8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report (Date of earliest event reported) January 1, 2013

Commission File Number of issuing entity:

333-179292-07

SEQUOIA MORTGAGE TRUST 2013-2

(Exact name of issuing entity)

Commission File Number of depositor:

333-179292-01

SEQUOIA RESIDENTIAL FUNDING, INC.

(Exact name of depositor as specified in its charter)

RWT HOLDINGS, INC. (Sponsor)

(Exact name of sponsor/seller as specified in its charter)

DELAWARE	None
(State or other jurisdiction	(I.R.S. employer
of incorporation)	identification no.)

One Belvedere Place, Suite 330, Mill Valley, CA	94941
(Address of principal executive offices)	(Zip code)

Registrant’s telephone number, including area code (415) 389-7373

N/A

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions.

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12(b) under the Exchange Act (17 CFR 240.14a-12(b))

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 8.01 Other Events.

On January 30, 2013, Sequoia Residential Funding, Inc. (the “Depositor”) will cause the issuance and sale of the Sequoia Mortgage Trust 2013-2 Mortgage Pass-Through Certificates, Series 2013-2, Class A, Class A-IO1, Class A-IO2, Class B-1, Class B-2 and Class B-3 Certificates (the “Certificates”), in the approximate aggregate principal amount of $653,135,000, pursuant to a Pooling and Servicing Agreement, dated as of January 1, 2013, by and among the Depositor, Christiana Trust, a division of Wilmington Savings Fund Society, FSB, as trustee (in such capacity, the “Trustee”), and Wells Fargo Bank, N.A., as master servicer (the “Master Servicer”) and securities administrator (the “Securities Administrator”). The Certificates were sold by the Depositor to RBS Securities Inc., as underwriter, pursuant to the Underwriting Agreement dated January 24, 2013. The mortgage loans were sold to Redwood Residential Acquisition Corporation (the “Seller”) and/or are being serviced pursuant to

(i) a Flow Mortgage Loan Sale and Servicing Agreement, dated as of July 1, 2010, between the Seller and First Republic Bank,

(ii) a Flow Mortgage Loan Servicing Agreement (the “Cenlar Servicing Agreement”), dated as of November 3, 2011, between the Seller and Cenlar FSB,

(iii) a Flow Mortgage Loan Purchase and Sale Agreement, dated as of December 1, 2011, between the Seller and United Shore Financial Services, LLC,

(iv) a Flow Mortgage Loan Purchase and Sale Agreement, dated as of January 30, 2011, between the Seller and PrimeLending, a PlainsCapital Company, and

(v) various other Flow Mortgage Loan Purchase and Sale Agreements with various originators (collectively, with the agreements specified in clauses (i), (iii) and (iv), the “Purchase Agreements”).

In connection with the offering of the Certificates, the Seller and the Depositor will enter into a Mortgage Loan Purchase and Sale Agreement, pursuant to which the Seller will convey to the Depositor all of its interest in the mortgage loans. The Seller will assign its rights under each Purchase Agreement and the Cenlar Servicing Agreement with respect to the related mortgage loans to the Depositor, and the Depositor will assign such rights to the Trustee for the benefit of the holders of the Certificates, in each case pursuant to an Assignment, Assumption and Recognition Agreement or an Assignment of Representations and Warranties, as applicable, to be dated as of January 30, 2013, among the Seller, the Depositor, the Trustee and the respective servicer or originator. Wells Fargo Bank, N.A. will maintain custody of the mortgage files relating to the mortgage loans on behalf of Sequoia Mortgage Trust 2013-2, pursuant to a Custodial Agreement, dated as of January 1, 2013, among Wells Fargo Bank, N.A., as custodian, the Depositor, the Master Servicer, the Seller and the Trustee.

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Item 9.01 Financial Statements and Exhibits.

(a)          Not applicable

(b)          Not applicable

(c)          Not applicable.

(d)          Exhibits: The following final versions or final executed version of Exhibits to the Form S-3 Registration Statement of the Registrant are hereby filed:

Exhibit

Number

1.1         Final executed Underwriting Agreement, dated January 24, 2013, among Redwood Trust, Inc., Redwood Residential Acquisition Corporation, Sequoia Residential Funding, Inc. and RBS Securities Inc.

1.2         Final executed Engagement Agreement, dated December 12, 2012, among Redwood Trust, Inc., RWT Holdings, Inc. and RBS Securities Inc.

4.1         Pooling and Servicing Agreement, dated as of January 1, 2013, by and among Sequoia Residential Funding, Inc., as depositor, Christiana Trust, a division of Wilmington Savings Fund Society, FSB, as trustee and Wells Fargo Bank, N.A., as master servicer and securities administrator.

4.2         Mortgage Loan Purchase and Sale Agreement, dated as of January 30, 2013, between Redwood Residential Acquisition Corporation, as seller, and Sequoia Residential Funding, Inc., as depositor.

10.1         Final executed Flow Mortgage Loan Sale and Servicing Agreement, dated as of July 1, 2010, between Redwood Residential Acquisition Corporation, as purchaser, and First Republic Bank, as seller and servicer.

10.2         Assignment, Assumption and Recognition Agreement, dated as of January 30, 2013, among Redwood Residential Acquisition Corporation, as assignor, Sequoia Residential Funding, Inc., as depositor, Christiana Trust, a division of Wilmington Savings Fund Society, FSB, as trustee, and First Republic Bank, as seller and servicer.

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10.3         Final executed Flow Mortgage Loan Servicing Agreement, dated as of November 3, 2011, by and between Redwood Residential Acquisition Corporation, as initial purchaser, and Cenlar FSB, as servicer.

10.4         Assignment, Assumption and Recognition Agreement, dated as of January 30, 2013, among Redwood Residential Acquisition Corporation, as assignor, Sequoia Residential Funding, Inc., as depositor, Christiana Trust, a division of Wilmington Savings Fund Society, FSB, as trustee, and Cenlar FSB, as servicer.

10.5         Final executed Flow Mortgage Loan Purchase and Sale Agreement, dated as of December 1, 2011, between Redwood Residential Acquisition Corporation, as purchaser and United Shore Financial Services, LLC, as seller.

10.6         Assignment of Representations and Warranties Agreement, dated as of January 30, 2013, among Redwood Residential Acquisition Corporation, as assignor, Sequoia Residential Funding, Inc., as depositor, Christiana Trust, a division of Wilmington Savings Fund Society, FSB, as trustee, and United Shore Financial Services, LLC, as seller.

10.7         Final executed Flow Mortgage Loan Purchase and Sale Agreement, dated as of January 30, 2011, between Redwood Residential Acquisition Corporation, as purchaser and PrimeLending, a PlainsCapital Company, as seller.

10.8         Assignment of Representations and Warranties Agreement, dated as of January 30, 2013, among Redwood Residential Acquisition Corporation, as assignor, Sequoia Residential Funding, Inc., as depositor, Christiana Trust, a division of Wilmington Savings Fund Society, FSB, as trustee, and PrimeLending, a PlainsCapital Company, as seller.

10.9         Custodial Agreement, dated as of January 1, 2013, among Wells Fargo Bank, N.A., as custodian and master servicer, Redwood Residential Acquisition Corporation, as seller, Sequoia Residential Funding, Inc., as depositor, and Christiana Trust, a division of Wilmington Savings Fund Society, FSB, as trustee.

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SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

SEQUOIA RESIDENTIAL FUNDING, INC.

By:	/s/ John Isbrandtsen
	Name: John Isbrandtsen
	Title: Authorized Officer

Dated: January 29, 2013

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Exhibit 1.1

Final executed Underwriting Agreement, dated January 24, 2013, among Redwood Trust, Inc., Redwood Residential Acquisition Corporation, Sequoia Residential Funding, Inc. and RBS Securities Inc.

Exhibit 1.2

Final executed Engagement Agreement, dated December 12, 2012, among Redwood Trust, Inc., RWT Holdings, Inc. and RBS Securities Inc.

Exhibit 4.1

Pooling and Servicing Agreement, dated as of January 1, 2013, by and among Sequoia Residential Funding, Inc., as depositor, Christiana Trust, a division of Wilmington Savings Fund Society, FSB, as trustee and Wells Fargo Bank, N.A., as master servicer and securities administrator.

Exhibit 4.2

Mortgage Loan Purchase and Sale Agreement, dated as of January 30, 2013, between Redwood Residential Acquisition Corporation, as seller, and Sequoia Residential Funding, Inc., as depositor.

Exhibit 10.1

Final executed Flow Mortgage Loan Sale and Servicing Agreement, dated as of July 1, 2010, between Redwood Residential Acquisition Corporation, as purchaser, and First Republic Bank, as seller and servicer.

Exhibit 10.2

Assignment, Assumption and Recognition Agreement, dated as of January 30, 2013, among Redwood Residential Acquisition Corporation, as assignor, Sequoia Residential Funding, Inc., as depositor, Christiana Trust, a division of Wilmington Savings Fund Society, FSB, as trustee, and First Republic Bank, as seller and servicer.

Exhibit 10.3

Final executed Flow Mortgage Loan Servicing Agreement, dated as of November 3, 2011, by and between Redwood Residential Acquisition Corporation, as initial purchaser, and Cenlar FSB, as servicer.

Exhibit 10.4

Assignment, Assumption and Recognition Agreement, dated as of January 30, 2013, among Redwood Residential Acquisition Corporation, as assignor, Sequoia Residential Funding, Inc., as depositor, Christiana Trust, a division of Wilmington Savings Fund Society, FSB, as trustee, and Cenlar FSB, as servicer.

Exhibit 10.5

Final executed Flow Mortgage Loan Purchase and Sale Agreement, dated as of December 1, 2011, between Redwood Residential Acquisition Corporation, as purchaser, and United Shore Financial Services, LLC, as seller.

Exhibit 10.6

Assignment of Representations and Warranties Agreement, dated as of January 30, 2013, among Redwood Residential Acquisition Corporation, as assignor, Sequoia Residential Funding, Inc., as depositor, Christiana Trust, a division of Wilmington Savings Fund Society, FSB, as trustee, and United Shore Financial Services, LLC, as seller.

Exhibit 10.7

Final executed Flow Mortgage Loan Purchase and Sale Agreement, dated as of January 30, 2011, between Redwood Residential Acquisition Corporation, as purchaser, and PrimeLending, a PlainsCapital Company, as seller.

Exhibit 10.8

Assignment of Representations and Warranties Agreement, dated as of January 30, 2013, among Redwood Residential Acquisition Corporation, as assignor, Sequoia Residential Funding, Inc., as depositor, Christiana Trust, a division of Wilmington Savings Fund Society, FSB, as trustee, and PrimeLending, a PlainsCapital Company, as seller.

Exhibit 10.9

Custodial Agreement, dated as of January 1, 2013, among Wells Fargo Bank, N.A., as custodian and master servicer, Redwood Residential Acquisition Corporation, as seller, Sequoia Residential Funding, Inc., as depositor, and Christiana Trust, a division of Wilmington Savings Fund Society, FSB, as trustee.

EX-1.1

EXHIBIT 1.1

SEQUOIA MORTGAGE TRUST 2013-2
Mortgage Pass-Through Certificates, Series 2013-2

UNDERWRITING AGREEMENT

January 24, 2013

The Firm or Firms

of Underwriters named

on the signature page hereof

Ladies and Gentlemen:

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 (the “Underwriter”) the Underwritten Certificates (as defined below), and to cause Sequoia Mortgage Trust 2013-2 (the “Issuing Entity”), a common law trust governed by New York law, to issue its Mortgage Pass-Through Certificates, Class A, Class A-IO1 and Class A-IO2 (in the principal or notional amounts specified in the last column of Schedule 1 hereto, 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, planned unit developments and cooperatives (collectively, the “Mortgage Loans”). Simultaneously with the issuance and sale of the Underwritten Certificates, a portion of the Class A-IO2 Certificates, the Class R, Class LT-R, Class B-1, Class B-2, Class B-3, Class B-4 and Class B-5 Certificates (together with the Underwritten Certificates, the “Certificates”) are being issued. The Mortgage Loans will have the characteristics described in the Final Prospectus, subject to the variances, ranges, minimums and maximums set forth in the Final Prospectus.

The Issuing Entity will be formed, and the Certificates will be issued, pursuant to a pooling and servicing agreement (the “Pooling and Servicing Agreement”) dated as of January 1, 2013, between the Depositor, Wells Fargo Bank, N.A., in the capacities of master servicer (in such capacity, the “Master Servicer”) and securities administrator (in such capacity, the “Securities Administrator”), Christiana Trust, a division of Wilmington Savings Fund Society, FSB, as trustee (in such capacity, the “Trustee”), and acknowledged as to specified sections by Redwood Residential Acquisition Corporation, a Delaware corporation and wholly-owned subsidiary of Redwood Trust, as seller (the “Seller”). On or about January 30, 2013 (the “Closing Date”), the Seller will assign all of its right, title and interest in the Mortgage Loans to the Depositor pursuant to a mortgage loan purchase and sale agreement, dated as of January 30, 2013 (the “Mortgage Loan Purchase Agreement”), between the Seller, as seller, and the Depositor, as purchaser. Pursuant to the Pooling and Servicing Agreement, the Mortgage Loans will, in turn, be assigned by the Depositor to the Trustee for the benefit of the Certificateholders, together with all principal and interest collections received with respect to the Mortgage Loans after January 1, 2013 (the “Cut-off Date”). The Trustee will concurrently with such assignment, authenticate and deliver the Certificates to the Depositor, and the Depositor will sell the Underwritten Certificates, in the respective initial Class Principal Amounts or Notional Amounts, as applicable, as set forth on Schedule 1 annexed hereto, to the Underwriter. In addition, pursuant to various assignment, assumption and recognition agreements and assignment of representations and warranties agreements (the “Assignment Agreements”), (i) the Seller will assign its rights under various underlying mortgage loan purchase and servicing agreements relating to the Mortgage Loans, entered into by the Seller (collectively, the “Underlying Purchase and Servicing Agreements”), to the Depositor and (ii) the Depositor will, in turn, assign its rights under the Underlying Purchase and Servicing Agreements to the Trustee for the benefit of the Certificateholders. The Master Servicer will monitor the servicing of the Mortgage Loans by the servicers pursuant to the provisions of the Pooling and Servicing Agreement.

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The Pooling and Servicing Agreement, the Mortgage Loan Purchase Agreement, the Assignment Agreements, the Underlying Purchase and Servicing Agreements and this Agreement are sometimes referred to herein collectively as the “Transaction Documents.” Capitalized terms shall have the respective meanings set forth in this Agreement (or by reference to Section 10 hereof) or, if not defined therein, as set forth in the Pooling and Servicing Agreement.

1. Representations and Warranties. The Seller, the Depositor and Redwood Trust jointly and severally represent and warrant to, and agree with, the Underwriter that:

(i) A registration statement on Form S-3 (File Nos. 333-179292 and 333-179292-01) relating to mortgage pass-through certificates 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”). Such registration statement as of its effective date, and each amendment thereto and any document incorporated by reference therein and any prospectus included or deemed or retroactively deemed to be a part thereof pursuant to Rule 430A or Rule 430B, as of the date of this Agreement, is hereinafter referred to as the “Registration Statement.” The Registration Statement meets the requirements set forth in Rule 415(a)(1)(x) under the Securities Act. As of the Closing Date, no stop order suspending the effectiveness of such Registration Statement has been issued and no proceedings for that purpose have been initiated or, to the knowledge of the Seller, the Depositor or Redwood Trust, threatened by the Commission. The Depositor proposes to prepare and file with the Commission pursuant to Rule 424 under the Securities Act a final prospectus dated September 13, 2012 (the “Base Prospectus”) to be supplemented by a prospectus supplement to be dated on or about January 28, 2013 relating to the Underwritten Certificates in the form filed after the date of this Agreement pursuant to Section 424(b) that discloses the public offering price and other final terms of the Underwritten Certificates (together with any revision, amendment or supplement, the “Prospectus Supplement”). The Prospectus Supplement, together with the Base Prospectus, including the documents incorporated therein as of the time of such filing is hereinafter referred to as the “Final Prospectus.” In connection with the offering of the Underwritten Certificates, the Depositor has also prepared a preliminary prospectus supplement dated January 23, 2013, which constitutes a statutory prospectus to be retroactively included in the Registration Statement and has been or will be filed with the Commission pursuant to Rule 424(b) under the Securities Act (the “Preliminary Prospectus Supplement” and together with the Base Prospectus, the “Preliminary Prospectus”). The Preliminary Prospectus and the Final Prospectus separately, are referred to herein as a “Prospectus.” Any reference herein to the Registration Statement or a Prospectus shall be deemed to refer to and include the documents incorporated by reference therein pursuant to Item 12 of Form S-3 which were filed under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), on or before the date on which the Registration Statement, as amended, became effective, or the issue date of the Preliminary Prospectus, or the date on which the Final Prospectus is filed pursuant to Rule 424(b) under the Securities Act, as the case may be; and any reference herein to the terms “amend,” “amendment” or “supplement” with respect to the Registration Statement and each Prospectus shall be deemed to refer to and include any document incorporated by reference therein which is filed under the Exchange Act after the date on which the Registration Statement became effective, the issue date of the Preliminary Prospectus or the date on which a Final Prospectus is filed pursuant to Rule 424(b) under the Securities Act, as the case may be.

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(ii) Each of (A) the Registration Statement, as of its effective date, (B) the Preliminary Prospectus and (C) the Final Prospectus, as of its issue date, as revised, amended or supplemented and filed with the Commission prior to the termination of the offering of the Underwritten Certificates, will conform in all material respects to the requirements of the Securities Act and the rules and regulations (the “Regulations”) of the Commission thereunder applicable to such documents as of their respective dates, and the Registration Statement and the Final Prospectus as revised, amended or supplemented and filed with the Commission as of the Closing Date will conform in all material respects to the requirements of the Securities Act and the Regulations of the Commission applicable to such documents as of the Closing Date. None of (A) the Registration Statement, at the time it became effective and as of the Closing Date, (B) the Preliminary Prospectus, as of its issue date and as of January 24, 2013, which the Underwriter has advised the Depositor is the first date on which a Contract of Sale has been entered into, or (C) the Final Prospectus, as of its issue date, as of the date of any Contract of Sale that occurs after the date of the Final Prospectus and prior to the Closing Date, and as of the Closing Date, contained or will contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however, that the Seller, the Depositor and Redwood Trust make no representations, warranties or agreements as to the information contained in a Prospectus or any revision or amendment thereof or supplement thereto (in the case of the Final Prospectus) in reliance upon and in conformity with information furnished in writing to the Depositor by or on behalf of the Underwriter specifically for use in connection with the preparation of a Prospectus or any revision or amendment thereof or supplement thereto (in the case of the Final Prospectus), such information being defined as the “Underwriter Information” in Section 10 hereof.

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If, subsequent to the date of this Agreement, the Depositor and the Underwriter determines that such information included an untrue statement of material fact or omitted to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading and terminate their old Contracts of Sale and enter into new Contracts of Sale with investors in the Underwritten Certificates, then the Preliminary Prospectus will refer to the information agreed upon in writing by the Depositor and the Underwriter and conveyed to purchasers at the time of entry into the first such new Contract of Sale, including any information that corrects such material misstatements or omissions (“Corrective Information”) and the date of each affected Contract of Sale will refer to the time and date agreed upon by the Depositor and the Underwriter.

(iii) The conditions to the use by the Depositor of a registration statement on Form S-3 under the Securities Act, as set forth in the General Instructions to Form S-3, have been satisfied with respect to the Registration Statement. There are no contracts or documents of the Depositor which are required to be filed as exhibits to the Registration Statement pursuant to the Securities Act or the Regulations of the Commission thereunder which have not been so filed.

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(iv) (A) At the time of the filing of the Registration Statement and (B) at the date of this Agreement, the Depositor was not and is not an “ineligible issuer,” as defined in Rule 405 under the Securities Act.

(v) As of the date hereof, as of the date of any Contract of Sale and at all subsequent times through the completion of the public offer and sale of the Underwritten Certificates, the Preliminary Prospectus issued at or prior to the date hereof, any Issuer Information or the Seller Mortgage Loan Information (each as defined below) contained in a Free Writing Prospectus other than an Underwriter Free Writing Prospectus did not include any untrue statement of a material fact or omit to state any material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however, that no representation is made as to any Underwriter Information.

(vi) The Underwritten Certificates conform in all material respects to the description thereof contained in the Final Prospectus. The issuance of the Underwritten Certificates has been authorized, and on the Closing Date the Underwritten Certificates will have been duly and validly executed, authenticated and delivered in accordance with the Pooling and Servicing Agreement and delivered to the Underwriter for the account of the Underwriter against payment therefor as provided herein, and such Certificates will be duly and validly issued and outstanding and entitled to the benefits afforded by the Pooling and Servicing Agreement. Each Underwritten Certificate of the Class (or if applicable, Classes) or type indicated to be “mortgage related securities” under the heading “Summary of Terms — Legal Investment” in the Prospectus Supplement will, when issued, be a “mortgage related security” as such term is defined in Section 3(a)(41) of the Exchange Act.

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(vii) This Agreement has been duly authorized, executed and delivered by each of the Seller, the Depositor and Redwood Trust, and as of the Closing Date, each of the other Transaction Documents to which the Seller, the Depositor or Redwood Trust is a party will have been, duly authorized, executed and delivered by the Seller, the Depositor or Redwood Trust, as applicable, and will conform in all material respects to the descriptions thereof contained in the Final Prospectus and, assuming the valid execution and delivery thereof by the other parties thereto, each Transaction Document to which Redwood Trust, the Seller or the Depositor is a party will constitute a legal, valid and binding agreement of the Seller, the Depositor or Redwood Trust, as applicable, enforceable in accordance with its terms, except as the same may be limited by bankruptcy, insolvency, reorganization or other similar laws affecting creditors’ rights generally and by general principles of equity.

(viii) Each of the Seller, the Depositor and Redwood Trust has been duly incorporated and is validly existing as a corporation in good standing under the laws of its respective state of incorporation, and each of the Seller, the Depositor and Redwood Trust is duly qualified to do business as a foreign corporation and is in good standing under the laws of each jurisdiction where the character of its respective properties or the nature of its respective activities makes such qualification necessary, except such jurisdictions, if any, in which the failure to be so qualified will not have a material adverse effect on the condition (financial or otherwise), earnings, regulatory affairs, business affairs, business prospects or properties of Redwood Trust, the Seller or the Depositor; each of Redwood Trust, the Seller and the Depositor holds all material licenses, certificates and permits from all governmental authorities necessary for the conduct of its respective business as described in the Final Prospectus; and each of the Seller, the Depositor and Redwood Trust has the corporate power and authority to own its respective properties and conduct its respective business as described in the Final Prospectus and to enter into and perform its respective obligations under each Transaction Document to which it is a party.

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(ix) Neither the issuance, delivery or sale of the Underwritten Certificates, nor the consummation of any other of the transactions contemplated herein, nor the execution and delivery of the Transaction Documents by the Seller, the Depositor or Redwood Trust, as applicable, and compliance with the provisions of the Transaction Documents, does or will conflict with or result in the breach of any material term or provision of the certificate of incorporation or by-laws of the Seller, the Depositor, or Redwood Trust, and none of the Seller, the Depositor or Redwood Trust is in breach or violation of or in default (nor has an event occurred which with notice or lapse of time or both would constitute a default) under the terms of (i) any indenture, contract, lease, mortgage, deed of trust, note, agreement or other evidence of indebtedness or other agreement, obligation or instrument to which the Seller, the Depositor or Redwood Trust is a party or by which it or its respective properties are bound, or (ii) any law, decree, order, rule or regulation applicable to the Seller, the Depositor or Redwood Trust of any court or supervisory, regulatory, administrative or governmental agency, body or authority, or arbitrator having jurisdiction over the Seller, the Depositor or Redwood Trust, or its respective properties, in each case the default, breach or violation of which would have a material adverse effect on the Depositor, Redwood Trust, the Issuing Entity or the Certificates or on the ability of the Seller, the Depositor or Redwood Trust to perform its respective obligations under the Transaction Documents to which it is a party; and none of the delivery of the Certificates, the consummation of any other of the transactions contemplated herein, or the compliance with the provisions of the Transaction Documents will result in such a default, breach or violation or which would have such a material adverse effect. Each of the Seller, the Depositor and Redwood Trust is in compliance with all applicable provisions of the Foreign Corrupt Practices Act of 1977, as amended, and the rules and regulations thereunder, any applicable anti-money laundering statutes, including the Bank Secrecy Act, as amended by Title III of the Uniting and Strengthening America by Providing Appropriate Tools Required to Intercept and Obstruct Terrorism Act of 2001 and regulations administered by the Office of Foreign Assets Control of the U.S. Department of the Treasury.

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(x) No filing or registration with, notice to, or consent, approval, authorization or order or other action of any court or governmental authority or agency is required for the consummation by the Seller, the Depositor or Redwood Trust of the transactions contemplated by the Transaction Documents to which it is a party (other than as required under “blue sky” or state securities laws, as to which no representations and warranties are made by the Seller, the Depositor or Redwood Trust), except such as have been, or will have been prior to the Closing Date, obtained under the Securities Act, and such recordations of the assignment of the Mortgage Loans to the Trustee (to the extent such recordations are required pursuant to the Pooling and Servicing Agreement and/or Underlying Purchase and Servicing Agreements) or filings under the Uniform Commercial Code that have not yet been completed.

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(xi) Except as described in the Final Prospectus, there is no action, order, suit or proceeding before or by any court, administrative or governmental agency now pending to which the Seller, the Depositor or Redwood Trust is a party, or to the best knowledge of each of the Seller, the Depositor or Redwood Trust, threatened against the Seller, the Depositor or Redwood Trust, which could reasonably result individually or in the aggregate in any material adverse change in the condition (financial or otherwise), earnings, regulatory affairs, business affairs, business prospects or properties of the Seller, the Depositor or Redwood Trust or could reasonably interfere with or materially and adversely affect the consummation of the transactions contemplated by the Transaction Documents.

(xii) At the time of execution and delivery of the Mortgage Loan Purchase Agreement between the Seller and the Depositor, the Seller (A) will have good title to and be the sole owner of the Mortgage Loans being sold to the Depositor pursuant thereto, free and clear of any lien, mortgage, pledge, charge, encumbrance, adverse claim or other security interest (collectively “Liens”), and (B) will not have assigned to any Person other than the Depositor any of its right, title or interest in and to the Mortgage Loans.

(xiii) Immediately prior to the assignment of the Mortgage Loans by the Depositor to the Trustee as contemplated by the Pooling and Servicing Agreement, the Depositor (A) will have good title to and be the sole owner of each such Mortgage Loan free and clear of any Lien, (B) will not have assigned to any Person other than the Trustee any of its rights, title or interest in and to such Mortgage Loans or in the Underlying Purchase and Servicing Agreements to the extent relating to the Mortgage Loans and (C) will have the power and authority to sell such Mortgage Loans to the Trustee, and upon execution and delivery of the Pooling and Servicing Agreement by the Trustee and delivery of the Certificates to the Depositor, the Trustee will have acquired all of the Depositor’s right, title and interest in and to such Mortgage Loans.

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(xiv) Any taxes, fees and other governmental charges in connection with the execution, delivery and issuance of the Transaction Documents and the Certificates have been or will be paid by the Seller, the Depositor or Redwood Trust at or prior to the Closing Date, except (if applicable) for fees for recording assignments of the Mortgage Loans to the Trustee pursuant to the Pooling and Servicing Agreement and/or Underlying Purchase and Servicing Agreements and Uniform Commercial Code filing fees that have not yet been completed, which fees will be paid by or on behalf of the Depositor.

(xv) The Mortgage Loans conform in all material respects to the description thereof contained in the Final Prospectus.

(xvi) Neither the Depositor nor the Issuing Entity is, and neither the issuance and sale of the Certificates nor the activities of the Issuing Entity pursuant to the Pooling and Servicing Agreement will cause the Depositor or the Issuing Entity to be, an “investment company” or under the control of an “investment company” as such terms are defined in the Investment Company Act of 1940, as amended (the “Investment Company Act”).

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(xvii) None of the Seller, the Depositor or Redwood Trust is doing business with Cuba.

(xviii) As of the date of delivery, any Seller Mortgage Loan Information provided to the Underwriter is true and correct in all material respects, or if there is any material error in any Seller Mortgage Loan Information, the Depositor or the Seller has promptly provided corrected information to the Underwriter.

(xix) Each of the Seller and the Depositor has complied with Rule 193 of the Securities Act in all material respects in connection with the offering of the Underwritten Certificates.

2. Purchase and Sale. Subject to the terms and conditions and in reliance upon the representations and warranties set forth herein, the Depositor agrees to sell to the Underwriter, and the Underwriter agrees to purchase from the Depositor, each Class of Underwritten Certificates to be purchased by the Underwriter, in the initial Class Principal Amounts or Class Notional Amounts, as applicable, and at the purchase price, as set forth on Schedule 1 annexed hereto (including accrued interest from and including the Cut-off Date to, but not including, the Closing Date).

3. Delivery and Payment. The Underwritten Certificates shall be delivered at the office, on the date and at the time specified in the Final Prospectus, which place, date and time may be changed by agreement between the Underwriter and the Depositor. Delivery of the Underwritten Certificates shall be made to the Underwriter as against its payment of the purchase price therefor to or upon the order of the Depositor in immediately available federal funds. The Underwritten Certificates shall be registered in such names and in such denominations as required by book-entry registration not less than two full business days prior to the Closing Date. The Depositor agrees to cause the Underwritten Certificates to be made available for inspection, checking and packaging in New York, New York on the business day prior to the Closing Date.

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4. Offering Procedures. It is understood that the Underwriter proposes to offer the Underwritten Certificates for sale as set forth in the Preliminary Prospectus and the Final Prospectus and that you will not offer, sell or otherwise distribute the Underwritten Certificates (except for the sale thereof in exempt transactions) in any state or other jurisdiction in which the Underwritten Certificates are not exempt from registration under “blue sky,” state or similar securities laws (except where the Underwritten Certificates will have been qualified for offering and sale at your direction under such “blue sky,” state or similar securities laws).

Neither the Depositor nor the Underwriter will disseminate to any potential investor information relating to the Underwritten Certificates that constitutes a “written communication” within the meaning of Rule 405 under the Securities Act, other than the Preliminary Term Sheet and the Preliminary Free Writing Prospectus, each Prospectus and, in the case of the Underwriter, Derived Information or Custom Loan Information, unless (i) if the Underwriter seeks to disseminate such information, the Underwriter has obtained the prior consent of the Depositor, or (ii) if the Depositor seeks to disseminate such information, the Depositor has obtained the prior consent of the Underwriter.

The Underwriter may convey Derived Information or Custom Loan Information to a potential investor prior to entering into a Contract of Sale with such investor; provided, however, that Derived Information shall not be distributed in a manner reasonably designed to lead to its broad unrestricted dissemination within the meaning of Rule 433(d) under the Securities Act. The Underwriter shall deliver to the Depositor and its counsel a copy, in electronic form, of each Free Writing Prospectus disseminated by the Underwriter that is required to be filed with the Commission, not later than one business day prior to the date on which such Free Writing Prospectus is required under the Regulations to be so filed. The Underwriter will comply with the requirements of Rule 433(g) applicable to any Free Writing Prospectus, including document retention and record-keeping. The Underwriter represents to the Depositor that prior to January 23, 2013, it had not provided to any investor any Free Writing Prospectus or other information relating to the Underwritten Certificates other than preliminary term sheets, mortgage loan tapes or CDI files, in each case previously approved by the Depositor and subject to a confidentiality agreement approved by the Depositor.

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The Depositor represents that it has treated and agrees that it will treat each Free Writing Prospectus other than an Underwriter Free Writing Prospectus as an “issuer free writing prospectus,” as defined in Rule 433, and has complied and will comply with the requirements of Rule 433 applicable to any such Free Writing Prospectus, including timely Commission filing where required, legending and record-keeping.

Neither the Depositor nor the Underwriter shall disseminate or file with the Commission any information relating to Underwritten Certificates in reliance on Rule 167 or 426 under the Securities Act, nor shall the Underwriter disseminate any Free Writing Prospectus in a manner reasonably designed to lead to its broad unrestricted dissemination within the meaning of Rule 433(d) under the Securities Act.

Prior to entering into a Contract of Sale, the Underwriter shall have conveyed to the related purchaser a copy of (i) the Final Prospectus, or a copy of the Preliminary Prospectus if the Final Prospectus is not yet available, and (ii) the Ratings Free Writing Prospectus (as defined herein), each in the form that the Underwriter and the Depositor have agreed most recently prior thereto shall be used for offers and sales of the Underwritten Certificates. Each confirmation of sale with respect to the Underwritten Certificates delivered by the Underwriter shall, if such confirmation of sale is not preceded or accompanied by delivery of the Final Prospectus, include a legend to the following effect, or a similar legend, in compliance with Rule 173 under the Securities Act:

Rule 173 notice: This security was sold pursuant to an effective registration statement that is on file with the SEC. You may request a copy of the Prospectus at www.sec.gov, or by calling 1-800-323-5678.

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5. Agreements. The Depositor agrees with the Underwriter that:

(i) The Depositor will cause the Preliminary Prospectus and the Final Prospectus to be filed with the Commission pursuant to Rule 424(b) under the Securities Act not later than 9:00 a.m. (New York time) on the Closing Date, will promptly advise the Underwriter when such Prospectus has been so filed, and, prior to the termination of the offering of the Underwritten Certificates, will also promptly advise the Underwriter (i) when any amendment to the Registration Statement has become effective or any revision of or supplement to the Final Prospectus has been so filed (unless such amendment, revision or supplement does not relate to the Underwritten Certificates or the Issuing Entity), (ii) of any request by the Commission for any amendment of the Registration Statement or any Final Prospectus or for any additional information (unless such amendment or request for additional information does not relate to the Underwritten Certificates or the Issuing Entity), (iii) of any written notification received by the Depositor of the suspension of qualification of the Underwritten Certificates for sale in any jurisdiction or the initiation or threatening of any proceeding for such purpose and (iv) of the issuance by the Commission of any stop order suspending the effectiveness of the Registration Statement or the institution or, to the knowledge of the Depositor, the threatening of any proceeding for that purpose. The Depositor will use its best efforts to prevent the issuance of any such stop order and, if issued, to obtain as soon as possible the withdrawal thereof. The Depositor will not file prior to the termination of such offering any amendment to the Registration Statement or any revision of or supplement to the Final Prospectus (other than any such amendment, revision or supplement which does not relate to Underwritten Certificates or the Issuing Entity) which shall be disapproved by the Underwriter after reasonable notice and review of such filing.

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(ii) If, at any time when a prospectus relating to the Underwritten Certificates is required to be delivered under the Securities Act, (i) any event occurs as a result of which the Final Prospectus, the Ratings Free Writing Prospectus or the Preliminary Prospectus (if used by the Underwriter to enter into a Contract of Sale) as then amended or supplemented would include any untrue statement of a material fact or omit to state a material fact necessary to make the statements therein in the light of the circumstances under which they were made not misleading, or (ii) it shall be necessary to revise, amend or supplement the Final Prospectus to comply with the Securities Act or the Regulations of the Commission thereunder, the Depositor promptly will notify the Underwriter and will, upon the request of the Underwriter, or may, after consultation with the Underwriter, prepare and file with the Commission a revision, amendment or supplement which will correct such statement or omission or effect such compliance, and furnish without charge to the Underwriter as many copies as the Underwriter may from time to time reasonably request of an amended Final Prospectus, Ratings Free Writing Prospectus or the Preliminary Prospectus (if used by the Underwriter to enter into a Contract of Sale) or a supplement to the Final Prospectus, the Ratings Free Writing Prospectus or the Preliminary Prospectus (if used by the Underwriter to enter into a Contract of Sale) which will correct such statement or omission or effect such compliance.

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If any Contract of Sale entered into by the Underwriter is terminated or reformed (within the meaning of Rule 159 of the Securities Act) as a result of any such revision, amendment or supplement, the Depositor shall reimburse the Underwriter for any reasonable cost incurred by an investor and reimbursed by the Underwriter resulting from such termination or reformation.

(iii) The Depositor will furnish to the Underwriter and counsel to the Underwriter, without charge, conformed copies of the Registration Statement (including exhibits thereto) and, so long as delivery of a prospectus relating to the Underwritten Certificates is required under the Securities Act, as many copies of the Preliminary Prospectus, the Ratings Free Writing Prospectus, the Final Prospectus and any revisions or amendments thereof or supplements thereto as may be reasonably requested.

(iv) The Depositor will, as between itself and the Underwriter, pay all expenses incidental to the performance of the obligations of the Depositor, the Seller or Redwood Trust under this Agreement, including without limitation (i) expenses of preparing, printing, filing and reproducing the Registration Statement, the Preliminary Prospectus, the Final Prospectus, any Free Writing Prospectus other than an Underwriter Free Writing Prospectus, the Transaction Documents and the Certificates, (ii) the cost of delivering the Underwritten Certificates to the Underwriter, (iii) the fees charged by the securities rating agencies for rating the Underwritten Certificates, (iv) all transfer taxes, if any, with respect to the sale and delivery of the Underwritten Certificates to the Underwriter, (v) any expenses for the qualification of the Underwritten Certificates under “blue sky” or state securities laws, including filing fees and the fees and disbursements of counsel for the Underwriter in connection therewith and in connection with the preparation of any Blue Sky Survey, (vi) all other costs and expenses incidental to the performance by the Depositor, the Seller or Redwood Trust of their respective obligations hereunder which are not otherwise specifically provided for in this subsection and (vii) the fees of any accountants in connection with preparation of any comfort letters in connection with the Preliminary Term Sheet or a Prospectus. In addition, it is understood that, except as provided in this paragraph (iv) and in Section 9 hereof, the Underwriter will pay all the following additional expenses: (i) any transfer taxes on resale of any of the Underwritten Certificates by them, (ii) any advertising expenses connected with any offers that the Underwriter may make, (iii) the fees of any counsel to the Underwriter, including the fees incurred in connection with the review of the Transaction Documents and the preparation of the Underwriting Agreement and the legal opinions and (iv) the expenses of any due diligence conducted by the Underwriter with respect to the Mortgage Loans.

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(v) So long as any Underwritten Certificates are outstanding, upon request of the Underwriter, the Depositor will furnish, or will cause to be furnished, to the Underwriter, as soon as available, a copy of (i) the annual statement of compliance prepared by the Master Servicer, the servicing administrator, the servicers and any subservicers pursuant to the Pooling and Servicing Agreement or the Underlying Purchase and Servicing Agreements, as applicable, (ii) each report regarding the Underwritten Certificates filed with the Commission under the Exchange Act or mailed to the holders of the Underwritten Certificates and (iii) from time to time, such other information concerning the Underwritten Certificates which may be furnished by the Depositor or the Trustee without undue expense and without violation of applicable law.

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(vi) On or prior to the filing of the Final Prospectus pursuant to Rule 424(b), the Company will file with the Commission a current report on Form 8-K attaching the Transaction Documents and certain other material agreements and opinions of counsel that are required to be filed, provided that such Transaction Documents need not be executed and may be subject to nonmaterial changes.

(vii) For a period ending on the Closing Date, the Depositor shall not offer or sell, or announce the offering of, or cause any trust created by the Depositor to offer or sell, or announce the offering of, any mortgage pass-through certificates or other similar mortgage-related securities, without the prior written consent of the Underwriter.

(viii) The Depositor has prepared the Preliminary Prospectus described in Section 1(i) relating to the Underwritten Certificates, in a form consented to by the Underwriter, and has filed or will file the Preliminary Prospectus within the period required by Rule 424(b).

(ix) All written and graphic communications relating to the Underwritten Certificates used prior to the availability of a Prospectus will comply with the requirements of Rule 433, including the inclusion of the legend required by Rule 433(c)(2).

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(x) Neither the Preliminary Prospectus nor the Final Prospectus shall identify any nationally recognized statistical rating organization by name or indicate any rating issued or expected to be issued by any nationally recognized statistical rating organization with respect to the Certificates.

Redwood Trust covenants with the Underwriter and with the Depositor that it shall notify you and the Depositor of the occurrence of any material events respecting the activities, affairs or condition, financial or otherwise, of Redwood Trust and its subsidiaries and, if as a result of any such event it is necessary to amend or supplement any Prospectus in order to make such Prospectus not misleading in the light of the circumstances existing at the time it is delivered to a purchaser, Redwood Trust will forthwith supply such information to the Depositor as shall be necessary for the Depositor to prepare an amendment or supplement to such Prospectus so that, as so amended or supplemented, such Prospectus will not contain an untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances existing at the time it is delivered to a purchaser, not misleading.

6. Conditions to the Obligations of Underwriter. The obligation of the Underwriter to purchase the Underwritten Certificates to be purchased by it as set forth on Schedule 1 annexed hereto shall be subject to the accuracy in all material respects of the representations and warranties on the part of the Seller, the Depositor and Redwood Trust contained herein as of the date hereof and as of the Closing Date, to the accuracy of the statements of the Seller, the Depositor and Redwood Trust made in any officer’s certificate pursuant to the provisions hereof, to the performance in all material respects by the Seller, the Depositor and Redwood Trust of its obligations hereunder and to the following additional conditions:

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(a) No stop order suspending the effectiveness of the Registration Statement shall have been issued and no proceedings for that purpose shall have been instituted and be pending or shall have been threatened, any requests for additional information on the part of the Commission (to be included in the Registration Statement or in a Prospectus or otherwise) shall have been complied with to the reasonable satisfaction of the Underwriter, and the Preliminary Prospectus and the Final Prospectus shall have been filed or transmitted for filing with the Commission not later than the time the same is required to be filed or transmitted for filing pursuant to the Regulations of the Commission.

(b) Each of the Depositor and the Seller shall have furnished to the Underwriter a certificate, dated the Closing Date, signed by the Chairman of the Board or the President and the principal financial or accounting officer of such entity, to the effect that each signer of such certificate has carefully examined the Registration Statement, the Final Prospectus, the Preliminary Prospectus and this Agreement and that:

(i) The representations and warranties made by such entity herein are true and correct in all material respects on and as of the Closing Date with the same effect as if made on the Closing Date, and such entity has complied with all agreements and satisfied all the conditions on its part to be performed or satisfied at or prior to the Closing Date;

(ii) No stop order suspending the effectiveness of the Registration Statement has been issued, and no proceedings for that purpose have been instituted and are pending or, to the knowledge of such officer, have been threatened as of the Closing Date;

(iii) Nothing has come to the attention of such officer that would lead such officer to believe that the Preliminary Prospectus or the Final Prospectus contains any untrue statement of a material fact or omits to state any material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; and

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(iv) Nothing has come to the attention of such officer that would lead such officer to believe that any Seller Mortgage Loan Information contains any untrue statement of a material fact or, in conjunction with the Preliminary Prospectus or the Final Prospectus, omits any material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading.

(c) Redwood Trust shall have furnished to the Underwriter a certificate, dated the Closing Date, of Redwood Trust, signed by the Chairman of the Board or President and the principal financial or accounting officer of Redwood Trust, to the effect that each signer of such certificate has carefully examined the Registration Statement, the Preliminary Prospectus, the Final Prospectus and this Agreement and that:

(i) The representations and warranties of Redwood Trust herein are true and correct in all material respects on and as of the Closing Date with the same effect as if made on the Closing Date, and Redwood Trust has complied with all agreements and satisfied all the conditions on its part to be performed or satisfied at or prior to the Closing Date;

(ii) No stop order suspending the effectiveness of the Registration Statement has been issued, and no proceedings for that purpose have been instituted and are pending or, to the knowledge of such officer, have been threatened as of the Closing Date; and

(iii) Nothing has come to the attention of such officer that would lead such officer to believe that the Preliminary Prospectus or the Final Prospectus contains any untrue statement of a material fact or omits to state any material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading.

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(d) Each of the Depositor and the Seller shall have furnished to you an opinion, dated the Closing Date, of Weintraub Tobin Chediak Coleman Grodin Law Corporation or Orrick, Herrington & Sutcliffe LLP, special counsel to the Depositor and the Seller, in form and substance satisfactory to the Underwriter and counsel to the Underwriter, to the effect that:

(i) Such entity has been duly incorporated, is validly existing as a corporation in good standing under the laws of the State of its incorporation and is duly qualified to do business in, and is in good standing as a foreign corporation under the laws of, each jurisdiction where the character of its properties or the nature of its activities makes such qualification necessary, except such jurisdictions, if any, in which the failure to be so qualified will not have a material adverse effect on the condition (financial or otherwise), earnings, regulatory affairs, business affairs, business prospects or properties of such entity; and such entity holds all material licenses, certificates and permits from all governmental authorities necessary for the conduct of its business as described in the Final Prospectus;

(ii) No filing or registration with, notice to, or consent, approval, authorization, order or other action of any governmental agency or body or any court is required for the consummation by such entity of the transactions contemplated by the terms of the Transaction Documents to which it is a party except such as may be required under the “blue sky” or state securities laws of any jurisdiction in connection with the offering, sale or acquisition of the Underwritten Certificates, any recordations of the Mortgage Loans to the Trustee (to the extent such recordations are required pursuant to the Pooling and Servicing Agreement and/or the Underlying Purchase and Servicing Agreements) and filings under the Uniform Commercial Code that have not yet been completed and such other approvals as have been obtained;

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(iii) The issuance, delivery and sale of the Underwritten Certificates to be purchased by the Underwriter pursuant to this Agreement, the execution and delivery of the Transaction Documents by such entity and the consummation of any of the transactions contemplated by the terms of the Transaction Documents do not conflict with or result in a breach or violation of any material term or provision of, or constitute a default under, the certificate of incorporation or by-laws of such entity, or any indenture, contract, lease, mortgage, deed of trust, note, agreement or other evidence of indebtedness or other agreement, obligation or instrument to which such entity is a party or by which it or its property is bound, or any statute or any law, decree, order, rule or regulation applicable to such entity of any court, regulatory body, administrative agency or governmental body having jurisdiction over such entity or its properties;

(iv) There are no legal or governmental actions, investigations or proceedings pending to which such entity is a party, or, to the best knowledge of such counsel, threatened against such entity, (A) asserting the invalidity of any Transaction Document or the Certificates, (B) seeking to prevent the issuance of the Certificates or the consummation of any of the transactions contemplated by any Transaction Document, (C) which might materially and adversely affect the performance by such entity of its respective obligations under, or the validity or enforceability of, any Transaction Document or the Certificates, except as described in the Final Prospectus or (D) seeking to affect adversely the REMIC status (for Federal income tax purposes) of the Underwritten Certificates as described in the Final Prospectus under the heading “Material Federal Income Tax Consequences”;

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(v) The Registration Statement and any amendments thereto have become effective under the Securities Act; to the best knowledge of such counsel, no stop order suspending the effectiveness of the Registration Statement has been issued and not withdrawn, no proceedings for that purpose have been instituted or threatened and not terminated; and the Registration Statement and each Prospectus and each amendment or supplement thereto (in the case of the Registration Statement and the Final Prospectus), as of their respective effective or issue dates (other than the financial and statistical information contained therein as to which such counsel need express no opinion), complied as to form in all material respects with the applicable requirements of the Securities Act and the respective rules and regulations thereunder;

(vi) To the best knowledge of such counsel, there are no material contracts, indentures or other documents of a character required to be described or referred to in the Registration Statement or any Prospectus or to be filed as exhibits to the Registration Statement other than those described or referred to therein or filed or incorporated by reference as exhibits thereto;

(vii) Each Transaction Document to which such entity is a party has been duly authorized, executed and delivered by such entity and constitutes a valid, legal and binding agreement of such entity enforceable against such entity in accordance with its terms, subject, as to enforceability to bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting creditors’ rights generally and to general principles of equity regardless of whether enforcement is sought in a proceeding in equity or at law;

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(viii) The direction by the Depositor to the Trustee to execute, authenticate and deliver the Underwritten Certificates has been duly authorized by the Depositor, and the Underwritten Certificates, when authenticated by the Trustee in the manner anticipated by the Pooling and Servicing Agreement and delivered and paid for by you as provided in this Agreement, will be validly issued and outstanding and entitled to the benefits of the Pooling and Servicing Agreement;

(ix) The Underwritten Certificates and the Transaction Documents conform in all material respects to the descriptions thereof contained in the Final Prospectus;

(x) The statements in the Final Prospectus under the headings “Certain Legal Aspects of the Loans” and “Legal Investment,” to the extent that they constitute matters of law or legal conclusions with respect thereto, have been reviewed by such counsel and are correct in all material respects;

(xi) The Underwritten Certificates indicated under the heading “Summary of Terms — Legal Investment” in the Final Prospectus to be “mortgage related securities” will be mortgage related securities, as defined in Section 3(a)(41) of the Exchange Act, so long as such Underwritten Certificates are rated in one of the two highest rating categories by at least one nationally recognized statistical rating organization; and

(xii) The Pooling and Servicing Agreement is not required to be qualified under the Trust Indenture Act of 1939, as amended, and neither the Depositor nor the Issuing Entity is required to be registered as an “investment company” under the 1940 Act.

Such opinion of counsel shall also include negative assurances satisfactory to the Underwriter with respect to the Preliminary Prospectus, the Ratings Free Writing Prospectus and the Final Prospectus.

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 Such opinion may express its reliance as to factual matters on the representations and warranties made by, and on certificates or other documents furnished by officers of, the parties to the Transaction Documents. Such opinion may assume the due authorization, execution and delivery of the instruments and documents referred to therein by the parties thereto other than the Seller, the Depositor and Redwood Trust. Such opinion may be qualified as an opinion only on the laws of the States of New York and Delaware and the federal law of the United States, and such opinion may be subject to such other qualifications as are acceptable to the Underwriter and counsel to the Underwriter. To the extent that such firm relies upon the opinion of other counsel in rendering any portion of its opinion, the opinion of such other counsel shall be attached to and delivered with the opinion of such firm that is delivered to you.

(e) The Depositor shall have furnished to the Underwriter an opinion, dated the Closing Date, of Chapman and Cutler LLP, special tax counsel to the Depositor, in form and substance satisfactory to the Underwriter and counsel to the Underwriter, to the effect that:

(i) The statements in the Final Prospectus under the heading “Material Federal Income Tax Consequences,” as supplemented or modified by the statements in the Prospectus Supplement under the heading “Material Federal Income Tax Consequences,” to the extent that they constitute matters of law or legal conclusions with respect to Federal income tax matters, are correct in all material respects; and

(ii) Each segregated asset pool for which the Pooling and Servicing Agreement directs the Trustee to make a REMIC election will qualify as a REMIC within the meaning of Section 860D of the Code.

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(f) Redwood Trust shall have furnished to the Underwriter an opinion, dated the Closing Date, of Weintraub Tobin Chediak Coleman Grodin Law Corporation, special counsel to Redwood Trust, in form and substance satisfactory to the Underwriter and counsel to the Underwriter, to the effect that:

(i) Redwood Trust has been duly incorporated and is validly existing as a corporation in good standing under the laws of the State of Maryland and is duly qualified to do business in, and is in good standing as a foreign corporation under the laws of, each jurisdiction where the character of its properties or the nature of its activities makes such qualification necessary, except such jurisdictions, if any, in which the failure to be so qualified will not have a material adverse effect on the condition (financial or otherwise), earnings, regulatory affairs, business affairs, business prospects or properties of Redwood Trust; and Redwood Trust holds all material licenses, certificates and permits from all governmental authorities necessary for the conduct of its business as described in the Final Prospectus;

(ii) Each Transaction Document to which Redwood Trust is a party has been duly authorized, executed and delivered by Redwood Trust and constitutes a valid, legal and binding agreement of Redwood Trust, enforceable against Redwood Trust in accordance with its terms, subject, as to enforceability to bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting creditors’ rights generally and to general principles of equity regardless of whether enforcement is sought in a proceeding in equity or at law;

(iii) No consent, approval, authorization or order of any court or governmental agency or body is required for the consummation by Redwood Trust of the transactions contemplated by the terms of the Transaction Documents to which Redwood Trust is a party except such as may be required under the “blue sky” or state securities laws of any jurisdiction in connection with the offering, sale or acquisition of the Underwritten Certificates, any recordations of the assignment of the Mortgage Loans to the Trustee (to the extent such recordations are required pursuant to the Pooling and Servicing Agreement and/or the Underlying Purchase and Servicing Agreements) that have not yet been completed and such other approvals as have been obtained;

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(iv) The consummation of any of the transactions contemplated by the terms of the Transaction Documents to which Redwood Trust is a party do not conflict with or result in a breach or violation of any material term or provision of, or constitute a default under, the charter or by-laws of Redwood Trust, or, to the best knowledge of such counsel, any indenture or other agreement or instrument to which Redwood Trust is a party or by which it is bound, or any statute or regulation applicable to Redwood Trust or any order of any court, regulatory body, administrative agency or governmental body having jurisdiction over Redwood Trust; and

(v) There are no legal or governmental actions, investigations or proceedings pending to which Redwood Trust is a party, or, to the best knowledge of such counsel, threatened against Redwood Trust, (A) asserting the invalidity of any Transaction Document to which Redwood Trust is a party or (B) which might materially and adversely affect the performance by Redwood Trust of its obligations under, or the validity or enforceability of any Transaction Document to which Redwood Trust is a party.

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Such opinion may express its reliance as to factual matters on the representations and warranties made by, and on certificates or other documents furnished by officers of, the parties to the Transaction Documents. Such opinion may assume the due authorization, execution and delivery of the instruments and documents referred to therein by the parties thereto other than Redwood Trust, the Seller and the Depositor. Such opinion may be qualified as an opinion only on the laws of the States of Maryland, New York and California and the federal law of the United States. To the extent that such counsel relies upon the opinion of other counsel in rendering any portion of its opinion, the opinion of such other counsel shall be attached to and delivered with the opinion of such counsel that is delivered to the Underwriter.

(g) The Trustee shall have furnished to the Underwriter an opinion, dated the Closing Date, of Alston & Bird LLP, counsel to the Trustee, in form and substance satisfactory to the Underwriter and counsel to the Underwriter, to the effect that:

(i) The Trustee has been duly organized and is validly existing as a federal savings bank duly organized under the laws of the United States of America, and is duly qualified to do business in each jurisdiction where the character of its properties or the nature of its activities makes such qualification necessary, except such jurisdictions, if any, in which the failure to be so qualified will not have a material adverse effect on the condition (financial or otherwise), earnings, regulatory affairs, business affairs, business prospects or properties of the Trustee; and the Trustee holds all material licenses, certificates and permits from all governmental authorities necessary for the conduct of its business as described in the Final Prospectus;

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(ii) The Pooling and Servicing Agreement has been duly authorized, executed and delivered by the Trustee and constitutes a valid, legal and binding agreement of the Trustee, enforceable against the Trustee in accordance with its terms, subject, as to enforceability to bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting creditors’ rights generally and to general principles of equity regardless of whether enforcement is sought in a proceeding in equity or at law;

(iii) No consent, approval, authorization or order of any court or governmental agency or body is required for the consummation by the Trustee of the transactions contemplated by the terms of the Pooling and Servicing Agreement, except any such as may be required under the “blue sky” or state securities laws of any jurisdiction in connection with the offering, sale or acquisition of the Underwritten Certificates, any recordations of the assignment of the Mortgage Loans to the Trustee (to the extent such recordations are required pursuant to the Pooling and Servicing Agreement and/or the Underlying Purchase and Servicing Agreements) that have not yet been completed and such other approvals as have been obtained; and

(iv) The consummation of any of the transactions contemplated by the Pooling and Servicing Agreement do not conflict with or result in a breach or violation of any material term or provision of, or constitute a default under, the charter or by-laws of the Trustee, or, to the best knowledge of such counsel, any indenture or other agreement or instrument to which the Trustee is a party or by which it is bound, or any statute or regulation applicable to the Trustee or any order of any court, regulatory body, administrative agency or governmental body having jurisdiction over the Trustee.

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Such opinion may express its reliance as to factual matters on the representations and warranties made by, and on certificates or other documents furnished by officers of, the parties to the Transaction Documents. Such opinion may assume the due authorization, execution and delivery of the instruments and documents referred to therein by the parties thereto other than the Trustee. Such opinion may be qualified as an opinion only on the laws of the States of New York and Delaware and the federal law of the United States. To the extent that such counsel relies upon the opinion of other counsel in rendering any portion of its opinion, the opinion of such other counsel shall be attached to and delivered with the opinion of such counsel that is delivered to the Underwriter.

(h) The Master Servicer and the Securities Administrator shall have furnished to the Underwriter an opinion, dated the Closing Date, of counsel to the Master Servicer or Alston & Bird LLP, counsel to such parties, in form and substance satisfactory to the Underwriter and counsel to the Underwriter, to the effect that:

(i) Each of the Master Servicer and the Securities Administrator has been duly organized and is validly existing as a national banking association under the laws of the United States of America, and is duly qualified to do business in each jurisdiction where the character of its properties or the nature of its activities makes such qualification necessary, except such jurisdictions, if any, in which the failure to be so qualified will not have a material adverse effect on the condition (financial or otherwise), earnings, regulatory affairs, business affairs, business prospects or properties of the such party; and such party holds all material licenses, certificates and permits from all governmental authorities necessary for the conduct of its business as described in the Final Prospectus;

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(ii) The Pooling and Servicing Agreement has been duly authorized, executed and delivered by each of the Master Servicer and the Securities Administrator and constitutes a valid, legal and binding agreement of the such party, enforceable against such party in accordance with its terms, subject, as to enforceability to bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting creditors’ rights generally and to general principles of equity regardless of whether enforcement is sought in a proceeding in equity or at law;

(iii) No consent, approval, authorization or order of any court or governmental agency or body is required for the consummation by the either the Master Servicer or the Securities Administrator of the transactions contemplated by the terms of the Pooling and Servicing Agreement;

(iv) The consummation of any of the transactions contemplated by the terms of the Pooling and Servicing Agreement do not conflict with or result in a breach or violation of any material term or provision of, or constitute a default under, the charter or by-laws of either the Master Servicer or the Securities Administrator or, to the best knowledge of such counsel, any indenture or other agreement or instrument to which such party is a party or by which it is bound, or any statute or regulation applicable to such party or any order of any court, regulatory body, administrative agency or governmental body having jurisdiction over such party; and

(v) There are no legal or governmental actions, investigations or proceedings pending to which either the Master Servicer or the Securities Administrator is a party, or, to the best knowledge of such counsel, threatened against the such party, (A) asserting the invalidity of the Pooling and Servicing Agreement or (B) which might materially and adversely affect the performance by such party of its obligations under, or the validity or enforceability of, the Pooling and Servicing Agreement.

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Such opinion may express its reliance as to factual matters on the representations and warranties made by, and on certificates or other documents furnished by officers of, the parties to the Transaction Documents. Such opinion may assume the due authorization, execution and delivery of the instruments and documents referred to therein by the parties thereto other than the Master Servicer or the Securities Administrator. Such opinion may be qualified as an opinion only on the laws of the States of New York and Delaware and the federal law of the United States. To the extent that such counsel relies upon the opinion of other counsel in rendering any portion of its opinion, the opinion of such other counsel shall be attached to and delivered with the opinion of such counsel that is delivered to the Underwriter.

(i) The Underwriter shall have received copies of any opinions of counsel delivered to the rating agencies set forth in the Ratings Free Writing Prospectus as rating the Underwritten Certificates, including, but not limited to, any “true sale” or “perfection” opinions. Any such opinions shall be dated the Closing Date and addressed to the Underwriter or accompanied by reliance letters addressed to the Underwriter.

(j) The Underwriter shall have received from its counsel such opinion or opinions, dated the Closing Date, with respect to the issuance and sale of the Underwritten Certificates, the Registration Statement and each Prospectus, and such other related matters as you may reasonably require, including a negative assurance letter satisfactory to the Underwriter with respect to the Preliminary Prospectus, the Ratings Free Writing Prospectus or the Final Prospectus.

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(k) The Depositor’s independent accountants shall have furnished to the Underwriter a letter or letters addressed to the Underwriter and dated as of or prior to the date of first use of any Free Writing Prospectus (other than an Underwriter Free Writing Prospectus or the Preliminary Free Writing Prospectus), the Preliminary Prospectus or the Final Prospectus in the form and reflecting the performance of the procedures previously agreed to by the Depositor and the Underwriter.

(l) Subsequent to the date hereof, there shall not have occurred any change, or any development involving a prospective change in or affecting the earnings, business or properties of Redwood Trust, the Depositor or the Seller which, in your judgment, materially impairs the investment quality of the Underwritten Certificates so as to make it impractical or inadvisable to proceed with the public offering or the delivery of the Underwritten Certificates as contemplated by the Final Prospectus.

(m) The Underwritten Certificates shall be rated not lower than the required ratings set forth in the Free Writing Prospectus dated January 24, 2013 with respect to ratings of the Underwritten Certificates (the “Ratings Free Writing Prospectus”), such ratings shall not have been rescinded and no public announcement shall have been made that any such required rating of the Underwritten Certificates has been placed under review (otherwise than for possible upgrading).

(n) The Depositor shall have furnished to the Underwriter such further information, certificates and documents as the Underwriter may reasonably have requested, and all proceedings in connection with the transactions contemplated by this Agreement and all documents incident hereto shall be in all material respects satisfactory in form and substance to the Underwriter and its counsel.

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If any of the conditions specified in this Section 6 shall not have been fulfilled when and as provided in this Agreement, this Agreement and all obligations of the Underwriter hereunder may be canceled at, or at any time prior to, the Closing Date by the Underwriter. Notice of such cancellation shall be given to the Depositor in writing, or by telephone or telegraph confirmed in writing.

7. Termination. This Agreement shall be subject to termination in your absolute discretion, by notice given to the Depositor if, subsequent to the date hereof, (i) trading generally shall have been suspended or materially limited on, or by, as the case may be, any of the New York Stock Exchange, the American Stock Exchange, the Nasdaq National Market, the Chicago Board of Options Exchange, the Chicago Mercantile Exchange or the Chicago Board of Trade, (ii) trading of any securities of Redwood Trust or the Depositor shall have been suspended on any exchange or in any over-the-counter market, (iii) a material disruption in securities settlement, payment or clearance services in the United States shall have occurred, (iv) any moratorium on commercial banking activities shall have been declared by Federal or New York State authorities or (v) there shall have occurred any outbreak or escalation of hostilities, or any change in financial markets or any calamity or crisis that, in your judgment, is material and adverse and which, singly or together with any other event specified in this clause (v), makes it, in your judgment, impracticable or inadvisable to proceed with the offer, sale or delivery of the Underwritten Certificates on the terms and in the manner contemplated in the Final Prospectus.

8. Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Depositor, the Seller and Redwood Trust and their respective officers and of the Underwriter set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of the Underwriter or the Depositor, the Seller or Redwood Trust, and will survive delivery of and payment for the Underwritten Certificates. The provisions of Sections 5(iv), 9, 11 and 12 hereof shall survive the termination or cancellation of this Agreement.

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9. Reimbursement of Underwriter Expenses. If for any reason, other than default by the Underwriter in its obligation to purchase the Underwritten Certificates or termination by the Underwriter pursuant to Section 7 hereof, the Underwritten Certificates are not delivered as provided herein, the Depositor, the Seller and Redwood Trust jointly and severally agree to reimburse the Underwriter for all damages, losses and out-of-pocket expenses of the Underwriter, including reasonable fees and disbursements of its counsel, reasonably incurred by the Underwriter in making preparations for the purchase, sale and delivery of the Underwritten Certificates, but the Depositor, the Seller and Redwood Trust shall then be under no further liability to the Underwriter with respect to the Underwritten Certificates, except as provided in Sections 5(iv), 8, 11 or 12 hereof.

10. Certain Definitions. For purposes of this Agreement, the following terms shall have the respective meanings set forth below:

Custom Loan Information: Such information regarding the Mortgage Loans as is disseminated by the Underwriter to a potential investor, exclusive of any Seller Mortgage Loan Information (in the form provided by the Depositor) and information included in the Preliminary Term Sheet.

Contract of Sale: A valid contract, whether oral or written, by which a third party becomes committed to purchase any Underwritten Certificates from the Underwriter and the Underwriter becomes committed to sell such Underwritten Certificates to such third party; provided that “Contract of Sale” excludes any action by such third party and the Underwriter prior to such commitments.

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Derived Information: Such information regarding the Underwritten Certificates as is disseminated by the Underwriter to a potential investor, which information is prepared on the basis of or derived from Seller Mortgage Loan Information (e.g., tables and/or charts displaying with respect to any Class or Classes of Underwritten Certificates, any of the following: yield, average life, duration, expected maturity, interest rate sensitivity, loss sensitivity), but does not include (i) Issuer Information, (ii) information contained in the Registration Statement, any Prospectus or any amendment or supplement to any of them, taking into account information incorporated therein by reference or (iii) Seller Mortgage Loan Information.

Free Writing Prospectus: The Preliminary Term Sheet, the Preliminary Free Writing Prospectus and any Custom Loan Information, Derived Information or other information relating to the Underwritten Certificates disseminated by the Depositor (with the prior consent of the Underwriter pursuant to Section 4) or by the Underwriter (with the prior consent of the Depositor pursuant to Section 4), that constitutes a “free writing prospectus” within the meaning of Rule 405 under the Securities Act.

Issuer Information: Such information as defined in Rule 433(h) under the Securities Act and information that is based on or derived from such information, but excluding Derived Information or Custom Loan Information.

Preliminary Free Writing Prospectus: The preliminary free writing prospectus dated January 22, 2013.

Preliminary Term Sheet: The preliminary term sheet dated January 22, 2013.

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Seller Mortgage Loan Information: Information relating to the Mortgage Loans furnished by or on behalf of the Depositor or the Seller to the Underwriter.

Spread: The excess, if any, of (i) the purchase prices paid by investors to the Underwriter for the Underwritten Certificates over (ii) the purchase price paid by the Underwriter to the Depositor for the Underwritten Certificates purchased by the Underwriter.

Underwriter Free Writing Prospectus: Any Free Writing Prospectus that was prepared by or on behalf of an Underwriter.

Underwriter Information: The only written information furnished by or on behalf of the Underwriter to the Depositor specifically for use in connection with the preparation of the Registration Statement, any Prospectus or any Free Writing Prospectus, such information being specified on Exhibit A attached hereto.

11. Indemnification. (a) The Depositor, the Seller and Redwood Trust jointly and severally agree to indemnify and hold harmless the Underwriter and each person who controls the Underwriter within the meaning of either the Securities Act or the Exchange Act against any and all losses, claims, damages or liabilities, joint or several, to which they may become subject under the Securities Act, the Exchange Act, or other federal or state statutory law or regulation, at common law or otherwise, insofar as such losses, claims, damages or liabilities (or actions in respect thereof) arise out of or are based upon (i) any untrue statement or alleged untrue statement of a material fact contained in the Registration Statement or in any revision or amendment thereof or supplement thereto, (ii) the omission or alleged omission to state therein a material fact required to be stated in the Registration Statement or necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading, (iii) any untrue statement or alleged untrue statement of a material fact contained in the Preliminary Prospectus (expressly including any information relating to a servicer or an originator), (iv) the omission or alleged omission to state therein a material fact required to be stated in the Preliminary Prospectus (expressly including any information relating to a servicer or an originator), or necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading, (v) any untrue statement or alleged untrue statement of a material fact contained in the Final Prospectus (expressly including any information relating to a servicer or an originator), or in any revision or amendment thereof or supplement thereto, (vi) the omission or alleged omission to state in the Final Prospectus (expressly including any information relating to a servicer or an originator), or in any revision or amendment thereof or supplement thereto, a material fact required to be stated therein or necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading, (vii) any untrue statement or alleged untrue statement of a material fact contained in a Free Writing Prospectus other than an Underwriter Free Writing Prospectus, or (viii) the omission or alleged omission to state in a Free Writing Prospectus other than an Underwriter Free Writing Prospectus a material fact required to be stated in a Free Writing Prospectus or necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading, and further agree to promptly reimburse each such indemnified party for any legal or other expenses reasonably incurred by it or him, as incurred, in connection with defending or preparing to defend against any such loss, claim, damage, liability or action; provided, however, that none of the Depositor, the Seller or Redwood Trust shall be liable to the Underwriter or any person who controls the Underwriter to the extent that any misstatement or alleged misstatement or omission or alleged omission (i) was made in the Preliminary Prospectus, the Final Prospectus, any Free Writing Prospectus or the Registration Statement, as applicable, pursuant to Underwriter Information, Derived Information or Custom Loan Information disseminated by the Underwriter (unless such misstatement or alleged misstatement or omission or alleged omission resulted from an error or material omission in the Seller Mortgage Loan Information), (ii) was corrected (with such correction timely delivered to the Underwriter) at least one business day prior to the written confirmation of the applicable Contract of Sale and the Underwriter did not deliver, at or prior to the written confirmation of such sale, a copy of the Final Prospectus as then revised, amended or supplemented, if the Depositor has previously furnished copies thereof to the Underwriter in accordance with the terms of this Agreement, (iii) was made in any Free Writing Prospectus or the Registration Statement and was corrected in the Preliminary Prospectus but the Underwriter did not deliver, prior to entering into the applicable Contract of Sale, a copy of the Preliminary Prospectus to the applicable purchaser, if the Depositor has previously furnished copies thereof to the Underwriter in accordance with the terms of this Agreement or (iv) is attributable to a breach or an alleged breach of a representation and warranty made by the Underwriter or an affiliate of the Underwriter to the Depositor or an affiliate of the Depositor. This agreement as to indemnity will be in addition to any liability that the Depositor, the Seller or Redwood Trust may otherwise have.

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(b) The Underwriter agrees to indemnify and hold harmless the Depositor, Redwood Trust and the Seller, the officers of the Depositor who signed the Registration Statement or any amendment thereof, the directors of the Depositor, and each person who controls the Depositor, Redwood Trust or the Seller within the meaning of either the Securities Act or the Exchange Act, to the same extent as the foregoing indemnities from the Depositor, the Seller and Redwood Trust to the Underwriter; provided, however, that the Underwriter will be liable in any such case only to the extent that such untrue statement or alleged untrue statement or omission or alleged omission was made in reliance upon and in conformity with Underwriter Information, Derived Information or Custom Loan Information, as applicable, furnished by the Underwriter to the Depositor or to a prospective investor, except to the extent that any untrue statement or alleged untrue statement therein or omission therefrom resulted (or is alleged to have resulted) directly from an error in the Seller Mortgage Loan Information that was used in the preparation of either (x) any Underwriter Information, Derived Information or Custom Loan Information (or amendment or supplement thereof) or (y) any written or electronic materials furnished to prospective investors on which the Underwriter Information (or amendments or supplements) were based, and for any untrue statement or alleged untrue statement of a material fact contained in any Underwriter Free Writing Prospectus prepared by or on behalf of the Underwriter and the omission or alleged omission to state in any Underwriter Free Writing Prospectus prepared by or on behalf of the Underwriter a material fact required to be stated in a Free Writing Prospectus or necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading. This agreement as to indemnity will be in addition to any liability that the Underwriter may otherwise have.

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(c) Promptly after receipt of notice of the commencement of any action by an indemnified party under this Section 11, such indemnified party shall, if a claim in respect thereof is to be made against the indemnifying party under this Section 11, notify the indemnifying party in writing of the commencement thereof; provided, however, that the omission so to notify the indemnifying party will not relieve the indemnifying party from any liability which it may have to any indemnified party, unless the indemnifying party is materially prejudiced by such failure to notify and in any event shall not relieve the indemnifying party from any liability which it may have to any indemnified party other than under this Section 11. In case any such action is brought against any indemnified party and it notifies the indemnifying party of the commencement thereof, the indemnifying party shall be entitled to participate therein, and to the extent that it may elect by written notice delivered to the indemnified party, to assume the defense thereof; provided, however, that if the defendants in any such action include both the indemnified party and the indemnifying party and the indemnified party (including impleaded parties) or parties shall have reasonably concluded that there may be legal defenses available to it or them and/or other indemnified parties that are different from or additional to those available to the indemnifying party such that joint representation of the parties would create an ethical conflict of interest for counsel, the indemnified party or parties shall have the right to elect to be represented by separate counsel to assert such legal defenses and to otherwise participate in the defense of such action on behalf of such indemnified party or parties. Upon receipt of notice from the indemnifying party to such indemnified party of its election so to assume the defense of such action and consent by the indemnified party to selection of counsel, which consent shall not be withheld unreasonably, the indemnifying party will not be liable for any legal or other expenses subsequently incurred by such indemnified party in connection with the defense thereof, unless (i) the indemnified party shall have employed separate counsel in connection with the assertion of legal defenses in accordance with the proviso to the next preceding sentence (it being understood, however, that the indemnifying party shall not be liable for the expenses of more than one separate counsel (in addition to local counsel) for the Underwriter in the case of paragraph (a) of this Section 11, representing the related indemnified parties under such paragraph (a) who are parties to such action), (ii) the indemnifying party shall not have employed counsel satisfactory to the indemnified party to represent the indemnified party within a reasonable time after notice of commencement of the action or (iii) the indemnifying party has authorized the employment of counsel for the indemnified party at the expense of the indemnifying party; and except that, if clause (i) or (iii) is applicable, such liability shall only be in respect of the counsel referred to in such clause (i) or (iii). The indemnifying party shall not be liable for any settlement of any proceeding effected without its written consent, but if settled with such consent or if there be a final judgment for the plaintiff, the indemnifying party agrees to indemnify the indemnified party from and against any loss or liability by reason of such settlement or judgment. No indemnifying party shall, without the consent of the indemnified party, effect any settlement of any pending or threatened proceeding in respect of which any indemnified party is or could have been a party and indemnity could have been sought hereunder by such indemnified party, unless such settlement includes an unconditional release of such indemnified party from all liability on claims that are the subject matter of such proceeding.

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12. Contribution. If the indemnification provided for in Section 11 is unavailable or insufficient to hold harmless an indemnified party under Section 11, then (i) each indemnifying party shall contribute to the amount paid or payable by such indemnified party as a result of the losses, claims, damages or liabilities referred to in Section 11 above in such proportion as is appropriate to reflect the relative benefits received by the Depositor, the Seller and Redwood Trust on the one hand and the Underwriter on the other from the offering of the Underwritten Certificates or (ii) if the allocation provided by clause (i) above is not permitted by applicable law, in such proportion as is appropriate to reflect not only the relative benefits referred to in clause (i) above but also the relative fault of the Depositor, the Seller and Redwood Trust on the one hand and the Underwriter on the other in connection with the statements or omissions or alleged statements or alleged omissions which resulted in such losses, claims, damages or liabilities as well as any other relevant equitable considerations. The relative benefits received by the Depositor, the Seller and Redwood Trust on the one hand and the Underwriter on the other shall be in such proportion so that the Underwriter is responsible for an amount equal to the Spread, and the Depositor, the Seller and Redwood Trust are responsible for the balance. The relative fault shall be determined by reference to, among other things, whether the untrue or alleged untrue statement of a material fact or the omissions or alleged omission to state a material fact relates to information supplied by the Depositor, the Seller or Redwood Trust or by the Underwriter and the parties’ relative intent, knowledge, access to information and opportunity to correct or prevent such untrue statement or omission. The Depositor, the Seller, Redwood Trust and the Underwriter agree that it would not be just and equitable if contribution were determined by pro rata allocation or by any other method of allocation that does not take account of the equitable considerations referred to above. The amount paid by an indemnified party as a result of the losses, claims, damages or liabilities referred to in the first sentence of this Section 12 shall be deemed to include any legal or other expenses reasonably incurred by such indemnified party in connection with investigating or defending any action or claim which is the subject of this Section 12. The Underwriter shall not be required to contribute any amount in excess of (x) the Spread, over (y) the amount of any damages which the Underwriter has otherwise been required to pay by reason of such untrue or alleged untrue statement or omission or alleged omission. No person guilty of fraudulent misrepresentation (within the meaning of Section 11(f) of the Securities Act) shall be entitled to contribution from any person who was not guilty of such fraudulent misrepresentation.

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13. Successors. This Agreement will inure to the benefit of and be binding upon the parties hereto and their respective successors and assigns, and no other person will have any right or obligation hereunder.

14. Applicable Law. This Agreement will be governed by, and construed in accordance with, the laws of the State of New York applicable to agreements made and to be performed therein, without reference to its conflict of law provisions (other than Section 5-1401 of the General Obligations Law), and the obligations, rights and remedies of the parties hereunder shall be determined in accordance with such laws.

15. No Advisory or Fiduciary Responsibility. The Depositor acknowledges and agrees that: (i) the purchase and sale of the Underwritten Certificates pursuant to this Agreement, including the determination of the public offering price of the Underwritten Certificates and any related discounts and commissions, is an arm’s-length commercial transaction between the Depositor, on the one hand, and the Underwriter, on the other hand, and the Depositor is capable of evaluating and understanding and understands and accepts the terms, risks and conditions of the transactions contemplated by this Agreement; (ii) in connection with each transaction contemplated hereby and the process leading to such transaction the Underwriter is and has been acting solely as a principal and is not the financial advisor, agent or fiduciary of the Depositor or its affiliates, stockholders, creditors or employees or any other party; (iii) the Underwriter has not assumed nor will it assume an advisory, agency or fiduciary responsibility in favor of the Depositor with respect to any of the transactions contemplated hereby or the process leading thereto (irrespective of whether the Underwriter has advised or is currently advising the Depositor on other matters) or any other obligation to the Depositor except the obligations expressly set forth in this Agreement; (iv) the Underwriter and its affiliates may be engaged in a broad range of transactions that involve interests that differ from those of the Depositor and that the Underwriter has no obligation to disclose any of such interests by virtue of any advisory, agency or fiduciary relationship; and (v) the Underwriter has not provided any legal, accounting, regulatory or tax advice with respect to the offering contemplated hereby and the Depositor has consulted its own legal, accounting, regulatory and tax advisors to the extent it deemed appropriate.

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This Agreement supersedes all prior agreements and understandings (whether written or oral) between the Depositor and the Underwriter with respect to the subject matter hereof. The Depositor hereby waives and releases, to the fullest extent permitted by law, any claims that the Depositor may have against the Underwriter with respect to any breach or alleged breach of agency or fiduciary duty.

The Depositor acknowledges and agrees that the Underwriter is acting solely in the capacity of an arm's length contractual counterparty to the Depositor with respect to the offering of Underwritten Certificates contemplated hereby (including in connection with determining the terms of the offering) and not as a financial advisor or a fiduciary to, or an agent of, the Depositor or any other person. In addition, the Underwriter is not advising the Depositor or any other person as to any legal, tax, investment, accounting or regulatory matters in any jurisdiction. The Depositor shall consult with its own advisors concerning such matters, and the Underwriter shall have no responsibility or liability to the Depositor with respect thereto. Any review by the Underwriter of the Depositor, the transactions contemplated hereby or other matters relating to such transactions will be performed solely for the benefit of the Underwriter and shall not be on behalf of the Depositor.

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16. Miscellaneous. Time shall be of the essence of this Agreement. This Agreement, together with any contemporaneous written agreements and any prior written agreements (to the extent not superseded by this Agreement) that relate to the offering of the Underwritten Certificates, represents the entire agreement between Depositor, the Seller and Redwood Trust, on the one hand, and the Underwriter, on the other, with respect to the preparation of the Preliminary Prospectus, the Final Prospectus and any Free Writing Prospectus, the conduct of the offering and the purchase and sale of the Underwritten Certificates. Neither this Agreement nor any term hereof may be changed, waived, discharged or terminated except by a writing signed by the party against whom enforcement of such change, waiver, discharge or termination is sought. This Agreement may be signed in any number of counterparts, each of which shall be deemed an original, which taken together shall constitute one and the same instrument.

17. Notices. All communications hereunder shall be in writing and effective only on receipt and, if sent to the Underwriter, shall be delivered to the address specified on the signature page hereof. If such notice is sent to the Depositor, the Seller or Redwood Trust, it shall be delivered to One Belvedere Place, Suite 330, Mill Valley, California 94941, attention of John Isbrandtsen.

18. Closing Date. The Underwriter, the Seller, the Depositor and Redwood Trust shall make all commercially reasonable efforts to close the sale and purchase of the Underwritten Certificates (the “Transaction”) on January 30, 2013 (the “Targeted Closing Date”). If the Transaction does not close on or before January 30, 2013, the Underwriter, the Seller, the Depositor and Redwood Trust shall make all commercially reasonable efforts to close the Transaction as soon as practicable thereafter but not later than February 7, 2013 (the “Latest Permitted Closing Date”).

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To the extent that the Transaction does not close on the Targeted Closing Date but closes on or prior to the Latest Permitted Closing Date and the failure to close on the Targeted Closing Date is not the result of a delay of or caused by the Underwriter in connection with any Free Writing Prospectus, the Preliminary Prospectus, the Final Prospectus or this Agreement, the Aggregate Purchase Price Percentage for the Underwritten Certificates as shown on Schedule 1 hereto shall be reduced by an amount equal to 0.078125% for each five business day period for which the closing of the Transaction does not occur, pro rated for the actual number of business days from and including the Targeted Closing Date to but excluding the actual closing date of the Transaction.

In the event that the Transaction does not close on or before the Latest Permitted Closing Date, the obligations of the Underwriter under this Agreement shall terminate unless the Underwriter, the Depositor, the Seller and Redwood Trust each agree in writing to extend this Agreement, subject to any additional terms and conditions agreed to at the time of such extension.

* * *

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If the foregoing is in accordance with your understanding of our agreement please sign and return to the undersigned a counterpart hereof, whereupon this Agreement and your acceptance shall represent a binding agreement by and among the Depositor, the Seller, Redwood Trust and the Underwriter relating to the Underwritten Certificates.

Very truly yours,
REDWOOD RESIDENTIAL ACQUISITION CORPORATION,
as Seller
By:	/s/ William J. Moliski
	Name: William J. Moliski
	Title: Authorized Signatory
SEQUOIA RESIDENTIAL FUNDING, INC.,
as Depositor
By:	/s/ William J. Moliski
	Name: William J. Moliski
	Title: Authorized Signatory
REDWOOD TRUST, INC.
By:	/s/ William J. Moliski
	Name: William J. Moliski
	Title: Authorized Signatory

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The foregoing Agreement

is hereby confirmed and accepted by:

RBS SECURITIES INC.
By: /s/ Sean Curran
	Name: Sean Curran
	Title: Vice President
	Address: 600 Washington Blvd.
	Stamford, CT 06901

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Schedule 1 – Schedule of Underwritten Certificates

Class Original Class Principal or Notional Amount Initial Class Interest Rate(1) Aggregate Purchase Price Percentage of the Underwriter Original Principal or Notional Amount to be purchased by Underwriter

A	$619,163,000	1.87400%	100.000%	$619,163,000
A-IO1	$619,163,000	0.62600%	1.722 %	$619,163,000
A-IO2	$619,163,000	1.18337%	3.993%	$309,581,500

______________________________________________________________________

(1) The Underwritten Certificates will accrue interest at the related interest rate described in the Final Prospectus.

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EXHIBIT A

The following constitutes Underwriter Information for purposes of Section 10 of this Agreement:

The information set forth in the Preliminary Prospectus Supplement and the Prospectus Supplement (i) in the first and second sentences of the paragraph immediately preceding the penultimate paragraph on the cover page thereof and (ii) in the second paragraph and the first sentence of the fourth paragraph under the caption “Method of Distribution” therein.

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EX-1.2

EXHIBIT 1.2

EXECUTION

December 12, 2012

RWT Holdings, Inc.

One Belvedere Place

Mill Valley, California 94941

Redwood Trust, Inc.

One Belvedere Place

Mill Valley, California 94941

Ladies and Gentlemen:

By this letter agreement (this “Letter Agreement”), we are pleased to confirm the terms and conditions under which (i) RBS Securities Inc. (together with our subsidiaries and affiliates, “RBS”) will act as sole lead underwriter for RWT Holdings, Inc. (the “Company”), a wholly-owned subsidiary of Redwood Trust, Inc. (“Redwood Trust,” and together with the Company and their subsidiaries and affiliates, “Redwood”) in connection with the proposed offering and sale (together, the “Offering”) of certain classes of mortgage-backed securities (the “2013-2 Securities”) issued by Sequoia Mortgage Trust 2013-2 (the “Issuing Entity” and such issuance, the “Transaction”) and (ii) RBS agrees to sell Redwood Residential Acquisition Corporation (“RRAC”) certain mortgage loans on both a servicing retained and servicing released basis which will be included in the Offering. The Issuing Entity is expected to issue (i) one or more classes of senior certificates entitled to payments of both interest and principal that will be rated AAA or its equivalent by two of Moody’s Investors Service, Inc., Fitch Ratings, Inc. or Standard &  Poor’s Ratings Services, a Standard & Poor’s Financial Services LLC business (each, a “Rating Agency” and such 2013-2 Securities, “AAA P&I Senior Securities”), (ii) one or more classes of senior certificates entitled to interest-only payments that will be rated AAA or its equivalent by two of the Rating Agencies (“AAA IO Senior Securities”), (iii) one or more classes of subordinate certificates (the “Subordinate Securities”) and (iv) one or more classes of REMIC residual certificates (the “Residual Securities”).

