SEQUOIA RESIDENTIAL FUNDING, INC. Depositor WELLS FARGO BANK, N.A. Master Servicer and Securities Administrator and U.S. BANK NATIONAL ASSOCIATION TrusteePooling and Servicing Agreement • September 26th, 2011 • Sequoia Mortgage Trust 2011-2 • Asset-backed securities • New York
Reference is hereby made to the Pooling and Servicing Agreement, dated as of September 1, 2011 (the “Pooling and Servicing Agreement”), by and among Sequoia Residential Funding, Inc., as Depositor, Wells Fargo Bank, N.A., as Master Servicer and Securities Administrator and U.S. Bank National Association, as Trustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Pooling and Servicing Agreement.
SEQUOIA MORTGAGE TRUST 2011-2 Mortgage Pass-Through Certificates, Series 2011-2 UNDERWRITING AGREEMENTUnderwriting Agreement • September 26th, 2011 • Sequoia Mortgage Trust 2011-2 • Asset-backed securities • New York
Sequoia Residential Funding, Inc., a Delaware corporation (the “Depositor”) and an indirect wholly-owned limited purpose subsidiary of Redwood Trust, Inc., a Maryland corporation (“Redwood Trust”), proposes to sell to you (each, an “Underwriter”) the Underwritten Certificates (as defined below), and to cause Sequoia Mortgage Trust 2011-2 (the “Issuing Entity”), a common law trust governed by New York law, to issue its Mortgage Pass-Through Certificates, Class A-1 and Class B-1 Certificates (the “Underwritten Certificates”) having the characteristics set forth in the Final Prospectus, evidencing beneficial ownership interests in the Issuing Entity, the assets of which will consist primarily of a pool of mortgage loans secured by first liens on one- to four-family residential properties, including condominiums, townhomes, planned unit developments and cooperatives (collectively, the “Mortgage Loans”). Simultaneously with the issuance and sale of the Underwritten Certificates, the Class A
MORTGAGE LOAN SALE AND SERVICING AGREEMENT between WELLS FARGO BANK, N.A., as Seller and as Servicer, and REDWOOD RESIDENTIAL ACQUISITION CORPORATION, as Purchaser July 1, 2011 Residential Mortgage LoansMortgage Loan Sale and Servicing Agreement • September 26th, 2011 • Sequoia Mortgage Trust 2011-2 • Asset-backed securities • New York
THIS MORTGAGE LOAN SALE AND SERVICING AGREEMENT (the “Agreement”), dated July 1, 2011, is hereby executed by and between REDWOOD RESIDENTIAL ACQUISITION CORPORATION, a Delaware corporation, as purchaser (the “Purchaser”), and WELLS FARGO BANK, N.A., as seller (the “Seller”) and as servicer (the “Servicer”).
ASSIGNMENT OF REPRESENTATIONS AND WARRANTIES AGREEMENTAssignment of Representations and Warranties Agreement • September 26th, 2011 • Sequoia Mortgage Trust 2011-2 • Asset-backed securities • New York
This is an Assignment of Representations and Warranties Agreement (the “Agreement”) made as of the 27th day of September, 2011, among Redwood Residential Acquisition Corporation, a Delaware corporation (“Assignor”), Sequoia Residential Funding, Inc., a Delaware corporation (“Depositor”), U.S. Bank National Association, a national banking association, not in its individual capacity but solely as trustee (in such capacity, the “Trustee” or the “Assignee”) under a Pooling and Servicing Agreement dated as of September 1, 2011 (the “Pooling and Servicing Agreement”), and PrimeLending, a PlainsCapital Company, a Texas corporation (“PrimeLending”).
