_NEXT_PAY_DUE_DATE The date that the borrower's next MM/DD/YYYY payment is due to the servicer at the end of processing cycle, as reported by Servicer. LOAN_TYPE Loan Type (i.e. FHA, VA, Conv) BANKRUPTCY_FILED_DATE The date a particular bankruptcy claim MM/DD/YYYY was filed. BANKRUPTCY_CHAPTER_CODE The chapter under which the bankruptcy was filed. BANKRUPTCY_CASE_NBR The case number assigned by the court to the bankruptcy filing. POST_PETITION_DUE_DATE The payment due date once the bankruptcy MM/DD/YYYY has been approved by the courts BANKRUPTCY_DCHRG_DISM_DATE The Date The Loan Is Removed From MM/DD/YYYY Bankruptcy. Either by Dismissal, Discharged and/or a Motion For Relief Was Granted. LOSS_MIT_APPR_DATE The Date The Loss Mitigation Was MM/DD/YYYY Approved By The Servicer LOSS_MIT_TYPE The Type Of Loss Mitigation Approved For A Loan Such As; LOSS_MIT_EST_COMP_DATE The Date The Loss Mitigation /Plan Is MM/DD/YYYY Scheduled To End/Close LOSS_MIT_ACT_COMP_DATE The Date The Loss Mitigation Is Actually MM/DD/YYYY Completed FRCLSR_APPROVED_DATE The date DA Admin sends a letter to the MM/DD/YYYY servicer with instructions to begin foreclosure proceedings. ATTORNEY_REFERRAL_DATE Date File Was Referred To Attorney to MM/DD/YYYY Pursue Foreclosure FIRST_LEGAL_DATE Notice of 1st legal filed by an Attorney MM/DD/YYYY in a Foreclosure Action FRCLSR_SALE_EXPECTED_DATE The date by which a foreclosure sale is MM/DD/YYYY expected to occur. FRCLSR_SALE_DATE The actual date of the foreclosure sale. MM/DD/YYYY FRCLSR_SALE_AMT The amount a property sold for at the 2 No commas(,) or dollar foreclosure sale. signs ($) EVICTION_START_DATE The date the servicer initiates eviction MM/DD/YYYY of the borrower. EVICTION_COMPLETED_DATE The date the court revokes legal MM/DD/YYYY possession of the property from the borrower. LIST_PRICE The price at which an REO property 2 No commas(,) or dollar is marketed. signs ($) LIST_DATE The date an REO property is listed at a MM/DD/YYYY particular price. OFFER_AMT The dollar value of an offer for an 2 No commas(,) or dollar REO property. signs ($) OFFER_DATE_TIME The date an offer is received by DA MM/DD/YYYY Admin or by the Servicer. REO_CLOSING_DATE The date the REO sale of the property is MM/DD/YYYY scheduled to close. REO_ACTUAL_CLOSING_DATE Actual Date Of REO Sale MM/DD/YYYY
6 OCCUPANT_CODE Classification of how the property is occupied. PROP_CONDITION_CODE A code that indicates the condition of the property. PROP_INSPECTION_DATE The date a property inspection is MM/DD/YYYY performed. APPRAISAL_DATE The date the appraisal was done. MM/DD/YYYY CURR_PROP_VAL The current "as is" value of the 2 property based on brokers price opinion or appraisal. REPAIRED_PROP_VAL The amount the property would be worth 2 if repairs are completed pursuant to a broker's price opinion or appraisal. IF APPLICABLE: DELINQ_STATUS_CODE FNMA Code Describing Status of Loan DELINQ_REASON_CODE The circumstances which caused a borrower to stop paying on a loan. Code indicates the reason why the loan is in default for this cycle. MI_CLAIM_FILED_DATE Date Mortgage Insurance Claim Was Filed MM/DD/YYYY With Mortgage Insurance Company. MI_CLAIM_AMT Amount of Mortgage Insurance Claim Filed No commas(,) or dollar signs ($) MI_CLAIM_PAID_DATE Date Mortgage Insurance Company MM/DD/YYYY Disbursed Claim Payment MI_CLAIM_AMT_PAID Amount Mortgage Insurance Company Paid 2 No commas(,) or dollar On Claim signs ($) POOL_CLAIM_FILED_DATE Date Claim Was Filed