1.           The 2013-2 Securities are expected to be secured by a single pool of mortgage loans (the “Mortgage Loans”). For the purposes of establishing specific purchase price percentages, the Mortgage Loans will consist of two portions, described as the “Redwood Portion” under “Description of the Redwood Portion of the Mortgage Loans” as of the Statistical Calculation Date and the “RBS Portion” under “Description of the RBS Portion of the Mortgage Loans” as of the Statistical Calculation Date, each as specified on Annex A. A loan tape (the “Redwood Initial Tape”) containing information regarding the Redwood Portion of the Mortgage Loans was furnished by Redwood to RBS on December 11, 2012, and the final balance constituting the Redwood Portion will be subject to the related Loan Balance Permitted Variance specified on Annex A from the balance shown on the Redwood Initial Tape. A loan tape (the “RBS Initial Tape”) containing information regarding the RBS Portion of the Mortgage Loans was furnished by RBS to Redwood on December 11, 2012, and the final balance constituting the RBS Portion will be subject to the related Loan Balance Permitted Variance specified on Annex A from the balance shown on the RBS Initial Tape. The Redwood Portion and the RBS Portion will be securitized together as collateral for the 2013-2 Securities.

RWT Holdings, Inc.

Redwood Trust, Inc.

December 12, 2012

Page 2

Separately, pursuant to a mortgage loan purchase agreement (the “MLPA”) and any related assignment, assumption and recognition agreement (the “AAR”), on the Closing Date RRAC shall purchase from RBS Mortgage Loans with a combined unpaid principal balance of approximately $335,000,000 (the “RBS Portion”) on a servicing retained basis for the related Mortgage Loan Purchase Price Percentage specified on Annex A hereto. Pursuant to the MLPA and the AAR, RBS shall not be required to make any representations and warranties to RRAC in respect of the RBS Portion, including any representations and warranties covering the period from the date RBS acquired such Mortgage Loans from a third party (the “Third-Party Seller”) to the Closing Date. However, RBS shall assign to RRAC all representations and warranties made by the Third-Party Seller to RBS pursuant to the mortgage loan purchase agreement between RBS and such Third-Party Seller.

Redwood may substitute up to an aggregate of the Permitted Substitution Percentage specified on Annex A hereto (calculated by balance) of the Redwood Portion on the Redwood Initial Tape so long as (a) there are no material differences between the attributes of the Mortgage Loans after substitution and the attributes of the Redwood Portion reflected in the Redwood Initial Tape that would materially change the AAA P&I Senior Securities credit enhancement level specified in Section 3 and (b) the Loan Balance Permitted Variance is maintained with respect to the Redwood Portion after taking account of the related substitutions.

With the prior approval of RRAC, RBS may substitute up to an aggregate of the Permitted Substitution Percentage specified on Annex A hereto (calculated by balance) of the RBS Portion of the RBS Initial Tape so long as (a) there are no material differences between the attributes of the RBS Portion after substitution and the attributes of the Mortgage Loans reflected in the RBS Initial Tape that would materially change the AAA P&I Senior Securities credit enhancement level specified in Section 3 and (b) the Loan Balance Permitted Variance is maintained with respect to the RBS Portion after taking account of the related substitutions.

At its sole expense, RBS shall conduct a customary underwriter’s due diligence review of all of the Mortgage Loans and shall have the right, in its reasonable discretion, to have certain loans removed from the final pool of Mortgage Loans based on its due diligence results.

2

RWT Holdings, Inc.

Redwood Trust, Inc.

December 12, 2012

Page 3

2.           Structure of the Transaction; Documentation. The Transaction shall be structured in a manner substantially similar in all material respects to previous securitization transactions of fixed rate pools executed by Redwood under the “Sequoia Mortgage Trust” program (the “SEMT Program”) including, but not limited to, the same “shifting interest” provisions and mechanics in the securitization transaction in the SEMT Program that closed in October 2012 (“SEMT 2012-5”) with respect to the fixed rate pool included therein. In connection therewith, Redwood (in such capacity, the “Seller”) shall transfer the Mortgage Loans to either Sequoia Mortgage Funding Corporation or Sequoia Residential Funding, Inc., which shall act as depositor (the “Depositor”) for the Transaction. The transaction documents governing (i) the sale of the Mortgage Loans from the Seller to the Depositor, (ii) the sale of the Mortgage Loans from the Depositor to the Issuing Entity or the trustee (the “Trustee”) of the Issuing Entity and the issuance and terms of the 2013-2 Securities, (iii) the servicing and administration of the Mortgage Loans by each servicer (each, a Servicer”) and supervision thereof by the master servicer (the “Master Servicer”), (iv) the custody of the Mortgage Loan files by the custodian (the “Custodian”) and (v) the assignment of representations and warranties (together, the “Basic Transaction Documents”), shall be substantially similar in all material respects to the transaction documents executed in connection with the SEMT 2012-5 transaction.

3.           Ratings. It is a condition to the consummation of the Transaction that at least two Rating Agencies selected by Redwood (the “Initial Rating Agencies”) issue a AAA or equivalent rating in respect of the AAA P&I Senior Securities. The fees of the Initial Rating Agencies shall be paid in accordance with Section 8 hereof. Notwithstanding any Rating Agency feedback in respect of an AAA or equivalent rating, the Initial Credit Enhancement for the AAA P&I Senior Securities shall be specified on Annex A.

4.           Underwriting Arrangement. RBS shall act as sole lead underwriter (the “Underwriter”) for the Offering of each class of AAA P&I Senior Securities. RBS will have the option, in its sole discretion, to strip off of the AAA P&I Senior Securities an interest only certificate, which will have the same interest priority as the AAA P&I Senior Securities and which may be rated AAA or its equivalent by two Rating Agencies (the “Underwritten AAA IO Senior Securities,” and together with the AAA P&I Senior Securities, the “Underwritten Senior Securities”); provided, that the aggregate interest on the Underwritten Senior Securities does not exceed the Underwritten Senior Securities Interest Rate specified in Annex A. Promptly after execution of this Letter Agreement, RBS and Redwood shall cooperate and work in good faith to negotiate an underwriting agreement (when executed and delivered by the parties, the “Underwriting Agreement”) in respect of the Underwritten Senior Securities substantially similar in all material respects to the underwriting agreement executed in connection with the SEMT 2012-5 transaction.. Subject to Section 9 hereof in respect of an adjustment to the AAA Purchase Price Percentage for certain delays in the closing of the Transaction, it is expected that RBS shall purchase Underwritten Senior Securities in an aggregate principal amount equal to the Underwritten Senior Securities Balance specified on Annex A, subject to the Underwritten Senior Securities Permitted Variance specified on Annex A, for a purchase price equal to the product of (i) the AAA Purchase Price Percentage specified on Annex A and (ii) the Underwritten Senior Securities Balance as of the date of the closing of the Transaction (the “Closing Date”); provided, that at Redwood’s sole option, a variance of greater than the positive Underwritten Senior Securities Permitted Variance in the principal amount of the AAA P&I Senior Securities shall be permitted solely to the extent that Redwood purchases the AAA P&I Senior Securities in excess of such variance. The Underwritten Senior Securities Interest Rate on the AAA P&I Senior Securities (without taking into account any Underwritten AAA IO Senior Securities) shall be specified on Annex A. RBS shall be entitled to receive the additional fees or discounts from Redwood in respect of the Underwritten Senior Securities as described under “Additional Fees or Discounts” specified on Annex A.

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Redwood Trust, Inc.

December 12, 2012

Page 4

5.           Retention of Certain 2013-2 Securities by Redwood. Redwood shall initially retain (i) the AAA IO Senior Securities that are not Underwritten AAA IO Senior Securities, (ii) the Subordinate Securities and (iii) the Residual Securities (the “Redwood Retained Securities”) issued by the Issuing Entity.

6.           Underwriting Fee for Subordinate Securities. In the event that Redwood decides to offer any of the Subordinate Securities under the Underwriting Agreement (such Subordinate Securities, the “Underwritten Subordinate Securities,” and together with the Underwritten Senior Securities, the “Underwritten Securities”), RBS shall receive an underwriting fee calculated as the product of (i) the Subordinate Securities Underwriting Fee Percentage specified on Annex A and (ii) the unpaid principal balance of Underwritten Subordinate Securities as of the Closing Date (the “Subordinate Securities Underwriting Fee”).

7.           Offering Documents. In connection with the Offering and as described in greater particularity in the Underwriting Agreement, Redwood shall prepare (i) a preliminary prospectus supplement and prospectus, (ii) a free writing prospectus relating to the ratings of each class of 2013-2 Securities offered in the Offering and (iii) a final prospectus supplement and prospectus (together, the “Offering Documents”). The Offering Documents shall contain disclosures regarding, but not limited to, (i) the characteristics of the Mortgage Loans, (ii) the terms of the 2013-2 Securities and yield considerations with respect thereto, (iii) the Seller, the Depositor, Redwood Trust, the Company, the Trustee, the Issuing Entity, the Servicers, the Custodian, the Master Servicer and the Underwriter, and any material legal proceedings with respect to each such entity and the compensation arrangements (if any) for each such entity, (iv) the tax status, ERISA eligibility and legal investment considerations in respect of the 2013-2 Securities, (v) the material provisions of the Basic Transaction Documents and (vi) the pre-offering review of the Mortgage Loans, in each case substantially similar in nature to the disclosures included in the offering materials for the SEMT 2012-5 transaction. The Offering Documents shall be subject to the approval of RBS in its commercially reasonable discretion. In connection with the Offering and as described in greater particularity in the Underwriting Agreement, RBS shall (a) prepare the term sheet and (b) generate all collateral and yield tables, in each case based on information provided to RBS by Redwood. In addition, RBS shall obtain comfort letters from the hired accounting firm in respect of the documents and/or information specified in (a) and (b), which shall be addressed to both RBS and Redwood. The Underwriting Agreement shall govern any required indemnification by RBS or Redwood in respect of the Offering Documents prepared by Redwood and the documents and/or information specified in (a) and (b) prepared by RBS and will be substantially similar in all material respects to the indemnification provisions included in the SEMT 2013-2 transaction.

8.           Payment of Certain Expenses.

(a) The payment of certain expenses in respect of the Transaction shall be as described under “Expense Allocation” on Annex A.

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Redwood Trust, Inc.

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Page 5

(b) In the event that an unforeseen and unavoidable circumstance arises that RBS and Redwood mutually agree would prevent the completion of the Transaction, RBS and Redwood shall execute the Pair-off Payment specified on Annex A. If the calculation results in a negative amount, Redwood shall make the Pair-off Payment to RBS. If the calculation results in a positive amount, RBS shall make the Pair-off Payment to Redwood

9.           Closing of the Transaction; Delay Penalty. RBS and Redwood shall make all commercially reasonable efforts to close the Transaction on the Targeted Closing Date specified on Annex A. If the Transaction does not close on the Targeted Closing Date, RBS and Redwood shall make all commercially reasonable efforts to close the Transaction as soon as practicable thereafter but not later than the Latest Permitted Closing Date specified on Annex A.

To the extent that the Transaction does not close on the Targeted Closing Date but closes on or before the Latest Permitted Closing Date and the failure to close on the Targeted Closing Date is the result of a delay of or caused by Redwood or Rating Agencies in connection with any Offering Document or the Underwriting Agreement, the AAA Purchase Price Percentage shall be reduced by the Delay Penalty Percentage specified on Annex A.

10.           Other.

(a)           RBS’ participation in the Transaction and the Offering shall be subject to the receipt by RBS of all internal approvals.

(b)           Redwood (i) shall make available to RBS marketing materials substantially similar to the marketing materials used for SEMT 2012-5 transaction; (ii) at the request of RBS, provide such information and documents as may be reasonably requested in order to enable RBS to market the Underwritten Securities and carry out the engagement contemplated by this Letter Agreement and the Underwriting Agreement; and (iii) assist RBS in carrying out its duties, functions and responsibilities pursuant hereto and provide reasonable access to the appropriate senior officers, management, accountants, legal counsel and other parties and facilities.

(c)           In connection with the Transaction, Redwood has contracted a diligence firm to perform a diligence review of the Mortgage Loans. Redwood agrees to make available the loan-level files and loan-level diligence results of such firm to RBS, in order to enable RBS to conduct and complete its customary due diligence review of the Mortgage Loans. Redwood recognizes and confirms that RBS will be using information in reports and other information provided by others, including, without limitation, information provided by or on behalf of Redwood and the diligence firm contracted by Redwood, and that RBS does not assume responsibility for and may rely, without independent verification, on the accuracy and completeness of any such information.

(d)           In connection with the structuring of the Offering and engaging in the Transaction, Redwood also agrees to provide RBS with (i) prompt notice of any material development affecting Redwood or the occurrence of any event or other change known to Redwood and relating to Redwood that could affect the Transaction or the Offering (including any marketing materials or Offering Documents) and (ii) any public financial reports or such other information concerning the business and financial condition of Redwood as RBS may from time to time reasonably request.

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Redwood Trust, Inc.

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(e)           Redwood agrees that it has not and, unless Redwood and RBS shall mutually agree in writing, Redwood agrees that it will not engage any other person to act as a structurer, arranger, advisor, sole lead underwriter or placement agent in the Transaction for a period beginning on the date of this Letter Agreement and ending upon the termination of this Letter Agreement.

(f)           The terms of this Letter Agreement shall be subject to renegotiation by mutual consent of Redwood and RBS. Any changes to the contents of Annex A as a result of such renegotiation shall be reflected in a revised Annex A and attached hereto in substitution of any prior version of Annex A.

11.          Confidentiality. Redwood agrees that any documents or information received from RBS, its affiliates or advisors in connection with this Letter Agreement, the Underwriting Agreement and the transactions contemplated herein and therein may contain information that has been developed by RBS on a proprietary basis. Redwood agrees to treat confidentially all such information received hereunder and under the Underwriting Agreement until one year from the date of termination hereof; provided, that nothing herein shall prevent Redwood from disclosing any such information: (i) to purchasers or prospective purchasers of the Underwritten Securities to the extent such information is material to an investment decision, (ii) to any Rating Agency in connection with the Transaction, (iii) pursuant to the order of any court or administrative agency or in any pending legal or administrative proceeding, or to defend any claim in any such proceeding, (iv) as required by law or regulation or upon the request or demand of any regulatory authority having jurisdiction over Redwood or any of its affiliates (including any filings related to or regarding this Agreement so long as Redwood has given prior written notice to and received the prior written consent of RBS to any such filing), (v) to the extent that such information becomes publicly available other than by reason of disclosure by Redwood or was or becomes available to Redwood or its affiliates from a source which is not known by Redwood to be subject to a confidentiality obligation with respect thereto, or (vi) to Redwood’s affiliates and its and their respective employees, legal counsel, independent auditors and other experts or agents who need to know such information in connection with the Offering, the Transaction or any other services provided by Redwood or its affiliates to RBS and its affiliates, provided (a) that such persons are made aware of the proprietary nature of such information and (b) that Redwood shall be responsible for any breach of this provision by such persons. Redwood understands that portions of the non-public information may be subject to the Gramm-Leach-Bliley Act of 1999 (the “GLB”) and other applicable privacy laws and regulations and agrees to maintain such information as required by the GLB and such other applicable privacy laws and regulations for financial institutions notwithstanding the proviso to this paragraph (other than clauses (ii), and (iii), (iv) and (v) of such proviso) or any termination of this Letter Agreement.

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Redwood Trust, Inc.

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RBS agrees to treat confidentially all non-public information provided to it by or on behalf of Redwood hereunder until one year from the date of termination hereof; provided, that nothing herein shall prevent RBS from disclosing any such information: (i) to purchasers or prospective purchasers of the Underwritten Securities to the extent such information is material to an investment decision, (ii) pursuant to the order of any court or administrative agency or in any pending legal or administrative proceeding, or to defend any claim in any such proceeding, (iii) as required by law or regulation or upon the request or demand of any regulatory authority having jurisdiction over RBS or any of its affiliates, (iv) to the extent that such information becomes publicly available other than by reason of disclosure by RBS or was or becomes available to RBS or its affiliates from a source which is not known by RBS to be subject to a confidentiality obligation with respect thereto, or (v) to affiliates of RBS and its and their respective employees, legal counsel, independent auditors and other experts or agents who need to know such information in connection with the Offering, the Transaction or any other services provided by RBS or its affiliates to the Redwood and its affiliates, provided that such persons are made aware of the proprietary nature of such information. RBS understands that portions of the non-public information may be subject to the GLB and other applicable privacy laws and regulations and agrees to maintain such information as required by the GLB and such other applicable privacy laws and regulations for financial institutions notwithstanding the proviso to this paragraph (other than clauses (ii), (iii) and (v) of such proviso) or any termination of this Letter Agreement.

Notwithstanding any other provision in this Letter Agreement, in connection with Section 1.6011-4 of the Treasury Regulations, the parties hereby agree that each party (and each employee, representative, or other agent of such party) may disclose to any and all persons, without limitation of any kind, the U.S. tax treatment and U.S. tax structure of the transaction and all materials of any kind (including opinions or other tax analyses) that are provided to such party relating to such U.S. tax treatment and U.S. tax structure, other than any information for which nondisclosure is reasonably necessary in order to comply with applicable securities laws.

12.          Governing Law. This Letter Agreement shall be governed by, and construed in accordance with, the laws of the State of New York applicable to agreements made and to be performed therein, without reference to its conflict of law provisions (other than Section 5-1401 of the General Obligations Law), and the obligations, rights and remedies of the parties hereunder shall be determined in accordance with such laws.

13.          No Advisory or Fiduciary Responsibility. Redwood acknowledges and agrees that: (i) the transactions contemplated by this Letter Agreement and the Underwriting Agreement are arm’s-length commercial transactions between Redwood, on the one hand, and RBS, on the other hand, and Redwood is capable of evaluating and understanding and understands and accepts the terms, risks and conditions of the transactions contemplated by this Letter Agreement and the Underwriting Agreement; (ii) in connection with each transaction contemplated hereby and the process leading to each such transaction RBS is and has been acting solely as a principal and is not the financial advisor, agent or fiduciary of Redwood or its affiliates, stockholders, creditors or employees or any other party; (iii) RBS has not assumed and will not assume an advisory, agency or fiduciary responsibility in favor of Redwood with respect to any of the transactions contemplated hereby or the process leading thereto (irrespective of whether RBS has advised or is currently advising Redwood on other matters) or any other obligation to Redwood except the obligations expressly set forth in this Letter Agreement and the Underwriting Agreement; (iv) RBS and its affiliates may be engaged in a broad range of transactions that involve interests that differ from those of Redwood and that RBS has no obligation to disclose any of such interests by virtue of any advisory, agency or fiduciary relationship; and (v) RBS has not provided any legal, accounting, regulatory or tax advice with respect to the Offering and Redwood has consulted its own legal, accounting, regulatory and tax advisors to the extent it deemed appropriate.

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Redwood Trust, Inc.

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Page 8

Redwood acknowledges and agrees that RBS is acting solely in the capacity of an arm’s length contractual counterparty to Redwood with respect to the Offering and the Transaction (including in connection with determining the terms of the Offering) and not as a financial advisor or a fiduciary to, or an agent of, Redwood or any other person.  In addition, RBS is not advising Redwood or any other person as to any legal, tax, investment, accounting or regulatory matters in any jurisdiction.  Redwood shall consult with its own advisors concerning such matters, and RBS shall have no responsibility or liability to Redwood with respect thereto.  Any review by RBS of Redwood, the transactions contemplated by this Letter Agreement and the Underwriting Agreement (including the Offering and the Transaction) or other matters relating to such transactions will be performed solely for the benefit of RBS and shall not be on behalf of Redwood.

14.           Termination. The Underwriting Agreement shall supersede this Letter Agreement in any and all respects, except that the provisions of Sections 8 and 11 shall survive the execution of the Underwriting Agreement. This Letter Agreement shall terminate upon written mutual consent of RBS, the Company and Redwood Trust at any time, including any extension agreed to pursuant to this Section 14. In the event that the Transaction does not close on or before the Latest Permitted Closing Date, the obligations of Redwood and RBS under this Letter Agreement shall terminate unless RBS and Redwood mutually agree in writing to extend this Letter Agreement, subject to any additional terms and conditions agreed to at the time of such extension, except that the provisions of Sections 8 and 11 shall survive the termination of this Letter Agreement. Redwood and RBS acknowledge that the consummation of the Transaction contemplated herein is subject to various conditions and limitations, and that the provisions of this Letter Agreement are preliminary and dependent upon the satisfaction of such conditions and the occurrence of certain events.

[SIGNATURE PAGE FOLLOWS]

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Redwood Trust, Inc.

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If the foregoing correctly sets forth your understanding of our agreement with respect to the matters set forth herein, please so indicate by signing two copies of this Letter Agreement and returning one of those signed copies to the undersigned, whereupon this Letter Agreement will constitute our binding agreement.

Very truly yours,

RBS SECURITIES, INC.

By:	/s/ Craig Eckes
	Name:  Craig Eckes
	Title:    Managing Director

Accepted and agreed to as of

the date first above written:

REDWOOD TRUST, INC.

By:	/s/ William J. Moliski
	Name:  William J. Moliski
	Title:   Authorized Officer

RWT HOLDINGS, INC.

By:	/s/ William J. Moliski
	Name:  William J. Moliski
	Title:   Authorized Officer

9

Annex A

Statistical Calculation Date:	January 1, 2013.
Description of the Redwood Portion of the Mortgage Loans (the “Redwood Portion”):	Fixed rated mortgage loans with an approximate unpaid principal balance of $340 million.
Description of the RBS Portion of the Mortgage Loans (the “RBS Portion”):	Fixed rated mortgage loans with an approximate unpaid principal balance of $335,000,000 which will be purchased by RRAC on a servicing retained basis
Loan Balance Permitted Variances:	For the RBS Portion, plus or minus 5% of the RBS Portion.
Permitted Substitution Percentages:	For the RBS Portion, 10% of the RBS Portion.
Initial Credit Enhancement:	Not less than 6.0%.
Underwritten Senior Securities Balance:	Approximately $626,062,500.
Underwritten Senior Securities Balance Permitted Variance:	Plus or minus 5%.
AAA P&I Senior Securities Purchase Price Percentage of the Redwood Portion:	101.75%: To the extent that the final AAA credit enhancement exceeds 8.25% due to geographic concentration, both of the parties hereto agree to remove certain Mortgage Loans from the population, not to exceed $40mm in loans, in order to achieve a final AAA credit enhancement level that does not exceed 8.25%
AAA P&I Senior Securities Purchase Price Percentage of the RBS Portion	101.75%, which shall increase by 0.278 to 1 for any increase in AAA credit enhancement in excess of 7.25% and which shall decrease by 0.278 to 1 for any decrease in AAA credit enhancement from 7.25%. To the extent that the final AAA credit enhancement exceeds 8.25% due to geographic concentration, both of the parties hereto agree to remove certain Mortgage Loans from the population, not to exceed $40mm in loans, in order to achieve a final AAA credit enhancement level that does not exceed 8.25%

Ex. A

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Redwood Trust, Inc.

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AAA IO Securities Purchase Price Percentage	The AAA IO Securities Purchase Price percentage shall be the product of 3.375 and the final coupon of the AAA IO Security. RBS will purchase one half of the notional balance of the AAA IO Securities
Mortgage Loan Purchase Price Percentages for RBS Portion:	103.748%
Underwritten Senior Securities Interest Rate:	2.5%.
Additional Fees or Discounts:	None.
Subordinate Securities Underwriting Fee Percentage:	0.25%.

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Redwood Trust, Inc.

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Expense Allocation: Redwood shall pay all expenses in connection with the Transaction and the Offering other than (a) the fees and expenses of legal counsel to RBS and (b) the expenses of any underwriter’s due diligence conducted by RBS on the Mortgage Loans (but not including any due diligence costs incurred by Redwood in connection with the purchase of the RBS Portion). The expenses for which Redwood shall be responsible shall not include any fee or discount to RBS in respect of the Underwritten Senior Securities but shall include, but not be limited to: (i) any Subordinate Securities Underwriting Fees, if applicable; (ii) fees and expenses of Redwood’s counsel and auditors in connection with the Transaction; (iii) the fees of the Rating Agencies; (iv) the fees and expenses of any accounting firm that is engaged to deliver comfort letters in respect of the Offering Documents, any static pool information, any term sheet or other marketing materials; (v) the fees and expenses of the Trustee, the Issuing Entity, the Servicers, the Custodian, the Master Servicer and their respective counsel and auditors in connection with the Transaction; (vi) the cost of delivering the Underwritten Securities to the Underwriter; (vii) expenses of preparing, printing, filing and reproducing the Offering Documents, the SEC registration statement relating to the 2013-2 Securities, the Basic Transaction Documents and the 2013-2 Securities; (viii) all transfer taxes, if any, with respect to the sale and delivery of the Underwritten Securities to the Underwriter; (ix) any expenses for the qualification of the Underwritten Securities under “blue sky” or state securities laws, including filing fees and the fees and disbursements of counsel to the Underwriter in connection therewith and with the preparation of any “blue sky” survey; (x) all other costs and expenses incidental to the Offering or the Transaction that are not otherwise specifically provided for herein; and (xi) any fees or due diligence costs incurred by Redwood in connection with the purchase of the RBS portion..  

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Targeted Closing Date:	RBS and Redwood shall make all commercially reasonable efforts to close the Transaction on January 30, 2013.
Latest Permitted Closing Date:	February 7, 2013.
Delay Penalty Percentage:	0.078125% for each seven calendar day period for which the closing of the Transaction does not occur, pro rated for the actual number of calendar days from and including January 30, 2013 to but excluding the Closing Date of the Transaction.
Pair-off Payment:	An amount equal to the product of (i) $315,350,000and (ii) a fraction, (a) the numerator of which is the product of (I) 0.70 and (II) the difference resulting from the subtraction of the Current Value from 104.9375 and (b) the denominator of which is 100. For the purposes of this calculation, “Current Value” shall equal the price, as reported on Bloomberg on the date such Pair-off Payment is executed, for the Fannie Mae 30 year Mortgage Pass-Through Certificates at a coupon of 3.0% per annum, TBA for the current front month.

13

EX-4.1

EXHIBIT 4.1

EXECUTION COPY

SEQUOIA RESIDENTIAL FUNDING, INC.

Depositor

WELLS FARGO BANK, N.A.

Master Servicer and Securities Administrator

and

CHRISTIANA TRUST, A DIVISION OF

WILMINGTON SAVINGS FUND SOCIETY, FSB

Trustee

___________________________

POOLING AND SERVICING AGREEMENT

dated as of January 1, 2013

___________________________

SEQUOIA MORTGAGE TRUST 2013-2

TABLE OF CONTENTS

ARTICLE I DEFINITIONS		8
Section 1.01	Definitions	8
Section 1.02	Calculations Respecting Mortgage Loans	31
ARTICLE II DECLARATION OF TRUST; ISSUANCE OF CERTIFICATES		32
Section 2.01	Creation and Declaration of Trust Fund; Conveyance of Mortgage Loans	32
Section 2.02	Acceptance of Trust Fund by Trustee; Review of Documentation for Trust Fund	32
Section 2.03	Representations and Warranties of the Depositor	33
Section 2.04	Discovery of Seller Breach; Repurchase of Mortgage Loans	34
Section 2.05	Obligations in Respect of Alleged Breach of Originator Representations and Warranties	36
Section 2.06	Intention of Parties	38
Section 2.07	Controlling Holder Assumption of Purchase Agreement and Servicing Agreement Rights	39
ARTICLE III THE CERTIFICATES		41
Section 3.01	The Certificates	41
Section 3.02	Registration	42
Section 3.03	Transfer and Exchange of Certificates	42
Section 3.04	Cancellation of Certificates	45
Section 3.05	Replacement of Certificates	45
Section 3.06	Persons Deemed Owners	46
Section 3.07	Temporary Certificates	46
Section 3.08	Appointment of Paying Agent	46
Section 3.09	Book-Entry Certificates	47
ARTICLE IV ADMINISTRATION OF THE TRUST FUND		48
Section 4.01	Custodial Accounts; Distribution Account	48
Section 4.02	Reports to Trustee and Certificateholders	49
Section 4.03	Rule 17g-5 Compliance	52
Section 4.04	Rule 15Ga-1 Compliance	53
ARTICLE V DISTRIBUTIONS TO HOLDERS OF CERTIFICATES		54
Section 5.01	Distributions Generally	54
Section 5.02	Distributions From the Distribution Account	54
Section 5.03	Allocation of Losses	55
Section 5.04	Servicer Obligations	56
Section 5.05	Advances by Master Servicer	56
Section 5.06	Master Servicer Compensating Interest Payments	57
ARTICLE VI CONCERNING THE TRUSTEE AND THE SECURITIES ADMINISTRATOR; EVENTS OF DEFAULT		57
Section 6.01	Duties of Trustee and the Securities Administrator	57
Section 6.02	Certain Matters Affecting the Trustee and the Securities Administrator	60
Section 6.03	Trustee and Securities Administrator Not Liable for Certificates	61
Section 6.04	Trustee and Securities Administrator May Own Certificates	61
Section 6.05	Eligibility Requirements for Trustee and Securities Administrator	62
Section 6.06	Resignation and Removal of Trustee and the Securities Administrator	62
Section 6.07	Successor Trustee and Successor Securities Administrator	63
Section 6.08	Merger or Consolidation of Trustee or Securities Administrator	64
Section 6.09	Appointment of Co-Trustee, Separate Trustee or Custodian	64
Section 6.10	Authenticating Agents	65

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Section 6.11	Indemnification of the Trustee, the Securities Administrator and the Master Servicer	66
Section 6.12	Fees and Expenses of the Securities Administrator, the Certificate Registrar, the Paying Agent, Authenticating Agent, the Trustee and the Custodian	67
Section 6.13	Collection of Monies	67
Section 6.14	Events of Default; Trustee to Act; Appointment of Successor	67
Section 6.15	Additional Remedies of Trustee Upon Event of Default	71
Section 6.16	Waiver of Defaults	71
Section 6.17	Notification to Holders	72
Section 6.18	Directions by Certificateholders and Duties of Trustee During Event of Default	72
Section 6.19	Action Upon Certain Failures of the Master Servicer and Upon Event of Default	72
Section 6.20	Preparation of Tax Returns and Other Reports	72
Section 6.21	Reporting to the Commission	73
Section 6.22	Annual Statements of Compliance	78
Section 6.23	Annual Assessments of Compliance	78
Section 6.24	Accountant’s Attestation	79
Section 6.25	Intention of the Parties and Interpretation; Indemnification	80
ARTICLE VII PURCHASE OF MORTGAGE LOANS AND TERMINATION OF THE TRUST FUND		81
Section 7.01	Purchase of Mortgage Loans; Termination of Trust Fund Upon Purchase or Liquidation of All Mortgage Loans	81
Section 7.02	Procedure Upon Redemption and Termination of Trust Fund	81
Section 7.03	Additional Trust Fund Termination Requirements	82
ARTICLE VIII RIGHTS OF CERTIFICATEHOLDERS		83
Section 8.01	Limitation on Rights of Holders	83
Section 8.02	Access to List of Holders	84
Section 8.03	Acts of Holders of Certificates	84
ARTICLE IX ADMINISTRATION AND SERVICING OF MORTGAGE LOANS BY THE MASTER SERVICER		85
Section 9.01	Duties of the Master Servicer; Enforcement of Servicer’s and Master Servicer’s Obligations	85
Section 9.02	Assumption of Master Servicing by Trustee	87
Section 9.03	Representations, Warranties and Covenants of the Master Servicer	87
Section 9.04	Compensation to the Master Servicer	90
Section 9.05	Merger or Consolidation	90
Section 9.06	Resignation of Master Servicer	90
Section 9.07	Assignment or Delegation of Duties by the Master Servicer	91
Section 9.08	Limitation on Liability of the Master Servicer and Others	91
Section 9.09	Indemnification; Third-Party Claims	91
Section 9.10	Master Servicer Fidelity Bond and Master Servicer Errors and Omissions Insurance Policy	92
ARTICLE X REMIC ADMINISTRATION		92
Section 10.01	REMIC Administration	92
Section 10.02	Prohibited Transactions and Activities	94
Section 10.03	Indemnification With Respect to Prohibited Transactions or Loss of REMIC Status	94
Section 10.04	REO Property	94

3

ARTICLE XI MISCELLANEOUS PROVISIONS		95
Section 11.01	Binding Nature of Agreement; Assignment	95
Section 11.02	Entire Agreement	95
Section 11.03	Amendment	95
Section 11.04	Voting Rights	96
Section 11.05	Provision of Information	97
Section 11.06	Governing Law	97
Section 11.07	Notices	97
Section 11.08	Severability of Provisions	99
Section 11.09	Indulgences; No Waivers	99
Section 11.10	Headings Not to Affect Interpretation	99
Section 11.11	Benefits of Agreement	99
Section 11.12	Special Notices to the Rating Agencies	99
Section 11.13	Conflicts	100
Section 11.14	Counterparts	101
Section 11.15	No Petitions	101

ATTACHMENTS 

Exhibit A	Forms of Certificates
Exhibit B	Form of Residual Certificate Transfer Affidavit (Transferee)
Exhibit C	Residual Certificate Transfer Affidavit (Transferor)
Exhibit D	Form of Custodial Agreement
Exhibit E-1	Form of Rule 144A Transfer Certificate
Exhibit E-2	Form of Purchaser’s Letter for Qualified Institutional Buyer
Exhibit F	Form of Purchaser’s Letter for Institutional Accredited Investor
Exhibit G	Form of ERISA Transfer Affidavit
Exhibit H-1	List of Purchase Agreements
Exhibit H-2	List of Servicing Agreements
Exhibit I	Additional Disclosure Notification
Exhibit J	Back-Up Certificate to Form 10-K Certificate
Exhibit K	Servicing Criteria to Be Addressed in Assessment of Compliance
Exhibit L	Additional Form 10-D Disclosure
Exhibit M	Additional Form 10-K Disclosure
Exhibit N	Additional Form 8-K Disclosure
Exhibit O	Form of Certification for NRSROs and Depositor
Schedule A	Mortgage Loan Schedule

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This POOLING AND SERVICING AGREEMENT, dated as of January 1, 2013 (the “Agreement”), by and among SEQUOIA RESIDENTIAL FUNDING, INC., a Delaware corporation, as depositor (the “Depositor”), CHRISTIANA TRUST, A DIVISION OF WILMINGTON SAVINGS FUND SOCIETY, FSB, a federal savings bank, as trustee (the “Trustee”), and WELLS FARGO BANK, N.A., a national banking association, in its dual capacities as master servicer (the “Master Servicer”) and securities administrator (the “Securities Administrator”).

PRELIMINARY STATEMENT

The Depositor has acquired the Mortgage Loans from the Seller and at the Closing Date is the owner of the Mortgage Loans and related property being conveyed by the Depositor to the Trustee hereunder for inclusion in the Trust Fund.  On the Closing Date, the Depositor will acquire the Certificates from the Trustee as consideration for the Depositor’s transfer to the Trust Fund of the Mortgage Loans, and the other property constituting the Trust Fund.  The Depositor has duly authorized the execution and delivery of this Agreement to provide for the conveyance to the Trustee of the Mortgage Loans and the related property constituting the Trust Fund.  All covenants and agreements made by the Seller in the Mortgage Loan Purchase and Sale Agreement, each Purchase Agreement, each Servicing Agreement and in this Agreement and by the Depositor, the Master Servicer, the Securities Administrator and the Trustee herein, with respect to the Mortgage Loans and the other property constituting the Trust Fund, are for the benefit of the Holders from time to time of the Certificates.  The Depositor, the Master Servicer, the Securities Administrator and the Trustee are entering into this Agreement, and the Trustee is accepting the Trust Fund created hereby, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged.

As provided herein, the Trustee, at the direction of the Securities Administrator, shall elect that the Trust Fund be treated for federal income tax purposes as comprising two real estate mortgage investment conduits (each, a “REMIC” or, in the alternative, the “Lower-Tier REMIC” and the “Upper-Tier REMIC,” respectively). Each Certificate, other than the Class R Certificate and the Class LT-R Certificate, is hereby designated as a regular interest in the Upper-Tier REMIC, as described herein. The Class R Certificate represents and is hereby designated as the sole class of residual interest in the Upper-Tier REMIC.

The Class LT-R Certificate evidences ownership of the sole class of residual interest in the Lower-Tier REMIC (the “LT-R Interest”). The Lower-Tier REMIC shall hold as its assets all property of the Trust Fund, other than the interests in any REMIC formed hereby. Each Lower-Tier Interest other than the LT-R Interest shall be uncertificated and is hereby designated as a regular interest in the Lower-Tier REMIC and the LT-R Interest is hereby designated as the sole Class of residual interest in the Lower-Tier REMIC.

The Upper-Tier REMIC shall hold as its assets all of the Lower-Tier Interests other than the LT-R Interest.

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The Lower-Tier REMIC Interests

The following table sets forth (or describes) the Class designation, interest rate, and initial Class Principal Amount for each Class of Lower-Tier Interests:

Lower-Tier REMIC Interest Designation	Interest Rate	Initial Class Principal Amount	Corresponding Class of Certificate(s)
LT-A	(1)	(2)	A, A-IO1, A-IO2
LT-B1	(1)	(2)	B-1
LT-B2	(1)	(2)	B-2
LT-B3	(1)	(2)	B-3
LT-B4	(1)	(2)	B-4
LT-B5	(1)	(2)	B-5
LT-R	(3)	(3)	N/A

(1)         The interest rate with respect to any Distribution Date (and the related Accrual Period) for this Lower-Tier Interest shall be a per annum rate equal to the Net WAC Rate for such Distribution Date.

(2)         This interest shall have an initial class principal amount equal to the aggregate Initial Class Principal Amount of its Corresponding Class(es) of Certificates (other than any interest-only certificates).

(3)         The LT-R Interest is the sole class of residual interest in the Lower-Tier REMIC and does not have a principal amount or bear interest.

On each Distribution Date, the Available Distribution Amount distributable as interest shall be deemed to have been distributed as interest with respect to the Lower-Tier Interests based on the interest rates described above. On each Distribution Date, Interest Shortfalls shall be allocated to each Lower-Tier Interest to the same extent that such Interest Shortfalls are allocated to the related Class of Upper-Tier Interests.

On each Distribution Date, the remaining Available Distribution Amount distributable with respect to principal shall be deemed to have been distributed to the Lower-Tier Interests as follows:

(i)          first, to the Lower-Tier Interest LT-A, until its Class Principal Amount equals the Class Principal Amount of the Class A Certificates immediately after taking account of the distributions to such Class of Certificates pursuant to Section 5.02;

(ii)         second, to the LT-B1 Interest until its Class Principal Amount equals the Class Principal Amount of the Class B-1 Certificate immediately after taking account of the distributions to such Class of Certificates pursuant to Section 5.02;

(iii)        third, to the LT-B2 Interest until its Class Principal Amount equals the Class Principal Amount of the Class B-2 Certificate immediately after taking account of the distributions to such Class of Certificates pursuant to Section 5.02;

(iv)        fourth, to the LT-B3 Interest until its Class Principal Amount equals the Class Principal Amount of the Class B-3 Certificate immediately after taking account of the distributions to such Class of Certificates pursuant to Section 5.02;

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(v)         fifth, to the LT-B4 Interest until its Class Principal Amount equals the Class Principal Amount of the Class B-4 Certificate immediately after taking account of the distributions to such Class of Certificates pursuant to Section 5.02;

(vi)        sixth, to the LT-B5 Interest until its Class Principal Amount equals the Class Principal Amount of the Class B-5 Certificate immediately after taking account of the distributions to such Class of Certificates pursuant to Section 5.02; and

(ix)         finally, to the LT-R Interest, any remaining amounts.

The Certificates and the Upper-Tier REMIC

The following table sets forth (or describes) the Class designation, Certificate Interest Rate, initial Class Principal Amount (or initial Class Notional Amount) and minimum denomination for each Class of Certificates comprising interests in the Trust Fund created hereunder. The Class A, Class A-IO1, Class A-IO2, Class B-1, Class B-2, Class B-3, Class B-4 and Class B-5 Certificates represent regular interests in the Upper-Tier REMIC; the Class R Certificate represents the sole class of residual interest in the Upper-Tier REMIC; and the Class LT-R Certificate represents the sole class of residual interest in the Lower-Tier REMIC and does not represent an interest in the Upper Tier REMIC.

Class Designation	Certificate Interest Rate	Initial Class Principal Amount or Class Notional Amount			Minimum Denominations or Percentage Interest
Class A	(1)	$	619,163,000		$	100,000
Class A-IO1	(2)		(3	)		100	%
Class A-IO2	(4)		(3	)		100	%
Class B-1	Net WAC Rate	$	14,654,000		$	100,000
Class B-2	Net WAC Rate	$	12,657,000		$	100,000
Class B-3	Net WAC Rate	$	6,661,000		$	100,000
Class B-4	Net WAC Rate	$	5,662,000		$	100,000
Class B-5	Net WAC Rate	$	7,328,404		$	100,000
Class R	Net WAC Rate		(5	)		100	%

(1)	The Certificate Interest Rate of the Class A Certificates will be an annual rate equal to the lesser of (a) 1.87400% and (b) the Net WAC Rate for such Distribution Date.
(2)	The Certificate Interest Rate of the Class A-IO1 Certificates will be an annual rate equal to the excess, if any, of (a) the lesser of (1) the Net WAC Rate and (2) 2.50%, over (b) the Certificate Interest Rate on the Class A Certificates.
(3)	The Class A-IO1 and Class A-IO2 Certificates are interest only Certificates and for any Distribution Date the Class Notional Amount of the Class A-IO1 and Class A-IO2 Certificates is equal to the Class Principal Amount of the Class A Certificates immediately before such Distribution Date. The initial Class Notional Amount of the Class A-IO1 and Class A-IO2 Certificates is $619,163,000.
(4)	The Certificate Interest Rate of the Class A-IO2 Certificates will be an annual rate equal to the excess, if any, of the Net WAC Rate over 2.50%.
(4)	Amounts allocated to the Class LT-R Certificate pursuant to Sections 5.02(a)(xiii) and 5.02(d) shall be excluded from the Available Distribution Amount for the Upper-Tier REMIC.

As of the Cut-off Date, the Mortgage Loans had an Aggregate Stated Principal Balance of $666,125,404.69.

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In consideration of the mutual agreements herein contained, the Depositor, the Master Servicer, the Securities Administrator and the Trustee hereby agree as follows.

ARTICLE I

DEFINITIONS

Section 1.01         Definitions.  The following words and phrases, unless the context otherwise requires, shall have the following meanings:

10-K Filing Deadline:  As defined in Section 6.21(b)(i) hereof.

Accepted Master Servicing Practices:  With respect to any Mortgage Loan, those mortgage master servicing practices of prudent mortgage master servicing institutions which master service mortgage loans of the same type as such Mortgage Loan in the jurisdiction where the related Mortgaged Property is located.

Accountant:  A Person engaged in the practice of accounting who (except when this Agreement provides that an Accountant must be Independent) may be employed by or affiliated with the Depositor or an Affiliate of the Depositor.

Accountant’s Attestation:  As defined in Section 6.24.

Accrual Period:  With respect to any Distribution Date and for each Class of Certificates, the calendar month preceding the month in which the Distribution Date occurs.  Interest shall accrue on all Classes of Certificates and on all Lower-Tier Interests on the basis of a 360-day year consisting of twelve 30-day months.

Acknowledgements:  The Assignment of Representations and Warranties Agreements and the Assignment, Assumption and Recognition Agreements, each dated January 30, 2013, assigning rights under the Purchase Agreements and the Servicing Agreements, respectively, from the Seller to the Depositor and from the Depositor to the Trustee, for the benefit of the Certificateholders, acknowledged by the Master Servicer, and providing certain rights to the Controlling Holder.

Additional Form 10-D Disclosure:  As defined in Section 6.21(a)(i).

Additional Form 10-K Disclosure:  As defined in Section 6.21(b)(i).

Additional Servicer: Each affiliate of a Servicer that services any of the Mortgage Loans and each Person who is not an affiliate of the Depositor or a Servicer, who services 10% or more of the Mortgage Loans (measured by aggregate Stated Principal Balance of the Mortgage Loans annually at the commencement of the calendar year prior to the year in which an Item 1123 Certificate is required to be delivered). For clarification purposes, the Master Servicer and the Securities Administrator are Additional Servicers.

Advance:  The payments required to be made by the Master Servicer or the applicable Servicer (other than Cenlar FSB) or a Servicing Administrator with respect to any Distribution Date pursuant to this Agreement or the Servicing Agreements, as applicable, the amount of any such payment being equal to the aggregate of the payments of principal and interest (net of the Master Servicing Fee and the applicable Servicing Fee) on the Mortgage Loans that were due on the related Due Date and not received as of the close of business on the related Determination Date, less the aggregate amount of any such delinquent payments that the Master Servicer, the applicable Servicer (other than Cenlar FSB) or the applicable Servicing Administrator have determined would constitute Nonrecoverable Advances if advanced.

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Adverse REMIC Event:  Either (i) loss of status as a REMIC, within the meaning of Section 860D of the Code, for any group of assets identified as a REMIC in the Preliminary Statement to this Agreement, or (ii) imposition of any tax, including the tax imposed under Section 860F(a)(1) on prohibited transactions, and the tax imposed under Section 860G(d) on certain contributions to a REMIC, on any REMIC created hereunder to the extent such tax would be payable from assets held as part of the Trust Fund.

Affiliate:  With respect to any specified Person, any other Person controlling or controlled by or under common control with such specified Person.  For the purposes of this definition, “control” when used with respect to any specified Person means the power to direct the management and policies of such Person, directly or indirectly, whether through the ownership of voting securities, by contract or otherwise; and the terms “controlling” and “controlled” have meanings correlative to the foregoing.

Aggregate Expense Rate:  The sum of the Master Servicing Fee Rate, the applicable Servicing Fee Rate and the Trustee Fee Rate.

Aggregate Stated Principal Balance:  As to any Distribution Date, the aggregate of the Stated Principal Balances for all Mortgage Loans that were outstanding as of the most recent Due Date.

Aggregate Voting Interests:  The aggregate of the Voting Interests of all the Certificates under this Agreement.

Agreement:  This Pooling and Servicing Agreement and all amendments and supplements hereto.

Applicable Credit Support Percentage:  As to any Class of Subordinate Certificates and any Distribution Date, the sum of the Class Subordination Percentage of such Class and the aggregate of the Class Subordination Percentages of all other Classes (if any) of Subordinate Certificates having lower payment priorities than such Class.

Appraised Value:  With respect to any Mortgage Loan, the Appraised Value of the related Mortgaged Property shall be the lesser of:  (i) the value (or the Reconciled Market Value if more than one appraisal is received) thereof as determined by a Qualified Appraiser at the time of origination of the Mortgage Loan, and (ii) the purchase price paid for the related Mortgaged Property by the Mortgagor with the proceeds of the Mortgage Loan; provided, however, that in the case of a Refinancing Mortgage Loan, such value (or the Reconciled Market Value if more than one appraisal is received) of the Mortgaged Property is based solely upon the value determined by an appraisal or appraisals made for the originator of such Refinancing Mortgage Loan at the time of origination of such Refinancing Mortgage Loan by a Qualified Appraiser.

Appraiser Independence Requirements: The Appraiser Independence Requirements effective as of October 15, 2010, as amended and in effect from time to time.

Assessment of Compliance:  As defined in Section 6.23(a).

Authenticating Agent:  Any authenticating agent appointed by the Trustee pursuant to Section 6.10 until any successor authenticating agent for the Certificates is named, and thereafter  “Authenticating Agent” shall mean any such successor.  The initial Authenticating Agent shall be the Securities Administrator under this Agreement.

Authorized Officer:  Any Person who may execute an Officer’s Certificate on behalf of the Depositor or a Servicing Administrator, as applicable.

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Available Distribution Amount:  With respect to any Distribution Date, the sum of the following amounts: (i) all scheduled payments of interest (net of the Servicing Fees, the Master Servicing Fee and the Trustee Fee) and principal due during the related Due Period, together with any Advances in respect thereof; (ii) Insurance Proceeds received during the related Prepayment Period; (iii) Liquidation Proceeds received during the related Prepayment Period (net of unreimbursed expenses incurred in connection with a liquidation or foreclosure and unreimbursed Advances and Servicing Advances, if any); (iv) Subsequent Recoveries received during the related Prepayment Period; (v) all Principal Prepayments, together with any accrued interest thereon, identified as having been received on the Mortgage Loans during the related Prepayment Period, plus any amounts received from the Servicers (other than Cenlar FSB), the Servicing Administrators or the Master Servicer in respect of Prepayment Interest Shortfalls on such Mortgage Loans; (vi) amounts received with respect to such Distribution Date as the Substitution Amount and the Repurchase Price in respect of a Deleted Mortgage Loan or a Mortgage Loan purchased by an Originator or the Seller as of such Distribution Date as a result of a breach of a representation or warranty; and (vii) the Clean-up Call Price paid by the Master Servicer to purchase the Mortgage Loans and terminate the Trust Fund, if applicable; minus

(A) amounts applied to reimburse Advances and Servicing Advances previously made and other amounts as to which the Servicers (other than Cenlar FSB) and the Servicing Administrators are entitled to be reimbursed pursuant to the Servicing Agreements; (B) amounts applied to reimburse Advances and Servicing Advances previously made as to which the Master Servicer is entitled to be reimbursed pursuant to this Agreement; and (C) the sum of all related fees, charges and other costs, including indemnification amounts and costs of arbitration (other than the Trustee Fee, the Master Servicing Fee and amounts required to be paid by the Master Servicer from the Master Servicing Fee) payable or reimbursable to the Master Servicer, the Securities Administrator and the Trustee from the Trust Fund under this Agreement and the Custodian under the Custodial Agreement, subject to an aggregate maximum amount of $300,000 annually (per year from the Closing Date to the first anniversary of the Closing Date and each subsequent anniversary year thereafter) to be paid to such parties collectively, in the order claims for payment of such amounts are received by the Securities Administrator; provided, however, that if a claim is presented for an amount that, when combined with the amount of prior claims paid during that year, would exceed $300,000, then only a portion of such claim will be paid that will make the total amount paid during that year equal to $300,000 and the excess remaining unpaid, together with any additional claims received during that year, will be deferred until the following anniversary year and if the total amount of such deferred claims exceeds $300,000 then payment in such following anniversary year (and each subsequent anniversary year as may be needed until such deferred claims are paid in full) shall be apportioned among the Master Servicer, the Securities Administrator, the Custodian and the Trustee, in proportion to the aggregate amount of deferred claims submitted by such entity as of the last day of the prior year; provided that, in no event will the aggregate amount reimbursable to the Trustee exceed $125,000 annually (per year from the Closing Date to the first anniversary of the Closing Date and each subsequent anniversary year thereafter).

Back-Up Certificate:  As defined in Section 6.21(e).

Bankruptcy:  As to any Person, the making of an assignment for the benefit of creditors, the filing of a voluntary petition in bankruptcy, adjudication as a bankrupt or insolvent, the entry of an order for relief in a bankruptcy or insolvency proceeding, the seeking of reorganization, arrangement, composition, readjustment, liquidation, dissolution or similar relief, or seeking, consenting to or acquiescing in the appointment of a trustee, receiver or liquidator, dissolution, or termination, as the case may be, of such Person pursuant to the provisions of either the Bankruptcy Code or any other similar state laws.

Bankruptcy Code:  The United States Bankruptcy Code, as amended.

Benefit Plan Opinion:  An Opinion of Counsel satisfactory to the Certificate Registrar, the Depositor and the Trustee to the effect that any proposed transfer will not (i) cause the assets of the Trust Fund to be regarded as plan assets for purposes of the Plan Asset Regulations or (ii) give rise to any fiduciary duty on the part of the Depositor or the Trustee.

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Book-Entry Certificates:  Beneficial interests in Certificates designated as “Book-Entry Certificates” in this Agreement, ownership and transfers of which shall be evidenced or made through book entries by a Clearing Agency as described in Section 3.09; provided, that after the occurrence of a Book-Entry Termination whereupon book-entry registration and transfer are no longer permitted and Definitive Certificates are to be issued to Certificate Owners, such Book-Entry Certificates shall no longer be “Book-Entry Certificates.”  As of the Closing Date, the following Classes of Certificates constitute Book-Entry Certificates:  Class A, Class A-IO1, Class A-IO2, Class B-1, Class B-2 and Class B-3.

Book-Entry Termination:  As defined in Section 3.09(c).

Business Day:  Any day other than (i) a Saturday or a Sunday, (ii) a legal holiday in the States of California, Delaware, Maryland, Minnesota, Missouri or New York, (iii) a day on which banking institutions in the States of California, Delaware, Maryland, Minnesota, Missouri or New York are authorized or obligated by law or executive order to be closed or (iv) a day on which the New York Stock Exchange or the Federal Reserve Bank of New York is closed.

Certificate:  Any one of the certificates signed by the Trustee and authenticated by the Securities Administrator as Authenticating Agent in substantially the forms attached hereto as Exhibit A.

Certificate Interest Rate:  With respect to each Class of Certificates and any Distribution Date, the applicable per annum rate described in the Preliminary Statement to this Agreement.

Certificate Owner:  With respect to a Book-Entry Certificate, the Person who is the owner of such Book-Entry Certificate, as reflected on the books of the Clearing Agency, or on the books of a Person maintaining an account with such Clearing Agency (directly or as an indirect participant, in accordance with the rules of such Clearing Agency).

Certificate Principal Amount:  With respect to any Certificate (other than the Class A-IO1, Class A-IO2, Class R and Class LT-R Certificates) and any Distribution Date, the maximum specified dollar amount of principal to which the Holder thereof is then entitled hereunder, such amount being equal to the initial principal amount set forth on the face of such Certificate, less (i) the amount of all principal distributions previously made with respect to such Certificate; (ii) the principal portion of all Realized Losses previously allocated to such Certificate; and (iii) any Certificate Writedown Amount previously allocated to such Certificate; provided, however, that on any Distribution Date on which a Subsequent Recovery is distributed, the Certificate Principal Amount of any Certificate then outstanding to which a Certificate Writedown Amount or Realized Loss amount has been applied will be increased sequentially, in order of seniority, by an amount equal to the lesser of (A) the principal portion of any Certificate Writedown Amount or Realized Loss amount previously allocated to that Certificate to the extent not previously recovered and (B) the principal portion of any Subsequent Recovery allocable to such Certificate after application (for this purpose) to more senior Classes of Certificates pursuant to this Agreement; and provided further that on any Distribution Date on which the Aggregate Stated Principal Balance of the Mortgage Loans exceeds the aggregate Certificate Principal Amount, such excess (including any excess attributable to the allocation of Principal Forbearance Amounts) will be allocated to increase the Certificate Principal Amount of any Certificate then outstanding to which a Certificate Writedown Amount or Realized Loss amount has previously been allocated, sequentially in order of seniority, up to the principal amount of such Certificate Writedown Amount or Realized Loss to the extent not previously recovered. The Class A-IO1, Class A-IO2, Class R and Class LT-R Certificates are issued without Certificate Principal Amounts.

Certificate Register and Certificate Registrar:  The register maintained and the registrar appointed pursuant to Section 3.02.  The Securities Administrator will act as the initial Certificate Registrar.

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Certificate Writedown Amount:  The amount by which the aggregate Certificate Principal Amount of all the Certificates (other than the Class A-IO1, Class A-IO2, Class R and Class LT-R Certificates) on any Distribution Date (after giving effect to distributions of principal and allocations of Realized Losses on that Distribution Date) exceeds the Aggregate Stated Principal Balance of the Mortgage Loans for the Distribution Date.

Certificateholder:  The meaning provided in the definition of “Holder.”

Certification:  As defined in the Custodial Agreement.

Civil Relief Act:  The Servicemembers Civil Relief Act, as amended, or any similar state or local law.

Class:  Collectively, Certificates bearing the same class designation.  In the case of the Lower-Tier REMIC, the term “Class” refers to all Lower-Tier Interests having the same alphanumeric designation.

Class LT-R Certificate:  The Class LT-R Certificate executed by the Trustee and authenticated and delivered by the Authenticating Agent, substantially in the form annexed as Exhibit A and evidencing ownership of the LT-R Interest.

Class R Certificate:  The Class R Certificate executed by the Trustee, and authenticated and delivered by the Authenticating Agent, substantially in the form annexed hereto as Exhibit A, and evidencing the ownership of the sole residual interest in the Upper-Tier REMIC.

Class Notional Amount:  With respect to the Interest-Only Certificates, the applicable class notional amount calculated as provided in the Preliminary Statement to this Agreement.

Class Principal Amount: With respect to each Class of Certificates (other than the Class A-IO1, Class A-IO2, Class R and Class LT-R Certificates), the aggregate of the Certificate Principal Amounts of all Certificates of such Class at the date of determination. With respect to any Lower-Tier Interest, the initial Class Principal Amount as shown or described in the table set forth in the Preliminary Statement to this Agreement for the Lower-Tier REMIC, as reduced by principal distributed with respect to such Lower-Tier Interest and Realized Losses or Certificate Writedown Amounts allocated to such Lower-Tier Interest at the date of determination.

Class Subordination Percentage:  With respect to each Class of Subordinate Certificates, for each Distribution Date, the percentage obtained by dividing the Class Principal Amount of such Class prior to any distributions of principal, allocations of Realized Losses or allocations of Certificate Writedown Amounts on that Distribution Date by the aggregate of the Class Principal Amounts of all Classes of Certificates (other than the Class A-IO1, Class A-IO2, Class R and Class LT-R Certificates) prior to any distributions of principal, allocations of Realized Losses or allocations of Certificate Writedown Amounts on that Distribution Date.

Clean-up Call:  The optional purchase of the Mortgage Loans and all property acquired in respect of any Mortgage Loan remaining in the Trust Fund on any date on which the Aggregate Stated Principal Balance is less than 10% of the Aggregate Stated Principal Balance as of the Cut-off Date, in accordance with Section 7.01(d) of this Agreement.

Clean-up Call Price:  The price paid by the Master Servicer pursuant to Section 7.01(d) of this Agreement, which is equal to the sum of (i) 100% of the aggregate outstanding principal balance of the Mortgage Loans plus accrued interest thereon, to, but not including, the first day of the month in which the Clean-up Call Price is to be distributed and (ii) the fair market value of any REO Property; provided, however, that such purchase price may be increased as is necessary, as determined by the Depositor, to avoid disqualification of any REMIC created under this Agreement as a REMIC.

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Clearing Agency:  An organization registered as a “clearing agency” pursuant to Section 17A of the Exchange Act.  As of the Closing Date, the Clearing Agency shall be The Depository Trust Company.

Clearing Agency Participant:  A broker, dealer, bank, other financial institution or other Person for whom from time to time a Clearing Agency effects book-entry transfers and pledges of securities deposited with the Clearing Agency.

Closing Date:  January 30, 2013.

Code:  The Internal Revenue Code of 1986, as amended, and as it may be further amended from time to time, any successor statutes thereto, and applicable U.S. Department of Treasury regulations issued pursuant thereto in temporary or final form.

Commission:  U.S. Securities and Exchange Commission.

Controlling Holder:  At any time, the Holder of the majority of the Class Principal Amount of the Class B-5 Certificates or, if the Class Principal Amount of the Class B-5 Certificates has been reduced to zero, the holder of the majority of the Class Principal Amount of the Class B-4 Certificates. If the Class Principal Amount of the Class B-4 Certificates has been reduced to zero, then no entity will have any rights under this Agreement as a Controlling Holder. Neither the Depositor nor the Seller shall be a Controlling Holder.

Cooperative Corporation:  The entity that holds title (fee or an acceptable leasehold estate) to the real property and improvements constituting the Cooperative Property and which governs the Cooperative Property, which Cooperative Corporation must qualify as a Cooperative Housing Corporation under Section 216 of the Code.

Cooperative Loan:  Any Mortgage Loan secured by Cooperative Shares and a Proprietary Lease.

Cooperative Property:  The real property and improvements owned by the Cooperative Corporation, that includes the allocation of individual dwelling units to the holders of the shares of the Cooperative Corporation.

Cooperative Shares:  Shares issued by a Cooperative Corporation.

Corporate Trust Office:  With respect to the Trustee, the corporate trust office of the Trustee located at 500 Delaware Avenue, 11^th Floor, Wilmington, Delaware, 19801, Attention: Corporate Trust – Sequoia Mortgage Trust 2013-2, or at such other address as the Trustee may designate from time to time by notice to the Certificateholders, the Depositor, the Master Servicer and the Securities Administrator or the principal corporate trust office of any successor Trustee.  With respect to the Certificate Registrar and presentment of Certificates for registration of transfer, exchange or final payment, Sixth Street and Marquette Avenue, Minneapolis, Minnesota 55479, Attention: Corporate Trust Services Sequoia Mortgage Trust 2013-2.

Corresponding Class of Certificates:  With respect to each Lower-Tier Interest, the Class or Classes of Certificates appearing opposite such Lower-Tier Interest, as described in the Preliminary Statement to this Agreement.

Credit File Certification: As defined in the Custodial Agreement.

Credit File Exception Report: As defined in the Custodial Agreement.

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Current Interest:  With respect to each Class of Certificates and any Distribution Date, the aggregate amount of interest accrued at the applicable Certificate Interest Rate during the related Accrual Period on the Class Principal Amount or Class Notional Amount, as applicable, of such Class prior to any distributions of principal, allocations of Realized Losses or allocations of Certificate Writedown Amounts prior to such Distribution Date.

Custodial Accounts:  Each Custodial Account (other than an Escrow Account) established and maintained by a Servicer pursuant to a Servicing Agreement with respect to the Mortgage Loans.

Custodial Agreement:  The Custodial Agreement, dated as of January 1, 2013, among the Depositor, the Seller, the Trustee, Wells Fargo Bank, N.A., as Custodian and Wells Fargo Bank, N.A., as Master Servicer, as amended from time to time.  A copy of the Custodial Agreement is attached hereto as Exhibit D.

Custodian:  A Person who is at any time appointed by the Trustee as a custodian of all or a portion of the Mortgage Documents, the Trustee Mortgage Files and the Trustee Credit Files and listed on the Mortgage Loan Schedule as the Custodian of such Mortgage Documents, Trustee Mortgage Files and Trustee Credit Files.  The initial Custodian is Wells Fargo Bank, N.A.

Cut-off Date:  January 1, 2013.

Debt Service Reduction:  With respect to any Mortgage Loan, a reduction in the Scheduled Payment for such Mortgage Loan by a court of competent jurisdiction in a proceeding under the Bankruptcy Code, which became final and non-appealable, except such a reduction resulting from a Deficient Valuation or any reduction that results in a permanent forgiveness of principal.

Defective Mortgage Loan:  The meaning specified in Section 2.04.

Deficient Valuation:  With respect to any Mortgage Loan, a valuation of the related Mortgaged Property by a court of competent jurisdiction in an amount less than the then outstanding indebtedness under the Mortgage Loan, or any reduction in the amount of principal to be paid in connection with any Scheduled Payment that results in a permanent forgiveness of principal, which valuation or reduction results from an order of such court which is final and non-appealable in a proceeding under the Bankruptcy Code.

Definitive Certificate:  A Certificate of any Class issued in definitive, fully registered, certificated form, which shall initially be the Class B-4, Class B-5, Class LT-R and Class R Certificates.

Deleted Mortgage Loan:  A Mortgage Loan replaced or to be replaced with a Qualified Substitute Mortgage Loan in accordance with a Purchase Agreement or Servicing Agreement.

Delinquent:  Any Mortgage Loan with respect to which the Scheduled Payment due on a Due Date is not received, based on the Mortgage Bankers Association method of calculating delinquency.

Demand: As defined in Section 4.04(a).

Depositor:  Sequoia Residential Funding, Inc., a Delaware corporation having its principal place of business in California, or its successors in interest.

Determination Date:  With respect to each Distribution Date, the 16th day of the month in which such Distribution Date occurs, or, if such 16th day is not a Business Day, the next succeeding Business Day; provided, however, that with respect to a Servicer and such Servicer's Advance obligations pursuant to the related Servicing Agreement, the Determination Date is the date set forth in the related Servicing Agreement.

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Disqualified Organization:  A “disqualified organization” as defined in Section 860E(e)(5) of the Code.

Distribution Account:  The separate Eligible Account created and maintained by the Securities Administrator, on behalf of the Trustee, pursuant to Section 4.01.  Funds in the Distribution Account (exclusive of any earnings on investments made with funds deposited in the Distribution Account) shall be held in trust for the Certificateholders for the uses and purposes set forth in this Agreement.

Distribution Date:  The 25th day of each month or, if such 25th day is not a Business Day, the next succeeding Business Day, commencing in February 2013.

Distribution Date Statement:  As defined in Section 4.02.

Due Date:  With respect to any Mortgage Loan, the date on which a Scheduled Payment is due under the related Mortgage Note as indicated in the applicable Servicing Agreement, exclusive of any days of grace.

Due Period:  As to any Distribution Date, the period beginning on the second day of the calendar month preceding the month in which such Distribution Date occurs, and ending on the first day of the calendar month in which such Distribution Date occurs.

Eligible Account:  Any account or accounts maintained with a federal or state chartered depository institution or trust company the short-term and long-term unsecured debt obligations of which (or, in the case of a depository institution or trust company that is the principal subsidiary of a holding company, the debt obligations of such holding company) are rated in the highest rating category of each Rating Agency with respect to short-term unsecured debt obligations and in one of the two highest rating categories of each Rating Agency with respect to long-term unsecured debt obligations at the time any amounts are held on deposit therein. Eligible Accounts may bear interest, and may include, if otherwise qualified under this definition, accounts maintained with the Trustee or the Paying Agent.  If the rating of the short-term or long-term unsecured debt obligations of the depository institution or trust company that maintains the account or accounts is no longer compliant with the requirements set forth in the immediately preceding sentence, the funds on deposit therewith in connection with this transaction shall be transferred to an Eligible Account within 30 days of such downgrade.

Eligible Investments:  At any time, any one or more of the following obligations and securities:

(i)          direct obligations of, and obligations fully guaranteed by the United States of America which are backed by the full faith and credit of the United States of America;

(ii)         (a) demand or time deposits, federal funds or bankers’ acceptances issued by any depository institution or trust company incorporated under the laws of the United States of America or any state thereof and subject to supervision and examination by federal and/or state banking authorities, provided that the commercial paper and/or the short-term deposit rating and/or the long-term unsecured debt obligations or deposits of such depository institution or trust company at the time of such investment or contractual commitment providing for such investment are rated in the highest rating category by each Rating Agency for long-term unsecured debt with a maturity of more than one year or in the highest rating category by each Rating Agency with respect to short-term obligations (provided that, short-term obligations with a maturity of at least 60 days must be rated “A-1+” by S&P) and (b) any other demand or time deposit or certificate of deposit that is fully insured by the FDIC;

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(iii)        repurchase obligations with a term not to exceed thirty (30) days and with respect to any security described in clause (i) above and entered into with a depository institution or trust company (acting as principal) described in clause (ii)(a) above;

(iv)        securities bearing interest or sold at a discount issued by any corporation incorporated under the laws of the United States of America or any state thereof that are rated in the highest rating category by each Rating Agency for long-term unsecured debt with a maturity of more than one year or in the highest rating category by each Rating Agency with respect to short-term obligations (provided that, short-term obligations with a maturity of at least 60 days must be rated “A-1+” by S&P), in each case at the time of such investment or contractual commitment providing for such investment; provided, however, that securities issued by any particular corporation will not be Eligible Investments to the extent that investments therein will cause the then outstanding principal amount of securities issued by such corporation and held as Eligible Investments to exceed 10% of the aggregate outstanding principal balances of all of the Mortgage Loans and Eligible Investments;

(v)         commercial paper (including both non-interest-bearing discount obligations and interest-bearing obligations payable on demand or on a specified date not more than one year after the date of issuance thereof) that is rated in the highest rating category by each Rating Agency for long-term unsecured debt with a maturity of more than one year or in the highest rating category by each Rating Agency with respect to short-term obligations (provided that, short-term obligations with a maturity of at least 60 days must be rated “A-1+” by S&P), in each case at the time of such investment; and

(vi)        any money market funds rated in one of the two highest rating categories by each Rating Agency for long-term unsecured debt with a maturity of more than one year or in the highest rating category by each Rating Agency with respect to short-term obligations (provided that, with respect to S&P, shares of a money market fund are rated “AAAm”), including any such fund managed or advised by the Trustee or any of its Affiliates;

provided, however, that no instrument or security shall be an Eligible Investment if such instrument or security evidences a right to receive only interest payments with respect to the obligations underlying such instrument or if such security provides for payment of both principal and interest with a yield to maturity in excess of 120% of the yield to maturity at par or if such instrument or security is purchased at a price greater than par.

ERISA:  The Employee Retirement Income Security Act of 1974, as amended.

ERISA-Qualifying Underwriting:  A best efforts or firm commitment underwriting or private placement that meets the requirements of an Underwriter’s Exemption.

ERISA-Restricted Certificate:  The Class A-IO2, Class B-1, Class B-2 and Class B-3 Certificates that have not been the subject of an ERISA-Qualifying Underwriting, the Class B-4, Class B-5, Class R and Class LT-R Certificates and any Class A or Class A-IO1 Certificate (or Class A-IO2, Class B-1, Class B-2 or Class B-3 Certificate that has been underwritten) that does not satisfy the applicable rating requirement under the Underwriter’s Exemption.

Escrow Account:  As defined in Section 1.01 of each Servicing Agreement.

Event of Default:  Any one of the conditions or circumstances enumerated in Section 6.14.

Exception Report:  As defined in the Custodial Agreement.

Exchange Act:  The Securities Exchange Act of 1934, as amended, and the rules and regulations thereunder.

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Fannie Mae:  Fannie Mae or any successor thereto.

FDIC:  The Federal Deposit Insurance Corporation or any successor thereto.

FIRREA:  The Financial Institutions Reform, Recovery, and Enforcement Act of 1989, as amended and in effect from time to time.

Fitch:  Fitch, Inc., or any successor in interest.

Form 8-K Disclosure Information:  As defined in Section 6.21(c)(i).

Freddie Mac:  Freddie Mac, or any successor thereto.

Holder or Certificateholder:  The registered owner of any Certificate as recorded on the books of the Certificate Registrar except that, solely for the purposes of taking any action or giving any consent pursuant to this Agreement, any Certificate registered in the name of the Trustee, the Master Servicer, the Securities Administrator or either Servicer, or any Affiliate thereof shall be deemed not to be outstanding in determining whether the requisite percentage necessary to take such action or effect such consent has been obtained, and, in determining whether the Trustee shall be protected in taking such action or in relying upon such consent, only Certificates which a Responsible Officer of the Trustee actually knows to be so owned shall be disregarded.  The Trustee, the Certificate Registrar and the Securities Administrator may request and conclusively rely on certifications by the Master Servicer, the Securities Administrator or either Servicer in determining whether any Certificates are registered to an Affiliate of the Master Servicer, the Securities Administrator or either Servicer.

HUD:  The United States Department of Housing and Urban Development, or any successor thereto.

Independent:  When used with respect to any Accountants, a Person who is “independent” within the meaning of Rule 2-01(b) of the Securities and Exchange Commission’s Regulation S-X.  When used with respect to any other Person, a Person who (a) is in fact independent of another specified Person and any Affiliate of such other Person, (b) does not have any material direct financial interest in such other Person or any Affiliate of such other Person, and (c) is not connected with such other Person or any Affiliate of such other Person as an officer, employee, promoter, underwriter, trustee, partner, director or Person performing similar functions.

Insurance Policy:  With respect to any Mortgage Loan, any insurance policy, including all names and endorsements thereto in effect, including any replacement policy or policies for any Insurance Policies.

Insurance Proceeds:  Proceeds paid by any Insurance Policy (excluding proceeds required to be applied to the restoration and repair of the related Mortgaged Property or released to the Mortgagor), in each case other than any amount included in such Insurance Proceeds in respect of Insured Expenses.

Insured Expenses:  Expenses covered by an Insurance Policy or any other insurance policy with respect to the Mortgage Loans.

Interest Distribution Amount:  For each Class of Certificates on any Distribution Date, the Current Interest for such Class as reduced by such Class’s share of Net Prepayment Interest Shortfalls and Relief Act Shortfalls, which shall be allocated to each Class on a pro rata basis based on the amount of Current Interest payable to each such Class.  

Interest-Only Certificates:  The Class A-IO1 and Class A-IO2 Certificates.

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Interest Shortfall:  As to any Class of Certificates and any Distribution Date, the amount by which (i) the Interest Distribution Amount for such Class on all prior Distribution Dates exceeds (ii) amounts distributed in respect of interest to such Class on prior Distribution Dates.

Item 1123 Certificate:  As defined in Section 6.22.

KBRA:  Kroll Bond Rating Agency, Inc., or any successor in interest.

Latest Possible Maturity Date:  The Distribution Date occurring in February 2043.

Liquidated Mortgage Loan:  With respect to any Distribution Date, a defaulted Mortgage Loan (including any REO Property) as to which, prior to the close of business on the Business Day immediately preceding the Due Date, the applicable Servicer has determined that all recoverable Liquidation Proceeds and Insurance Proceeds have been received.

Liquidation Proceeds:  All cash amounts, including Insurance Proceeds, received in connection with the partial or complete liquidation of defaulted Mortgage Loans, whether through trustee’s sale, foreclosure sale or otherwise or amounts received in connection with any condemnation or partial release of a Mortgaged Property and any other net proceeds received in connection with the disposition of an REO Property.

Loan-To-Value Ratio:  With respect to any Mortgage Loan and as to any date of determination, the fraction (expressed as a percentage) the numerator of which is the principal balance of the related Mortgage Loan at such date of determination and the denominator of which is the Appraised Value of the related Mortgaged Property.

Lower-Tier Interest:  Any one of the interests in the Lower-Tier REMIC as described in the Preliminary Statement to this Agreement.

Lower-Tier REMIC:  As described in the Preliminary Statement to this Agreement.

LT-R Interest:  The residual interest in the Lower-Tier REMIC, as described in the Preliminary Statement to this Agreement.

Master Servicer:  Wells Fargo Bank, N.A., a national banking association organized under the laws of the United States in its capacity as Master Servicer and any successor in interest, or if any successor master servicer shall be appointed as herein provided, then such successor master servicer.

Master Servicer Compensating Interest Payment:  As to any Distribution Date and the Master Servicer, the lesser of (1) the Master Servicing Fee for such date and (2) any Prepayment Interest Shortfalls for such date (to the extent such Prepayment Interest Shortfalls are required to be paid but are not actually paid by the Servicers (other than Cenlar FSB) or the Servicing Administrators as a Servicer Compensating Interest Payment).

Master Servicing Fee:  With respect to any Distribution Date, an amount equal to the product of one-twelfth of the Master Servicing Fee Rate and the Stated Principal Balance of each Mortgage Loan as of the first day of the related Due Period.

Master Servicing Fee Rate:  0.01315% per annum.

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Master Servicing Transfer Costs:  All reasonable costs and expenses incurred by the Trustee in connection with the appointment of a successor master servicer and the transfer of master servicing from a predecessor master servicer, including, without limitation, any reasonable costs or expenses associated with the identification and engagement of a successor master servicer, the documentation of the assumption of master servicing by the successor master servicer, the complete transfer of all master servicing data and the completion, correction or manipulation of such master servicing data as may be required by the Trustee or the successor master servicer to correct any errors or insufficiencies in the master servicing data or otherwise to enable the Trustee or other successor master servicer to master service the Mortgage Loans properly and effectively.

Moody’s:  Moody’s Investors Service, Inc., or any successor in interest.

Mortgage:  A mortgage, deed of trust or other instrument creating a first lien on, or first priority ownership interest in, an estate in fee simple in real property securing a Mortgage Note, together with improvements thereto.

Mortgage Documents:  With respect to each Mortgage Loan, the mortgage documents required to be delivered to the Custodian pursuant to the Custodial Agreement.

Mortgage Loan:  A Mortgage and the related Mortgage Note or other evidences of indebtedness secured by each such Mortgage conveyed, transferred, sold, assigned to or deposited with the Trustee pursuant to Section 2.01 (including any Qualified Substitute Mortgage Loan and REO Property), including without limitation, each Mortgage Loan listed on the Mortgage Loan Schedule, as amended from time to time.

Mortgage Loan Purchase and Sale Agreement:  The mortgage loan purchase and sale agreement, dated as of January 30, 2013, between the Seller and the Depositor.

Mortgage Loan Schedule:  The schedule attached hereto as Schedule A, which shall identify each Mortgage Loan, as such schedule may be amended by the Depositor or the Servicers from time to time to reflect the addition of Qualified Substitute Mortgage Loans to, or the deletion of Deleted Mortgage Loans from, the Trust Fund. 

Mortgage Note:  The original executed note or other evidence of the indebtedness of a Mortgagor secured by a Mortgage under a Mortgage Loan.

Mortgaged Property:  The underlying property securing a Mortgage Loan which, with respect to a Cooperative Loan, is the related Cooperative Shares and Proprietary Lease.

Mortgage Rate:  As to any Mortgage Loan and any Distribution Date, the annual rate of interest borne by the related Mortgage Note as of the related Due Date, taking into account any Servicing Modification or other amendments to the Mortgage Note.

Mortgagor:  The obligor on a Mortgage Note.

Net Liquidation Proceeds:  With respect to any Liquidated Mortgage Loan or any other disposition of related Mortgaged Property, the related Liquidation Proceeds net of Advances, Servicing Advances, related Servicing Fees, Trustee Fees and/or Master Servicing Fees and any other accrued and unpaid servicing fees received and retained in connection with the liquidation of such Mortgage Loan or Mortgaged Property.

Net Mortgage Rate:  With respect to any Mortgage Loan and any Distribution Date, the related Mortgage Rate as of the Due Date in the month preceding the month of such Distribution Date reduced by the Aggregate Expense Rate.

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Net Prepayment Interest Shortfall:  With respect to any Mortgage Loan and any Distribution Date, the amount by which any Prepayment Interest Shortfall for the related Due Period exceeds the amount of Master Servicer Compensating Interest Payment paid by the Master Servicer and Servicer Compensating Interest Payment paid by the applicable Servicer (other than Cenlar FSB) and/or the applicable Servicing Administrator in respect of such shortfall for such Due Period.

Net WAC Rate:  With respect to any Distribution Date, an annual rate, expressed as a percentage, equal to the weighted average of the Net Mortgage Rates of the Mortgage Loans as of the first day of the related Due Period, minus (a) a fraction, the numerator of which equals the amount of any fees, charges and other costs, including indemnification amounts and costs of arbitration (other than the Trustee Fee, the Master Servicing Fee and amounts required to be paid by the Master Servicer from the Master Servicing Fee) paid or reimbursed to the Master Servicer, the Securities Administrator and the Trustee from the Trust Fund under this Agreement and the Custodian under the Custodial Agreement during the prior calendar month, that are subject to an aggregate maximum amount of $300,000 annually, and the denominator of which equals the aggregate Stated Principal Balance of the Mortgage Loans, multiplied by (b) twelve.

Non-Book-Entry Certificate:  Any Certificate other than a Book-Entry Certificate.

Non-permitted Foreign Holder:  As defined in Section 3.03(f).

Nonrecoverable Advance:  Any portion of an Advance or Servicing Advance previously made or proposed to be made by the Master Servicer, a Servicer (other than Cenlar FSB) and/or a Servicing Administrator (as certified in an Officer’s Certificate of the Master Servicer, a Servicer (other than Cenlar FSB) and/or a Servicing Administrator, as applicable), which in the good faith judgment of such party, shall not be ultimately recoverable by such party from the related Mortgagor, related Liquidation Proceeds or otherwise.

Non-Upper-Tier REMIC:  As defined in Section 10.01(d).

Non-U.S. Person:  Any person other than a “United States person” within the meaning of Section 7701(a)(30) of the Code.

Notional Amount:  With respect to an Interest-Only Certificate and any Distribution Date, such Certificate’s Percentage Interest of the Class Notional Amount of such Class of Certificates for such Distribution Date.

NRSRO:  Any nationally recognized statistical rating organization for purposes of Rule 17g-5 under the Exchange Act.

NRSRO Certification:  A certification in the form of Exhibit O hereto.

Officer’s Certificate:  (a) With respect to the Depositor, a certificate signed by two Authorized Officers of the Depositor, (b) with respect to the Master Servicer or the Securities Administrator, a certificate signed by the Chairman of the Board, any Vice Chairman, the President, any Vice President or any Assistant Vice President of the Master Servicer or the Securities Administrator, (c) with respect to a Servicer, a certificate signed by the Chairman of the Board, the Vice Chairman of the Board, the President, a Managing Director, a Vice President (however denominated), an Assistant Vice President, the Treasurer, the Secretary, one of the Assistant Treasurers or Assistant Secretaries of a Servicer, or any other duly authorized officers or agents of a Servicer and (d) with respect to a Servicing Administrator, a certificate signed by an Authorized Officer of such Servicing Administrator, and in each case delivered to the Trustee, the Securities Administrator or the Master Servicer, as required hereby.

Opinion of Counsel:  A written opinion of counsel, reasonably acceptable in form and substance to the Trustee, the Securities Administrator or the Master Servicer, as required hereby, and who may be in-house or outside counsel to the Depositor, the Master Servicer, the Securities Administrator or the Trustee but which must be Independent outside counsel with respect to any such opinion of counsel concerning the transfer of any Residual Certificate or concerning certain matters with respect to ERISA or the taxation, or the federal income tax status, of each REMIC.

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Original Applicable Credit Support Percentage:  With respect to each Class of Subordinate Certificates, the related Applicable Credit Support Percentage as of the Closing Date, which shall be equal to the corresponding approximate percentage set forth in the table below opposite its Class designation:

Class B-1	7.05	%
Class B-2	4.85	%
Class B-3	2.95	%
Class B-4	1.95	%
Class B-5	1.10	%

Original Subordinate Class Principal Amount:  The aggregate of the Class Principal Amounts of the Classes of Subordinate Certificates as of the Closing Date.

Originator:  Each of Alaska USA Federal Credit Union, American Pacific Mortgage Corporation, Bay Equity, LLC, Benchmark Bank, Bethpage Federal Credit Union, Boston Private Bank & Trust Company, Castle & Cooke Mortgage, LLC, Cherry Creek Mortgage Co., Inc., Cole Taylor Bank, Colonial Savings, F.A., Cornerstone Mortgage Company, Embrace Home Loans, Inc., Evergreen Moneysource Mortgage Company dba Evergreen Home Loans, Fairway Independent Mortgage Corporation, Fidelity Bank dba Fidelity Bank Mortgage, First National Bank of Omaha, First Republic Bank, Flagstar Capital Markets Corporation, Franklin American Mortgage Company, Fremont Bank, National Association, Fulton Bank, National Association, George Mason Mortgage, LLC, GFI Mortgage Bankers, Incorporated, GuardHill Financial Corporation, Guild Mortgage Company, The Huntington National Bank, Leader Bank, N.A., The Lending Partners, LLC, MegaStar Financial Corporation, Monarch Bank, Mortgage Master, Inc., Paramount Equity Mortgage, PHH Mortgage Corporation, Plaza Home Mortgage, Incorporated, Primary Residential Mortgage, Inc., PrimeLending, a PlainsCapital Company, Prospect Mortgage, LLC, Provident Savings Bank, Rockland Trust Company, Salem Five Cents Savings Bank, SCBT, N.A., Simonich Corporation, dba BOC Mortgage, Sterling Savings Bank, Stifel Bank and Trust, Umpqua Bank, United Shore Financial Services, LLC, Wintrust Mortgage, a division of Barrington Bank and Trust Company, N.A. and WJ Bradley Mortgage Capital, LLC, each as seller under the related Purchase Agreement, and any successor thereto.

Paying Agent:  Any paying agent appointed pursuant to Section 3.08.  The initial Paying Agent shall be the Securities Administrator under this Agreement.

Percentage Interest:  With respect to any Certificate, its percentage interest in the undivided beneficial ownership interest in the Trust Fund evidenced by all Certificates of the same Class as such Certificate.  With respect to any Certificate, other than an Interest-Only Certificate, if applicable, or the Class R Certificates and the Class LT-R Certificates, the Percentage Interest evidenced thereby shall equal the initial Certificate Principal Amount thereof divided by the initial Class Principal Amount of all Certificates of the same Class.  With respect to each of the Class R Certificates and the Class LT-R Certificates, the Percentage Interest evidenced thereby shall be as specified on the face thereof, or otherwise, be equal to 100%.  With respect to an Interest-Only Certificate, the Percentage Interest evidenced thereby shall equal its initial Notional Amount as set forth on the face thereof divided by the initial Class Notional Amount of such Class.

Person:  Any individual, corporation, partnership, joint venture, association, joint-stock company, limited liability company, trust, unincorporated organization or government or any agency or political subdivision thereof.

Plan:  An employee benefit plan or other retirement arrangement which is subject to Section 406 of ERISA and/or Section 4975 of the Code or any entity whose underlying assets include “plan assets” of such plan or arrangement under the Plan Asset Regulations by reason of their investment in the entity.

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Plan Asset Regulations:  The U.S. Department of Labor regulations set forth in 29 C.F.R. Section 2510.3-101, as modified by Section 3(42) of ERISA. 

