0001162318-07-000775 Sample Contracts

ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENT
Assignment, Assumption and Recognition Agreement • August 13th, 2007 • J.P. Morgan Mortgage Trust 2007-S3 • Asset-backed securities • New York

THIS ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENT (this “Assignment”), dated as of July 1, 2007, is entered into among J.P. Morgan Acceptance Corporation I, a Delaware corporation (the “Depositor”), U.S. Bank National Association, as trustee (the “Trustee”) of J.P. Morgan Mortgage Trust 2007-S3 (the “Trust”), J.P. Morgan Mortgage Acquisition Corp. (“JPMorgan Acquisition”), JPMorgan Chase Bank, National Association (“JPMCBNA”), Chase Home Finance LLC (“CHF”) and Wells Fargo Bank, N.A. (the “Master Servicer”).

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TRUST AGREEMENT Dated as of July 1, 2007
Trust Agreement • August 13th, 2007 • J.P. Morgan Mortgage Trust 2007-S3 • Asset-backed securities • New York
ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENT
Assignment, Assumption and Recognition Agreement • August 13th, 2007 • J.P. Morgan Mortgage Trust 2007-S3 • Asset-backed securities • New York

THIS ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENT (this “Assignment”), dated as of July 1, 2007, is entered into among J.P. Morgan Acceptance Corporation I, a Delaware corporation (the “Depositor”), U.S. Bank National Association, as trustee (the “Trustee”) of J.P. Morgan Mortgage Trust 2007-S3 (the “Trust”), J.P. Morgan Mortgage Acquisition Corp. (“JPMorgan Acquisition”), JPMorgan Chase Bank, National Association (“JPMCBNA”), American Home Mortgage Servicing, Inc. (“American Home Servicing”) and Wells Fargo Bank, N.A. (the “Master Servicer”).

Rate Collar Transaction
J.P. Morgan Mortgage Trust 2007-S3 • August 13th, 2007 • Asset-backed securities • New York

The purpose of this letter agreement is to set forth the terms and conditions of the rate collar transaction (the "Interest Rate Transaction") entered into between JPMorgan Chase Bank, N.A. (the “Derivative Provider”) and Wells Fargo Bank, N.A., not in its individual capacity, but solely as Securities Administrator on behalf of J.P. Morgan Mortgage Trust 2007-S3 (the “Counterparty”) on July 27, 2007. This agreement constitutes a “Confirmation” as referred to in and supplements, forms part of, and is subject to, the ISDA Master Agreement between the parties hereto.

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