0000882377-07-001498 Sample Contracts

CITIGROUP MORTGAGE LOAN TRUST INC. Depositor CITIMORTGAGE, INC. Master Servicer and Trust Administrator CITIBANK, N.A. Paying Agent, Certificate Registrar and Authenticating Agent and Trustee POOLING AND SERVICING AGREEMENT Dated as of January 1, 2007...
Pooling and Servicing Agreement • May 23rd, 2007 • Citigroup Mortgage Loan Trust 2007-2 • Asset-backed securities • New York

CONCERNING THE TRUSTEE, THE TRUST ADMINISTRATOR, THE PAYING AGENT, THE CERTIFICATE REGISTRAR AND THE AUTHENTICATING AGENT

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CITIGROUP GLOBAL MARKETS REALTY CORP. Owner and WELLS FARGO BANK, N.A. Servicer AMENDED AND RESTATED FLOW SERVICING AGREEMENT Dated as of March 1, 2006 Fixed and Adjustable Rate First and Second Lien Mortgage Loans
Assignment, Assumption and Recognition Agreement • May 23rd, 2007 • Citigroup Mortgage Loan Trust 2007-2 • Asset-backed securities • New York

This is an Amended and Restated Flow Servicing Agreement for fixed rate and adjustable rate residential first and second lien mortgage loans, dated and effective as of March 1, 2006, and is executed between Citigroup Global Markets Realty Corp., as owner (the "Owner"), and Wells Fargo Bank, N.A., as servicer (the "Servicer").

CITIGROUP MORTGAGE LOAN TRUST INC. $344,650,290 (Approximate) Citigroup Mortgage Loan Trust, Series 2007-2 Mortgage Pass-Through Certificates UNDERWRITING AGREEMENT
Underwriting Agreement • May 23rd, 2007 • Citigroup Mortgage Loan Trust 2007-2 • Asset-backed securities • New York

Citigroup Mortgage Loan Trust Inc. (the “Company”), a Delaware corporation, proposes to issue Citigroup Mortgage Loan Trust, Series 2007-2, Mortgage Pass-Through Certificates (the “Certificates”), under a Pooling and Servicing Agreement (the “Pooling and Servicing Agreement”), dated as of January 1, 2007, among the Company, CitiMortgage, Inc. as master servicer (the “Master Servicer” and “Trust Administrator”), Citibank, N.A. (the Paying Agent, Certificate Registrar and Authenticating Agent”) and U.S. Bank National Association as trustee (the “Trustee”), and proposes to sell the Registered Certificates (as defined below) to the underwriters named in Schedule II hereto (the “Underwriters”), for whom you are acting as representative (the “Representative”). If the firm or firms listed in Schedule II hereto include only Citigroup Global Markets Inc., then the terms “Underwriters” and “Representative,” as used herein, shall each be deemed to refer to Citigroup Global Markets Inc. The Certif

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