Prepayment Interest Shortfall:  With respect to a Mortgage Loan and any Distribution Date, the amount by which interest paid by the related Mortgagor in connection with a Principal Prepayment on the Mortgage Loan is less than one month’s interest at the related Mortgage Rate on the Stated Principal Balance of that Mortgage Loan as of the preceding Distribution Date.

Prepayment Period:  With respect to each Mortgage Loan serviced by Cenlar FSB and (i) each Distribution Date other than the first Distribution Date, the period commencing on the 15^th day of the month preceding the month in which the Distribution Date occurs through the 14^th day of the month in which the Distribution Date occurs and (ii) the first Distribution Date, the period commencing January 1, 2013 through February 14, 2013. With respect to each Mortgage Loan serviced by First Republic Bank and any Distribution Date, the calendar month preceding the month in which the Distribution Date occurs. With respect to each Mortgage Loan serviced by PHH Mortgage Corporation and any Distribution Date, the period commencing on the 2^nd day of the month preceding the month in which the Distribution Date occurs through the 1^st day of the month in which the Distribution Date occurs.

Primary Mortgage Insurance Policy:  Each policy of primary mortgage guaranty insurance or any replacement policy therefor with respect to any Mortgage Loan.

Principal Distribution Amount:  With respect to any Distribution Date, the sum of (a) the principal portion of each Scheduled Payment (before taking into account any Deficient Valuations or Debt Service Reductions) due on the related Due Date, whether or not received, (b) the principal portion of each Principal Prepayment made by a Mortgagor during the related Prepayment Period; (c) the principal portion of each other unscheduled collection, including any Subsequent Recoveries, Insurance Proceeds and Net Liquidation Proceeds (other than with respect to any Mortgage Loan that became a Liquidated Mortgage Loan during the related Prepayment Period) received during the related Prepayment Period; (d) that portion of the Repurchase Price representing principal of any Mortgage Loans repurchased by an Originator or the Seller in accordance with a Purchase Agreement or by the Seller in accordance with Section 2.04 herein, in each case to the extent received during the related Prepayment Period; (e) the principal portion of any related Substitution Amount received during the related Prepayment Period; and (f) on the Distribution Date on which the Trust Fund is to be terminated pursuant to Article VII hereof, that portion of the Clean-up Call Price in respect of principal.

Principal Forbearance Amount:  With respect to a Mortgage Loan that was the subject of a Servicing Modification, the amount of principal of the Mortgage Loan, if any, that has been deferred and that does not accrue interest.

Principal Prepayment: Any full or partial payment or other recovery of principal on a Mortgage Loan that is received in advance of its scheduled Due Date and that is not accompanied by an amount of interest representing scheduled interest due on any date or dates in any month or months subsequent to the month of prepayment.

Proceeding:  Any suit in equity, action at law or other judicial or administrative proceeding.

Proprietary Lease:  With respect to any Cooperative Property, a lease or occupancy agreement between a Cooperative Corporation and a holder of related Cooperative Shares.

Prospectus:  The prospectus supplement dated January 23, 2013 and the accompanying prospectus dated September 13, 2012, relating to the Class A, Class A-IO1, Class A-IO2, Class B-1, Class B-2 and Class B-3 Certificates, together with any supplement thereto.

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Purchase Agreement: Each agreement listed on Exhibit H-1, as amended or supplemented from time to time as permitted thereunder and as modified by the related Acknowledgment.

Qualified Appraiser:  With respect to each Mortgage Loan, an appraiser, duly appointed by the originator, who had no interest, direct or indirect in the Mortgaged Property or in any loan made on the security thereof, and whose compensation is not affected by the approval or disapproval of the Mortgage Loan, and such appraiser and the appraisal made by such appraiser both satisfy the requirements of Fannie Mae or Freddie Mac (including but not limited to the Appraiser Independence Requirements) and Title XI of FIRREA and the regulations promulgated thereunder, all as in effect on the date the Mortgage Loan was originated.

Qualified Substitute Mortgage Loan:  A mortgage loan substituted by an Originator or the Seller, as applicable, for a Deleted Mortgage Loan in accordance with the applicable Purchase Agreement or the Mortgage Loan Purchase and Sale Agreement, as applicable, which must, on the date of such substitution, (a) have an outstanding principal balance, after deduction of all scheduled payments due in the month of substitution (or in the case of a substitution of more than one mortgage loan for a Deleted Mortgage Loan, an aggregate principal balance), not in excess of the Stated Principal Balance of the Deleted Mortgage Loan (the amount of any shortfall will be paid by the Originator or the Seller, as applicable, and distributed to Trust Fund in the month of substitution), (b) have a Mortgage Rate not less than, and not more than one percentage point greater than, the Mortgage Rate of the Deleted Mortgage Loan, (c) have a remaining term to maturity not greater than (and not more than one year less than) that of the Deleted Mortgage Loan, (d) have a Loan-to-Value Ratio at origination no greater than that of the Deleted Mortgage Loan and (e) comply as of the date of substitution with each representation and warranty relating to the Mortgage Loans set forth in the applicable Purchase Agreement.

Rating Agency:  Each of Fitch, KBRA and S&P; provided, however, that references to a “Rating Agency” as used in the definition of “Eligible Account” and “Eligible Investments” shall not include KBRA unless KBRA rates the applicable entity or investment.

Rating Agency Information:  The notices, information, reports, certifications and oral and written statements required to be provided to each Rating Agency pursuant to this Agreement or Rule 17g-5 under the Exchange Act.

Realized Loss:  (a) With respect to each Liquidated Mortgage Loan, an amount (not less than zero or more than the Stated Principal Balance of the Mortgage Loan plus accrued interest) as of the date of such liquidation, equal to (i) the unpaid principal balance of the Liquidated Mortgage Loan as of the date of such liquidation, plus (ii) interest at the Net Mortgage Rate from the Due Date as to which interest was last paid by the borrower to Certificateholders up to the Due Date in the month in which Liquidation Proceeds are required to be distributed on the Stated Principal Balance of such Liquidated Mortgage Loan from time to time, minus (iii) the Net Liquidation Proceeds received during the month in which such liquidation occurred, to the extent not previously applied as recoveries of interest at the Net Mortgage Rate and to principal of the Liquidated Mortgage Loan;

(b) with respect to each Mortgage Loan that has become the subject of a Deficient Valuation, if the principal amount due under the related Mortgage Note has been reduced, the difference between the principal balance of the Mortgage Loan outstanding immediately prior to such Deficient Valuation and the principal balance of the Mortgage Loan as reduced by the Deficient Valuation;

(c) with respect to each Mortgage Loan that has been the subject of a Servicing Modification, any principal due on the Mortgage Loan that has been written off by the related Servicer and any Principal Forbearance Amount; and

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(d) with respect to each Class of Certificates, the amount by which the Class Principal Amount is reduced as a result of clauses (a), (b) or (c) above.

Reconciled Market Value:  The estimated market value of a Mortgaged Property or REO Property as reasonably determined by the applicable Servicer based on different results obtained from different permitted valuation methods or at different time periods, all in accordance with such Servicer's customary servicing procedures.

Record Date:  With respect to the first Distribution Date, the Closing Date. With respect to any other Distribution Date, the last Business Day of the month preceding the month of such Distribution Date.

Refinancing Mortgage Loan:  Any Mortgage Loan originated in connection with the refinancing of an existing mortgage loan.

Regulation AB:  Subpart 229.1100 – Asset Backed Securities (Regulation AB), 17 C.F.R. §§229.1100-229.1123, as such may be amended from time to time, and subject to such clarifications and interpretations as have been provided by the Commission in the adopting release (Asset-Backed Securities, Securities Act Release No. 33-8518, 70 Fed. Reg. 1,506, 1,631 (Jan. 7, 2005)) or by the staff of the Commission, or as may be provided by the Commission or its staff from time to time.

Relevant Servicing Criteria:  The Servicing Criteria applicable to each party, as set forth on an exhibit to each Servicing Agreement and Exhibit K hereto.  Multiple parties can have responsibility for the same Relevant Servicing Criteria.  With respect to a Servicing Function Participant engaged by the Master Servicer, the Securities Administrator or any Servicer, the term “Relevant Servicing Criteria” may refer to a portion of the Relevant Servicing Criteria applicable to such parties.

Relief Act Shortfalls:  With respect to any Distribution Date and any Mortgage Loan as to which there has been a reduction in the amount of interest collectible thereon for the most recently ended calendar month as a result of the application of the Civil Relief Act, the amount, if any, by which (i) interest collectible on such Mortgage Loan for the most recently ended calendar month is less than (ii) interest accrued thereon for such month pursuant to the Mortgage Note.

REMIC:  Each pool of assets in the Trust Fund designated as a REMIC as described in the Preliminary Statement to this Agreement.

REMIC Provisions:  The provisions of the federal income tax law relating to real estate mortgage investment conduits, which appear at sections 860A through 860G of the Code, and related provisions, and regulations, including proposed regulations and rulings, and administrative pronouncements promulgated thereunder, as the foregoing may be in effect from time to time.

REO Property:  A Mortgaged Property acquired by the Trust Fund through foreclosure or deed-in-lieu of foreclosure in connection with a defaulted Mortgage Loan or otherwise treated as having been acquired pursuant to the REMIC Provisions.

Reportable Event:  As defined in Section 6.21(c)(i).

Reporting Servicer:  As defined in Section 6.21(b)(i).

Repurchase Price: With respect to any Mortgage Loan and the applicable Originator, the “Repurchase Price” as defined in the applicable Purchase Agreement or Servicing Agreement or in the case of the Seller, the “Repurchase Price” as defined in the Mortgage Loan Purchase and Sale Agreement.

Residual Certificate:  The Class LT-R Certificates and the Class R Certificates.

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Responsible Officer:  With respect to any party, any officer in the corporate trust, servicing or master servicing department or similar group of such party with direct responsibility for the administration of this Agreement and also, with respect to a particular matter related to this transaction, any other officer to whom such matter is referred because of his or her knowledge of and familiarity with the particular subject.

Restricted Certificate: Any Class B-4, Class B-5, Class R or Class LT-R Certificate.

Rule 15Ga-1 Information: As defined in Section 4.04(a).

Rule 17g-5 Information Provider: The Securities Administrator.

Rule 17g-5 Website:  The website maintained by the Securities Administrator pursuant to Section 4.03.

S&P:  Standard & Poor’s Ratings Services, a Standard & Poor’s Financial Services LLC business, or any successor in interest.

Scheduled Payment:  The scheduled monthly payment on a Mortgage Loan due on any Due Date allocable to principal and/or interest on such Mortgage Loan which, unless otherwise specified in the Servicing Agreements, shall give effect to any related Debt Service Reduction, any Deficient Valuation and any Servicing Modification that affects the amount of the monthly payment due on such Mortgage Loan.

Securities Act:  The Securities Act of 1933, as amended, and the rules and regulations thereunder.

Securities Administrator:  Wells Fargo Bank, N.A., not in its individual capacity but solely as Securities Administrator, or any successor in interest, or if any successor Securities Administrator shall be appointed as herein provided, then such successor Securities Administrator. Wells Fargo Bank, N.A. shall act as Securities Administrator for so long as it is Master Servicer under this Agreement.

Seller:  Redwood Residential Acquisition Corporation, a Delaware corporation.

Senior Certificate:  Any one of the Class A, Class A-IO1 and Class A-IO2 Certificates, as applicable.

Senior Percentage:  With respect to each Distribution Date, the percentage equivalent of a fraction, the numerator of which is the Class Principal Amount of the Class A Certificates prior to any distributions of principal, allocations of Realized Losses or allocations of Certificate Writedown Amounts on such Distribution Date, and the denominator of which is the Aggregate Stated Principal Balance of all of the Mortgage Loans as of the preceding Distribution Date.

Senior Prepayment Percentage:  With respect to any Distribution Date occurring before the Distribution Date in February 2018, 100%.  Except as provided herein, the Senior Prepayment Percentage for any Distribution Date occurring in or after February 2018 shall be as follows:

(i) in or after February 2018 to and including January 2019, the Senior Percentage plus 70% of the Subordinate Percentage for that Distribution Date;

(ii) in or after February 2019 to and including January 2020, the Senior Percentage plus 60% of the Subordinate Percentage for that Distribution Date;

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(iii) in or after February 2020 to and including January 2021, the Senior Percentage plus 40% of the Subordinate Percentage for that Distribution Date;

(iv) in or after February 2021 to and including January 2022, the Senior Percentage plus 20% of the Subordinate Percentage for that Distribution Date; and

(v) in or after February 2022, the Senior Percentage for that Distribution Date;

provided, however, that there shall be no reduction in the Senior Prepayment Percentage (other than as a result of a reduction of the Senior Percentage) on any Distribution Date unless the Step-Down Test is satisfied; and provided, further, that if on any such Distribution Date on or after the Distribution Date in February 2018, the Senior Percentage exceeds the initial Senior Percentage, the Senior Prepayment Percentage for that Distribution Date shall again equal 100%.

If on any Distribution Date the allocation to the Class A Certificates of Principal Prepayments and other amounts in the percentage required above would reduce the Class Principal Amount of the Class A Certificates to below zero, the Senior Prepayment Percentage of those amounts for such Distribution Date shall be limited to the percentage necessary to reduce the Class Principal Amount of the Class A Certificates to zero.

Senior Principal Distribution Amount:  With respect to the Mortgage Loans and any Distribution Date, the sum of:

(1)           the Senior Percentage of all amounts described in clause (a) of the definition of “Principal Distribution Amount” for that Distribution Date;

(2)           the Senior Prepayment Percentage of the amounts described in clauses (b), (c), (d), (e) and (f) of the definition of “Principal Distribution Amount”;

(3)           with respect to each Mortgage Loan that became a Liquidated Mortgage Loan during the related Prepayment Period, the lesser of:

(x)           Net Liquidation Proceeds allocable to principal received with respect to that Mortgage Loan; and

(y)           the Senior Prepayment Percentage of the Stated Principal Balance of that Mortgage Loan; and

(4)          any amounts described in clauses (1) through (3) above that remain unpaid with respect to the Senior Certificates from prior Distribution Dates;

provided, however, that

(A)         if on any Distribution Date the allocation to the Class A Certificates of the Senior Principal Distribution Amount would reduce the Class Principal Amount of those Certificates to below zero, the distribution to such Class of Certificates of the Senior Principal Distribution Amount for such Distribution Date shall be limited to the amount necessary to reduce the Class Principal Amount of the Class A Certificates to zero;

(B)         until the Class Principal Amount of the Class A Certificates is reduced to zero, if on any Distribution Date the aggregate of the Class Principal Amounts of the Subordinate Certificates is less than or equal to 1.00% of the Stated Principal Balance of the Mortgage Loans as of the Closing Date, the Senior Principal Distribution Amount for such Distribution Date and each succeeding Distribution Date will include all principal collections on the Mortgage Loans distributable on that Distribution Date, and the Subordinate Principal Distribution Amount will be zero; and

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(C)         until the Class Principal Amount of the Class A Certificates is reduced to zero, if on any Distribution Date, the Subordinate Percentage for such Distribution Date is less than 7.05%, the Senior Principal Distribution Amount for such Distribution Date will include all principal collections on the Mortgage Loans distributable on that Distribution Date, and the Subordinate Principal Distribution Amount will be zero.

Servicer:  Each Servicer under a Servicing Agreement.

Servicer Compensating Interest Payment:  As to any Distribution Date and any Servicer (other than Cenlar FSB) and either Servicing Administrator, the lesser of (1) the Servicing Fee for such Servicer (other than Cenlar FSB) or the aggregate of Cenlar FSB’s Servicing Fee and the Servicing Administrator Fee (in the case of a Servicing Administrator) for such date and (2) any Prepayment Interest Shortfalls with respect to any Mortgage Loans serviced by such Servicer (or in the case of either Servicing Administrator, the Mortgage Loans serviced by Cenlar FSB) for such date.

Servicer Remittance Date:  As to any Mortgage Loan serviced by Cenlar FSB, the 20th day of each calendar month or, if such 20th day is not a Business Day, the next succeeding Business Day, and as to any Mortgage Loan serviced by First Republic Bank or PHH Mortgage Corporation, the 18th day of each calendar month or, if such 18th day is not a Business Day, the next succeeding Business Day, in each case commencing in February 2013.  

Servicing Administrator: Each of Redwood Residential Acquisition Corporation, as servicing administrator under the Cenlar FSB Servicing Agreement, and Bethpage Federal Credit Union, as servicing administrator with respect to the Mortgage Loans originated by Bethpage Federal Credit Union.

Servicing Administrator Fee:  As to any Distribution Date and each Mortgage Loan serviced by Cenlar FSB, an amount equal to the difference, if positive, between the Servicing Fee with respect to such Mortgage Loan and the servicing compensation payable to Cenlar FSB under the applicable Servicing Agreement.

Servicing Advances:  As defined in the applicable Servicing Agreement.

Servicing Agreement:  Each agreement listed on Exhibit H-2, as amended or supplemented from time to time as permitted thereunder and as modified by the related Acknowledgment.

Servicing Criteria:  The criteria set forth in paragraph (d) of Item 1122 of Regulation AB, as such may be amended from time to time.

Servicing Fee:  As to any Distribution Date and each Mortgage Loan, an amount equal to the product of (a) one-twelfth of the Servicing Fee Rate and (b) the Stated Principal Balance of such Mortgage Loan as of the first day of the related Due Period. The Servicing Fee payable with respect to the Mortgage Loans serviced by Cenlar FSB will be allocated by Cenlar FSB between the applicable Servicing Administrator and Cenlar FSB as provided in the related Servicing Agreement.

Servicing Fee Rate:   For each Servicer, a per annum rate equal to 0.25% or such other rate as may be agreed to by the Master Servicer pursuant to Section 9.01(b) of this Agreement and the related Servicing Agreement; provided that, with respect to each Mortgage Loan serviced by First Republic Bank, the Servicing Fee Rate will be increased by the amount of any increase in the Mortgage Rate for any such Mortgage Loan pursuant to the terms of the related Mortgage Note due to the termination of an automatic debit or direct deposit account; provided further, that the Master Servicer shall have no obligation to confirm or verify any such increase in the Servicing Fee Rate for any such Mortgage Loan serviced by First Republic Bank.

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Servicing Function Participant:  Any Subservicer or Subcontractor, other than each Servicer, the Servicing Administrators, the Master Servicer, the Securities Administrator or the Trustee, that is participating in the servicing function within the meaning of Regulation AB, unless such Person’s activities relate only to 5% or less of the Mortgage Loans.

Servicing Modification:  Any reduction of the Mortgage Rate on or the outstanding principal balance of a Mortgage Loan, any extension of the final maturity date of a Mortgage Loan, any increase to the Stated Principal Balance of a Mortgage Loan by adding to the Stated Principal Balance unpaid principal and interest and other amounts owing under the Mortgage Loan, any Principal Forbearance Amount and any other modification, in each case pursuant to a modification of a Mortgage Loan that is in default or for which, in the judgment of the Servicer of such Mortgage Loan, default is reasonably foreseeable in accordance with the related Servicing Agreement.

Servicing Officer:  Any officer of a Servicer involved in, or responsible for, the administration and servicing of the Mortgage Loans whose name and facsimile signature appear on a list of servicing officers furnished to the Master Servicer by the Servicers on the Closing Date pursuant to the Servicing Agreements, as such list may from time to time be amended.

Sponsor: RWT Holdings, Inc., a Delaware corporation.

Startup Day:  The day designated as such pursuant to Section 10.01(b) hereof.

Stated Principal Balance:  As to any Mortgage Loan and date of determination, the unpaid principal balance of such Mortgage Loan as of the most recent Due Date as determined by the amortization schedule for the Mortgage Loan at the time relating thereto (before any adjustment to such amortization schedule by reason of any moratorium or similar waiver or grace period) after giving effect to any previous Servicing Modification, Principal Prepayments and related Liquidation Proceeds allocable to principal and to the payment of principal due on such Due Date (but not unscheduled Principal Prepayments received on such Due Date) and irrespective of any delinquency in payment by the related Mortgagor. For the avoidance of doubt, the Stated Principal Balance of any Mortgage Loan that has been prepaid in full or has become a Liquidated Mortgage Loan during the related Prepayment Period shall be zero.

Step-Down Test:  As to any Distribution Date, the test will be satisfied if both of the following conditions are met:

First, the aggregate outstanding principal balance of all Mortgage Loans 60 days or more Delinquent (including Mortgage Loans in foreclosure, REO Property or bankruptcy status) and all Mortgage Loans subject to a Servicing Modification within the twelve months prior to that Distribution Date, averaged over the preceding six month period, as a percentage of the aggregate Class Principal Amount of the Subordinate Certificates on such Distribution Date (without giving effect to any payments on such Distribution Date), does not equal or exceed 50%; and

Second, cumulative Realized Losses with respect to the Mortgage Loans plus, with respect to any Mortgage Loans that have been the subject of a Servicing Modification, any interest due on such Mortgage Loans that has been written off by the related Servicer, do not exceed (a) with respect to each Distribution Date occurring in the period from February 2018 to and including January 2019, 20% of the Original Subordinate Class Principal Amount, (b) with respect to each Distribution Date occurring in the period from February 2019 to and including January 2020, 25% of the Original Subordinate Class Principal Amount, (c) with respect to each Distribution Date occurring in the period from February 2020 to and including January 2021, 30% of the Original Subordinate Class Principal Amount, (d) with respect to each Distribution Date in the period from February 2021 to and including January 2022, 35% of the Original Subordinate Class Principal Amount and (e) with respect to the Distribution Date occurring in February 2022 and thereafter, 40% of the Original Subordinate Class Principal Amount.

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Subcontractor:  Any vendor, subcontractor or other Person that is not responsible for the overall servicing of Mortgage Loans but performs one or more discrete functions identified in Item 1122(d) of Regulation AB with respect to Mortgage Loans under the direction or authority of any Servicer (or a Subservicer of any Servicer), the Master Servicer or the Securities Administrator.

Subordinate Certificate:  Any of the Class B-1, Class B-2, Class B-3, Class B-4 or Class B-5 Certificates.

Subordinate Class Percentage: As to any Distribution Date and any Class of Subordinate Certificates, a fraction, expressed as a percentage, the numerator of which is the Class Principal Amount of such Class on such date, and the denominator of which is the aggregate of the Class Principal Amounts of all Classes of Subordinate Certificates on such date.

Subordinate Percentage:  With respect to any Distribution Date, the difference between 100% and the Senior Percentage for such Distribution Date. The initial Subordinate Percentage is 7.05%.

Subordinate Prepayment Percentage:  With respect to any Distribution Date, the difference between 100% and the Senior Prepayment Percentage for that Distribution Date.

Subordinate Principal Distribution Amount:  With respect to any Distribution Date and the Mortgage Loans, an amount equal to the sum of:

(1)           the Subordinate Percentage of all amounts described in clause (a) of the definition of “Principal Distribution Amount” for that Distribution Date;

(2)           the Subordinate Prepayment Percentage of all amounts described in clauses (b), (c), (d), (e) and (f) of the definition of “Principal Distribution Amount” for that Distribution Date; and

(3)           with respect to each Mortgage Loan that became a Liquidated Mortgage Loan during the related Prepayment Period, the amount of the Net Liquidation Proceeds allocated to principal received with respect thereto remaining after application thereof pursuant to clause (3) of the definition of “Senior Principal Distribution Amount” for that Distribution Date; and

(4)           any amounts described in clauses (1) through (3) above for any previous Distribution Date that remain unpaid.

Notwithstanding the above, with respect to any Class of Subordinate Certificates (other than the Class B-1 Certificates), if on any Distribution Date the sum of the Class Subordination Percentage of such Class and the aggregate Class Subordinate Percentages of all Classes of Subordinate Certificates which have lower payment priorities than that Class is less than the Original Applicable Credit Support Percentage for that Class, no distribution of principal will be made to any such Classes on such Distribution Date. Instead, the Subordinate Principal Distribution Amount on that Distribution Date will be allocated among the more senior Classes of Subordinate Certificates, pro rata, based on their respective Class Principal Amounts.

Notwithstanding the above, with respect to each Class of Subordinate Certificates other than the Class B-1 Certificates, if on any Distribution Date the Class Principal Amount of that Class and the aggregate of the Class Principal Amounts of all Classes of Subordinate Certificates that have a lower payment priority than that Class is less than or equal to 1.00% of the Stated Principal Balance of the Mortgage Loans as of the Closing Date, the portion of the Subordinate Principal Distribution Amount otherwise distributable to such Class or Classes on such Distribution Date and each succeeding Distribution Date will be allocated among the Subordinate Certificates with a higher payment priority then entitled to principal, pro rata, based on their respective Class Principal Amounts and any remaining Subordinate Principal Distribution Amount will be included in the Senior Principal Distribution Amount for such Distribution Date.

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Until the Class Principal Amount of the Class A Certificates is reduced to zero, if on any Distribution Date the aggregate of the Class Principal Amounts of the Subordinate Certificates is less than or equal to 1.00% of the Stated Principal Balance of the Mortgage Loans as of the Closing Date, the Senior Principal Distribution Amount on such Distribution Date and each succeeding Distribution Date will include all principal collections on the Mortgage Loans distributable on that Distribution Date, and the Subordinate Principal Distribution Amount will be zero.

In addition, until the Class Principal Amount of the Class A Certificates is reduced to zero, if on any Distribution Date the Subordinate Percentage for such Distribution Date is less than 7.05%, the Senior Principal Distribution Amount for such Distribution Date will include all principal collections on the Mortgage Loans distributable on that Distribution Date, and the Subordinate Principal Distribution Amount will be zero.

Subsequent Recovery:  Any amount recovered by a Servicer (i) with respect to a Liquidated Mortgage Loan (after reimbursement of any unreimbursed Advances or expenses relating to such Liquidated Mortgage Loan as well as any other previously Liquidated Mortgage Loans) with respect to which a Realized Loss was incurred after the liquidation or disposition of such Mortgage Loan or (ii) as a Principal Forbearance Amount.

Subservicer:  Any Person that (i) services Mortgage Loans on behalf of any Servicer, and (ii) is responsible for the performance (whether directly or through sub-servicers or Subcontractors) of Servicing functions that are identified in Item 1122(d) of Regulation AB required to be performed under this Agreement, any related Servicing Agreement or any sub-servicing agreement.

Substitution Amount:  For any month in which an Originator or the Seller substitutes one or more Qualified Substitute Mortgage Loans for one or more Deleted Mortgage Loans pursuant to a Purchase Agreement or the Mortgage Loan Purchase and Sale Agreement, as applicable, the amount by which the aggregate Repurchase Price of all such Deleted Mortgage Loans exceeds the aggregate Stated Principal Balance of the Qualified Substitute Mortgage Loans, together with one month's interest at the applicable Net Mortgage Rate.

Tax Matters Person:  With respect to each of the Lower Tier REMIC and the Upper Tier REMIC, the “tax matters person” as specified in the REMIC Provisions which shall initially be the party described as such in Section 10.01(k).

TIA:  The Trust Indenture Act of 1939, as amended, and the rules and regulations thereunder.

TIA Applicability Determination: A determination by the Depositor, of which it informs the Trustee, that the TIA applies to this Agreement or that qualification under the TIA or any similar federal statute is required.

Trust Fund:  As defined in Section 2.01 herein.

Trustee:  Christiana Trust, a division of Wilmington Savings Fund Society, FSB, not in its individual capacity but solely as Trustee, or any successor in interest, or if any successor trustee or any co-trustee shall be appointed as herein provided, then such successor trustee and such co-trustee, as the case may be.

Trustee Credit Files:  With respect to each Mortgage Loan, the electronic images of certain Mortgage Documents to be retained in the custody and possession of the Trustee or the Custodian on behalf of the Trustee pursuant to the Custodial Agreement.

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Trustee Fee:  With respect to any Distribution Date, an amount equal to the product of one-twelfth of the Trustee Fee Rate and the Stated Principal Balance of each Mortgage Loan as of the first day of the related Due Period.

Trustee Fee Rate:  0.00085% per annum.

Trustee Mortgage Files:  With respect to each Mortgage Loan, the Mortgage Documents to be retained in the custody and possession of the Trustee or the Custodian on behalf of the Trustee pursuant to the Custodial Agreement.

UCC:  The Uniform Commercial Code as enacted in any applicable jurisdiction from time to time.

Underwriter:  RBS Securities Inc.

Underwriter’s Exemption:  Prohibited Transaction Exemption (“PTE”) 90-59, as most recently amended and restated by PTE 2007-5 (72 Fed. Reg. 13130 (March 20, 2007)) or any substantially similar administrative exemption granted by the U.S. Department of Labor to the Underwriters.

Underwriting Agreement:  The Underwriting Agreement, dated January 24, 2013, among the Seller, the Depositor, Redwood Trust, Inc. and the Underwriter.

Upper-Tier REMIC:  As described in the Preliminary Statement to this Agreement.

Voting Interests:  The portion of the voting rights of all the Certificates that is allocated to any Certificate for purposes of the voting provisions of this Agreement.  At all times during the term of this Agreement, 98.00% of all Voting Interests shall be allocated to the Class A, Class B-1, Class B-2, Class B-3, Class B-4 and Class B-5 Certificates in proportion to their respective Certificate Principal Amounts.  At all times during the term of this Agreement, 1.00% of all Voting Interests shall be allocated to the Class A-IO1 Certificates and 1.00% of all Voting Interests shall be allocated to the Class A-IO2 Certificates.  Voting Interests shall be allocated among the Certificates of each Class based on their Percentage Interests and no Certificate with a principal amount equal to zero will have any voting rights.  The Class R Certificates and Class LT-R Certificate shall not have any voting rights.

Section 1.02         Calculations Respecting Mortgage Loans.

Calculations required to be made pursuant to this Agreement with respect to any Mortgage Loan in the Trust Fund shall be made based upon current information as to the terms of the Mortgage Loans and reports of payments received from the Mortgagor on such Mortgage Loans and payments to be made to the Securities Administrator as supplied to the Securities Administrator by the Master Servicer.  The Securities Administrator shall not be required to recompute, verify or recalculate the information supplied to it by the Master Servicer or any Servicer.

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ARTICLE II

DECLARATION OF TRUST; ISSUANCE OF CERTIFICATES

Section 2.01         Creation and Declaration of Trust Fund; Conveyance of Mortgage Loans.

Concurrently with the execution and delivery of this Agreement, the Depositor does hereby sell, transfer, assign, set over, deposit with and otherwise convey to the Trustee, without recourse, subject to Sections 2.02 and 2.04, in trust, all right, title and interest of the Depositor in and to the Trust Fund consisting of: (i) the Mortgage Loans, including the Mortgage Notes, the Mortgages, and the right to all payments of principal and interest received on or with respect to the Mortgage Loans after the Cut-off Date (other than Scheduled Payments due on or before such date), and all such payments due after such date but received on or prior to such date and intended by the related Mortgagors to be applied after such date; (ii) all of the Depositor’s right, title and interest, if any, in and to all amounts from time to time credited to and the proceeds of the Distribution Account, any Custodial Accounts or any Escrow Account established with respect to the Mortgage Loans; (iii) with respect to the Mortgage Loans, to the extent set forth in the Acknowledgements, the Depositor’s rights under the Purchase Agreements and the Servicing Agreements and all of the Depositor’s rights under the Mortgage Loan Purchase and Sale Agreement; (iv) all of the Depositor’s right, title and interest, if any, in REO Property and the proceeds thereof; (v) all of the Depositor’s rights under any Insurance Policies related to the Mortgage Loans; and (vi) the Depositor’s security interest in any collateral pledged to secure the Mortgage Loans, including the Mortgaged Properties (collectively, the “Trust Fund”); and the Trustee declares that, subject to the Custodian's review provided for in Section 2.02, it has received and shall hold the Trust Fund, as trustee, in trust, for the benefit and use of the Holders of the Certificates and for the purposes and subject to the terms and conditions set forth in this Agreement, and, concurrently with such receipt, has caused to be executed, authenticated and delivered to or upon the order of the Depositor, in exchange for the Trust Fund, all of the Certificates in the authorized denominations specified by the Depositor pursuant to Section 3.01(b).

The foregoing sale, transfer, assignment, set-over, deposit and conveyance does not and is not intended to result in the creation or assumption by the Trustee of any obligation of the Depositor, the Seller or any other Person in connection with the Mortgage Loans or any other agreement or instrument relating thereto except as specifically set forth therein.

Notwithstanding anything to the contrary contained herein, the parties hereto acknowledge that the functions of the Trustee with respect to the custody, acceptance and inspection of the Trustee Mortgage Files and the Trustee Credit Files, the release of Mortgage Documents, and the preparation and delivery of the certifications relating to the Trustee Mortgage Files and the Trustee Credit Files shall be performed by the Custodian pursuant to the terms and conditions of the Custodial Agreement. In addition, the Trustee is hereby directed to execute, not in its individual capacity but solely as Trustee hereunder, and deliver the Acknowledgements and the Custodial Agreement. The Master Servicer, the Depositor, the Securities Administrator and the Certificateholders (by their acceptance of such Certificates) acknowledge and agree that the Trustee is executing and delivering the Custodial Agreement and the Acknowledgements solely in its capacity as Trustee and not in its individual capacity.

In connection with such sale, transfer and assignment of the Mortgage Loans, the Depositor does hereby deliver to, and deposit with, or cause to be delivered to and deposited with, the Custodian acting on the Trustee's behalf, the Trustee Mortgage Files and the Trustee Credit Files.

Section 2.02         Acceptance of Trust Fund by Trustee; Review of Documentation for Trust Fund. 

(a)           The Trustee, by execution and delivery hereof and the below-referenced delivery to the Trustee of the Certification and Exception Report, acknowledges receipt by it (or by the Custodian on its behalf) of the Trustee Mortgage Files pertaining to the Mortgage Loans listed on the Mortgage Loan Schedule, subject to review thereof by the Custodian on behalf of the Trustee in accordance with Section 3.2 of the Custodial Agreement and the exceptions set forth on the Exception Report.  The Custodian, on behalf of the Trustee, will execute and deliver to the Trustee and the Depositor a Certification and Exception Report on the Closing Date in the forms required by the Custodial Agreement.

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The Trustee, by execution and delivery hereof and the below-referenced delivery to the Trustee of the Credit File Certification and the Credit File Exception Report, acknowledges receipt by it (or by the Custodian on its behalf) of the Trustee Credit Files pertaining to the Mortgage Loans listed on the Mortgage Loan Schedule, subject to review thereof by the Custodian on behalf of the Trustee in accordance with Section 3A.2 of the Custodial Agreement and the exceptions set forth on the Credit File Exception Report.  The Custodian, on behalf of the Trustee, will execute and deliver to the Trustee and the Depositor a Credit File Certification and a Credit File Exception Report on the Closing Date in the respective forms required by the Custodial Agreement.

(b)           Within 270 days after the Closing Date, the Custodian, on behalf of the Trustee, will, for the benefit of Holders of the Certificates, review each related Trustee Mortgage File and Trustee Credit File to ascertain that all required documents set forth in the Custodial Agreement have been received and appear on their face to conform with the requirements set forth in the Custodial Agreement.

(c)           Nothing in this Agreement shall be construed to constitute an assumption by the Trust Fund, the Trustee, the Custodian or the Certificateholders of any unsatisfied duty, claim or other liability on any Mortgage Loan or to any Mortgagor.

(d)           Each of the parties hereto acknowledges that the Custodian shall perform the applicable review of the related Mortgage Loans and respective certifications as provided in the Custodial Agreement.

(e)           Upon execution of this Agreement, the Depositor hereby delivers to the Trustee and the Trustee acknowledges receipt of the Acknowledgements, together with the Purchase Agreements, the Servicing Agreements and the Mortgage Loan Purchase and Sale Agreement.

Section 2.03         Representations and Warranties of the Depositor.  

(a)           The Depositor hereby represents and warrants to the Trustee, for the benefit of the Certificateholders, and to the Master Servicer and the Securities Administrator, as of the Closing Date or such other date as is specified, that:

(i)           the Depositor is a corporation duly organized, validly existing and in good standing under the laws governing its creation and existence and has full corporate power and authority to own its property, to carry on its business as presently conducted, to enter into and perform its obligations under this Agreement, and to create the trust pursuant hereto;

(ii)           the execution and delivery by the Depositor of this Agreement have been duly authorized by all necessary corporate action on the part of the Depositor; neither the execution and delivery of this Agreement, nor the consummation of the transactions herein contemplated, nor compliance with the provisions hereof, will conflict with or result in a breach of, or constitute a default under, any of the provisions of any law, governmental rule, regulation, judgment, decree or order binding on the Depositor or its properties or the certificate of incorporation or bylaws of the Depositor;

(iii)           the execution, delivery and performance by the Depositor of this Agreement and the consummation of the transactions contemplated hereby do not require the consent or approval of, the giving of notice to, the registration with, or the taking of any other action in respect of, any state, federal or other governmental authority or agency, except such as has been obtained, given, effected or taken prior to the date hereof;

(iv)           this Agreement has been duly executed and delivered by the Depositor and, assuming due authorization, execution and delivery by the Trustee, the Master Servicer and the Securities Administrator, constitutes a valid and binding obligation of the Depositor enforceable against it in accordance with its terms except as such enforceability may be subject to (A) applicable bankruptcy and insolvency laws and other similar laws affecting the enforcement of the rights of creditors generally and (B) general principles of equity regardless of whether such enforcement is considered in a proceeding in equity or at law;

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(v)           there are no actions, suits or proceedings pending or, to the knowledge of the Depositor, threatened or likely to be asserted, against or affecting the Depositor, before or by any court, administrative agency, arbitrator or governmental body (A) with respect to any of the transactions contemplated by this Agreement or (B) with respect to any other matter which in the judgment of the Depositor will be determined adversely to the Depositor and will if determined adversely to the Depositor materially and adversely affect it or its business, assets, operations or condition, financial or otherwise, or adversely affect its ability to perform its obligations under this Agreement;

(vi)           immediately prior to the transfer and assignment of the Mortgage Loans to the Trustee, the Depositor was the sole owner and holder of each Mortgage Loan, and the Depositor had good and marketable title thereto, and had full right to transfer and sell each Mortgage Loan to the Trustee free and clear, subject only to (1) liens of current real property taxes and assessments not yet due and payable and, if the related Mortgaged Property is a condominium unit, any lien for common charges permitted by statute, (2) covenants, conditions and restrictions, rights of way, easements and other matters of public record as of the date of recording of such Mortgage acceptable to mortgage lending institutions in the area in which the related Mortgaged Property is located and specifically referred to in the lender’s title insurance policy or attorney’s opinion of title and abstract of title delivered to the originator of such Mortgage Loan, and (3) such other matters to which like properties are commonly subject which do not, individually or in the aggregate, materially interfere with the benefits of the security intended to be provided by the Mortgage, of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest, and had full right and authority, subject to no interest or participation of, or agreement with, any other party, to sell and assign each Mortgage Loan pursuant to this Agreement;

(vii)           This Agreement creates either a sale or a valid and continuing security interest (as defined in the UCC), in the Mortgage Loans in favor of the Trustee, which security interest is prior to all other liens, and is enforceable as such against creditors of and purchasers from the Depositor;

(viii)          The Mortgage Notes constitute “instruments” within the meaning of the applicable UCC;

(ix)           Other than the security interest or ownership interest granted to the Trustee pursuant to this Agreement, the Depositor has not pledged, assigned, sold, granted a security interest in, or otherwise conveyed any of the Mortgage Loans.  The Depositor has not authorized the filing of and is not aware of any financing statement against the Depositor that includes a description of the collateral covering the Mortgage Loans other than a financing statement relating to the security interest granted to the Trustee hereunder or that has been terminated.  The Depositor is not aware of any judgment or tax lien filings against the Depositor;

(x)           None of the Mortgage Loans have any marks or notations indicating that such Mortgage Loans have been pledged, assigned or otherwise conveyed to any Person other than the Trustee; and

(xi)           The Depositor has received all consents and approvals required by the terms of the Mortgage Loans to convey the Mortgage Loans hereunder to the Trustee.

The foregoing representations made in this Section 2.03 shall survive the termination of this Agreement and shall not be waived by any party hereto.

Section 2.04         Discovery of Seller Breach; Repurchase of Mortgage Loans.

(a)           Pursuant to Section 2 of the Mortgage Loan Purchase and Sale Agreement, the Seller has (i) represented and warranted as of the Closing Date that, immediately prior to its transfer of Mortgage Loans under the Mortgage Loan Purchase and Sale Agreement, the Seller owned and had good, valid and marketable title to the Mortgage Loans free and clear of any Lien, claim or encumbrance of any Person and (ii) made certain other representations and warranties with respect to the Mortgage Loans, and each of the Depositor and the Trustee intend that the Mortgage Loans (including any Qualified Substitute Mortgage Loans) included in the Trust Fund satisfy such representations and warranties.  The Depositor, for the benefit of the Trustee and the Certificateholders, hereby assigns any rights it has against the Seller with respect to such representations and warranties to the Trustee, and the Seller acknowledges that it has agreed to comply with the provisions of this Section 2.04 in respect of a breach of any of such representations and warranties.

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It is understood and agreed that the representations and warranties set forth in Section 2 of the Mortgage Loan Purchase and Sale Agreement shall survive delivery of the Trustee Mortgage Files and the Trustee Credit Files and the sale and assignment of each Mortgage Loan to the Trustee and shall continue throughout the term of this Agreement.  Upon discovery by the Depositor or the Seller of the breach by the Seller of any representation or warranty under the Mortgage Loan Purchase and Sale Agreement in respect of any Mortgage Loan, which materially adversely affects the value of that Mortgage Loan or the interest therein of the Certificateholders (a “Defective Mortgage Loan”) (each of such parties hereby agreeing to give written notice thereof to the Trustee and the other of such parties), the Trustee, or its designee, shall promptly notify the Depositor in writing of such breach and request that the Depositor cure or cause the cure of such breach within 90 days from the earlier of the date that the Depositor discovered or was notified of such breach, and if the Depositor does not cure or cause the cure of such breach in all material respects during such period, the Trustee shall enforce the Seller’s obligation under the Mortgage Loan Purchase and Sale Agreement to repurchase at the Repurchase Price or substitute that Mortgage Loan from the Trust Fund or, other than with respect to a breach of the representation and warranty as to good, valid and marketable title, make an indemnification payment with respect to such Mortgage Loan on or prior to the Determination Date following the expiration of such 90-day period; provided, however, that, in connection with any such breach that could not reasonably have been cured within such 90-day period, the Seller shall be required to repurchase or substitute or make an indemnification payment with respect to the Mortgage Loan no later than 120 days after its discovery or notice of such breach, and provided further, that, if such breach would cause the Mortgage Loan to be other than a “qualified mortgage” (as defined in the Code), then notwithstanding the previous provisions of this paragraph, the Seller shall be required to repurchase or substitute the Defective Mortgage Loan within 60 days from the date the defect was discovered and the Seller shall not have the option to make an indemnification payment with respect to such Mortgage Loan. Each determination as to whether there has been such a breach shall be conducted on a Mortgage Loan-by-Mortgage Loan basis. The Repurchase Price for the repurchased Mortgage Loan shall be deposited in the Distribution Account, and the Trustee, or its designee, upon receipt of written certification of such deposit, shall release to the Seller the related Trustee Mortgage File and Trustee Credit File and shall execute and deliver such instruments of transfer or assignment, in each case without recourse, representation or warranties, as either party shall furnish to the Trustee and as shall be necessary to vest in such party any Mortgage Loan released pursuant hereto and the Trustee, or its designee, shall have no further responsibility with regard to such Trustee Mortgage File and Trustee Credit File (it being understood that the Trustee shall have no responsibility for determining the sufficiency of such assignment for its intended purpose).  It is understood and agreed that the obligation of the Seller to cure, to cause the cure of or to repurchase or substitute or make an indemnification payment with respect to any Mortgage Loan as to which such a breach has occurred and is continuing shall constitute the sole remedy against such party respecting such omission, defect or breach available to the Trustee on behalf of the Certificateholders. Costs and expenses incurred by the Trustee pursuant to this Section 2.04, to the extent not reimbursed by the Seller, shall be reimbursed by the Trust Fund, subject to the limitation in clause (C) of the definition of Available Distribution Amount.

(b)          The Seller indemnifies and holds the Trust Fund, the Trustee, the Master Servicer, the Securities Administrator, the Depositor and each Certificateholder harmless against any and all taxes, claims, losses, penalties, fines, forfeitures, reasonable legal fees and related costs, judgments, and any other costs, fees and expenses that the Trust Fund, the Trustee, the Master Servicer, the Securities Administrator, the Depositor and any Certificateholder may sustain in connection with any actions of the Seller relating to a repurchase of a Mortgage Loan other than in compliance with the terms of this Section 2.04 and the Mortgage Loan Purchase and Sale Agreement, to the extent that any such action causes an Adverse REMIC Event.

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Section 2.05         Obligations in Respect of Alleged Breach of Originator Representations and Warranties.

(a)          (i)          The Trustee shall be obligated to pursue an action against an Originator in respect of any alleged breach of a representation and warranty set forth in the applicable Purchase Agreement or against the Seller if the Seller has an obligation to cure a breach, repurchase or substitute for or make an indemnification payment with respect to a Mortgage Loan under the Mortgage Loan Purchase and Sale Agreement upon its receipt of (1) (A) written direction to do so by the Holders of more than 50% of the Aggregate Voting Interests of the Senior Certificates, for so long as there is a Controlling Holder under this Agreement or (B) written direction to do so by the Holders of more than 50% of the Aggregate Voting Interests of the Certificates, if there is no Controlling Holder under this Agreement and (2) an agreement by Holders directing the Trustee to take such action to provide in advance to the Trustee funds to pay for any fees, costs and expenses incurred by the Trustee, and to provide any indemnification reasonably requested by the Trustee. The Trustee shall provide notice to the Controlling Holder prior to taking any such action. However, Certificateholders shall not have the right to require the Trustee to pursue any action with respect to any Mortgage Loan as to which a final and binding decision by an arbitrator has already been issued, regardless of the particular claims made. In connection with any such action described in this Section 2.05(a)(i), the Trustee shall seek reimbursement for its fees, costs and expenses from the applicable Originator under the terms of the related Purchase Agreement or from the Seller under the terms of the Mortgage Loan Purchase and Sale Agreement if directed to do so by the Certificateholders that provided such funds to the Trustee pursuant to the agreement described in clause (2) above. If the Trustee recovers any such fees, costs and expenses from the Originator or the Seller, as applicable, the Trustee shall pay such amounts to such Certificateholders. To the extent the Trustee is not reimbursed by the Originator or the Seller, as applicable, or the applicable Certificateholders, the Trustee shall be reimbursed by the Trust Fund, subject to the limitation in clause (C) of the definition of Available Distribution Amount.

(ii)          In addition, if the Trustee receives written notice, from a Person in a position to have knowledge of the facts and circumstances stated in such notice, of any breach of a representation or warranty regarding a Mortgage Loan made by an Originator or the Seller, which would give rise to an obligation to cure such breach, or repurchase, substitute for or make an indemnification payment with respect to any related Mortgage Loan as described herein, then, unless a final and binding decision by an arbitrator has been issued with respect to such Mortgage Loan, the Trustee in reliance on such notice shall (i) demand that the applicable Originator or the Seller, if the Seller has such an obligation, cure such breach, or repurchase, substitute for or make an indemnification payment with respect to the related Mortgage Loan, and (ii) notify the Certificateholders of the Trustee’s receipt of such notice and of the Trustee’s submission of such demand. If the Originator or Seller, as applicable, responds to the demand within 60 days of the date of the demand, the Trustee will negotiate with such party so long as such party is pursuing negotiations in good faith. If the Originator or Seller does not respond within 60 days of the date of the demand, or if the demand is not resolved within 180 days of such date, then the Trustee will not be required to pursue further action in connection with such demand unless it has received (i) (a) written direction to do so by the Holders of more than 50% of the Aggregate Voting Interests of the Senior Certificates, if there is a Controlling Holder under this Agreement or (b) written direction to do so by the Holders of more than 50% of the Aggregate Voting Interests of the Certificates, if there is no longer a Controlling Holder under this Agreement and (ii) an agreement by Holders directing the Trustee to take such action to provide in advance to the Trustee funds to pay for any fees, costs and expenses incurred by the Trustee, and provide any indemnification reasonably requested by the Trustee. Prior to taking any action at the direction of Certificateholders, the Trustee will notify the Controlling Holder, if any. The Trustee shall seek to recover its fees, costs and expenses from the Originator under the terms of the applicable Purchase Agreement or from the Seller under the terms of the Mortgage Loan Purchase and Sale Agreement if directed to do so by the Certificateholders that provided such funds to the Trustee as described above. If the Trustee recovers any such fees, costs and expenses, it will be obligated to pay such amounts to such Certificateholders. To the extent not reimbursed by the Originator or the Seller, as applicable, or the fees, costs and expenses of applicable Certificateholders, the Trustee shall be reimbursed by the Trust Fund, subject to the limitation in clause (C) of the definition of Available Distribution Amount.

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(b)          (i)          The Master Servicer shall promptly notify the Controlling Holder (if any) and the Trustee of each Mortgage Loan that becomes Delinquent for more than 120 days. The Controlling Holder or, if there is no longer a Controlling Holder, the Trustee, shall engage a third party to review each Mortgage Loan that has been Delinquent for more than 120 days, other than any such Mortgage Loan that was the subject of a previous arbitration proceeding under the related Purchase Agreement or under the Mortgage Loan Purchase and Sale Agreement, to review whether any breaches of the representations and warranties given by an Originator under the related Purchase Agreement have occurred or if the Seller has an obligation to cure a breach, repurchase or substitute for or make an indemnification payment with respect to a Mortgage Loan under the Mortgage Loan Purchase and Sale Agreement. Such third party shall be a recognized third party with experience performing due diligence on residential mortgage loans and shall not be the same party that performed the pre-offering review of the Mortgage Loans. Any such review shall include, at a minimum, a review as to whether the Mortgage Loan was underwritten in accordance with the Originator's underwriting standards in effect at the time of origination, whether the Mortgage Loan was originated in accordance with all applicable laws and regulations, and whether any fraud may have occurred in connection with the origination of the Mortgage Loan. The third party shall report its findings and provide an attestation that its review and report have not been influenced or affected by interested parties. If, as a result of such review, there is evidence that a breach of a representation or warranty may have occurred requiring the Originator or the Seller to cure such breach, repurchase or substitute for or make an indemnification payment with respect to the related Mortgage Loan, then the Controlling Holder or the Trustee, as applicable, will enforce such obligation, including participating in an arbitration proceeding pursuant to the related Purchase Agreement or the Mortgage Loan Purchase and Sale Agreement, if necessary. If the Controlling Holder is the same entity as or an Affiliate of the party against which an enforcement action is to be taken, then the Trustee will enforce the remedy obligation of such party. If the Trustee is obligated to take such an action, the Trustee shall first (i) demand that the applicable Originator or the Seller, if the Seller has such an obligation, cure such breach, or repurchase, substitute for or make an indemnification payment with respect to the related Mortgage Loan, and (ii) notify the Certificateholders of the Trustee’s submission of such demand. If the Originator or Seller, as applicable, responds to the demand within 60 days of the date of the demand, the Trustee will negotiate with such party so long as such party is pursuing negotiations in good faith. If the Originator or Seller does not respond within 60 days of the date of the demand, or if the demand is not resolved within 180 days of such date, then the Trustee will not be required to pursue further action in connection with such demand unless it has received (i) (a) written direction to do so by the Holders of more than 50% of the Aggregate Voting Interests of the Senior Certificates, if there is a Controlling Holder under this Agreement or (b) written direction to do so by the Holders of more than 50% of the Aggregate Voting Interests of the Certificates, if there is no longer a Controlling Holder under this Agreement and (ii) an agreement by Holders directing the Trustee to take such action to provide in advance to the Trustee funds to pay for any fees, costs and expenses incurred by the Trustee, and provide any indemnification reasonably requested by the Trustee. In connection with any such action against an Originator or the Seller, the Trustee shall pursue reimbursement for its fees, costs and expenses from such Originator under the terms of the related Purchase Agreement or from the Seller under the terms of the Mortgage Loan Purchase and Sale Agreement, if directed to do so by the Certificateholders that provided such funds to the Trustee as described above. If the Trustee recovers any such fees, costs and expenses, it will be obligated to pay these amounts to such Certificateholders. To the extent not reimbursed by the Originator or the Seller, as applicable, or the applicable Certificateholders, the Trustee shall be reimbursed by the Trust Fund, subject to the limitation in clause (C) of the definition of Available Distribution Amount.

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(ii)         If, as a result of a review of a Mortgage Loan conducted pursuant to Section 2.05(b)(i) above, the Controlling Holder or the Trustee, as applicable, concludes that a breach of a representation or warranty that would require the Originator or the Seller to cure, repurchase or substitute for or make an indemnification payment with respect to the related Mortgage Loan has not occurred, then such party shall notify the Securities Administrator in writing and the Certificateholders shall be notified of this decision and provided details of the review pursuant to a Distribution Date Statement; provided, that the Securities Administrator shall only be required to include such notification and any related details on any Distribution Date Statement to the extent it has received the same. The Certificateholders may direct the Trustee to enforce a remedy obligation despite such a determination by either the Controlling Holder or the Trustee if, within thirty days of notification of the Certificateholders, (i) the Trustee receives written direction to do so by the Holders of more than 50% of the Aggregate Voting Interests of the Certificates and (ii) the Holders directing the Trustee to enforce the remedy obligation agree to provide in advance to the Trustee funds to pay for any costs and expenses incurred by the Trustee and to provide any indemnification reasonably requested by the Trustee. In connection with any such action against an Originator or the Seller, the Trustee shall pursue reimbursement for its fees, costs and expenses from such Originator under the terms of the related Purchase Agreement or from the Seller under the terms of the Mortgage Loan Purchase and Sale Agreement, if directed to do so by the Certificateholders that provided such funds to the Trustee as described above. If the Trustee recovers any such fees, costs and expenses, it will be obligated to pay such amounts to such Certificateholders. To the extent not reimbursed by the originator or the seller, as applicable, or the applicable Certificateholders, the Trustee shall be reimbursed by the Trust Fund, subject to the limitation in clause (C) of the definition of Available Distribution Amount.

(c)          If an Originator has breached a representation under the related Purchase Agreement stating that a Mortgage Loan is a “qualified mortgage” (as defined in the REMIC Provisions) and the Originator fails to repurchase such non-qualified Mortgage Loan within ninety days from the date the defect was discovered, the Depositor shall use commercially reasonable efforts to sell such Mortgage Loan for its fair market value, as determined by the Depositor and which may be less than its outstanding principal balance, within ninety days from the date the defect was discovered. The Trustee will release the applicable Mortgage Loan upon receipt of the sale price in accordance with the procedures set forth in Section 2.04(a) hereof.

Section 2.06         Intention of Parties.

(a)          Notwithstanding any other provision of this Agreement, it is intended by each of the parties hereto that the conveyance of the Depositor’s right, title and interest in and to property constituting the Trust Fund pursuant to this Agreement shall constitute, and shall be construed as, a sale of such property and not a grant of a security interest to secure a loan or other obligation, so that the Trustee shall be the owner of the Trust Fund for the benefit of the holders of the Certificates.

However, in the event that, notwithstanding the intent of the parties, the Trust Fund is held to be the property of the Depositor, or if for any other reason this Agreement is held or deemed to create a security interest in the Trust Fund, then (a) this Agreement shall constitute a security agreement, and (b) the conveyance provided for in Section 2.01 shall be deemed to be a grant by the Depositor to the Trustee of, and the Depositor hereby grants to the Trustee, to secure all of the Depositor’s obligations hereunder, a security interest in all of the Depositor’s right, title, and interest, whether now owned or hereafter acquired, in and to (i) the Mortgage Loans, (ii) all other property in the Trust Fund, (iii) all accounts, chattel paper, deposit accounts, documents, general intangibles, goods, instruments, investment property, letter of credit rights, letters of credit, money, and oil, gas, and other minerals, consisting of, arising from, or relating to, any of the foregoing, and (iv) all proceeds of the foregoing.

(b)           The Depositor shall, to the extent consistent with this Agreement, take such reasonable actions as may be necessary to ensure that, if this Agreement were deemed to create a security interest in the Trust Fund, such security interest would be a perfected security interest of first priority under applicable law and will be maintained as such throughout the term of this Agreement.  The Depositor will, at its own expense, make all initial filings on or about the Closing Date and shall forward a copy of such filing or filings to the Trustee.  Without limiting the generality of the foregoing, the Depositor shall prepare and forward for filing, or shall cause to be forwarded for filing, at the expense of the Depositor, all filings necessary to maintain the effectiveness of any original filings necessary under the relevant UCC to perfect the Trustee’s security interest in the Trust Fund, including without limitation (i) continuation statements, and (ii) such other statements as may be occasioned by (A) any change of name of the Seller, the Depositor or the Trustee, (B) any change of location of the Seller or the Depositor, or (C) any change under the relevant UCC or other applicable laws.  Neither of the Seller nor the Depositor shall organize under the law of any jurisdiction other than the State under which each is organized as of the Closing Date (whether changing its jurisdiction of organization or organizing under the laws of an additional jurisdiction) without giving 30 days prior written notice of such action to its immediate and intermediate transferee, including the Trustee.  Before effecting such change, the Seller or the Depositor proposing to change its jurisdiction of organization shall prepare and file in the appropriate filing office any financing statements or other statements necessary to continue the perfection of the interests of its immediate and mediate transferees, including the Trustee, in the Mortgage Loans.  In connection with the transactions contemplated by this Agreement, each of the Seller and the Depositor authorizes its immediate or mediate transferee to file in any filing office any initial financing statements, any amendments to financing statements, any continuation statements, or any other statements or filings described in this paragraph (b).

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Section 2.07         Controlling Holder Assumption of Purchase Agreement and Servicing Agreement Rights.

(a)          [Reserved].

(b)          By its purchase of the applicable Class of Subordinate Certificates, the Controlling Holder assumes the rights and all related responsibilities of the Trustee as “Purchaser” under each Purchase Agreement and Servicing Agreement as set forth in the “Controlling Holder Rights” section of each applicable Acknowledgement, and shall be entitled to exercise such rights in its sole discretion. The Depositor, the Controlling Holder and each other Certificateholder, by its acceptance of any Certificate or any beneficial ownership interest therein, each acknowledges and agrees that (i) the Controlling Holder may exercise such rights in such a manner that may not be in the best interests of all of the Certificateholders, (ii) none of the Master Servicer, the Securities Administrator or the Trustee shall have any liability with respect to any acts or omissions of the Controlling Holder in the exercise of such rights, and (iii) none of the Master Servicer, the Securities Administrator or the Trustee shall have any duty or obligation to exercise any such rights in the place or stead of the Controlling Holder (so long as there is a Controlling Holder) or to monitor or oversee the exercise of any such rights by the Controlling Holder. The Controlling Holder agrees that it shall exercise its rights in such a manner as will maximize returns to all Classes of Certificateholders taken as a whole.

(c)          Each of the Master Servicer, the Securities Administrator and the Trustee shall cooperate with the Controlling Holder as may be reasonably necessary for the Controlling Holder to exercise its rights hereunder and under the Purchase Agreements and the Servicing Agreements; provided, however, that, except as otherwise provided in Section 2.05, the Trustee shall not be required to take any legal action or participate in or facilitate any arbitration proceeding or other litigation relating to the Mortgage Loans or the obligations of the Originators or Servicers with respect thereto unless and until it is directed in writing by the Controlling Holder and it is assured of the recovery of its expenses from the Controlling Holder.

(d)          The Controlling Holder shall indemnify each of the Master Servicer, the Securities Administrator and the Trustee and hold it harmless from and against any claim, loss, liability, damage, cost or expense (including, without limitation, reasonable legal fees and expenses) incurred or expended by the Master Servicer, the Securities Administrator or the Trustee (without negligence or willful misconduct on the part of the Master Servicer, the Securities Administrator or the Trustee) with respect to claims of a third party arising from any act or omission of the Controlling Holder in the exercise of its rights as Controlling Holder hereunder and under the Purchase Agreements and the Servicing Agreements.

(e)          If the Controlling Holder transfers its ownership interest in any Class of Certificates in a manner resulting in there being no Controlling Holder under this Agreement or a change in the Controlling Holder, it shall so notify the Master Servicer, the Securities Administrator and the Trustee. If the Depositor has actual knowledge of a change in Controlling Holder or that there is no Controlling Holder under this Agreement, it shall so notify the Master Servicer, the Securities Administrator and the Trustee.

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Section 2.08         Obligations in Respect of Proposed Eminent Domain Mortgage Loan Acquisition

(a)          The Master Servicer or the Trustee shall promptly notify the Controlling Holder (if any), and the Master Servicer or the Trustee, as applicable, if it has received notice that any governmental entity intends to acquire a Mortgage Loan through the exercise of its power of eminent domain. The Controlling Holder shall obtain or cause to be obtained or, if there is no longer a Controlling Holder, the Trustee shall cause the related Servicer to obtain, a valuation on the related property in the form of a broker’s price opinion or another valuation method that it deems appropriate. The Controlling Holder, if any, may also engage a third party to review each such Mortgage Loan to determine whether the payment offered by such governmental entity for the Mortgage Loan is the fair market value (the “Fair Value”) of such Mortgage Loan. Any such third party reviewer must be a recognized third party with experience performing valuations of residential mortgage loans. The Controlling Holder, if any, also may engage legal counsel to assess the legality of such governmental entity’s proposed exercise of its power of eminent domain to acquire the Mortgage Loan to determine whether there are bona fide legal grounds for contesting such acquisition (without regard to issues relating to the amount of compensation to be paid) (each such determination referred to herein as a “legality determination”). If, as a result of such review, the Controlling Holder determines that the offered payment does not constitute the Fair Value of the Mortgage Loan or that there may be bona fide legal grounds to contest such proposed acquisition, then the Controlling Holder may contest such acquisition through appropriate legal proceedings.

(b)          If, as a result of a review conducted pursuant to Section 2.08(a) above, the Controlling Holder concludes that it will not contest the proposed acquisition, then the Controlling Holder shall notify the Securities Administrator and the Trustee in writing and the Securities Administrator shall notify the Certificateholders of this decision and provide details of the review pursuant to a Distribution Date Statement; provided, that the Securities Administrator shall only be required to include such notification and any related details on any Distribution Date Statement to the extent it has received the same. After such notification has been delivered, notwithstanding such a determination by the Controlling Holder, the Certificateholders may direct the Trustee to contest an acquisition of a Mortgage Loan through exercise of the power of eminent domain, or the amount of the offered payment for such Mortgage Loan, if, within thirty days of notification of the Certificateholders, (i) the Trustee receives written direction to do so by the Holders of more than 50% of the Aggregate Voting Interests of the Certificates and (ii) the Holders directing the Trustee to take such action agree to provide in advance to the Trustee funds to pay for any fees, costs and expenses incurred by the Trustee and to provide any indemnification reasonably requested by the Trustee. In connection with any such action, the Trustee shall pursue reimbursement for its fees, costs and expenses from the governmental entity, if directed to do so by the Certificateholders that provided such funds to the Trustee as described above. If the Trustee recovers any such fees, costs and expenses, it shall be obligated to pay such amounts to such Certificateholders unless the Certificateholders directing the Trustee have not satisfied their obligations to pay the fees, costs, expenses and indemnities of the Trustee in taking such action, in which case such amounts shall be retained by the Trustee for such purposes. To the extent not reimbursed by the governmental entity or the Certificateholders, the Trustee shall be reimbursed by the Trust Fund for any costs incurred by it in connection with the performance of such duties, subject to the limitation in clause (C) of the definition of Available Distribution Amount.

(c)          If there is no longer a Controlling Holder, the Trustee shall notify the Certificateholders that it has received notice that a governmental entity intends to acquire a Mortgage Loan through the exercise of its power of eminent domain and of the results of the valuation on the related property obtained. The Trustee shall take such other actions with respect to the action of the governmental authority as are consistent with the instructions of the Certificateholders, provided the Trustee shall have no duty or obligation to take such actions except (i) in accordance with the written direction by the Holders of more than 50% of the Aggregate Voting Interests of the Certificates and (ii) an agreement by Holders directing the Trustee to take such action to provide in advance to the Trustee funds to pay for any fees, costs and expenses incurred by the Trustee, and provide any indemnification reasonably requested by the Trustee. In connection with any such action, the Trustee shall pursue reimbursement for its fees, costs and expenses from such governmental entity if directed to do so by the Certificateholders that provided such funds to the Trustee as described above. If the Trustee recovers any such fees, costs and expenses, it shall be obligated to reimburse such amounts to such Certificateholders unless the Certificateholders directing the Trustee have not satisfied their obligations to pay the fees, costs, expenses and indemnities of the Trustee in taking such action, in which case such amounts shall be retained by the Trustee for such purposes. To the extent not reimbursed by the governmental entity or the Certificateholders, the Trustee shall be reimbursed by the Trust Fund for any costs incurred by it in connection with the performance of such duties, subject to the limitation in clause (C) of the definition of Available Distribution Amount.

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For the avoidance of doubt, neither the Controlling Holder nor The trustee shall be liable for any legality determination or determination of Fair Value made as described above, or any actions taken by them with respect to or in reliance on such determinations.

(d)          In performing its duties under this Section 2.08, each of the Controlling Holder and the Trustee may rely upon, and shall be protected in acting or refraining from acting upon, any legality determination by a nationally recognized law firm and any determination of Fair Value by a recognized third party with experience in performing valuations of residential mortgage loans.

ARTICLE III

THE CERTIFICATES

Section 3.01         The Certificates. 

(a)           The Certificates shall be issuable in registered form only and shall be securities governed by Article 8 of the New York UCC.  The Certificates will be evidenced by one or more certificates, ownership of which will be held in the minimum denominations in Certificate Principal Amount or Notional Amount specified in the Preliminary Statement to this Agreement and in integral multiples of $1 in excess thereof, or in the Percentage Interests specified in the Preliminary Statement to this Agreement, as applicable.

(b)           The Certificates shall be executed by manual or facsimile signature on behalf of the Trustee by an authorized officer of the Trustee.  Each Certificate shall, on original issue, be authenticated by the Authenticating Agent upon the order of the Depositor upon the sale of the Mortgage Loans to the Trustee as described in Section 2.01.  No Certificate shall be entitled to any benefit under this Agreement, or be valid for any purpose, unless there appears on such Certificate a certificate of authentication substantially in the form provided for herein, executed by an authorized officer of the Authenticating Agent, by manual signature, and such certification upon any Certificate shall be conclusive evidence, and the only evidence, that such Certificate has been duly authenticated and delivered hereunder.  All Certificates shall be dated the date of their authentication.  

(c)           The Class B-4, Class B-5, Class R and Class LT-R Certificates are offered and sold in reliance on the exemption from registration under Rule 144A under the Securities Act and shall be issued with the applicable legends set forth in Exhibit A. The Class B-4 and Class B-5 Certificates shall be issued initially as Definitive Certificates and the Class R and Class LT-R Certificates shall be issued only as Definitive Certificates.  

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Section 3.02         Registration. 

The Securities Administrator is hereby appointed, and the Securities Administrator hereby accepts its appointment as, initial Certificate Registrar in respect of the Certificates and shall maintain books for the registration and for the transfer of Certificates (the “Certificate Register”).  A registration book shall be maintained for the Certificates collectively.  The Certificate Registrar may at any time resign by giving at least 30 days' advance written notice of resignation to the Trustee, the Depositor and the Master Servicer. The Trustee may at any time remove the Certificate Registrar by giving written notice of such removal to such Certificate Registrar, the Depositor and the Master Servicer. Upon receiving a notice of resignation or upon such a removal, the Trustee may appoint a bank or trust company to act as successor certificate registrar, shall give written notice of such appointment to the Depositor and the Master Servicer and shall mail notice of such appointment to all Holders of Certificates. Any successor certificate registrar upon acceptance of its appointment hereunder shall become vested with all the rights, powers, duties and responsibilities of its predecessor hereunder, with like effect as if originally named as Certificate Registrar. The Certificate Registrar may appoint, by a written instrument delivered to the Holders and the Master Servicer, any bank or trust company to act as co-registrar under such conditions as the Certificate Registrar may prescribe; provided, however, that the Certificate Registrar shall not be relieved of any of its duties or responsibilities hereunder by reason of such appointment.

Section 3.03         Transfer and Exchange of Certificates. 

(a)           A Certificate (other than Book-Entry Certificates which shall be subject to Section 3.09 hereof) may be transferred by the Holder thereof only upon presentation and surrender of such Certificate at the office of the Certificate Registrar duly endorsed or accompanied by an assignment duly executed by such Holder or his duly authorized attorney in such form as shall be satisfactory to the Certificate Registrar.  Upon the transfer of any Certificate in accordance with the preceding sentence, the Trustee shall execute, and the Authenticating Agent shall authenticate and deliver to the transferee, one or more new Certificates of the same Class and evidencing, in the aggregate, the same aggregate Certificate Principal Amount (or Notional Amount) as the Certificate being transferred.  No service charge shall be made to a Certificateholder for any registration of transfer of Certificates, but the Certificate Registrar may require payment of a sum sufficient to cover any tax or governmental charge that may be imposed in connection with any registration of transfer of Certificates.

(b)           A Certificate may be exchanged by the Holder thereof for any number of new Certificates of the same Class, in authorized denominations, representing in the aggregate the same Certificate Principal Amount (or Notional Amount) as the Certificate surrendered, upon surrender of the Certificate to be exchanged at the office of the Certificate Registrar duly endorsed or accompanied by a written instrument of transfer duly executed by such Holder or his duly authorized attorney in such form as is satisfactory to the Certificate Registrar.  Certificates delivered upon any such exchange will evidence the same obligations, and will be entitled to the same rights and privileges, as the Certificates surrendered.  No service charge shall be made to a Certificateholder for any exchange of Certificates, but the Certificate Registrar may require payment of a sum sufficient to cover any tax or governmental charge that may be imposed in connection with any exchange of Certificates.  Whenever any Certificates are so surrendered for exchange, the Trustee shall execute, and the Authenticating Agent shall authenticate, date and deliver the Certificates which the Certificateholder making the exchange is entitled to receive.

(c)           By acceptance of a Restricted Certificate, whether upon original issuance or subsequent transfer, each Holder of such a Certificate acknowledges the restrictions on the transfer of such Certificate set forth thereon and agrees that it will transfer such a Certificate only as provided herein.

The following restrictions shall apply with respect to the transfer and registration of transfer of a Restricted Certificate to a transferee that takes delivery in the form of a Definitive Certificate:

(i)           The Certificate Registrar shall register the transfer of a Restricted Certificate if the requested transfer is (x) to the Depositor or an affiliate (as defined in Rule 405 under the Securities Act) of the Depositor or (y) being made to a “qualified institutional buyer” (a “QIB”) as defined in Rule 144A under the Securities Act by a transferor that has provided the Certificate Registrar with a certificate in the form of Exhibit E-1 hereto and has furnished to the Certificate Registrar a certificate of the transferee in the form of Exhibit E-2 hereto; and

(ii)           The Certificate Registrar shall register the transfer of a Restricted Certificate if the requested transfer is being made to an “accredited investor” under Rule 501(a)(1), (2), (3) or (7) under the Securities Act, or to any Person all of the equity owners in which are such accredited investors, by a transferor who furnishes to the Certificate Registrar a letter of the transferee substantially in the form of Exhibit F hereto.

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(d) (i) No transfer of an ERISA-Restricted Certificate in the form of a Definitive Certificate shall be made to any Person or shall be effective unless the Certificate Registrar, on behalf of the Securities Administrator, has received (A) a certificate substantially in the form of Exhibit G hereto (or Exhibit B, in the case of a Residual Certificate) from such transferee or (B) in the case of an ERISA-Restricted Certificate that is not a Residual Certificate, an Opinion of Counsel satisfactory to the Certificate Registrar to the effect that the purchase and holding of such a Certificate will not constitute or result in prohibited transactions under Title I of ERISA or Section 4975 of the Code and will not subject the Certificate Registrar, the Trustee, the Master Servicer, the Depositor or the Securities Administrator to any obligation in addition to those undertaken in this Agreement; provided, however, that the Certificate Registrar will not require such certificate or opinion in the event that, as a result of a change of law or otherwise, counsel satisfactory to the Certificate Registrar has rendered an opinion to the effect that the purchase and holding of an ERISA-Restricted Certificate (other than a Residual Certificate) by a Plan or a Person that is purchasing or holding such a Certificate with the assets of a Plan will not constitute or result in a prohibited transaction under Title I of ERISA or Section 4975 of the Code.  Each Transferee of an ERISA-Restricted Certificate that is a Book-Entry Certificate shall be deemed to have made the representations set forth in Exhibit G.  The preparation and delivery of the certificate and opinions referred to above shall not be an expense of the Trust Fund, the Certificate Registrar, the Trustee, the Master Servicer, the Depositor or the Securities Administrator.

Notwithstanding the foregoing, no opinion or certificate shall be required for the initial issuance of the ERISA-Restricted Certificates.  The Certificate Registrar shall have no obligation to monitor transfers of Book-Entry Certificates that are ERISA-Restricted Certificates and shall have no liability for transfers of such Certificates in violation of the transfer restrictions.  The Certificate Registrar shall be under no liability to any Person for any registration of transfer of any ERISA-Restricted Certificate that is in fact not permitted by this Section 3.03(d) and none of the Securities Administrator, the Trustee or the Paying Agent shall have any liability for making any payments due on such Certificate to the Holder thereof or taking any other action with respect to such Holder under the provisions of this Agreement so long as the transfer was registered by the Certificate Registrar in accordance with the foregoing requirements.  The Securities Administrator, on behalf of the Trustee, shall be entitled, but not obligated, to recover from any Holder of any ERISA-Restricted Certificate that was in fact a Plan or a Person acting on behalf of, or an entity holding “plan assets” of, a Plan any payments made on such ERISA-Restricted Certificate at and after either such time.  Any such payments so recovered by the Securities Administrator shall be paid and delivered by the Securities Administrator to the last preceding Holder of such Certificate that is not such a Plan or Person acting on behalf of, or an entity holding “plan assets” of, a Plan.

(ii) If any ERISA-Restricted Certificate, or any interest therein, is acquired or held in violation of the provisions of the preceding two paragraphs, then upon receipt by the Certificate Registrar of written notice that the registration of transfer of such ERISA-Restricted Certificate was not permitted by this Section 3.03(d), the next preceding permitted beneficial owner will be treated as the beneficial owner of that ERISA-Restricted Certificate, retroactive to the date of transfer to the purported beneficial owner.  Any purported beneficial owner whose acquisition or holding of an ERISA-Restricted Certificate, or interest therein, was effected in violation of the provisions of the preceding paragraph shall indemnify to the extent permitted by law and hold harmless the Depositor and the Certificate Registrar from and against any and all liabilities, claims, costs or expenses incurred by such parties as a result of such acquisition or holding.

(e)           As a condition of the registration of transfer or exchange of any Certificate, the Certificate Registrar may require the certified taxpayer identification number of the owner of the Certificate and the payment of a sum sufficient to cover any tax or other governmental charge imposed in connection therewith; provided, however, that the Certificate Registrar shall have no obligation to require such payment or to determine whether or not any such tax or charge may be applicable.  No service charge shall be made to the Certificateholder for any registration, transfer or exchange of a Certificate.

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(f)           Notwithstanding anything to the contrary contained herein, no Residual Certificate may be owned, pledged or transferred, directly or indirectly, by or to (i) a Disqualified Organization or (ii) an individual, corporation or partnership or other person unless such person is (A) not a Non-U.S. Person or (B) is a Non-U.S. Person that holds a Residual Certificate in connection with the conduct of a trade or business within the United States and has furnished the transferor and the Certificate Registrar with an effective Internal Revenue Service Form W-8ECI or successor form at the time and in the manner required by the Code (any such person who is not covered by clause (A) or (B) above is referred to herein as a “Non-permitted Foreign Holder”).

Prior to and as a condition of the registration of any transfer, sale or other disposition of a Residual Certificate, the proposed transferee shall deliver to the Certificate Registrar, on behalf of the Trustee, an affidavit in substantially the form attached hereto as Exhibit B representing and warranting, among other things, that such transferee is neither a Disqualified Organization, an agent or nominee acting on behalf of a Disqualified Organization, nor a Non-permitted Foreign Holder (any such transferee, a “Permitted Transferee”), and the proposed transferor shall deliver to the Certificate Registrar an affidavit in substantially the form attached hereto as Exhibit C.  In addition, the Certificate Registrar may (but shall have no obligation to) require, prior to and as a condition of any such transfer, the delivery by the proposed transferee of an Opinion of Counsel, addressed to the Certificate Registrar and the Depositor, that such proposed transferee or, if the proposed transferee is an agent or nominee, the proposed beneficial owner, is not a Disqualified Organization, agent or nominee thereof, or a Non-permitted Foreign Holder.  Notwithstanding the registration in the Certificate Register of any transfer, sale, or other disposition of a Residual Certificate to a Disqualified Organization, an agent or nominee thereof, or Non-permitted Foreign Holder, such registration shall be deemed to be of no legal force or effect whatsoever and such Disqualified Organization, agent or nominee thereof, or Non-permitted Foreign Holder shall not be deemed to be a Certificateholder for any purpose hereunder, including, but not limited to, the receipt of distributions on such Residual Certificate.  The Depositor, the Certificate Registrar, the Trustee, the Securities Administrator and the Paying Agent shall be under no liability to any Person for any registration or transfer of a Residual Certificate to a Disqualified Organization, agent or nominee thereof or Non-permitted Foreign Holder or for the Paying Agent making any payments due on such Residual Certificate to the Holder thereof or for taking any other action with respect to such Holder under the provisions of this Agreement, so long as the transfer was effected in accordance with this Section 3.03(f), unless a Responsible Officer of the Certificate Registrar shall have actual knowledge at the time of such transfer or the time of such payment or other action that the transferee is a Disqualified Organization, or an agent or nominee thereof, or Non-permitted Foreign Holder.  The Certificate Registrar shall be entitled, but not obligated, to recover from any Holder of a Residual Certificate that was a Disqualified Organization, agent or nominee thereof, or Non-permitted Foreign Holder at the time it became a Holder or any subsequent time it became a Disqualified Organization, agent or nominee thereof, or Non-permitted Foreign Holder, all payments made on such Residual Certificate at and after either such times (and all costs and expenses, including but not limited to attorneys’ fees, incurred in connection therewith).  Any payment (not including any such costs and expenses) so recovered by the Certificate Registrar shall be paid and delivered to the last preceding Holder of such Residual Certificate.

If any purported transferee shall become a registered Holder of a Residual Certificate in violation of the provisions of this Section 3.03(f), then upon receipt by the Certificate Registrar of written notice that the registration of transfer of such Residual Certificate was not in fact permitted by this Section 3.03(f), the last preceding Permitted Transferee shall be restored to all rights as Holder thereof retroactive to the date of such registration of transfer of such Residual Certificate.  The Depositor, the Certificate Registrar, the Securities Administrator, the Trustee and the Paying Agent shall be under no liability to any Person for any registration of transfer of a Residual Certificate that is in fact not permitted by this Section 3.03(f), or for the Paying Agent making any payment due on such Certificate to the registered Holder thereof or for taking any other action with respect to such Holder under the provisions of this Agreement so long as the transfer was registered upon receipt of the affidavit described in the preceding paragraph of this Section 3.03(f).

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The following legend shall appear on all Residual Certificates:

ANY RESALE, TRANSFER OR OTHER DISPOSITION OF THIS CERTIFICATE MAY BE MADE ONLY IF THE PROPOSED TRANSFEREE PROVIDES A TRANSFER AFFIDAVIT TO THE DEPOSITOR AND THE CERTIFICATE REGISTRAR, ON BEHALF OF THE TRUSTEE THAT (1) SUCH TRANSFEREE IS NOT EITHER (A) THE UNITED STATES, ANY STATE OR POLITICAL SUBDIVISION THEREOF, ANY FOREIGN GOVERNMENT, ANY INTERNATIONAL ORGANIZATION, OR ANY AGENCY OR INSTRUMENTALITY OF ANY OF THE FOREGOING, (B) ANY ORGANIZATION (OTHER THAN A COOPERATIVE DESCRIBED IN SECTION 521 OF THE CODE) WHICH IS EXEMPT FROM THE TAX IMPOSED BY CHAPTER 1 OF THE CODE UNLESS SUCH ORGANIZATION IS SUBJECT TO THE TAX IMPOSED BY SECTION 511 OF THE CODE, (C) ANY ORGANIZATION DESCRIBED IN SECTION 1381(a)(2)(C) OF THE CODE, (D) AN ELECTING LARGE-PARTNERSHIP WITHIN THE MEANING OF SECTION 775 OF THE CODE (ANY SUCH PERSON DESCRIBED IN THE FOREGOING CLAUSES (A), (B), (C) OR (D) BEING HEREINAFTER REFERRED TO AS A “DISQUALIFIED ORGANIZATION”), OR (E) AN AGENT OF A DISQUALIFIED ORGANIZATION AND (2) NO PURPOSE OF SUCH TRANSFER IS TO ENABLE THE TRANSFEROR TO IMPEDE THE ASSESSMENT OR COLLECTION OF TAX. SUCH AFFIDAVIT SHALL INCLUDE CERTAIN REPRESENTATIONS AS TO THE FINANCIAL CONDITION OF THE PROPOSED TRANSFEREE AND ITS STATUS AS A NON-US PERSON (IF APPLICABLE). NOTWITHSTANDING THE REGISTRATION IN THE CERTIFICATE REGISTER OF ANY TRANSFER, SALE OR OTHER DISPOSITION OF THIS CLASS [R] [LT-R] CERTIFICATE TO A DISQUALIFIED ORGANIZATION OR AN AGENT OF A DISQUALIFIED ORGANIZATION, SUCH REGISTRATION SHALL BE DEEMED TO BE OF NO LEGAL FORCE OR EFFECT WHATSOEVER AND SUCH PERSON SHALL NOT BE DEEMED TO BE A CERTIFICATEHOLDER FOR ANY PURPOSE HEREUNDER, INCLUDING, BUT NOT LIMITED TO, THE RECEIPT OF DISTRIBUTIONS ON THIS CERTIFICATE. EACH HOLDER OF THE CLASS [R] [LT-R] CERTIFICATE BY ACCEPTANCE OF THIS CERTIFICATE SHALL BE DEEMED TO HAVE CONSENTED TO THE PROVISIONS OF THIS PARAGRAPH.

(g)           Each Holder or Certificate Owner of a Restricted Certificate, ERISA-Restricted Certificate or Residual Certificate, or an interest therein, by such Holder’s or Owner’s acceptance thereof, shall be deemed for all purposes to have consented to the provisions of this section.

(h)           Neither the Seller nor the Depositor shall be the Holder of any Subordinate Certificates.

Section 3.04         Cancellation of Certificates. 

Any Certificate surrendered for registration of transfer or exchange shall be cancelled and retained in accordance with normal retention policies with respect to cancelled certificates maintained by the Trustee or the Certificate Registrar.

Section 3.05         Replacement of Certificates. 

If (i) any Certificate is mutilated and is surrendered to the Certificate Registrar or (ii) the Certificate Registrar receives evidence to its satisfaction of the destruction, loss or theft of any Certificate, and there is delivered to the Certificate Registrar such security or indemnity as may be required by them to save each of them harmless, then, in the absence of written notice to the Certificate Registrar that such destroyed, lost or stolen Certificate has been acquired by a protected purchaser, the Trustee shall execute and the Authenticating Agent shall authenticate and deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Certificate, a new Certificate of like tenor and Certificate Principal Amount.  Upon the issuance of any new Certificate under this Section 3.05, the Depositor or the Certificate Registrar may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee, the Depositor, the Certificate Registrar or the Securities Administrator) connected therewith.  Any replacement Certificate issued pursuant to this Section 3.05 shall constitute complete and indefeasible evidence of ownership in the applicable Trust Fund, as if originally issued, whether or not the lost, stolen or destroyed Certificate shall be found at any time.

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If after the delivery of such new Certificate, a protected purchaser of the original Certificate in lieu of which such new Certificate was issued presents for payment such original Certificate, the Depositor, the Securities Administrator, the Certificate Registrar, the Paying Agent and the Trustee or any agent shall be entitled to recover such new Certificate from the Person to whom it was delivered or any Person taking therefrom, except a protected purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expenses incurred by the Depositor, the Securities Administrator, the Certificate Registrar, the Paying Agent, the Trustee or any agent in connection therewith.

Section 3.06         Persons Deemed Owners. 

Subject to the provisions of Section 3.09 with respect to Book-Entry Certificates, the Depositor, the Securities Administrator, the Master Servicer, the Trustee, the Certificate Registrar, the Paying Agent and any agent of any of them shall treat the Person in whose name any Certificate is registered upon the books of the Certificate Registrar as the owner of such Certificate for the purpose of receiving distributions pursuant to Sections 5.01 and 5.02 and for all other purposes whatsoever, and none of the Depositor, the Securities Administrator, the Master Servicer, the Trustee, the Certificate Registrar, the Paying Agent or any agent of any of them shall be affected by notice to the contrary.

Section 3.07         Temporary Certificates. 

