0001355457-06-000007 Sample Contracts

EXECUTION COPY RESIDENTIAL FUNDING MORTGAGE SECURITIES II, INC. as Depositor
Trust Agreement • June 12th, 2006 • Home Equity Loan Trust 2006-Hsa3 • Asset-backed securities • Delaware

This Amended and Restated Trust Agreement, dated as of May 25, 2006 (as amended from time to time, this "Trust Agreement"), between RESIDENTIAL FUNDING MORTGAGE SECURITIES II, INC., a Delaware corporation, as depositor (the "Depositor") and WILMINGTON TRUST COMPANY, a Delaware banking corporation, as owner trustee (the "Owner Trustee"), WITNESSETH THAT: WHEREAS, the Depositor and the Owner Trustee entered into a trust agreement dated as of May 23, 2006, in connection with the formation of a Delaware statutory trust (the "Original Trust Agreement"); and WHEREAS, the Depositor and the Owner Trustee wish to amend and restate the Original Trust Agreement. NOW, THEREFORE, in consideration of the mutual agreements herein contained, the Depositor and the Owner Trustee agree as follows: ARTICLE I Definitions Section 1.01. Definitions. For all purposes of this Trust Agreement, except as otherwise expressly provided herein or unless the context otherwise requires, capitalized terms not otherwise

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