FLOW MORTGAGE LOAN SALE AND SERVICING AGREEMENT between SUNTRUST MORTGAGE, INC., as Seller and as Servicer, and REDWOOD RESIDENTIAL ACQUISITION CORPORATION, as Purchaser March 1, 2011 Residential Mortgage LoansSale and Servicing Agreement • September 26th, 2011 • Sequoia Mortgage Trust 2011-2 • Asset-backed securities • New York
THIS FLOW MORTGAGE LOAN SALE AND SERVICING AGREEMENT (the “Agreement”), dated March 1, 2011, is hereby executed by and between REDWOOD RESIDENTIAL ACQUISITION CORPORATION, a Delaware corporation, as purchaser (the “Purchaser”), and SUNTRUST MORTGAGE, INC., a Virginia corporation, as seller (the “Seller”) and as servicer (the “Servicer”).
ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENTAssignment, Assumption and Recognition Agreement • September 26th, 2011 • Sequoia Mortgage Trust 2011-2 • Asset-backed securities • New York
This is an Assignment, Assumption and Recognition Agreement (the “Agreement”) made as of the 27th day of September, 2011, among Redwood Residential Acquisition Corporation, a Delaware corporation (“Assignor”), Sequoia Residential Funding, Inc., a Delaware corporation (“Depositor”), U.S. Bank National Association, a national banking association, not in its individual capacity but solely as trustee (in such capacity, the “Trustee” and as referred to herein, the “Assignee”) under a Pooling and Servicing Agreement dated as of September 1, 2011 (the “Pooling and Servicing Agreement”), and PHH Mortgage Corporation, a New Jersey corporation (“PHH”).
FLOW MORTGAGE LOAN SALE AND SERVICING AGREEMENT between FIRST REPUBLIC BANK as Seller and as Servicer, and DLJ MORTGAGE CAPITAL, INC., as Purchaser April 8, 2011 Residential Mortgage LoansFlow Mortgage Loan Sale and Servicing Agreement • September 26th, 2011 • Sequoia Mortgage Trust 2011-2 • Asset-backed securities • New York
THIS FLOW MORTGAGE LOAN SALE AND SERVICING AGREEMENT (the “Agreement”), dated April 8, 2011, is hereby executed by and between DLJ MORTGAGE CAPITAL, INC., a Delaware corporation, as purchaser (the “Purchaser”), and FIRST REPUBLIC BANK, a California corporation, as seller (the “Seller”) and as servicer (the “Servicer”).
CUSTODIAL AGREEMENT Dated as of September 1, 2011 U.S. BANK NATIONAL ASSOCIATION, as Trustee, WELLS FARGO BANK, N.A., as Custodian, WELLS FARGO BANK, N.A., as Master Servicer, SEQUOIA RESIDENTIAL FUNDING, INC., as Depositor, and REDWOOD RESIDENTIAL...Custodial Agreement • September 26th, 2011 • Sequoia Mortgage Trust 2011-2 • Asset-backed securities • New York
THIS CUSTODIAL AGREEMENT dated as of September 1, 2011 (this “Custodial Agreement”), is made by and among Wells Fargo Bank, N.A., as custodian and master servicer, Redwood Residential Acquisition Corporation, as seller, Sequoia Residential Funding, Inc., as depositor, and U.S. Bank National Association, not in its individual capacity but solely as trustee (as “Trustee”) for the benefit of the holders of the Sequoia Mortgage Trust Mortgage Pass-Through Certificates, Series 2011-2 (the “Mortgage Certificates”), issued pursuant to the Pooling and Servicing Agreement, dated as of September 1, 2011 (the “Pooling and Servicing Agreement”), by and among Wells Fargo Bank, N.A., U.S. Bank National Association, and Sequoia Residential Funding, Inc.
ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENTAssignment, Assumption and Recognition Agreement • September 26th, 2011 • Sequoia Mortgage Trust 2011-2 • Asset-backed securities • New York
This is an Assignment, Assumption and Recognition Agreement (the “Agreement”) made as of the 27th day of September, 2011, among Redwood Residential Acquisition Corporation, a Delaware corporation (“Assignor”), Sequoia Residential Funding, Inc., a Delaware corporation (“Depositor”), U.S. Bank National Association, a national banking association, not in its individual capacity but solely as trustee (in such capacity, the “Trustee” or the “Assignee”) under a Pooling and Servicing Agreement dated as of September 1, 2011 (the “Pooling Agreement”), and Wells Fargo Bank, N.A., a national banking association (the “Bank”).
ASSIGNMENT OF REPRESENTATIONS AND WARRANTIES AGREEMENTAssignment of Representations and Warranties Agreement • September 26th, 2011 • Sequoia Mortgage Trust 2011-2 • Asset-backed securities • New York
This is an Assignment of Representations and Warranties Agreement (the “Agreement”) made as of the 27th day of September, 2011, among Redwood Residential Acquisition Corporation, a Delaware corporation (“Assignor”), Sequoia Residential Funding, Inc., a Delaware corporation (“Depositor”), U.S. Bank National Association, a national banking association, not in its individual capacity but solely as trustee (in such capacity, the “Trustee” or the “Assignee”) under a Pooling and Servicing Agreement dated as of September 1, 2011 (the “Pooling and Servicing Agreement”), and Sterling Savings Bank, a Washington corporation (“Sterling”).
SEQUOIA MORTGAGE TRUST 2011-2 MORTGAGE PASS-THROUGH CERTIFICATES MORTGAGE LOAN PURCHASE AND SALE AGREEMENT Between REDWOOD RESIDENTIAL ACQUISITION CORPORATION, and SEQUOIA RESIDENTIAL FUNDING, INC. dated as of September 27, 2011Mortgage Loan Purchase and Sale Agreement • September 26th, 2011 • Sequoia Mortgage Trust 2011-2 • Asset-backed securities • New York
ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENTAssignment, Assumption and Recognition Agreement • September 26th, 2011 • Sequoia Mortgage Trust 2011-2 • Asset-backed securities • New York
ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENTAssignment, Assumption and Recognition Agreement • September 26th, 2011 • Sequoia Mortgage Trust 2011-2 • Asset-backed securities • New York
This is an Assignment, Assumption and Recognition Agreement (the “Agreement”) made as of the 27th day of September, 2011, among Redwood Residential Acquisition Corporation, a Delaware corporation (“Assignor”), Sequoia Residential Funding, Inc., a Delaware corporation (“Depositor”), U.S. Bank National Association, a national banking association, not in its individual capacity but solely as trustee (in such capacity, the “Trustee” or the “Assignee”) under a Pooling and Servicing Agreement dated as of September 1, 2011 (the “Pooling Agreement”), and First Republic Bank, a California-chartered bank (the “Bank”).
FLOW MORTGAGE LOAN SERVICING RIGHTS SALE AND SERVICING AGREEMENT among SELECT PORTFOLIO SERVICING, INC., as Servicer, DLJ MORTGAGE CAPITAL, INC., as Servicing Rights Purchaser, and REDWOOD RESIDENTIAL ACQUISITION CORPORATION, as Owner May 5, 2011...Flow Mortgage Loan Servicing Rights Sale and Servicing Agreement • September 26th, 2011 • Sequoia Mortgage Trust 2011-2 • Asset-backed securities • New York
THIS FLOW MORTGAGE LOAN SERVICING RIGHTS SALE AND SERVICING AGREEMENT (the “Agreement”), dated May 5, 2011, is hereby executed by and among REDWOOD RESIDENTIAL ACQUISITION CORPORATION, a Delaware corporation, as owner of the mortgage loans described herein and seller of the related servicing rights (the “Owner”), SELECT PORTFOLIO SERVICING, INC., a Utah corporation, as servicer of such mortgage loans (the “Servicer”), and DLJ MORTGAGE CAPITAL, INC., a Delaware corporation, as purchaser of the related servicing rights (the “Servicing Rights Purchaser”).