(a)           Pending the preparation of definitive Certificates, upon the order of the Depositor, the Trustee shall execute and the Authenticating Agent shall authenticate and deliver temporary Certificates that are printed, lithographed, typewritten, mimeographed or otherwise produced, in any authorized denomination, substantially of the tenor of the definitive Certificates in lieu of which they are issued and with such variations as the authorized officers executing such Certificates may determine, as evidenced by their execution of such Certificates.

(b)           If temporary Certificates are issued, the Depositor will cause definitive Certificates to be prepared without unreasonable delay.  After the preparation of definitive Certificates, the temporary Certificates shall be exchangeable for definitive Certificates upon surrender of the temporary Certificates at the office or agency of the Certificate Registrar without charge to the Holder.  Upon surrender for cancellation of any one or more temporary Certificates, the Trustee shall execute and the Authenticating Agent shall authenticate and deliver in exchange therefor a like aggregate Certificate Principal Amount of definitive Certificates of the same Class in the authorized denominations.  Until so exchanged, the temporary Certificates shall in all respects be entitled to the same benefits under this Agreement as definitive Certificates of the same Class.

Section 3.08         Appointment of Paying Agent. 

The Trustee may appoint a Paying Agent (which may be the Trustee) for the purpose of making distributions to the Certificateholders hereunder.  The Trustee hereby appoints the Securities Administrator as the initial Paying Agent.  The Trustee shall cause any Paying Agent, other than the Securities Administrator or itself, to execute and deliver to the Trustee an instrument in which such Paying Agent shall agree with the Trustee and the Securities Administrator, and the Securities Administrator as initial Paying Agent hereby agrees with the Trustee, that such Paying Agent will hold all sums held by it for the payment to the Certificateholders in an Eligible Account (which shall be the Distribution Account) in trust for the benefit of the Certificateholders entitled thereto until such sums shall be paid to the Certificateholders.  All funds remitted by the Securities Administrator to any such Paying Agent for the purpose of making distributions shall be paid to the Certificateholders on each Distribution Date and any amounts not so paid shall be returned on such Distribution Date to the Securities Administrator.  If the Paying Agent is not the Securities Administrator, the Securities Administrator shall cause to be remitted to the Paying Agent on or before the Business Day prior to each Distribution Date, by wire transfer in immediately available funds, the funds to be distributed on such Distribution Date. Any Paying Agent shall be either a bank or trust company or otherwise authorized under law to exercise corporate trust powers.

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Section 3.09         Book-Entry Certificates. 

(a)           Each Class of Book-Entry Certificates, upon original issuance, shall be issued in the form of one or more typewritten Certificates representing the Book-Entry Certificates.  The Book-Entry Certificates shall initially be registered on the Certificate Register in the name of the nominee of the Clearing Agency, and no Certificate Owner will receive a definitive certificate representing such Certificate Owner’s interest in the Book-Entry Certificates, except as provided in Section 3.09(c).  Unless Definitive Certificates have been issued to Certificate Owners of Book-Entry Certificates pursuant to Section 3.09(c):

(i)           the provisions of this Section 3.09 shall be in full force and effect;

(ii)           the Certificate Registrar, the Securities Administrator, the Paying Agent and the Trustee shall deal with the Clearing Agency for all purposes (including the making of distributions on the Book-Entry Certificates) as the authorized representatives of the Certificate Owners and the Clearing Agency and shall be responsible for crediting the amount of such distributions to the accounts of such Persons entitled thereto, in accordance with the Clearing Agency’s normal procedures;

(iii)           to the extent that the provisions of this Section 3.09 conflict with any other provisions of this Agreement, the provisions of this Section 3.09 shall control; and

(iv)           the rights of Certificate Owners shall be exercised only through the Clearing Agency and the Clearing Agency Participants and shall be limited to those established by law and agreements between such Certificate Owners and the Clearing Agency and/or the Clearing Agency Participants.  Unless and until Definitive Certificates are issued pursuant to Section 3.09(c), the initial Clearing Agency will make book-entry transfers among the Clearing Agency Participants and receive and transmit distributions of principal of and interest on the Book-Entry Certificates to such Clearing Agency Participants.

(b)           Whenever notice or other communication to the Certificateholders is required under this Agreement, unless and until Definitive Certificates shall have been issued to Certificate Owners pursuant to Section 3.09(c), the Securities Administrator or the Trustee, as the case may be, shall give all such notices and communications specified herein to be given to Holders of the Book-Entry Certificates to the Clearing Agency.

(c)           If (i) (A) the Clearing Agency or the Depositor advises the Paying Agent in writing that the Clearing Agency is no longer willing or able to discharge properly its responsibilities with respect to the Book-Entry Certificates, and (B) the Depositor is unable to locate a qualified successor satisfactory to the Depositor and the Paying Agent or (ii) after the occurrence of an Event of Default, Certificate Owners representing beneficial interests aggregating not less than 50% of the Class Principal Amount of a Class of Book-Entry Certificates advise the Paying Agent and the Clearing Agency through the Clearing Agency Participants in writing that the continuation of a book-entry system through the Clearing Agency is no longer in the best interests of the Certificate Owners of a Class of Book-Entry Certificates (each such event, a “Book-Entry Termination”), the Certificate Registrar shall notify the Clearing Agency to effect notification to all Certificate Owners, through the Clearing Agency, of the occurrence of any such event and of the availability of Definitive Certificates to Certificate Owners.  Upon surrender to the Certificate Registrar of the Book-Entry Certificates by the Clearing Agency, accompanied by registration instructions from the Clearing Agency for registration, the Certificate Registrar shall issue the Definitive Certificates.  None of the Depositor, the Certificate Registrar, the Securities Administrator, the Paying Agent or the Trustee shall be liable for any delay in delivery of such instructions and may conclusively rely on, and shall be protected in relying on, such instructions.  Upon the issuance of Definitive Certificates all references herein to obligations imposed upon or to be performed by the Clearing Agency shall be deemed to be imposed upon and performed by the Certificate Registrar, to the extent applicable, with respect to such Definitive Certificates and the Certificate Registrar shall recognize the holders of the Definitive Certificates as Certificateholders hereunder.  

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ARTICLE IV

ADMINISTRATION OF THE TRUST FUND

Section 4.01         Custodial Accounts; Distribution Account. 

(a)           On or prior to the Closing Date, each Servicer will be required to establish and maintain one or more Custodial Accounts, as provided in the related Servicing Agreements, into which all Scheduled Payments and unscheduled payments with respect to the Mortgage Loans, net of any deductions or reimbursements permitted under the related Servicing Agreement, shall be deposited.  On each Servicer Remittance Date, the Servicers will remit to the Securities Administrator, for deposit into the Distribution Account, all amounts so required to be deposited into such account in accordance with the terms of the related Servicing Agreement.

(b)           The Securities Administrator, as Paying Agent for the Trustee, shall establish and maintain an Eligible Account entitled “Distribution Account of Christiana Trust, a division of Wilmington Savings Fund Society, FSB, as Trustee for the benefit of Sequoia Mortgage Trust 2013-2 Holders of Mortgage Pass-Through Certificates.”  The Securities Administrator shall hold the Distribution Account and all money and other property therein in trust for the benefit of the Certificateholders. The Securities Administrator shall, promptly upon receipt from the Servicers on each Servicer Remittance Date, deposit into the Distribution Account and retain on deposit until the related Distribution Date the following amounts:

(i)           the aggregate of collections with respect to the Mortgage Loans remitted by the Servicers from the related Custodial Accounts in accordance with the Servicing Agreements;

(ii)         any amounts required to be deposited by the Master Servicer with respect to the Mortgage Loans for the related Due Period pursuant to this Agreement, including the amount of any Advances or Master Servicer Compensating Interest Payments with respect to the Mortgage Loans not paid by the Servicers or the Servicing Administrators; and

(iii)          any other amounts so required to be deposited in the Distribution Account in the related Due Period pursuant to this Agreement.

(c)           In the event the Master Servicer or a Servicer has remitted in error to the Distribution Account any amount not required to be remitted in accordance with the definition of Available Distribution Amount, it may at any time direct the Securities Administrator to withdraw such amount from the Distribution Account for repayment to the Master Servicer or Servicer, as applicable, by delivery of an Officer’s Certificate to the Securities Administrator and the Trustee which describes the amount deposited in error.

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(d)           On each Distribution Date and the final Distribution Date of the Certificates in accordance with Section 7.01, the Securities Administrator, as Paying Agent, shall distribute the Available Distribution Amount to the Certificateholders and any other parties entitled thereto in the amounts and priorities set forth in Section 5.02.  The Securities Administrator may, with the consent of the Depositor, from time to time withdraw from the Distribution Account and pay to itself, the Master Servicer, the Trustee, the Custodian, the Servicers or the Servicing Administrators any amounts permitted to be paid or reimbursed to such Person from funds in the Distribution Account pursuant to clauses (A) and (B) of the definition of Available Distribution Amount.

(e)          Funds in the Distribution Account for the period from each Servicer Remittance Date to the related Distribution Date shall, if invested, be invested in Eligible Investments selected by the Securities Administrator, which shall mature not later than the Distribution Date and any such Eligible Investment shall not be sold or disposed of prior to its maturity. All such Eligible Investments shall be made in the name of the Trustee in trust for the benefit of the Trustee and Holders of the Sequoia Mortgage Trust 2013-2 Certificates. All income and gain realized from any Eligible Investment in the Distribution Account shall be compensation to the Securities Administrator. The Securities Administrator shall deposit the amount of any losses incurred in respect of any such investments out of its own funds, without any right of reimbursement therefor, immediately as realized.

Section 4.02         Reports to Trustee and Certificateholders. 

On each Distribution Date, the Securities Administrator shall have prepared and shall make available to the Trustee and each Certificateholder a written report setting forth the following information (on the basis of Mortgage Loan level information obtained from the Master Servicer and the Servicers) (the “Distribution Date Statement”):

(a)           the amount of the distributions, separately identified, with respect to each Class of Certificates;

(b)           the amount of the distributions set forth in clause (a) allocable to principal, separately identifying the aggregate amount of any Principal Prepayments or other unscheduled recoveries of principal included in that amount;

(c)           the amount of the distributions set forth in clause (a) allocable to interest;

(d)           the amount of any unpaid Interest Shortfall, Net Prepayment Interest Shortfalls and Relief Act Shortfalls with respect to each Class of Certificates;

(e)           the Class Principal Amount of each Class of Certificates (other than the Interest-Only Certificates) and the Class Notional Amount of the Interest-Only Certificates, in each case after giving effect to the distribution of principal on that Distribution Date;

(f)           the Aggregate Stated Principal Balance of the Mortgage Loans at the beginning and at the end of the related Prepayment Period, the Mortgage Rates (in incremental ranges) and the weighted average remaining term of the Mortgage Loans;

(g)           the aggregate Substitution Amount and the aggregate Repurchase Price deposited into the Distribution Account with respect to the Mortgage Loans , which information may be presented in a footnote;

(h)           the Senior Percentage and the Subordinate Percentage for the following Distribution Date;

(i)           the Senior Prepayment Percentage and the Subordinate Prepayment Percentage for the following Distribution Date;

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(j)           the amount of the Master Servicing Fee, the Servicing Fee and the Trustee Fee paid to or retained by the Master Servicer, each Servicer and the Trustee, respectively, and the amount of any fees paid to the Securities Administrator and the Custodian;

(k)          the aggregate amount of Advances for the related Due Period;

(l)           the number and Stated Principal Balance of the Mortgage Loans that were (A) Delinquent (exclusive of Mortgage Loans in foreclosure) (1) 30 to 59 days, (2) 60 to 89 days and (3) 90 or more days, (B) in foreclosure and Delinquent (1) 30 to 59 days, (2) 60 to 89 days and (3) 90 or more days and (C) in bankruptcy as of the close of business on the last day of the calendar month preceding that Distribution Date;

(m)          the amount of cash flow received for such Distribution Date, and the sources thereof;

(n)            for any Mortgage Loan as to which the related Mortgaged Property was an REO Property during the preceding calendar month, the principal balance of such Mortgage Loan as of the close of business on the last day of the related Due Period;

(o)           the aggregate number and principal balance of any REO Properties as of the close of business on the last day of the preceding Due Period;

(p)           the amount of Realized Losses incurred during the preceding calendar month;

(q)          the cumulative amount of Realized Losses incurred since the Closing Date;

(r)          the Realized Losses, if any, allocated to each Class of Certificates on that Distribution Date;

(s)          the Certificate Interest Rate for each Class of Certificates and the Net WAC Rate for that Distribution Date;

(t)          any Servicing Modifications with respect to any Mortgage Loan during the related Due Period;

(u)          the applicable Record Date, Accrual Period and calculation date for each Class of Certificates and such Distribution Date;

(v)          the amount on deposit in the Distribution Account as of such Distribution Date (after giving effect to distributions on such date) and as of the prior Distribution Date;

(w)          the nature of any material breach of a representation and warranty relating to the characteristics of the Mortgage Loans or any transaction covenants;

(x)           the amount of Advances and Servicing Advances reimbursed during the related Due Period;

(y)          the amount of any Subsequent Recoveries;

(z)          the amount of any fees, charges and costs paid or reimbursed to the Master Servicer and the Custodian from the Distribution Account pursuant to this Agreement or the Custodial Agreement;

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(aa)         the amounts of any Master Servicer Compensating Interest Payments and Servicer Compensating Interest Payments for such Distribution Date;

(bb)         whether the Step-Down Test has been satisfied for such Distribution Date;

(cc)         the status and outcome of the Mortgage Loan review conducted pursuant to Section 2.05(b); and

(dd)         the status and outcome of the review conducted pursuant to Section 2.08(b), as reported to the Securities Administrator.         

On each Distribution Date, the Securities Administrator shall provide Bloomberg Financial Markets, L.P. (“Bloomberg”) CUSIP level factors for each Class of Offered Certificates as of such Distribution Date, using a format and media mutually acceptable to the Securities Administrator and Bloomberg.

In addition to the information listed above, such Distribution Date Statement shall also include such other information as is required to be reported on Form 10-D by Item 1121(a) and (b) (§229.1121) of Regulation AB.

The Securities Administrator shall make such reports, any Form 10-K's and Form 10-D's relating to the Certificates filed under the Exchange Act and such other loan level information as the Depositor and the Securities Administrator shall agree available each month via the Securities Administrator’s website at http://www.ctslink.com.  Assistance in using the website may be obtained by calling the Securities Administrator’s customer service desk at 1-866-846-4526.  Certificateholders and other parties that are unable to use the website are entitled to have a paper copy mailed to them via first class mail by contacting the Securities Administrator and indicating such.  In preparing or furnishing the foregoing information to the Certificateholders, the Securities Administrator shall be entitled to rely conclusively on the accuracy of the information or data regarding the Mortgage Loans and the related REO Properties that has been provided to the Securities Administrator by the Master Servicer and the Servicers, and the Securities Administrator shall not be obligated to verify, recompute, reconcile or recalculate any such information or data.

Upon request, within a reasonable period of time after the end of each calendar year, the Securities Administrator shall cause to be furnished to each Person who at any time during the calendar year was a Certificateholder, a statement containing the information listed above aggregated for such calendar year or applicable portion thereof during which such Person was a Certificateholder.  Such obligation of the Securities Administrator shall be deemed to have been satisfied to the extent that substantially comparable information shall be provided by the Securities Administrator pursuant to any requirements of the Code as from time to time in effect.

Upon the reasonable advance written request of any Certificateholder that is a savings and loan, bank or insurance company (which request, if received by the Trustee or the Certificate Registrar, shall be promptly forwarded to the Securities Administrator), the Securities Administrator shall provide, or cause to be provided (or, to the extent that such information or documentation is not required to be provided by a Servicer under the applicable Servicing Agreement, shall use reasonable efforts to obtain such information and documentation from such Servicer, and provide) to such Certificateholders such reports and access to information and documentation regarding the Mortgage Loans as such Certificateholders may reasonably deem necessary to comply with applicable regulations of the Office of Thrift Supervision or its successor or other regulatory authorities with respect to an investment in the Certificates; provided, however, that (i) such Certificateholders shall pay in advance for the Securities Administrator’s actual expenses incurred in providing such reports and access and such expenses shall not be paid by the Trust Fund and (ii) the Securities Administrator shall provide such information and documentation only to the extent that the Securities Administrator would not be in violation of any applicable privacy laws.

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Section 4.03         Rule 17g-5 Compliance.

(a)          The Rule 17g-5 Information Provider shall, upon receipt of an NRSRO certification in the form of Exhibit O, make available on its Rule 17g-5 Website solely to the Depositor, each Rating Agency and to any NRSRO the following items, but only to the extent such items are delivered to it by electronic mail to rmbs17g5informationprovider@wellsfargo.com, specifically with a subject reference of “SEMT 2013-2” and an identification of the type of information being provided in the body of such notice, or any other delivery method established or approved by the Rule 17g-5 Information Provider if or as may be necessary or beneficial:

(i)          any Rating Agency Information provided to the Rule 17g-5 Information Provider in accordance with Sections 6.06, 6.07, 6.14, 9.01, 9.02, 11.03 and 11.12 of this Agreement, as well as reports prepared in accordance with Sections 6.21, 6.22, 6.23 and 6.24 (provided that the Rule 17g-5 Information Provider shall not be required to post to its Rule 17g-5 Website any such information previously posted to and available on the Securities Administrator’s website);

(ii)         any notice of any amendment that modifies the procedures herein relating to Exchange Act Rule 17g-5 pursuant to this Agreement; and

(iii)        a summary of any oral conversation with a Rating Agency regarding any Mortgage Loan, any Mortgaged Property or any REO Property, to the extent required to be provided pursuant to Rule 17g-5.

The foregoing information shall be made available by the Rule 17g-5 Information Provider on its Rule 17g-5 Website. Such information shall be posted to the Rule 17g-5 Website on the same Business Day as it is received, provided that such information is received by 12:00 p.m. (eastern time) or, if received after 12:00 p.m., on the next Business Day. The Rule 17g-5 Information Provider shall have no obligation or duty to verify, confirm or otherwise determine whether the information being delivered is accurate, complete, conforms to the requirements of this Agreement, or otherwise is or is not anything other than what it purports to be. The Rule 17g-5 Information Provider shall not be deemed to have obtained actual knowledge of any information by virtue of the receipt and posting of such information to the Rule 17g-5 Website. Further, notwithstanding anything to the contrary herein, in the event the Depositor determines that any information previously posted to the Rule 17g-5 Website should not have been posted thereto pursuant to the terms of this Agreement, the Depositor shall direct the Rule 17g-5 Information Provider in writing to remove such information from the Rule 17g-5 Website, such written notice to specify the information to be so removed. The Rule 17g-5 Information Provider (i) shall have no obligation or duty to verify, confirm or otherwise determine the accuracy of the information contained in such written direction, (ii) shall be entitled to rely fully upon such written direction and (iii) shall not be held liable in connection with removing any such information from the Rule 17g-5 Website upon the receipt of such written direction.

The Rule 17g-5 Information Provider shall provide a mechanism to notify any party that has submitted an NRSRO Certification each time the Rule 17g-5 Information Provider posts an additional document to the Rule 17g-5 Website.

In connection with providing access to the Rule 17g-5 Website, the Rule 17g-5 Information Provider may require registration and the acceptance of a disclaimer. The Rule 17g-5 Information Provider shall not be liable for the dissemination of information in accordance with the terms of this Agreement, makes no representations or warranties as to the accuracy or completeness of such information being made available, has no obligation to review such information, and assumes no responsibility for such information. The Rule 17g-5 Information Provider shall not be liable for its failure to make any information available to each Rating Agency or NRSROs unless such information was delivered to the Rule 17g-5 Information Provider at the email address specified in writing to the Depositor, with a subject heading of “SEMT 2013-2” and sufficient detail to indicate that such information is required to be posted on the Rule 17g-5 Website.

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If any NRSRO that has previously submitted an NRSRO Certification and whose NRSRO Certification has been accepted, notifies the Rule 17g-5 Information Provider that it is unable to access information posted to the Rule 17g-5 Website and such access issue is determined to be the result of a problem with the Rule 17g-5 Website, if such access issue is not resolved within one Business Day of such determination, the Rule 17g-5 Information Provider shall so notify the Depositor.

(b)          Each of the Master Servicer and the Trustee hereby agrees that, except as otherwise expressly permitted herein, it shall not communicate with (including verbally) or provide information to a Rating Agency without the prior consent of and consultation with the Depositor, and that any permitted communication by it to a Rating Agency will be made by it only in the manner prescribed by the procedures established by the Depositor to ensure compliance with Rule 17g-5 under the Exchange Act, including to the extent set forth herein, providing any such communications to the Depositor for posting on the Rule 17g-5 Website pursuant to this Section 4.03 prior to communicating with such Rating Agency.

Section 4.04         Rule 15Ga-1 Compliance. 

(a)           To the extent a Responsible Officer of the Master Servicer receives a demand for the repurchase or substitution of a Mortgage Loan based on a breach of a representation or warranty made by the Seller or the Originator of such Mortgage Loan (each, a “Demand”), the Master Servicer agrees (i) if such Demand is in writing, promptly to forward such Demand to the Trustee, and (ii) if such Demand is oral, to instruct the requesting party to submit such Demand in writing to the Trustee. To the extent a Responsible Officer of the Trustee receives a Demand, it shall provide the Depositor with prompt written notice of such Demand.

(b)          In connection with the repurchase or substitution of a Mortgage Loan pursuant to a Demand, any dispute with respect to a Demand, or the withdrawal or final rejection of a Demand (i) the Master Servicer agrees, to the extent a Responsible Officer of the Master Servicer has actual knowledge thereof, promptly to notify the Trustee in writing, and (ii) the Trustee agrees, to the extent a Responsible Officer of the Trustee has actual knowledge thereof, promptly to notify the Depositor in writing.

(c)          With respect to Rule 15Ga-1 of the Exchange Act, to the extent in its possession, the Trustee shall provide the Depositor with any applicable information relating to a Demand (the “Rule 15Ga-1 Information”) in a timely manner so as to enable the Depositor to meet its reporting obligations under Rule 15Ga-1. The Depositor shall be entitled conclusively to rely on the Rule 15Ga-1 Information provided to it by the Trustee in connection with the compilation by the Depositor of the Rule 15Ga-1 Information required to be reported on Form 10-D. For the avoidance of doubt, the Depositor shall have sole responsibility for compiling the Rule 15Ga-1 Information required to be reported on Form 10-D, and the Securities Administrator shall be entitled conclusively to rely on any Rule 15Ga-1 Information provided to it by the Depositor for inclusion on each Form 10-D. Other than with respect to the obligations of the Trustee in this Section 4.04, the Trustee shall have no responsibility or liability in connection with any filing required to be made by the Depositor pursuant to Rule 15Ga-1 of the Exchange Act.

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ARTICLE V

DISTRIBUTIONS TO HOLDERS OF CERTIFICATES

Section 5.01         Distributions Generally. 

(a)           Subject to Section 7.01 respecting the final distribution on the Certificates, on each Distribution Date the Paying Agent on behalf of the Trustee shall make distributions to holders of Certificates as of the related Record Date in accordance with this Article V.  Such distributions shall be made by check mailed to each Certificateholder’s address as it appears on the Certificate Register of the Certificate Registrar or, upon written request made to the Securities Administrator at least five Business Days prior to the related Record Date by any Certificateholder owning an aggregate initial Certificate Principal Amount or Notional Amount of at least $1,000,000, or in the case of any Residual Certificate, a Percentage Interest of not less than 100%, by wire transfer in immediately available funds to an account specified in the request and at the expense of such Certificateholder; provided, however, that the final distribution in respect of any Certificate shall be made only upon presentation and surrender of such Certificate at the Certificate Registrar’s Corporate Trust Office; provided, further, that the foregoing provisions shall not apply to any Class of Certificates as long as such Certificate remains a Book-Entry Certificate in which case all payments made shall be made through the Clearing Agency and its Clearing Agency Participants.  Wire transfers will be made at the expense of the Holder requesting such wire transfer by deducting a wire transfer fee from the related distribution.  Notwithstanding such final payment of principal of any of the Certificates, each Certificate will remain outstanding until the termination of each REMIC and the payment in full of all other amounts due with respect to the Certificates and at such time such final payment in retirement of any Certificate will be made only upon presentation and surrender of such Certificate at the Certificate Registrar’s Corporate Trust Office.  If any payment required to be made on the Certificates is to be made on a day that is not a Business Day, then such payment will be made on the next succeeding Business Day.

(b)           All distributions or allocations made with respect to the Certificateholders within each Class on each Distribution Date shall be allocated among the outstanding Certificates in such Class equally in proportion to their respective initial Class Principal Amounts or initial Class Notional Amounts (or Percentage Interests).

Section 5.02         Distributions From the Distribution Account.

(a)          Subject to Sections 5.02(b) and (c), on each Distribution Date, the Available Distribution Amount, to the extent received by the Securities Administrator, shall be withdrawn by the Paying Agent from funds in the Distribution Account and allocated among the Classes of Senior Certificates and Subordinate Certificates in the following order of priority:

(i)          to the Senior Certificates, pro rata, such Class’s Interest Distribution Amount and any accrued but unpaid Interest Shortfalls, in each case, for such Class on such date;

(ii)          to the Class A Certificates, the Senior Principal Distribution Amount, until its Class Principal Amount has been reduced to zero;

(iii)         to the Class B-1 Certificates, the Interest Distribution Amount and any accrued but unpaid Interest Shortfalls, in each case, for such Class on such date;

(iv)         to the Class B-1 Certificates, such Class’s Subordinate Class Percentage of the Subordinate Principal Distribution Amount, until its Class Principal Amount has been reduced to zero;          

(v)          to the Class B-2 Certificates, the Interest Distribution Amount and any accrued but unpaid Interest Shortfalls, in each case, for such Class on such date;

(vi)          to the Class B-2 Certificates, such Class’s Subordinate Class Percentage of the Subordinate Principal Distribution Amount, until its Class Principal Amount has been reduced to zero;

(vii)         to the Class B-3 Certificates, the Interest Distribution Amount and any accrued but unpaid Interest Shortfalls, in each case, for such Class on such date;

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(viii)        to the Class B-3 Certificates, such Class’s Subordinate Class Percentage of the Subordinate Principal Distribution Amount, until its Class Principal Amount has been reduced to zero;          

(ix)          to the Class B-4 Certificates, the Interest Distribution Amount and any accrued but unpaid Interest Shortfalls, in each case, for such Class on such date;

(x)           to the Class B-4 Certificates, such Class’s Subordinate Class Percentage of the Subordinate Principal Distribution Amount, until its Class Principal Amount has been reduced to zero;

(xi)          to the Class B-5 Certificates, the Interest Distribution Amount and any accrued but unpaid Interest Shortfalls, in each case, for such Class on such date;

(xii)         to the Class B-5 Certificates, such Class’s Subordinate Class Percentage of the Subordinate Principal Distribution Amount, until its Class Principal Amount has been reduced to zero; and         

(xiii)        to the Class LT-R Certificates and the Class R Certificates, any remaining amount of the Available Distribution Amount allocated as provided in Section 5.02(d).

(b)          [Reserved].

(c)          Notwithstanding the priority and allocation set forth in Section 5.02(a), if with respect to any Class of Subordinate Certificates other than the Class B-1 Certificates on any Distribution Date the sum of the Class Subordination Percentages of such Class and of all other Classes of Subordinate Certificates which have a lower payment priority than such Class is less than the Original Applicable Credit Support Percentage for such Class, no distribution of principal shall be made to any such Classes. The Subordinate Principal Distribution Amount shall be allocated among the Classes of Subordinate Certificates having higher payment priorities than such Class, pro rata, based on the Class Principal Amounts of the respective Classes immediately prior to such Distribution Date and shall be distributed in the sequential order provided in Section 5.02(a) above.

(d)           Amounts distributed to the Residual Certificates pursuant to Section 5.02(a)(xiii) on any Distribution Date shall be allocated among the REMIC residual interests represented thereby such that each such interest is allocated the excess of funds available to the related REMIC over required distributions to the regular interests in such REMIC on such Distribution Date; provided, however, that the Class LT-R Certificate shall be entitled to any amounts representing net gain resulting from the sale of any REO Properties or other Liquidation Proceeds due to the Residual Certificates with respect to the Mortgage Loans.

(e)          For purposes of distributions of interest in Section 5.02(a) such distributions to a Class of Certificates on any Distribution Date shall be made first, in respect of Current Interest; and second, in respect of Interest Shortfalls.

(f)          Amounts distributed to the Certificates (other than the Class LT-R Certificate) pursuant to this Section shall be deemed to have first been distributed from the Lower Tier REMIC to the Upper Tier REMIC in respect of the Lower Tier REMIC regular interests in accord with the distribution provisions for the Lower Tier REMIC set forth in the Preliminary Statement.

Section 5.03         Allocation of Losses.

(a)           On or prior to each Distribution Date, the Master Servicer shall calculate the aggregate Realized Losses for such Distribution Date based on the information with respect to losses as reported to it by each Servicer.

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(b)             On each Distribution Date, the Securities Administrator shall allocate the principal portion of Realized Losses as follows:

first, to the Classes of Subordinate Certificates in reverse order of their respective numerical Class designations (beginning with the Class B-5 Certificates and ending with the Class B-1 Certificates) until the Class Principal Amount of each such Class is reduced to zero; and

second, to the Class A Certificates, until its Class Principal Amount has been reduced to zero.

(c)           On each Distribution Date, the Class Principal Amount of the Class of Subordinate Certificates then outstanding with the lowest payment priority shall be reduced on each Distribution Date by the Certificate Writedown Amount and if no Subordinate Certificates are then outstanding the Class Principal Amount of the Class A Certificates shall be reduced by the Certificate Writedown Amount.

(d)           Any allocation of a loss pursuant to this section to a Class of Certificates shall be achieved by reducing the Class Principal Amount thereof by the amount of such loss.

(e)           Subsequent Recoveries in respect of the Mortgage Loans shall be distributed to the Certificates still outstanding, in accordance with Section 5.02, and the Class Principal Amount of each Class of Certificates then outstanding that has been reduced due to application of a Certificate Writedown Amount or Realized Loss will be increased, sequentially in order of seniority, by the lesser of (i) the amount of such Subsequent Recovery (reduced by any amounts applied for this purpose to more senior-ranking Certificates) and (ii) the Realized Loss amount previously allocated to such Class.

(f)           Realized Losses and the amount of any Certificate Writedown Amount allocated by this Section to a Class of Certificates shall be allocated to the corresponding Lower Tier REMIC Interest and shall reduce the Class Principal Amount of such Lower Tier REMIC Interest to the same extent that the Class Principal Amount of such Class of Certificates is reduced pursuant to the provisions of this Section. Subsequent Recoveries distributed to a Class of Certificates pursuant to the provisions of subsection 5.03(e) shall be deemed to have been distributed to the corresponding Lower Tier REMIC Interest. To the extent that the Class Principal Amount of any Class of Certificates has been increased on account of Subsequent Recoveries pursuant to the provisions of subsection 5.03(e), the principal balance of the corresponding Lower Tier REMIC Interest shall be increased by the same amount.

(g) Any Class of Certificates or Lower-Tier Interest whose Class Principal Amount has been reduced to zero due to the allocation of Realized Losses will nonetheless remain outstanding under this Agreement and will continue to be entitled to receive Subsequent Recoveries until the termination of the Trust Fund; provided, however, that no such Class of Certificates will have voting rights with respect to matters under this Agreement requiring or permitting actions to be taken by any Certificateholders.

Section 5.04         Servicer Obligations.

In the event of any inconsistency between this Agreement and a Servicing Agreement with respect to obligations of a Servicer, the provisions of the applicable Servicing Agreement shall govern such obligations.

Section 5.05         Advances by Master Servicer.

If any Servicer (other than Cenlar FSB) or Servicing Administrator fails to remit any Advance required to be funded under the applicable Servicing Agreement, the Master Servicer shall itself fund, or shall cause the successor Servicer or successor Servicing Administrator to fund, such Advance. If the Master Servicer determines that an Advance is required, it shall on the Business Day preceding the related Distribution Date immediately following such Determination Date remit to the Securities Administrator from its own funds (or funds advanced by the applicable Servicer or Servicing Administrator) for deposit in the Distribution Account immediately available funds in an amount equal to such Advance. The Master Servicer, each Servicer (other than Cenlar FSB) and each Servicing Administrator shall be entitled to be reimbursed for all Advances funded by it. Notwithstanding anything to the contrary herein, in the event the Master Servicer determines in its reasonable judgment that an Advance is nonrecoverable, the Master Servicer shall be under no obligation to make such Advance. If the Master Servicer determines that an Advance is nonrecoverable, it shall, on or prior to the related Distribution Date, deliver an Officer’s Certificate to the Trustee to such effect.

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Section 5.06         Master Servicer Compensating Interest Payments.

The amount of the aggregate Master Servicing Fees payable to the Master Servicer in respect of any Distribution Date shall be reduced (but not below zero) by the amount of any Master Servicer Compensating Interest Payment for such Distribution Date. Such amount shall not be treated as an Advance and shall not be reimbursable to the Master Servicer.

ARTICLE VI

CONCERNING THE TRUSTEE AND THE SECURITIES ADMINISTRATOR; EVENTS OF DEFAULT

Section 6.01         Duties of Trustee and the Securities Administrator. 

(a)           The Trustee, except during the continuance of an Event of Default, and the Securities Administrator each undertake to perform their respective duties and only such duties as are specifically set forth in this Agreement.  Any permissive right of the Trustee and the Securities Administrator provided for in this Agreement shall not be construed as a duty of the Trustee or the Securities Administrator, as the case may be. If an Event of Default has occurred and has not otherwise been cured or waived, the Trustee shall exercise such of the rights and powers vested in it by this Agreement and use the same degree of care and skill in their exercise as a prudent Person would exercise or use under the circumstances in the conduct of such Person’s own affairs.

(b)           Each of the Trustee and the Securities Administrator, upon receipt of all resolutions, certificates, statements, opinions, reports, documents, orders or other instruments furnished to the Trustee or the Securities Administrator, as applicable, which are specifically required to be furnished pursuant to any provision of this Agreement, shall examine them to determine whether they are in the form required by this Agreement; provided, however, that neither the Trustee nor the Securities Administrator shall be responsible for the accuracy or content of any such resolution, certificate, statement, opinion, report, document, order or other instrument furnished to the Trustee or the Securities Administrator pursuant to this Agreement and shall not be required to recalculate or verify any numerical information furnished to the Trustee or the Securities Administrator pursuant this Agreement.  Subject to the immediately preceding sentence, if any such resolution, certificate, statement, opinion, report, document, order or other instrument is found not to conform to the form required by this Agreement in a material manner the Trustee or the Securities Administrator, as applicable, shall take such action as it deems appropriate to cause the instrument to be corrected, and if the instrument is not corrected to the Trustee’s or the Securities Administrator’s satisfaction, the Trustee or the Securities Administrator, as applicable, will provide notice thereof to the Certificateholders and take such further action as directed by the Certificateholders pursuant to Sections 6.02(d) and 6.02(f).

(c)           None of the Trustee, the Securities Administrator, the Paying Agent or the Certificate Registrar shall have any liability arising out of or in connection with this Agreement, except for its negligence or willful misconduct. No provision of this Agreement shall be construed to relieve the Trustee, the Securities Administrator, the Paying Agent or the Certificate Registrar from liability for its own negligent action, its own negligent failure to act or its own willful misconduct; provided, however, that:

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(i)          The Trustee shall not be personally liable with respect to any action taken, suffered or omitted to be taken by it in good faith in accordance with the direction of Holders of Certificates as provided in Section 6.18 hereof;

(ii)          For all purposes under this Agreement, the Trustee shall not be deemed to have notice of any Event of Default unless a Responsible Officer of the Trustee has actual knowledge thereof or unless written notice of any event which is in fact such a default is received by the Trustee at the Corporate Trust Office of the Trustee, and such notice references the Holders of the Certificates and this Agreement;

(iii)        For all purposes under this Agreement, except when the Master Servicer is the Securities Administrator, the Securities Administrator shall not be deemed to have notice of any Event of Default (other than resulting from a failure by the Master Servicer to furnish information to the Securities Administrator or payment on a Distribution Date when required to do so) unless a Responsible Officer of the Securities Administrator has actual knowledge thereof or unless written notice of any event which is in fact such a default is received by the Securities Administrator at the at the address provided in Section 11.07, and such notice references the Holders of the Certificates and this Agreement;

(iv)          No provision of this Agreement shall require the Trustee or the Securities Administrator (regardless of the capacity in which it is acting) to expend or risk its own funds or otherwise incur any financial liability in the performance of any of its duties hereunder, or in the exercise of any of its rights or powers, if it shall have reasonable grounds for believing that repayment of such funds or adequate indemnity against such risk or liability is not reasonably assured to it; and none of the provisions contained in this Agreement shall in any event require the Trustee or the Securities Administrator to perform, or be responsible for the manner of performance of, any of the obligations of the Depositor, the Master Servicer or any other Person under this Agreement, the Servicing Agreements or the Custodial Agreement; and

(v)           None of the Trustee, the Securities Administrator, the Paying Agent or the Certificate Registrar shall be responsible for any act or omission of the Master Servicer (other than, in the case of the Securities Administrator, as provided in the next sentence), the Depositor, the Seller, the Servicers, the Custodian or the Controlling Holder. If the Master Servicer is the Securities Administrator, the Securities Administrator shall be responsible for any act or omission of the Master Servicer.

(d)           The Trustee shall have no duty hereunder with respect to any complaint, claim, demand, notice or other document it may receive or which may be alleged to have been delivered to or served upon it by the parties as a consequence of the assignment of any Mortgage Loan hereunder; provided, however, that the Trustee shall promptly remit to the applicable Servicer (with a copy to the Master Servicer) upon receipt any such complaint, claim, demand, notice or other document (i) which is delivered to the Corporate Trust Office of the Trustee, (ii) of which a Responsible Officer has actual knowledge, and (iii) which contains information sufficient to permit the Trustee to make a determination that the real property to which such document relates is a Mortgaged Property.

(e)           None of the Trustee, the Securities Administrator or the Master Servicer shall be personally liable with respect to any action taken, suffered or omitted to be taken by it in good faith in accordance with the direction of the Certificateholders of any Class holding Certificates which evidence, as to such Class, Percentage Interests aggregating not less than 25% as to the time, method and place of conducting any proceeding for any remedy available to the Trustee, the Securities Administrator or the Master Servicer or exercising any trust or power conferred upon the Trustee, the Securities Administrator or the Master Servicer under this Agreement.

(f)           Neither the Trustee nor the Securities Administrator shall be required to perform services under this Agreement, or to expend or risk its own funds or otherwise incur financial liability for the performance of any of its duties hereunder or the exercise of any of its rights or powers if there is reasonable ground for believing that the timely payment of its fees and expenses or the repayment of such funds or adequate indemnity against such risk or liability is not reasonably assured to it, and none of the provisions contained in this Agreement shall in any event require the Trustee or the Securities Administrator to perform, or be responsible for the manner of performance of, any of the obligations of the Master Servicer or any Servicer under this Agreement or any Servicing Agreement except, with respect to the Master Servicer, during such time, if any, as the Trustee shall be the successor to, and be vested with the rights, duties, powers and privileges of, the Master Servicer in accordance with the terms of this Agreement.

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(g)           Except as otherwise provided herein, neither the Trustee nor the Securities Administrator shall have any duty (A) to record, file, or deposit this Agreement or any agreement referred to herein or any financing statement or continuation statement evidencing a security interest, or to maintain any such recording or filing or depositing or to undertake any rerecording, refiling or redepositing of any thereof, (B) to procure or maintain any insurance, (C) to pay or discharge any tax, assessment, or other governmental charge or penalty or any lien or encumbrance of any kind owing with respect to, assessed or levied against, any part of the Trust Fund other than from funds available in the Distribution Account, or (D) to confirm or verify the contents of any reports or certificates of the Master Servicer or any Servicer delivered to the Trustee or the Securities Administrator pursuant to this Agreement or any Servicing Agreement believed by the Trustee or the Securities Administrator, as applicable, to be genuine and to have been signed or presented by the proper party or parties.

(h)          None of the Trustee, the Securities Administrator, the Paying Agent or the Certificate Registrar shall be liable in its individual capacity for an error of judgment made in good faith by a Responsible Officer or other officers of the Trustee, the Securities Administrator, the Paying Agent or the Certificate Registrar, as applicable, unless it shall be proved that the Trustee, the Securities Administrator, the Paying Agent or the Certificate Registrar, as applicable, was negligent in ascertaining the pertinent facts.

(i)           Notwithstanding anything in this Agreement to the contrary, none of the Trustee, the Securities Administrator, the Paying Agent or the Certificate Registrar shall be liable for special, indirect or consequential losses or damages of any kind whatsoever (including, but not limited to, lost profits), even if the Trustee, the Securities Administrator, the Paying Agent or the Certificate Registrar, as applicable, has been advised of the likelihood of such loss or damage and regardless of the form of action.

(j)          Neither the Trustee nor the Securities Administrator (regardless of the capacity in which it is acting) shall be responsible for the acts or omissions of the other, it being understood that this Agreement shall not be construed to render them agents of one another.

(k)          The duties and obligations of the Trustee, the Securities Administrator, the Paying Agent and the Certificate Registrar shall be determined solely by the express provisions of this Agreement, none of the Trustee, the Securities Administrator, the Paying Agent or the Certificate Registrar shall be liable except for the performance of its duties and obligations as are specifically set forth in this Agreement, no implied covenants or obligations shall be read into this Agreement against the Trustee, the Securities Administrator, the Paying Agent or the Certificate Registrar and, in the absence of bad faith on the part of the Trustee, the Securities Administrator, the Paying Agent or the Certificate Registrar, the Trustee, the Securities Administrator, the Paying Agent or the Certificate Registrar, as applicable, may conclusively rely, as to the truth of the statements and the correctness of the opinions expressed therein, upon any certificates or opinions furnished to such party that conform to the requirements of this Agreement.

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Section 6.02         Certain Matters Affecting the Trustee and the Securities Administrator. 

Except as otherwise provided in Section 6.01:

(a)           Before taking or refraining from taking any actions hereunder, each of the Trustee and the Securities Administrator may request, and may rely and shall be protected in acting or refraining from acting upon, any resolution, Officer’s Certificate, certificate of auditors or any other certificate, statement, instrument, opinion, report, notice, request, consent, order, approval, bond or other paper or document believed by it to be genuine and to have been signed or presented by the proper party or parties;

(b)           Each of the Trustee and the Securities Administrator may consult with counsel and any advice of its counsel or Opinion of Counsel shall be full and complete authorization and protection in respect of any action taken or suffered or omitted by it hereunder in good faith and in accordance with such advice or Opinion of Counsel;

(c)           Neither the Trustee nor the Securities Administrator shall be personally liable for any action taken, suffered or omitted by it in good faith and reasonably believed by it to be authorized or within the discretion or rights or powers conferred upon it by this Agreement;

(d)           Unless an Event of Default shall have occurred and be continuing, the Trustee shall not be bound to make any investigation into the facts or matters stated in any resolution, certificate, statement, instrument, opinion, report, notice, request, consent, order, approval, bond or other paper or document (provided the same appears regular on its face), unless requested in writing to do so by the Holders of at least a majority in Class Principal Amount (or Percentage Interest) of each Class of Certificates or such other percentage specified in Section 2.05 with respect to actions described in Section 2.05; provided, however, that, if the payment within a reasonable time to the Trustee of the costs, expenses or liabilities likely to be incurred by it in the making of such investigation is, in the opinion of the Trustee, not reasonably assured to the Trustee by the security afforded to it by the terms of this Agreement, the Trustee may require reasonable indemnity against such expense or liability or payment of such estimated expenses from the Certificateholders as a condition to proceeding.  Except as otherwise provided in Section 2.05, the reasonable expense thereof shall be paid by the party requesting such investigation and shall not be paid by the Trust Fund; and, provided further, that in the case of an alleged breach of an Originator's representations and warranties, the provisions of Section 2.05 must be satisfied.

(e)           Each of the Trustee and the Securities Administrator may execute any of the trusts or powers hereunder or perform any duties hereunder either directly or by or through agents, custodians or attorneys, which agents, custodians or attorneys shall have any and all of the rights, powers, duties and obligations of the Trustee and the Securities Administrator conferred on them by such appointment; provided that each of the Trustee and the Securities Administrator shall continue to be responsible for its duties and obligations hereunder to the extent provided herein; provided further that the Trustee shall not be responsible for the duties and obligations of Wells Fargo Bank, N.A. in its capacity as any of the Custodian, the Paying Agent, the Authenticating Agent, the Securities Administrator or the Certificate Registrar under this Agreement or the Custodial Agreement, as applicable;

(f)           Neither the Trustee nor the Securities Administrator shall be under any obligation to exercise any of the trusts or powers vested in it by this Agreement, and the Trustee shall not be under any obligation to institute, conduct or defend any litigation hereunder or in relation hereto, in each case at the request, order or direction of any of the Certificateholders pursuant to the provisions of this Agreement, unless such Certificateholders shall have offered to the Trustee or the Securities Administrator, as applicable, security or indemnity reasonably satisfactory to the Trustee or the Securities Administrator against the costs, expenses and liabilities which may be incurred therein or thereby;

(g)          The right of the Trustee and the Securities Administrator to perform any discretionary act enumerated in this Agreement shall not be construed as a duty, and neither the Trustee nor the Securities Administrator shall be answerable for other than its negligence or willful misconduct in the performance of such act;

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(h)          Neither the Trustee nor the Securities Administrator shall be required to give any bond or surety in respect of the execution of the Trust Fund created hereby or the powers granted hereunder; and

(i)           Neither the Trustee nor the Securities Administrator shall have any duty to conduct any affirmative investigation (including, but not limited to, reviewing any reports delivered to the Trustee in connection with the review of the Trustee Mortgage Files and the Trustee Credit Files) as to the occurrence of any condition requiring the repurchase of any Mortgage Loan pursuant to this Agreement, the Mortgage Loan Purchase and Sale Agreement, the Purchase Agreements or the Servicing Agreements, as applicable, or the eligibility of any Mortgage Loan for purposes of this Agreement including, without limitation, whether any mortgage loan is a Qualified Substitute Mortgage Loan, except as set forth in Section 2.05 with respect to the Trustee.

In the event either the Trustee or the Securities Administrator deems the nature of any action required on its part to be unclear, the Trustee or the Securities Administrator, as applicable, may require prior to such action that it be provided by the Depositor with reasonable further written instructions.

Section 6.03         Trustee and Securities Administrator Not Liable for Certificates.

The Trustee and the Securities Administrator make no representations as to the validity or sufficiency of this Agreement, the Custodial Agreement, the Purchase Agreements, the Servicing Agreements, the Mortgage Loan Purchase and Sale Agreement or the Certificates (other than the certificate of authentication on the Certificates) or of any Mortgage Loan or related document, save that the Trustee and the Securities Administrator represent that, assuming due execution and delivery by the other parties hereto, this Agreement has been duly authorized, executed and delivered by it and constitutes its valid and binding obligation, enforceable against it in accordance with its terms except that such enforceability may be subject to (A) applicable bankruptcy and insolvency laws and other similar laws affecting the enforcement of the rights of creditors generally, and (B) general principles of equity regardless of whether such enforcement is considered in a proceeding in equity or at law.  The recitals contained herein and in the Certificates (other than the signature of the Trustee on the Certificates and the acknowledgements of the Trustee contained in Article II) shall not be taken as the statements of the Trustee and the Trustee does not assume any responsibility for their correctness. Neither the Trustee nor the Securities Administrator shall be accountable for the use or application by the Depositor of any of the Certificates or of the proceeds of such Certificates, or of funds paid to the Depositor in consideration of the sale of the Mortgage Loans to the Trustee by the Depositor or for the use or application of any funds deposited into the Distribution Account or any other fund or account maintained with respect to the Certificates.  Neither the Trustee nor the Securities Administrator shall be responsible for the legality or validity of this Agreement or the validity, priority, perfection or sufficiency of the security for the Certificates issued or intended to be issued hereunder.  Neither the Trustee nor the Securities Administrator shall have any responsibility for filing any financing or continuation statement in any public office at any time or to otherwise perfect or maintain the perfection of any security interest or lien granted to it hereunder or to record this Agreement.

Section 6.04         Trustee and Securities Administrator May Own Certificates. 

Each of the Trustee and the Securities Administrator (and any Affiliate or agent of either of them) in its individual or any other capacity may become the owner or pledgee of Certificates and may transact banking and trust business with the other parties hereto and their Affiliates with the same rights it would have if it were not Trustee, Securities Administrator or such Affiliate or agent, as applicable.

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Section 6.05         Eligibility Requirements for Trustee and Securities Administrator. 

The Trustee hereunder shall at all times (i) be an institution insured by the FDIC, (ii) be a corporation or national banking association, organized and doing business under the laws of any State or the United States of America, authorized under such laws to exercise corporate trust powers, having a combined capital and surplus of not less than $50,000,000 and subject to supervision or examination by federal or state authority and (iii) not be an Affiliate of the Master Servicer, any Servicer or either Servicing Administrator.  If such corporation or national banking association publishes reports of condition at least annually, pursuant to law or to the requirements of the aforesaid supervising or examining authority, then, for the purposes of this Section, the combined capital and surplus of such corporation or national banking association shall be deemed to be its combined capital and surplus as set forth in its most recent report of condition so published.  In case at any time the Trustee shall cease to be eligible in accordance with provisions of this Section, the Trustee shall resign immediately in the manner and with the effect specified in Section 6.06.

The Securities Administrator hereunder shall at all times (i) be an institution authorized to exercise corporate trust powers under the laws of its jurisdiction of organization, (ii) be rated at least “A/F1” by Fitch and at least “A2/P-1” by Moody’s, or if not rated by Fitch or Moody’s, the equivalent rating by KBRA or S&P, and (iii) not be the Depositor, an Affiliate of the Depositor or, other than in the case of the initial Securities Administrator, the originator or servicer of any of the Mortgage Loans.

Section 6.06         Resignation and Removal of Trustee and the Securities Administrator. 

(a)           Each of the Trustee and the Securities Administrator may at any time resign and be discharged from the trust hereby created by giving 60 days’ written notice thereof to the Trustee or the Securities Administrator, as applicable, the Depositor and the Master Servicer.  Upon receiving such notice of resignation, the Depositor will promptly appoint a successor trustee or a successor securities administrator, as applicable, by written instrument, one copy of which instrument shall be delivered to the resigning Trustee or resigning Securities Administrator, as applicable, one copy to the successor trustee or successor securities administrator, as applicable, and one copy to the Master Servicer.  If no successor trustee or successor securities administrator shall have been so appointed and shall have accepted appointment within 30 days after the giving of such notice of resignation, the resigning Trustee or resigning Securities Administrator, as applicable, may petition any court of competent jurisdiction for the appointment of a successor trustee or successor securities administrator, as applicable.  In the case of any such resignation by the Securities Administrator, if no successor securities administrator shall have been appointed and shall have accepted appointment within 60 days after the Securities Administrator ceases to be the Securities Administrator pursuant to this Section 6.06, then the Trustee shall perform the duties of the Securities Administrator pursuant to this Agreement and shall be entitled to the fees of the Securities Administrator for so long as the Trustee performs such duties; provided, however, that the Trustee may engage a qualified entity to perform the duties of the Securities Administrator under Sections 6.21, 6.22, 6.23, 6.24 and 11.16 of this Agreement. The successor trustee shall notify each Rating Agency through the Rule 17g-5 Information Provider, the Servicers, the Servicing Administrators and the Master Servicer of any change of Trustee and the successor securities administrator shall notify each Rating Agency through the Rule 17g-5 Information Provider, the Servicers, the Servicing Administrators and the Master Servicer of any change of Securities Administrator.

(b)           If at any time any of the following events shall occur: (i) the Trustee or the Securities Administrator ceases to be eligible in accordance with the provisions of Section 6.05 and fails to resign after written request therefor by the Depositor, (ii) the Securities Administrator fails to perform its obligations pursuant to Section 5.02 to make distributions to Certificateholders, which failure continues unremedied for a period of one Business Day after the date upon which written notice of such failure shall have been given to the Securities Administrator by the Trustee or the Depositor, (iii) the Securities Administrator fails to provide a Back-up Certificate, Assessment of Compliance or an Accountant’s Attestation required under Sections 6.21, 6.23 and 6.24, respectively, by March 15 of each year in which Exchange Act reports are required, (iv) the Trustee or the Securities Administrator becomes incapable of acting, or is adjudged a bankrupt or insolvent, or a receiver of the Trustee or the Securities Administrator of its property is appointed, or any public officer takes charge or control of the Trustee or the Securities Administrator or of the property or affairs of either for the purpose of rehabilitation, conservation or liquidation, (v) a tax is imposed or threatened with respect to the Trust Fund by any state in which the Trustee or the Trust Fund held by the Trustee is located, or (vi) the continued use of the Trustee or the Securities Administrator would result in a downgrading of the rating by a Rating Agency of any Class of Certificates with a rating; then, in each such case, the Depositor shall remove the Trustee or the Securities Administrator, as applicable, and the Depositor shall appoint a successor trustee or successor securities administrator, as applicable, by written instrument, one copy of which instrument shall be delivered to the Trustee or Securities Administrator so removed, one copy to the successor trustee or successor securities administrator, as applicable, and one copy to the Master Servicer. If the same Person is acting as both the Securities Administrator and the Master Servicer, then the Depositor shall direct the Trustee to remove the Master Servicer in accordance with the provisions of Section 6.14, and the Trustee promptly upon such direction shall remove the Master Servicer in accordance therewith.

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(c)           The Holders of more than 50% of the Class Principal Amount (or Percentage Interest) of each Class of Certificates may at any time upon 30 days’ written notice to the Trustee or the Securities Administrator, as applicable, and to the Depositor remove the Trustee or the Securities Administrator, as applicable, by such written instrument, signed by such Holders or their attorney-in-fact duly authorized, one copy of which instrument shall be delivered to the Depositor, one copy to the Trustee or Securities Administrator, as applicable, and one copy to the Master Servicer. The Depositor shall thereupon appoint a successor trustee or successor securities administrator, as applicable, in accordance with this Section.

(d)           Any resignation or removal of the Trustee or the Securities Administrator, as applicable, and appointment of a successor trustee or successor securities administrator pursuant to any of the provisions of this Section shall only become effective upon acceptance of appointment by the successor trustee or the successor securities administrator, as applicable, as provided in Section 6.07.

Section 6.07         Successor Trustee and Successor Securities Administrator. 

(a)           Any successor trustee or successor securities administrator appointed as provided in Section 6.06 shall execute, acknowledge and deliver to the Depositor and to its predecessor trustee or predecessor securities administrator, as applicable, an instrument accepting such appointment hereunder, and thereupon the resignation or removal of the predecessor trustee or predecessor securities administrator, as applicable, shall become effective and such successor trustee or successor securities administrator, as applicable, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with like effect as if originally named as trustee or securities administrator, as applicable, herein.  The predecessor trustee shall deliver to the successor trustee (or assign to the Trustee its interest under the Custodial Agreement, to the extent permitted thereunder), all Trustee Mortgage Files and Trustee Credit Files and documents and statements related to each Trustee Mortgage File and Trustee Credit File held by it hereunder, the predecessor trustee shall duly assign, transfer, deliver and pay over to the successor trustee the entire Trust Fund, together with all necessary instruments of transfer and assignment or other documents properly executed necessary to effect such transfer and the predecessor trustee or the predecessor securities administrator, as applicable, shall deliver such of the records or copies thereof maintained by the predecessor trustee or predecessor securities administrator, as applicable, in the administration hereof as may be requested by the successor trustee and shall thereupon be discharged from all duties and responsibilities under this Agreement.  In addition, the Depositor and the predecessor trustee or predecessor securities administrator, as applicable, shall execute and deliver such other instruments and do such other things as may reasonably be required to more fully and certainly vest and confirm in the successor trustee or successor securities administrator, as applicable, all such rights, powers, duties and obligations. The predecessor securities administrator shall also deliver to the Depositor the Back-up Certificate with respect to the portion of the calendar year in which the predecessor securities administrator acted as Securities Administrator hereunder.

(b)           No successor trustee or successor securities administrator shall accept appointment as provided in this Section unless at the time of such appointment such successor trustee or successor securities administrator, as applicable, shall be eligible under the provisions of Section 6.05.

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(c)           Upon acceptance of appointment by a successor trustee or successor securities administrator, as applicable, as provided in this Section 6.07, the predecessor trustee or predecessor securities administrator, as applicable, shall mail notice of the succession of such trustee or securities administrator, as applicable, hereunder to all Holders of Certificates at their addresses as shown in the Certificate Register and to each Rating Agency through the Rule 17g-5 Information Provider.  The expenses of such mailing shall be borne by the the predecessor trustee or predecessor securities administrator, as applicable; provided, if such party has been removed without cause, such expenses will be borne by the Trust Fund.

Section 6.08         Merger or Consolidation of Trustee or Securities Administrator. 

Any Person into which the Trustee or Securities Administrator may be merged or with which it may be consolidated, or any Person resulting from any merger, conversion or consolidation to which the Trustee or Securities Administrator shall be a party, or any Persons succeeding to the corporate trust business of the Trustee or Securities Administrator, shall be the successor to the Trustee or Securities Administrator hereunder, without the execution or filing of any paper or any further act on the part of any of the parties hereto, anything herein to the contrary notwithstanding, provided that such Person shall be eligible under the applicable provisions of Section 6.05.

Section 6.09         Appointment of Co-Trustee, Separate Trustee or Custodian. 

(a)           Notwithstanding any other provisions hereof, at any time, the Trustee, the Depositor or the Certificateholders evidencing more than 50% of the Class Principal Amount (or Percentage Interest) of every Class of Certificates shall have the power from time to time to appoint one or more Persons, approved by the Trustee, to act either as co-trustees jointly with the Trustee, or as separate trustees, or as custodians, for the purpose of holding title to, foreclosing or otherwise taking action with respect to any Mortgage Loan outside the state where the Trustee has its principal place of business where such separate trustee or co-trustee is necessary or advisable (or the Trustee has been advised by the Master Servicer that such separate trustee or co-trustee is necessary or advisable) under the laws of any state in which a property securing a Mortgage Loan is located or for the purpose of otherwise conforming to any legal requirement, restriction or condition in any state in which a property securing a Mortgage Loan is located or in any state in which any portion of the Trust Fund is located.  The separate trustees, co-trustees, or custodians so appointed shall be trustees or custodians for the benefit of all the Certificateholders and shall have such powers, rights and remedies as shall be specified in the instrument of appointment; provided, however, that no such appointment shall, or shall be deemed to, constitute the appointee an agent of the Trustee.  The obligation of the Master Servicer to make Advances pursuant to Section 5.05 hereof shall not be affected or assigned by the appointment of a co-trustee.

(b)           Every separate trustee, co-trustee, and custodian shall, to the extent permitted by law, be appointed and act subject to the following provisions and conditions:

(i)           all powers, duties, obligations and rights conferred upon the Trustee in respect of the receipt, custody and payment of moneys shall be exercised solely by the Trustee;

(ii)           all other rights, powers, duties and obligations conferred or imposed upon the Trustee shall be conferred or imposed upon and exercised or performed by the Trustee and such separate trustee, co-trustee, or custodian jointly, except to the extent that under any law of any jurisdiction in which any particular act or acts are to be performed the Trustee shall be incompetent or unqualified to perform such act or acts, in which event such rights, powers, duties and obligations, including the holding of title to the Trust Fund or any portion thereof in any such jurisdiction, shall be exercised and performed by such separate trustee, co-trustee, or custodian;

(iii)           no trustee or custodian hereunder shall be personally liable by reason of any act or omission of any other trustee or custodian hereunder; and

(iv)           the Trustee may at any time, by an instrument in writing executed by it, with the concurrence of the Depositor, accept the resignation of or remove any separate trustee, co-trustee or custodian, so appointed by it or them, if such resignation or removal does not violate the other terms of this Agreement.

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(c)           Any notice, request or other writing given to the Trustee shall be deemed to have been given to each of the then separate trustees and co-trustees, as effectively as if given to each of them.  Every instrument appointing any separate trustee, co-trustee or custodian shall refer to this Agreement and the conditions of this Article VI.  Each separate trustee and co-trustee, upon its acceptance of the trusts conferred, shall be vested with the estates or property specified in its instrument of appointment, either jointly with the Trustee or separately, as may be provided therein, subject to all the provisions of this Agreement, specifically including every provision of this Agreement relating to the conduct of, affecting the liability of, or affording protection to, the Trustee.  Every such instrument shall be filed with the Trustee and a copy given to the Master Servicer.

(d)           Any separate trustee, co-trustee or custodian may, at any time, constitute the Trustee, its agent or attorney-in-fact with full power and authority, to the extent not prohibited by law, to do any lawful act under or in respect of this Agreement on its behalf and in its name.  If any separate trustee, co-trustee or custodian shall die, become incapable of acting, resign or be removed, all of its estates, properties, rights, remedies and trusts shall vest in and be exercised by the Trustee, to the extent permitted by law, without the appointment of a new or successor trustee.

(e)           No separate trustee, co-trustee or custodian hereunder shall be required to meet the terms of eligibility as a successor trustee under Section 6.05 hereunder and no notice to the Certificateholders of the appointment shall be required under Section 6.07 hereof.

(f)           The Trustee agrees to instruct the co-trustees, if any, to the extent necessary to fulfill the Trustee’s obligations hereunder.

(g)           The Trust Fund shall pay the reasonable compensation of the co-trustees (which compensation shall not reduce any compensation payable to the Trustee).

Section 6.10         Authenticating Agents. 

(a)           The Trustee may appoint one or more Authenticating Agents which shall be authorized to act on behalf of the Trustee in authenticating Certificates.  The Trustee hereby appoints the Securities Administrator as initial Authenticating Agent, and the Securities Administrator hereby accepts such appointment.  Wherever reference is made in this Agreement to the authentication of Certificates by the Trustee or the Trustee’s certificate of authentication, such reference shall be deemed to include authentication on behalf of the Trustee by an Authenticating Agent and a certificate of authentication executed on behalf of the Trustee by an Authenticating Agent.  Each Authenticating Agent must be a national banking association or a corporation organized and doing business under the laws of the United States of America or of any state, having a combined capital and surplus of at least $15,000,000, authorized under such laws to exercise corporate trust powers and subject to supervision or examination by federal or state authorities.

(b)           Any Person into which any Authenticating Agent may be merged or converted or with which it may be consolidated, or any Person resulting from any merger, conversion or consolidation to which any Authenticating Agent shall be a party, or any Person succeeding to the corporate agency business of any Authenticating Agent, shall continue to be the Authenticating Agent without the execution or filing of any paper or any further act on the part of the Trustee or the Authenticating Agent.

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(c)           Any Authenticating Agent may at any time resign by giving at least 30 days’ advance written notice of resignation to the Trustee and the Depositor.  The Trustee may at any time terminate the agency of any Authenticating Agent by giving written notice of termination to such Authenticating Agent and the Depositor.  Upon receiving a notice of resignation or upon such a termination, or in case at any time any Authenticating Agent shall cease to be eligible in accordance with the provisions of this Section 6.10, the Trustee may appoint a successor authenticating agent, shall give written notice of such appointment to the Depositor and shall mail notice of such appointment to all Holders of Certificates.  Any successor authenticating agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers, duties and responsibilities of its predecessor hereunder, with like effect as if originally named as Authenticating Agent.  No successor authenticating agent shall be appointed unless eligible under the provisions of this Section 6.10.  No Authenticating Agent shall have responsibility or liability for any action taken by it as such at the direction of the Trustee or in accordance with the provisions of this Agreement.

Section 6.11         Indemnification of the Trustee, the Securities Administrator and the Master Servicer. 

Subject to the limitations described in clause (C) of the definition of Available Distribution Amount, Christiana Trust, a division of Wilmington Savings Fund Society, FSB, both in its individual capacity and in its capacity as Trustee hereunder, and Wells Fargo Bank, N.A., both in its individual capacity and in its capacities as Securities Administrator, Certificate Registrar, Paying Agent, Authenticating Agent and Master Servicer hereunder, and each of their respective directors, officers, employees and agents shall be indemnified and held harmless by, and entitled to reimbursement from, the Trust Fund for any claim, loss, liability, damage, cost or expense, including without limitation any reasonable legal fees and expenses and any extraordinary or unanticipated expense, incurred or expended (without negligence or willful misconduct on its or their part) in connection with, (a) investigating, preparing for, defending itself or themselves against, or prosecuting for itself or themselves or for the sake of the Trust Fund any legal proceeding, whether pending or threatened, that is related directly or indirectly in any way to the Trust Fund, this Agreement, the Purchase Agreements, the Servicing Agreements, the Mortgage Loan Purchase and Sale Agreement, the Custodial Agreement, the Mortgage Loans or other assets of the Trust Fund, or the Certificates (including without limitation the initial offering, any secondary trading and any transfer and exchange of the Certificates), (b) the acceptance or administration of the trusts created hereunder, (c) the performance or exercise or the lack of performance or exercise of any or all of its or their powers, duties, rights, responsibilities, or privileges hereunder, including without limitation (i) complying with any new or updated laws or regulations directly related to the performance by the Trustee, the Securities Administrator, the Certificate Registrar, the Paying Agent, the Authenticating Agent or the Master Servicer as applicable, of its obligations under this Agreement and (ii) addressing any bankruptcy in any way related to or affecting this Agreement, the Purchase Agreements, the Servicing Agreements, the Custodial Agreement, the Mortgage Loan Purchase and Sale Agreement or any party to such agreements, including, as applicable, all costs incurred in connection with the use of default specialists within or outside Christiana Trust, a division of Wilmington Savings Fund Society, FSB (in the case of Christiana Trust, a division of Wilmington Savings Fund Society, FSB personnel, such costs to be calculated using standard market rates), in the case of the Trustee, or Wells Fargo Bank, N.A. (in the case of Wells Fargo Bank, N.A. personnel, such costs to be calculated using standard market rates), in the case of the Master Servicer and the Securities Administrator. As of the Startup Day, no such indemnifications or expense reimbursements are expected to be paid from the Trust Fund and it is intended that if such payments are ever made that they be characterized for purposes of the REMIC Provisions as "unanticipated expenses" within the meaning of Treasury Regulation Section 1.860G-1(b)(3)(ii).

In connection with any claim as to which indemnification is to be sought hereunder:

(i)          the Trustee, the Securities Administrator, the Certificate Registrar, the Paying Agent, the Authenticating Agent or the Master Servicer as applicable, shall give the Depositor written notice thereof promptly after the Trustee, the Securities Administrator, the Certificate Registrar, the Paying Agent, the Authenticating Agent or the Master Servicer as applicable, shall have knowledge thereof; provided that failure of the Trustee, the Securities Administrator, the Certificate Registrar, the Paying Agent, the Authenticating Agent or the Master Servicer, as applicable, to provide such written notice shall not relieve the Trust Fund of the obligation to indemnify the Trustee, the Securities Administrator, the Certificate Registrar, the Paying Agent, the Authenticating Agent or the Master Servicer as applicable, under this Section 6.11;

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(ii)           while maintaining control over its own defense, the Trustee, the Securities Administrator, the Certificate Registrar, the Paying Agent, the Authenticating Agent or the Master Servicer as applicable, shall cooperate and consult fully with the Depositor in preparing such defense; and

(iii)           notwithstanding anything to the contrary in this Section 6.11, the Trust Fund shall not be liable for settlement of any such claim by the Trustee, the Securities Administrator, the Certificate Registrar, the Paying Agent, the Authenticating Agent or the Master Servicer, as applicable, entered into without the prior consent of the Depositor, which consent shall not be unreasonably withheld.

The indemnification obligations set forth in this Section shall survive the discharge of this Agreement and the termination or resignation of the Trustee, the Securities Administrator, the Certificate Registrar, the Paying Agent, the Authenticating Agent or the Master Servicer, as applicable.

Section 6.12         Fees and Expenses of the Securities Administrator, the Certificate Registrar, the Paying Agent, Authenticating Agent, the Trustee and the Custodian. 

(a)          Compensation for the services of the Securities Administrator, the Certificate Registrar, the Paying Agent and the Authenticating Agent hereunder shall be paid from the Master Servicing Fee. The Securities Administrator shall be entitled to all disbursements and advancements incurred or made by the Securities Administrator in accordance with this Agreement (including fees and expenses of its counsel and all persons not regularly in its employment), except any such expenses arising from its negligence, bad faith or willful misconduct. Wells Fargo Bank, N.A. shall act as Securities Administrator for so long as it is Master Servicer under this Agreement.

(b)          As compensation for its services hereunder, the Trustee shall be entitled to receive the Trustee Fee, which shall be paid by the Master Servicer from the Distribution Account, as well as an initial acceptance fee of $3,500 to be paid by the Depositor. Each successor trustee hereby agrees to be bound by the terms of such arrangement. Any costs and expenses incurred by the Trustee shall be reimbursed in accordance with Section 6.11.

(c)          The Master Servicer shall pay, from the Master Servicing Fee, the fees and expenses of the Custodian as specified in the Custodial Agreement, and if the Custodial Agreement is terminated, the Master Servicer shall pay such fees and expenses of any successor custodian pursuant to a new custodial agreement to be entered into among the Depositor, the Seller, the Trustee, the successor custodian and the Master Servicer.

Section 6.13         Collection of Monies. 

Except as otherwise expressly provided in this Agreement, the Trustee and the Securities Administrator may demand payment or delivery of, and shall receive and collect, all money and other property payable to or receivable by it pursuant to this Agreement.  The Trustee or the Securities Administrator, as applicable, shall hold all such money and property received by it as part of the Trust Fund and shall distribute it as provided in this Agreement.

Section 6.14         Events of Default; Trustee to Act; Appointment of Successor. 

(a)          The occurrence of any one or more of the following events shall constitute an “Event of Default”:

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(i)          Any failure by the Master Servicer to furnish the Securities Administrator the Mortgage Loan data sufficient to prepare the reports described in Section 4.02 which continues unremedied for a period of one Business Day after the date upon which written notice of such failure shall have been given to the Master Servicer by the Trustee or the Securities Administrator or to the Master Servicer, the Securities Administrator and the Trustee by the Holders of not less than 25% of the Class Principal Amount (or Class Notional Amount) of each Class of Certificates affected thereby;

(ii)         Any failure on the part of the Master Servicer duly to observe or perform in any material respect any other of the covenants or agreements (other than those referred to in (vii) and (viii) below) on the part of the Master Servicer contained in this Agreement which continues unremedied for a period of 30 days after the date on which written notice of such failure, requiring the same to be remedied, shall have been given to the Master Servicer by the Trustee or the Securities Administrator, or to the Master Servicer, the Securities Administrator and the Trustee by the Holders of more than 50% of the Aggregate Voting Interests of the Certificates (or in the case of a breach of its obligation to provide an Item 1123 Certificate, an Assessment of Compliance or an Accountant’s Attestation pursuant to Sections 6.22, 6.23 and 6.24, immediately without a cure period);

(iii)        A decree or order of a court or agency or supervisory authority having jurisdiction for the appointment of a conservator or receiver or liquidator in any insolvency, readjustment of debt, marshalling of assets and liabilities or similar proceedings, or for the winding-up or liquidation of its affairs, shall have been entered against the Master Servicer, and such decree or order shall have remained in force undischarged or unstayed for a period of 60 days or a Rating Agency reduces or withdraws or threatens to reduce or withdraw the rating of the Certificates because of the financial condition or loan servicing capability of such Master Servicer;

(iv)        The Master Servicer shall consent to the appointment of a conservator or receiver or liquidator in any insolvency, readjustment of debt, marshalling of assets and liabilities, voluntary liquidation or similar proceedings of or relating to the Master Servicer or of or relating to all or substantially all of its property;

(v)         The Master Servicer shall admit in writing its inability to pay its debts generally as they become due, file a petition to take advantage of any applicable insolvency or reorganization statute, make an assignment for the benefit of its creditors or voluntarily suspend payment of its obligations;

(vi)        The Master Servicer shall be dissolved, or shall dispose of all or substantially all of its assets, or consolidate with or merge into another entity or shall permit another entity to consolidate or merge into it, such that the resulting entity does not meet the criteria for a successor servicer as specified in Section 9.05 hereof;

(vii)       If a representation or warranty set forth in Section 9.03 hereof shall prove to be incorrect as of the time made in any respect that materially and adversely affects the interests of the Certificateholders, and the circumstance or condition in respect of which such representation or warranty was incorrect shall not have been eliminated or cured within 30 days after the date on which written notice of such incorrect representation or warranty shall have been given to the Master Servicer by the Trustee or the Securities Administrator, or to the Master Servicer, the Securities Administrator and the Trustee by the Holders of more than 50% of the Aggregate Voting Interests of the Certificates;

(viii)      A sale or pledge of any of the rights of the Master Servicer hereunder or an assignment of this Agreement by the Master Servicer or a delegation of the rights or duties of the Master Servicer hereunder shall have occurred in any manner not otherwise permitted hereunder and without the prior written consent of the Trustee and Certificateholders holding more than 50% of the Aggregate Voting Interests of the Certificates;

(ix)         The purchase or holding of any Certificates by the Master Servicer or any master servicer transferee that is an insured depository institution (as such term is defined in the Federal Deposit Insurance Act) such that the Master Servicer or such master servicer transferee is required to consolidate any assets of the issuing entity on its financial statements under U.S. generally accepted accounting principles;

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(x)          Any failure of the Master Servicer to make any Advances when such Advances are due, which failure continues unremedied for a period of one Business Day.

If an Event of Default described in clauses (i) through (ix) of this Section shall occur, then, in each and every case, subject to applicable law, so long as any such Event of Default shall not have been remedied within any period of time as prescribed by this Section, the Trustee, by notice in writing to the Master Servicer may, and, if so directed in writing by Certificateholders evidencing either (i) more than 50% of the Class Principal Amount (or Class Notional Amount) of each Class of Certificates, or (ii) 50% of the aggregate Class Principal Amount of the Subordinate Certificates, or upon the occurrence of an Event of Default described in clause (x) of this Section, shall, terminate all of the rights and obligations of the Master Servicer hereunder and in and to the Mortgage Loans and the proceeds thereof; provided, however, that in the case of the preceding clause (ii), the Trustee shall provide written notice to all of the Certificateholders within two Business Days of receiving such direction and shall not terminate the Master Servicer if, within 30 days of sending such written notice, the Trustee has received contrary instructions from Certificateholders evidencing more than 50% of the Aggregate Voting Interests of the Certificateholders. On or after the receipt by the Master Servicer of such written notice, all authority and power of the Master Servicer, and only in its capacity as Master Servicer under this Agreement, whether with respect to the Mortgage Loans or otherwise, shall pass to and be vested in the Trustee; and the Trustee is hereby authorized and empowered to execute and deliver, on behalf of the defaulting Master Servicer as attorney-in-fact or otherwise, any and all documents and other instruments, and to do or accomplish all other acts or things necessary or appropriate to effect the purposes of such notice of termination, whether to complete the transfer and endorsement or assignment of the Mortgage Loans and related documents or otherwise. The defaulting Master Servicer agrees to cooperate with the Trustee and the Securities Administrator in effecting the termination of the defaulting Master Servicer’s responsibilities and rights hereunder as Master Servicer including, without limitation, notifying Servicers of the assignment of the master servicing function and providing the Trustee or its designee all documents and records in electronic or other form reasonably requested by it to enable the Trustee or its designee to assume the defaulting Master Servicer’s functions hereunder and the transfer to the Trustee for administration by it of all amounts which shall at the time be or should have been deposited by the defaulting Master Servicer in the Distribution Account and any other account or fund maintained with respect to the Certificates or thereafter received with respect to the Mortgage Loans. The Master Servicer being terminated pursuant to this Section 6.14 shall bear all costs of a master servicing transfer, including but not limited to those of the Trustee or Securities Administrator reasonably allocable to specific employees and overhead, legal fees and expenses, accounting and financial consulting fees and expenses, and costs of amending this Agreement, if necessary. If the same Person is acting as both the Securities Administrator and the Master Servicer, then the Trustee shall direct the Depositor to remove the Securities Administrator in accordance with the provisions of Section 6.06(b), and the Depositor promptly upon such direction shall remove the Securities Administrator in accordance therewith.

Notwithstanding the termination of its activities as Master Servicer, each terminated Master Servicer shall continue to be entitled to reimbursement under this Agreement to the extent such reimbursement relates to the period prior to such Master Servicer’s termination. The successor master servicer shall not be required to purchase or reimburse the terminated Master Servicer's Advance receivables. For the avoidance of doubt, to the extent that the terminated Master Servicer and a successor master servicer have each made Advances in respect of the same Mortgage Loan, recovered amounts shall be used to reimburse the terminated Master Servicer and a successor master servicer in the order in which such Advances were made.

When a Responsible Officer of the Trustee has actual knowledge of the occurrence of an Event of Default, the Trustee shall promptly notify the Securities Administrator and each Rating Agency through the Rule 17g-5 Information Provider of the nature and extent of such Event of Default. The Trustee or the Securities Administrator shall promptly give written notice to the Master Servicer upon the Master Servicer’s failure to fund Advances as required under this Agreement.

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(b)          On and after the time the Master Servicer receives a notice of termination from the Trustee pursuant to Section 6.14(a) or the Trustee receives the written resignation of the Master Servicer pursuant to Section 9.06, the Trustee, unless, in either case, another master servicer shall have been appointed by the Trustee, shall be the successor in all respects to the Master Servicer in its capacity as such under this Agreement and with respect to the transactions set forth or provided for herein and shall have all the rights and powers and be subject to all the responsibilities, duties and liabilities relating thereto and arising thereafter placed on the Master Servicer hereunder, including the obligation to make Advances in accordance with Section 5.04; provided, however, that any failure to perform such duties or responsibilities caused by the Master Servicer’s failure to provide information required by this Agreement shall not be considered a default by the Trustee hereunder. The Trustee shall have no responsibility for any act or omission of the Master Servicer other than any act or omission performed by the Trustee in its capacity as a successor master servicer. In addition, the Trustee shall have no liability relating to the representations and warranties of the Master Servicer set forth in Section 9.03. In the Trustee’s capacity as successor master servicer, the Trustee shall have the same limitations on liability herein granted to the Master Servicer. As compensation for acting as successor master servicer hereunder, the Trustee shall be entitled to receive all compensation payable to the Master Servicer under this Agreement, including the Master Servicing Fee, subject to Section 6.14(d).

(c)          Notwithstanding the above, the Trustee may, if it shall be unwilling to continue to so act, or shall, if it is unable to so act, petition a court of competent jurisdiction to appoint, or appoint on its own behalf any established housing and home finance institution servicer, master servicer, servicing or mortgage servicing institution having a net worth of not less than $15,000,000, which is a Fannie Mae or Freddie Mac-approved master servicer, and meeting such other standards for a successor master servicer as are set forth in this Agreement, as the successor to such Master Servicer in the assumption of all of the responsibilities, duties and liabilities of a master servicer, like the Master Servicer. Any entity designated by the Trustee as a successor master servicer may be an Affiliate of the Trustee; provided, however, that, unless such Affiliate meets the net worth requirements and other standards set forth herein for a successor master servicer, the Trustee, in its individual capacity, shall agree, at the time of such designation, to be and remain liable to the Trust Fund for such Affiliate’s actions and omissions in performing its duties hereunder.

The Trustee and such successor shall take such actions, consistent with this Agreement, as shall be necessary to effectuate any such succession and may make other arrangements with respect to the master servicing to be conducted hereunder which are not inconsistent herewith. The Master Servicer shall cooperate with the Trustee and any successor master servicer in effecting the termination of the Master Servicer’s responsibilities and rights hereunder including, without limitation, notifying Mortgagors of the assignment of the master servicing functions and providing the Trustee and successor master servicer, as applicable, all documents and records in electronic or other form reasonably requested by it to enable it to assume the Master Servicer’s functions hereunder and transferring to the Trustee or such successor master servicer, as applicable, all amounts which shall at the time be or which should have been deposited by the Master Servicer in the Distribution Account and any other account or fund maintained with respect to the Certificates or thereafter be received with respect to the Mortgage Loans. Neither the Trustee nor any other successor master servicer shall be deemed to be in default hereunder by reason of any failure to make, or any delay in making, any distribution hereunder or any portion thereof caused by (i) the failure of the predecessor master servicer to deliver, or any delay in delivering, cash, documents or records to it, (ii) the failure of the predecessor master servicer to cooperate as required by this Agreement, (iii) the failure of the predecessor master servicer to deliver the Mortgage Loan data to the Securities Administrator as required by this Agreement or (iv) restrictions imposed by any regulatory authority having jurisdiction over the predecessor master servicer. No successor master servicer (other than the Trustee, with respect to the failure of the Trustee to cooperate as set forth in subclause (ii) below) shall be deemed to be in default hereunder by reason of any failure to make, or any delay in making, any distribution hereunder or any portion thereof caused by (i) the failure of the Securities Administrator to deliver, or any delay in delivering cash, documents or records to it related to such distribution, or (ii) the failure of Trustee or the Securities Administrator to cooperate as required by this Agreement.

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Any successor master servicer shall execute and deliver to the Depositor, the Seller and the predecessor master servicer the certification required pursuant to the first sentence of Section 6.20(e).

(d)          In connection with such appointment and assumption of a successor master servicer, the Trustee may make such arrangements for the compensation of such successor out of payments on Mortgage Loans as it and such successor shall agree; provided, however, that no such compensation shall be in excess of that permitted to the Master Servicer hereunder. 

(e)          To the extent that the costs and expenses incurred by the Trustee in connection with any alleged or actual default by the Master Servicer, the termination of the Master Servicer, any appointment of a successor master servicer and/or any transfer and assumption of master servicing by the Trustee or any successor master servicer (including, without limitation, (i) all legal costs and expenses and all due diligence costs and expenses associated with the investigation of any alleged or actual default by the Master Servicer, the evaluation of the potential termination and/or the actual termination of the Master Servicer and the appointment of a successor master servicer and (ii) all Master Servicing Transfer Costs) are not fully and timely reimbursed by the terminated master servicer, then (a) the successor master servicer shall deduct such amounts from any amounts that it otherwise would have paid to the predecessor master servicer in reimbursement of outstanding Advances, and the successor master servicer shall reimburse itself and the Trustee for any unreimbursed costs and expenses, and (b) if the Trustee is not required to be reimbursed by the Master Servicer or if such costs and expenses are not satisfied pursuant to clause (a) within 90 days, then the Trustee and the successor master servicer shall be entitled to reimbursement of such costs and expenses from the Distribution Account, subject to the limitations described in clause (C) of the definition of Available Distribution Amount.

Section 6.15         Additional Remedies of Trustee Upon Event of Default. 

During the continuance of any Event of Default, so long as such Event of Default shall not have been remedied, the Trustee, in addition to the rights specified in Section 6.14, shall have the right, in its own name and as trustee of the Trust Fund, to take all actions now or hereafter existing at law, in equity or by statute to enforce its rights and remedies and to protect the interests, and enforce the rights and remedies, of the Certificateholders (including the institution and prosecution of all judicial, administrative and other proceedings and the filing of proofs of claim and debt in connection therewith). Except as otherwise expressly provided in this Agreement, no remedy provided for by this Agreement shall be exclusive of any other remedy, and each and every remedy shall be cumulative and in addition to any other remedy, and no delay or omission to exercise any right or remedy shall impair any such right or remedy or shall be deemed to be a waiver of any Event of Default. 

Section 6.16         Waiver of Defaults. 

More than 50% of the Aggregate Voting Interests of the Certificateholders may waive any event of default of a Servicer or a Servicing Administrator under the related Servicing Agreement or Event of Default by the Master Servicer in the performance of its obligations hereunder, except that a default in the making of any Advances or any required deposit to the Distribution Account that would result in a failure of the Paying Agent to make any required payment of principal of or interest on the Certificates may only be waived with the consent of 100% of the Certificateholders.  Upon any such waiver of a past default, such default shall cease to exist, and any event of default under a Servicing Agreement or Event of Default hereunder arising therefrom shall be deemed to have been remedied for every purpose of the related Servicing Agreement and/or this Agreement, as applicable.  No such waiver shall extend to any subsequent or other default or impair any right consequent thereon except to the extent expressly so waived. 

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Section 6.17         Notification to Holders. 

Upon termination of the Master Servicer or appointment of a successor to the Master Servicer, in each case as provided herein, the Trustee (i) so long as the Master Servicer and the Securities Administrator are not the same Person, shall promptly notify the Securities Administrator in writing, and (ii) shall promptly mail notice thereof by first class mail to the Certificateholders at their respective addresses appearing on the Certificate Register.  The Trustee shall also, within 45 days after the date when a Responsible Officer of the Trustee has actual knowledge of the occurrence of any Event of Default, give written notice thereof to the Securities Administrator and the Certificateholders, unless such Event of Default shall have been cured or waived prior to the issuance of such notice and within such 45-day period.

Section 6.18         Directions by Certificateholders and Duties of Trustee During Event of Default. 