With Pool Insurance MM/DD/YYYY Company POOL_CLAIM_AMT Amount of Claim Filed With Pool 2 No commas(,) or dollar Insurance Company signs ($) POOL_CLAIM_PAID_DATE Date Claim Was Settled and The Check Was MM/DD/YYYY Issued By The Pool Insurer POOL_CLAIM_AMT_PAID Amount Paid On Claim By Pool Insurance 2 No commas(,) or dollar Company signs ($) FHA_PART_A_CLAIM_FILED_DATE Date FHA Part A Claim Was Filed With HUD MM/DD/YYYY FHA_PART_A_CLAIM_AMT Amount of FHA Part A Claim Filed 2 No commas(,) or dollar signs ($) FHA_PART_A_CLAIM_PAID_DATE Date HUD Disbursed Part A Claim Payment MM/DD/YYYY FHA_PART_A_CLAIM_PAID_AMT Amount HUD Paid on Part A Claim 2 No commas(,) or dollar signs ($) FHA_PART_B_CLAIM_FILED_DATE Date FHA Part B Claim Was Filed With HUD MM/DD/YYYY FHA_PART_B_CLAIM_AMT Amount of FHA Part B Claim Filed 2 No commas(,) or dollar signs ($) FHA_PART_B_CLAIM_PAID_DATE Date HUD Disbursed Part B Claim Payment MM/DD/YYYY FHA_PART_B_CLAIM_PAID_AMT Amount HUD Paid on Part B Claim 2 No commas(,) or dollar signs ($) VA_CLAIM_FILED_DATE Date VA Claim Was Filed With the MM/DD/YYYY Veterans Admin VA_CLAIM_PAID_DATE Date Veterans Admin. Disbursed VA Claim MM/DD/YYYY Payment VA_CLAIM_PAID_AMT Amount Veterans Admin. Paid on VA Claim 2 No commas(,) or dollar signs ($) MOTION_FOR_RELIEF_DATE The date the Motion for Relief was filed 10 MM/DD/YYYY FRCLSR_BID_AMT The foreclosure sale bid amount 11 No commas(,) or dollar signs ($) FRCLSR_SALE_TYPE The foreclosure sales results: REO, Third Party, Conveyance to HUD/VA REO_PROCEEDS The net proceeds from the sale of the No commas(,) or dollar REO property. signs ($) BPO_DATE The date the BPO was done. CURRENT_FICO The current FICO score HAZARD_CLAIM_FILED_DATE The date the Hazard Claim was filed with 10 MM/DD/YYYY the Hazard Insurance Company.
7 HAZARD_CLAIM_AMT The amount of the Hazard Insurance 11 No commas(,) or dollar Claim filed. signs ($) HAZARD_CLAIM_PAID_DATE The date the Hazard Insurance Company 10 MM/DD/YYYY disbursed the claim payment. HAZARD_CLAIM_PAID_AMT The amount the Hazard Insurance Company 11 No commas(,) or dollar paid on the claim. signs ($) ACTION_CODE Indicates loan status Number NOD_DATE MM/DD/YYYY NOI_DATE MM/DD/YYYY ACTUAL_PAYMENT_PLAN_START_DATE MM/DD/YYYY ACTUAL_PAYMENT_PLAN_END_DATE ACTUAL_REO_START_DATE MM/DD/YYYY REO_SALES_PRICE Number REALIZED_LOSS/GAIN As defined in the Servicing Agreement Number
EXHIBIT 2: STANDARD FILE CODES - DELINQUENCY REPORTING The LOSS MIT TYPE field should show the approved Loss Mitigation Code as follows: - ASUM- Approved Assumption - BAP- Borrower Assistance Program - CO- Charge Off - DIL- Deed-in-Lieu - FFA- Formal Forbearance Agreement - MOD- Loan Modification - PRE- Pre-Sale - SS- Short Sale - MISC- Anything else approved by the PMI or Pool Insurer NOTE: Wells Fargo Bank will accept alternative Loss Mitigation Types to those above, provided that they are consistent with industry standards. If Loss Mitigation Types other than those above are used, the Servicer must supply Wells Fargo Bank with a description of each of the Loss Mitigation Types prior to sending the file. The OCCUPANT CODE field should show the current status of the property code as follows: - Mortgagor - Tenant - Unknown - Vacant The PROPERTY CONDITION field should show the last reported condition of the property as follows: - Damaged - Excellent - Fair - Gone - Good - Poor - Special Hazard - Unknown 8 EXHIBIT 2: STANDARD FILE CODES - DELINQUENCY REPORTING, CONTINUED The FNMA DELINQUENT REASON CODE field should show the Reason for Delinquency as follows:
DELINQUENCY CODE DELINQUENCY DESCRIPTION - ----------- ----------------------------------------- 001 FNMA-Death of principal mortgagor 002 FNMA-Illness of principal mortgagor 003 FNMA-Illness of mortgagor's family member 004 FNMA-Death of mortgagor's family member 005 FNMA-Marital difficulties 006 FNMA-Curtailment of income 007 FNMA-Excessive Obligation 008 FNMA-Abandonment of property 009 FNMA-Distant employee transfer 011 FNMA-Property problem 012 FNMA-Inability to sell property 013 FNMA-Inability to rent property 014 FNMA-Military Service 015 FNMA-Other 016 FNMA-Unemployment 017 FNMA-Business failure 019 FNMA-Casualty loss 022 FNMA-Energy environment costs 023 FNMA-Servicing problems 026 FNMA-Payment adjustment 027 FNMA-Payment dispute 029 FNMA-Transfer of ownership pending 030 FNMA-Fraud 031 FNMA-Unable to contact borrower INC FNMA-Incarceration
10 EXHIBIT 2: STANDARD FILE CODES - DELINQUENCY REPORTING, CONTINUED The FNMA DELINQUENT STATUS CODE field should show the Status of Default as follows:
STATUS CODE STATUS DESCRIPTION - ----------- ------------------------------------------ 09 Forbearance 17 Pre-foreclosure Sale Closing Plan Accepted 24 Government Seizure 26 Refinance 27 Assumption 28 Modification 29 Charge-Off 30 Third Party Sale 31 Probate 32 Military Indulgence 43 Foreclosure Started 44 Deed-in-Lieu Started 49 Assignment Completed 61 Second Lien Considerations 62 Veteran's Affairs-No Bid 63 Veteran's Affairs-Refund 64 Veteran's Affairs-Buydown 65 Chapter 7 Bankruptcy 66 Chapter 11 Bankruptcy 67 Chapter 13 Bankruptcy
11 ATTACHMENT 5 REALIZED LOSS CALCULATION INFORMATION CALCULATION OF REALIZED LOSS/GAIN FORM 332- INSTRUCTION SHEET NOTE: DO NOT NET OR COMBINE ITEMS. SHOW ALL EXPENSES INDIVIDUALLY AND ALL CREDITS AS SEPARATE LINE ITEMS. CLAIM PACKAGES ARE DUE ON THE REMITTANCE REPORT DATE. LATE SUBMISSIONS MAY RESULT IN CLAIMS NOT BEING PASSED UNTIL THE FOLLOWING MONTH. THE SERVICER IS RESPONSIBLE TO REMIT ALL FUNDS PENDING LOSS APPROVAL AND /OR RESOLUTION OF ANY DISPUTED ITEMS. (b) (c) The numbers on the 332 form correspond with the numbers listed below. LIQUIDATION AND ACQUISITION EXPENSES: 1. The Actual Unpaid Principal Balance of the Mortgage Loan. For documentation, an Amortization Schedule from date of default through liquidation breaking out the net interest and servicing fees advanced is required. 2. The Total Interest Due less the aggregate amount of servicing fee that would have been earned if all delinquent payments had been made as agreed. For documentation, an Amortization Schedule from date of default through liquidation breaking out the net interest and servicing fees advanced is required. 3. Accrued Servicing Fees based upon the Scheduled Principal Balance of the Mortgage Loan as calculated on a monthly basis. For documentation, an Amortization Schedule from date of default through liquidation breaking out the net interest and servicing fees advanced is required. 4-12. Complete as applicable. Required documentation: * For taxes and insurance advances - see page 2 of 332 form - breakdown required showing period of coverage, base tax, interest, penalty. Advances prior to default require evidence of servicer efforts to recover advances. * For escrow advances - complete payment history (to calculate advances from last positive escrow balance forward) * Other expenses - copies of corporate advance history showing all payments * REO repairs > $1500 require explanation * REO repairs >$3000 require evidence of at least 2 bids. * Short Sale or Charge Off require P&L supporting the decision and WFB's approved Officer Certificate * Unusual or extraordinary items may require further documentation. 