Subject to the provisions of Sections 6.16 and 8.01 hereof, during the continuance of any Event of Default, Holders of Certificates evidencing not less than 25% of the Class Principal Amount (or Percentage Interest) of each Class of Certificates affected thereby may direct the time, method and place of conducting any proceeding for any remedy available to the Trustee, or exercising any trust or power conferred upon the Trustee, under this Agreement; provided, however, that the Trustee shall be under no obligation to pursue any such remedy, or to exercise any of the trusts or powers vested in it by this Agreement (including, without limitation, (i) the conducting or defending of any administrative action or litigation hereunder or in relation hereto and (ii) the terminating of the Master Servicer or any successor master servicer from its rights and duties as Master Servicer hereunder) at the request, order or direction of any of the Certificateholders, unless such Certificateholders shall have offered to the Trustee reasonable security or indemnity against the cost, expenses and liabilities which may be incurred therein or thereby; and, provided further, that, subject to the provisions of Section 8.01, the Trustee shall have the right to decline to follow any such direction if the Trustee, in accordance with an Opinion of Counsel, (a) determines that the action or proceeding so directed may not lawfully be taken or (b) in good faith determines that the action or proceeding so directed would involve it in personal liability for which it is not indemnified to its satisfaction or be unjustly prejudicial to the non-assenting Certificateholders. 

Section 6.19         Action Upon Certain Failures of the Master Servicer and Upon Event of Default.

In the event that a Responsible Officer of the Trustee shall have actual knowledge of any action or inaction of the Master Servicer that would become an Event of Default upon the Master Servicer’s failure to remedy the same after notice, the Trustee shall give prompt written notice thereof to the Master Servicer.

Section 6.20         Preparation of Tax Returns and Other Reports.

(a)           The Securities Administrator shall prepare or cause to be prepared on behalf of the Trust Fund, based upon information calculated in accordance with this Agreement pursuant to instructions given by the Depositor, and the Securities Administrator shall file federal tax returns, all in accordance with Article X hereof.  If the Securities Administrator is notified in writing that a state tax return or other return is required, then, at the sole expense of the Trust Fund, the Securities Administrator shall prepare and file such state income tax returns and such other returns as may be required by applicable law relating to the Trust Fund, and, if required by state law, and shall file any other documents to the extent required by applicable state tax law (to the extent such documents are in the Securities Administrator’s possession).  The Securities Administrator shall forward copies to the Depositor of all such returns and Form 1099 supplemental tax information and such other information within the control of the Securities Administrator as the Depositor may reasonably request in writing, and shall distribute to each Certificateholder such forms and furnish such information within the control of the Securities Administrator as are required by the Code and the REMIC Provisions to be furnished to them, and will prepare and distribute to Certificateholders Form 1099 (supplemental tax information) (or otherwise furnish information within the control of the Securities Administrator) to the extent required by applicable law. The Master Servicer will indemnify the Securities Administrator and the Trustee for any liability of or assessment against the Securities Administrator and the Trustee, as applicable, resulting from any error in any of such tax or information returns directly resulting from errors in the information provided by such Master Servicer.  

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(b)           The Securities Administrator shall prepare and file with the Internal Revenue Service (“IRS”), on behalf of the Trust Fund and each REMIC created hereunder, an application for an employer identification number on IRS Form SS-4 or by any other acceptable method.  The Securities Administrator shall also file a Form 8811 as required.  The Securities Administrator, upon receipt from the IRS of the Notice of Taxpayer Identification Number Assigned, shall upon request promptly forward a copy of such notice to the Depositor.  The Securities Administrator shall furnish any other information that is required by the Code and regulations thereunder to be made available to the Certificateholders.  The Master Servicer shall cause each Servicer to provide the Securities Administrator with such information as is necessary for the Securities Administrator to prepare such reports.

Section 6.21         Reporting to the Commission.

Each of Form 10-D and Form 10-K requires the registrant to indicate (by checking “yes” or “no”) that it “(1) has filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.”  The Depositor hereby represents to the Securities Administrator that the Depositor has filed all such required reports during the preceding 12 months and that it has been subject to such filing requirement for the past 90 days.  The Depositor shall notify the Securities Administrator in writing, no later than the fifth calendar day after the related Distribution Date with respect to the filing of a report on Form 10-D and no later than March 15^th with respect to the filing of a report on Form 10-K, if the answer to the questions should be “no.”  The Securities Administrator shall be entitled to rely on such representations in preparing and/or filing any such report.

(a)           Reports Filed on Form 10-D.

(i)           Within 15 days after each Distribution Date (subject to permitted extensions under the Exchange Act), the Securities Administrator shall prepare and file on behalf of the Trust Fund any Form 10-D required by the Exchange Act, in form and substance as required by the Exchange Act.  The Securities Administrator shall file each Form 10-D with a copy of the related Distribution Date Statement attached thereto.  Any disclosure in addition to the Distribution Date Statement that is required to be included on Form 10-D (“Additional Form 10-D Disclosure”) shall be reported by the parties set forth on Exhibit L hereto to the Depositor and the Securities Administrator and reviewed and approved or disapproved by the Depositor pursuant to the following paragraph and the Securities Administrator will have no duty or liability for any failure hereunder to determine or prepare any Additional Form 10-D Disclosure, except as set forth in the next paragraph.

(ii)           As set forth on Exhibit L hereto, within 5 calendar days after the related Distribution Date, (1) the parties set forth thereon shall be required to provide to the Securities Administrator (at cts.sec.notifications@wellsfargo.com, with a copy by facsimile to 410-715-2380) and the Depositor, to the extent known by a Responsible Officer thereof, in EDGAR-compatible form, or in such other form as otherwise agreed upon by the Securities Administrator and such party, the form and substance of any Additional Form 10-D Disclosure, if applicable together with an additional disclosure notification in the form of Exhibit I hereto (an “Additional Disclosure Notification”) and (2) the Depositor will approve, as to form and substance, or disapprove, as the case may be, the inclusion of the Additional Form 10-D Disclosure on Form 10-D.  The Depositor will be responsible for any reasonable fees and expenses assessed or incurred by the Securities Administrator in connection with including any Additional Form 10-D Disclosure on Form 10-D pursuant to this paragraph.

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(iii)           After preparing the Form 10-D, the Securities Administrator shall forward electronically a copy of the Form 10-D to the Depositor for review.  The Securities Administrator will provide a copy of the Form 10-D to the Depositor by the 11^th calendar day after the related Distribution Date. On the 12^th calendar day after the related Distribution Date, the Depositor will provide any changes or approval to the Securities Administrator (which may be furnished electronically).  In the absence of receipt of any written changes or approval, the Securities Administrator shall be entitled to assume that such Form 10-D is in final form and the Securities Administrator may proceed with the filing of the Form 10-D.  No later than the 13^th calendar day after the related Distribution Date, a duly authorized representative of the Depositor shall sign the Form 10-D and return an electronic or fax copy of such signed Form 10-D (with an original executed hard copy to follow by overnight mail) to the Securities Administrator.  If a Form 10-D cannot be filed on time or if a previously filed Form 10-D needs to be amended, the Securities Administrator will follow the procedures set forth in subsection (d)(ii) of this Section 6.21.  Promptly (but no later than 1 Business Day) after filing with the Commission, the Securities Administrator will make available on its internet website a final executed copy of each Form 10-D prepared and filed by the Securities Administrator.  Each party to this Agreement acknowledges that the performance by the Securities Administrator of its duties under this Section 6.21(a) related to the timely preparation and filing of Form 10-D is contingent upon such parties strictly observing all applicable deadlines in the performance of their duties.  The Securities Administrator shall not have any liability for any loss, expense, damage or claim arising out of or with respect to any failure to properly prepare, execute and/or timely file such Form 10-D, where such failure results from the Securities Administrator’s inability or failure to obtain or receive, on a timely basis, any information from any other party needed to prepare, arrange for execution or file such Form 10-D, not resulting from its own negligence, bad faith or willful misconduct.

(b)           Reports Filed on Form 10-K.

(i)           On or prior to the 90th day after the end of each fiscal year of the Trust Fund or such earlier date as may be required by the Exchange Act (the “10-K Filing Deadline”) (it being understood that the fiscal year for the Trust Fund ends on December 31^st of each year), commencing in March 2014, the Securities Administrator shall prepare and file on behalf of the Trust Fund any Form 10-K required by the Exchange Act, in form and substance as required by the Exchange Act.  Each such Form 10-K shall include the following items, in each case to the extent they have been delivered to the Securities Administrator within the applicable time frames set forth in this Agreement, the Custodial Agreement and the related Servicing Agreement, (1) the Item 1123 Certificate for each Servicer, each Additional Servicer, the Master Servicer, each Servicing Administrator and the Securities Administrator as described under Section 6.22, (2)(A) the Assessment of Compliance with servicing criteria for each Servicer, the Custodian, each Servicing Function Participant, the Master Servicer, each Servicing Administrator, the Securities Administrator and any Servicing Function Participant engaged by such parties (each, a “Reporting Servicer”), as described under Section 6.23 and the Custodial Agreement and (B) if any Reporting Servicer’s Assessment of Compliance identifies any material instance of noncompliance, disclosure identifying such instance of noncompliance, or if any Reporting Servicer’s Assessment of Compliance is not included as an exhibit to such Form 10-K, disclosure that such report is not included and an explanation why such report is not included, (3)(A) the Accountant’s Attestation for each Reporting Servicer, as described under Section 6.24 and (B) if any Accountant’s Attestation identifies any material instance of noncompliance, disclosure identifying such instance of noncompliance, or if any such Accountant’s Attestation is not included as an exhibit to such Form 10-K, disclosure that such report is not included and an explanation why such report is not included, and (4) the certification required under Rule 13a-14(d) and 15d-14(d) under the Exchange Act executed by the Depositor (provided, however, that the Securities Administrator, at its discretion, may omit from the Form 10-K any annual compliance statement, Assessment of Compliance or Accountant’s Attestation that is not required to be filed with such Form 10-K pursuant to Regulation AB). Any disclosure or information in addition to (1) through (4) above that is required to be included on Form 10-K (“Additional Form 10-K Disclosure”) shall be reported by the parties set forth on Exhibit M hereto to the Depositor and the Securities Administrator and reviewed and approved or disapproved by the Depositor pursuant to the following paragraph and the Securities Administrator will have no duty or liability for any failure hereunder to determine or prepare any Additional Form 10-K Disclosure, except as set forth in the next paragraph.

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(ii)           As set forth on Exhibit M hereto, no later than March 15 following each fiscal year that the Trust Fund is subject to the Exchange Act reporting requirements, commencing in March 2014, (1) the parties set forth on Exhibit M shall be required to provide to the Securities Administrator (at cts.sec.notifications@wellsfargo.com with a copy by facsimile to 410-715-2380) and the Depositor, to the extent known by a Responsible Officer thereof, a notice in the form of Exhibit I hereto, along with, in EDGAR-compatible form, or in such other form as otherwise agreed upon by the Securities Administrator and such party, the form and substance of any Additional Form 10-K Disclosure, if applicable, together with any applicable Additional Disclosure Notification and (2) the Depositor will approve, as to form and substance, or disapprove, as the case may be, the inclusion of the Additional Form 10-K Disclosure or information in the Additional Disclosure Notification on Form 10-K. The Depositor will be responsible for any reasonable fees and expenses assessed or incurred by the Securities Administrator in connection with including any Additional Form 10-K Disclosure or information from the Additional Disclosure Notification in Form 10-K pursuant to this paragraph.

(iii)           After preparing the Form 10-K, the Securities Administrator shall forward electronically a copy of the Form 10-K to the Depositor for review. Within three (3) business days of receipt, but in no event later than March 25, the Depositor shall notify the Securities Administrator in writing (which may be furnished electronically) of any changes to or approval of such Form 10-K.  In the absence of any written changes or approval, the Securities Administrator shall be entitled to assume that such Form 10-K is in final form.  No later than the close of business on the 4th Business Day prior to the 10-K Filing Deadline, a senior officer in charge of securitization of the Depositor shall sign the Form 10-K and related certifications required under the Exchange Act and return an electronic or fax copy of such documents (with an original executed hard copy to follow by overnight mail) to the Securities Administrator.  If a Form 10-K cannot be filed on time or if a previously filed Form 10-K needs to be amended, the Securities Administrator will follow the procedures set forth in Section 6.21(d).  Promptly (but no later than 1 Business Day) after filing with the Commission, the Securities Administrator will make available on its internet website a final executed copy of each Form 10-K prepared and filed by the Securities Administrator.  The parties to this Agreement acknowledge that the performance by the Securities Administrator of its duties under this Section 6.21(b) related to the timely preparation and filing of Form 10-K is contingent upon such parties (and the Custodian, the Servicers and any Additional Servicer or Servicing Function Participant) strictly observing all applicable deadlines in the performance of their duties.  The Securities Administrator shall not have any liability for any loss, expense, damage or claim arising out of or with respect to any failure to properly prepare and/or timely file such Form 10-K, where such failure results from the Securities Administrator’s inability or failure to obtain or receive, on a timely basis, any information from any other party needed to prepare, arrange for execution or file such Form 10-K, not resulting from its own negligence, bad faith or willful misconduct.

(c)           Reports Filed on Form 8-K.

(i)           Within four (4) Business Days after the occurrence of an event requiring disclosure on Form 8-K (each such event, a “Reportable Event”), and if requested by the Depositor, the Securities Administrator shall prepare and file on behalf of the Trust Fund any Form 8-K, as required by the Exchange Act, provided that the Depositor shall file the initial Form 8-K in connection with the issuance of the Certificates.  Any disclosure or information related to a Reportable Event or that is otherwise required to be included on Form 8-K (“Form 8-K Disclosure Information”) shall be reported by the parties set forth on Exhibit N hereto to the Depositor and the Securities Administrator and reviewed and approved or disapproved by the Depositor pursuant to the following paragraph and the Securities Administrator will have no duty or liability for any failure hereunder to determine or prepare any Form 8-K Disclosure Information or any Form 8-K, except as set forth in the next paragraph.

(ii)           As set forth on Exhibit N hereto, for so long as the Trust Fund is subject to the Exchange Act reporting requirements, no later than the end of business (New York City time) on the 2nd Business Day after the occurrence of a Reportable Event (1) the parties to this transaction shall be required to provide to the Securities Administrator (at cts.sec.notifications@wellsfargo.com with a copy by facsimile to 410-715-2380) and the Depositor, to the extent known by a Responsible Officer thereof, a notice in the form of Exhibit I attached hereto, along with, in EDGAR-compatible form, or in such other form as otherwise agreed upon by the Securities Administrator and such party, the form and substance of any Form 8-K Disclosure Information, if applicable, together with an Additional Disclosure Notification and (2) the Depositor will approve, as to form and substance, or disapprove, as the case may be, the inclusion of the Form 8-K Disclosure Information.  The Depositor will be responsible for any reasonable fees and expenses assessed or incurred by the Securities Administrator in connection with including any Form 8-K Disclosure Information on Form 8-K pursuant to this paragraph. The Securities Administrator has no duty under this Agreement to monitor or enforce the performance by the parties listed in Exhibit N of their duties under this paragraph and will not solicit from such parties any Form 8-K Disclosure Notification.

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(iii)           After preparing the Form 8-K, the Securities Administrator shall forward electronically a copy of the Form 8-K to the Depositor for review. Promptly, but no later than the close of business on the 3rd Business Day after the Reportable Event, the Depositor shall notify the Securities Administrator in writing (which may be furnished electronically) of any changes to or approval of such Form 8-K. In the absence of receipt of any written changes or approval, the Securities Administrator shall be entitled to assume that such Form 8-K is in final form and the Securities Administrator may proceed with the filing of the Form 8-K. No later than noon (New York City time) on the 4th Business Day after the Reportable Event, a duly authorized officer of the Depositor shall sign the Form 8-K and return an electronic or fax copy of such signed Form 8-K (with an original executed hard copy to follow by overnight mail) to the Securities Administrator. If a Form 8-K cannot be filed on time or if a previously filed Form 8-K needs to be amended, the Securities Administrator will follow the procedures set forth in Section 6.21(d). Promptly (but no later than 1 Business Day) after filing with the Commission, the Securities Administrator will make available on its internet website a final executed copy of each Form 8-K prepared and filed by the Securities Administrator. The parties to this Agreement acknowledge that the performance by the Securities Administrator of its duties under this Section 6.21(c) related to the timely preparation and filing of Form 8-K is contingent upon such parties strictly observing all applicable deadlines in the performance of their duties. The Securities Administrator shall not have any liability for any loss, expense, damage or claim arising out of or with respect to any failure to properly prepare and/or timely file such Form 8-K, where such failure results from the Securities Administrator’s inability or failure to obtain or receive, on a timely basis, any information from any other party hereto needed to prepare, arrange for execution or file such Form 8-K, not resulting from its own negligence, bad faith or willful misconduct.

(d)           Delisting; Amendments; Late Filings.

(i)           If the Depositor determines that the requirements for suspension of the Trust Fund’s Exchange Act reporting requirements set forth in Rule 15d-22(b) of the Exchange Act and any other applicable regulation are satisfied, it shall so notify the Securities Administrator. Following receipt of such notice, the Securities Administrator shall prepare and file a Form 15 Suspension Notification with respect to the Trust Fund under the Exchange Act (a “Form 15”).  Subsequent to the filing of a Form 15, if the Depositor determines that the Trust Fund has once again become subject to the Exchange Act reporting requirements, then it shall promptly notify the Securities Administrator, and the Securities Administrator shall recommence preparing and filing required Exchange Act reports. Prior to January 30 of the following calendar year, the Securities Administrator shall, if directed to do so by the Depositor, in accordance with industry standards, prepare and file a Form 15.

In connection with any direct offering of Certificates by the Depositor, in an offering registered with the Commission, subsequent to the filing of a Form 15 pursuant to the preceding paragraph: (1) the Depositor shall notify the Securities Administrator in writing not less than 10 days prior to the date on which such offering will be made; (2) the Depositor shall cause to be prepared and filed the initial current report on Form 8-K required to be filed in connection with such offering; (3) the Securities Administrator, as directed by the Depositor, shall file a report on Form 10-D for the Distribution Date following the month in which such offering occurs and, thereafter, any reports on forms 8-K, 10-K and 10-D in respect of the Trust Fund as and to the extent required under the Exchange Act, as set forth in this Section (other than the report referred to in clause (2) above); (4) the Depositor shall be responsible for notifying the other parties to the transaction of such offering and that the obligations of such parties to provide information in connection with the Depositor’s  Exchange Act reporting requirements have been reinstated; and (5) the Depositor shall be responsible for all reasonable fees and expenses incurred by the Securities Administrator in connection with such offering, including its review and approval of any offering document and any amendment to any transaction document made in connection with such offering.

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(ii)           In the event that the Securities Administrator is unable to timely file with the Commission all or any required portion of any Form 8-K, 10-D or 10-K required to be filed by this Agreement because required disclosure information was either not delivered to it or delivered to it after the delivery deadlines set forth in this Agreement or for any other reason, the Securities Administrator will promptly, but no later than within one Business Day, notify electronically the Depositor.  In the case of Form 10-D and 10-K, the parties to this Agreement will cooperate to prepare and file a Form 12b-25 and a 10-D/A or 10-K/A, as applicable, pursuant to Rule 12b-25 of the Exchange Act.  In the case of Form 8-K, the Securities Administrator will, upon receipt of all required Form 8-K Disclosure Information and upon the approval and direction of the Depositor, include such disclosure information on the next Form 10-D.  In the event that any previously filed Form 8-K, 10-D or 10-K needs to be amended to include additional disclosure in connection with any additional Form 10-D disclosure (other than for the purpose of restating any Distribution Date Statement), additional Form 10-K or Form 8-K disclosure information, the Securities Administrator will electronically notify the Depositor and the affected parties and the Securities Administrator shall prepare and file, and such parties will cooperate in the preparation and filing of any necessary Form 8-K/A, 10-D/A or 10-K/A.  Any Form 15, Form 12b-25 or any amendment to Form 8-K, 10-D or 10-K shall be signed by a senior officer in charge of securitization of the Depositor.  The parties to this Agreement acknowledge that the performance by the Securities Administrator of its duties under this Section 6.21(d) related to the timely preparation and filing of a Form 12b-25 or any amendment to Form 8-K, 10-D or 10-K is contingent upon each such party performing its duties under this Section.  The Securities Administrator shall have no liability for any loss, expense, damage or claim arising out of or with respect to any failure to properly prepare and/or timely file any such Form 15, Form 12b-25 or any amendments to Forms 8-K, 10-D or 10-K, where such failure results from the Securities Administrator’s inability or failure to obtain or receive, on a timely basis, any information from any other party needed to prepare, arrange for execution or file such Form 15, Form 12b-25 or any amendments to Forms 8-K, 10-D or 10-K, not resulting from its own negligence, bad faith or willful misconduct.

Notwithstanding anything to the contrary herein, the Securities Administrator shall not file any Form 8-K, Form 10-D or Form 10-K as to which it has received from the Depositor a notice to the effect that, upon review of the proposed filing, the Depositor does not approve of such filing.

(e)          Sarbanes-Oxley Certification Back-up.

In connection with the annual certification to be delivered by the Depositor pursuant to Rules 13a-14d and 15d-14(d) of the Exchange Act, each Servicer, pursuant to the applicable Servicing Agreement, the Master Servicer and the Securities Administrator shall provide, and each Servicer, pursuant to the applicable Servicing Agreement, the Master Servicer and the Securities Administrator shall cause any Servicing Function Participant engaged by it to provide, to the Depositor, by March 15 following each year in which the Trust Fund is subject to the reporting requirements of the Exchange Act and otherwise within a reasonable period of time upon request, a certification (each, a “Back-Up Certificate”), in the form attached hereto as Exhibit J (or in such other form attached to the applicable Servicing Agreement), upon which the Depositor and its officers, directors and Affiliates can reasonably rely. In the event that a Servicer, the Master Servicer, the Securities Administrator or any Servicing Function Participant engaged by any such party is terminated or resigns pursuant to the terms of this Agreement, the applicable Servicing Agreement or any applicable sub-servicing agreement, as the case may be, such party shall provide a Back-Up Certificate to the Depositor pursuant to this Section 6.21(e) with respect to the period of time it was subject to this Agreement, the applicable Servicing Agreement or any applicable sub-servicing agreement, as the case may be.

The Master Servicer shall enforce any obligation of the Servicers, to the extent set forth in the related Servicing Agreement, to deliver to the Master Servicer the Back-Up Certificate as may be required pursuant to the related Servicing Agreement.

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Section 6.22         Annual Statements of Compliance.

(a)          The Master Servicer, the Securities Administrator, each Servicing Administrator and each Servicer shall deliver or otherwise make available (and the Master Servicer, the Securities Administrator, each Servicing Administrator and each Servicer shall cause any Additional Servicer engaged by it to deliver or otherwise make available) to the Depositor, the Trustee and the Securities Administrator on or before March 1 of each year, commencing in March 2014, an Officer’s Certificate (an “Item 1123 Certificate”) stating, as to the signer thereof, that (A) a review of such party’s activities during the preceding calendar year or portion thereof and of such party’s performance under this Agreement, or such other applicable agreement in the case of an Additional Servicer, has been made under such officer’s supervision and (B) to the best of such officer’s knowledge, based on such review, such party has fulfilled all its obligations under this Agreement, the Servicing Agreement or such other applicable agreement in the case of an Additional Servicer, in all material respects throughout such year or portion thereof, or, if there has been a failure to fulfill any such obligation in any material respect, specifying each such failure known to such officer and the nature and status thereof. Promptly after receipt of each such Item 1123 Certificate, the Depositor shall review such Item 1123 Certificate and, if applicable, consult with each such party, as applicable, as to the nature of any failures by such party, in the fulfillment of any of such party’s obligations hereunder or, in the case of an Additional Servicer, under such other applicable agreement.

(b)          In the event the Master Servicer, the Securities Administrator or any Additional Servicer engaged by any such party is terminated or resigns pursuant to the terms of this Agreement, or any applicable agreement in the case of an Additional Servicer, as the case may be, such party shall provide an Item 1123 Certificate pursuant to this Section 6.22 or as required under such other applicable agreement, as the case may be, notwithstanding any such termination, assignment or resignation.

(c)          The Master Servicer shall enforce any obligation of any Servicer and each Servicing Administrator, to the extent set forth in the related Servicing Agreement, to deliver to the Depositor an Item 1123 Certificate.

Section 6.23         Annual Assessments of Compliance.

(a)         On or before March 1 of each calendar year, commencing in March 2014, the Master Servicer, each Servicing Administrator, the Securities Administrator, the Custodian and each Servicer, each at its own expense, shall furnish or otherwise make available, and each such party shall cause any Servicing Function Participant engaged by it to furnish or otherwise make available, each at its own expense, to the Securities Administrator, the Trustee and the Depositor, a report on an assessment of compliance with the Relevant Servicing Criteria (an “Assessment of Compliance”) that contains (A) a statement by such party of its responsibility for assessing compliance with the Relevant Servicing Criteria, (B) a statement that such party used the Relevant Servicing Criteria to assess compliance with the Relevant Servicing Criteria, (C) such party’s Assessment of Compliance with the Relevant Servicing Criteria as of and for the fiscal year covered by the Form 10-K required to be filed pursuant to Section 6.21(b), including, if there has been any material instance of noncompliance with the Relevant Servicing Criteria, a discussion of each such failure and the nature and status thereof, and (D) a statement that a registered public accounting firm has issued an Accountant’s Attestation on such party’s Assessment of Compliance with the Relevant Servicing Criteria as of and for such period.

(b)          No later than the end of each fiscal year for the Trust Fund for which a 10-K is required to be filed, each Servicer, each Servicing Administrator and the Master Servicer shall each forward to the Securities Administrator the name of each Servicing Function Participant engaged by it and what Relevant Servicing Criteria will be addressed in the Assessment of Compliance prepared by such Servicing Function Participant (provided, however, that the Master Servicer need not provide such information to the Securities Administrator so long as the Master Servicer and the Securities Administrator are the same Person). When the Master Servicer, each Servicer and each Servicing Administrator (or any Servicing Function Participant engaged by them) submit their Assessments of Compliance to the Securities Administrator, such parties will also at such time include the Assessments of Compliance (and Accountant’s Attestation), pursuant to Sections 6.23 and 6.24, of each Servicing Function Participant engaged by it.

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(c)          Promptly after receipt of each Assessment of Compliance, (i) the Depositor shall review each such report and, if applicable, consult with the Master Servicer, a Servicing Administrator, the Securities Administrator, a Servicer, the Custodian and any Servicing Function Participant engaged by such parties as to the nature of any material instance of noncompliance with the Relevant Servicing Criteria by each such party, and (ii) the Securities Administrator shall confirm that the Assessments of Compliance, taken individually, address the Relevant Servicing Criteria for each party as set forth on Exhibit K or the applicable exhibit to each Servicing Agreement in respect of each Servicer and each Servicing Administrator and notify the Depositor of any exceptions.  

(d)          In the event the Master Servicer, the Securities Administrator or any Servicing Function Participant engaged by any such party is terminated, assigns its rights and obligations under or resigns pursuant to, the terms of this Agreement, or any other applicable agreement, as the case may be, such party shall provide an Assessment of Compliance pursuant to this Section 6.23, or to such other applicable agreement, notwithstanding any termination, assignment or resignation.

(e)          The Master Servicer shall enforce any obligation of the Servicers, the Servicing Administrators and the Custodian, to the extent set forth in the related Servicing Agreement or the Custodial Agreement, as applicable, to deliver to the Master Servicer an Assessment of Compliance within the time frame set forth in, and in such form and substance as may be required pursuant to, the related Servicing Agreement or the Custodial Agreement, as applicable.  The Master Servicer shall include all Assessments of Compliance received by it from the Servicers, the Servicing Administrators and the Custodian with its own Assessment of Compliance to be submitted to the Securities Administrator pursuant to this Section.

(f)          The obligations of each party to provide assessments of compliance and attestations under this Section 6.23 and Section 6.24 shall terminate upon the filing of a Form 15 suspension notice on behalf of the Trust Fund, but shall become effective after such a filing if the Trust Fund is required to continue to file reports under the Exchange Act as contemplated in Section 6.21(d)(i).

Section 6.24         Accountant’s Attestation.

(a)          On or before March 1 of each calendar year, commencing in 2014, the Master Servicer, each Servicing Administrator, the Securities Administrator, the Custodian and each Servicer, each at its own expense, shall cause, and each such party shall cause any Servicing Function Participant engaged by it to cause, each at its own expense, a registered public accounting firm (which may also render other services to the Master Servicer, a Servicing Administrator, the Securities Administrator, a Servicer or such other Servicing Function Participants, as the case may be) and that is a member of the American Institute of Certified Public Accountants to furnish a report (the “Accountant’s Attestation”) to the Securities Administrator and to the Depositor, to the effect that (i) it has obtained a representation regarding certain matters from the management of such party, which includes an assertion that such party has complied with the Relevant Servicing Criteria, and (ii) on the basis of an examination conducted by such firm in accordance with standards for attestation engagements issued or adopted by the PCAOB, it is expressing an opinion as to whether such party’s compliance with the Relevant Servicing Criteria was fairly stated in all material respects, or it cannot express an overall opinion regarding such party’s Assessment of Compliance with the Relevant Servicing Criteria.  In the event that an overall opinion cannot be expressed, such registered public accounting firm shall state in such report why it was unable to express such an opinion.  Such report must be available for general use and not contain restricted use language.

(b)          Promptly after receipt of each Accountant’s Attestation from the Master Servicer, each Servicer, each Servicing Administrator, the Securities Administrator, the Custodian or any Servicing Function Participant engaged by such parties, (i) the Depositor shall review such reports and, if applicable, consult with such parties as to the nature of any defaults by such parties, in the fulfillment of any of each such party’s obligations hereunder or under any other applicable agreement, and (ii) the Securities Administrator shall confirm that each Assessment of Compliance is coupled with an Accountant’s Attestation meeting the requirements of this Section and notify the Depositor of any exceptions.

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(c)          The Master Servicer shall include each Accountant’s Attestation furnished to it by the Servicers, the Servicing Administrators and the Custodian with its own Accountant’s Attestation to be submitted to the Securities Administrator pursuant to this Section.

(d)          In the event the Master Servicer, a Servicing Administrator, the Securities Administrator, the Custodian, any Servicer or any Servicing Function Participant engaged by any such party, is terminated, assigns its rights and duties under, or resigns pursuant to the terms of, this Agreement, the Custody Agreement or a Servicing Agreement, as the case may be, such party shall at its own expense cause a registered public accounting firm to provide an Accountant’s Attestation pursuant to this Section 6.24, or other applicable agreement, notwithstanding any such termination, assignment or resignation.

(e)          The Master Servicer shall enforce any obligation of the Servicers, the Servicing Administrators and the Custodian, to the extent set forth in the related Servicing Agreement and the Custodial Agreement, as applicable, to deliver to the Master Servicer an Assessment of Compliance within the timeframe set forth in, and in such form and substance as may be required pursuant to, the related Servicing Agreement or the Custodial Agreement, as applicable.  

Section 6.25         Intention of the Parties and Interpretation; Indemnification.

Each of the parties acknowledges and agrees that the purpose of Sections 6.21, 6.22, 6.23 and 6.24 of this Agreement is to facilitate compliance by the Depositor with the provisions of Regulation AB promulgated by the Commission under the Exchange Act (17 C.F.R. §§ 229.1100 - 229.1123), as such may be amended from time to time and subject to such clarification and interpretive advice as may be issued by the staff of the Commission from time to time.  Therefore, each of the parties agrees that (a) the obligations of the parties hereunder shall be interpreted in such a manner as to accomplish that purpose, (b) the parties’ obligations hereunder will be supplemented and modified as necessary to be consistent with any such amendments, interpretive advice or guidance, convention or consensus among active participants in the asset-backed securities markets, advice of counsel, or otherwise in respect of the requirements of Regulation AB, (c) each party shall comply with the reasonable requests made by the Depositor for delivery of such additional or different information as the Depositor may determine in good faith is necessary to comply with the provisions of Regulation AB, which information is available to such party without unreasonable effort or expense and within such timeframe as may be reasonably requested, and (d) no amendment of this Agreement shall be required to effect any such changes in the parties’ obligations as are necessary to accommodate evolving interpretations of the provisions of Regulation AB.

Each of the Master Servicer, the Securities Administrator, the Custodian and any Servicing Function Participant engaged by any such party shall indemnify and hold harmless the Depositor and its Affiliates and each of their directors, officers, employees, agents, and affiliates from and against any and all claims, losses, damages, penalties, fines, forfeitures, reasonable legal fees and related costs, judgments and other costs and expenses arising out of or based upon (a) any breach by such party of any of its obligations hereunder, including particularly its obligations to provide any Statement of Compliance, Assessment of Compliance or Accountant’s Attestation required under Sections 6.22, 6.23 and 6.24, respectively, or any information, data or materials required to be included in any Exchange Act report or (b) any material misstatement or material omission in any Statement of Compliance, Assessment of Compliance, Accountant’s Attestation delivered by it or by any Servicing Function Participation engaged by it pursuant to this Agreement or any Additional Form 10-D Disclosure, Additional Form 10-K Disclosure or Form 8-K Disclosure concerning such party.  If the indemnification provided for herein is unavailable or insufficient to hold harmless the Depositor or its Affiliates, as the case may be, then each such party agrees that it shall contribute to the amount paid or payable by the Depositor and its Affiliates, as applicable, as a result of any claims, losses, damages or liabilities incurred by such party, in such proportion as is appropriate to reflect the relative fault of the indemnified party on the one hand and the indemnifying party on the other.  This indemnification shall survive the termination of this Agreement or the termination of any party to this Agreement.

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ARTICLE VII

PURCHASE OF MORTGAGE LOANS AND TERMINATION OF THE TRUST FUND

Section 7.01         Purchase of Mortgage Loans; Termination of Trust Fund Upon Purchase or Liquidation of All Mortgage Loans.

(a)          The respective obligations and responsibilities of the Trustee, the Securities Administrator and the Master Servicer created hereby (other than the obligation of the Securities Administrator to make payments to the Certificateholders as set forth in Section 7.02), shall terminate on the earliest of (i) the final payment or other liquidation of the last Mortgage Loan remaining in the Trust Fund and the disposition of all REO Property, (ii) the distribution of proceeds in connection with the exercise of the Clean-up Call and (iii) the Distribution Date immediately following the Latest Possible Maturity Date; provided, however, that in no event shall the Trust Fund created hereby continue beyond the expiration of 21 years from the death of the last survivor of the descendants of Joseph P. Kennedy, the late Ambassador of the United States to the Court of St. James’s, living on the date hereof.  Any termination of the Trust Fund shall be carried out in such a manner so that the termination of each REMIC included therein shall qualify as a “qualified liquidation” under the REMIC Provisions.

(b)          In connection with an exercise of the Clean-up Call, the Trustee, at the direction of the Securities Administrator, shall cause each REMIC to adopt a plan of complete liquidation by complying with the provisions of Section 7.03. 

(c)          The Depositor, the Master Servicer, each Servicer, each Servicing Administrator, the Securities Administrator, the Trustee and the Custodian shall be paid or reimbursed from the Clean-up Call Price for any Advances, Servicing Advances, accrued and unpaid Servicing Fees (including, in the case of Mortgage Loans serviced by Cenlar FSB, any accrued and unpaid Servicing Administrator Fees allocable therefrom), Master Servicing Fees and Trustee Fees or other amounts with respect to the related Mortgage Loans that are payable or reimbursable to such parties under this Agreement, the related Servicing Agreement or the Custodial Agreement prior to distributions to any Certificateholder.

(d)          On any date on which the Aggregate Stated Principal Balance is less than ten percent (10%) of the Aggregate Stated Principal Balance as of the Cut-off Date, the Master Servicer may terminate the Trust Fund by purchasing all of the Mortgage Loans and all property acquired in respect of any Mortgage Loan for the Clean-up Call Price. The Master Servicer shall provide to the Securities Administrator not less than thirty (30) days prior written notice of its intent to exercise its purchase and termination right under this Section 7.01(d) and comply with the requirements of this Article VII to effect a “qualified liquidation” under the REMIC Provisions. The Depositor, the Securities Administrator and the Trustee hereby consent to any such exercise.

Section 7.02         Procedure Upon Redemption and Termination of Trust Fund. 

(a)           If on any Determination Date the Master Servicer determines that there are no outstanding Mortgage Loans, and no other funds or assets in the Trust Fund other than the funds in the Distribution Account, the Master Servicer shall direct the Securities Administrator promptly to send a final distribution notice to each Certificateholder.  Such notice shall specify (A) the Distribution Date upon which final distribution on the Certificates of all amounts required to be distributed to Certificateholders pursuant to Section 5.02 will be made upon presentation and surrender of the Certificates at the Certificate Registrar’s Corporate Trust Office, and (B) that the Record Date otherwise applicable to such Distribution Date is not applicable, distribution being made only upon presentation and surrender of the Certificates at the office or agency of the Certificate Registrar therein specified.  The Securities Administrator shall give such notice to the Trustee, the Master Servicer and the Certificate Registrar at the time such notice is given to Holders of the Certificates.  Upon any such termination, the duties of the Certificate Registrar with respect to the Certificates shall terminate.

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Upon termination of the Trust Fund, the Securities Administrator shall terminate, or request the Master Servicer to terminate, the Distribution Account and any other account or fund maintained with respect to the Certificates, subject to the Securities Administrator’s obligation hereunder to hold all amounts payable to Certificateholders in trust without interest pending such payment.

(b)           In the event that all of the Holders do not surrender their Certificates for cancellation within three months after the time specified in the termination notice, the Securities Administrator shall give a second written notice to the remaining Certificateholders to surrender their Certificates for cancellation and receive the final distribution with respect thereto.  If within one year after the second notice any Certificates shall not have been surrendered for cancellation, the Securities Administrator may take appropriate steps to contact the remaining Certificateholders concerning surrender of such Certificates, and the cost thereof shall be paid out of the amounts distributable to such Holders.  If within two years after the second notice any Certificates shall not have been surrendered for cancellation, the Securities Administrator shall, subject to applicable state law relating to escheatment, hold all amounts distributable to such Holders for the benefit of such Holders.  No interest shall accrue on any amount held by the Securities Administrator and not distributed to a Certificateholder due to such Certificateholder’s failure to surrender its Certificate(s) for payment of the final distribution thereon in accordance with this Section.

(c)           Any reasonable expenses incurred by the Securities Administrator or the Trustee in connection with any redemption or termination or liquidation of the Trust Fund shall be reimbursed from proceeds received from the liquidation of the Trust Fund.

Section 7.03         Additional Trust Fund Termination Requirements. 

(a)           Any termination of the Trust Fund in connection with the Clean-up Call or involving any other sale of assets of the Trust Fund prior to the final payment or other liquidation of the last Mortgage Loan remaining in the Trust Fund shall be effected in accordance with the following additional requirements, unless the Securities Administrator and the Trustee receive an Opinion of Counsel (at the expense of the party exercising any right of termination), addressed to the Securities Administrator and the Trustee to the effect that the failure of the Trust Fund to comply with the requirements of this Section 7.03 will not result in an Adverse REMIC Event:

(i)           Within 89 days prior to the time of the making of the final payment on the Certificates, upon notification that a party intends to exercise its option to cause the termination of the Trust Fund, the Trustee, at the direction of the Securities Administrator, shall adopt a plan of complete liquidation of the Trust Fund on behalf of each REMIC, meeting the requirements of a qualified liquidation under the REMIC Provisions, in the form prepared and provided by the party exercising its termination right in connection with a Clean-up Call or by the Depositor in connection with any other termination of the Trust Fund;

(ii)           Any sale of the Mortgage Loans upon the exercise of a Clean-up Call shall be a sale for cash and shall occur at or after the time of adoption of such a plan of complete liquidation and prior to the time of making of the final payment on or credit to the Certificates, and upon the closing of such a sale, the Trustee shall deliver or cause the Custodian to deliver the Mortgage Loans to the purchaser thereof as instructed by the party exercising the Clean-up Call;

(iii)           On the date specified for final payment of the Certificates, the Securities Administrator shall make final distributions of principal and interest on the Certificates in accordance with Section 5.02 and, after payment of, or provision for payment of any outstanding expenses, distribute or credit, or cause to be distributed or credited, to the Holders of the Residual Certificates all cash on hand after such final payment (other than cash retained to meet claims), and the Trust Fund (and each REMIC) shall terminate at that time; and

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(iv)           In no event may the final payment on or credit to the Certificates or the final distribution or credit to the Holders of the Residual Certificates be made after the 89th day from the date on which the plan of complete liquidation is adopted.

(b)           By its acceptance of a Residual Certificate, each Holder thereof hereby agrees to accept the plan of complete liquidation adopted by the Trustee at the direction of the Securities Administrator under this Section and to take such other action in connection therewith as may be reasonably requested by the Securities Administrator or any Servicer.

ARTICLE VIII

RIGHTS OF CERTIFICATEHOLDERS

Section 8.01         Limitation on Rights of Holders. 

(a)           The death or incapacity of any Certificateholder shall not operate to terminate this Agreement or the Trust Fund, nor entitle such Certificateholder’s legal representatives or heirs to claim an accounting or take any action or proceeding in any court for a partition or winding up of this Trust Fund, nor otherwise affect the rights, obligations and liabilities of the parties hereto or any of them.  Except as otherwise expressly provided herein, no Certificateholder, solely by virtue of its status as a Certificateholder, shall have any right to vote or in any manner otherwise control the Trustee, the Master Servicer or the operation and management of the Trust Fund, or the obligations of the parties hereto, nor shall anything herein set forth, or contained in the terms of the Certificates, be construed so as to constitute the Certificateholders from time to time as partners or members of an association, nor shall any Certificateholder be under any liability to any third person by reason of any action taken by the parties to this Agreement pursuant to any provision hereof.

(b)           No Certificateholder, solely by virtue of its status as Certificateholder, shall have any right by virtue of or by availing itself of any provision of this Agreement to institute any suit, action or proceeding in equity or at law upon or under or with respect to this Agreement, unless such Holder previously shall have given to the Trustee a written notice of an Event of Default and of the continuance thereof, as hereinbefore provided, and unless, except as otherwise specified herein, the Holders of Certificates evidencing not less than 25% of the Class Principal Amount or Class Notional Amount (or Percentage Interest) of Certificates of each Class affected thereby shall have made written request upon the Trustee to institute such action, suit or proceeding in its own name as Trustee hereunder and shall have offered to the Trustee such reasonable indemnity as it may require against the cost, expenses and liabilities to be incurred therein or thereby, and the Trustee, for sixty days after its receipt of such notice, request and offer of indemnity, shall have neglected or refused to institute any such action, suit or proceeding and no direction inconsistent with such written request has been given such Trustee during such sixty-day period by such Certificateholders; it being understood and intended, and being expressly covenanted by each Certificateholder with every other Certificateholder, the Securities Administrator and the Trustee, that no one or more Holders of Certificates shall have any right in any manner whatever by virtue of or by availing itself of any provision of this Agreement to affect, disturb or prejudice the rights of the Holders of any other of such Certificates, or to obtain or seek to obtain priority over or preference to any other such Holder, or to enforce any right under this Agreement, except in the manner herein provided and for the benefit of all Certificateholders.  For the protection and enforcement of the provisions of this Section, each and every Certificateholder and the Trustee shall be entitled to such relief as can be given either at law or in equity.

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Section 8.02         Access to List of Holders. 

(a)           If the Trustee is not acting as Certificate Registrar, the Certificate Registrar will furnish or cause to be furnished to the Trustee, within fifteen days after receipt by the Certificate Registrar of a request by the Trustee in writing, a list, in such form as the Trustee may reasonably require, of the names and addresses of the Certificateholders of each Class as of the most recent Record Date.

(b)           If three or more Holders or Certificate Owners (hereinafter referred to as “Applicants”) apply in writing to the Certificate Registrar, and such application states that the Applicants desire to communicate with other Holders with respect to their rights under this Agreement or under the Certificates and is accompanied by a copy of the communication which such Applicants propose to transmit, then the Certificate Registrar shall, within five Business Days after the receipt of such application, afford such Applicants reasonable access during the normal business hours of the Certificate Registrar to the most recent list of Certificateholders held by the Certificate Registrar or shall, as an alternative, send, at the Applicants’ expense, the written communication proffered by the Applicants to all Certificateholders at their addresses as they appear in the Certificate Register.

(c)           Every Holder or Certificate Owner, if the Holder is a Clearing Agency, by receiving and holding a Certificate, agrees with the Depositor, the Master Servicer, the Securities Administrator, the Certificate Registrar and the Trustee that neither the Depositor, Master Servicer, the Securities Administrator, the Certificate Registrar nor the Trustee shall be held accountable by reason of the disclosure of any such information as to the names and addresses of the Certificateholders hereunder, regardless of the source from which such information was derived.

Section 8.03         Acts of Holders of Certificates. 

(a)           Any request, demand, authorization, direction, notice, consent, waiver or other action provided by this Agreement to be given or taken by Holders or Certificate Owners, if the Holder is a Clearing Agency, may be embodied in and evidenced by one or more instruments of substantially similar tenor signed by such Holders in person or by an agent duly appointed in writing; and, except as herein otherwise expressly provided, such action shall become effective when such instrument or instruments are delivered to the Trustee and the Securities Administrator and, where expressly required herein, to the Master Servicer.  Such instrument or instruments (as the action embodies therein and evidenced thereby) are herein sometimes referred to as an “Act” of the Holders signing such instrument or instruments.  Proof of execution of any such instrument or of a writing appointing any such agents shall be sufficient for any purpose of this Agreement and conclusive in favor of the Trustee, the Securities Administrator and the Master Servicer, if made in the manner provided in this Section.  Each of the Trustee, the Securities Administrator and the Master Servicer shall promptly notify the others of receipt of any such instrument by it, and shall promptly forward a copy of such instrument to the others.

(b)           The fact and date of the execution by any Person of any such instrument or writing may be proved by the affidavit of a witness of such execution or by the certificate of any notary public or other officer authorized by law to take acknowledgments or deeds, certifying that the individual signing such instrument or writing acknowledged to him the execution thereof.  Whenever such execution is by an officer of a corporation or a member of a partnership on behalf of such corporation or partnership, such certificate or affidavit shall also constitute sufficient proof of his authority.  The fact and date of the execution of any such instrument or writing, or the authority of the individual executing the same, may also be proved in any other manner which the Trustee or the Securities Administrator deems sufficient.

(c)           The ownership of Certificates (whether or not such Certificates shall be overdue and notwithstanding any notation of ownership or other writing thereon made by anyone other than the Trustee) shall be proved by the Certificate Register, and none of the Trustee, the Securities Administrator, the Master Servicer or the Depositor shall be affected by any notice to the contrary.

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(d)           Any request, demand, authorization, direction, notice, consent, waiver or other action by the Holder of any Certificate shall bind every future Holder of the same Certificate and the Holder of every Certificate issued upon the registration of transfer thereof or in exchange therefor or in lieu thereof, in respect of anything done, omitted or suffered to be done by the Trustee, the Securities Administrator or the Master Servicer in reliance thereon, whether or not notation of such action is made upon such Certificate.

ARTICLE IX

ADMINISTRATION AND SERVICING OF MORTGAGE LOANS BY THE MASTER SERVICER

Section 9.01         Duties of the Master Servicer; Enforcement of Servicer’s and Master Servicer’s Obligations.

(a)          The Master Servicer, on behalf of the Trustee and the Certificateholders shall, from and after the Closing Date, monitor the performance of the Servicers and the Servicing Administrators under the Servicing Agreements. In performing its obligations hereunder, the Master Servicer shall act in a manner consistent with Accepted Master Servicing Practices. Furthermore, the Master Servicer shall consult with each Servicer and each Servicing Administrator as necessary from time to time to carry out the Master Servicer’s obligations hereunder, shall receive and review all reports, information and other data provided to the Master Servicer by each Servicer and shall enforce the obligation of each Servicer and each Servicing Administrator duly and punctually to perform and observe the covenants, duties, obligations and conditions to be performed or observed by such Servicer or Servicing Administrator under the related Servicing Agreement. The Master Servicer shall independently and separately monitor each Servicer’s servicing activities and the activities of each Servicing Administrator with respect to each related Mortgage Loan in respect of the provisions of the applicable Servicing Agreement, reconcile the reports and other data provided to the Master Servicer pursuant to the previous sentence on a monthly basis based on the Mortgage Loan data provided to the Master Servicer by or on behalf of the Depositor on the Closing Date (upon which data the Master Servicer shall be entitled to rely and with respect to which the Master Servicer shall have no obligation to confirm or verify) and coordinate corrective adjustments to the records of each Servicer and the Master Servicer, and based on such reconciled and corrected information, the Master Servicer shall provide such information to the Securities Administrator as shall be necessary in order for it to prepare the statements specified in Section 4.02, and prepare any other information and statements required to be forwarded by the Master Servicer hereunder. The Master Servicer shall reconcile the results of its Mortgage Loan monitoring with the actual remittances of each Servicer to the Distribution Account pursuant to the related Servicing Agreement. The Master Servicer shall, in accordance with each Servicing Agreement, oversee matters relating to the servicing of defaulted Mortgage Loans, including approving certain Mortgage Loan modifications, reviewing environmental reports related to foreclosed Mortgage Properties to determine whether to proceed with a foreclosure, approving certain actions relating to the management of REO Property and approving the release of the original borrower of a Mortgage Loan in connection with Mortgage Loan assumptions. The Master Servicer shall not approve any modification of a Mortgage Loan to extend the maturity date of such Mortgage Loan past the Latest Possible Maturity Date of the Certificates. In its review of the activities of any Servicer and either Servicing Administrator, the Master Servicer may rely upon an Officer’s Certificate of such Servicer or Servicing Administrator (or similar document signed by an officer of such Servicer or Servicing Administrator), and such Servicer’s or such Servicing Administrator’s Assessment of Compliance and related Accountant’s Attestation or other accountants’ report provided to the Master Servicer pursuant to the related Servicing Agreement, with regard to such Servicer’s or such Servicing Administrator’s compliance with the terms of its Servicing Agreement. Subject to Section 9.08, the Master Servicer shall not be responsible or liable for the day-to-day servicing activities of any Servicer or for any unlawful act or omission, breach, negligence, fraud, willful misconduct or bad faith of any Servicer.

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Upon the occurrence of an event that, unless cured, would constitute grounds for termination of a Servicer under the related Servicing Agreement, the Master Servicer shall promptly notify the Trustee and the Depositor thereof, and shall specify in such notice the action, if any, the Master Servicer is taking in respect of such default. So long as any such event of default shall be continuing, the Master Servicer may, and shall, if it determines such action to be in the best interests of Certificateholders, (i) terminate all of the rights and powers of such Servicer pursuant to the applicable provisions of the Servicing Agreement; (ii) exercise any rights it may have to enforce the Servicing Agreement against such Servicer; and/or (iii) waive any such default under the Servicing Agreement or take any other action with respect to such default as is permitted thereunder. Notwithstanding the immediately preceding sentence, if the event of default is the failure of a Servicer or a Servicing Administrator to remit any payment required to be made under the terms of the applicable Servicing Agreement, and such failure continues unremedied for the duration of the applicable grace period, then the Master Servicer shall terminate all of the rights and powers of such Servicer or such Servicing Administrator pursuant to the applicable provisions of the related Servicing Agreement, unless any waiver described under Section 6.16 shall have been obtained; provided that, upon the occurrence of such an event of default by a Servicing Administrator, the Master Servicer may, at its option, terminate all of the rights and powers of Cenlar FSB pursuant to the related Servicing Agreement unless such a waiver has been obtained.

(b)          Upon any termination by the Master Servicer of the rights and powers of a Servicer or a Servicing Administrator pursuant to the related Servicing Agreement, the rights and powers of the Servicer or the Servicing Administrator with respect to the related Mortgage Loans shall vest in the Master Servicer and the Master Servicer shall be the successor in all respects to such Servicer or such Servicing Administrator in its capacity as Servicer or Servicing Administrator with respect to such Mortgage Loans under the related Servicing Agreement, unless or until the Master Servicer shall have appointed, with the consent of the Trustee, such consent not to be unreasonably withheld, a successor to the Servicer or the Servicing Administrator; provided that, with respect to the appointment of a successor servicer, in accordance with the applicable provisions of the related Servicing Agreement, such successor servicer shall be a Fannie Mae- or Freddie Mac-approved Person that is a member in good standing of MERS; provided, further, that no Trustee consent shall be required if the successor servicer or successor servicing administrator is a Person that was a Servicer on the Closing Date; provided, further, that it is understood and agreed by the parties hereto that there will be a period of transition (not to exceed 90 days) before the actual servicing functions can be fully transferred to a successor servicer or a successor servicing administrator (including the Master Servicer). Upon appointment of a successor servicer or successor servicing administrator, as authorized under this Section 9.01(b), unless the successor servicer or successor servicing administrator shall have assumed the obligations of the terminated Servicer or the terminated Servicing Administrator, as applicable, under such Servicing Agreement, the Master Servicer, the Trustee and such successor servicer shall enter into a servicing agreement in a form substantially similar to the affected Servicing Agreement or into an agreement with such successor servicing administrator in a form mutually agreed upon by the parties thereto. In connection with any such appointment, the Master Servicer may make such arrangements for the compensation of such successor servicer or successor servicing administrator as it and such successor shall agree. The Master Servicer in its sole discretion shall have the right to agree to compensation of a successor servicer in excess of that permitted to a Servicer under the Servicing Agreements if such increase is, in its good faith and judgment, necessary or advisable to engage a successor servicer. Notwithstanding anything herein to the contrary, in no event shall the Master Servicer be liable for any Servicing Fee or for any differential between the amount of the Servicing Fee paid to the original servicer and the amount necessary to induce any successor servicer to act as successor servicer hereunder.  To the extent the successor servicer assumes the obligations of the terminated Servicer under the applicable Servicing Agreement, the Master Servicer may amend such Servicing Agreement to effect such change to the Servicing Fee without the consent of the Certificateholders.

The Master Servicer shall pay the costs of such enforcement (including the termination of any Servicer or a Servicing Administrator, the appointment of a successor servicer or successor servicing administrator or the transfer and assumption of the servicing or the servicing administration by the Master Servicer) at its own expense and shall be reimbursed therefor initially (i) by the terminated Servicer or terminated Servicing Administrator, as applicable, (ii) from a general recovery resulting from such enforcement only to the extent, if any, that such recovery exceeds all amounts due in respect of the related Mortgage Loans, (iii) from a specific recovery of costs, expenses or attorney’s fees against the party against whom such enforcement is directed, or (iv) to the extent that such amounts described in (i)-(iii) above are not received by the Master Servicer within 30 days of the Master Servicer's request for reimbursement therefor, from the Trust Fund, as provided in Section 9.04. To the extent the Master Servicer recovers amounts described in (i)-(iii) above subsequent to its reimbursement from the Trust Fund pursuant to (iv) above, then the Master Servicer promptly will reimburse such amounts to the Trust Fund.

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If the Master Servicer assumes the servicing or servicing administration with respect to any of the Mortgage Loans, it will not assume liability for the representations and warranties of any Servicer or Servicing Administrator being replaced or for the errors or omissions of such Servicer or such Servicing Administrator.

(c)          Upon any termination of the rights and powers of any Servicer or Servicing Administrator pursuant to the applicable Servicing Agreement, the Master Servicer shall promptly notify the Trustee, the Securities Administrator and each Rating Agency through the Rule 17g-5 Information Provider, specifying in such notice that the Master Servicer or any successor servicer or successor servicing administrator, as the case may be, has succeeded the Servicer or the Servicing Administrator, as applicable, under the related Servicing Agreement, which notice shall also specify the name and address of any such successor servicer or successor servicing administrator .

Section 9.02         Assumption of Master Servicing by Trustee.

(a)          In the event the Master Servicer shall for any reason no longer be the Master Servicer (including by reason of any Event of Default under this Agreement), the Trustee shall thereupon, in accordance with the terms of Section 6.14 hereof, assume all of the rights and obligations of such Master Servicer hereunder and under each Servicing Agreement entered into with respect to the Mortgage Loans or shall appoint as successor master servicer a Fannie-Mae or Freddie Mac-approved servicer that is acceptable to the Depositor and each Rating Agency. The Trustee, its designee or any successor master servicer appointed by the Trustee shall be deemed to have assumed all of the replaced Master Servicer’s interest herein and, with respect to each Servicing Agreement, shall be deemed to have assumed all of the replaced Master Servicer's interest therein to the same extent as if such Servicing Agreement had been assigned to the assuming party; provided that the replaced Master Servicer shall not thereby be relieved of any liability or obligations of such replaced Master Servicer under such Servicing Agreement accruing prior to its replacement as Master Servicer, and shall be liable to the Trustee or any successor master servicer therefor, and hereby agrees to indemnify and hold harmless the Trustee or any successor master servicer from and against all costs, damages, expenses and liabilities (including reasonable attorneys’ fees) incurred by the Trustee or any successor master servicer as a result of such liability or obligations of the replaced Master Servicer and in connection with the Trustee’s or such successor master servicer’s assumption (but not its performance, except to the extent that costs or liability of the Trustee or any successor master servicer are created or increased as a result of negligent or wrongful acts or omissions of the replaced Master Servicer prior to its replacement as Master Servicer) of the Master Servicer’s obligations, duties or responsibilities thereunder.

(b)          The replaced Master Servicer shall, upon request of the Trustee but at the expense of such replaced Master Servicer, deliver to the assuming party all documents and records relating to each Servicing Agreement and the related Mortgage Loans and an accounting of amounts collected and held by it, and otherwise use its best efforts to effect the orderly and efficient transfer of each Servicing Agreement to the assuming party.

Section 9.03         Representations, Warranties and Covenants of the Master Servicer.

(a)          The Master Servicer hereby represents and warrants to the Depositor, the Securities Administrator (to the extent that the Master Servicer and the Securities Administrator are not the same Person) and the Trustee, for the benefit of the Certificateholders, as of the Closing Date that:

(i)          it is validly existing and in good standing under the laws of the United States of America as a national banking association, and as Master Servicer has full power and authority to transact any and all business contemplated by this Agreement and to execute, deliver and comply with its obligations under the terms of this Agreement, the execution, delivery and performance of which have been duly authorized by all necessary corporate action on the part of the Master Servicer;

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(ii)         the execution and delivery of this Agreement by the Master Servicer and its performance and compliance with the terms of this Agreement will not (A) violate the Master Servicer’s charter or bylaws, (B) violate any law or regulation or any administrative decree or order to which it is subject or (C) constitute a default (or an event which, with notice or lapse of time, or both, would constitute a default) under, or result in the breach of, any material contract, agreement or other instrument to which the Master Servicer is a party or by which it is bound or to which any of its assets are subject, which violation, default or breach would materially and adversely affect the Master Servicer’s ability to perform its obligations under this Agreement;

(iii)        this Agreement constitutes, assuming due authorization, execution and delivery hereof by the other respective parties hereto, a legal, valid and binding obligation of the Master Servicer, enforceable against it in accordance with the terms hereof, except as such enforcement may be limited by bankruptcy, insolvency, reorganization, moratorium and other laws affecting the enforcement of creditors’ rights in general, and by general equity principles (regardless of whether such enforcement is considered in a proceeding in equity or at law);

(iv)        the Master Servicer is not in default with respect to any order or decree of any court or any order or regulation of any federal, state, municipal or governmental agency to the extent that any such default would materially and adversely affect its performance hereunder;

(v)         the Master Servicer is not a party to or bound by any agreement or instrument or subject to any charter provision, bylaw or any other corporate restriction or any judgment, order, writ, injunction, decree, law or regulation that may materially and adversely affect its ability as Master Servicer to perform its obligations under this Agreement or that requires the consent of any third person to the execution of this Agreement or the performance by the Master Servicer of its obligations under this Agreement;

(vi)        no litigation is pending or, to the best of the Master Servicer’s knowledge, threatened against the Master Servicer which would prohibit its entering into this Agreement or performing its obligations under this Agreement;

(vii)       the Master Servicer, or an affiliate thereof the primary business of which is the servicing of conventional residential mortgage loans, is a Fannie Mae- or Freddie Mac-approved seller/servicer;

(viii)      no consent, approval, authorization or order of any court or governmental agency or body is required for the execution, delivery and performance by the Master Servicer of or compliance by the Master Servicer with this Agreement or the consummation of the transactions contemplated by this Agreement, except such consents, approvals, authorizations and orders (if any) as have been obtained; and

(ix)         the consummation of the transactions contemplated by this Agreement are in the ordinary course of business of the Master Servicer.

(b)          It is understood and agreed that the representations and warranties set forth in this Section shall survive the execution and delivery of this Agreement. In addition to any indemnity required pursuant to Section 6.25 hereof, the Master Servicer shall indemnify the Depositor, the Securities Administrator (to the extent that the Master Servicer and the Securities Administrator are not the same Person) and the Trustee and hold them harmless against any loss, damages, penalties, fines, forfeitures, legal fees and related costs, judgments, and other costs and expenses resulting from any claim, demand, defense or assertion based on or grounded upon, or resulting from, a material breach of the Master Servicer’s representations and warranties contained in Section 9.03(a) or any failure by the Master Servicer to deliver any information, report, certification, accountants’ letter or other material when and as required under this Agreement. It is understood and agreed that the enforcement of the obligation of the Master Servicer set forth in this Section to indemnify the Depositor, the Securities Administrator and the Trustee as provided in this Section 9.03(b) constitutes the sole remedy (other than as set forth in Section 6.14) of the Depositor, the Securities Administrator and the Trustee, respecting a breach of the foregoing representations and warranties. Such indemnification shall survive any termination of the Master Servicer as Master Servicer hereunder, and any termination of this Agreement.

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Any cause of action against the Master Servicer relating to or arising out of the breach of any representations and warranties made in this Section 9.03(b) shall accrue upon discovery of such breach by either the Depositor, the Master Servicer or the Trustee or written notice thereof by any one of such parties to the other parties.

The Master Servicer shall not be responsible for the validity, priority, perfection or sufficiency of the security of the Certificates issued or intended to be issued hereunder.

(c)          The Master Servicer covenants and agrees that it shall not hold or purchase any Certificate if its holding or purchase of such Certificate (or interest therein) would cause the Master Servicer to be required to consolidate any assets of the Trust Fund on its financial statements under U.S. generally accepted accounting principles (“Consolidate” or “Consolidation”). The Master Servicer shall be deemed to have represented by virtue of its purchase or holding of such Certificate (or interest therein) that its holding or purchase of such Certificate (or interest therein) will not cause the Master Servicer to be required to Consolidate any assets of the Trust on its financial statements.

If the Master Servicer's holding or purchase of a Certificate (or interest therein) does in fact cause such Consolidation, then the last preceding transferee that is not required to Consolidate shall be restored, to the extent permitted by law, to all rights and obligations as owner of such Certificate retroactive to the date of such transfer of such Certificate. If the Master Servicer holds or purchases a Certificate (or interest therein) in violation of the restrictions in this Section 9.03(c) and to the extent that the retroactive restoration of the rights of the owner of such Certificate as described in the immediately preceding sentence shall be invalid, illegal or unenforceable, then the Securities Administrator shall have the right, without notice to the owner or any prior owner of such Certificate, to sell such Certificate to a purchaser selected by the Securities Administrator on such terms as the Securities Administrator may choose. The Master Servicer shall promptly endorse and deliver such Certificate in accordance with the instructions of the Securities Administrator. The proceeds of such sale, net of the commissions (which may include commissions payable to the Securities Administrator or its affiliates), expenses and taxes due, if any, shall be remitted by the Securities Administrator to the Master Servicer. The terms and conditions of any sale under this Section 9.03(c) shall be determined in the sole discretion of the Securities Administrator, and the Securities Administrator shall not be liable to any owner of a Certificate as a result of its exercise of such discretion. The Master Servicer shall indemnify and hold harmless the Depositor and the Trust Fund from and against any and all losses, liabilities, claims, costs or expenses incurred by such parties as a result of such holding or purchase by the Master Servicer resulting in a Consolidation.

(d)          The Master Servicer covenants and agrees that it shall not transfer its master servicing rights and duties under this Agreement to an insured depository institution, as such term is defined in the Federal Deposit Insurance Act (an “insured depository institution”, and any such insured depository institution in such capacity, a “master servicer transferee”) unless the Master Servicer shall have received a representation from the master servicer transferee that the acquisition of such master servicing rights and duties will not cause the master servicer transferee to be required to Consolidate any assets of the Trust Fund on its financial statements. Any master servicer transferee shall be deemed to have represented by virtue of its acquisition of such master servicing rights and duties that such acquisition will not cause Consolidation. Any master servicer transferee whose acquisition of such master servicing rights and duties was effected in violation of the restrictions in this Section 9.03(d) shall indemnify and hold harmless the Master Servicer, the Depositor and the Trust Fund from and against any and all losses, liabilities, claims, costs or expenses incurred by such parties as a result of such acquisition.

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Section 9.04         Compensation to the Master Servicer.

The Master Servicer shall be entitled to be paid from the Trust Fund, and shall either retain or withdraw from the Distribution Account, (i) its Master Servicing Fee with respect to each Distribution Date, (ii) all amounts necessary to reimburse itself for any previously unreimbursed Advances, Servicer Advances and Nonrecoverable Advances in accordance with the definition of “Available Distribution Amount” and (iii) in accordance with the second paragraph of Section 9.01(b), the cost of any enforcement action taken by it under Section 9.01 hereof, including, without limitation, any costs incurred in connection with the termination of a Servicer or a Servicing Administrator, the appointment of a successor servicer or successor servicing administrator or the transfer and assumption of the servicing or servicing administration by the Master Servicer. The Master Servicer shall be required to pay all expenses incurred by it in connection with its activities hereunder and shall not be entitled to reimbursement therefor except as provided in this Agreement.

In addition, the Depositor agrees, except as otherwise expressly provided herein, to reimburse the Master Servicer, upon its request, for all reasonable expenses, disbursements and advances incurred or made by the Master Servicer in connection with the performance of its duties hereunder (including the reasonable compensation and the expenses and disbursements of its agents and counsel), to the extent not otherwise reimbursed pursuant to this Agreement, except any such expense, disbursement or advance as may be attributable to its willful misfeasance, bad faith or negligence.

Section 9.05         Merger or Consolidation.

Any Person into which the Master Servicer may be merged or consolidated, or any Person resulting from any merger, conversion, other change in form or consolidation to which the Master Servicer shall be a party, or any Person succeeding to the business of the Master Servicer, shall be the successor to the Master Servicer hereunder, without the execution or filing of any paper or any further act on the part of any of the parties hereto, anything herein to the contrary notwithstanding; provided, however, that the successor or resulting Person to the Master Servicer or any Affiliate thereof whose primary business is the servicing of conventional residential mortgage loans shall be a Person that shall be qualified and approved to service mortgage loans for Fannie Mae or Freddie Mac and shall have a net worth of not less than $15,000,000.

Section 9.06         Resignation of Master Servicer.

Except as otherwise provided in Sections 9.05 and 9.07 hereof, the Master Servicer shall not resign from the obligations and duties hereby imposed on it unless the Master Servicer’s duties hereunder are no longer permissible under applicable law or are in material conflict by reason of applicable law with any other activities carried on by it and such conflict cannot be cured. Any such determination permitting the resignation of the Master Servicer shall be evidenced by an Opinion of Counsel that shall be Independent to such effect delivered to the Trustee. No such resignation shall become effective until the Trustee shall have assumed, or a successor master servicer shall have been appointed by the Trustee and until such successor shall have assumed, the Master Servicer’s responsibilities and obligations under this Agreement. Notice of such resignation shall be given promptly by the Master Servicer and the Depositor to the Trustee.

If, at any time, the Master Servicer resigns under this Section 9.06, or transfers or assigns its rights and obligations under Section 9.07, or is removed as Master Servicer pursuant to Section 6.14, then at such time Wells Fargo Bank, N.A. also shall resign (and shall be entitled to resign) as Securities Administrator, Paying Agent, Authenticating Agent and Certificate Registrar under this Agreement. In such event, the obligations of each such party shall be assumed by the Trustee or such successor master servicer appointed by the Trustee (subject to the provisions of Section 9.02(a)).

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Section 9.07         Assignment or Delegation of Duties by the Master Servicer.

Except as expressly provided herein, the Master Servicer shall not assign or transfer any of its rights, benefits or privileges hereunder to any other Person, or delegate to or subcontract with, or authorize or appoint any other Person to perform any of the duties, covenants or obligations to be performed by the Master Servicer hereunder; provided, however, that the Master Servicer shall have the right with the prior written consent of the Trustee and the Depositor (which consent shall not be unreasonably withheld), to delegate or assign to or subcontract with or authorize or appoint any qualified Person to perform and carry out any duties, covenants or obligations to be performed and carried out by the Master Servicer hereunder. Notice of such permitted assignment shall be given promptly by the Master Servicer to the Depositor and the Trustee. If, pursuant to any provision hereof, the duties of the Master Servicer are transferred to a successor master servicer, the entire amount of the Master Servicing Fee and other compensation payable to the Master Servicer pursuant hereto shall thereafter be payable to such successor master servicer. Such successor master servicer shall also pay the fees of the Securities Administrator, as provided herein, and of the Custodian, as provided in the Custodial Agreement.

Section 9.08         Limitation on Liability of the Master Servicer and Others.

Neither the Master Servicer nor any of the directors, officers, employees or agents of the Master Servicer shall be under any liability to the Trustee or the Certificateholders for any action taken or for refraining from the taking of any action in good faith pursuant to this Agreement, or for errors in judgment; provided, however, that this provision shall not protect the Master Servicer or any such person against any liability that would otherwise be imposed by reason of willful misfeasance, bad faith or negligence in its performance of its duties or by reason of reckless disregard for its obligations and duties under this Agreement. The Master Servicer and any director, officer, employee or agent of the Master Servicer may rely in good faith on any document of any kind prima facie properly executed and submitted by any Person respecting any matters arising hereunder. The Master Servicer shall be under no obligation to appear in, prosecute or defend any legal action that is not incidental to its duties to master service the Mortgage Loans in accordance with this Agreement and that in its opinion may involve it in any expenses or liability; provided, however, that the Master Servicer may in its sole discretion undertake any such action that it may deem necessary or desirable in respect of this Agreement and the rights and duties of the parties hereto and the interests of the Certificateholders hereunder. In such event, the legal expenses and costs of such action and any liability resulting therefrom shall be expenses, costs and liabilities of the Trust Fund and the Master Servicer shall be entitled to be reimbursed therefor out of the Distribution Account.

The Master Servicer shall not be liable for any acts or omissions of any Servicer except to the extent that damages or expenses are incurred as a result of such act or omissions and such damages and expenses would not have been incurred but for the negligence, willful misfeasance, bad faith or recklessness of the Master Servicer in supervising, monitoring and overseeing the obligations of the Servicers under this Agreement.

Section 9.09         Indemnification; Third-Party Claims.

In addition to any indemnity required pursuant to Section 6.25 hereof, the Master Servicer agrees to indemnify the Depositor, the Securities Administrator (to the extent that the Master Servicer and the Securities Administrator are not the same Person) and the Trustee, and hold them harmless against any and all claims, losses, penalties, fines, forfeitures, legal fees and related costs, judgments, and any other costs, liability, fees and expenses that the Depositor, the Securities Administrator or the Trustee may sustain as a result of the Master Servicer’s willful misfeasance, bad faith or negligence in the performance of its duties hereunder or by reason of its reckless disregard for its obligations and duties under this Agreement. The Depositor, the Securities Administrator (to the extent that the Master Servicer and the Securities Administrator are not the same Person) and the Trustee shall immediately notify the Master Servicer if a claim is made by a third party with respect to this Agreement or the Mortgage Loans entitling the Depositor, the Securities Administrator (to the extent that the Master Servicer and the Securities Administrator are not the same Person) or the Trustee to indemnification under this Section 9.09, whereupon the Master Servicer shall assume the defense of any such claim and pay all expenses in connection therewith, including counsel fees, and promptly pay, discharge and satisfy any judgment or decree which may be entered against it or them in respect of such claim.

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Section 9.10         Master Servicer Fidelity Bond and Master Servicer Errors and Omissions Insurance Policy.

The Master Servicer, at its expense, shall maintain in effect a blanket fidelity bond and an errors and omissions insurance policy, affording coverage with respect to all directors, officers, employees and other Persons acting on such Master Servicer’s behalf, and covering errors and omissions in the performance of the Master Servicer’s obligations hereunder. The errors and omissions insurance policy and the fidelity bond shall be in such form and amount generally acceptable for entities serving as master servicers or trustees.

ARTICLE X

REMIC ADMINISTRATION

Section 10.01         REMIC Administration.

(a)           REMIC elections as set forth in the Preliminary Statement to this Agreement shall be made by the Trustee at the direction of the Securities Administrator on Forms 1066 or other appropriate federal tax or information return for the taxable year ending on the last day of the calendar year in which the Certificates are issued.  The regular interests and residual interest in each REMIC shall be as designated in the Preliminary Statement to this Agreement.

(b)           The Closing Date is hereby designated as the “Startup Day” of each REMIC within the meaning of section 86OG(a)(9) of the Code.  The “latest possible maturity date” for each REMIC for purposes of Treasury Regulation 1.86OG-1(a)(4) will be the Latest Possible Maturity Date.

(c)           The Securities Administrator shall represent the Trust Fund in any administrative or judicial proceeding relating to an examination or audit by any governmental taxing authority with respect thereto.  The Securities Administrator shall pay any and all tax-related expenses (not including taxes) of each REMIC, including but not limited to any professional fees or expenses related to audits or any administrative or judicial proceedings with respect to such REMIC that involve the Internal Revenue Service or state tax authorities, but only to the extent that (i) such expenses are ordinary or routine expenses, including expenses of a routine audit but not expenses of litigation (except as described in (ii)); or (ii) such expenses or liabilities (including taxes and penalties) are attributable to the negligence or willful misconduct of the Securities Administrator in fulfilling its duties hereunder (including its duties as tax return preparer).  The Securities Administrator shall be entitled to reimbursement of expenses to the extent provided in clause (i) above from the Distribution Account; provided, however, the Securities Administrator shall not be entitled to reimbursement for expenses incurred in connection with the preparation of tax returns and other reports required under Section 6.20 and this Section.

(d)           The Securities Administrator shall prepare and file, and the Trustee shall sign, as instructed by the Securities Administrator, all of each REMIC’s federal and appropriate state tax and information returns as such REMIC’s direct representative.  The expenses of preparing and filing such returns shall be borne by the Securities Administrator.  In preparing such returns, the Securities Administrator shall, with respect to each REMIC created hereunder other than the Upper-Tier REMIC (each such REMIC, a “Non-Upper-Tier REMIC”):  (i) treat the accrual period for interests in such Non-Upper-Tier REMIC as the calendar month; (ii) account for distributions made from such Non-Upper-Tier REMIC as made on the first day of each succeeding calendar month; (iii) use the aggregation method provided in Treasury Regulation section 1.1275-2(c); and (iv) account for income and expenses related to such Non-Upper-Tier REMIC in the manner resulting in the lowest amount of excess inclusion income possible accruing to the Holder of the residual interest in such Non-Upper-Tier REMIC.

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(e)           The Securities Administrator or its designee shall perform on behalf of each REMIC all reporting and other tax compliance duties that are the responsibility of such REMIC under the Code, the REMIC Provisions, or other compliance guidance issued by the Internal Revenue Service or any state or local taxing authority.  Among its other duties, if required by the Code, the REMIC Provisions, or other such guidance, the Securities Administrator shall provide (i) to the Treasury or other governmental authority such information as is necessary for the application of any tax relating to the transfer of a Residual Certificate to any disqualified person or organization pursuant to Treasury Regulation 1.860E-2(a)(5) and any person designated in Section 860E(e)(3) of the Code and (ii) to the Trustee such information as is necessary for the Trustee to provide to the Certificateholders such information or reports as are required by the Code or REMIC Provisions.

(f)           The Trustee, the Securities Administrator, the Master Servicer and the Holders of Certificates shall, to the extent within their knowledge and control, take such actions as may be necessary to maintain the status of each REMIC as a REMIC under the REMIC Provisions and shall assist each other as necessary to maintain such status.  None of the Trustee, the Securities Administrator, the Master Servicer or the Holder of any Residual Certificate shall knowingly take any action, cause any REMIC to take any action or fail to take (or fail to cause to be taken) any action that, under the REMIC Provisions, if taken or not taken, as the case may be, could result in an Adverse REMIC Event unless the Trustee, the Securities Administrator and the Master Servicer have received an Opinion of Counsel (at the expense of the party seeking to take such action or not to take such action) to the effect that the contemplated action (or inaction, as the case may be) will not cause an Adverse REMIC Event.  In addition, prior to taking any action with respect to any REMIC or the assets therein, or causing any REMIC to take any action, which is not expressly permitted under the terms of this Agreement, any Holder of a Residual Certificate will consult with the Trustee, the Securities Administrator, the Master Servicer or their respective designees, in writing, with respect to whether such action could cause an Adverse REMIC Event to occur with respect to any REMIC, and no such Person shall take any such action or cause any REMIC to take any such action as to which the Trustee, the Securities Administrator or the Master Servicer has advised it in writing that an Adverse REMIC Event could occur; provided, however, that if no Adverse REMIC Event would occur but such action could result in the imposition of additional taxes on the Residual Certificateholders, no such Person shall take any such action, or cause any REMIC to take any such action without the written consent of the other Residual Certificateholders.  The Trustee, the Securities Administrator and the Master Servicer may consult with counsel (and conclusively rely upon the advice of such counsel) to make such written advice, and the cost of the same shall be borne by the party seeking to take the action not expressly permitted by this Agreement, but in no event shall such cost be an expense of the Trustee, Securities Administrator or the Master Servicer.

(g)           Each Holder of a Residual Certificate shall pay when due any and all taxes imposed on the related REMIC by federal or state governmental authorities.  To the extent that such taxes are not paid by a Residual Certificateholder, the Securities Administrator or the Paying Agent shall pay any remaining REMIC taxes out of current or future amounts otherwise distributable to the Holder of the Residual Certificate in any such REMIC or, if no such amounts are available, out of other amounts held in the Distribution Account, and shall reduce amounts otherwise payable to holders of regular interests in any such REMIC, as the case may be.

(h)           The Securities Administrator shall, for federal income tax purposes, maintain books and records with respect to each REMIC on a calendar year and on an accrual basis.

(i)           No additional contributions of assets shall be made to any REMIC, except as expressly provided in this Agreement.

(j)           None of the Trustee, the Securities Administrator nor the Master Servicer shall enter into any arrangement by which any REMIC will receive a fee or other compensation for services.

(k)           The Holder (or, if there is more than one such Holder, the Holder with the largest Percentage Interest) of the Class LT-R Certificate is hereby designated as “tax matters person” with respect to the Lower-Tier REMIC and the Holder of the Class R Certificate (or, if there is more than one such Holder, the Holder with the largest Percentage Interest) is hereby designated as “tax matters person” with respect to the Upper-Tier REMIC and each such Holder shall be deemed by the acceptance of its Certificate to have appointed the Securities Administrator to act as its agent to perform the duties of the “tax matters person” for each such REMIC.

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Section 10.02         Prohibited Transactions and Activities.

None of the Depositor, the Master Servicer or the Trustee shall sell, dispose of, or substitute for any of the Mortgage Loans, except in a disposition pursuant to (i) the foreclosure of a Mortgage Loan, (ii) the bankruptcy of the Trust Fund, (iii) the termination of each REMIC pursuant to Article VII of this Agreement, (iv) a repurchase of Mortgage Loans pursuant to Article II of this Agreement or (v) a sale of a Mortgage Loan to a governmental entity acquiring such Mortgage Loan through the exercise of its power of eminent domain pursuant to Section 2.08 of this Agreement, nor acquire any assets for any REMIC, nor sell or dispose of any investments in the Distribution Account for gain, nor accept any contributions to any REMIC after the Closing Date, unless it has received an Opinion of Counsel (at the expense of the party causing such sale, disposition, or substitution) that such disposition, acquisition, substitution, or acceptance will not (a) result in an Adverse REMIC Event, (b) adversely affect the distribution of interest or principal on the Certificates or (c) result in the encumbrance of the assets transferred or assigned to the Trust Fund (except pursuant to the provisions of this Agreement). In no event shall the Trust Fund incur additional secured or unsecured debt.

Section 10.03         Indemnification With Respect to Prohibited Transactions or Loss of REMIC Status.

Upon the occurrence of an Adverse REMIC Event due to the negligent performance by either the Securities Administrator or the Master Servicer of its duties and obligations set forth herein, the Securities Administrator or the Master Servicer, as applicable, shall indemnify the Certificateholders of the related Residual Certificate against any and all losses, claims, damages, liabilities or expenses (“Losses”) resulting from such negligence; provided, however, that neither the Securities Administrator nor the Master Servicer shall be liable for any such Losses attributable to the action or inaction of the Depositor, the Trustee or the Holder of the Residual Certificate, nor for any such Losses resulting from misinformation provided by any of the foregoing parties on which the Securities Administrator or the Master Servicer, as applicable, has relied.  Notwithstanding the foregoing, however, in no event shall the Securities Administrator or the Master Servicer have any liability (1) for any action or omission that is taken in accordance with and in compliance with the express terms of, or which is expressly permitted by the terms of, this Agreement or under any Servicing Agreement, (2) for any Losses other than arising out of malfeasance, willful misconduct or negligent performance by the Securities Administrator or the Master Servicer, as applicable, of its duties and obligations set forth herein, and (3) for any special or consequential damages to Certificateholders of the related Residual Certificate (in addition to payment of principal and interest on the Certificates).

Section 10.04         REO Property.

(a)          Notwithstanding any other provision of this Agreement, the Master Servicer, acting on behalf of the Trustee hereunder, shall not, except to the extent provided in the applicable Servicing Agreement, knowingly permit any Servicer to rent, lease, or otherwise earn income on behalf of any REMIC with respect to any REO Property which might cause an Adverse REMIC Event unless the applicable Servicer has provided to the Trustee and the Securities Administrator an Opinion of Counsel concluding that, under the REMIC Provisions, such action would not result in an Adverse REMIC Event.

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(b)          The Depositor shall cause the applicable Servicer (to the extent provided in the related Servicing Agreement) to make reasonable efforts to sell any REO Property for its fair market value. In any event, however, the Depositor shall, or shall cause the applicable Servicer (to the extent provided in the related Servicing Agreement) to, dispose of any REO Property within three years of its acquisition by the Trust Fund unless the Depositor or the applicable Servicer (on behalf of the Trust Fund) has received an extension from the Internal Revenue Service to the effect that, under the REMIC Provisions and any relevant proposed legislation and under applicable state law, the REMIC may hold REO Property for a longer period without causing an Adverse REMIC Event. If such an extension has been received, then the Depositor, acting on behalf of the Trustee hereunder, shall, or shall cause the applicable Servicer to, continue to attempt to sell the REO Property for its fair market value for such period longer than three years as such extension permits (the “Extended Period”). If such an extension has not been received and the Depositor or the applicable Servicer, acting on behalf of the Trust Fund hereunder, is unable to sell the REO Property within 33 months after its acquisition by the Trust Fund, or if such an extension has been received and the Depositor or the applicable Servicer is unable to sell the REO Property within the period ending three months before the close of the Extended Period, the Depositor shall cause the applicable Servicer, before the end of the three year period or the Extended Period, as applicable, to (i) purchase such REO Property at a price equal to the REO Property’s fair market value or (ii) auction the REO Property to the highest bidder (which may be the applicable Servicer) in an auction reasonably designed to produce a fair price prior to the expiration of the three-year period or the Extended Period, as the case may be.

ARTICLE XI

MISCELLANEOUS PROVISIONS

Section 11.01         Binding Nature of Agreement; Assignment. 

This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and permitted assigns.

Section 11.02         Entire Agreement. 

This Agreement contains the entire agreement and understanding among the parties hereto with respect to the subject matter hereof, and supersedes all prior and contemporaneous agreements, understandings, inducements and conditions, express or implied, oral or written, of any nature whatsoever with respect to the subject matter hereof.  The express terms hereof control and supersede any course of performance and/or usage of the trade inconsistent with any of the terms hereof.

Section 11.03         Amendment. 

(a)           This Agreement may be amended from time to time by written agreement between the Depositor, the Master Servicer, the Securities Administrator and the Trustee, without notice to or the consent of any of the Holders, (i) to cure any ambiguity or mistake, (ii) to cause the provisions herein to conform to or be consistent with or in furtherance of the statements made with respect to the Certificates, the Trust Fund or this Agreement in the Prospectus, or to correct or supplement any provision herein which may be inconsistent with any other provisions herein or with the provisions of any Servicing Agreement, (iii) to make any other provisions with respect to matters or questions arising under this Agreement, (iv) to add, delete, or amend any provisions to the extent necessary or desirable to comply with any requirements imposed by the Code and the REMIC Provisions, (v) if necessary in order to avoid a violation of any applicable law or regulation or (vi) if a TIA Applicability Determination has been made, to modify, eliminate or add to the provisions of this Agreement to the extent necessary to (A) effect the qualification of this Agreement under the TIA or under any similar federal statute and to add any other provisions as may be expressly required by the TIA, and (B) modify other provisions of this Agreement to the extent necessary to make such provisions consistent with, and conform to, the modifications made pursuant to clause (A); provided that, with respect to clause (vi), the parties hereto are deemed to have agreed, to the extent permitted under the TIA, that this Agreement expressly excludes any non-mandatory provisions under the TIA that (x) would conflict with the provisions of this Agreement or (y) increase the obligations, liabilities or scope of responsibility of any party hereto.  No such amendment effected pursuant to the preceding sentence shall, as evidenced by an Opinion of Counsel, result in an Adverse REMIC Event, nor shall such amendment effected pursuant to clause (iii) of such sentence adversely affect in any material respect the interests of any Holder.  Prior to entering into any amendment without the consent of Holders pursuant to this paragraph, the Trustee shall be provided with an Opinion of Counsel (at the expense of the party requesting such amendment) to the effect that such amendment is permitted under this Agreement and, with respect to an amendment effected pursuant to clause (v) above, to the effect that such amendment is necessary in order to avoid a violation of such applicable law. 

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(b)           This Agreement may also be amended from time to time by the Depositor, the Master Servicer, the Securities Administrator and the Trustee, with the consent of the Holders of not less than 66-2/3% of the Class Principal Amount or Class Notional Amount (or Percentage Interest) of each Class of Certificates affected thereby for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Agreement or of modifying in any manner the rights of the Holders; provided, however, that no such amendment shall be made unless the Trustee and the Securities Administrator receive an Opinion of Counsel, at the expense of the party requesting the change, that such change will not cause an Adverse REMIC Event; and provided further, that no such amendment may (i) reduce in any manner the amount of, or delay the timing of, payments received on Mortgage Loans which are required to be distributed on any Certificate, without the consent of the Holder of such Certificate or (ii) reduce the aforesaid percentages of Class Principal Amount or Class Notional Amount (or Percentage Interest) of Certificates of each Class, the Holders of which are required to consent to any such amendment without the consent of the Holders of 100% of the Class Principal Amount or Class Notional Amount (or Percentage Interest) of each Class of Certificates affected thereby.  For purposes of this paragraph, references to “Holder” or “Holders” shall be deemed to include, in the case of any Class of Book-Entry Certificates, the related Certificate Owners.

(c)           Promptly after the execution of any such amendment, the Trustee shall furnish written notification of the substance of such amendment to each Holder, the Depositor and each Rating Agency through the Rule 17g-5 Information Provider. The Securities Administrator and the Certificate Registrar shall cooperate with the Trustee in connection with the Trustee's obligations under this Section 11.03.

(d)           It shall not be necessary for the consent of Holders under this Section 11.03 to approve the particular form of any proposed amendment, but it shall be sufficient if such consent shall approve the substance thereof.  The manner of obtaining such consents and of evidencing the authorization of the execution thereof by Holders shall be subject to such reasonable regulations as the Trustee may prescribe.

(e)           Notwithstanding anything to the contrary in any Servicing Agreement, the Trustee shall not consent to any amendment of any Servicing Agreement except pursuant to the standards provided in this Section with respect to amendment of this Agreement. In addition, none of the Trustee, the Master Servicer, the Securities Administrator or the Depositor shall consent to any amendment to any Servicing Agreement unless prior written notice of the substance of such amendment has been delivered to each Rating Agency through the Rule 17g-5 Information Provider.

(f)           Prior to the execution of any amendment to this Agreement, each of the Trustee and the Securities Administrator shall be entitled to receive and conclusively rely on an Opinion of Counsel (at the expense of the Person seeking such amendment) stating that the execution of such amendment is authorized and permitted by this Agreement.  The Trustee and the Securities Administrator may, but shall not be obligated to, enter into any such amendment which affects the Trustee’s or the Securities Administrator’s own rights, duties or immunities under this Agreement.

Section 11.04         Voting Rights. 

Except to the extent that the consent of all affected Certificateholders is required pursuant to this Agreement, with respect to any provision of this Agreement requiring the consent of Certificateholders representing specified percentages of aggregate outstanding Certificate Principal Amount or Class Notional Amount (or Percentage Interest), Certificates owned by the Depositor, the Master Servicer, the Securities Administrator, the Trustee, any Servicer or any Affiliate thereof are not to be counted so long as such Certificates are owned by the Depositor, the Master Servicer, the Securities Administrator, the Trustee, any Servicer or any Affiliate thereof.

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Section 11.05         Provision of Information. 

(a)           For so long as any of the Certificates of any Class are “restricted securities” within the meaning of Rule 144(a)(3) under the Securities Act, each of the Depositor, the Master Servicer, the Securities Administrator and the Trustee agree to cooperate with each other to provide to any Certificateholders and to any prospective purchaser of Certificates designated by such holder, upon the request of such holder or prospective purchaser, any information required to be provided to such holder or prospective purchaser to satisfy the condition set forth in Rule 144A(d)(4) under the Securities Act.  Any reasonable, out-of-pocket expenses incurred by the Trustee, the Master Servicer or the Securities Administrator in providing such information shall be reimbursed by the Depositor.

(b)           The Securities Administrator shall provide to any person to whom a Prospectus was delivered, upon the written request of such person specifying the document or documents requested, (i) a copy (excluding exhibits) of any report on Form 8-K, Form 10-D or Form 10-K (or other prescribed form) filed with the Securities and Exchange Commission pursuant to Section 6.21 and (ii) a copy of any other document incorporated by reference in the Prospectus.  Any reasonable out-of-pocket expenses incurred by the Securities Administrator in providing copies of such documents shall be reimbursed by the Depositor.

(c)          On each Distribution Date, the Securities Administrator shall deliver or cause to be delivered by first class mail or make available on its website to the Depositor, Attention:  Contract Finance, a copy of the report delivered to Certificateholders pursuant to Section 4.02.

Section 11.06         Governing Law. 

THIS AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, WITHOUT REGARD TO CONFLICT OF LAWS PROVISIONS (OTHER THAN SECTION 5-1401 OF THE GENERAL OBLIGATIONS LAW), AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS.

Section 11.07         Notices. 

(a)          All demands, notices and communications required to be delivered to the Depositor, the Seller, the Trustee, the Master Servicer, the Securities Administrator or the Certificate Registrar hereunder shall be in writing and shall be deemed to have been duly given if (i) personally delivered, (ii) mailed by registered mail, postage prepaid, (iii) delivered by overnight courier, or (iv) transmitted via email, telegraph or facsimile, in each instance at the address listed below, or such other address as may hereafter be furnished by any party to the other parties in writing:

For posting by the Rule 17g-5 Information Provider:

rmbs17g5informationprovider@wellsfargo.com

In the case of the Depositor:

Sequoia Residential Funding, Inc.

One Belvedere Place, Suite 330

Mill Valley, CA 94941

Facsimile number (415) 381-1773

Electronic mail address: Sequoia.Notices@redwoodtrust.com

Attention:  Sequoia Mortgage Trust 2013-2

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In the case of the Seller:

Redwood Residential Acquisition Corporation

One Belvedere Place, Suite 330

Mill Valley, CA 94941

Facsimile number (415) 381-1773

Electronic mail address: Sequoia.Notices@redwoodtrust.com

Attention:  Sequoia Mortgage Trust 2013-2

In the case of the Master Servicer and the Securities Administrator:

Wells Fargo Bank, N.A.

P.O. Box 98

Columbia, Maryland 21046

(or, for overnight deliveries:

9062 Old Annapolis Road

Columbia, Maryland 21045)

Telephone number: (410) 884-2000

Facsimile number: (410) 715-2380

Attention: Client Manager — Sequoia Mortgage Trust 2013-2

In the case of the Certificate Registrar:

Wells Fargo Bank, N.A.

Sixth Street and Marquette Avenue

Minneapolis, Minnesota 55479

Facsimile number: 1-866-614-1273

Electronic mail address: g=cts-spg-team-a-5@wellsfargo.com

Attention: Corporate Trust Services — Sequoia Mortgage Trust 2013-2

In the case of the Trustee:

Christiana Trust, a division of Wilmington Savings Fund Society, FSB

500 Delaware Avenue, 11^th Floor

Wilmington, DE 19801

Attention: Corporate Trust — Sequoia Mortgage Trust 2013-2

Any such demand, notice or communication shall be deemed to have been received on the date delivered to the premises of the addressee and (A) if delivered by registered mail, overnight courier, or facsimile, as evidenced by the date noted on a return or confirmation of receipt and (B) if delivered by electronic mail, when sent to the address specified above, provided no error or rejection message has been received by the sender.

(b)          Notices to any Certificateholder shall be deemed to be duly given by any party hereto (i) in the case of any holder of a Definitive Certificate, on the date mailed, first class postage prepaid, to the address of such holder as included on the certificate register, or (ii) in the case of any book-entry certificate, on the date when such notice or communication is delivered to the Clearing Agency, it being understood that the Clearing Agency shall give such notices and communications to the related underlying participants in accordance with its applicable rules, regulations and procedures.

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All notices or communications to Certificateholders shall also be posted and made available to all Certificateholders, whether definitive or book-entry, as well as the Depositor, the Master Servicer, the Securities Administrator and the Trustee, by the Securities Administrator on the Securities Administrator website located at www.ctslink.com. Unless otherwise expressly provided for herein, all notices and communications required to be delivered hereunder shall be delivered to such parties and Certificateholders and posted by the Securities Administrator on the Securities Administrator 's website, in each instance, as soon as reasonably practicable.

(c)          The Depositor hereby covenants that it shall provide written notice to the Trustee, which written notice may be via electronic mail, once the Servicers have furnished to the Mortgagors, in accordance with the applicable Servicing Agreements, the notices required to be furnished under Section 404 of the Helping Families Save Their Homes Act of 2009, as amended and in effect from time to time.

Section 11.08         Severability of Provisions. 

If any one or more of the covenants, agreements, provisions or terms of this Agreement shall be for any reason whatsoever held invalid, then such covenants, agreements, provisions or terms shall be deemed severable from the remaining covenants, agreements, provisions or terms of this Agreement and shall in no way affect the validity or enforceability of the other provisions of this Agreement or of the Certificates or the rights of the Holders thereof.

Section 11.09         Indulgences; No Waivers. 

Neither the failure nor any delay on the part of a party to exercise any right, remedy, power or privilege under this Agreement shall operate as a waiver thereof, nor shall any single or partial exercise of any right, remedy, power or privilege preclude any other or further exercise of the same or of any other right, remedy, power or privilege, nor shall any waiver of any right, remedy, power or privilege with respect to any occurrence be construed as a waiver of such right, remedy, power or privilege with respect to any other occurrence.  No waiver shall be effective unless it is in writing and is signed by the party asserted to have granted such waiver.

Section 11.10         Headings Not to Affect Interpretation. 

The headings contained in this Agreement are for convenience of reference only, and they shall not be used in the interpretation hereof.

Section 11.11         Benefits of Agreement. 

Nothing in this Agreement or in the Certificates, express or implied, shall give to any Person, other than the parties to this Agreement and their successors hereunder and the Holders of the Certificates, any benefit or any legal or equitable right, power, remedy or claim under this Agreement.

Section 11.12         Special Notices to the Rating Agencies. 

(a)           The Depositor shall give prompt notice to each Rating Agency through the Rule 17g-5 Information Provider of the occurrence of any of the following events of which it has notice:

(i)          any amendment to this Agreement pursuant to Section 11.03, including prior advance written notice of any amendment to this Agreement pursuant to Section 11.03(a);

(ii)         any assignment by the Master Servicer of its rights hereunder or delegation of its duties hereunder;

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(iii)        the occurrence of any Event of Default and any waiver of any Event of Default pursuant to Section 6.14;

(iv)        any notice of termination given to the Master Servicer pursuant to Section 6.14 and any resignation of the Master Servicer hereunder;

(v)         the termination of any successor to any Master Servicer pursuant to Section 6.14;

(vi)        the making of a final payment pursuant to Section 7.01; and

(vii)       any termination of the rights and obligations of a Servicer or a Servicing Administrator under any Servicing Agreement and any transfer of servicing or servicing administration under any Servicing Agreement.

(b)           All notices to the Rating Agency provided for in this Section shall be in writing and sent first to the Rule 17g-5 Information Provider and then by first class mail, telecopy, electronic mail or overnight courier, as follows:

If to Fitch, to:

Fitch, Inc.

One State Street Plaza, 28th Floor

New York, NY 10004

Attn: SEMT 2013-2

If to KBRA, to:

Kroll Bond Rating Agency, Inc.

845 Third Avenue

New York, NY 10022

Electronic Mail: mbssurveillance@krollbondratings.com

Attention: RMBS Surveillance

If to S&P, to:

Standard and Poor’s Ratings Services

55 Water Street, 38^th Floor

New York, NY 10041

(c)           The Securities Administrator shall provide or make available to each Rating Agency through the Rule 17g-5 Information Provider reports prepared pursuant to Section 4.02 and the reports filed on Form 10-K pursuant to Section 6.21(b)(i)(1) through (4).  In addition, the Securities Administrator shall, at the expense of the Trust Fund, make available to each Rating Agency through the Rule 17g-5 Information Provider such information as each Rating Agency may reasonably request regarding the Certificates or the Trust Fund, to the extent that such information is reasonably available to the Securities Administrator; provided, the Securities Administrator shall not be required to post to the Rule 17g-5 Website any information previously posted to and available on the Securities Administrator’s website.

Section 11.13         Conflicts. 

To the extent that the terms of this Agreement conflict with the terms of any Servicing Agreement, the related Servicing Agreement shall govern.

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Section 11.14         Counterparts. 

This Agreement may be executed in one or more counterparts, each of which shall be deemed to be an original, and all of which together shall constitute one and the same instrument.

Section 11.15         No Petitions.

The Trustee and the Master Servicer, by entering into this Agreement, and each Certificateholder, by accepting a Certificate, hereby covenant and agree that they shall not at any time institute against the Depositor, or join in any institution against the Depositor of, any bankruptcy, reorganization, arrangement, insolvency or liquidation proceedings, or other proceedings under any United States federal or state bankruptcy or similar law in connection with any obligations relating to the Certificates, this Agreement or any of the documents entered into by the Depositor in connection with the transactions contemplated by this Agreement.

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IN WITNESS WHEREOF, the parties hereto have caused their names to be signed hereto by their respective officers hereunto duly authorized as of the day and year first above written.

SEQUOIA RESIDENTIAL FUNDING, INC.,

as Depositor

By:

Name:

Title:

CHRISTIANA TRUST, a division of

Wilmington Savings Fund Society, FSB,

as Trustee

By:

Name:

Title:

WELLS FARGO BANK, N.A.,

as Master Servicer

By:

Name:

Title:

WELLS FARGO BANK, N.A.,

as Securities Administrator and Rule 17g-5 Information Provider

By:

Name:

Title:

Solely for purposes of Section 2.04 and Section 2.06(b)

accepted and agreed to by:

REDWOOD RESIDENTIAL ACQUISITION CORPORATION,

as Seller

By:
	Name:
	Authorized Signatory

Solely for purposes of Section 2.07

accepted and agreed to by:

SEQUOIA MORTGAGE FUNDING CORPORATION,

as Controlling Holder

By:
	Name:
	Authorized Signatory

EXHIBIT A

FORMS OF CERTIFICATES

A-1

THIS CERTIFICATE IS A REMIC REGULAR INTEREST CERTIFICATE. THIS CERTIFICATE DOES NOT EVIDENCE AN OBLIGATION OF, OR AN INTEREST IN, AND IS NOT GUARANTEED BY, THE DEPOSITOR, THE TRUSTEE, THE SECURITIES ADMINISTRATOR, THE MASTER SERVICER OR ANY AFFILIATE OF ANY OF THEM AND IS NOT INSURED OR GUARANTEED BY ANY GOVERNMENTAL AGENCY OR PRIVATE INSURER.

DISTRIBUTIONS IN REDUCTION OF THE CERTIFICATE PRINCIPAL AMOUNT OF THIS CERTIFICATE MAY BE MADE IN INSTALLMENTS AS SET FORTH HEREIN. ACCORDINGLY, THE CERTIFICATE PRINCIPAL AMOUNT OF THIS CERTIFICATE AT ANY TIME MAY BE LESS THAN THE AMOUNT SHOWN ON THE FACE HEREOF.

UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION (“DTC”), TO THE ISSUER OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE, OR PAYMENT, AND ANY CERTIFICATE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC, ANY TRANSFER, PLEDGE, OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL, INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.

THE HOLDER AND ANY TRANSFEREE OF THIS CERTIFICATE WILL BE DEEMED TO HAVE REPRESENTED BY VIRTUE OF ITS PURCHASE OR HOLDING OF THIS CERTIFICATE (OR INTEREST THEREIN) THAT EITHER (A) SUCH HOLDER OR TRANSFEREE IS NOT AN EMPLOYEE BENEFIT PLAN OR OTHER PLAN OR ARRANGEMENT SUBJECT TO THE PROHIBITED TRANSACTION PROVISIONS OF THE EMPLOYEE RETIREMENT INCOME SECURITY ACT OF 1974, AS AMENDED (“ERISA”), OR SECTION 4975 OF THE CODE OR A PERSON (INCLUDING AN INSURANCE COMPANY INVESTING ITS GENERAL ACCOUNT, AN INVESTMENT MANAGER, A NAMED FIDUCIARY OR A TRUSTEE OF ANY SUCH PLAN) WHO IS USING “PLAN ASSETS” OF ANY SUCH PLAN TO EFFECT SUCH ACQUISITION (EACH OF THE FOREGOING, A “PLAN INVESTOR”), (B) IT HAS ACQUIRED AND IS HOLDING THIS CERTIFICATE IN RELIANCE ON U.S. DEPARTMENT OF LABOR PROHIBITED TRANSACTION EXEMPTION (“PTE”) 90-59, AS AMENDED, (THE “UNDERWRITER EXEMPTION”), AND THAT IT UNDERSTANDS THAT THERE ARE CERTAIN CONDITIONS TO THE AVAILABILITY OF THE UNDERWRITER EXEMPTION INCLUDING THAT THIS CERTIFICATE MUST BE RATED, AT THE TIME OF PURCHASE, NOT LOWER THAN “BBB-” (OR ITS EQUIVALENT) BY STANDARD & POOR’S, FITCH, MOODY’S, DBRS LIMITED OR DBRS, INC. OR (C) (I) THE TRANSFEREE IS AN INSURANCE COMPANY, (II) THE SOURCE OF FUNDS USED TO PURCHASE OR HOLD THIS CERTIFICATE IS AN “INSURANCE COMPANY GENERAL ACCOUNT” (AS DEFINED IN U.S. DEPARTMENT OF LABOR PROHIBITED TRANSACTION CLASS EXEMPTION (“PTCE”) 95-60), AND (III) THE CONDITIONS SET FORTH IN SECTIONS I AND III OF PTCE 95-60 HAVE BEEN SATISFIED (EACH ENTITY THAT SATISFIES THIS CLAUSE (C), A “COMPLYING INSURANCE COMPANY”).

IF THIS CERTIFICATE (OR ANY INTEREST THEREIN) IS ACQUIRED OR HELD BY ANY PERSON THAT DOES NOT SATISFY THE CONDITIONS DESCRIBED IN THE PRECEDING PARAGRAPH, THEN THE LAST PRECEDING TRANSFEREE THAT EITHER (I) IS NOT A PLAN INVESTOR, (II) ACQUIRED SUCH CERTIFICATE IN COMPLIANCE WITH THE UNDERWRITER EXEMPTION, OR (III) IS A COMPLYING INSURANCE COMPANY SHALL BE RESTORED, TO THE EXTENT PERMITTED BY LAW, TO ALL RIGHTS AND OBLIGATIONS AS CERTIFICATE OWNER THEREOF RETROACTIVE TO THE DATE OF SUCH TRANSFER OF THIS CERTIFICATE. THE TRUSTEE SHALL BE UNDER NO LIABILITY TO ANY PERSON FOR MAKING ANY PAYMENTS DUE ON THIS CERTIFICATE TO SUCH PRECEDING TRANSFEREE.

ANY PURPORTED CERTIFICATE OWNER WHOSE ACQUISITION OR HOLDING OF THIS CERTIFICATE (OR INTEREST THEREIN) WAS EFFECTED IN VIOLATION OF THE RESTRICTIONS IN SECTION 3.03 OF THE AGREEMENT SHALL INDEMNIFY AND HOLD HARMLESS THE CERTIFICATE REGISTRAR, THE DEPOSITOR, THE TRUSTEE AND THE TRUST FUND FROM AND AGAINST ANY AND ALL LIABILITIES, CLAIMS, COSTS OR EXPENSES INCURRED BY SUCH PARTIES AS A RESULT OF SUCH ACQUISITION OR HOLDING.

SEQUOIA MORTGAGE TRUST 2013-2

MORTGAGE PASS-THROUGH CERTIFICATES, CLASS A

Evidencing a beneficial interest in a pool of residential mortgage loans and any other assets established by

SEQUOIA RESIDENTIAL FUNDING, INC.

Initial Class Principal	Initial Certificate
Amount of the Class A	Principal Amount of this
Certificates: $619,163,000	Certificate: $619,163,000
Certificate Interest Rate: Adjustable	Cut-off Date: January 1, 2013
Final Scheduled Distribution
Date: February 2043
NUMBER 1	CUSIP: 81745M AA9

2

THIS CERTIFIES THAT CEDE & CO. is the registered owner of the Percentage Interest evidenced by this Certificate (obtained by dividing the initial Certificate Principal Amount of this Certificate by the initial Class Principal Amount of all Class A Certificates, both as specified above) in a Trust Fund, the assets of which consist of the Mortgage Loans and all interest and principal received thereon after the Cut-off Date (other than Scheduled Payments due on or prior to the Cut-off Date), the rights of the Seller and the Depositor assigned to the Trustee under each Purchase Agreement, each Servicing Agreement, the Mortgage Loan Purchase and Sale Agreement, the Insurance Policies relating to the Mortgage Loans, all cash, instruments or property held or required to be held in the Custodial Accounts and the Distribution Account and property that secured a Mortgage Loan; and certain other assets, if any, as described in the Pooling and Servicing Agreement (the foregoing assets hereinafter collectively referred to as the “Trust Fund”).

Distributions on this Certificate will be made on the 25th day of each month or, if such day is not a Business Day, then on the succeeding Business Day, commencing in February 2013 (each, a “Distribution Date”), to the Person in whose name this Certificate is registered at the close of business on the last Business Day preceding such Distribution Date (the “Record Date”), in an amount equal to the product of the Percentage Interest evidenced by this Certificate and the amount, if any, required to be distributed to all Certificates of the Class represented by this Certificate. All sums distributable on this Certificate are payable in the coin or currency of the United States of America which at the time of payment is legal tender for the payment of public and private debts.

Reference is hereby made to the further provisions of this Certificate set forth on the reverse hereof, which shall have the same effect as though fully set forth on the face of this Certificate.

Unless the certificate of authentication hereon has been executed by or on behalf of the Authenticating Agent, whose name appears below by manual signature, this Certificate shall not be entitled to any benefit under the Pooling and Servicing Agreement or be valid for any purpose.

3

IN WITNESS WHEREOF, Christiana Trust, a division of Wilmington Savings Fund Society, FSB, as Trustee, has caused this Certificate to be duly executed.

CHRISTIANA TRUST, A DIVISION OF
WILMINGTON SAVINGS FUND SOCIETY, FSB,

not in its individual capacity but solely as Trustee

By:

Name:

Title:

Dated:

CERTIFICATE AUTHENTICATION

This is one of the Certificates referred to in the within-mentioned Pooling and Servicing Agreement.

WELLS FARGO BANK, N.A.,
as Authenticating Agent
By:
	AUTHORIZED SIGNATORY
Dated:

4

SEQUOIA MORTGAGE TRUST 2013-2

MORTGAGE PASS-THROUGH CERTIFICATE

This Certificate is one of a duly authorized issue of certificates designated as Sequoia Mortgage Trust 2013-2 Mortgage Pass-Through Certificates (the “Certificates”), representing all or part of a beneficial ownership interest in a Trust Fund established pursuant to a Pooling and Servicing Agreement, dated as of January 1, 2013 (the “Pooling and Servicing Agreement”), among Sequoia Residential Funding, Inc., as depositor (the “Depositor”), Wells Fargo Bank, N.A., as master servicer (in such capacity, the “Master Servicer”) and as securities administrator (in such capacity, the “Securities Administrator”) and Christiana Trust, a division of Wilmington Savings Fund Society, FSB, as trustee (the “Trustee”), to which terms, provisions and conditions thereof the Holder of this Certificate by virtue of the acceptance hereof assents, and by which such Holder is bound. Except as otherwise defined herein, all capitalized terms used herein shall have the meanings ascribed to them in the Pooling and Servicing Agreement. The Certificates consist of the following Classes: Class A, Class A-IO1, Class A-IO2, Class R, Class LT-R, Class B-1, Class B-2, Class B-3, Class B-4, and Class B-5.

On each Distribution Date, the Paying Agent, on behalf of the Trustee, will make distributions from the Distribution Account to the Holders of Certificates according to the terms of the Pooling and Servicing Agreement. All distributions or allocations made with respect to each Class of Certificates on each Distribution Date shall be allocated among the outstanding Certificates of such Class based on the Certificate Principal Amount (or Certificate Notional Amount) of each such Certificate.

Distributions on this Certificate will be made by check mailed to the Holder of record of this Certificate on the immediately preceding Record Date at the address of such Holder as it appears on the Certificate Register or, upon written request made to the Securities Administrator at least five Business Days prior to the related Record Date, by any Certificateholder owning an aggregate initial Certificate Principal Amount (or Certificate Notional Amount) of at least $1,000,000 or, in the case of any Residual Certificate, a Percentage Interest of 100%, by wire transfer in immediately available funds to an account specified in such request and at the expense of such Certificateholder requesting such wire transfer by deducting a wire transfer fee from the related distribution; provided, however, that the final distribution in respect of any Certificate shall be made only upon presentation and surrender of such Certificate at the Corporate Trust Office (as defined below); provided, further, that the foregoing provisions shall not apply to any Certificate as long as such Certificate remains a Book-Entry Certificate, in which case all payments made shall be made through the Clearing Agency and its Clearing Agency Participants. Notwithstanding such final payment of principal of any of the Certificates, each Residual Certificate will remain outstanding until the termination of the related REMIC or REMICs and the payment in full of all other amounts due with respect to the Residual Certificates and at such time such final payment in retirement of any Residual Certificate will be made only upon presentation and surrender of such Certificate at the Corporate Trust Office.

The Corporate Trust Office with respect to the presentment and surrender of Certificates for the final distribution thereon is the corporate trust office of the Certificate Registrar at Sixth Street and Marquette Avenue, Minneapolis, Minnesota 55479, Attention: Corporate Trust Services — Sequoia Mortgage Trust 2013-2 or at such other address as the Securities Administrator may designate from time to time.

5

The Pooling and Servicing Agreement may be amended by the Trustee, the Master Servicer, the Securities Administrator, and the Depositor with the consent of the Holders of not less than 66-2/3% of the Class Principal Amount or Class Notional Amount (or Percentage Interest) of each Class of Certificates affected thereby for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of the Pooling and Servicing Agreement or of modifying in any manner the rights of the Holders; provided, however, that no such amendment shall be made unless the Trustee and the Securities Administrator receive an Opinion of Counsel, at the expense of the party requesting the change, that such change will not cause an Adverse REMIC Event; and provided further, that no such amendment may (i) reduce in any manner the amount of, or delay the timing of, payments received on Mortgage Loans which are required to be distributed on any Certificate, without the consent of the Holder of such Certificate or (ii) reduce the aforesaid percentages of Class Principal Amount or Class Notional Amount (or Percentage Interest) of Certificates of each Class, the Holders of which are required to consent to any such amendment without the consent of the Holders of 100% of the Class Principal Amount or Class Notional Amount (or Percentage Interest) of each Class of Certificates affected thereby.  For purposes of this paragraph, references to “Holder” or “Holders” shall be deemed to include, in the case of any Class of Book-Entry Certificates, the related Certificate Owners. Any consent by the Holder of this Certificate will be conclusive and binding upon all future Holders of this Certificate and of any Certificate issued upon the transfer hereof or in exchange herefor or in lieu hereof whether or not consent is made with respect to such Certificate. The Pooling and Servicing Agreement also permits the amendment thereof in certain limited circumstances without the consent of the Holders.

As provided in the Pooling and Servicing Agreement and subject to certain limitations therein set forth, the transfer of this Certificate is registerable in the Certificate Register upon surrender of this Certificate for registration of transfer at the Corporate Trust Office, duly endorsed by, or accompanied by a written instrument of transfer in form satisfactory to, the Certificate Registrar duly executed by the Holder thereof or such Holder’s attorney duly authorized in writing, and thereupon one or more new Certificates of the same Class of authorized denominations evidencing the same initial Certificate Principal Amount (or Notional Amount) will be issued to the designated transferee or transferees. As provided in the Pooling and Servicing Agreement and subject to certain limitations therein set forth, this Certificate is exchangeable for new Certificates of the same Class evidencing the same aggregate initial Certificate Principal Amount (or Notional Amount) as requested by the Holder surrendering the same. No service charge will be made for any such registration of transfer or exchange, but the Certificate Registrar may require payment of a sum sufficient to cover any tax or governmental charge that may be imposed in connection with any exchange of Certificates.

6

The Class A, Class B-1, Class B-2, Class B-3, Class B-4, and Class B-5 Certificates are issuable only in registered form in minimum denominations of $100,000 in initial Certificate Principal Amount and the Class A-IO1 and Class A-IO2 Certificates are issuable only in registered form in minimum denominations of $1,000,000 in initial Certificate Notional Amount, in each case, in integral multiples of $1 in excess thereof and, in the case of the Class A, Class A-IO1, Class A-IO2, Class B-1, Class B-2 and Class B-3 Certificates, will be registered in the name of the nominee of the Clearing Agency, which shall maintain such Certificates through its book-entry facilities and, in the case of the Class B-4 and Class B-5 Certificates, will be maintained in physical form. The Class R and Class LT-R Certificates will each be issued as a single Certificate representing the entire Percentage Interest in that Class and will be maintained in physical form. The Certificates shall remain outstanding until the final Distribution Date for the Certificates.

On any date on which the Aggregate Stated Principal Balance of the Mortgage Loans has declined to less than 10% of the initial Aggregate Stated Principal Balance of the Mortgage Loans as of the Cut-off Date, subject to satisfaction of the conditions described in the Pooling and Servicing Agreement, the Master Servicer may purchase all of the Mortgage Loans from the Trust Fund, thereby causing an early retirement of the Certificates.

In no event will the trust created by the Pooling and Servicing Agreement continue beyond the expiration of 21 years from the death of the last survivor of the descendants living at the date of the Pooling and Servicing Agreement of a certain person named in the Pooling and Servicing Agreement.

The Depositor, the Trustee, the Securities Administrator, the Master Servicer, the Certificate Registrar and any agent of any of them may treat the Person in whose name this Certificate is registered as the owner hereof for all purposes, and none of the Depositor, the Trustee, the Securities Administrator, the Master Servicer, the Certificate Registrar or any such agent shall be affected by any notice to the contrary.

As provided in the Pooling and Servicing Agreement, this Certificate and the Pooling and Servicing Agreement shall be construed in accordance with and governed by the laws of the State of New York without regard to the conflict of laws principles applied in the State of New York. In the event of any conflict between the provisions of this Certificate and the Pooling and Servicing Agreement, the Pooling and Servicing Agreement shall be controlling.

7

ASSIGNMENT

FOR VALUE RECEIVED, the undersigned hereby sell(s) and assign(s) and transfer(s) unto

(Please print or type name and address, including postal zip code, of assignee and social security number or employer identification number)

the within Certificate stating in the names of the undersigned in the Certificate Register and does hereby irrevocably constitute and appoint

 to transfer such Certificate in such Certificate Register.

I [we] further direct the Certificate Registrar to issue a new Certificate of the same Class of like principal to the above-named assignee and deliver such Certificate to the following address:

Dated:
	Signature by or on behalf of Assignor
Authorized Officer	Signature Guaranteed
Name of Institution	NOTICE: The signature(s) of this assignment must correspond with the name(s) on the face of this Certificate without alteration or any change whatsoever. The signature must be guaranteed by a participant in the Securities Transfer Agents Medallion Program, the New York Stock Exchange Medallion Signature Program or the Stock Exchanges Medallion Program. Notarized or witnessed signatures are not acceptable as guaranteed signatures.

DISTRIBUTION INSTRUCTIONS

The assignee should include the following for the information of the Certificate Registrar. Distributions shall be made by wire transfer in immediately available funds to

for the account of

account number or, if mailed by check, to

Applicable reports and statements should be mailed to

        This information is provided by

the assignee named above, or as its agent.

THIS CERTIFICATE IS A REMIC REGULAR INTEREST CERTIFICATE. THIS CERTIFICATE DOES NOT EVIDENCE AN OBLIGATION OF, OR AN INTEREST IN, AND IS NOT GUARANTEED BY, THE DEPOSITOR, THE TRUSTEE, THE SECURITIES ADMINISTRATOR, THE MASTER SERVICER OR ANY AFFILIATE OF ANY OF THEM AND IS NOT INSURED OR GUARANTEED BY ANY GOVERNMENTAL AGENCY OR PRIVATE INSURER.

THIS IS AN INTEREST-ONLY CERTIFICATE THAT IS NOT ENTITLED TO ANY DISTRIBUTIONS WITH RESPECT TO PRINCIPAL. THE CERTIFICATE NOTIONAL AMOUNT OF THIS CERTIFICATE WILL BE REDUCED AS SET FORTH HEREIN. ACCORDINGLY, THE CERTIFICATE NOTIONAL AMOUNT OF THIS CERTIFICATE AT ANY TIME MAY BE LESS THAN THE AMOUNT SHOWN ON THE FACE HEREOF.

UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION (“DTC”), TO THE ISSUER OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE, OR PAYMENT, AND ANY CERTIFICATE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC, ANY TRANSFER, PLEDGE, OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL, INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.

THE HOLDER AND ANY TRANSFEREE OF THIS CERTIFICATE WILL BE DEEMED TO HAVE REPRESENTED BY VIRTUE OF ITS PURCHASE OR HOLDING OF THIS CERTIFICATE (OR INTEREST THEREIN) THAT EITHER (A) SUCH HOLDER OR TRANSFEREE IS NOT AN EMPLOYEE BENEFIT PLAN OR OTHER PLAN OR ARRANGEMENT SUBJECT TO THE PROHIBITED TRANSACTION PROVISIONS OF THE EMPLOYEE RETIREMENT INCOME SECURITY ACT OF 1974, AS AMENDED (“ERISA”), OR SECTION 4975 OF THE CODE OR A PERSON (INCLUDING AN INSURANCE COMPANY INVESTING ITS GENERAL ACCOUNT, AN INVESTMENT MANAGER, A NAMED FIDUCIARY OR A TRUSTEE OF ANY SUCH PLAN) WHO IS USING “PLAN ASSETS” OF ANY SUCH PLAN TO EFFECT SUCH ACQUISITION (EACH OF THE FOREGOING, A “PLAN INVESTOR”), (B) IT HAS ACQUIRED AND IS HOLDING THIS CERTIFICATE IN RELIANCE ON U.S. DEPARTMENT OF LABOR PROHIBITED TRANSACTION EXEMPTION (“PTE”) 90-59, AS AMENDED, (THE “UNDERWRITER EXEMPTION”), AND THAT IT UNDERSTANDS THAT THERE ARE CERTAIN CONDITIONS TO THE AVAILABILITY OF THE UNDERWRITER EXEMPTION INCLUDING THAT THIS CERTIFICATE MUST BE RATED, AT THE TIME OF PURCHASE, NOT LOWER THAN “BBB-” (OR ITS EQUIVALENT) BY STANDARD & POOR’S, FITCH, MOODY’S, DBRS LIMITED OR DBRS, INC. OR (C) (I) THE TRANSFEREE IS AN INSURANCE COMPANY, (II) THE SOURCE OF FUNDS USED TO PURCHASE OR HOLD THIS CERTIFICATE IS AN “INSURANCE COMPANY GENERAL ACCOUNT” (AS DEFINED IN U.S. DEPARTMENT OF LABOR PROHIBITED TRANSACTION CLASS EXEMPTION (“PTCE”) 95-60), AND (III) THE CONDITIONS SET FORTH IN SECTIONS I AND III OF PTCE 95-60 HAVE BEEN SATISFIED (EACH ENTITY THAT SATISFIES THIS CLAUSE (C), A “COMPLYING INSURANCE COMPANY”).

IF THIS CERTIFICATE (OR ANY INTEREST THEREIN) IS ACQUIRED OR HELD BY ANY PERSON THAT DOES NOT SATISFY THE CONDITIONS DESCRIBED IN THE PRECEDING PARAGRAPH, THEN THE LAST PRECEDING TRANSFEREE THAT EITHER (I) IS NOT A PLAN INVESTOR, (II) ACQUIRED SUCH CERTIFICATE IN COMPLIANCE WITH THE UNDERWRITER EXEMPTION, OR (III) IS A COMPLYING INSURANCE COMPANY SHALL BE RESTORED, TO THE EXTENT PERMITTED BY LAW, TO ALL RIGHTS AND OBLIGATIONS AS CERTIFICATE OWNER THEREOF RETROACTIVE TO THE DATE OF SUCH TRANSFER OF THIS CERTIFICATE. THE TRUSTEE SHALL BE UNDER NO LIABILITY TO ANY PERSON FOR MAKING ANY PAYMENTS DUE ON THIS CERTIFICATE TO SUCH PRECEDING TRANSFEREE.

ANY PURPORTED CERTIFICATE OWNER WHOSE ACQUISITION OR HOLDING OF THIS CERTIFICATE (OR INTEREST THEREIN) WAS EFFECTED IN VIOLATION OF THE RESTRICTIONS IN SECTION 3.03 OF THE AGREEMENT SHALL INDEMNIFY AND HOLD HARMLESS THE CERTIFICATE REGISTRAR, THE DEPOSITOR, THE TRUSTEE AND THE TRUST FUND FROM AND AGAINST ANY AND ALL LIABILITIES, CLAIMS, COSTS OR EXPENSES INCURRED BY SUCH PARTIES AS A RESULT OF SUCH ACQUISITION OR HOLDING.

SEQUOIA MORTGAGE TRUST 2013-2

MORTGAGE PASS-THROUGH CERTIFICATES, CLASS A-IO1

Evidencing a beneficial interest in a pool of residential mortgage loans and any other assets established by

SEQUOIA RESIDENTIAL FUNDING, INC.

Initial Class Notional	Initial Certificate
Amount of the Class A-IO1	Notional Amount of this
Certificates: $619,163,000	Certificate: $619,163,000
Certificate Interest Rate: Adjustable	Cut-off Date: January 1, 2013
Final Scheduled Distribution
Date: February 2043
NUMBER 1	CUSIP: 81745M AB7

2

THIS CERTIFIES THAT CEDE & CO. is the registered owner of the Percentage Interest evidenced by this Certificate (obtained by dividing the initial Certificate Principal Amount of this Certificate by the initial Class Principal Amount of all Class A-IO1 Certificates, both as specified above) in a Trust Fund, the assets of which consist of the Mortgage Loans and all interest and principal received thereon after the Cut-off Date (other than Scheduled Payments due on or prior to the Cut-off Date), the rights of the Seller and the Depositor assigned to the Trustee under each Purchase Agreement, each Servicing Agreement, the Mortgage Loan Purchase and Sale Agreement, the Insurance Policies relating to the Mortgage Loans, all cash, instruments or property held or required to be held in the Custodial Accounts and the Distribution Account and property that secured a Mortgage Loan; and certain other assets, if any, as described in the Pooling and Servicing Agreement (the foregoing assets hereinafter collectively referred to as the “Trust Fund”).

Distributions on this Certificate will be made on the 25th day of each month or, if such day is not a Business Day, then on the succeeding Business Day, commencing in February 2013 (each, a “Distribution Date”), to the Person in whose name this Certificate is registered at the close of business on the last Business Day preceding such Distribution Date (the “Record Date”), in an amount equal to the product of the Percentage Interest evidenced by this Certificate and the amount, if any, required to be distributed to all Certificates of the Class represented by this Certificate. All sums distributable on this Certificate are payable in the coin or currency of the United States of America which at the time of payment is legal tender for the payment of public and private debts.

Reference is hereby made to the further provisions of this Certificate set forth on the reverse hereof, which shall have the same effect as though fully set forth on the face of this Certificate.

Unless the certificate of authentication hereon has been executed by or on behalf of the Authenticating Agent, whose name appears below by manual signature, this Certificate shall not be entitled to any benefit under the Pooling and Servicing Agreement or be valid for any purpose.

3

IN WITNESS WHEREOF, Christiana Trust, a division of Wilmington Savings Fund Society, FSB, as Trustee, has caused this Certificate to be duly executed.

CHRISTIANA TRUST, A DIVISION OF
WILMINGTON SAVINGS FUND SOCIETY, FSB,

not in its individual capacity but solely as Trustee

By:

Name:

Title:

Dated:

CERTIFICATE AUTHENTICATION

This is one of the Certificates referred to in the within-mentioned Pooling and Servicing Agreement.

WELLS FARGO BANK, N.A.,
as Authenticating Agent
By:
	AUTHORIZED SIGNATORY
Dated:

4

SEQUOIA MORTGAGE TRUST 2013-2

MORTGAGE PASS-THROUGH CERTIFICATE

This Certificate is one of a duly authorized issue of certificates designated as Sequoia Mortgage Trust 2013-2 Mortgage Pass-Through Certificates (the “Certificates”), representing all or part of a beneficial ownership interest in a Trust Fund established pursuant to a Pooling and Servicing Agreement, dated as of January 1, 2013 (the “Pooling and Servicing Agreement”), among Sequoia Residential Funding, Inc., as depositor (the “Depositor”), Wells Fargo Bank, N.A., as master servicer (in such capacity, the “Master Servicer”) and as securities administrator (in such capacity, the “Securities Administrator”) and Christiana Trust, a division of Wilmington Savings Fund Society, FSB, as trustee (the “Trustee”), to which terms, provisions and conditions thereof the Holder of this Certificate by virtue of the acceptance hereof assents, and by which such Holder is bound. Except as otherwise defined herein, all capitalized terms used herein shall have the meanings ascribed to them in the Pooling and Servicing Agreement. The Certificates consist of the following Classes: Class A, Class A-IO1, Class A-IO2, Class R, Class LT-R, Class B-1, Class B-2, Class B-3, Class B-4, and Class B-5.

On each Distribution Date, the Paying Agent, on behalf of the Trustee, will make distributions from the Distribution Account to the Holders of Certificates according to the terms of the Pooling and Servicing Agreement. All distributions or allocations made with respect to each Class of Certificates on each Distribution Date shall be allocated among the outstanding Certificates of such Class based on the Certificate Principal Amount (or Certificate Notional Amount) of each such Certificate.

Distributions on this Certificate will be made by check mailed to the Holder of record of this Certificate on the immediately preceding Record Date at the address of such Holder as it appears on the Certificate Register or, upon written request made to the Securities Administrator at least five Business Days prior to the related Record Date, by any Certificateholder owning an aggregate initial Certificate Principal Amount (or Certificate Notional Amount) of at least $1,000,000 or, in the case of any Residual Certificate, a Percentage Interest of 100%, by wire transfer in immediately available funds to an account specified in such request and at the expense of such Certificateholder requesting such wire transfer by deducting a wire transfer fee from the related distribution; provided, however, that the final distribution in respect of any Certificate shall be made only upon presentation and surrender of such Certificate at the Corporate Trust Office (as defined below); provided, further, that the foregoing provisions shall not apply to any Certificate as long as such Certificate remains a Book-Entry Certificate, in which case all payments made shall be made through the Clearing Agency and its Clearing Agency Participants. Notwithstanding such final payment of principal of any of the Certificates, each Residual Certificate will remain outstanding until the termination of the related REMIC or REMICs and the payment in full of all other amounts due with respect to the Residual Certificates and at such time such final payment in retirement of any Residual Certificate will be made only upon presentation and surrender of such Certificate at the Corporate Trust Office.

The Corporate Trust Office with respect to the presentment and surrender of Certificates for the final distribution thereon is the corporate trust office of the Certificate Registrar at Sixth Street and Marquette Avenue, Minneapolis, Minnesota 55479, Attention: Corporate Trust Services — Sequoia Mortgage Trust 2013-2 or at such other address as the Securities Administrator may designate from time to time.

5

The Pooling and Servicing Agreement may be amended by the Trustee, the Master Servicer, the Securities Administrator, and the Depositor with the consent of the Holders of not less than 66-2/3% of the Class Principal Amount or Class Notional Amount (or Percentage Interest) of each Class of Certificates affected thereby for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of the Pooling and Servicing Agreement or of modifying in any manner the rights of the Holders; provided, however, that no such amendment shall be made unless the Trustee and the Securities Administrator receive an Opinion of Counsel, at the expense of the party requesting the change, that such change will not cause an Adverse REMIC Event; and provided further, that no such amendment may (i) reduce in any manner the amount of, or delay the timing of, payments received on Mortgage Loans which are required to be distributed on any Certificate, without the consent of the Holder of such Certificate or (ii) reduce the aforesaid percentages of Class Principal Amount or Class Notional Amount (or Percentage Interest) of Certificates of each Class, the Holders of which are required to consent to any such amendment without the consent of the Holders of 100% of the Class Principal Amount or Class Notional Amount (or Percentage Interest) of each Class of Certificates affected thereby.  For purposes of this paragraph, references to “Holder” or “Holders” shall be deemed to include, in the case of any Class of Book-Entry Certificates, the related Certificate Owners. Any consent by the Holder of this Certificate will be conclusive and binding upon all future Holders of this Certificate and of any Certificate issued upon the transfer hereof or in exchange herefor or in lieu hereof whether or not consent is made with respect to such Certificate. The Pooling and Servicing Agreement also permits the amendment thereof in certain limited circumstances without the consent of the Holders.

As provided in the Pooling and Servicing Agreement and subject to certain limitations therein set forth, the transfer of this Certificate is registerable in the Certificate Register upon surrender of this Certificate for registration of transfer at the Corporate Trust Office, duly endorsed by, or accompanied by a written instrument of transfer in form satisfactory to, the Certificate Registrar duly executed by the Holder thereof or such Holder’s attorney duly authorized in writing, and thereupon one or more new Certificates of the same Class of authorized denominations evidencing the same initial Certificate Principal Amount (or Notional Amount) will be issued to the designated transferee or transferees. As provided in the Pooling and Servicing Agreement and subject to certain limitations therein set forth, this Certificate is exchangeable for new Certificates of the same Class evidencing the same aggregate initial Certificate Principal Amount (or Notional Amount) as requested by the Holder surrendering the same. No service charge will be made for any such registration of transfer or exchange, but the Certificate Registrar may require payment of a sum sufficient to cover any tax or governmental charge that may be imposed in connection with any exchange of Certificates.

6

The Class A, Class B-1, Class B-2, Class B-3, Class B-4, and Class B-5 Certificates are issuable only in registered form in minimum denominations of $100,000 in initial Certificate Principal Amount and the Class A-IO1 and Class A-IO2 Certificates are issuable only in registered form in minimum denominations of $1,000,000 in initial Certificate Notional Amount, in each case, in integral multiples of $1 in excess thereof and, in the case of the Class A, Class A-IO1, Class A-IO2, Class B-1, Class B-2 and Class B-3 Certificates, will be registered in the name of the nominee of the Clearing Agency, which shall maintain such Certificates through its book-entry facilities and, in the case of the Class B-4 and Class B-5 Certificates, will be maintained in physical form. The Class R and Class LT-R Certificates will each be issued as a single Certificate representing the entire Percentage Interest in that Class and will be maintained in physical form. The Certificates shall remain outstanding until the final Distribution Date for the Certificates.

On any date on which the Aggregate Stated Principal Balance of the Mortgage Loans has declined to less than 10% of the initial Aggregate Stated Principal Balance of the Mortgage Loans as of the Cut-off Date, subject to satisfaction of the conditions described in the Pooling and Servicing Agreement, the Master Servicer may purchase all of the Mortgage Loans from the Trust Fund, thereby causing an early retirement of the Certificates.

In no event will the trust created by the Pooling and Servicing Agreement continue beyond the expiration of 21 years from the death of the last survivor of the descendants living at the date of the Pooling and Servicing Agreement of a certain person named in the Pooling and Servicing Agreement.

The Depositor, the Trustee, the Securities Administrator, the Master Servicer, the Certificate Registrar and any agent of any of them may treat the Person in whose name this Certificate is registered as the owner hereof for all purposes, and none of the Depositor, the Trustee, the Securities Administrator, the Master Servicer, the Certificate Registrar or any such agent shall be affected by any notice to the contrary.

As provided in the Pooling and Servicing Agreement, this Certificate and the Pooling and Servicing Agreement shall be construed in accordance with and governed by the laws of the State of New York without regard to the conflict of laws principles applied in the State of New York. In the event of any conflict between the provisions of this Certificate and the Pooling and Servicing Agreement, the Pooling and Servicing Agreement shall be controlling.

7

ASSIGNMENT

FOR VALUE RECEIVED, the undersigned hereby sell(s) and assign(s) and transfer(s) unto

(Please print or type name and address, including postal zip code, of assignee and social security number or employer identification number)

the within Certificate stating in the names of the undersigned in the Certificate Register and does hereby irrevocably constitute and appoint

 to transfer such Certificate in such Certificate Register.

I [we] further direct the Certificate Registrar to issue a new Certificate of the same Class of like principal to the above-named assignee and deliver such Certificate to the following address:

Dated:
	Signature by or on behalf of Assignor
Authorized Officer	Signature Guaranteed
Name of Institution	NOTICE: The signature(s) of this assignment must correspond with the name(s) on the face of this Certificate without alteration or any change whatsoever. The signature must be guaranteed by a participant in the Securities Transfer Agents Medallion Program, the New York Stock Exchange Medallion Signature Program or the Stock Exchanges Medallion Program. Notarized or witnessed signatures are not acceptable as guaranteed signatures.

DISTRIBUTION INSTRUCTIONS

The assignee should include the following for the information of the Certificate Registrar. Distributions shall be made by wire transfer in immediately available funds to

for the account of

account number or, if mailed by check, to

Applicable reports and statements should be mailed to

        This information is provided by

the assignee named above, or as its agent.

IF THIS CERTIFICATE (OR ANY INTEREST THEREIN) IS ACQUIRED OR HELD BY ANY PERSON THAT DOES NOT SATISFY THE CONDITIONS DESCRIBED IN THE PRECEDING PARAGRAPH, THEN THE LAST PRECEDING TRANSFEREE THAT EITHER (I) IS NOT A PLAN INVESTOR, (II) ACQUIRED SUCH CERTIFICATE IN COMPLIANCE WITH THE UNDERWRITER EXEMPTION, OR (III) IS A COMPLYING INSURANCE COMPANY SHALL BE RESTORED, TO THE EXTENT PERMITTED BY LAW, TO ALL RIGHTS AND OBLIGATIONS AS CERTIFICATE OWNER THEREOF RETROACTIVE TO THE DATE OF SUCH TRANSFER OF THIS CERTIFICATE. THE TRUSTEE SHALL BE UNDER NO LIABILITY TO ANY PERSON FOR MAKING ANY PAYMENTS DUE ON THIS CERTIFICATE TO SUCH PRECEDING TRANSFEREE.

ANY PURPORTED CERTIFICATE OWNER WHOSE ACQUISITION OR HOLDING OF THIS CERTIFICATE (OR INTEREST THEREIN) WAS EFFECTED IN VIOLATION OF THE RESTRICTIONS IN SECTION 3.03 OF THE AGREEMENT SHALL INDEMNIFY AND HOLD HARMLESS THE CERTIFICATE REGISTRAR, THE DEPOSITOR, THE TRUSTEE AND THE TRUST FUND FROM AND AGAINST ANY AND ALL LIABILITIES, CLAIMS, COSTS OR EXPENSES INCURRED BY SUCH PARTIES AS A RESULT OF SUCH ACQUISITION OR HOLDING.

SEQUOIA MORTGAGE TRUST 2013-2

MORTGAGE PASS-THROUGH CERTIFICATES, CLASS A-IO2

Evidencing a beneficial interest in a pool of residential mortgage loans and any other assets established by

SEQUOIA RESIDENTIAL FUNDING, INC.

Initial Class Notional	Initial Certificate
Amount of the Class A-IO2	Notional Amount of this
Certificates: $619,163,000	Certificate: $619,163,000
Certificate Interest Rate: Adjustable	Cut-off Date: January 1, 2013
Final Scheduled Distribution
Date: February 2043
NUMBER 1	CUSIP: 81745M AC5

2

THIS CERTIFIES THAT CEDE & CO. is the registered owner of the Percentage Interest evidenced by this Certificate (obtained by dividing the initial Certificate Notional Amount of this Certificate by the initial Class Notional Amount of all Class A-IO2 Certificates, both as specified above) in a Trust Fund, the assets of which consist of the Mortgage Loans and all interest and principal received thereon after the Cut-off Date (other than Scheduled Payments due on or prior to the Cut-off Date), the rights of the Seller and the Depositor assigned to the Trustee under each Purchase Agreement, each Servicing Agreement, the Mortgage Loan Purchase and Sale Agreement, the Insurance Policies relating to the Mortgage Loans, all cash, instruments or property held or required to be held in the Custodial Accounts and the Distribution Account and property that secured a Mortgage Loan; and certain other assets, if any, as described in the Pooling and Servicing Agreement (the foregoing assets hereinafter collectively referred to as the “Trust Fund”).

Distributions on this Certificate will be made on the 25th day of each month or, if such day is not a Business Day, then on the succeeding Business Day, commencing in February 2013 (each, a “Distribution Date”), to the Person in whose name this Certificate is registered at the close of business on the last Business Day preceding such Distribution Date (the “Record Date”), in an amount equal to the product of the Percentage Interest evidenced by this Certificate and the amount, if any, required to be distributed to all Certificates of the Class represented by this Certificate. All sums distributable on this Certificate are payable in the coin or currency of the United States of America which at the time of payment is legal tender for the payment of public and private debts.

Reference is hereby made to the further provisions of this Certificate set forth on the reverse hereof, which shall have the same effect as though fully set forth on the face of this Certificate.

Unless the certificate of authentication hereon has been executed by or on behalf of the Authenticating Agent, whose name appears below by manual signature, this Certificate shall not be entitled to any benefit under the Pooling and Servicing Agreement or be valid for any purpose.

3

IN WITNESS WHEREOF, Christiana Trust, a division of Wilmington Savings Fund Society, FSB, as Trustee, has caused this Certificate to be duly executed.

CHRISTIANA TRUST, A DIVISION OF
WILMINGTON SAVINGS FUND SOCIETY, FSB,

not in its individual capacity but solely as Trustee

By:

Name:

Title:

Dated:

CERTIFICATE AUTHENTICATION

This is one of the Certificates referred to in the within-mentioned Pooling and Servicing Agreement.

WELLS FARGO BANK, N.A.,
as Authenticating Agent
By:
	AUTHORIZED SIGNATORY
Dated:

4

SEQUOIA MORTGAGE TRUST 2013-2

MORTGAGE PASS-THROUGH CERTIFICATE

This Certificate is one of a duly authorized issue of certificates designated as Sequoia Mortgage Trust 2013-2 Mortgage Pass-Through Certificates (the “Certificates”), representing all or part of a beneficial ownership interest in a Trust Fund established pursuant to a Pooling and Servicing Agreement, dated as of January 1, 2013 (the “Pooling and Servicing Agreement”), among Sequoia Residential Funding, Inc., as depositor (the “Depositor”), Wells Fargo Bank, N.A., as master servicer (in such capacity, the “Master Servicer”) and as securities administrator (in such capacity, the “Securities Administrator”) and Christiana Trust, a division of Wilmington Savings Fund Society, FSB, as trustee (the “Trustee”), to which terms, provisions and conditions thereof the Holder of this Certificate by virtue of the acceptance hereof assents, and by which such Holder is bound. Except as otherwise defined herein, all capitalized terms used herein shall have the meanings ascribed to them in the Pooling and Servicing Agreement. The Certificates consist of the following Classes: Class A, Class A-IO1, Class A-IO2, Class R, Class LT-R, Class B-1, Class B-2, Class B-3, Class B-4, and Class B-5.

On each Distribution Date, the Paying Agent, on behalf of the Trustee, will make distributions from the Distribution Account to the Holders of Certificates according to the terms of the Pooling and Servicing Agreement. All distributions or allocations made with respect to each Class of Certificates on each Distribution Date shall be allocated among the outstanding Certificates of such Class based on the Certificate Principal Amount (or Certificate Notional Amount) of each such Certificate.

Distributions on this Certificate will be made by check mailed to the Holder of record of this Certificate on the immediately preceding Record Date at the address of such Holder as it appears on the Certificate Register or, upon written request made to the Securities Administrator at least five Business Days prior to the related Record Date, by any Certificateholder owning an aggregate initial Certificate Principal Amount (or Certificate Notional Amount) of at least $1,000,000 or, in the case of any Residual Certificate, a Percentage Interest of 100%, by wire transfer in immediately available funds to an account specified in such request and at the expense of such Certificateholder requesting such wire transfer by deducting a wire transfer fee from the related distribution; provided, however, that the final distribution in respect of any Certificate shall be made only upon presentation and surrender of such Certificate at the Corporate Trust Office (as defined below); provided, further, that the foregoing provisions shall not apply to any Certificate as long as such Certificate remains a Book-Entry Certificate, in which case all payments made shall be made through the Clearing Agency and its Clearing Agency Participants. Notwithstanding such final payment of principal of any of the Certificates, each Residual Certificate will remain outstanding until the termination of the related REMIC or REMICs and the payment in full of all other amounts due with respect to the Residual Certificates and at such time such final payment in retirement of any Residual Certificate will be made only upon presentation and surrender of such Certificate at the Corporate Trust Office.

The Corporate Trust Office with respect to the presentment and surrender of Certificates for the final distribution thereon is the corporate trust office of the Certificate Registrar at Sixth Street and Marquette Avenue, Minneapolis, Minnesota 55479, Attention: Corporate Trust Services — Sequoia Mortgage Trust 2013-2 or at such other address as the Securities Administrator may designate from time to time.

5

The Pooling and Servicing Agreement may be amended by the Trustee, the Master Servicer, the Securities Administrator, and the Depositor with the consent of the Holders of not less than 66-2/3% of the Class Principal Amount or Class Notional Amount (or Percentage Interest) of each Class of Certificates affected thereby for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of the Pooling and Servicing Agreement or of modifying in any manner the rights of the Holders; provided, however, that no such amendment shall be made unless the Trustee and the Securities Administrator receive an Opinion of Counsel, at the expense of the party requesting the change, that such change will not cause an Adverse REMIC Event; and provided further, that no such amendment may (i) reduce in any manner the amount of, or delay the timing of, payments received on Mortgage Loans which are required to be distributed on any Certificate, without the consent of the Holder of such Certificate or (ii) reduce the aforesaid percentages of Class Principal Amount or Class Notional Amount (or Percentage Interest) of Certificates of each Class, the Holders of which are required to consent to any such amendment without the consent of the Holders of 100% of the Class Principal Amount or Class Notional Amount (or Percentage Interest) of each Class of Certificates affected thereby.  For purposes of this paragraph, references to “Holder” or “Holders” shall be deemed to include, in the case of any Class of Book-Entry Certificates, the related Certificate Owners. Any consent by the Holder of this Certificate will be conclusive and binding upon all future Holders of this Certificate and of any Certificate issued upon the transfer hereof or in exchange herefor or in lieu hereof whether or not consent is made with respect to such Certificate. The Pooling and Servicing Agreement also permits the amendment thereof in certain limited circumstances without the consent of the Holders.

As provided in the Pooling and Servicing Agreement and subject to certain limitations therein set forth, the transfer of this Certificate is registerable in the Certificate Register upon surrender of this Certificate for registration of transfer at the Corporate Trust Office, duly endorsed by, or accompanied by a written instrument of transfer in form satisfactory to, the Certificate Registrar duly executed by the Holder thereof or such Holder’s attorney duly authorized in writing, and thereupon one or more new Certificates of the same Class of authorized denominations evidencing the same initial Certificate Principal Amount (or Notional Amount) will be issued to the designated transferee or transferees. As provided in the Pooling and Servicing Agreement and subject to certain limitations therein set forth, this Certificate is exchangeable for new Certificates of the same Class evidencing the same aggregate initial Certificate Principal Amount (or Notional Amount) as requested by the Holder surrendering the same. No service charge will be made for any such registration of transfer or exchange, but the Certificate Registrar may require payment of a sum sufficient to cover any tax or governmental charge that may be imposed in connection with any exchange of Certificates.

6

The Class A, Class B-1, Class B-2, Class B-3, Class B-4, and Class B-5 Certificates are issuable only in registered form in minimum denominations of $100,000 in initial Certificate Principal Amount and the Class A-IO1 and Class A-IO2 Certificates are issuable only in registered form in minimum denominations of $1,000,000 in initial Certificate Notional Amount, in each case, in integral multiples of $1 in excess thereof and, in the case of the Class A, Class A-IO1, Class A-IO2, Class B-1, Class B-2 and Class B-3 Certificates, will be registered in the name of the nominee of the Clearing Agency, which shall maintain such Certificates through its book-entry facilities and, in the case of the Class B-4 and Class B-5 Certificates, will be maintained in physical form. The Class R and Class LT-R Certificates will each be issued as a single Certificate representing the entire Percentage Interest in that Class and will be maintained in physical form. The Certificates shall remain outstanding until the final Distribution Date for the Certificates.

On any date on which the Aggregate Stated Principal Balance of the Mortgage Loans has declined to less than 10% of the initial Aggregate Stated Principal Balance of the Mortgage Loans as of the Cut-off Date, subject to satisfaction of the conditions described in the Pooling and Servicing Agreement, the Master Servicer may purchase all of the Mortgage Loans from the Trust Fund, thereby causing an early retirement of the Certificates.

In no event will the trust created by the Pooling and Servicing Agreement continue beyond the expiration of 21 years from the death of the last survivor of the descendants living at the date of the Pooling and Servicing Agreement of a certain person named in the Pooling and Servicing Agreement.

The Depositor, the Trustee, the Securities Administrator, the Master Servicer, the Certificate Registrar and any agent of any of them may treat the Person in whose name this Certificate is registered as the owner hereof for all purposes, and none of the Depositor, the Trustee, the Securities Administrator, the Master Servicer, the Certificate Registrar or any such agent shall be affected by any notice to the contrary.

As provided in the Pooling and Servicing Agreement, this Certificate and the Pooling and Servicing Agreement shall be construed in accordance with and governed by the laws of the State of New York without regard to the conflict of laws principles applied in the State of New York. In the event of any conflict between the provisions of this Certificate and the Pooling and Servicing Agreement, the Pooling and Servicing Agreement shall be controlling.

7

ASSIGNMENT

FOR VALUE RECEIVED, the undersigned hereby sell(s) and assign(s) and transfer(s) unto

(Please print or type name and address, including postal zip code, of assignee and social security number or employer identification number)

the within Certificate stating in the names of the undersigned in the Certificate Register and does hereby irrevocably constitute and appoint

 to transfer such Certificate in such Certificate Register.

I [we] further direct the Certificate Registrar to issue a new Certificate of the same Class of like principal to the above-named assignee and deliver such Certificate to the following address:

Dated:
	Signature by or on behalf of Assignor
Authorized Officer	Signature Guaranteed
Name of Institution	NOTICE: The signature(s) of this assignment must correspond with the name(s) on the face of this Certificate without alteration or any change whatsoever. The signature must be guaranteed by a participant in the Securities Transfer Agents Medallion Program, the New York Stock Exchange Medallion Signature Program or the Stock Exchanges Medallion Program. Notarized or witnessed signatures are not acceptable as guaranteed signatures.

DISTRIBUTION INSTRUCTIONS

The assignee should include the following for the information of the Certificate Registrar. Distributions shall be made by wire transfer in immediately available funds to

for the account of

account number or, if mailed by check, to

Applicable reports and statements should be mailed to

        This information is provided by

the assignee named above, or as its agent.

THIS CERTIFICATE IS A REMIC REGULAR INTEREST CERTIFICATE. THIS CERTIFICATE DOES NOT EVIDENCE AN OBLIGATION OF, OR AN INTEREST IN, AND IS NOT GUARANTEED BY, THE DEPOSITOR, THE TRUSTEE, THE SECURITIES ADMINISTRATOR, THE MASTER SERVICER OR ANY AFFILIATE OF ANY OF THEM AND IS NOT INSURED OR GUARANTEED BY ANY GOVERNMENTAL AGENCY OR PRIVATE INSURER.

DISTRIBUTIONS IN REDUCTION OF THE CERTIFICATE PRINCIPAL AMOUNT OF THIS CERTIFICATE MAY BE MADE IN INSTALLMENTS AS SET FORTH HEREIN. ACCORDINGLY, THE CERTIFICATE PRINCIPAL AMOUNT OF THIS CERTIFICATE AT ANY TIME MAY BE LESS THAN THE AMOUNT SHOWN ON THE FACE HEREOF.

THIS CERTIFICATE IS SUBORDINATE IN RIGHT OF PAYMENT AS DESCRIBED IN THE POOLING AND SERVICING AGREEMENT REFERRED TO HEREIN.

UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION (“DTC”), TO THE ISSUER OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE, OR PAYMENT, AND ANY CERTIFICATE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC, ANY TRANSFER, PLEDGE, OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL, INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.

NO TRANSFER OF THIS CERTIFICATE OR ANY INTEREST THEREIN SHALL BE MADE TO ANY EMPLOYEE BENEFIT PLAN OR OTHER PLAN OR ARRANGEMENT SUBJECT TO THE PROHIBITED TRANSACTION PROVISIONS OF THE EMPLOYEE RETIREMENT INCOME SECURITY ACT OF 1974, AS AMENDED (“ERISA”), OR SECTION 4975 OF THE CODE, OR ANY PERSON (INCLUDING AN INSURANCE COMPANY INVESTING ITS GENERAL ACCOUNT, AN INVESTMENT MANAGER, A NAMED FIDUCIARY OR A TRUSTEE OF ANY SUCH PLAN) WHO IS USING “PLAN ASSETS” OF ANY SUCH PLAN TO EFFECT SUCH ACQUISITION (EACH OF THE FOREGOING, A “PLAN INVESTOR”) UNLESS THE CERTIFICATE REGISTRAR IS PROVIDED WITH EITHER (I) A CERTIFICATION PURSUANT TO SECTION 3.03(d)(i) OF THE AGREEMENT OR (II) AN OPINION OF COUNSEL ACCEPTABLE TO AND IN FORM AND SUBSTANCE SATISFACTORY TO THE CERTIFICATE REGISTRAR TO THE EFFECT THAT THE PURCHASE OR HOLDING OF THIS CERTIFICATE IS PERMISSIBLE UNDER APPLICABLE LAW, WILL NOT CONSTITUTE OR RESULT IN ANY NON-EXEMPT PROHIBITED TRANSACTION UNDER SECTION 406 OF ERISA OR SECTION 4975 OF THE CODE (OR COMPARABLE PROVISIONS OF ANY SUBSEQUENT ENACTMENTS), AND WILL NOT SUBJECT THE CERTIFICATE REGISTRAR, THE TRUSTEE OR THE DEPOSITOR TO ANY OBLIGATION OR LIABILITY (INCLUDING OBLIGATIONS OR LIABILITIES UNDER ERISA OR SECTION 4975 OF THE CODE) IN ADDITION TO THOSE UNDERTAKEN IN THE AGREEMENT, WHICH OPINION OF COUNSEL SHALL NOT BE AN EXPENSE OF THE TRUST FUND, THE CERTIFICATE REGISTRAR, THE TRUSTEE OR THE DEPOSITOR. EACH INVESTOR IN THIS CERTIFICATE WILL BE DEEMED TO REPRESENT THAT IT IS IN COMPLIANCE WITH THE FOREGOING AND WILL BE FURTHER DEEMED TO REPRESENT, WARRANT AND COVENANT THAT IT WILL NOT SELL, PLEDGE OR OTHERWISE TRANSFER SUCH ERISA-RESTRICTED CERTIFICATE IN VIOLATION OF THE FOREGOING.

ANY PURPORTED CERTIFICATE OWNER WHOSE ACQUISITION OR HOLDING OF THIS CERTIFICATE (OR INTEREST THEREIN) WAS EFFECTED IN VIOLATION OF THE RESTRICTIONS IN SECTION 3.03 OF THE AGREEMENT SHALL INDEMNIFY AND HOLD HARMLESS THE CERTIFICATE REGISTRAR, THE DEPOSITOR, THE TRUSTEE AND THE TRUST FUND FROM AND AGAINST ANY AND ALL LIABILITIES, CLAIMS, COSTS OR EXPENSES INCURRED BY SUCH PARTIES AS A RESULT OF SUCH ACQUISITION OR HOLDING.

SEQUOIA MORTGAGE TRUST 2013-2

MORTGAGE PASS-THROUGH CERTIFICATES, CLASS B-l

Evidencing a beneficial interest in a pool of residential mortgage loans and any other assets established by

SEQUOIA RESIDENTIAL FUNDING, INC.

Initial Class Principal	Initial Certificate
Amount of the Class B-1	Principal Amount of this
Certificates: $14,654,000	Certificate: $14,654,000
Certificate Interest Rate: Adjustable	Cut-off Date: January 1, 2013
Final Scheduled Distribution
Date: February 2043
NUMBER 1	CUSIP: 81745M AD3

THIS CERTIFIES THAT CEDE & CO. is the registered owner of the Percentage Interest evidenced by this Certificate (obtained by dividing the initial Certificate Principal Amount of this Certificate by the initial Class Principal Amount of all Class B-1 Certificates, both as specified above) in a Trust Fund, the assets of which consist of the Mortgage Loans and all interest and principal received thereon after the Cut-off Date (other than Scheduled Payments due on or prior to the Cut-off Date), the rights of the Seller and the Depositor assigned to the Trustee under each Purchase Agreement, each Servicing Agreement, the Mortgage Loan Purchase and Sale Agreement, the Insurance Policies relating to the Mortgage Loans, all cash, instruments or property held or required to be held in the Custodial Accounts and the Distribution Account and property that secured a Mortgage Loan; and certain other assets, if any, as described in the Pooling and Servicing Agreement (the foregoing assets hereinafter collectively referred to as the “Trust Fund”).

Distributions on this Certificate will be made on the 25th day of each month or, if such day is not a Business Day, then on the succeeding Business Day, commencing in February 2013 (each, a “Distribution Date”), to the Person in whose name this Certificate is registered at the close of business on the last Business Day preceding such Distribution Date (the “Record Date”), in an amount equal to the product of the Percentage Interest evidenced by this Certificate and the amount, if any, required to be distributed to all Certificates of the Class represented by this Certificate. All sums distributable on this Certificate are payable in the coin or currency of the United States of America which at the time of payment is legal tender for the payment of public and private debts.

Reference is hereby made to the further provisions of this Certificate set forth on the reverse hereof, which shall have the same effect as though fully set forth on the face of this Certificate.

Unless the certificate of authentication hereon has been executed by or on behalf of the Authenticating Agent, whose name appears below by manual signature, this Certificate shall not be entitled to any benefit under the Pooling and Servicing Agreement or be valid for any purpose.

IN WITNESS WHEREOF, Christiana Trust, a division of Wilmington Savings Fund Society, FSB, as Trustee, has caused this Certificate to be duly executed.

CHRISTIANA TRUST, A DIVISION OF
WILMINGTON SAVINGS FUND SOCIETY, FSB,

not in its individual capacity but solely as Trustee

By:

Name:

Title:

Dated:

CERTIFICATE AUTHENTICATION

This is one of the Certificates referred to in the within-mentioned Pooling and Servicing Agreement.

WELLS FARGO BANK, N.A.,
as Authenticating Agent
By:
	AUTHORIZED SIGNATORY
Dated:

SEQUOIA MORTGAGE TRUST 2013-2

MORTGAGE PASS-THROUGH CERTIFICATE

This Certificate is one of a duly authorized issue of certificates designated as Sequoia Mortgage Trust 2013-2 Mortgage Pass-Through Certificates (the “Certificates”), representing all or part of a beneficial ownership interest in a Trust Fund established pursuant to a Pooling and Servicing Agreement, dated as of January 1, 2013 (the “Pooling and Servicing Agreement”), among Sequoia Residential Funding, Inc., as depositor (the “Depositor”), Wells Fargo Bank, N.A., as master servicer (in such capacity, the “Master Servicer”) and as securities administrator (in such capacity, the “Securities Administrator”) and Christiana Trust, a division of Wilmington Savings Fund Society, FSB, as trustee (the “Trustee”), to which terms, provisions and conditions thereof the Holder of this Certificate by virtue of the acceptance hereof assents, and by which such Holder is bound. Except as otherwise defined herein, all capitalized terms used herein shall have the meanings ascribed to them in the Pooling and Servicing Agreement. The Certificates consist of the following Classes: Class A, Class A-IO1, Class A-IO2, Class R, Class LT-R, Class B-1, Class B-2, Class B-3, Class B-4, and Class B-5.

On each Distribution Date, the Paying Agent, on behalf of the Trustee, will make distributions from the Distribution Account to the Holders of Certificates according to the terms of the Pooling and Servicing Agreement. All distributions or allocations made with respect to each Class of Certificates on each Distribution Date shall be allocated among the outstanding Certificates of such Class based on the Certificate Principal Amount (or Certificate Notional Amount) of each such Certificate.

Distributions on this Certificate will be made by check mailed to the Holder of record of this Certificate on the immediately preceding Record Date at the address of such Holder as it appears on the Certificate Register or, upon written request made to the Securities Administrator at least five Business Days prior to the related Record Date, by any Certificateholder owning an aggregate initial Certificate Principal Amount (or Certificate Notional Amount) of at least $1,000,000 or, in the case of any Residual Certificate, a Percentage Interest of 100%, by wire transfer in immediately available funds to an account specified in such request and at the expense of such Certificateholder requesting such wire transfer by deducting a wire transfer fee from the related distribution; provided, however, that the final distribution in respect of any Certificate shall be made only upon presentation and surrender of such Certificate at the Corporate Trust Office (as defined below); provided, further, that the foregoing provisions shall not apply to any Certificate as long as such Certificate remains a Book-Entry Certificate, in which case all payments made shall be made through the Clearing Agency and its Clearing Agency Participants. Notwithstanding such final payment of principal of any of the Certificates, each Residual Certificate will remain outstanding until the termination of the related REMIC or REMICs and the payment in full of all other amounts due with respect to the Residual Certificates and at such time such final payment in retirement of any Residual Certificate will be made only upon presentation and surrender of such Certificate at the Corporate Trust Office.

The Corporate Trust Office with respect to the presentment and surrender of Certificates for the final distribution thereon is the corporate trust office of the Certificate Registrar at Sixth Street and Marquette Avenue, Minneapolis, Minnesota 55479, Attention: Corporate Trust Services — Sequoia Mortgage Trust 2013-2 or at such other address as the Securities Administrator may designate from time to time.

The Pooling and Servicing Agreement may be amended by the Trustee, the Master Servicer, the Securities Administrator, and the Depositor with the consent of the Holders of not less than 66-2/3% of the Class Principal Amount or Class Notional Amount (or Percentage Interest) of each Class of Certificates affected thereby for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of the Pooling and Servicing Agreement or of modifying in any manner the rights of the Holders; provided, however, that no such amendment shall be made unless the Trustee and the Securities Administrator receive an Opinion of Counsel, at the expense of the party requesting the change, that such change will not cause an Adverse REMIC Event; and provided further, that no such amendment may (i) reduce in any manner the amount of, or delay the timing of, payments received on Mortgage Loans which are required to be distributed on any Certificate, without the consent of the Holder of such Certificate or (ii) reduce the aforesaid percentages of Class Principal Amount or Class Notional Amount (or Percentage Interest) of Certificates of each Class, the Holders of which are required to consent to any such amendment without the consent of the Holders of 100% of the Class Principal Amount or Class Notional Amount (or Percentage Interest) of each Class of Certificates affected thereby.  For purposes of this paragraph, references to “Holder” or “Holders” shall be deemed to include, in the case of any Class of Book-Entry Certificates, the related Certificate Owners. Any consent by the Holder of this Certificate will be conclusive and binding upon all future Holders of this Certificate and of any Certificate issued upon the transfer hereof or in exchange herefor or in lieu hereof whether or not consent is made with respect to such Certificate. The Pooling and Servicing Agreement also permits the amendment thereof in certain limited circumstances without the consent of the Holders.

As provided in the Pooling and Servicing Agreement and subject to certain limitations therein set forth, the transfer of this Certificate is registerable in the Certificate Register upon surrender of this Certificate for registration of transfer at the Corporate Trust Office, duly endorsed by, or accompanied by a written instrument of transfer in form satisfactory to, the Certificate Registrar duly executed by the Holder thereof or such Holder’s attorney duly authorized in writing, and thereupon one or more new Certificates of the same Class of authorized denominations evidencing the same initial Certificate Principal Amount (or Notional Amount) will be issued to the designated transferee or transferees. As provided in the Pooling and Servicing Agreement and subject to certain limitations therein set forth, this Certificate is exchangeable for new Certificates of the same Class evidencing the same aggregate initial Certificate Principal Amount (or Notional Amount) as requested by the Holder surrendering the same. No service charge will be made for any such registration of transfer or exchange, but the Certificate Registrar may require payment of a sum sufficient to cover any tax or governmental charge that may be imposed in connection with any exchange of Certificates.

The Class A, Class B-1, Class B-2, Class B-3, Class B-4, and Class B-5 Certificates are issuable only in registered form in minimum denominations of $100,000 in initial Certificate Principal Amount and the Class A-IO1 and Class A-IO2 Certificates are issuable only in registered form in minimum denominations of $1,000,000 in initial Certificate Notional Amount, in each case, in integral multiples of $1 in excess thereof and, in the case of the Class A, Class A-IO1, Class A-IO2, Class B-1, Class B-2 and Class B-3 Certificates, will be registered in the name of the nominee of the Clearing Agency, which shall maintain such Certificates through its book-entry facilities and, in the case of the Class B-4 and Class B-5 Certificates, will be maintained in physical form. The Class R and Class LT-R Certificates will each be issued as a single Certificate representing the entire Percentage Interest in that Class and will be maintained in physical form. The Certificates shall remain outstanding until the final Distribution Date for the Certificates.

On any date on which the Aggregate Stated Principal Balance of the Mortgage Loans has declined to less than 10% of the initial Aggregate Stated Principal Balance of the Mortgage Loans as of the Cut-off Date, subject to satisfaction of the conditions described in the Pooling and Servicing Agreement, the Master Servicer may purchase all of the Mortgage Loans from the Trust Fund, thereby causing an early retirement of the Certificates.

In no event will the trust created by the Pooling and Servicing Agreement continue beyond the expiration of 21 years from the death of the last survivor of the descendants living at the date of the Pooling and Servicing Agreement of a certain person named in the Pooling and Servicing Agreement.

The Depositor, the Trustee, the Securities Administrator, the Master Servicer, the Certificate Registrar and any agent of any of them may treat the Person in whose name this Certificate is registered as the owner hereof for all purposes, and none of the Depositor, the Trustee, the Securities Administrator, the Master Servicer, the Certificate Registrar or any such agent shall be affected by any notice to the contrary.

As provided in the Pooling and Servicing Agreement, this Certificate and the Pooling and Servicing Agreement shall be construed in accordance with and governed by the laws of the State of New York without regard to the conflict of laws principles applied in the State of New York. In the event of any conflict between the provisions of this Certificate and the Pooling and Servicing Agreement, the Pooling and Servicing Agreement shall be controlling.

ASSIGNMENT

FOR VALUE RECEIVED, the undersigned hereby sell(s) and assign(s) and transfer(s) unto

(Please print or type name and address, including postal zip code, of assignee and social security number or employer identification number)

the within Certificate stating in the names of the undersigned in the Certificate Register and does hereby irrevocably constitute and appoint

 to transfer such Certificate in such Certificate Register.

I [we] further direct the Certificate Registrar to issue a new Certificate of the same Class of like principal to the above-named assignee and deliver such Certificate to the following address:

Dated:
	Signature by or on behalf of Assignor
Authorized Officer	Signature Guaranteed
Name of Institution	NOTICE: The signature(s) of this assignment must correspond with the name(s) on the face of this Certificate without alteration or any change whatsoever. The signature must be guaranteed by a participant in the Securities Transfer Agents Medallion Program, the New York Stock Exchange Medallion Signature Program or the Stock Exchanges Medallion Program. Notarized or witnessed signatures are not acceptable as guaranteed signatures.

DISTRIBUTION INSTRUCTIONS

The assignee should include the following for the information of the Certificate Registrar. Distributions shall be made by wire transfer in immediately available funds to

for the account of

account number or, if mailed by check, to

Applicable reports and statements should be mailed to

        This information is provided by

the assignee named above, or as its agent.

THIS CERTIFICATE IS A REMIC REGULAR INTEREST CERTIFICATE. THIS CERTIFICATE DOES NOT EVIDENCE AN OBLIGATION OF, OR AN INTEREST IN, AND IS NOT GUARANTEED BY, THE DEPOSITOR, THE TRUSTEE, THE SECURITIES ADMINISTRATOR, THE MASTER SERVICER OR ANY AFFILIATE OF ANY OF THEM AND IS NOT INSURED OR GUARANTEED BY ANY GOVERNMENTAL AGENCY OR PRIVATE INSURER.

DISTRIBUTIONS IN REDUCTION OF THE CERTIFICATE PRINCIPAL AMOUNT OF THIS CERTIFICATE MAY BE MADE IN INSTALLMENTS AS SET FORTH HEREIN. ACCORDINGLY, THE CERTIFICATE PRINCIPAL AMOUNT OF THIS CERTIFICATE AT ANY TIME MAY BE LESS THAN THE AMOUNT SHOWN ON THE FACE HEREOF.

THIS CERTIFICATE IS SUBORDINATE IN RIGHT OF PAYMENT AS DESCRIBED IN THE POOLING AND SERVICING AGREEMENT REFERRED TO HEREIN.

UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION (“DTC”), TO THE ISSUER OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE, OR PAYMENT, AND ANY CERTIFICATE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC, ANY TRANSFER, PLEDGE, OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL, INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.

NO TRANSFER OF THIS CERTIFICATE OR ANY INTEREST THEREIN SHALL BE MADE TO ANY EMPLOYEE BENEFIT PLAN OR OTHER PLAN OR ARRANGEMENT SUBJECT TO THE PROHIBITED TRANSACTION PROVISIONS OF THE EMPLOYEE RETIREMENT INCOME SECURITY ACT OF 1974, AS AMENDED (“ERISA”), OR SECTION 4975 OF THE CODE, OR ANY PERSON (INCLUDING AN INSURANCE COMPANY INVESTING ITS GENERAL ACCOUNT, AN INVESTMENT MANAGER, A NAMED FIDUCIARY OR A TRUSTEE OF ANY SUCH PLAN) WHO IS USING “PLAN ASSETS” OF ANY SUCH PLAN TO EFFECT SUCH ACQUISITION (EACH OF THE FOREGOING, A “PLAN INVESTOR”) UNLESS THE CERTIFICATE REGISTRAR IS PROVIDED WITH EITHER (I) A CERTIFICATION PURSUANT TO SECTION 3.03(d)(i) OF THE AGREEMENT OR (II) AN OPINION OF COUNSEL ACCEPTABLE TO AND IN FORM AND SUBSTANCE SATISFACTORY TO THE CERTIFICATE REGISTRAR TO THE EFFECT THAT THE PURCHASE OR HOLDING OF THIS CERTIFICATE IS PERMISSIBLE UNDER APPLICABLE LAW, WILL NOT CONSTITUTE OR RESULT IN ANY NON-EXEMPT PROHIBITED TRANSACTION UNDER SECTION 406 OF ERISA OR SECTION 4975 OF THE CODE (OR COMPARABLE PROVISIONS OF ANY SUBSEQUENT ENACTMENTS), AND WILL NOT SUBJECT THE CERTIFICATE REGISTRAR, THE TRUSTEE OR THE DEPOSITOR TO ANY OBLIGATION OR LIABILITY (INCLUDING OBLIGATIONS OR LIABILITIES UNDER ERISA OR SECTION 4975 OF THE CODE) IN ADDITION TO THOSE UNDERTAKEN IN THE AGREEMENT, WHICH OPINION OF COUNSEL SHALL NOT BE AN EXPENSE OF THE TRUST FUND, THE CERTIFICATE REGISTRAR, THE TRUSTEE OR THE DEPOSITOR. EACH INVESTOR IN THIS CERTIFICATE WILL BE DEEMED TO REPRESENT THAT IT IS IN COMPLIANCE WITH THE FOREGOING AND WILL BE FURTHER DEEMED TO REPRESENT, WARRANT AND COVENANT THAT IT WILL NOT SELL, PLEDGE OR OTHERWISE TRANSFER SUCH ERISA-RESTRICTED CERTIFICATE IN VIOLATION OF THE FOREGOING.

ANY PURPORTED CERTIFICATE OWNER WHOSE ACQUISITION OR HOLDING OF THIS CERTIFICATE (OR INTEREST THEREIN) WAS EFFECTED IN VIOLATION OF THE RESTRICTIONS IN SECTION 3.03 OF THE AGREEMENT SHALL INDEMNIFY AND HOLD HARMLESS THE CERTIFICATE REGISTRAR, THE DEPOSITOR, THE TRUSTEE AND THE TRUST FUND FROM AND AGAINST ANY AND ALL LIABILITIES, CLAIMS, COSTS OR EXPENSES INCURRED BY SUCH PARTIES AS A RESULT OF SUCH ACQUISITION OR HOLDING.