13. The total of lines 1 through 12. (d) CREDITS: 14-21. Complete as applicable. Required documentation: * Copy of the HUD 1 from the REO sale. If a 3rd Party Sale, bid instructions and Escrow Agent / Attorney Letter of Proceeds Breakdown. 12 * Copy of EOB for any MI or gov't guarantee * All other credits need to be clearly defined on the 332 form 22. The total of lines 14 through 21. Please Note: For HUD/VA loans, use line (18a) for Part A/Initial proceeds and line (18b) for Part B/Supplemental proceeds. TOTAL REALIZED LOSS (OR AMOUNT OF ANY GAIN) 23. The total derived from subtracting line 22 from 13. If the amount represents a realized gain, show the amount in parenthesis ( ). 13 CALCULATION OF REALIZED LOSS/GAIN FORM 332 Prepared by: __________________ Date: _______________ Phone: ________________________ Email Address:_____________________
- -------------------- -------------------------- ---------------------------- Servicer Loan No. Servicer Name Servicer Address - -------------------- -------------------------- ----------------------------
WELLS FARGO BANK, N.A. LOAN NO._____________________________ Borrower's Name: __________________________________________________________ Property Address: _________________________________________________________
LIQUIDATION TYPE: REO SALE 3RD PARTY SALE SHORT SALE CHARGE OFF
WAS THIS LOAN GRANTED A BANKRUPTCY DEFICIENCY OR CRAMDOWN YES [ ] NO [ ] If "Yes", provide deficiency or cramdown amount ___________________________
LIQUIDATION AND ACQUISITION EXPENSES: (1) Actual Unpaid Principal Balance of Mortgage Loan $_______________ (1) (2) Interest accrued at Net Rate ________________ (2) (3) Accrued Servicing Fees ________________ (3) (4) Attorney's Fees ________________ (4) (5) Taxes (see page 2) ________________ (5) (6) Property Maintenance ________________ (6) (7) MI/Hazard Insurance Premiums (see page 2) ________________ (7) (8) Utility Expenses ________________ (8) (9) Appraisal/BPO ________________ (9) (10) Property Inspections ________________ (10) (11) FC Costs/Other Legal Expenses ________________ (11) (12) Other (itemize) ________________ (12) Cash for Keys__________________________ ________________ (12) HOA/Condo Fees_________________________ ________________ (12) _______________________________________ ________________ (12) TOTAL EXPENSES $_______________ (13) CREDITS: (14) Escrow Balance $_______________ (14) (15) HIP Refund ________________ (15) (16) Rental Receipts ________________ (16) (17) Hazard Loss Proceeds ________________ (17) (18) Primary Mortgage Insurance / Gov't Insurance ________________ (18a) HUD Part A ________________ (18b) HUD Part B (19) Pool Insurance Proceeds ________________ (19) (20) Proceeds from Sale of Acquired Property ________________ (20) (21) Other (itemize) ________________ (21) ___________________________________________ ________________ (21)
14 TOTAL CREDITS $_______________ (22) TOTAL REALIZED LOSS (OR AMOUNT OF GAIN) $_______________ (23)
15 ESCROW DISBURSEMENT DETAIL
TYPE PERIOD OF BASE (TAX /INS.) DATE PAID COVERAGE TOTAL PAID AMOUNT PENALTIES INTEREST - ----------- --------- --------- ---------- ------ --------- --------
16 ATTACHMENT 6 LIST OF APPRAISAL FIRMS INTENTIONALLY OMITTED 17