SEQUOIA MORTGAGE TRUST 2013-2

MORTGAGE PASS-THROUGH CERTIFICATES, CLASS B-2

Evidencing a beneficial interest in a pool of residential mortgage loans and any other assets established by

SEQUOIA RESIDENTIAL FUNDING, INC.

Initial Class Principal	Initial Certificate
Amount of the Class B-2	Principal Amount of this
Certificates: $12,657,000	Certificate: $12,657,000
Certificate Interest Rate: Adjustable	Cut-off Date: January 1, 2013
Final Scheduled Distribution
Date: February 2043
NUMBER 1	CUSIP: 81745M AE1

2

THIS CERTIFIES THAT CEDE & CO. is the registered owner of the Percentage Interest evidenced by this Certificate (obtained by dividing the initial Certificate Principal Amount of this Certificate by the initial Class Principal Amount of all Class B-2 Certificates, both as specified above) in a Trust Fund, the assets of which consist of the Mortgage Loans and all interest and principal received thereon after the Cut-off Date (other than Scheduled Payments due on or prior to the Cut-off Date), the rights of the Seller and the Depositor assigned to the Trustee under each Purchase Agreement, each Servicing Agreement, the Mortgage Loan Purchase and Sale Agreement, the Insurance Policies relating to the Mortgage Loans, all cash, instruments or property held or required to be held in the Custodial Accounts and the Distribution Account and property that secured a Mortgage Loan; and certain other assets, if any, as described in the Pooling and Servicing Agreement (the foregoing assets hereinafter collectively referred to as the “Trust Fund”).

Distributions on this Certificate will be made on the 25th day of each month or, if such day is not a Business Day, then on the succeeding Business Day, commencing in February 2013 (each, a “Distribution Date”), to the Person in whose name this Certificate is registered at the close of business on the last Business Day preceding such Distribution Date (the “Record Date”), in an amount equal to the product of the Percentage Interest evidenced by this Certificate and the amount, if any, required to be distributed to all Certificates of the Class represented by this Certificate. All sums distributable on this Certificate are payable in the coin or currency of the United States of America which at the time of payment is legal tender for the payment of public and private debts.

Reference is hereby made to the further provisions of this Certificate set forth on the reverse hereof, which shall have the same effect as though fully set forth on the face of this Certificate.

Unless the certificate of authentication hereon has been executed by or on behalf of the Authenticating Agent, whose name appears below by manual signature, this Certificate shall not be entitled to any benefit under the Pooling and Servicing Agreement or be valid for any purpose.

3

IN WITNESS WHEREOF, Christiana Trust, a division of Wilmington Savings Fund Society, FSB, as Trustee, has caused this Certificate to be duly executed.

CHRISTIANA TRUST, A DIVISION OF
WILMINGTON SAVINGS FUND SOCIETY, FSB,

not in its individual capacity but solely as Trustee

By:

Name:

Title:

Dated:

CERTIFICATE AUTHENTICATION

This is one of the Certificates referred to in the within-mentioned Pooling and Servicing Agreement.

WELLS FARGO BANK, N.A.,
as Authenticating Agent
By:
	AUTHORIZED SIGNATORY
Dated:

4

SEQUOIA MORTGAGE TRUST 2013-2

MORTGAGE PASS-THROUGH CERTIFICATE

This Certificate is one of a duly authorized issue of certificates designated as Sequoia Mortgage Trust 2013-2 Mortgage Pass-Through Certificates (the “Certificates”), representing all or part of a beneficial ownership interest in a Trust Fund established pursuant to a Pooling and Servicing Agreement, dated as of January 1, 2013 (the “Pooling and Servicing Agreement”), among Sequoia Residential Funding, Inc., as depositor (the “Depositor”), Wells Fargo Bank, N.A., as master servicer (in such capacity, the “Master Servicer”) and as securities administrator (in such capacity, the “Securities Administrator”) and Christiana Trust, a division of Wilmington Savings Fund Society, FSB, as trustee (the “Trustee”), to which terms, provisions and conditions thereof the Holder of this Certificate by virtue of the acceptance hereof assents, and by which such Holder is bound. Except as otherwise defined herein, all capitalized terms used herein shall have the meanings ascribed to them in the Pooling and Servicing Agreement. The Certificates consist of the following Classes: Class A, Class A-IO1, Class A-IO2, Class R, Class LT-R, Class B-1, Class B-2, Class B-3, Class B-4, and Class B-5.

On each Distribution Date, the Paying Agent, on behalf of the Trustee, will make distributions from the Distribution Account to the Holders of Certificates according to the terms of the Pooling and Servicing Agreement. All distributions or allocations made with respect to each Class of Certificates on each Distribution Date shall be allocated among the outstanding Certificates of such Class based on the Certificate Principal Amount (or Certificate Notional Amount) of each such Certificate.

Distributions on this Certificate will be made by check mailed to the Holder of record of this Certificate on the immediately preceding Record Date at the address of such Holder as it appears on the Certificate Register or, upon written request made to the Securities Administrator at least five Business Days prior to the related Record Date, by any Certificateholder owning an aggregate initial Certificate Principal Amount (or Certificate Notional Amount) of at least $1,000,000 or, in the case of any Residual Certificate, a Percentage Interest of 100%, by wire transfer in immediately available funds to an account specified in such request and at the expense of such Certificateholder requesting such wire transfer by deducting a wire transfer fee from the related distribution; provided, however, that the final distribution in respect of any Certificate shall be made only upon presentation and surrender of such Certificate at the Corporate Trust Office (as defined below); provided, further, that the foregoing provisions shall not apply to any Certificate as long as such Certificate remains a Book-Entry Certificate, in which case all payments made shall be made through the Clearing Agency and its Clearing Agency Participants. Notwithstanding such final payment of principal of any of the Certificates, each Residual Certificate will remain outstanding until the termination of the related REMIC or REMICs and the payment in full of all other amounts due with respect to the Residual Certificates and at such time such final payment in retirement of any Residual Certificate will be made only upon presentation and surrender of such Certificate at the Corporate Trust Office.

The Corporate Trust Office with respect to the presentment and surrender of Certificates for the final distribution thereon is the corporate trust office of the Certificate Registrar at Sixth Street and Marquette Avenue, Minneapolis, Minnesota 55479, Attention: Corporate Trust Services — Sequoia Mortgage Trust 2013-2 or at such other address as the Securities Administrator may designate from time to time.

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The Pooling and Servicing Agreement may be amended by the Trustee, the Master Servicer, the Securities Administrator, and the Depositor with the consent of the Holders of not less than 66-2/3% of the Class Principal Amount or Class Notional Amount (or Percentage Interest) of each Class of Certificates affected thereby for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of the Pooling and Servicing Agreement or of modifying in any manner the rights of the Holders; provided, however, that no such amendment shall be made unless the Trustee and the Securities Administrator receive an Opinion of Counsel, at the expense of the party requesting the change, that such change will not cause an Adverse REMIC Event; and provided further, that no such amendment may (i) reduce in any manner the amount of, or delay the timing of, payments received on Mortgage Loans which are required to be distributed on any Certificate, without the consent of the Holder of such Certificate or (ii) reduce the aforesaid percentages of Class Principal Amount or Class Notional Amount (or Percentage Interest) of Certificates of each Class, the Holders of which are required to consent to any such amendment without the consent of the Holders of 100% of the Class Principal Amount or Class Notional Amount (or Percentage Interest) of each Class of Certificates affected thereby.  For purposes of this paragraph, references to “Holder” or “Holders” shall be deemed to include, in the case of any Class of Book-Entry Certificates, the related Certificate Owners. Any consent by the Holder of this Certificate will be conclusive and binding upon all future Holders of this Certificate and of any Certificate issued upon the transfer hereof or in exchange herefor or in lieu hereof whether or not consent is made with respect to such Certificate. The Pooling and Servicing Agreement also permits the amendment thereof in certain limited circumstances without the consent of the Holders.

As provided in the Pooling and Servicing Agreement and subject to certain limitations therein set forth, the transfer of this Certificate is registerable in the Certificate Register upon surrender of this Certificate for registration of transfer at the Corporate Trust Office, duly endorsed by, or accompanied by a written instrument of transfer in form satisfactory to, the Certificate Registrar duly executed by the Holder thereof or such Holder’s attorney duly authorized in writing, and thereupon one or more new Certificates of the same Class of authorized denominations evidencing the same initial Certificate Principal Amount (or Notional Amount) will be issued to the designated transferee or transferees. As provided in the Pooling and Servicing Agreement and subject to certain limitations therein set forth, this Certificate is exchangeable for new Certificates of the same Class evidencing the same aggregate initial Certificate Principal Amount (or Notional Amount) as requested by the Holder surrendering the same. No service charge will be made for any such registration of transfer or exchange, but the Certificate Registrar may require payment of a sum sufficient to cover any tax or governmental charge that may be imposed in connection with any exchange of Certificates.

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The Class A, Class B-1, Class B-2, Class B-3, Class B-4, and Class B-5 Certificates are issuable only in registered form in minimum denominations of $100,000 in initial Certificate Principal Amount and the Class A-IO1 and Class A-IO2 Certificates are issuable only in registered form in minimum denominations of $1,000,000 in initial Certificate Notional Amount, in each case, in integral multiples of $1 in excess thereof and, in the case of the Class A, Class A-IO1, Class A-IO2, Class B-1, Class B-2 and Class B-3 Certificates, will be registered in the name of the nominee of the Clearing Agency, which shall maintain such Certificates through its book-entry facilities and, in the case of the Class B-4 and Class B-5 Certificates, will be maintained in physical form. The Class R and Class LT-R Certificates will each be issued as a single Certificate representing the entire Percentage Interest in that Class and will be maintained in physical form. The Certificates shall remain outstanding until the final Distribution Date for the Certificates.

On any date on which the Aggregate Stated Principal Balance of the Mortgage Loans has declined to less than 10% of the initial Aggregate Stated Principal Balance of the Mortgage Loans as of the Cut-off Date, subject to satisfaction of the conditions described in the Pooling and Servicing Agreement, the Master Servicer may purchase all of the Mortgage Loans from the Trust Fund, thereby causing an early retirement of the Certificates.

In no event will the trust created by the Pooling and Servicing Agreement continue beyond the expiration of 21 years from the death of the last survivor of the descendants living at the date of the Pooling and Servicing Agreement of a certain person named in the Pooling and Servicing Agreement.

The Depositor, the Trustee, the Securities Administrator, the Master Servicer, the Certificate Registrar and any agent of any of them may treat the Person in whose name this Certificate is registered as the owner hereof for all purposes, and none of the Depositor, the Trustee, the Securities Administrator, the Master Servicer, the Certificate Registrar or any such agent shall be affected by any notice to the contrary.

As provided in the Pooling and Servicing Agreement, this Certificate and the Pooling and Servicing Agreement shall be construed in accordance with and governed by the laws of the State of New York without regard to the conflict of laws principles applied in the State of New York. In the event of any conflict between the provisions of this Certificate and the Pooling and Servicing Agreement, the Pooling and Servicing Agreement shall be controlling.

7

ASSIGNMENT

FOR VALUE RECEIVED, the undersigned hereby sell(s) and assign(s) and transfer(s) unto

(Please print or type name and address, including postal zip code, of assignee and social security number or employer identification number)

the within Certificate stating in the names of the undersigned in the Certificate Register and does hereby irrevocably constitute and appoint

 to transfer such Certificate in such Certificate Register.

I [we] further direct the Certificate Registrar to issue a new Certificate of the same Class of like principal to the above-named assignee and deliver such Certificate to the following address:

Dated:
	Signature by or on behalf of Assignor
Authorized Officer	Signature Guaranteed
Name of Institution	NOTICE: The signature(s) of this assignment must correspond with the name(s) on the face of this Certificate without alteration or any change whatsoever. The signature must be guaranteed by a participant in the Securities Transfer Agents Medallion Program, the New York Stock Exchange Medallion Signature Program or the Stock Exchanges Medallion Program. Notarized or witnessed signatures are not acceptable as guaranteed signatures.

DISTRIBUTION INSTRUCTIONS

The assignee should include the following for the information of the Certificate Registrar. Distributions shall be made by wire transfer in immediately available funds to

for the account of

account number or, if mailed by check, to

Applicable reports and statements should be mailed to

        This information is provided by

the assignee named above, or as its agent.

THIS CERTIFICATE IS A REMIC REGULAR INTEREST CERTIFICATE. THIS CERTIFICATE DOES NOT EVIDENCE AN OBLIGATION OF, OR AN INTEREST IN, AND IS NOT GUARANTEED BY, THE DEPOSITOR, THE TRUSTEE, THE SECURITIES ADMINISTRATOR, THE MASTER SERVICER OR ANY AFFILIATE OF ANY OF THEM AND IS NOT INSURED OR GUARANTEED BY ANY GOVERNMENTAL AGENCY OR PRIVATE INSURER.

DISTRIBUTIONS IN REDUCTION OF THE CERTIFICATE PRINCIPAL AMOUNT OF THIS CERTIFICATE MAY BE MADE IN INSTALLMENTS AS SET FORTH HEREIN. ACCORDINGLY, THE CERTIFICATE PRINCIPAL AMOUNT OF THIS CERTIFICATE AT ANY TIME MAY BE LESS THAN THE AMOUNT SHOWN ON THE FACE HEREOF.

THIS CERTIFICATE IS SUBORDINATE IN RIGHT OF PAYMENT AS DESCRIBED IN THE POOLING AND SERVICING AGREEMENT REFERRED TO HEREIN.

UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION (“DTC”), TO THE ISSUER OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE, OR PAYMENT, AND ANY CERTIFICATE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC, ANY TRANSFER, PLEDGE, OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL, INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.

NO TRANSFER OF THIS CERTIFICATE OR ANY INTEREST THEREIN SHALL BE MADE TO ANY EMPLOYEE BENEFIT PLAN OR OTHER PLAN OR ARRANGEMENT SUBJECT TO THE PROHIBITED TRANSACTION PROVISIONS OF THE EMPLOYEE RETIREMENT INCOME SECURITY ACT OF 1974, AS AMENDED (“ERISA”), OR SECTION 4975 OF THE CODE, OR ANY PERSON (INCLUDING AN INSURANCE COMPANY INVESTING ITS GENERAL ACCOUNT, AN INVESTMENT MANAGER, A NAMED FIDUCIARY OR A TRUSTEE OF ANY SUCH PLAN) WHO IS USING “PLAN ASSETS” OF ANY SUCH PLAN TO EFFECT SUCH ACQUISITION (EACH OF THE FOREGOING, A “PLAN INVESTOR”) UNLESS THE CERTIFICATE REGISTRAR IS PROVIDED WITH EITHER (I) A CERTIFICATION PURSUANT TO SECTION 3.03(d)(i) OF THE AGREEMENT OR (II) AN OPINION OF COUNSEL ACCEPTABLE TO AND IN FORM AND SUBSTANCE SATISFACTORY TO THE CERTIFICATE REGISTRAR TO THE EFFECT THAT THE PURCHASE OR HOLDING OF THIS CERTIFICATE IS PERMISSIBLE UNDER APPLICABLE LAW, WILL NOT CONSTITUTE OR RESULT IN ANY NON-EXEMPT PROHIBITED TRANSACTION UNDER SECTION 406 OF ERISA OR SECTION 4975 OF THE CODE (OR COMPARABLE PROVISIONS OF ANY SUBSEQUENT ENACTMENTS), AND WILL NOT SUBJECT THE CERTIFICATE REGISTRAR, THE TRUSTEE OR THE DEPOSITOR TO ANY OBLIGATION OR LIABILITY (INCLUDING OBLIGATIONS OR LIABILITIES UNDER ERISA OR SECTION 4975 OF THE CODE) IN ADDITION TO THOSE UNDERTAKEN IN THE AGREEMENT, WHICH OPINION OF COUNSEL SHALL NOT BE AN EXPENSE OF THE TRUST FUND, THE CERTIFICATE REGISTRAR, THE TRUSTEE OR THE DEPOSITOR. EACH INVESTOR IN THIS CERTIFICATE WILL BE DEEMED TO REPRESENT THAT IT IS IN COMPLIANCE WITH THE FOREGOING AND WILL BE FURTHER DEEMED TO REPRESENT, WARRANT AND COVENANT THAT IT WILL NOT SELL, PLEDGE OR OTHERWISE TRANSFER SUCH ERISA-RESTRICTED CERTIFICATE IN VIOLATION OF THE FOREGOING.

ANY PURPORTED CERTIFICATE OWNER WHOSE ACQUISITION OR HOLDING OF THIS CERTIFICATE (OR INTEREST THEREIN) WAS EFFECTED IN VIOLATION OF THE RESTRICTIONS IN SECTION 3.03 OF THE AGREEMENT SHALL INDEMNIFY AND HOLD HARMLESS THE CERTIFICATE REGISTRAR, THE DEPOSITOR, THE TRUSTEE AND THE TRUST FUND FROM AND AGAINST ANY AND ALL LIABILITIES, CLAIMS, COSTS OR EXPENSES INCURRED BY SUCH PARTIES AS A RESULT OF SUCH ACQUISITION OR HOLDING.

SEQUOIA MORTGAGE TRUST 2013-2

MORTGAGE PASS-THROUGH CERTIFICATES, CLASS B-3

Evidencing a beneficial interest in a pool of residential mortgage loans and any other assets established by

SEQUOIA RESIDENTIAL FUNDING, INC.

Initial Class Principal	Initial Certificate
Amount of the Class B-3	Principal Amount of this
Certificates: $6,661,000	Certificate: $6,661,000
Certificate Interest Rate: Adjustable	Cut-off Date: January 1, 2013
Final Scheduled Distribution
Date: February 2043
NUMBER 1	CUSIP: 81745M AF8

2

THIS CERTIFIES THAT CEDE & CO. is the registered owner of the Percentage Interest evidenced by this Certificate (obtained by dividing the initial Certificate Principal Amount of this Certificate by the initial Class Principal Amount of all Class B-3 Certificates, both as specified above) in a Trust Fund, the assets of which consist of the Mortgage Loans and all interest and principal received thereon after the Cut-off Date (other than Scheduled Payments due on or prior to the Cut-off Date), the rights of the Seller and the Depositor assigned to the Trustee under each Purchase Agreement, each Servicing Agreement, the Mortgage Loan Purchase and Sale Agreement, the Insurance Policies relating to the Mortgage Loans, all cash, instruments or property held or required to be held in the Custodial Accounts and the Distribution Account and property that secured a Mortgage Loan; and certain other assets, if any, as described in the Pooling and Servicing Agreement (the foregoing assets hereinafter collectively referred to as the “Trust Fund”).

Distributions on this Certificate will be made on the 25th day of each month or, if such day is not a Business Day, then on the succeeding Business Day, commencing in February 2013 (each, a “Distribution Date”), to the Person in whose name this Certificate is registered at the close of business on the last Business Day preceding such Distribution Date (the “Record Date”), in an amount equal to the product of the Percentage Interest evidenced by this Certificate and the amount, if any, required to be distributed to all Certificates of the Class represented by this Certificate. All sums distributable on this Certificate are payable in the coin or currency of the United States of America which at the time of payment is legal tender for the payment of public and private debts.

Reference is hereby made to the further provisions of this Certificate set forth on the reverse hereof, which shall have the same effect as though fully set forth on the face of this Certificate.

Unless the certificate of authentication hereon has been executed by or on behalf of the Authenticating Agent, whose name appears below by manual signature, this Certificate shall not be entitled to any benefit under the Pooling and Servicing Agreement or be valid for any purpose.

3

IN WITNESS WHEREOF, Christiana Trust, a division of Wilmington Savings Fund Society, FSB, as Trustee, has caused this Certificate to be duly executed.

CHRISTIANA TRUST, A DIVISION OF
WILMINGTON SAVINGS FUND SOCIETY, FSB,

not in its individual capacity but solely as Trustee

By:

Name:

Title:

Dated:

CERTIFICATE AUTHENTICATION

This is one of the Certificates referred to in the within-mentioned Pooling and Servicing Agreement.

WELLS FARGO BANK, N.A.,
as Authenticating Agent
By:
	AUTHORIZED SIGNATORY
Dated:

4

SEQUOIA MORTGAGE TRUST 2013-2

MORTGAGE PASS-THROUGH CERTIFICATE

This Certificate is one of a duly authorized issue of certificates designated as Sequoia Mortgage Trust 2013-2 Mortgage Pass-Through Certificates (the “Certificates”), representing all or part of a beneficial ownership interest in a Trust Fund established pursuant to a Pooling and Servicing Agreement, dated as of January 1, 2013 (the “Pooling and Servicing Agreement”), among Sequoia Residential Funding, Inc., as depositor (the “Depositor”), Wells Fargo Bank, N.A., as master servicer (in such capacity, the “Master Servicer”) and as securities administrator (in such capacity, the “Securities Administrator”) and Christiana Trust, a division of Wilmington Savings Fund Society, FSB, as trustee (the “Trustee”), to which terms, provisions and conditions thereof the Holder of this Certificate by virtue of the acceptance hereof assents, and by which such Holder is bound. Except as otherwise defined herein, all capitalized terms used herein shall have the meanings ascribed to them in the Pooling and Servicing Agreement. The Certificates consist of the following Classes: Class A, Class A-IO1, Class A-IO2, Class R, Class LT-R, Class B-1, Class B-2, Class B-3, Class B-4, and Class B-5.

On each Distribution Date, the Paying Agent, on behalf of the Trustee, will make distributions from the Distribution Account to the Holders of Certificates according to the terms of the Pooling and Servicing Agreement. All distributions or allocations made with respect to each Class of Certificates on each Distribution Date shall be allocated among the outstanding Certificates of such Class based on the Certificate Principal Amount (or Certificate Notional Amount) of each such Certificate.

Distributions on this Certificate will be made by check mailed to the Holder of record of this Certificate on the immediately preceding Record Date at the address of such Holder as it appears on the Certificate Register or, upon written request made to the Securities Administrator at least five Business Days prior to the related Record Date, by any Certificateholder owning an aggregate initial Certificate Principal Amount (or Certificate Notional Amount) of at least $1,000,000 or, in the case of any Residual Certificate, a Percentage Interest of 100%, by wire transfer in immediately available funds to an account specified in such request and at the expense of such Certificateholder requesting such wire transfer by deducting a wire transfer fee from the related distribution; provided, however, that the final distribution in respect of any Certificate shall be made only upon presentation and surrender of such Certificate at the Corporate Trust Office (as defined below); provided, further, that the foregoing provisions shall not apply to any Certificate as long as such Certificate remains a Book-Entry Certificate, in which case all payments made shall be made through the Clearing Agency and its Clearing Agency Participants. Notwithstanding such final payment of principal of any of the Certificates, each Residual Certificate will remain outstanding until the termination of the related REMIC or REMICs and the payment in full of all other amounts due with respect to the Residual Certificates and at such time such final payment in retirement of any Residual Certificate will be made only upon presentation and surrender of such Certificate at the Corporate Trust Office.

The Corporate Trust Office with respect to the presentment and surrender of Certificates for the final distribution thereon is the corporate trust office of the Certificate Registrar at Sixth Street and Marquette Avenue, Minneapolis, Minnesota 55479, Attention: Corporate Trust Services — Sequoia Mortgage Trust 2013-2 or at such other address as the Securities Administrator may designate from time to time.

5

The Pooling and Servicing Agreement may be amended by the Trustee, the Master Servicer, the Securities Administrator, and the Depositor with the consent of the Holders of not less than 66-2/3% of the Class Principal Amount or Class Notional Amount (or Percentage Interest) of each Class of Certificates affected thereby for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of the Pooling and Servicing Agreement or of modifying in any manner the rights of the Holders; provided, however, that no such amendment shall be made unless the Trustee and the Securities Administrator receive an Opinion of Counsel, at the expense of the party requesting the change, that such change will not cause an Adverse REMIC Event; and provided further, that no such amendment may (i) reduce in any manner the amount of, or delay the timing of, payments received on Mortgage Loans which are required to be distributed on any Certificate, without the consent of the Holder of such Certificate or (ii) reduce the aforesaid percentages of Class Principal Amount or Class Notional Amount (or Percentage Interest) of Certificates of each Class, the Holders of which are required to consent to any such amendment without the consent of the Holders of 100% of the Class Principal Amount or Class Notional Amount (or Percentage Interest) of each Class of Certificates affected thereby.  For purposes of this paragraph, references to “Holder” or “Holders” shall be deemed to include, in the case of any Class of Book-Entry Certificates, the related Certificate Owners. Any consent by the Holder of this Certificate will be conclusive and binding upon all future Holders of this Certificate and of any Certificate issued upon the transfer hereof or in exchange herefor or in lieu hereof whether or not consent is made with respect to such Certificate. The Pooling and Servicing Agreement also permits the amendment thereof in certain limited circumstances without the consent of the Holders.

As provided in the Pooling and Servicing Agreement and subject to certain limitations therein set forth, the transfer of this Certificate is registerable in the Certificate Register upon surrender of this Certificate for registration of transfer at the Corporate Trust Office, duly endorsed by, or accompanied by a written instrument of transfer in form satisfactory to, the Certificate Registrar duly executed by the Holder thereof or such Holder’s attorney duly authorized in writing, and thereupon one or more new Certificates of the same Class of authorized denominations evidencing the same initial Certificate Principal Amount (or Notional Amount) will be issued to the designated transferee or transferees. As provided in the Pooling and Servicing Agreement and subject to certain limitations therein set forth, this Certificate is exchangeable for new Certificates of the same Class evidencing the same aggregate initial Certificate Principal Amount (or Notional Amount) as requested by the Holder surrendering the same. No service charge will be made for any such registration of transfer or exchange, but the Certificate Registrar may require payment of a sum sufficient to cover any tax or governmental charge that may be imposed in connection with any exchange of Certificates.

6

The Class A, Class B-1, Class B-2, Class B-3, Class B-4, and Class B-5 Certificates are issuable only in registered form in minimum denominations of $100,000 in initial Certificate Principal Amount and the Class A-IO1 and Class A-IO2 Certificates are issuable only in registered form in minimum denominations of $1,000,000 in initial Certificate Notional Amount, in each case, in integral multiples of $1 in excess thereof and, in the case of the Class A, Class A-IO1, Class A-IO2, Class B-1, Class B-2 and Class B-3 Certificates, will be registered in the name of the nominee of the Clearing Agency, which shall maintain such Certificates through its book-entry facilities and, in the case of the Class B-4 and Class B-5 Certificates, will be maintained in physical form. The Class R and Class LT-R Certificates will each be issued as a single Certificate representing the entire Percentage Interest in that Class and will be maintained in physical form. The Certificates shall remain outstanding until the final Distribution Date for the Certificates.

On any date on which the Aggregate Stated Principal Balance of the Mortgage Loans has declined to less than 10% of the initial Aggregate Stated Principal Balance of the Mortgage Loans as of the Cut-off Date, subject to satisfaction of the conditions described in the Pooling and Servicing Agreement, the Master Servicer may purchase all of the Mortgage Loans from the Trust Fund, thereby causing an early retirement of the Certificates.

In no event will the trust created by the Pooling and Servicing Agreement continue beyond the expiration of 21 years from the death of the last survivor of the descendants living at the date of the Pooling and Servicing Agreement of a certain person named in the Pooling and Servicing Agreement.

The Depositor, the Trustee, the Securities Administrator, the Master Servicer, the Certificate Registrar and any agent of any of them may treat the Person in whose name this Certificate is registered as the owner hereof for all purposes, and none of the Depositor, the Trustee, the Securities Administrator, the Master Servicer, the Certificate Registrar or any such agent shall be affected by any notice to the contrary.

As provided in the Pooling and Servicing Agreement, this Certificate and the Pooling and Servicing Agreement shall be construed in accordance with and governed by the laws of the State of New York without regard to the conflict of laws principles applied in the State of New York. In the event of any conflict between the provisions of this Certificate and the Pooling and Servicing Agreement, the Pooling and Servicing Agreement shall be controlling.

7

ASSIGNMENT

FOR VALUE RECEIVED, the undersigned hereby sell(s) and assign(s) and transfer(s) unto

(Please print or type name and address, including postal zip code, of assignee and social security number or employer identification number)

the within Certificate stating in the names of the undersigned in the Certificate Register and does hereby irrevocably constitute and appoint

to transfer such Certificate in such Certificate Register.

I [we] further direct the Certificate Registrar to issue a new Certificate of the same Class of like principal to the above-named assignee and deliver such Certificate to the following address:

Dated:
	Signature by or on behalf of Assignor
Authorized Officer	Signature Guaranteed
Name of Institution	NOTICE: The signature(s) of this assignment must correspond with the name(s) on the face of this Certificate without alteration or any change whatsoever. The signature must be guaranteed by a participant in the Securities Transfer Agents Medallion Program, the New York Stock Exchange Medallion Signature Program or the Stock Exchanges Medallion Program. Notarized or witnessed signatures are not acceptable as guaranteed signatures.

DISTRIBUTION INSTRUCTIONS

The assignee should include the following for the information of the Certificate Registrar. Distributions shall be made by wire transfer in immediately available funds to

for the account of

account number or, if mailed by check, to

Applicable reports and statements should be mailed to

        This information is provided by

the assignee named above, or as its agent.

THIS CERTIFICATE IS A REMIC REGULAR INTEREST CERTIFICATE. THIS CERTIFICATE DOES NOT EVIDENCE AN OBLIGATION OF, OR AN INTEREST IN, AND IS NOT GUARANTEED BY, THE DEPOSITOR, THE TRUSTEE, THE SECURITIES ADMINISTRATOR, THE MASTER SERVICER OR ANY AFFILIATE OF ANY OF THEM AND IS NOT INSURED OR GUARANTEED BY ANY GOVERNMENTAL AGENCY OR PRIVATE INSURER.

DISTRIBUTIONS IN REDUCTION OF THE CERTIFICATE PRINCIPAL AMOUNT OF THIS CERTIFICATE MAY BE MADE IN INSTALLMENTS AS SET FORTH HEREIN. ACCORDINGLY, THE CERTIFICATE PRINCIPAL AMOUNT OF THIS CERTIFICATE AT ANY TIME MAY BE LESS THAN THE AMOUNT SHOWN ON THE FACE HEREOF.

THIS CERTIFICATE IS SUBORDINATE IN RIGHT OF PAYMENT AS DESCRIBED IN THE POOLING AND SERVICING AGREEMENT REFERRED TO HEREIN.

THIS CERTIFICATE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "1933 ACT"), OR ANY STATE SECURITIES LAWS. NEITHER THIS CERTIFICATE NOR ANY INTEREST OR PARTICIPATION HEREIN MAY BE REOFFERED, SOLD, ASSIGNED, TRANSFERRED, PLEDGED, ENCUMBERED OR OTHERWISE DISPOSED OF IN THE ABSENCE OF SUCH REGISTRATION, UNLESS SUCH TRANSACTION IS EXEMPT FROM, OR NOT SUBJECT TO, REGISTRATION.

THE HOLDER OF THIS CERTIFICATE BY ITS ACCEPTANCE HEREOF AGREES TO OFFER, SELL OR OTHERWISE TRANSFER SUCH CERTIFICATE ONLY (A) PURSUANT TO A REGISTRATION STATEMENT WHICH HAS BEEN DECLARED EFFECTIVE UNDER THE 1933 ACT, (B) TO PERSON IT REASONABLY BELIEVES IS A "QUALIFIED INSTITUTIONAL BUYER" AS DEFINED IN RULE 144A UNDER THE 1933 ACT THAT PURCHASES FOR ITS OWN ACCOUNT OR FOR THE ACCOUNT OF A QUALIFIED INSTITUTIONAL BUYER TO WHOM NOTICE IS GIVEN THAT THE TRANSFER IS BEING MADE IN RELIANCE ON RULE 144A, OR (C) TO AN INSTITUTIONAL "ACCREDITED INVESTOR" WITHIN THE MEANING OF SUBPARAGRAPH (A)(1), (2), (3) OR (7) OF RULE 501 UNDER THE 1933 ACT THAT IS ACQUIRING THE CERTIFICATE FOR ITS OWN ACCOUNT, OR FOR THE ACCOUNT OF SUCH AN INSTITUTIONAL "ACCREDITED INVESTOR," FOR INVESTMENT PURPOSES AND NOT WITH A VIEW TO, OR FOR OFFER OR SALE IN CONNECTION WITH, ANY DISTRIBUTION VIOLATION OF THE 1933 ACT, SUBJECT TO THE CERTIFICATE REGISTRAR'S RIGHT PRIOR TO ANY SUCH OFFER, SALE OR TRANSFER TO REQUIRE THE DELIVERY OF A CERTIFICATE OF TRANSFER IN THE FORM APPEARING IN THE POOLING AND SERVICING AGREEMENT.

NO TRANSFER OF THIS CERTIFICATE OR ANY INTEREST THEREIN SHALL BE MADE TO ANY EMPLOYEE BENEFIT PLAN OR OTHER PLAN OR ARRANGEMENT SUBJECT TO THE PROHIBITED TRANSACTION PROVISIONS OF THE EMPLOYEE RETIREMENT INCOME SECURITY ACT OF 1974, AS AMENDED (“ERISA”), OR SECTION 4975 OF THE CODE, OR ANY PERSON (INCLUDING AN INSURANCE COMPANY INVESTING ITS GENERAL ACCOUNT, AN INVESTMENT MANAGER, A NAMED FIDUCIARY OR A TRUSTEE OF ANY SUCH PLAN) WHO IS USING “PLAN ASSETS” OF ANY SUCH PLAN TO EFFECT SUCH ACQUISITION (EACH OF THE FOREGOING, A “PLAN INVESTOR”) UNLESS THE CERTIFICATE REGISTRAR IS PROVIDED WITH EITHER (I) A CERTIFICATION PURSUANT TO SECTION 3.03(d)(i) OF THE AGREEMENT OR (II) AN OPINION OF COUNSEL ACCEPTABLE TO AND IN FORM AND SUBSTANCE SATISFACTORY TO THE CERTIFICATE REGISTRAR TO THE EFFECT THAT THE PURCHASE OR HOLDING OF THIS CERTIFICATE IS PERMISSIBLE UNDER APPLICABLE LAW, WILL NOT CONSTITUTE OR RESULT IN ANY NON-EXEMPT PROHIBITED TRANSACTION UNDER SECTION 406 OF ERISA OR SECTION 4975 OF THE CODE (OR COMPARABLE PROVISIONS OF ANY SUBSEQUENT ENACTMENTS), AND WILL NOT SUBJECT THE CERTIFICATE REGISTRAR, THE TRUSTEE OR THE DEPOSITOR TO ANY OBLIGATION OR LIABILITY (INCLUDING OBLIGATIONS OR LIABILITIES UNDER ERISA OR SECTION 4975 OF THE CODE) IN ADDITION TO THOSE UNDERTAKEN IN THE AGREEMENT, WHICH OPINION OF COUNSEL SHALL NOT BE AN EXPENSE OF THE TRUST FUND, THE CERTIFICATE REGISTRAR, THE TRUSTEE OR THE DEPOSITOR. EACH INVESTOR IN THIS CERTIFICATE WILL BE DEEMED TO REPRESENT THAT IT IS IN COMPLIANCE WITH THE FOREGOING AND WILL BE FURTHER DEEMED TO REPRESENT, WARRANT AND COVENANT THAT IT WILL NOT SELL, PLEDGE OR OTHERWISE TRANSFER SUCH ERISA-RESTRICTED CERTIFICATE IN VIOLATION OF THE FOREGOING.

ANY PURPORTED CERTIFICATE OWNER WHOSE ACQUISITION OR HOLDING OF THIS CERTIFICATE (OR INTEREST THEREIN) WAS EFFECTED IN VIOLATION OF THE RESTRICTIONS IN SECTION 3.03 OF THE AGREEMENT SHALL INDEMNIFY AND HOLD HARMLESS THE CERTIFICATE REGISTRAR, THE DEPOSITOR, THE TRUSTEE AND THE TRUST FUND FROM AND AGAINST ANY AND ALL LIABILITIES, CLAIMS, COSTS OR EXPENSES INCURRED BY SUCH PARTIES AS A RESULT OF SUCH ACQUISITION OR HOLDING.

2

SEQUOIA MORTGAGE TRUST 2013-2

MORTGAGE PASS-THROUGH CERTIFICATES, CLASS B-4

Evidencing a beneficial interest in a pool of residential mortgage loans and any other assets established by

SEQUOIA RESIDENTIAL FUNDING, INC.

Initial Class Principal	Initial Certificate
Amount of the Class B-4	Principal Amount of this
Certificates: $5,662,000	Certificate: $5,662,000
Certificate Interest Rate: Adjustable	Cut-off Date: January 1, 2013
Final Scheduled Distribution
Date: February 2043
	CUSIP: 81745M AG6
NUMBER 1

3

THIS CERTIFIES THAT [NIMER & CO.] is the registered owner of the Percentage Interest evidenced by this Certificate (obtained by dividing the initial Certificate Principal Amount of this Certificate by the initial Class Principal Amount of all Class B-4 Certificates, both as specified above) in a Trust Fund, the assets of which consist of the Mortgage Loans and all interest and principal received thereon after the Cut-off Date (other than Scheduled Payments due on or prior to the Cut-off Date), the rights of the Seller and the Depositor assigned to the Trustee under each Purchase Agreement, each Servicing Agreement, the Mortgage Loan Purchase and Sale Agreement, the Insurance Policies relating to the Mortgage Loans, all cash, instruments or property held or required to be held in the Custodial Accounts and the Distribution Account and property that secured a Mortgage Loan; and certain other assets, if any, as described in the Pooling and Servicing Agreement (the foregoing assets hereinafter collectively referred to as the “Trust Fund”).

Distributions on this Certificate will be made on the 25th day of each month or, if such day is not a Business Day, then on the succeeding Business Day, commencing in February 2013 (each, a “Distribution Date”), to the Person in whose name this Certificate is registered at the close of business on the last Business Day preceding such Distribution Date (the “Record Date”), in an amount equal to the product of the Percentage Interest evidenced by this Certificate and the amount, if any, required to be distributed to all Certificates of the Class represented by this Certificate. All sums distributable on this Certificate are payable in the coin or currency of the United States of America which at the time of payment is legal tender for the payment of public and private debts.

Reference is hereby made to the further provisions of this Certificate set forth on the reverse hereof, which shall have the same effect as though fully set forth on the face of this Certificate.

Unless the certificate of authentication hereon has been executed by or on behalf of the Authenticating Agent, whose name appears below by manual signature, this Certificate shall not be entitled to any benefit under the Pooling and Servicing Agreement or be valid for any purpose.

4

IN WITNESS WHEREOF, Christiana Trust, a division of Wilmington Savings Fund Society, FSB, as Trustee, has caused this Certificate to be duly executed.

CHRISTIANA TRUST, A DIVISION OF
WILMINGTON SAVINGS FUND SOCIETY, FSB,

not in its individual capacity but solely as Trustee

By:

Name:

Title:

Dated:

CERTIFICATE AUTHENTICATION

This is one of the Certificates referred to in the within-mentioned Pooling and Servicing Agreement.

WELLS FARGO BANK, N.A.,
as Authenticating Agent
By:
	AUTHORIZED SIGNATORY
Dated:

5

SEQUOIA MORTGAGE TRUST 2013-2

MORTGAGE PASS-THROUGH CERTIFICATE

This Certificate is one of a duly authorized issue of certificates designated as Sequoia Mortgage Trust 2013-2 Mortgage Pass-Through Certificates (the “Certificates”), representing all or part of a beneficial ownership interest in a Trust Fund established pursuant to a Pooling and Servicing Agreement, dated as of January 1, 2013 (the “Pooling and Servicing Agreement”), among Sequoia Residential Funding, Inc., as depositor (the “Depositor”), Wells Fargo Bank, N.A., as master servicer (in such capacity, the “Master Servicer”) and as securities administrator (in such capacity, the “Securities Administrator”) and Christiana Trust, a division of Wilmington Savings Fund Society, FSB, as trustee (the “Trustee”), to which terms, provisions and conditions thereof the Holder of this Certificate by virtue of the acceptance hereof assents, and by which such Holder is bound. Except as otherwise defined herein, all capitalized terms used herein shall have the meanings ascribed to them in the Pooling and Servicing Agreement. The Certificates consist of the following Classes: Class A, Class A-IO1, Class A-IO2, Class R, Class LT-R, Class B-1, Class B-2, Class B-3, Class B-4, and Class B-5.

On each Distribution Date, the Paying Agent, on behalf of the Trustee, will make distributions from the Distribution Account to the Holders of Certificates according to the terms of the Pooling and Servicing Agreement. All distributions or allocations made with respect to each Class of Certificates on each Distribution Date shall be allocated among the outstanding Certificates of such Class based on the Certificate Principal Amount (or Certificate Notional Amount) of each such Certificate.

Distributions on this Certificate will be made by check mailed to the Holder of record of this Certificate on the immediately preceding Record Date at the address of such Holder as it appears on the Certificate Register or, upon written request made to the Securities Administrator at least five Business Days prior to the related Record Date, by any Certificateholder owning an aggregate initial Certificate Principal Amount (or Certificate Notional Amount) of at least $1,000,000 or, in the case of any Residual Certificate, a Percentage Interest of 100%, by wire transfer in immediately available funds to an account specified in such request and at the expense of such Certificateholder requesting such wire transfer by deducting a wire transfer fee from the related distribution; provided, however, that the final distribution in respect of any Certificate shall be made only upon presentation and surrender of such Certificate at the Corporate Trust Office (as defined below); provided, further, that the foregoing provisions shall not apply to any Certificate as long as such Certificate remains a Book-Entry Certificate, in which case all payments made shall be made through the Clearing Agency and its Clearing Agency Participants. Notwithstanding such final payment of principal of any of the Certificates, each Residual Certificate will remain outstanding until the termination of the related REMIC or REMICs and the payment in full of all other amounts due with respect to the Residual Certificates and at such time such final payment in retirement of any Residual Certificate will be made only upon presentation and surrender of such Certificate at the Corporate Trust Office.

The Corporate Trust Office with respect to the presentment and surrender of Certificates for the final distribution thereon is the corporate trust office of the Certificate Registrar at Sixth Street and Marquette Avenue, Minneapolis, Minnesota 55479, Attention: Corporate Trust Services — Sequoia Mortgage Trust 2013-2 or at such other address as the Securities Administrator may designate from time to time.

6

The Pooling and Servicing Agreement may be amended by the Trustee, the Master Servicer, the Securities Administrator, and the Depositor with the consent of the Holders of not less than 66-2/3% of the Class Principal Amount or Class Notional Amount (or Percentage Interest) of each Class of Certificates affected thereby for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of the Pooling and Servicing Agreement or of modifying in any manner the rights of the Holders; provided, however, that no such amendment shall be made unless the Trustee and the Securities Administrator receive an Opinion of Counsel, at the expense of the party requesting the change, that such change will not cause an Adverse REMIC Event; and provided further, that no such amendment may (i) reduce in any manner the amount of, or delay the timing of, payments received on Mortgage Loans which are required to be distributed on any Certificate, without the consent of the Holder of such Certificate or (ii) reduce the aforesaid percentages of Class Principal Amount or Class Notional Amount (or Percentage Interest) of Certificates of each Class, the Holders of which are required to consent to any such amendment without the consent of the Holders of 100% of the Class Principal Amount or Class Notional Amount (or Percentage Interest) of each Class of Certificates affected thereby.  For purposes of this paragraph, references to “Holder” or “Holders” shall be deemed to include, in the case of any Class of Book-Entry Certificates, the related Certificate Owners. Any consent by the Holder of this Certificate will be conclusive and binding upon all future Holders of this Certificate and of any Certificate issued upon the transfer hereof or in exchange herefor or in lieu hereof whether or not consent is made with respect to such Certificate. The Pooling and Servicing Agreement also permits the amendment thereof in certain limited circumstances without the consent of the Holders.

As provided in the Pooling and Servicing Agreement and subject to certain limitations therein set forth, the transfer of this Certificate is registerable in the Certificate Register upon surrender of this Certificate for registration of transfer at the Corporate Trust Office, duly endorsed by, or accompanied by a written instrument of transfer in form satisfactory to, the Certificate Registrar duly executed by the Holder thereof or such Holder’s attorney duly authorized in writing, and thereupon one or more new Certificates of the same Class of authorized denominations evidencing the same initial Certificate Principal Amount (or Notional Amount) will be issued to the designated transferee or transferees. As provided in the Pooling and Servicing Agreement and subject to certain limitations therein set forth, this Certificate is exchangeable for new Certificates of the same Class evidencing the same aggregate initial Certificate Principal Amount (or Notional Amount) as requested by the Holder surrendering the same. No service charge will be made for any such registration of transfer or exchange, but the Certificate Registrar may require payment of a sum sufficient to cover any tax or governmental charge that may be imposed in connection with any exchange of Certificates.

7

The Class A, Class B-1, Class B-2, Class B-3, Class B-4, and Class B-5 Certificates are issuable only in registered form in minimum denominations of $100,000 in initial Certificate Principal Amount and the Class A-IO1 and Class A-IO2 Certificates are issuable only in registered form in minimum denominations of $1,000,000 in initial Certificate Notional Amount, in each case, in integral multiples of $1 in excess thereof and, in the case of the Class A, Class 1-IO1, Class A-IO2, Class B-1, Class B-2 and Class B-3 Certificates, will be registered in the name of the nominee of the Clearing Agency, which shall maintain such Certificates through its book-entry facilities and, in the case of the Class B-4 and Class B-5 Certificates, will be maintained in physical form. The Class R and Class LT-R Certificates will each be issued as a single Certificate representing the entire Percentage Interest in that Class and will be maintained in physical form. The Certificates shall remain outstanding until the final Distribution Date for the Certificates.

On any date on which the Aggregate Stated Principal Balance of the Mortgage Loans has declined to less than 10% of the initial Aggregate Stated Principal Balance of the Mortgage Loans as of the Cut-off Date, subject to satisfaction of the conditions described in the Pooling and Servicing Agreement, the Master Servicer may purchase all of the Mortgage Loans from the Trust Fund, thereby causing an early retirement of the Certificates.

In no event will the trust created by the Pooling and Servicing Agreement continue beyond the expiration of 21 years from the death of the last survivor of the descendants living at the date of the Pooling and Servicing Agreement of a certain person named in the Pooling and Servicing Agreement.

The Depositor, the Trustee, the Securities Administrator, the Master Servicer, the Certificate Registrar and any agent of any of them may treat the Person in whose name this Certificate is registered as the owner hereof for all purposes, and none of the Depositor, the Trustee, the Securities Administrator, the Master Servicer, the Certificate Registrar or any such agent shall be affected by any notice to the contrary.

As provided in the Pooling and Servicing Agreement, this Certificate and the Pooling and Servicing Agreement shall be construed in accordance with and governed by the laws of the State of New York without regard to the conflict of laws principles applied in the State of New York. In the event of any conflict between the provisions of this Certificate and the Pooling and Servicing Agreement, the Pooling and Servicing Agreement shall be controlling.

8

ASSIGNMENT

FOR VALUE RECEIVED, the undersigned hereby sell(s) and assign(s) and transfer(s) unto

(Please print or type name and address, including postal zip code, of assignee and social security number or employer identification number)

the within Certificate stating in the names of the undersigned in the Certificate Register and does hereby irrevocably constitute and appoint

to transfer such Certificate in such Certificate Register.

I [we] further direct the Certificate Registrar to issue a new Certificate of the same Class of like principal to the above-named assignee and deliver such Certificate to the following address:

Dated:
	Signature by or on behalf of Assignor
Authorized Officer	Signature Guaranteed
Name of Institution	NOTICE: The signature(s) of this assignment must correspond with the name(s) on the face of this Certificate without alteration or any change whatsoever. The signature must be guaranteed by a participant in the Securities Transfer Agents Medallion Program, the New York Stock Exchange Medallion Signature Program or the Stock Exchanges Medallion Program. Notarized or witnessed signatures are not acceptable as guaranteed signatures.

DISTRIBUTION INSTRUCTIONS

The assignee should include the following for the information of the Certificate Registrar. Distributions shall be made by wire transfer in immediately available funds to

for the account of

account number or, if mailed by check, to

Applicable reports and statements should be mailed to

        This information is provided by

the assignee named above, or as its agent.

1

THIS CERTIFICATE IS A REMIC REGULAR INTEREST CERTIFICATE. THIS CERTIFICATE DOES NOT EVIDENCE AN OBLIGATION OF, OR AN INTEREST IN, AND IS NOT GUARANTEED BY, THE DEPOSITOR, THE TRUSTEE, THE SECURITIES ADMINISTRATOR, THE MASTER SERVICER OR ANY AFFILIATE OF ANY OF THEM AND IS NOT INSURED OR GUARANTEED BY ANY GOVERNMENTAL AGENCY OR PRIVATE INSURER.

DISTRIBUTIONS IN REDUCTION OF THE CERTIFICATE PRINCIPAL AMOUNT OF THIS CERTIFICATE MAY BE MADE IN INSTALLMENTS AS SET FORTH HEREIN. ACCORDINGLY, THE CERTIFICATE PRINCIPAL AMOUNT OF THIS CERTIFICATE AT ANY TIME MAY BE LESS THAN THE AMOUNT SHOWN ON THE FACE HEREOF.

THIS CERTIFICATE IS SUBORDINATE IN RIGHT OF PAYMENT AS DESCRIBED IN THE POOLING AND SERVICING AGREEMENT REFERRED TO HEREIN.

THIS CERTIFICATE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "1933 ACT"), OR ANY STATE SECURITIES LAWS. NEITHER THIS CERTIFICATE NOR ANY INTEREST OR PARTICIPATION HEREIN MAY BE REOFFERED, SOLD, ASSIGNED, TRANSFERRED, PLEDGED, ENCUMBERED OR OTHERWISE DISPOSED OF IN THE ABSENCE OF SUCH REGISTRATION, UNLESS SUCH TRANSACTION IS EXEMPT FROM, OR NOT SUBJECT TO, REGISTRATION.

THE HOLDER OF THIS CERTIFICATE BY ITS ACCEPTANCE HEREOF AGREES TO OFFER, SELL OR OTHERWISE TRANSFER SUCH CERTIFICATE ONLY (A) PURSUANT TO A REGISTRATION STATEMENT WHICH HAS BEEN DECLARED EFFECTIVE UNDER THE 1933 ACT, (B) TO PERSON IT REASONABLY BELIEVES IS A "QUALIFIED INSTITUTIONAL BUYER" AS DEFINED IN RULE 144A UNDER THE 1933 ACT THAT PURCHASES FOR ITS OWN ACCOUNT OR FOR THE ACCOUNT OF A QUALIFIED INSTITUTIONAL BUYER TO WHOM NOTICE IS GIVEN THAT THE TRANSFER IS BEING MADE IN RELIANCE ON RULE 144A, OR (C) TO AN INSTITUTIONAL "ACCREDITED INVESTOR" WITHIN THE MEANING OF SUBPARAGRAPH (A)(1), (2), (3) OR (7) OF RULE 501 UNDER THE 1933 ACT THAT IS ACQUIRING THE CERTIFICATE FOR ITS OWN ACCOUNT, OR FOR THE ACCOUNT OF SUCH AN INSTITUTIONAL "ACCREDITED INVESTOR," FOR INVESTMENT PURPOSES AND NOT WITH A VIEW TO, OR FOR OFFER OR SALE IN CONNECTION WITH, ANY DISTRIBUTION VIOLATION OF THE 1933 ACT, SUBJECT TO THE CERTIFICATE REGISTRAR'S RIGHT PRIOR TO ANY SUCH OFFER, SALE OR TRANSFER TO REQUIRE THE DELIVERY OF A CERTIFICATE OF TRANSFER IN THE FORM APPEARING IN THE POOLING AND SERVICING AGREEMENT.

NO TRANSFER OF THIS CERTIFICATE OR ANY INTEREST THEREIN SHALL BE MADE TO ANY EMPLOYEE BENEFIT PLAN OR OTHER PLAN OR ARRANGEMENT SUBJECT TO THE PROHIBITED TRANSACTION PROVISIONS OF THE EMPLOYEE RETIREMENT INCOME SECURITY ACT OF 1974, AS AMENDED (“ERISA”), OR SECTION 4975 OF THE CODE, OR ANY PERSON (INCLUDING AN INSURANCE COMPANY INVESTING ITS GENERAL ACCOUNT, AN INVESTMENT MANAGER, A NAMED FIDUCIARY OR A TRUSTEE OF ANY SUCH PLAN) WHO IS USING “PLAN ASSETS” OF ANY SUCH PLAN TO EFFECT SUCH ACQUISITION (EACH OF THE FOREGOING, A “PLAN INVESTOR”) UNLESS THE CERTIFICATE REGISTRAR IS PROVIDED WITH EITHER (I) A CERTIFICATION PURSUANT TO SECTION 3.03(d)(i) OF THE AGREEMENT OR (II) AN OPINION OF COUNSEL ACCEPTABLE TO AND IN FORM AND SUBSTANCE SATISFACTORY TO THE CERTIFICATE REGISTRAR TO THE EFFECT THAT THE PURCHASE OR HOLDING OF THIS CERTIFICATE IS PERMISSIBLE UNDER APPLICABLE LAW, WILL NOT CONSTITUTE OR RESULT IN ANY NON-EXEMPT PROHIBITED TRANSACTION UNDER SECTION 406 OF ERISA OR SECTION 4975 OF THE CODE (OR COMPARABLE PROVISIONS OF ANY SUBSEQUENT ENACTMENTS), AND WILL NOT SUBJECT THE CERTIFICATE REGISTRAR, THE TRUSTEE OR THE DEPOSITOR TO ANY OBLIGATION OR LIABILITY (INCLUDING OBLIGATIONS OR LIABILITIES UNDER ERISA OR SECTION 4975 OF THE CODE) IN ADDITION TO THOSE UNDERTAKEN IN THE AGREEMENT, WHICH OPINION OF COUNSEL SHALL NOT BE AN EXPENSE OF THE TRUST FUND, THE CERTIFICATE REGISTRAR, THE TRUSTEE OR THE DEPOSITOR. EACH INVESTOR IN THIS CERTIFICATE WILL BE DEEMED TO REPRESENT THAT IT IS IN COMPLIANCE WITH THE FOREGOING AND WILL BE FURTHER DEEMED TO REPRESENT, WARRANT AND COVENANT THAT IT WILL NOT SELL, PLEDGE OR OTHERWISE TRANSFER SUCH ERISA-RESTRICTED CERTIFICATE IN VIOLATION OF THE FOREGOING.

ANY PURPORTED CERTIFICATE OWNER WHOSE ACQUISITION OR HOLDING OF THIS CERTIFICATE (OR INTEREST THEREIN) WAS EFFECTED IN VIOLATION OF THE RESTRICTIONS IN SECTION 3.03 OF THE AGREEMENT SHALL INDEMNIFY AND HOLD HARMLESS THE CERTIFICATE REGISTRAR, THE DEPOSITOR, THE TRUSTEE AND THE TRUST FUND FROM AND AGAINST ANY AND ALL LIABILITIES, CLAIMS, COSTS OR EXPENSES INCURRED BY SUCH PARTIES AS A RESULT OF SUCH ACQUISITION OR HOLDING.

2

SEQUOIA MORTGAGE TRUST 2013-2

MORTGAGE PASS-THROUGH CERTIFICATES, CLASS B-5

Evidencing a beneficial interest in a pool of residential mortgage loans and any other assets established by

SEQUOIA RESIDENTIAL FUNDING, INC.

Initial Class Principal	Initial Certificate
Amount of the Class B-5	Principal Amount of this
Certificates: $7,328,404	Certificate: $7,328,404
Certificate Interest Rate: Adjustable	Cut-off Date: January 1, 2013
Final Scheduled Distribution
Date: February 2043
	CUSIP: 81745M AH4
NUMBER 1

3

THIS CERTIFIES THAT [NIMER & CO.] is the registered owner of the Percentage Interest evidenced by this Certificate (obtained by dividing the initial Certificate Principal Amount of this Certificate by the initial Class Principal Amount of all Class B-5 Certificates, both as specified above) in a Trust Fund, the assets of which consist of the Mortgage Loans and all interest and principal received thereon after the Cut-off Date (other than Scheduled Payments due on or prior to the Cut-off Date), the rights of the Seller and the Depositor assigned to the Trustee under each Purchase Agreement, each Servicing Agreement, the Mortgage Loan Purchase and Sale Agreement, the Insurance Policies relating to the Mortgage Loans, all cash, instruments or property held or required to be held in the Custodial Accounts and the Distribution Account and property that secured a Mortgage Loan; and certain other assets, if any, as described in the Pooling and Servicing Agreement (the foregoing assets hereinafter collectively referred to as the “Trust Fund”).

Distributions on this Certificate will be made on the 25th day of each month or, if such day is not a Business Day, then on the succeeding Business Day, commencing in February 2013 (each, a “Distribution Date”), to the Person in whose name this Certificate is registered at the close of business on the last Business Day preceding such Distribution Date (the “Record Date”), in an amount equal to the product of the Percentage Interest evidenced by this Certificate and the amount, if any, required to be distributed to all Certificates of the Class represented by this Certificate. All sums distributable on this Certificate are payable in the coin or currency of the United States of America which at the time of payment is legal tender for the payment of public and private debts.

Reference is hereby made to the further provisions of this Certificate set forth on the reverse hereof, which shall have the same effect as though fully set forth on the face of this Certificate.

Unless the certificate of authentication hereon has been executed by or on behalf of the Authenticating Agent, whose name appears below by manual signature, this Certificate shall not be entitled to any benefit under the Pooling and Servicing Agreement or be valid for any purpose.

4

IN WITNESS WHEREOF, Christiana Trust, a division of Wilmington Savings Fund Society, FSB, as Trustee, has caused this Certificate to be duly executed.

CHRISTIANA TRUST, A DIVISION OF
WILMINGTON SAVINGS FUND SOCIETY, FSB,

not in its individual capacity but solely as Trustee

By:

Name:

Title:

Dated:

CERTIFICATE AUTHENTICATION

This is one of the Certificates referred to in the within-mentioned Pooling and Servicing Agreement.

WELLS FARGO BANK, N.A.,
as Authenticating Agent
By:
	AUTHORIZED SIGNATORY
Dated:

5

SEQUOIA MORTGAGE TRUST 2013-2

MORTGAGE PASS-THROUGH CERTIFICATE

This Certificate is one of a duly authorized issue of certificates designated as Sequoia Mortgage Trust 2013-2 Mortgage Pass-Through Certificates (the “Certificates”), representing all or part of a beneficial ownership interest in a Trust Fund established pursuant to a Pooling and Servicing Agreement, dated as of January 1, 2013 (the “Pooling and Servicing Agreement”), among Sequoia Residential Funding, Inc., as depositor (the “Depositor”), Wells Fargo Bank, N.A., as master servicer (in such capacity, the “Master Servicer”) and as securities administrator (in such capacity, the “Securities Administrator”) and Christiana Trust, a division of Wilmington Savings Fund Society, FSB, as trustee (the “Trustee”), to which terms, provisions and conditions thereof the Holder of this Certificate by virtue of the acceptance hereof assents, and by which such Holder is bound. Except as otherwise defined herein, all capitalized terms used herein shall have the meanings ascribed to them in the Pooling and Servicing Agreement. The Certificates consist of the following Classes: Class A, Class A-IO1, Class A-IO2, Class R, Class LT-R, Class B-1, Class B-2, Class B-3, Class B-4, and Class B-5.

On each Distribution Date, the Paying Agent, on behalf of the Trustee, will make distributions from the Distribution Account to the Holders of Certificates according to the terms of the Pooling and Servicing Agreement. All distributions or allocations made with respect to each Class of Certificates on each Distribution Date shall be allocated among the outstanding Certificates of such Class based on the Certificate Principal Amount (or Certificate Notional Amount) of each such Certificate.

Distributions on this Certificate will be made by check mailed to the Holder of record of this Certificate on the immediately preceding Record Date at the address of such Holder as it appears on the Certificate Register or, upon written request made to the Securities Administrator at least five Business Days prior to the related Record Date, by any Certificateholder owning an aggregate initial Certificate Principal Amount (or Certificate Notional Amount) of at least $1,000,000 or, in the case of any Residual Certificate, a Percentage Interest of 100%, by wire transfer in immediately available funds to an account specified in such request and at the expense of such Certificateholder requesting such wire transfer by deducting a wire transfer fee from the related distribution; provided, however, that the final distribution in respect of any Certificate shall be made only upon presentation and surrender of such Certificate at the Corporate Trust Office (as defined below); provided, further, that the foregoing provisions shall not apply to any Certificate as long as such Certificate remains a Book-Entry Certificate, in which case all payments made shall be made through the Clearing Agency and its Clearing Agency Participants. Notwithstanding such final payment of principal of any of the Certificates, each Residual Certificate will remain outstanding until the termination of the related REMIC or REMICs and the payment in full of all other amounts due with respect to the Residual Certificates and at such time such final payment in retirement of any Residual Certificate will be made only upon presentation and surrender of such Certificate at the Corporate Trust Office.

The Corporate Trust Office with respect to the presentment and surrender of Certificates for the final distribution thereon is the corporate trust office of the Certificate Registrar at Sixth Street and Marquette Avenue, Minneapolis, Minnesota 55479, Attention: Corporate Trust Services — Sequoia Mortgage Trust 2013-2 or at such other address as the Securities Administrator may designate from time to time.

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The Pooling and Servicing Agreement may be amended by the Trustee, the Master Servicer, the Securities Administrator, and the Depositor with the consent of the Holders of not less than 66-2/3% of the Class Principal Amount or Class Notional Amount (or Percentage Interest) of each Class of Certificates affected thereby for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of the Pooling and Servicing Agreement or of modifying in any manner the rights of the Holders; provided, however, that no such amendment shall be made unless the Trustee and the Securities Administrator receive an Opinion of Counsel, at the expense of the party requesting the change, that such change will not cause an Adverse REMIC Event; and provided further, that no such amendment may (i) reduce in any manner the amount of, or delay the timing of, payments received on Mortgage Loans which are required to be distributed on any Certificate, without the consent of the Holder of such Certificate or (ii) reduce the aforesaid percentages of Class Principal Amount or Class Notional Amount (or Percentage Interest) of Certificates of each Class, the Holders of which are required to consent to any such amendment without the consent of the Holders of 100% of the Class Principal Amount or Class Notional Amount (or Percentage Interest) of each Class of Certificates affected thereby.  For purposes of this paragraph, references to “Holder” or “Holders” shall be deemed to include, in the case of any Class of Book-Entry Certificates, the related Certificate Owners. Any consent by the Holder of this Certificate will be conclusive and binding upon all future Holders of this Certificate and of any Certificate issued upon the transfer hereof or in exchange herefor or in lieu hereof whether or not consent is made with respect to such Certificate. The Pooling and Servicing Agreement also permits the amendment thereof in certain limited circumstances without the consent of the Holders.

As provided in the Pooling and Servicing Agreement and subject to certain limitations therein set forth, the transfer of this Certificate is registerable in the Certificate Register upon surrender of this Certificate for registration of transfer at the Corporate Trust Office, duly endorsed by, or accompanied by a written instrument of transfer in form satisfactory to, the Certificate Registrar duly executed by the Holder thereof or such Holder’s attorney duly authorized in writing, and thereupon one or more new Certificates of the same Class of authorized denominations evidencing the same initial Certificate Principal Amount (or Notional Amount) will be issued to the designated transferee or transferees. As provided in the Pooling and Servicing Agreement and subject to certain limitations therein set forth, this Certificate is exchangeable for new Certificates of the same Class evidencing the same aggregate initial Certificate Principal Amount (or Notional Amount) as requested by the Holder surrendering the same. No service charge will be made for any such registration of transfer or exchange, but the Certificate Registrar may require payment of a sum sufficient to cover any tax or governmental charge that may be imposed in connection with any exchange of Certificates.

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The Class A, Class B-1, Class B-2, Class B-3, Class B-4, and Class B-5 Certificates are issuable only in registered form in minimum denominations of $100,000 in initial Certificate Principal Amount and the Class A-IO1 and Class A-IO2 Certificates are issuable only in registered form in minimum denominations of $1,000,000 in initial Certificate Notional Amount, in each case, in integral multiples of $1 in excess thereof and, in the case of the Class A, Class A-IO1, Class A-IO2, Class B-1, Class B-2 and Class B-3 Certificates, will be registered in the name of the nominee of the Clearing Agency, which shall maintain such Certificates through its book-entry facilities and, in the case of the Class B-4 and Class B-5 Certificates, will be maintained in physical form. The Class R and Class LT-R Certificates will each be issued as a single Certificate representing the entire Percentage Interest in that Class and will be maintained in physical form. The Certificates shall remain outstanding until the final Distribution Date for the Certificates.

On any date on which the Aggregate Stated Principal Balance of the Mortgage Loans has declined to less than 10% of the initial Aggregate Stated Principal Balance of the Mortgage Loans as of the Cut-off Date, subject to satisfaction of the conditions described in the Pooling and Servicing Agreement, the Master Servicer may purchase all of the Mortgage Loans from the Trust Fund, thereby causing an early retirement of the Certificates.

In no event will the trust created by the Pooling and Servicing Agreement continue beyond the expiration of 21 years from the death of the last survivor of the descendants living at the date of the Pooling and Servicing Agreement of a certain person named in the Pooling and Servicing Agreement.

The Depositor, the Trustee, the Securities Administrator, the Master Servicer, the Certificate Registrar and any agent of any of them may treat the Person in whose name this Certificate is registered as the owner hereof for all purposes, and none of the Depositor, the Trustee, the Securities Administrator, the Master Servicer, the Certificate Registrar or any such agent shall be affected by any notice to the contrary.

As provided in the Pooling and Servicing Agreement, this Certificate and the Pooling and Servicing Agreement shall be construed in accordance with and governed by the laws of the State of New York without regard to the conflict of laws principles applied in the State of New York. In the event of any conflict between the provisions of this Certificate and the Pooling and Servicing Agreement, the Pooling and Servicing Agreement shall be controlling.

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ASSIGNMENT

FOR VALUE RECEIVED, the undersigned hereby sell(s) and assign(s) and transfer(s) unto

(Please print or type name and address, including postal zip code, of assignee and social security number or employer identification number)

the within Certificate stating in the names of the undersigned in the Certificate Register and does hereby irrevocably constitute and appoint

to transfer such Certificate in such Certificate Register.

I [we] further direct the Certificate Registrar to issue a new Certificate of the same Class of like principal to the above-named assignee and deliver such Certificate to the following address:

Dated:
	Signature by or on behalf of Assignor
Authorized Officer	Signature Guaranteed
Name of Institution	NOTICE: The signature(s) of this assignment must correspond with the name(s) on the face of this Certificate without alteration or any change whatsoever. The signature must be guaranteed by a participant in the Securities Transfer Agents Medallion Program, the New York Stock Exchange Medallion Signature Program or the Stock Exchanges Medallion Program. Notarized or witnessed signatures are not acceptable as guaranteed signatures.

DISTRIBUTION INSTRUCTIONS

The assignee should include the following for the information of the Certificate Registrar. Distributions shall be made by wire transfer in immediately available funds to

for the account of

account number or, if mailed by check, to

Applicable reports and statements should be mailed to

        This information is provided by

the assignee named above, or as its agent.

THIS CERTIFICATE IS A REMIC RESIDUAL INTEREST CERTIFICATE. THIS CERTIFICATE DOES NOT EVIDENCE AN OBLIGATION OF, OR AN INTEREST IN, AND IS NOT GUARANTEED BY, THE DEPOSITOR, THE TRUSTEE, THE SECURITIES ADMINISTRATOR, THE MASTER SERVICER OR ANY AFFILIATE OF ANY OF THEM AND IS NOT INSURED OR GUARANTEED BY ANY GOVERNMENTAL AGENCY OR PRIVATE INSURER.

THIS CERTIFICATE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "1933 ACT"), OR ANY STATE SECURITIES LAWS. NEITHER THIS CERTIFICATE NOR ANY INTEREST OR PARTICIPATION HEREIN MAY BE REOFFERED, SOLD, ASSIGNED, TRANSFERRED, PLEDGED, ENCUMBERED OR OTHERWISE DISPOSED OF IN THE ABSENCE OF SUCH REGISTRATION, UNLESS SUCH TRANSACTION IS EXEMPT FROM, OR NOT SUBJECT TO, REGISTRATION.

THE HOLDER OF THIS CERTIFICATE BY ITS ACCEPTANCE HEREOF AGREES TO OFFER, SELL OR OTHERWISE TRANSFER SUCH CERTIFICATE ONLY (A) PURSUANT TO A REGISTRATION STATEMENT WHICH HAS BEEN DECLARED EFFECTIVE UNDER THE 1933 ACT, (B) TO PERSON IT REASONABLY BELIEVES IS A "QUALIFIED INSTITUTIONAL BUYER" AS DEFINED IN RULE 144A UNDER THE 1933 ACT THAT PURCHASES FOR ITS OWN ACCOUNT OR FOR THE ACCOUNT OF A QUALIFIED INSTITUTIONAL BUYER TO WHOM NOTICE IS GIVEN THAT THE TRANSFER IS BEING MADE IN RELIANCE ON RULE 144A, OR (C) TO AN INSTITUTIONAL "ACCREDITED INVESTOR" WITHIN THE MEANING OF SUBPARAGRAPH (A)(1), (2), (3) OR (7) OF RULE 501 UNDER THE 1933 ACT THAT IS ACQUIRING THE CERTIFICATE FOR ITS OWN ACCOUNT, OR FOR THE ACCOUNT OF SUCH AN INSTITUTIONAL "ACCREDITED INVESTOR," FOR INVESTMENT PURPOSES AND NOT WITH A VIEW TO, OR FOR OFFER OR SALE IN CONNECTION WITH, ANY DISTRIBUTION VIOLATION OF THE 1933 ACT, SUBJECT TO THE CERTIFICATE REGISTRAR'S RIGHT PRIOR TO ANY SUCH OFFER, SALE OR TRANSFER TO REQUIRE THE DELIVERY OF A CERTIFICATE OF TRANSFER IN THE FORM APPEARING IN THE POOLING AND SERVICING AGREEMENT.

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ANY RESALE, TRANSFER OR OTHER DISPOSITION OF THIS CERTIFICATE MAY BE MADE ONLY IF THE PROPOSED TRANSFEREE PROVIDES A TRANSFER AFFIDAVIT TO THE DEPOSITOR AND THE TRUSTEE THAT (1) SUCH TRANSFEREE IS NOT EITHER (A) THE UNITED STATES, ANY STATE OR POLITICAL SUBDIVISION THEREOF, ANY FOREIGN GOVERNMENT, ANY INTERNATIONAL ORGANIZATION, OR ANY AGENCY OR INSTRUMENTALITY OF ANY OF THE FOREGOING, (B) ANY ORGANIZATION (OTHER THAN A COOPERATIVE DESCRIBED IN SECTION 521 OF THE CODE) WHICH IS EXEMPT FROM THE TAX IMPOSED BY CHAPTER 1 OF THE CODE UNLESS SUCH ORGANIZATION IS SUBJECT TO THE TAX IMPOSED BY SECTION 511 OF THE CODE, (C) ANY ORGANIZATION DESCRIBED IN SECTION 1381(a)(2)(C) OF THE CODE, (D) AN ELECTING LARGE-PARTNERSHIP WITHIN THE MEANING OF SECTION 775 OF THE CODE (ANY SUCH PERSON DESCRIBED IN THE FOREGOING CLAUSES (A), (B), (C) OR (D) BEING HEREINAFTER REFERRED TO AS A “DISQUALIFIED ORGANIZATION”), OR (E) AN AGENT OF A DISQUALIFIED ORGANIZATION AND (2) NO PURPOSE OF SUCH TRANSFER IS TO ENABLE THE TRANSFEROR TO IMPEDE THE ASSESSMENT OR COLLECTION OF TAX. SUCH AFFIDAVIT SHALL INCLUDE CERTAIN REPRESENTATIONS AS TO THE FINANCIAL CONDITION OF THE PROPOSED TRANSFEREE AND ITS STATUS AS A NON-US PERSON (IF APPLICABLE). NOTWITHSTANDING THE REGISTRATION IN THE CERTIFICATE REGISTER OF ANY TRANSFER, SALE OR OTHER DISPOSITION OF THIS CLASS R CERTIFICATE TO A DISQUALIFIED ORGANIZATION OR AN AGENT OF A DISQUALIFIED ORGANIZATION, SUCH REGISTRATION SHALL BE DEEMED TO BE OF NO LEGAL FORCE OR EFFECT WHATSOEVER AND SUCH PERSON SHALL NOT BE DEEMED TO BE A CERTIFICATEHOLDER FOR ANY PURPOSE HEREUNDER, INCLUDING, BUT NOT LIMITED TO, THE RECEIPT OF DISTRIBUTIONS ON THIS CERTIFICATE. EACH HOLDER OF THE CLASS R CERTIFICATE BY ACCEPTANCE OF THIS CERTIFICATE SHALL BE DEEMED TO HAVE CONSENTED TO THE PROVISIONS OF THIS PARAGRAPH.

NO TRANSFER OF THIS CERTIFICATE OR ANY INTEREST THEREIN SHALL BE MADE TO ANY EMPLOYEE BENEFIT PLAN OR OTHER PLAN OR ARRANGEMENT SUBJECT TO THE PROHIBITED TRANSACTION PROVISIONS OF THE EMPLOYEE RETIREMENT INCOME SECURITY ACT OF 1974, AS AMENDED (“ERISA”), OR SECTION 4975 OF THE CODE, OR ANY PERSON (INCLUDING AN INSURANCE COMPANY INVESTING ITS GENERAL ACCOUNT, AN INVESTMENT MANAGER, A NAMED FIDUCIARY OR A TRUSTEE OF ANY SUCH PLAN) WHO IS USING “PLAN ASSETS” OF ANY SUCH PLAN TO EFFECT SUCH ACQUISITION. EACH INVESTOR IN THIS CERTIFICATE WILL BE DEEMED TO REPRESENT THAT IT IS IN COMPLIANCE WITH THE FOREGOING AND WILL BE FURTHER DEEMED TO REPRESENT, WARRANT AND COVENANT THAT IT WILL NOT SELL, PLEDGE OR OTHERWISE TRANSFER SUCH ERISA-RESTRICTED CERTIFICATE IN VIOLATION OF THE FOREGOING.

ANY PURPORTED CERTIFICATE OWNER WHOSE ACQUISITION OR HOLDING OF THIS CERTIFICATE (OR INTEREST THEREIN) WAS EFFECTED IN VIOLATION OF THE RESTRICTIONS IN SECTION 3.03 OF THE AGREEMENT SHALL INDEMNIFY AND HOLD HARMLESS THE CERTIFICATE REGISTRAR, THE DEPOSITOR, THE TRUSTEE AND THE TRUST FUND FROM AND AGAINST ANY AND ALL LIABILITIES, CLAIMS, COSTS OR EXPENSES INCURRED BY SUCH PARTIES AS A RESULT OF SUCH ACQUISITION OR HOLDING.

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SEQUOIA MORTGAGE TRUST 2013-2

MORTGAGE PASS-THROUGH CERTIFICATES, CLASS R

Evidencing a beneficial interest in a pool of residential mortgage loans and any other assets established by

SEQUOIA RESIDENTIAL FUNDING, INC.

Percentage Interest of this
Certificate: 100%
	Cut-off Date: January 1, 2013
Certificate Interest Rate: Adjustable
Final Scheduled Distribution
Date: February 2043
	CUSIP: 81745M AJ0
NUMBER 1

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THIS CERTIFIES THAT [_____________] is the registered owner of the Percentage Interest evidenced by this Certificate in a Trust Fund, the assets of which consist of the Mortgage Loans and all interest and principal received thereon after the Cut-off Date (other than Scheduled Payments due on or prior to the Cut-off Date), the rights of the Seller and the Depositor assigned to the Trustee under each Purchase Agreement, each Servicing Agreement, the Mortgage Loan Purchase and Sale Agreement, the Insurance Policies relating to the Mortgage Loans, all cash, instruments or property held or required to be held in the Custodial Accounts and the Distribution Account and property that secured a Mortgage Loan; and certain other assets, if any, as described in the Pooling and Servicing Agreement (the foregoing assets hereinafter collectively referred to as the “Trust Fund”).

Distributions on this Certificate will be made on the 25th day of each month or, if such day is not a Business Day, then on the succeeding Business Day, commencing in February 2013 (each, a “Distribution Date”), to the Person in whose name this Certificate is registered at the close of business on the last Business Day preceding such Distribution Date (the “Record Date”), in an amount equal to the product of the Percentage Interest evidenced by this Certificate and the amount, if any, required to be distributed to all Certificates of the Class represented by this Certificate. All sums distributable on this Certificate are payable in the coin or currency of the United States of America which at the time of payment is legal tender for the payment of public and private debts.

Reference is hereby made to the further provisions of this Certificate set forth on the reverse hereof, which shall have the same effect as though fully set forth on the face of this Certificate.

Unless the certificate of authentication hereon has been executed by or on behalf of the Authenticating Agent, whose name appears below by manual signature, this Certificate shall not be entitled to any benefit under the Pooling and Servicing Agreement or be valid for any purpose.

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IN WITNESS WHEREOF, Christiana Trust, a division of Wilmington Savings Fund Society, FSB, as Trustee, has caused this Certificate to be duly executed.

CHRISTIANA TRUST, A DIVISION OF
WILMINGTON SAVINGS FUND SOCIETY, FSB,

not in its individual capacity but solely as Trustee

By:

Name:

Title:

Dated:

CERTIFICATE AUTHENTICATION

This is one of the Certificates referred to in the within-mentioned Pooling and Servicing Agreement.

WELLS FARGO BANK, N.A.,
as Authenticating Agent
By:
	AUTHORIZED SIGNATORY
Dated:

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SEQUOIA MORTGAGE TRUST 2013-2

MORTGAGE PASS-THROUGH CERTIFICATE

This Certificate is one of a duly authorized issue of certificates designated as Sequoia Mortgage Trust 2013-2 Mortgage Pass-Through Certificates (the “Certificates”), representing all or part of a beneficial ownership interest in a Trust Fund established pursuant to a Pooling and Servicing Agreement, dated as of January 1, 2013 (the “Pooling and Servicing Agreement”), among Sequoia Residential Funding, Inc., as depositor (the “Depositor”), Wells Fargo Bank, N.A., as master servicer (in such capacity, the “Master Servicer”) and as securities administrator (in such capacity, the “Securities Administrator”) and Christiana Trust, a division of Wilmington Savings Fund Society, FSB, as trustee (the “Trustee”), to which terms, provisions and conditions thereof the Holder of this Certificate by virtue of the acceptance hereof assents, and by which such Holder is bound. Except as otherwise defined herein, all capitalized terms used herein shall have the meanings ascribed to them in the Pooling and Servicing Agreement. The Certificates consist of the following Classes: Class A, Class A-IO1, Class A-IO2, Class R, Class LT-R, Class B-1, Class B-2, Class B-3, Class B-4, and Class B-5.

On each Distribution Date, the Paying Agent, on behalf of the Trustee, will make distributions from the Distribution Account to the Holders of Certificates according to the terms of the Pooling and Servicing Agreement. All distributions or allocations made with respect to each Class of Certificates on each Distribution Date shall be allocated among the outstanding Certificates of such Class based on the Certificate Principal Amount (or Notional Amount) of each such Certificate.

Distributions on this Certificate will be made by check mailed to the Holder of record of this Certificate on the immediately preceding Record Date at the address of such Holder as it appears on the Certificate Register or, upon written request made to the Securities Administrator at least five Business Days prior to the related Record Date, by any Certificateholder owning an aggregate initial Certificate Principal Amount of at least $1,000,000 or, in the case of a Class of any Residual Certificate, a Percentage Interest of 100%, by wire transfer in immediately available funds to an account specified in such request and at the expense of such Certificateholder requesting such wire transfer by deducting a wire transfer fee from the related distribution; provided, however, that the final distribution in respect of any Certificate shall be made only upon presentation and surrender of such Certificate at the Corporate Trust Office (as defined below); provided, further, that the foregoing provisions shall not apply to any Certificate as long as such Certificate remains a Book-Entry Certificate, in which case all payments made shall be made through the Clearing Agency and its Clearing Agency Participants. Notwithstanding such final payment of principal of any of the Certificates, each Residual Certificate will remain outstanding until the termination of the related REMIC or REMICs and the payment in full of all other amounts due with respect to the Residual Certificates and at such time such final payment in retirement of any Residual Certificate will be made only upon presentation and surrender of such Certificate at the Corporate Trust Office.

The Corporate Trust Office with respect to the presentment and surrender of Certificates for the final distribution thereon is the corporate trust office of the Certificate Registrar at Sixth Street and Marquette Avenue, Minneapolis, Minnesota 55479, Attention: Corporate Trust Services — Sequoia Mortgage Trust 2013-2 or at such other address as the Securities Administrator may designate from time to time.

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The Pooling and Servicing Agreement may be amended by the Trustee, the Master Servicer, the Securities Administrator, and the Depositor with the consent of the Holders of not less than 66-2/3% of the Class Principal Amount or Class Notional Amount (or Percentage Interest) of each Class of Certificates affected thereby for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of the Pooling and Servicing Agreement or of modifying in any manner the rights of the Holders; provided, however, that no such amendment shall be made unless the Trustee and the Securities Administrator receive an Opinion of Counsel, at the expense of the party requesting the change, that such change will not cause an Adverse REMIC Event; and provided further, that no such amendment may (i) reduce in any manner the amount of, or delay the timing of, payments received on Mortgage Loans which are required to be distributed on any Certificate, without the consent of the Holder of such Certificate or (ii) reduce the aforesaid percentages of Class Principal Amount or Class Notional Amount (or Percentage Interest) of Certificates of each Class, the Holders of which are required to consent to any such amendment without the consent of the Holders of 100% of the Class Principal Amount or Class Notional Amount (or Percentage Interest) of each Class of Certificates affected thereby.  For purposes of this paragraph, references to “Holder” or “Holders” shall be deemed to include, in the case of any Class of Book-Entry Certificates, the related Certificate Owners. Any consent by the Holder of this Certificate will be conclusive and binding upon all future Holders of this Certificate and of any Certificate issued upon the transfer hereof or in exchange herefor or in lieu hereof whether or not consent is made with respect to such Certificate. The Pooling and Servicing Agreement also permits the amendment thereof in certain limited circumstances without the consent of the Holders.

As provided in the Pooling and Servicing Agreement and subject to certain limitations therein set forth, the transfer of this Certificate is registerable in the Certificate Register upon surrender of this Certificate for registration of transfer at the Corporate Trust Office, duly endorsed by, or accompanied by a written instrument of transfer in form satisfactory to, the Certificate Registrar duly executed by the Holder thereof or such Holder’s attorney duly authorized in writing, and thereupon one or more new Certificates of the same Class of authorized denominations evidencing the same initial Certificate Principal Amount (or Notional Amount) will be issued to the designated transferee or transferees. As provided in the Pooling and Servicing Agreement and subject to certain limitations therein set forth, this Certificate is exchangeable for new Certificates of the same Class evidencing the same aggregate initial Certificate Principal Amount (or Notional Amount) as requested by the Holder surrendering the same. No service charge will be made for any such registration of transfer or exchange, but the Certificate Registrar may require payment of a sum sufficient to cover any tax or governmental charge that may be imposed in connection with any exchange of Certificates.

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The Class A, Class B-1, Class B-2, Class B-3, Class B-4, and Class B-5 Certificates are issuable only in registered form in minimum denominations of $100,000 in initial Certificate Principal Amount and the Class A-IO1 and Class A-IO2 Certificates are issuable only in registered form in minimum denominations of $1,000,000 in initial Certificate Notional Amount, in each case, in integral multiples of $1 in excess thereof and, in the case of the Class A, Class A-IO1, Class A-IO2, Class B-1, Class B-2 and Class B-3 Certificates, will be registered in the name of the nominee of the Clearing Agency, which shall maintain such Certificates through its book-entry facilities and, in the case of the Class B-4 and Class B-5 Certificates, will be maintained in physical form. The Class R and Class LT-R Certificates will each be issued as a single Certificate representing the entire Percentage Interest in that Class and will be maintained in physical form. The Certificates shall remain outstanding until the final Distribution Date for the Certificates.

On any date on which the Aggregate Stated Principal Balance of the Mortgage Loans has declined to less than 10% of the initial Aggregate Stated Principal Balance of the Mortgage Loans as of the Cut-off Date, subject to satisfaction of the conditions described in the Pooling and Servicing Agreement, the Master Servicer may purchase all of the Mortgage Loans from the Trust Fund, thereby causing an early retirement of the Certificates.

In no event will the trust created by the Pooling and Servicing Agreement continue beyond the expiration of 21 years from the death of the last survivor of the descendants living at the date of the Pooling and Servicing Agreement of a certain person named in the Pooling and Servicing Agreement.

The Depositor, the Trustee, the Securities Administrator, the Master Servicer, the Certificate Registrar and any agent of any of them may treat the Person in whose name this Certificate is registered as the owner hereof for all purposes, and none of the Depositor, the Trustee, the Securities Administrator, the Master Servicer, the Certificate Registrar or any such agent shall be affected by any notice to the contrary.

As provided in the Pooling and Servicing Agreement, this Certificate and the Pooling and Servicing Agreement shall be construed in accordance with and governed by the laws of the State of New York without regard to the conflict of laws principles applied in the State of New York. In the event of any conflict between the provisions of this Certificate and the Pooling and Servicing Agreement, the Pooling and Servicing Agreement shall be controlling.

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ASSIGNMENT

FOR VALUE RECEIVED, the undersigned hereby sell(s) and assign(s) and transfer(s) unto

(Please print or type name and address, including postal zip code, of assignee and social security number or employer identification number)

the within Certificate stating in the names of the undersigned in the Certificate Register and does hereby irrevocably constitute and appoint

to transfer such Certificate in such Certificate Register.

I [we] further direct the Certificate Registrar to issue a new Certificate of the same Class of like principal to the above-named assignee and deliver such Certificate to the following address:

Dated:
	Signature by or on behalf of Assignor
Authorized Officer	Signature Guaranteed
Name of Institution	NOTICE: The signature(s) of this assignment must correspond with the name(s) on the face of this Certificate without alteration or any change whatsoever. The signature must be guaranteed by a participant in the Securities Transfer Agents Medallion Program, the New York Stock Exchange Medallion Signature Program or the Stock Exchanges Medallion Program. Notarized or witnessed signatures are not acceptable as guaranteed signatures.

DISTRIBUTION INSTRUCTIONS

The assignee should include the following for the information of the Certificate Registrar. Distributions shall be made by wire transfer in immediately available funds to

for the account of

account number or, if mailed by check, to

Applicable reports and statements should be mailed to

        This information is provided by

the assignee named above, or as its agent.

THIS CERTIFICATE IS A REMIC RESIDUAL INTEREST CERTIFICATE. THIS CERTIFICATE DOES NOT EVIDENCE AN OBLIGATION OF, OR AN INTEREST IN, AND IS NOT GUARANTEED BY, THE DEPOSITOR, THE TRUSTEE, THE SECURITIES ADMINISTRATOR, THE MASTER SERVICER OR ANY AFFILIATE OF ANY OF THEM AND IS NOT INSURED OR GUARANTEED BY ANY GOVERNMENTAL AGENCY OR PRIVATE INSURER.

THIS CERTIFICATE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "1933 ACT"), OR ANY STATE SECURITIES LAWS. NEITHER THIS CERTIFICATE NOR ANY INTEREST OR PARTICIPATION HEREIN MAY BE REOFFERED, SOLD, ASSIGNED, TRANSFERRED, PLEDGED, ENCUMBERED OR OTHERWISE DISPOSED OF IN THE ABSENCE OF SUCH REGISTRATION, UNLESS SUCH TRANSACTION IS EXEMPT FROM, OR NOT SUBJECT TO, REGISTRATION.

THE HOLDER OF THIS CERTIFICATE BY ITS ACCEPTANCE HEREOF AGREES TO OFFER, SELL OR OTHERWISE TRANSFER SUCH CERTIFICATE ONLY (A) PURSUANT TO A REGISTRATION STATEMENT WHICH HAS BEEN DECLARED EFFECTIVE UNDER THE 1933 ACT, (B) TO PERSON IT REASONABLY BELIEVES IS A "QUALIFIED INSTITUTIONAL BUYER" AS DEFINED IN RULE 144A UNDER THE 1933 ACT THAT PURCHASES FOR ITS OWN ACCOUNT OR FOR THE ACCOUNT OF A QUALIFIED INSTITUTIONAL BUYER TO WHOM NOTICE IS GIVEN THAT THE TRANSFER IS BEING MADE IN RELIANCE ON RULE 144A, OR (C) TO AN INSTITUTIONAL "ACCREDITED INVESTOR" WITHIN THE MEANING OF SUBPARAGRAPH (A)(1), (2), (3) OR (7) OF RULE 501 UNDER THE 1933 ACT THAT IS ACQUIRING THE CERTIFICATE FOR ITS OWN ACCOUNT, OR FOR THE ACCOUNT OF SUCH AN INSTITUTIONAL "ACCREDITED INVESTOR," FOR INVESTMENT PURPOSES AND NOT WITH A VIEW TO, OR FOR OFFER OR SALE IN CONNECTION WITH, ANY DISTRIBUTION VIOLATION OF THE 1933 ACT, SUBJECT TO THE CERTIFICATE REGISTRAR'S RIGHT PRIOR TO ANY SUCH OFFER, SALE OR TRANSFER TO REQUIRE THE DELIVERY OF A CERTIFICATE OF TRANSFER IN THE FORM APPEARING IN THE POOLING AND SERVICING AGREEMENT.

ANY RESALE, TRANSFER OR OTHER DISPOSITION OF THIS CERTIFICATE MAY BE MADE ONLY IF THE PROPOSED TRANSFEREE PROVIDES A TRANSFER AFFIDAVIT TO THE DEPOSITOR AND THE TRUSTEE THAT (1) SUCH TRANSFEREE IS NOT EITHER (A) THE UNITED STATES, ANY STATE OR POLITICAL SUBDIVISION THEREOF, ANY FOREIGN GOVERNMENT, ANY INTERNATIONAL ORGANIZATION, OR ANY AGENCY OR INSTRUMENTALITY OF ANY OF THE FOREGOING, (B) ANY ORGANIZATION (OTHER THAN A COOPERATIVE DESCRIBED IN SECTION 521 OF THE CODE) WHICH IS EXEMPT FROM THE TAX IMPOSED BY CHAPTER 1 OF THE CODE UNLESS SUCH ORGANIZATION IS SUBJECT TO THE TAX IMPOSED BY SECTION 511 OF THE CODE, (C) ANY ORGANIZATION DESCRIBED IN SECTION 1381(a)(2)(C) OF THE CODE, (D) AN ELECTING LARGE-PARTNERSHIP WITHIN THE MEANING OF SECTION 775 OF THE CODE (ANY SUCH PERSON DESCRIBED IN THE FOREGOING CLAUSES (A), (B), (C) OR (D) BEING HEREINAFTER REFERRED TO AS A “DISQUALIFIED ORGANIZATION”), OR (E) AN AGENT OF A DISQUALIFIED ORGANIZATION AND (2) NO PURPOSE OF SUCH TRANSFER IS TO ENABLE THE TRANSFEROR TO IMPEDE THE ASSESSMENT OR COLLECTION OF TAX. SUCH AFFIDAVIT SHALL INCLUDE CERTAIN REPRESENTATIONS AS TO THE FINANCIAL CONDITION OF THE PROPOSED TRANSFEREE AND ITS STATUS AS A NON-US PERSON (IF APPLICABLE). NOTWITHSTANDING THE REGISTRATION IN THE CERTIFICATE REGISTER OF ANY TRANSFER, SALE OR OTHER DISPOSITION OF THIS CLASS LT-R CERTIFICATE TO A DISQUALIFIED ORGANIZATION OR AN AGENT OF A DISQUALIFIED ORGANIZATION, SUCH REGISTRATION SHALL BE DEEMED TO BE OF NO LEGAL FORCE OR EFFECT WHATSOEVER AND SUCH PERSON SHALL NOT BE DEEMED TO BE A CERTIFICATEHOLDER FOR ANY PURPOSE HEREUNDER, INCLUDING, BUT NOT LIMITED TO, THE RECEIPT OF DISTRIBUTIONS ON THIS CERTIFICATE. EACH HOLDER OF THE CLASS LT-R CERTIFICATE BY ACCEPTANCE OF THIS CERTIFICATE SHALL BE DEEMED TO HAVE CONSENTED TO THE PROVISIONS OF THIS PARAGRAPH.

NO TRANSFER OF THIS CERTIFICATE OR ANY INTEREST THEREIN SHALL BE MADE TO ANY EMPLOYEE BENEFIT PLAN OR OTHER PLAN OR ARRANGEMENT SUBJECT TO THE PROHIBITED TRANSACTION PROVISIONS OF THE EMPLOYEE RETIREMENT INCOME SECURITY ACT OF 1974, AS AMENDED (“ERISA”), OR SECTION 4975 OF THE CODE, OR ANY PERSON (INCLUDING AN INSURANCE COMPANY INVESTING ITS GENERAL ACCOUNT, AN INVESTMENT MANAGER, A NAMED FIDUCIARY OR A TRUSTEE OF ANY SUCH PLAN) WHO IS USING “PLAN ASSETS” OF ANY SUCH PLAN TO EFFECT SUCH ACQUISITION. EACH INVESTOR IN THIS CERTIFICATE WILL BE DEEMED TO REPRESENT THAT IT IS IN COMPLIANCE WITH THE FOREGOING AND WILL BE FURTHER DEEMED TO REPRESENT, WARRANT AND COVENANT THAT IT WILL NOT SELL, PLEDGE OR OTHERWISE TRANSFER SUCH ERISA-RESTRICTED CERTIFICATE IN VIOLATION OF THE FOREGOING.

ANY PURPORTED CERTIFICATE OWNER WHOSE ACQUISITION OR HOLDING OF THIS CERTIFICATE (OR INTEREST THEREIN) WAS EFFECTED IN VIOLATION OF THE RESTRICTIONS IN SECTION 3.03 OF THE AGREEMENT SHALL INDEMNIFY AND HOLD HARMLESS THE CERTIFICATE REGISTRAR, THE DEPOSITOR, THE TRUSTEE AND THE TRUST FUND FROM AND AGAINST ANY AND ALL LIABILITIES, CLAIMS, COSTS OR EXPENSES INCURRED BY SUCH PARTIES AS A RESULT OF SUCH ACQUISITION OR HOLDING.

2

SEQUOIA MORTGAGE TRUST 2013-2

MORTGAGE PASS-THROUGH CERTIFICATES, CLASS LT-R

Evidencing a beneficial interest in a pool of residential mortgage loans and any other assets established by

SEQUOIA RESIDENTIAL FUNDING, INC.

Percentage Interest of this
Certificate: 100%
	Cut-off Date: January 1, 2013
Certificate Interest Rate: Adjustable
Final Scheduled Distribution
Date: February 2043
	CUSIP: 81745M AK7
NUMBER 1

3

THIS CERTIFIES THAT [____________] is the registered owner of the Percentage Interest evidenced by this Certificate in a Trust Fund, the assets of which consist of the Mortgage Loans and all interest and principal received thereon after the Cut-off Date (other than Scheduled Payments due on or prior to the Cut-off Date), the rights of the Seller and the Depositor assigned to the Trustee under each Purchase Agreement, each Servicing Agreement, the Mortgage Loan Purchase and Sale Agreement, the Insurance Policies relating to the Mortgage Loans, all cash, instruments or property held or required to be held in the Custodial Accounts and the Distribution Account and property that secured a Mortgage Loan; and certain other assets, if any, as described in the Pooling and Servicing Agreement (the foregoing assets hereinafter collectively referred to as the “Trust Fund”).

Distributions on this Certificate will be made on the 25th day of each month or, if such day is not a Business Day, then on the succeeding Business Day, commencing in February 2013 (each, a “Distribution Date”), to the Person in whose name this Certificate is registered at the close of business on the last Business Day preceding such Distribution Date (the “Record Date”), in an amount equal to the product of the Percentage Interest evidenced by this Certificate and the amount, if any, required to be distributed to all Certificates of the Class represented by this Certificate. All sums distributable on this Certificate are payable in the coin or currency of the United States of America which at the time of payment is legal tender for the payment of public and private debts.

Reference is hereby made to the further provisions of this Certificate set forth on the reverse hereof, which shall have the same effect as though fully set forth on the face of this Certificate.

Unless the certificate of authentication hereon has been executed by or on behalf of the Authenticating Agent, whose name appears below by manual signature, this Certificate shall not be entitled to any benefit under the Pooling and Servicing Agreement or be valid for any purpose.

4

IN WITNESS WHEREOF, Christiana Trust, a division of Wilmington Savings Fund Society, FSB, as Trustee, has caused this Certificate to be duly executed.

CHRISTIANA TRUST, A DIVISION OF
WILMINGTON SAVINGS FUND SOCIETY, FSB,

not in its individual capacity but solely as Trustee

By:

Name:

Title:

Dated:

CERTIFICATE AUTHENTICATION

This is one of the Certificates referred to in the within-mentioned Pooling and Servicing Agreement.

WELLS FARGO BANK, N.A.,
as Authenticating Agent
By:
	AUTHORIZED SIGNATORY
Dated:

5

SEQUOIA MORTGAGE TRUST 2013-2

MORTGAGE PASS-THROUGH CERTIFICATE

This Certificate is one of a duly authorized issue of certificates designated as Sequoia Mortgage Trust 2013-2 Mortgage Pass-Through Certificates (the “Certificates”), representing all or part of a beneficial ownership interest in a Trust Fund established pursuant to a Pooling and Servicing Agreement, dated as of January 1, 2013 (the “Pooling and Servicing Agreement”), among Sequoia Residential Funding, Inc., as depositor (the “Depositor”), Wells Fargo Bank, N.A., as master servicer (in such capacity, the “Master Servicer”) and as securities administrator (in such capacity, the “Securities Administrator”) and Christiana Trust, a division of Wilmington Savings Fund Society, FSB, as trustee (the “Trustee”), to which terms, provisions and conditions thereof the Holder of this Certificate by virtue of the acceptance hereof assents, and by which such Holder is bound. Except as otherwise defined herein, all capitalized terms used herein shall have the meanings ascribed to them in the Pooling and Servicing Agreement. The Certificates consist of the following Classes: Class A, Class A-IO1, Class A-IO2, Class R, Class LT-R, Class B-1, Class B-2, Class B-3, Class B-4, and Class B-5.

On each Distribution Date, the Paying Agent, on behalf of the Trustee, will make distributions from the Distribution Account to the Holders of Certificates according to the terms of the Pooling and Servicing Agreement. All distributions or allocations made with respect to each Class of Certificates on each Distribution Date shall be allocated among the outstanding Certificates of such Class based on the Certificate Principal Amount (or Notional Amount) of each such Certificate.

Distributions on this Certificate will be made by check mailed to the Holder of record of this Certificate on the immediately preceding Record Date at the address of such Holder as it appears on the Certificate Register or, upon written request made to the Securities Administrator at least five Business Days prior to the related Record Date, by any Certificateholder owning an aggregate initial Certificate Principal Amount of at least $1,000,000 or, in the case of any Residual Certificate, a Percentage Interest of 100%, by wire transfer in immediately available funds to an account specified in such request and at the expense of such Certificateholder requesting such wire transfer by deducting a wire transfer fee from the related distribution; provided, however, that the final distribution in respect of any Certificate shall be made only upon presentation and surrender of such Certificate at the Corporate Trust Office (as defined below); provided, further, that the foregoing provisions shall not apply to any Certificate as long as such Certificate remains a Book-Entry Certificate, in which case all payments made shall be made through the Clearing Agency and its Clearing Agency Participants. Notwithstanding such final payment of principal of any of the Certificates, each Residual Certificate will remain outstanding until the termination of the related REMIC or REMICs and the payment in full of all other amounts due with respect to the Residual Certificates and at such time such final payment in retirement of any Residual Certificate will be made only upon presentation and surrender of such Certificate at the Corporate Trust Office.

The Corporate Trust Office with respect to the presentment and surrender of Certificates for the final distribution thereon is the corporate trust office of the Certificate Registrar at Sixth Street and Marquette Avenue, Minneapolis, Minnesota 55479, Attention: Corporate Trust Services — Sequoia Mortgage Trust 2013-2 or at such other address as the Securities Administrator may designate from time to time.

6

The Pooling and Servicing Agreement may be amended by the Trustee, the Master Servicer, the Securities Administrator, and the Depositor with the consent of the Holders of not less than 66-2/3% of the Class Principal Amount or Class Notional Amount (or Percentage Interest) of each Class of Certificates affected thereby for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of the Pooling and Servicing Agreement or of modifying in any manner the rights of the Holders; provided, however, that no such amendment shall be made unless the Trustee and the Securities Administrator receive an Opinion of Counsel, at the expense of the party requesting the change, that such change will not cause an Adverse REMIC Event; and provided further, that no such amendment may (i) reduce in any manner the amount of, or delay the timing of, payments received on Mortgage Loans which are required to be distributed on any Certificate, without the consent of the Holder of such Certificate or (ii) reduce the aforesaid percentages of Class Principal Amount or Class Notional Amount (or Percentage Interest) of Certificates of each Class, the Holders of which are required to consent to any such amendment without the consent of the Holders of 100% of the Class Principal Amount or Class Notional Amount (or Percentage Interest) of each Class of Certificates affected thereby.  For purposes of this paragraph, references to “Holder” or “Holders” shall be deemed to include, in the case of any Class of Book-Entry Certificates, the related Certificate Owners. Any consent by the Holder of this Certificate will be conclusive and binding upon all future Holders of this Certificate and of any Certificate issued upon the transfer hereof or in exchange herefor or in lieu hereof whether or not consent is made with respect to such Certificate. The Pooling and Servicing Agreement also permits the amendment thereof in certain limited circumstances without the consent of the Holders.

As provided in the Pooling and Servicing Agreement and subject to certain limitations therein set forth, the transfer of this Certificate is registerable in the Certificate Register upon surrender of this Certificate for registration of transfer at the Corporate Trust Office, duly endorsed by, or accompanied by a written instrument of transfer in form satisfactory to, the Certificate Registrar duly executed by the Holder thereof or such Holder’s attorney duly authorized in writing, and thereupon one or more new Certificates of the same Class of authorized denominations evidencing the same initial Certificate Principal Amount (or Notional Amount) will be issued to the designated transferee or transferees. As provided in the Pooling and Servicing Agreement and subject to certain limitations therein set forth, this Certificate is exchangeable for new Certificates of the same Class evidencing the same aggregate initial Certificate Principal Amount (or Notional Amount) as requested by the Holder surrendering the same. No service charge will be made for any such registration of transfer or exchange, but the Certificate Registrar may require payment of a sum sufficient to cover any tax or governmental charge that may be imposed in connection with any exchange of Certificates.

7

The Class A, Class B-1, Class B-2, Class B-3, Class B-4, and Class B-5 Certificates are issuable only in registered form in minimum denominations of $100,000 in initial Certificate Principal Amount and the Class A-IO1 and Class A-IO2 Certificates are issuable only in registered form in minimum denominations of $1,000,000 in initial Certificate Notional Amount, in each case, in integral multiples of $1 in excess thereof and, in the case of the Class A, Class A-IO1, Class A-IO2, Class B-1, Class B-2 and Class B-3 Certificates, will be registered in the name of the nominee of the Clearing Agency, which shall maintain such Certificates through its book-entry facilities and, in the case of the Class B-4 and Class B-5 Certificates, will be maintained in physical form. The Class R and Class LT-R Certificates will each be issued as a single Certificate representing the entire Percentage Interest in that Class and will be maintained in physical form. The Certificates shall remain outstanding until the final Distribution Date for the Certificates.

On any date on which the Aggregate Stated Principal Balance of the Mortgage Loans has declined to less than 10% of the initial Aggregate Stated Principal Balance of the Mortgage Loans as of the Cut-off Date, subject to satisfaction of the conditions described in the Pooling and Servicing Agreement, the Master Servicer may purchase all of the Mortgage Loans from the Trust Fund, thereby causing an early retirement of the Certificates.

In no event will the trust created by the Pooling and Servicing Agreement continue beyond the expiration of 21 years from the death of the last survivor of the descendants living at the date of the Pooling and Servicing Agreement of a certain person named in the Pooling and Servicing Agreement.

The Depositor, the Trustee, the Securities Administrator, the Master Servicer, the Certificate Registrar and any agent of any of them may treat the Person in whose name this Certificate is registered as the owner hereof for all purposes, and none of the Depositor, the Trustee, the Securities Administrator, the Master Servicer, the Certificate Registrar or any such agent shall be affected by any notice to the contrary.

As provided in the Pooling and Servicing Agreement, this Certificate and the Pooling and Servicing Agreement shall be construed in accordance with and governed by the laws of the State of New York without regard to the conflict of laws principles applied in the State of New York. In the event of any conflict between the provisions of this Certificate and the Pooling and Servicing Agreement, the Pooling and Servicing Agreement shall be controlling.

8

ASSIGNMENT

FOR VALUE RECEIVED, the undersigned hereby sell(s) and assign(s) and transfer(s) unto

(Please print or type name and address, including postal zip code, of assignee and social security number or employer identification number)

the within Certificate stating in the names of the undersigned in the Certificate Register and does hereby irrevocably constitute and appoint

to transfer such Certificate in such Certificate Register.

I [we] further direct the Certificate Registrar to issue a new Certificate of the same Class of like principal to the above-named assignee and deliver such Certificate to the following address:

Dated:
	Signature by or on behalf of Assignor
Authorized Officer	Signature Guaranteed
Name of Institution	NOTICE: The signature(s) of this assignment must correspond with the name(s) on the face of this Certificate without alteration or any change whatsoever. The signature must be guaranteed by a participant in the Securities Transfer Agents Medallion Program, the New York Stock Exchange Medallion Signature Program or the Stock Exchanges Medallion Program. Notarized or witnessed signatures are not acceptable as guaranteed signatures.

DISTRIBUTION INSTRUCTIONS

The assignee should include the following for the information of the Certificate Registrar. Distributions shall be made by wire transfer in immediately available funds to

for the account of

account number or, if mailed by check, to

Applicable reports and statements should be mailed to

        This information is provided by

the assignee named above, or as its agent.

EXHIBIT B

FORM OF RESIDUAL CERTIFICATE TRANSFER AFFIDAVIT (TRANSFEREE)

STATE OF	)
	)           ss.:
COUNTY OF	)

[NAME OF OFFICER], _________________ being first duly sworn, deposes and says:

1. That he [she] is [title of officer] ________________________ of [name of Purchaser] _________________________________________ (the “Purchaser”), a _______________________ [description of type of entity] duly organized and existing under the laws of the [State of __________] [United States], on behalf of which he [she] makes this affidavit.

2. That the Purchaser’s Taxpayer Identification Number is [           ].

3. That the Purchaser is not a “disqualified organization” within the meaning of Section 860E(e)(5) of the Internal Revenue Code of 1986, as amended (the “Code”) and will not be a “disqualified organization” as of [date of transfer], and that the Purchaser is not acquiring a Residual Certificate (as defined in the Agreement) for the account of, or as agent (including a broker, nominee, or other middleman) for, any person or entity from which it has not received an affidavit substantially in the form of this affidavit.  For these purposes, a “disqualified organization” means the United States, any state or political subdivision thereof, any foreign government, any international organization, any agency or instrumentality of any of the foregoing (other than an instrumentality if all of its activities are subject to tax and a majority of its board of directors is not selected by such governmental entity), any cooperative organization furnishing electric energy or providing telephone service to persons in rural areas as described in Code Section 1381(a)(2)(C), any “electing large partnership” within the meaning of Section 775 of the Code, or any organization (other than a farmers’ cooperative described in Code Section 521) that is exempt from federal income tax unless such organization is subject to the tax on unrelated business income imposed by Code Section 511.

4.

That the Purchaser is not, and on __________________ [date of transfer] will not be, an employee benefit plan or other retirement arrangement subject to Section 406 of the Employee Retirement Income Security Act of 1974, as amended (“ERISA”), or Section 4975 of the Code (“Code”), (collectively, a “Plan”) or a person acting on behalf of any such Plan or investing the assets of any such Plan to acquire a Residual Certificate.

5.

That the Purchaser hereby acknowledges that under the terms of the Pooling and Servicing Agreement, dated as of January 1, 2013 (the “Agreement”), by and among Sequoia Residential Funding, Inc., as Depositor, Wells Fargo Bank, N.A., as Master Servicer and Securities Administrator and Christiana Trust, a division of Wilmington Savings Fund Society, FSB, as Trustee with respect to Sequoia Mortgage Trust 2013-2 Mortgage Pass-Through Certificates, no transfer of the Residual Certificates shall be permitted to be made to any person unless the Certificate Registrar has received a certificate from such transferee containing the representations in paragraphs 3 and 4 hereof.

B-1

6. That the Purchaser does not hold REMIC residual securities as nominee to facilitate the clearance and settlement of such securities through electronic book-entry changes in accounts of participating organizations (such entity, a “Book-Entry Nominee”).

7. That the Purchaser does not have the intention to impede the assessment or collection of any federal, state or local taxes legally required to be paid with respect to such Residual Certificate.

8. That the Purchaser will not transfer a Residual Certificate to any person or entity (i) as to which the Purchaser has actual knowledge that the requirements set forth in paragraph 3, paragraph 6 or paragraph 10 hereof are not satisfied or that the Purchaser has reason to believe does not satisfy the requirements set forth in paragraph 7 hereof, and (ii) without obtaining from the prospective Purchaser an affidavit substantially in this form and providing to the Certificate Registrar a written statement substantially in the form of Exhibit C to the Agreement.

9. That the Purchaser understands that, as the holder of a Residual Certificate, the Purchaser may incur tax liabilities in excess of any cash flows generated by the interest and that the Purchaser has and expects to have sufficient net worth and/or liquidity to pay in full any tax liabilities attributable to ownership of a Residual Certificate and intends to pay taxes associated with holding such Residual Certificate as they become due.

10. That the Purchaser (i) is not a Non-U.S. Person or (ii) is a Non-U.S. Person that holds a Residual Certificate in connection with the conduct of a trade or business within the United States and has furnished the transferor and the Certificate Registrar with an effective Internal Revenue Service Form W-8ECI (Certificate of Foreign Person’s Claim for Exemption From Withholding on Income Effectively Connected With the Conduct of a Trade or Business in the United States) or successor form at the time and in the manner required by the Code or (iii) is a Non-U.S. Person that has delivered to the transferor, the Depositor and the Certificate Registrar an opinion of a nationally recognized tax counsel to the effect that the transfer of such Residual Certificate to it is in accordance with the requirements of the Code and the regulations promulgated thereunder and that such transfer of a Residual Certificate will not be disregarded for federal income tax purposes.  “Non-U.S. Person” means an individual, corporation, partnership or other person other than (i) a citizen or resident of the United States; (ii) a corporation, partnership or other entity created or organized in or under the laws of the United States or any state thereof, including for this purpose, the District of Columbia; (iii) an estate that is subject to U.S. federal income tax regardless of the source of its income; (iv) a trust if a court within the United States is able to exercise primary supervision over the administration of the trust and one or more United States trustees have authority to control all substantial decisions of the trust; and, (v) to the extent provided in Treasury regulations, certain trusts in existence on August 20, 1996 that are treated as United States persons prior to such date and elect to continue to be treated as United States persons.

11. The Purchaser will not cause income from the Residual Certificate to be attributable to a foreign permanent establishment or fixed base of the Purchaser or another U.S. taxpayer.

12. That the Purchaser agrees to such amendments of the Agreement as may be required to further effectuate the restrictions on transfer of any Residual Certificate to such a “disqualified organization,” an agent thereof, a Book-Entry Nominee, or a person that does not satisfy the requirements of paragraph 7 and paragraph 10 hereof.

13. That the Purchaser consents to the designation of the Securities Administrator to act as agent for the “tax matters person” of each REMIC created by the Trust Fund pursuant to the Agreement.

B-2

IN WITNESS WHEREOF, the Purchaser has caused this instrument to be executed on its behalf, pursuant to authority of its Board of Directors, by its [title of officer] this _____ day of __________ 20__.

[name of Purchaser]

By:

Name:

Title:

Personally appeared before me the above-named [name of officer] ________________, known or proved to me to be the same person who executed the foregoing instrument and to be the [title of officer] _________________ of the Purchaser, and acknowledged to me that he [she] executed the same as his [her] free act and deed and the free act and deed of the Purchaser.

Subscribed and sworn before me this _____ day of __________ 20__.

NOTARY PUBLIC

______________________________

COUNTY OF_____________________

STATE OF______________________

My commission expires the _____ day of __________ 20__.

B-3

EXHIBIT C

RESIDUAL CERTIFICATE TRANSFER AFFIDAVIT (TRANSFEROR)

____________________________

Date

Re:           Sequoia Mortgage Trust 2013-2

Mortgage Pass-Through Certificates

______________________ (the “Transferor”) has reviewed the attached affidavit of ______________________ (the “Transferee”), and has no actual knowledge that such affidavit is not true and has no reason to believe that the information contained in paragraph 7 thereof is not true, and has no reason to believe that the Transferee has the intention to impede the assessment or collection of any federal, state or local taxes legally required to be paid with respect to a Residual Certificate.  In addition, the Transferor has conducted a reasonable investigation at the time of the transfer and found that the Transferee had historically paid its debts as they came due and found no significant evidence to indicate that the Transferee will not continue to pay its debts as they become due.

Very truly yours,

Name:

Title:

C-1

EXHIBIT D

FORM OF CUSTODIAL AGREEMENT

D-1

EXHIBIT E-1

FORM OF RULE 144A TRANSFER CERTIFICATE

Re:  Sequoia Mortgage Trust 2013-2

Mortgage Pass-Through Certificates

Reference is hereby made to the Pooling and Servicing Agreement, dated as of January 1, 2013 (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 Christiana Trust, a division of Wilmington Savings Fund Society, FSB, as Trustee.  Capitalized terms used but not defined herein shall have the meanings given to them in the Pooling and Servicing Agreement.

This letter relates to $__________ initial Certificate Principal Amount or Class Notional Amount, as applicable, of Class _____ Certificates which are held in the form of Definitive Certificates registered in the name of  ______________ (the “Transferor”). The Transferor has requested a transfer of such Definitive Certificates for Definitive Certificates of such Class registered in the name of [insert name of transferee].

In connection with such request, and in respect of such Certificates, the Transferor hereby certifies that such Certificates are being transferred in accordance with (i) the transfer restrictions set forth in the Pooling and Servicing Agreement and the Certificates and (ii) Rule 144A under the Securities Act to a purchaser that the Transferor reasonably believes is a “qualified institutional buyer” within the meaning of Rule 144A purchasing for its own account or for the account of a “qualified institutional buyer,” which purchaser is aware that the sale to it is being made in reliance upon Rule 144A, in a transaction meeting the requirements of Rule 144A and in accordance with any applicable securities laws of any state of the United States or any other applicable jurisdiction.

This certificate and the statements contained herein are made for your benefit and the benefit of the Underwriters, the Depositor and the Certificate Registrar.

_____________________________________

[Name of Transferor]

By:

Name:

Title:

Dated: ___________, ____

E-1-1

EXHIBIT E-2

FORM OF PURCHASER’S LETTER FOR
QUALIFIED INSTITUTIONAL BUYER

Date

Ladies and Gentlemen:

In connection with our proposed purchase of $______________Class Principal Amount or Class Notional Amount, as applicable, of Sequoia Mortgage Trust 2013-2 Mortgage Pass-Through Certificates, Class [___] (the “Restricted Certificates”), we confirm that:

(1) We understand that the Restricted Certificates have not been, and will not be, registered under the Securities Act of 1933, as amended (the “Securities Act”), and may not be sold except as permitted in the following sentence. We agree, on our own behalf and on behalf of any accounts for which we are acting as hereinafter stated, that if we should sell any Restricted Certificates we will do so only (A) to the Depositor, (B) to “qualified institutional buyers” (within the meaning of Rule 144A under the Securities Act) in accordance with Rule 144A under the Securities Act (“QIBs”), (C) pursuant to the exemption from registration provided by Rule 144 under the Securities Act, or (D) to an institutional “accredited investor” within the meaning of Rule 501(a)(1), (2), (3) or (7) of Regulation D under the Securities Act that is not a QIB (an “Institutional Accredited Investor”) which, in the case of (B) or (D) above, prior to such transfer, delivers to the Certificate Registrar under the Pooling and Servicing Agreement, dated as of January 1, 2013 (the “Agreement”), by and among Sequoia Residential Funding, Inc., as Depositor, Wells Fargo Bank, N.A., as Master Servicer and Securities Administrator and Christiana Trust, a division of Wilmington Savings Fund Society, FSB, as Trustee, a signed letter in the form of this letter; and we further agree, in the capacities stated above, to provide to any person purchasing any of the Restricted Certificates from us a notice advising such purchaser that resales of the Restricted Certificates are restricted as stated herein.

(2) We understand that, in connection with any proposed resale of any Restricted Certificates to QIB, we will be required to furnish to the Certificate Registrar a certification from such transferee in the form hereof to confirm that the proposed sale is being made pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act. We further understand that the Restricted Certificates purchased by us will bear a legend to the foregoing effect.

(3) We are acquiring the Restricted Certificates for investment purposes and not with a view to, or for offer or sale in connection with, any distribution in violation of the Securities Act. We have such knowledge and experience in financial and business matters as to be capable of evaluating the merits and risks of our investment in the Restricted Certificates, and we and any account for which we are acting are each able to bear the economic risk of such investment.

(4) We are a QIB and we are acquiring the Restricted Certificates purchased by us for our own account or for one or more accounts (each of which is a QIB) as to each of which we exercise sole investment discretion.

(5) We have received such information as we deem necessary in order to make our investment decision.

E-1-1

(6) If we are acquiring ERISA-Restricted Certificates, we understand that in accordance with ERISA, the Code and the Underwriter's Exemption, no Plan and no person acting on behalf of such a Plan may acquire such Certificate except in accordance with Section 3.03(d) of the Agreement.

Terms used in this letter which are not otherwise defined herein have the respective meanings assigned thereto in the Agreement.

You are entitled to rely upon this letter and are irrevocably authorized to produce this letter or a copy hereof to any interested party in any administrative or legal proceeding or official inquiry with respect to the matters covered hereby.

Very truly yours,

____________________________________

[Purchaser]

By:

Name:

Title:

E-2-2

EXHIBIT F

FORM OF PURCHASER’S LETTER FOR
INSTITUTIONAL ACCREDITED INVESTOR

Date

Ladies and Gentlemen:

In connection with our proposed purchase of $______________ Class Principal Amount or Class Notional Amount, as applicable, of Sequoia Mortgage Trust 2013-2 Mortgage Pass-Through Certificates, Class [___], (the “Restricted Certificates”), we confirm that:

(1) We understand that the Restricted Certificates have not been, and will not be, registered under the Securities Act of 1933, as amended (the “Securities Act”), and may not be sold except as permitted in the following sentence. We agree, on our own behalf and on behalf of any accounts for which we are acting as hereinafter stated, that if we should sell any Restricted Certificates we will do so only (A) to the Depositor, (B) to “qualified institutional buyers” (within the meaning of Rule 144A under the Securities Act) in accordance with Rule 144A under the Securities Act (“QIBs”), (C) pursuant to the exemption from registration provided by Rule 144 under the Securities Act, or (D) to an institutional “accredited investor” within the meaning of Rule 501(a)(1), (2), (3) or (7) of Regulation D under the Securities Act that is not a QIB (an “Institutional Accredited Investor”) which, prior to such transfer, delivers to the Certificate Registrar under the Pooling and Servicing Agreement, dated as of January 1, 2013 (the “Agreement”), by and among Sequoia Residential Funding, Inc., as Depositor, Wells Fargo Bank, N.A., as Master Servicer and Securities Administrator, and Christiana Trust, a division of Wilmington Savings Fund Society, FSB as Trustee, a signed letter in the form of this letter; and we further agree, in the capacities stated above, to provide to any person purchasing any of the Restricted Certificates from us a notice advising such purchaser that resales of the Restricted Certificates are restricted as stated herein.

(2) We understand that, in connection with any proposed resale of any Restricted Certificates to an Institutional Accredited Investor, we will be required to furnish to the Certificate Registrar a certification from such transferee in the form hereof to confirm that the proposed sale is being made pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act. We further understand that the Restricted Certificates purchased by us will bear a legend to the foregoing effect.

(3) We are acquiring the Restricted Certificates for investment purposes and not with a view to, or for offer or sale in connection with, any distribution in violation of the Securities Act. We have such knowledge and experience in financial and business matters as to be capable of evaluating the merits and risks of our investment in the Restricted Certificates, and we and any account for which we are acting are each able to bear the economic risk of such investment.

(4) We are an Institutional Accredited Investor and we are acquiring the Restricted Certificates purchased by us for our own account or for one or more accounts (each of which is an Institutional Accredited Investor) as to each of which we exercise sole investment discretion.

(5) We have received such information as we deem necessary in order to make our investment decision.

(6) If we are acquiring ERISA-Restricted Certificates, we understand that in accordance with ERISA, the Code and the Underwriter's Exemption, no Plan and no person acting on behalf of such a Plan may acquire such Certificate except in accordance with Section 3.03(d) of the Agreement.

F-1

Terms used in this letter which are not otherwise defined herein have the respective meanings assigned thereto in the Agreement.

You are entitled to rely upon this letter and are irrevocably authorized to produce this letter or a copy hereof to any interested party in any administrative or legal proceeding or official inquiry with respect to the matters covered hereby.

Very truly yours,

_____________________________________

[Purchaser]

By:

Name:

Title:

F-2

EXHIBIT G

FORM OF ERISA TRANSFER AFFIDAVIT

STATE OF NEW YORK	)
	)           ss.:
COUNTY OF NEW YORK	)

The undersigned, being first duly sworn, deposes and says as follows:

1.      The undersigned is the ______________________ of ______________ (the “Investor”), a [corporation duly organized] and existing under the laws of __________, on behalf of which he makes this affidavit.

2.      The Investor either (x) is not, and on ___________ [date of transfer] will not be, an employee benefit plan or other retirement arrangement subject to Section 406 of the Employee Retirement Income Security Act of 1974, as amended (“ERISA”), or Section 4975 of the Internal Revenue Code of 1986, as amended (the “Code”), (collectively, a “Plan”) or a person acting on behalf of any such Plan or investing the assets of any such Plan; (y) if the Certificate has been the subject of an ERISA-Qualifying Underwriting, is an insurance company that is purchasing the Certificate with funds contained in an “insurance company general account” as defined in Section V(e) of Prohibited Transaction Class Exemption (“PTCE”) 95-60 and the purchase and holding of the Certificate are covered under Sections I and III of PTCE 95-60; or (z) herewith delivers to the Certificate Registrar an opinion of counsel (a “Benefit Plan Opinion”) satisfactory to the Certificate Registrar, the Depositor and the Trustee, and upon which the Certificate Registrar, the Trustee, the Master Servicer, the Depositor and the Securities Administrator shall be entitled to rely, to the effect that the purchase or holding of such Certificate by the Investor will not constitute or result in any non-exempt prohibited transactions under Title I of ERISA or Section 4975 of the Code and will not subject the Certificate Registrar or the Trustee to any obligation in addition to those undertaken by such entities in the Pooling and Servicing Agreement, dated as of January 1, 2013 (the “Agreement”), by and among Sequoia Residential Funding, Inc., as Depositor, Wells Fargo Bank, N.A., as Master Servicer and Securities Administrator and Christiana Trust, a division of Wilmington Savings Fund Society, FSB, as Trustee, by which opinion of counsel shall not be an expense of the Trust Fund or the above parties.

Capitalized terms used but not defined herein have the meanings given in the Agreement.

IN WITNESS WHEREOF, the Investor has caused this instrument to be executed on its behalf, pursuant to proper authority, by its duly authorized officer, duly attested, this ____ day of _______________ 20___.

_____________________________________

[Investor]

By:

Name:

Title:

ATTEST:

G-1

STATE OF	)
	)           ss.:
COUNTY OF	)

Personally appeared before me the above-named ________________, known or proved to me to be the same person who executed the foregoing instrument and to be the ____________________ of the Investor, and acknowledged that he executed the same as his free act and deed and the free act and deed of the Investor.

Subscribed and sworn before me this _____ day of _________ 20___.

______________________________

NOTARY PUBLIC

My commission expires the

_____ day of __________ 20___.

G-2

EXHIBIT H-1

LIST OF PURCHASE AGREEMENTS

1.	Flow Mortgage Loan Purchase and Sale Agreement, dated as of April 1, 2012, between Redwood Residential Acquisition Corporation (“RRAC”) and Alaska USA Federal Credit Union, as modified by the related Acknowledgement.
2.	Flow Mortgage Loan Purchase and Sale Agreement, dated as of October 1, 2011, between RRAC and American Pacific Mortgage Corporation, as modified by the related Acknowledgement.
3.	Flow Mortgage Loan Purchase and Sale Agreement, dated as of August 1, 2012, between RRAC and Bay Equity, LLC, as modified by the related Acknowledgement.
4.	Flow Mortgage Loan Purchase and Sale Agreement, dated as of September 1, 2011, between RRAC and Benchmark Bank, as modified by the related Acknowledgement.
5.	Flow Mortgage Loan Purchase and Sale Agreement, dated as of January 1, 2012, between RRAC and Bethpage Federal Credit Union, as modified by the related Acknowledgement.
6.	Flow Mortgage Loan Purchase and Sale Agreement, dated as of April 1, 2012, between RRAC and Boston Private Bank & Trust Company, as modified by the related Acknowledgement.
7.	Flow Mortgage Loan Purchase and Sale Agreement, dated as of November 1, 2011, between RRAC and Castle & Cooke Mortgage, LLC, as modified by the related Acknowledgement.
8.	Flow Mortgage Loan Purchase and Sale Agreement, dated as of October 1, 2011, between RRAC and Cherry Creek Mortgage Co., Inc., as modified by the related Acknowledgement.
9.	Flow Mortgage Loan Purchase and Sale Agreement, dated as of August 1, 2011, between RRAC and Cole Taylor Bank, as modified by the related Acknowledgement.
10.	Flow Mortgage Loan Purchase and Sale Agreement, dated as of February 1, 2012, between RRAC and Colonial Savings, F.A., as modified by the related Acknowledgement.
11.	Flow Mortgage Loan Purchase and Sale Agreement, dated as of September 1, 2011, between RRAC and Cornerstone Mortgage Company, as modified by the related Acknowledgement.
12.	Flow Mortgage Loan Purchase and Sale Agreement, dated as of December 1, 2011, between RRAC and Embrace Home Loans, Inc., as modified by the related Acknowledgement
13.	Flow Mortgage Loan Purchase and Sale Agreement, dated as of February 1, 2012, between RRAC and Evergreen Moneysource Mortgage Company dba Evergreen Home Loans, as modified by the related Acknowledgement.
14.	Flow Mortgage Loan Purchase and Sale Agreement, dated as of February 1, 2012, between RRAC and Fairway Independent Mortgage Corporation, as modified by the related Acknowledgement.
15.	Flow Mortgage Loan Purchase and Sale Agreement, dated as of March 1, 2012, between RRAC and Fidelity Bank dba Fidelity Bank Mortgage, as modified by the related Acknowledgement.
16.	Flow Mortgage Loan Purchase and Sale Agreement, dated as of August 1, 2012, between RRAC and First National Bank of Omaha, as modified by the related Acknowledgement.

H-1

17.	Flow Mortgage Loan Sale and Servicing Agreement, dated as of September 7, 2012, between RBS Financial Products Inc. and First Republic Bank, as modified by the related Acknowledgement.
18.	Flow Mortgage Loan Sale and Servicing Agreement, dated as of July 1, 2010, between RRAC and First Republic Bank, as modified by the related Acknowledgement.
19.	Flow Mortgage Loan Purchase and Sale Agreement, dated as of May 23, 2011, between RRAC and Flagstar Capital Markets Corporation, as modified by the related Acknowledgement.
20.	Flow Mortgage Loan Purchase and Sale Agreement, dated as of August 1, 2011, between RRAC and Franklin American Mortgage Company, as modified by the related Acknowledgement.
21.	Flow Mortgage Loan Purchase and Sale Agreement, dated as of August 1, 2011, between RRAC and Fremont Bank, as modified by the related Acknowledgement.
22.	Flow Mortgage Loan Purchase and Sale Agreement, dated as of December 1, 2011, between RRAC and Fulton Bank, National Association, as modified by the related Acknowledgement.
23.	Flow Mortgage Loan Purchase and Sale Agreement, dated as of August 1, 2012, between RRAC and George Mason Mortgage, LLC, as modified by the related Acknowledgement.
24.	Flow Mortgage Loan Purchase and Sale Agreement, dated as of July 1, 2012, between RRAC and GFI Mortgage Bankers, Incorporated, as modified by the related Acknowledgement.
25.	Flow Mortgage Loan Purchase and Sale Agreement, dated as of October 1, 2011, between RRAC and GuardHill Financial Corporation, as modified by the related Acknowledgement.
26.	Flow Mortgage Loan Purchase and Sale Agreement, dated as of January 1, 2012, between RRAC and Guild Mortgage Company, as modified by the related Acknowledgement.
27.	Flow Mortgage Loan Purchase and Sale Agreement, dated as of December 1, 2011, between RRAC and The Huntington National Bank, as modified by the related Acknowledgement.
28.	Flow Mortgage Loan Purchase and Sale Agreement, dated as of May 1, 2012, between RRAC and Leader Bank, N.A., as modified by the related Acknowledgement.
29.	Flow Mortgage Loan Purchase and Sale Agreement, dated as of July 1, 2012, between RRAC and The Lending Partners, LLC, as modified by the related Acknowledgement.
30.	Flow Mortgage Loan Purchase and Sale Agreement, dated as of January 1, 2012, between RRAC and MegaStar Financial Corporation, as modified by the related Acknowledgement.
31.	Flow Mortgage Loan Purchase and Sale Agreement, dated as of February 1, 2012, between RRAC and Monarch Bank, as modified by the related Acknowledgement.
32.	Flow Mortgage Loan Purchase and Sale Agreement, dated as of June 1, 2012, between RRAC and Mortgage Master, Inc., as modified by the related Acknowledgement.
33.	Flow Mortgage Loan Purchase and Sale Agreement, dated as of May 1, 2012, between RRAC and Paramount Equity Mortgage, as modified by the related Acknowledgement.
34.	Mortgage Loan Flow Purchase, Sale & Servicing Agreement, dated as of July 21, 2010, between RRAC and PHH Mortgage Corporation, as modified by the related Acknowledgement.
35.	Flow Mortgage Loan Purchase and Sale Agreement, dated as of December 1, 2011, between RRAC and Plaza Home Mortgage, Incorporated, as modified by the related Acknowledgement.

H-2

36.	Flow Mortgage Loan Purchase and Sale Agreement, dated as of May 1, 2012, between RRAC and Primary Residential Mortgage, Inc., as modified by the related Acknowledgement.
37.	Flow Mortgage Loan Purchase and Sale Agreement, dated as of January 30, 2011, between RRAC and PrimeLending, a PlainsCapital Company, as modified by the related Acknowledgement.
38.	Flow Mortgage Loan Purchase and Sale Agreement, dated as of May 1, 2011, between RRAC and Prospect Mortgage, LLC, as modified by the related Acknowledgement.
39.	Flow Mortgage Loan Purchase and Sale Agreement, dated as of October 1, 2011, between RRAC and Provident Savings Bank, as modified by the related Acknowledgement.
40.	Flow Mortgage Loan Purchase and Sale Agreement, dated as of November 10, 2012, between RRAC and Rockland Trust Company, as modified by the related Acknowledgement.
41.	Flow Mortgage Loan Purchase and Sale Agreement, dated as of November 1, 2012, between RRAC and Salem Five Cents Savings Bank, as modified by the related Acknowledgement.
42.	Flow Mortgage Loan Purchase and Sale Agreement, dated as of May 1, 2012, between RRAC and SCBT, N.A., as modified by the related Acknowledgement.
43.	Flow Mortgage Loan Purchase and Sale Agreement, dated as of August 1, 2011, between RRAC and Simonich Corporation, dba BOC Mortgage, as modified by the related Acknowledgement.
44.	Flow Mortgage Loan Purchase and Sale Agreement, dated as of March 1, 2011, between RRAC and Sterling Savings Bank, as modified by the related Acknowledgement.
45.	Flow Mortgage Loan Purchase and Sale Agreement, dated as of October 1, 2011, between RRAC and Stifel Bank and Trust, as modified by the related Acknowledgement.
46.	Flow Mortgage Loan Purchase and Sale Agreement, dated as of January 1, 2012, between RRAC and Umpqua Bank, as modified by the related Acknowledgement.
47.	Flow Mortgage Loan Purchase and Sale Agreement, dated as of December 1, 2011, between RRAC and United Shore Financial Services, LLC, as successor in interest to Shore Financial Services, Inc., as modified by the related Acknowledgement.
48.	Flow Mortgage Loan Purchase and Sale Agreement, dated as of June 1, 2011, between RRAC and Wintrust Mortgage, a division of Barrington Bank and Trust Company, N.A., as modified by the related Acknowledgement.
49.	Flow Mortgage Loan Purchase and Sale Agreement, dated as of July 1, 2012, between RRAC and WJ Bradley Mortgage Capital LLC, as modified by the related Acknowledgement.

H-3

EXHIBIT H-2

LIST OF SERVICING AGREEMENTS

1.	Flow Mortgage Loan Servicing Agreement, dated as of August 1, 2011, between Redwood Residential Acquisition Corporation (“RRAC”) and Cenlar FSB, as amended by Amendment No. 1 to the Flow Mortgage Loan Servicing Agreement, dated November 3, 2011, and as modified by the related Acknowledgement.
2.	Flow Mortgage Loan Sale and Servicing Agreement, dated as of July 1, 2010, between RRAC and First Republic Bank, as modified by the related Acknowledgement.
3.	Mortgage Loan Flow Purchase, Sale & Servicing Agreement, dated as of July 21, 2010, between RRAC and PHH Mortgage Corporation, as modified by the related Acknowledgement.

H-4

EXHIBIT I

ADDITIONAL DISCLOSURE NOTIFICATION

Additional Disclosure Notification

Wells Fargo Bank, N.A., as securities administrator

Fax: 410-715-2380

Email: cts.sec.notifications@wellsfargo.com

Sequoia Residential Funding, Inc.

Fax: 415-381-1773

Email: Sequoia.Notices@redwoodtrust.com

Attn:  Corporate Trust Services—Sequoia Mortgage Trust 2013-2, Mortgage Pass-Through Certificates, Series 2013-2—SEC REPORT PROCESSING

RE:  **Additional Form [10-D][10-K][8-K] Disclosure** Required

Ladies and Gentlemen:

In accordance with Section 6.21[(a)][(b)][(c)] of the Pooling and Servicing Agreement, dated as of January 1, 2013 (the “Agreement”), by and among Sequoia Residential Funding, Inc., as Depositor, Wells Fargo Bank, N.A., as Master Servicer and Securities Administrator and Christiana Trust, a division of Wilmington Savings Fund Society, FSB, as Trustee, with respect to Sequoia Mortgage Trust 2013-2 Mortgage Pass-Through Certificate, the undersigned, as [          ], hereby notifies you that certain events have come to our attention that [will] [may] need to be disclosed on Form [10-D][10-K][8-K].

Description of Additional Form [10-D][10-K][8-K] Disclosure:

List of any Attachments hereto to be included in the Additional Form [10-D][10-K][8-K] Disclosure:

Any inquiries related to this notification should be directed to [                       ], phone number:  [         ]; email address:  [                   ].

[NAME OF PARTY],

as [role]

By:

Name:

Title:

I-1

EXHIBIT J

BACK-UP CERTIFICATE TO FORM 10-K CERTIFICATE

Sequoia Mortgage Trust 2013-2 (the “Trust”)

Mortgage Pass-Through Certificates

Re:          The Pooling and Servicing Agreement, dated as of January 1, 2013 (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 Christiana Trust, a division of Wilmington Savings Fund Society, FSB, as Trustee with respect to Sequoia Mortgage Trust 2013-2 Mortgage Pass-Through Certificates.

I, __________________________, the _________________________ of [NAME OF COMPANY] (the “Company”) certify to the Depositor and its officers, directors and affiliates, and with the knowledge and intent that they will rely upon this certification, that:

(1)         I have reviewed the annual report on Form 10-K for the fiscal year [____] (the “Annual Report”), and all reports on Form 10-D required to be filed in respect of period covered by the Annual Report (collectively with the Annual Report, the “Reports”), of the Trust Fund;

(2)         To my knowledge, (a) the Reports, taken as a whole, do not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by the Annual Report, and (b) the Company’s assessment of compliance and related attestation report referred to below, taken as a whole, do not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by such assessment of compliance and attestation report;

(3)         To my knowledge, the distribution information required to be provided by the Company under the Pooling and Servicing Agreement has been provided to the Securities Administrator for inclusion in the Reports is included in the Reports;

(4)         I am responsible for reviewing the activities performed by the Company under the Pooling and Servicing Agreement, and based on my knowledge and the compliance review conducted in preparing the assessment of compliance of the Company required by the Pooling and Servicing Agreement, and except as disclosed in the Reports, the Company has fulfilled its obligations under the Pooling and Servicing Agreement in all material respects; and

(5)         The report on assessment of compliance with servicing criteria applicable to the Company for asset-backed securities of the Company and each Subcontractor utilized by the Company and the related attestation report on assessment of compliance with servicing criteria applicable to it required to be included in the Annual Report in accordance with Item 1122 of Regulation AB and Exchange Act Rules 13a-18 and 15d-18 have been included as an exhibit to the Annual Report. Any material instances of non-compliance are described in such report and have been disclosed in the Annual Report.

In giving the certifications above, the Company has reasonably relied on information provided to it by the following unaffiliated parties: [names of servicer(s), subservicer(s), custodian(s)]

Date:

By:

[Signature]

[Title]

J-1

EXHIBIT K

SERVICING CRITERIA TO BE ADDRESSED IN ASSESSMENT OF COMPLIANCE

The Assessment of Compliance to be delivered by the parties listed in the table below shall address, at a minimum, the criteria identified below as “Applicable Servicing Criteria” for each such party:

Regulation AB Reference	Servicing Criteria	Master Servicer	Securities Administrator	Custodian
	General Servicing Considerations
1122(d)(1)(i)	Policies and procedures are instituted to monitor any performance or other triggers and events of default in accordance with the transaction agreements.	X	X
1122(d)(1)(ii)	If any material servicing activities are outsourced to third parties, policies and procedures are instituted to monitor the third party’s performance and compliance with such servicing activities.	X
1122(d)(1)(iii)	Any requirements in the transaction agreements to maintain a back-up servicer for the pool assets are maintained.	N/A	N/A	N/A
1122(d)(1)(iv)	A fidelity bond and errors and omissions policy is in effect on the party participating in the servicing function throughout the reporting period in the amount of coverage required by and otherwise in accordance with the terms of the transaction agreements.	X
	Cash Collection and Administration
1122(d)(2)(i)	Payments on pool assets are deposited into the appropriate bank collection accounts and related bank clearing accounts no more than two business days following receipt, or such other number of days specified in the transaction agreements.	X	X
1122(d)(2)(ii)	Disbursements made via wire transfer on behalf of an obligor or to an investor are made only by authorized personnel.	X	X
1122(d)(2)(iii)	Advances of funds or guarantees regarding collections, cash flows or distributions, and any interest or other fees charged for such advances, are made, reviewed and approved as specified in the transaction agreements.	X

K-1

1122(d)(2)(iv)	The related accounts for the transaction, such as cash reserve accounts or accounts established as a form of over collateralization, are separately maintained (e.g., with respect to commingling of cash) as set forth in the transaction agreements.	X	X
1122(d)(2)(v)	Each collection account is maintained at a federally insured depository institution as set forth in the transaction agreements. For purposes of this criterion, “federally insured depository institution” with respect to a foreign financial institution means a foreign financial institution that meets the requirements of Rule 13k-1(b)(1) of the Securities Exchange Act.	X	X
1122(d)(2)(vi)	Unissued checks are safeguarded so as to prevent unauthorized access.	X
1122(d)(2)(vii)	Reconciliations are prepared on a monthly basis for all asset-backed securities related bank accounts, including collection accounts and related bank clearing accounts. These reconciliations are (A) mathematically accurate; (B) prepared within 30 calendar days after the bank statement cutoff date, or such other number of days specified in the transaction agreements; (C) reviewed and approved by someone other than the person who prepared the reconciliation; and (D) contain explanations for reconciling items. These reconciling items are resolved within 90 calendar days of their original identification, or such other number of days specified in the transaction agreements.	X

	Investor Remittances and Reporting
1122(d)(3)(i)	Reports to investors, including those to be filed with the Commission, are maintained in accordance with the transaction agreements and applicable Commission requirements. Specifically, such reports (A) are prepared in accordance with timeframes and other terms set forth in the transaction agreements; (B) provide information calculated in accordance with the terms specified in the transaction agreements; (C) are filed with the Commission as required by its rules and regulations; and (D) agree with investors’ or the trustee’s records as to the total unpaid principal balance and number of pool assets serviced by the Servicer.	X
1122(d)(3)(ii)	Amounts due to investors are allocated and remitted in accordance with timeframes, distribution priority and other terms set forth in the transaction agreements.		X

K-2

1122(d)(3)(iii)	Disbursements made to an investor are posted within two business days to the Servicer’s investor records, or such other number of days specified in the transaction agreements.	X
1122(d)(3)(iv)	Amounts remitted to investors per the investor reports agree with cancelled checks, or other form of payment, or custodial bank statements.	X
	Pool Asset Administration
1122(d)(4)(i)	Collateral or security on pool assets is maintained as required by the transaction agreements or related pool asset documents.			X
1122(d)(4)(ii)	Pool assets  and related documents are safeguarded as required by the transaction agreements			X
1122(d)(4)(iii)	Any additions, removals or substitutions to the asset pool are made, reviewed and approved in accordance with any conditions or requirements in the transaction agreements.	N/A	N/A	N/A
1122(d)(4)(iv)	Payments on pool assets, including any payoffs, made in accordance with the related pool asset documents are posted to the Servicer’s obligor records maintained no more than two business days after receipt, or such other number of days specified in the transaction agreements, and allocated to principal, interest or other items (e.g., escrow) in accordance with the related pool asset documents.	N/A	N/A	N/A
1122(d)(4)(v)	The Servicer’s records regarding the pool assets agree with the Servicer’s records with respect to an obligor’s unpaid principal balance.	N/A	N/A	N/A
1122(d)(4)(vi)	Changes with respect to the terms or status of an obligor's pool assets (e.g., loan modifications or re-agings) are made, reviewed and approved by authorized personnel in accordance with the transaction agreements and related pool asset documents.	N/A	N/A	N/A
1122(d)(4)(vii)	Loss mitigation or recovery actions (e.g., forbearance plans, modifications and deeds in lieu of foreclosure, foreclosures and repossessions, as applicable) are initiated, conducted and concluded in accordance with the timeframes or other requirements established by the transaction agreements.	N/A	N/A	N/A

K-3

1122(d)(4)(viii)	Records documenting collection efforts are maintained during the period a pool asset is delinquent in accordance with the transaction agreements. Such records are maintained on at least a monthly basis, or such other period specified in the transaction agreements, and describe the entity’s activities in monitoring delinquent pool assets including, for example, phone calls, letters and payment rescheduling plans in cases where delinquency is deemed temporary (e.g., illness or unemployment).	N/A	N/A	N/A
1122(d)(4)(ix)	Adjustments to interest rates or rates of return for pool assets with variable rates are computed based on the related pool asset documents.	N/A	N/A	N/A
1122(d)(4)(x)	Regarding any funds held in trust for an obligor (such as escrow accounts): (A) such funds are analyzed, in accordance with the obligor’s pool asset documents, on at least an annual basis, or such other period specified in the transaction agreements; (B) interest on such funds is paid, or credited, to obligors in accordance with applicable pool asset documents and state laws; and (C) such funds are returned to the obligor within 30 calendar days of full repayment of the related pool assets, or such other number of days specified in the transaction agreements.	N/A	N/A	N/A
1122(d)(4)(xi)	Payments made on behalf of an obligor (such as tax or insurance payments) are made on or before the related penalty or expiration dates, as indicated on the appropriate bills or notices for such payments, provided that such support has been received by the servicer at least 30 calendar days prior to these dates, or such other number of days specified in the transaction agreements.	N/A	N/A	N/A
1122(d)(4)(xii)	Any late payment penalties in connection with any payment to be made on behalf of an obligor are paid from the Servicer’s funds and not charged to the obligor, unless the late payment was due to the obligor’s error or omission.	N/A	N/A	N/A
1122(d)(4)(xiii)	Disbursements made on behalf of an obligor are posted within two business days to the obligor’s records maintained by the servicer, or such other number of days specified in the transaction agreements.	N/A	N/A	N/A
1122(d)(4)(xiv)	Delinquencies, charge-offs and uncollectible accounts are recognized and recorded in accordance with the transaction agreements.	X
1122(d)(4)(xv)	Any external enhancement or other support, identified in Item 1114(a)(1) through (3) or Item 1115 of Regulation AB, is maintained as set forth in the transaction agreements.	N/A	N/A	N/A

K-4

EXHIBIT L

ADDITIONAL FORM 10-D DISCLOSURE

ADDITIONAL FORM 10-D DISCLOSURE
Item on Form 10-D	Party Responsible
Item 1: Distribution and Pool Performance Information
Information included in the Distribution Date Statement	Master Servicer Securities Administrator
Any information required by 1121 which is NOT included on the Distribution Date Statement	Depositor
Item 2: Legal Proceedings Any legal proceeding pending against the following entities or their respective property, that is material to Certificateholders, including any proceedings known to be contemplated by governmental authorities:
▪ Issuing Entity (Trust Fund)	Trustee, Master Servicer, Securities Administrator and Depositor
▪ Sponsor (Seller)	Seller (if a party to the Pooling and Servicing Agreement) or Depositor
▪ Depositor	Depositor
▪ Trustee	Trustee
▪ Securities Administrator	Securities Administrator
▪ Master Servicer	Master Servicer
▪ Custodian	Custodian
▪ 1110(b) Originator	Depositor
▪ Any 1108(a)(2) Servicer (other than the Master Servicer or the Securities Administrator)	Servicer (as to itself)
▪ Any other party contemplated by 1100(d)(1)	Depositor
Item 3:  Sale of Securities and Use of Proceeds Information from Item 2(a) of Part II of Form 10-Q: With respect to any sale of securities by the sponsor, depositor or issuing entity, that are backed by the same asset pool or are otherwise issued by the issuing entity, whether or not registered, provide the sales and use of proceeds information in Item 701 of Regulation S-K.  Pricing information can be omitted if securities were not registered.	Depositor

L-1

ADDITIONAL FORM 10-D DISCLOSURE
Item on Form 10-D	Party Responsible
Item 4:  Defaults Upon Senior Securities Information from Item 3 of Part II of Form 10-Q: Report the occurrence of any Event of Default (after expiration of any grace period and provision of any required notice)	Securities Administrator Trustee
Item 5:  Submission of Matters to a Vote of Security Holders Information from Item 4 of Part II of Form 10-Q	Securities Administrator Trustee
Item 6:  Significant Obligors of Pool Assets Item 1112(b) – Significant Obligor Financial Information*	Depositor
*This information need only be reported on the Form 10-D for the distribution period in which updated information is required pursuant to the Item.
Item 7:  Significant Enhancement Provider Information Item 1114(b)(2) – Credit Enhancement Provider Financial Information*
▪ Determining applicable disclosure threshold	Depositor
▪ Requesting required financial information (including any required accountants’ consent to the use thereof) or effecting incorporation by reference	Depositor
Item 1115(b) – Derivative Counterparty Financial Information*
▪ Determining current maximum probable exposure	Depositor
▪ Determining current significance percentage	Depositor
▪ Requesting required financial information (including any required accountants’ consent to the use thereof) or effecting incorporation by reference	Depositor
*This information need only be reported on the Form 10-D for the distribution period in which updated information is required pursuant to the Items.

L-2

ADDITIONAL FORM 10-D DISCLOSURE
Item on Form 10-D	Party Responsible
Item 8:  Other Information Disclose any information required to be reported on Form 8-K during the period covered by the Form 10-D but not reported	Any party responsible for the applicable Form 8-K Disclosure item
Item 9:  Exhibits
Distribution Date Statement to Certificateholders	Securities Administrator
Exhibits required by Item 601 of Regulation S-K, such as material agreements	Depositor

L-3

EXHIBIT M

ADDITIONAL FORM 10-K DISCLOSURE

ADDITIONAL FORM 10-K DISCLOSURE
Item on Form 10-K	Party Responsible
Item 1B: Unresolved Staff Comments	Depositor
Item 9B:  Other Information Disclose any information required to be reported on Form 8-K during the fourth quarter covered by the Form 10-K but not reported	Any party responsible for disclosure items on Form 8-K
Item 15:  Exhibits, Financial Statement Schedules	Securities Administrator Depositor
Reg AB Item 1112(b):  Significant Obligors of Pool Assets
Significant Obligor Financial Information*	Depositor
*This information need only be reported on the Form 10-D for the distribution period in which updated information is required pursuant to the Item.
Reg AB Item 1114(b)(2):  Credit Enhancement Provider Financial Information
▪ Determining applicable disclosure threshold	Depositor
▪ Requesting required financial information (including any required accountants’ consent to the use thereof) or effecting incorporation by reference	Depositor
*This information need only be reported on the Form 10-D for the distribution period in which updated information is required pursuant to the Items.
Reg AB Item 1115(b):  Derivative Counterparty Financial Information
▪ Determining current maximum probable exposure	Depositor
▪ Determining current significance percentage	Depositor
▪ Requesting required financial information (including any required accountants’ consent to the use thereof) or effecting incorporation by reference	Depositor
*This information need only be reported on the Form 10-D for the distribution period in which updated information is required pursuant to the Items.

M-1

ADDITIONAL FORM 10-K DISCLOSURE
Item on Form 10-K	Party Responsible
Reg AB Item 1117: Legal Proceedings Any legal proceeding pending against the following entities or their respective property, that is material to Certificateholders, including any proceedings known to be contemplated by governmental authorities:
▪ Issuing Entity (Trust Fund)	Trustee, Master Servicer, Securities Administrator and Depositor
▪ Sponsor (Seller)	Seller (if a party to the Pooling and Servicing Agreement) or Depositor
▪ Depositor	Depositor
▪ Trustee	Trustee
▪ Securities Administrator	Securities Administrator
▪ Master Servicer	Master Servicer
▪ Custodian	Custodian
▪ 1110(b) Originator	Depositor
▪ Any 1108(a)(2) Servicer (other than the Master Servicer or the Securities Administrator)	Servicer (as to itself)
▪ Any other party contemplated by 1100(d)(1)	Depositor
Reg AB Item 1119:  Affiliations and Relationships
Whether (a) the Sponsor (Seller), Depositor or Issuing Entity is an affiliate of the following parties, and (b) to the extent known and material, any of the following parties are affiliated with one another:	Depositor as to (a) Sponsor/Seller as to (b)
▪ Master Servicer	Master Servicer
▪ Securities Administrator	Securities Administrator
▪ Trustee	Depositor/Sponsor as to (a) Trustee as to (b)
▪ Any other 1108(a)(3) servicer	Servicer (as to itself)
▪ Any 1110 Originator	Depositor/Sponsor
▪ Any 1112(b) Significant Obligor	Depositor/Sponsor
▪ Any 1114 Credit Enhancement Provider	Depositor/Sponsor
▪ Any 1115 Derivative Counterparty Provider	Depositor/Sponsor
▪ Any other 1101(d)(1) material party	Depositor/Sponsor

M-2

ADDITIONAL FORM 10-K DISCLOSURE

Item on Form 10-K	Party Responsible
Whether there are any “outside the ordinary course business arrangements” other than would be obtained in an arm’s length transaction between (a) the Sponsor (Seller), Depositor or Issuing Entity on the one hand, and (b) any of the following parties (or their affiliates) on the other hand, that exist currently or within the past two years and that are material to a Certificateholder’s understanding of the Certificates:	Depositor as to (a) Sponsor/Seller as to (b)
▪ Master Servicer	Master Servicer
▪ Securities Administrator	Securities Administrator
▪ Trustee	Depositor/Sponsor
▪ Any other 1108(a)(3) servicer	Servicer (as to itself)
▪ Any 1110 Originator	Depositor/Sponsor
▪ Any 1112(b) Significant Obligor	Depositor/Sponsor
▪ Any 1114 Credit Enhancement Provider	Depositor/Sponsor
▪ Any 1115 Derivative Counterparty Provider	Depositor/Sponsor
▪ Any other 1101(d)(1) material party	Depositor/Sponsor
Whether there are any specific relationships involving the transaction or the pool assets between (a) the Sponsor (Seller), Depositor or Issuing Entity on the one hand, and (b) any of the following parties (or their affiliates) on the other hand, that exist currently or within the past two years and that are material:	Depositor as to (a) Sponsor/Seller as to (b)
▪ Master Servicer	Master Servicer
▪ Securities Administrator	Securities Administrator
▪ Trustee	Depositor/Sponsor
▪ Any other 1108(a)(3) servicer	Servicer (as to itself)
▪ Any 1110 Originator	Depositor/Sponsor
▪ Any 1112(b) Significant Obligor	Depositor/Sponsor
▪ Any 1114 Credit Enhancement Provider	Depositor/Sponsor
▪ Any 1115 Derivative Counterparty Provider	Depositor/Sponsor
▪ Any other 1101(d)(1) material party	Depositor/Sponsor

M-3

EXHIBIT N

ADDITIONAL FORM 8-K DISCLOSURE

FORM 8-K DISCLOSURE INFORMATION
Item on Form 8-K	Party Responsible
Item 1.01- Entry into a Material Definitive Agreement Disclosure is required regarding entry into or amendment of any definitive agreement that is material to the securitization, even if depositor is not a party. Examples: servicing agreement, custody agreement. Note: disclosure not required as to definitive agreements that are fully disclosed in the prospectus	All parties (as to themselves)
Item 1.02- Termination of a Material Definitive Agreement Disclosure is required regarding termination of  any definitive agreement that is material to the securitization (other than expiration in accordance with its terms), even if depositor is not a party. Examples: servicing agreement, custody agreement.	All parties (as to themselves)
Item 1.03- Bankruptcy or Receivership Disclosure is required regarding the bankruptcy or receivership, with respect to any of the following:	Depositor
▪ Sponsor (Seller)	Depositor/Sponsor (Seller)
▪ Depositor	Depositor
▪ Master Servicer	Master Servicer
▪ Affiliated Servicer	Servicer (as to itself)
▪ Other Servicer servicing 20% or more of the pool assets at the time of the report	Servicer (as to itself)
▪ Other material servicers	Servicer (as to itself)
▪ Trustee	Trustee
▪ Securities Administrator	Securities Administrator
▪ Significant Obligor	Depositor

N-1

FORM 8-K DISCLOSURE INFORMATION
Item on Form 8-K	Party Responsible
▪ Credit Enhancer (10% or more)	Depositor
▪ Derivative Counterparty	Depositor
▪ Custodian	Custodian
Item 2.04- Triggering Events that Accelerate or Increase a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement Includes an early amortization, performance trigger or other event, including event of default, that would materially alter the payment priority/distribution of cash flows/amortization schedule. Disclosure will be made of events other than waterfall triggers which are disclosed in the Distribution Date Statements to the certificateholders.	Depositor Master Servicer Securities Administrator
Item 3.03- Material Modification to Rights of Security Holders Disclosure is required of any material modification to documents defining the rights of Certificateholders, including the Pooling and Servicing Agreement.	Securities Administrator Depositor
Item 5.03- Amendments of Articles of Incorporation or Bylaws; Change of Fiscal Year Disclosure is required of any amendment “to the governing documents of the issuing entity”.	Depositor
Item 6.01- ABS Informational and Computational Material	Depositor
Item 6.02- Change of Servicer or Securities Administrator Requires disclosure of any removal, replacement, substitution or addition of any master servicer, affiliated servicer, other servicer servicing 10% or more of pool assets at time of report, other material servicers or trustee.	Master Servicer/Securities Administrator/Depositor/ Servicer (as to itself)/Trustee
Reg AB disclosure about any new servicer or master servicer is also required.	Servicer (as to itself)/Master Servicer/Depositor
Reg AB disclosure about any new Trustee is also required.	Depositor/Securities Administrator

N-2

FORM 8-K DISCLOSURE INFORMATION
Item on Form 8-K	Party Responsible
Item 6.03- Change in Credit Enhancement or External Support Covers termination of any enhancement in manner other than by its terms, the addition of an enhancement, or a material change in the enhancement provided.  Applies to external credit enhancements as well as derivatives.	Depositor/Securities Administrator
Reg AB disclosure about any new enhancement provider is also required.	Depositor
Item 6.04- Failure to Make a Required Distribution	Securities Administrator
Item 6.05- Securities Act Updating Disclosure If any material pool characteristic differs by 5% or more at the time of issuance of the securities from the description in the final prospectus, provide updated Reg AB disclosure about the actual asset pool.	Depositor
If there are any new servicers or originators required to be disclosed under Regulation AB as a result of the foregoing, provide the information called for in Items 1108 and 1110 respectively.	Depositor
Item 7.01- Reg FD Disclosure	All parties (as to themselves)
Item 8.01- Other Events Any event, with respect to which information is not otherwise called for in Form 8-K, that the registrant deems of importance to certificateholders.	Depositor
Item 9.01- Financial Statements and Exhibits	Responsible party for reporting/disclosing the financial statement or exhibit

N-3

EXHIBIT O

FORM OF CERTIFICATION FOR NRSROs AND DEPOSITOR

[Date]

Wells Fargo Bank, National Association

9062 Old Annapolis Road

Columbia, Maryland 21045

Attention: RMBS – SEMT 2013-2

Attention:             Sequoia Mortgage Trust 2013-2,

Mortgage Pass-Through Certificates, Series 2013-2

In accordance with the requirements for obtaining certain information pursuant to the Pooling and Servicing Agreement, dated as of January 1, 2013 (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 Christiana Trust, a division of Wilmington Savings Fund Society, FSB, as Trustee with respect to the above-referenced certificates (the “Certificates”), the undersigned hereby certifies and agrees as follows:

With respect to any Nationally Recognized Statistical Rating Organization (“NRSRO”):

1.	The undersigned, an NRSRO, has provided the Depositor with the appropriate certifications under Exchange Act Rule 17g-5(e).
2.	The undersigned has access to the Depositor's 17g-5 website, and any confidentiality agreement applicable to the undersigned with respect to information obtained from the Depositor's 17g-5 website shall also be applicable to information obtained from the Rule 17g-5 Website.
3.	The undersigned shall be deemed to have recertified to the provisions herein each time it accesses any information on the Rule 17g-5 Website maintained by the Securities Administrator.

With respect to the Depositor:

1.          The undersigned is the Depositor under the Pooling and Servicing Agreement.

Capitalized terms used but not defined herein shall have the respective meanings assigned thereto in the Pooling and Servicing Agreement.

BY ITS CERTIFICATION HEREOF, the undersigned has made the representations above and shall be deemed to have caused its name to be signed hereto by its duly authorized signatory, as of the date certified.

O-1

SCHEDULE A

MORTGAGE LOAN SCHEDULE

Schedule A-1

	1	2	3	4	5	6	7	8	9	10
	Primary Servicer	Servicing Fee %	Servicing Fee—Flatdollar	Servicing Advance Methodology	Originator	Loan Group	Loan Number	Amortization Type	Lien Position	HELOC Indicator
1	9999998	0.002500			9999999		4000004187	1	1	0
2	9999998	0.002500			9999999		4000004480	1	1	0
3	1000383	0.002500			9999999		1000007954	1	1	0
4	1000383	0.002500			9999999		1010007917	1	1	0
5	1000383	0.002500			1000324		1030005826	1	1	0
6	1000383	0.002500			1000324		1030006358	1	1	0
7	1000383	0.002500			1000324		1030006372	1	1	0
8	1000383	0.002500			1000324		1030006723	1	1	0
9	1000383	0.002500			1000324		1030006797	1	1	0
10	1000383	0.002500			1000324		1030007450	1	1	0
11	1000383	0.002500			1000324		1030007489	1	1	0
12	1000383	0.002500			1000324		1030007753	1	1	0
13	1000383	0.002500			1000324		1030007899	1	1	0
14	1000383	0.002500			1000324		1030007944	1	1	0
15	1000383	0.002500			1000324		1030008087	1	1	0
16	1000383	0.002500			1000324		1030008339	1	1	0
17	1000383	0.002500			1000324		1030008378	1	1	0
18	1000383	0.002500			9999999		1040008628	1	1	0
19	1000383	0.002500			9999999		1050005651	1	1	0
20	1000383	0.002500			9999999		1050006594	1	1	0
21	1000383	0.002500			9999999		1090007487	1	1	0
22	1000383	0.002500			9999999		1090008273	1	1	0
23	1000383	0.002500			9999999		1140007966	1	1	0
24	1000383	0.002500			9999999		1140008267	1	1	0
25	1000383	0.002500			1008498		1150001616	1	1	0
26	1000383	0.002500			1008498		1150006295	1	1	0
27	1000383	0.002500			1008498		1150006652	1	1	0
28	1000383	0.002500			1008498		1150007096	1	1	0
29	1000383	0.002500			1008498		1150007429	1	1	0
30	1000383	0.002500			1008498		1150007564	1	1	0
31	1000383	0.002500			1008498		1150007747	1	1	0
32	1000383	0.002500			1008498		1150007961	1	1	0
33	1000383	0.002500			9999999		1160008389	1	1	0
34	1000383	0.002500			9999999		1170007607	1	1	0
35	1000383	0.002500			9999999		1170007717	1	1	0
36	1000383	0.002500			9999999		1200009577	1	1	0
37	1000383	0.002500			9999999		1220006322	1	1	0
38	1000383	0.002500			9999999		1220007574	1	1	0
39	1000383	0.002500			9999999		1220007737	1	1	0
40	1000383	0.002500			9999999		1220008387	1	1	0
41	1000383	0.002500			9999999		1250007799	1	1	0
42	1000383	0.002500			9999999		1250007848	1	1	0
43	1000383	0.002500			9999999		1250008133	1	1	0
44	1000383	0.002500			9999999		1250008772	1	1	0
45	1000383	0.002500			9999999		1260007084	1	1	0
46	1000383	0.002500			9999999		1260007085	1	1	0
47	1000383	0.002500			9999999		1270006509	1	1	0
48	1000383	0.002500			9999999		1270006762	1	1	0
49	1000383	0.002500			9999999		1290007612	1	1	0
50	1000383	0.002500			9999999		1310008878	1	1	0
51	1000383	0.002500			9999999		1340006844	1	1	0
52	1000383	0.002500			9999999		1340008123	1	1	0
53	1000383	0.002500			9999999		1340008162	1	1	0
54	1000383	0.002500			9999999		1360006863	1	1	0
55	1000383	0.002500			9999999		1360007494	1	1	0
56	1000383	0.002500			9999999		1360008104	1	1	0
57	1000383	0.002500			9999999		1400006011	1	1	0
58	1000383	0.002500			9999999		1400006846	1	1	0
59	1000383	0.002500			9999999		1400006913	1	1	0
60	1000383	0.002500			9999999		1400007856	1	1	0
61	1000383	0.002500			9999999		1400007862	1	1	0
62	1000383	0.002500			9999999		1400008008	1	1	0
63	1000383	0.002500			9999999		1400008555	1	1	0
64	1000383	0.002500			9999999		1400008681	1	1	0
65	1000383	0.002500			9999999		1400008829	1	1	0
66	1000383	0.002500			9999999		1400009033	1	1	0
67	1000383	0.002500			9999999		1420006560	1	1	0
68	1000383	0.002500			9999999		1420006614	1	1	0
69	1000383	0.002500			9999999		1420008920	1	1	0
70	1000383	0.002500			9999999		1500008583	1	1	0
71	1000383	0.002500			9999999		1500008730	1	1	0
72	1000383	0.002500			9999999		1510008235	1	1	0
73	1000383	0.002500			9999999		1510008909	1	1	0
74	1000383	0.002500			9999999		1540006911	1	1	0
75	1000383	0.002500			9999999		1540007117	1	1	0
76	1000383	0.002500			9999999		1540007854	1	1	0
77	1000383	0.002500			9999999		1650006324	1	1	0
78	1000383	0.002500			9999999		1650006505	1	1	0
79	1000383	0.002500			9999999		1650006966	1	1	0
80	1000383	0.002500			9999999		1650007105	1	1	0
81	1000383	0.002500			9999999		1650007106	1	1	0
82	1000383	0.002500			9999999		1650007830	1	1	0
83	1000383	0.002500			9999999		1700005440	1	1	0
84	1000383	0.002500			9999999		1700008115	1	1	0
85	1000383	0.002500			9999999		1750007870	1	1	0
86	1000383	0.002500			9999999		1750008239	1	1	0
87	1000383	0.002500			9999999		1950007724	1	1	0
88	1002338	0.002500			1002338		3000007513	1	1	0
89	1002338	0.002500			1002338		3000007648	1	1	0
90	1002338	0.002500			1002338		3000009713	1	1	0
91	1002338	0.002500			1002338		900000001	1	1	0
92	1002338	0.002500			1002338		900000002	1	1	0
93	1002338	0.002500			1002338		900000003	1	1	0
94	1002338	0.002500			1002338		900000004	1	1	0
95	1002338	0.002500			1002338		900000005	1	1	0
96	1002338	0.002500			1002338		900000006	1	1	0
97	1002338	0.002500			1002338		900000007	1	1	0
98	1002338	0.002500			1002338		900000008	1	1	0
99	1002338	0.002500			1002338		900000009	1	1	0
100	1002338	0.002500			1002338		900000010	1	1	0
101	1002338	0.002500			1002338		900000011	1	1	0
102	1002338	0.002500			1002338		900000012	1	1	0
103	1002338	0.002500			1002338		900000013	1	1	0
104	1002338	0.002500			1002338		900000014	1	1	0
105	1002338	0.002500			1002338		900000015	1	1	0
106	1002338	0.002500			1002338		900000016	1	1	0
107	1002338	0.002500			1002338		900000017	1	1	0
108	1002338	0.002500			1002338		900000018	1	1	0
109	1002338	0.002500			1002338		900000019	1	1	0
110	1002338	0.002500			1002338		900000020	1	1	0
111	1002338	0.002500			1002338		900000021	1	1	0
112	1002338	0.002500			1002338		900000022	1	1	0
113	1002338	0.002500			1002338		900000024	1	1	0
114	1002338	0.002500			1002338		900000025	1	1	0
115	1002338	0.002500			1002338		900000026	1	1	0
116	1002338	0.002500			1002338		900000028	1	1	0
117	1002338	0.002500			1002338		900000029	1	1	0
118	1002338	0.002500			1002338		900000030	1	1	0
119	1002338	0.002500			1002338		900000031	1	1	0
120	1002338	0.002500			1002338		900000033	1	1	0
121	1002338	0.002500			1002338		900000034	1	1	0
122	1002338	0.002500			1002338		900000035	1	1	0
123	1002338	0.002500			1002338		900000036	1	1	0
124	1002338	0.002500			1002338		900000037	1	1	0
125	1002338	0.002500			1002338		900000039	1	1	0
126	1002338	0.002500			1002338		900000040	1	1	0
127	1002338	0.002500			1002338		900000041	1	1	0
128	1002338	0.002500			1002338		900000042	1	1	0
129	1002338	0.002500			1002338		900000043	1	1	0
130	1002338	0.002500			1002338		900000044	1	1	0
131	1002338	0.002500			1002338		900000045	1	1	0
132	1002338	0.002500			1002338		900000046	1	1	0
133	1002338	0.002500			1002338		900000048	1	1	0
134	1002338	0.002500			1002338		900000049	1	1	0
135	1002338	0.002500			1002338		900000050	1	1	0
136	1002338	0.002500			1002338		900000051	1	1	0
137	1002338	0.002500			1002338		900000052	1	1	0
138	1002338	0.002500			1002338		900000053	1	1	0
139	1002338	0.002500			1002338		900000054	1	1	0
140	1002338	0.002500			1002338		900000055	1	1	0
141	1002338	0.002500			1002338		900000056	1	1	0
142	1002338	0.002500			1002338		900000057	1	1	0
143	1002338	0.002500			1002338		900000058	1	1	0
144	1002338	0.002500			1002338		900000059	1	1	0
145	1002338	0.002500			1002338		900000060	1	1	0
146	1002338	0.002500			1002338		900000061	1	1	0
147	1002338	0.002500			1002338		900000062	1	1	0
148	1002338	0.002500			1002338		900000063	1	1	0
149	1002338	0.002500			1002338		900000064	1	1	0
150	1002338	0.002500			1002338		900000065	1	1	0
151	1002338	0.002500			1002338		900000066	1	1	0
152	1002338	0.002500			1002338		900000067	1	1	0
153	1002338	0.002500			1002338		900000068	1	1	0
154	1002338	0.002500			1002338		900000069	1	1	0
155	1002338	0.002500			1002338		900000070	1	1	0
156	1002338	0.002500			1002338		900000071	1	1	0
157	1002338	0.002500			1002338		900000072	1	1	0
158	1002338	0.002500			1002338		900000073	1	1	0
159	1002338	0.002500			1002338		900000074	1	1	0
160	1002338	0.002500			1002338		900000075	1	1	0
161	1002338	0.002500			1002338		900000076	1	1	0
162	1002338	0.002500			1002338		900000077	1	1	0
163	1002338	0.002500			1002338		900000078	1	1	0
164	1002338	0.002500			1002338		900000079	1	1	0
165	1002338	0.002500			1002338		900000080	1	1	0
166	1002338	0.002500			1002338		900000081	1	1	0
167	1002338	0.002500			1002338		900000082	1	1	0
168	1002338	0.002500			1002338		900000083	1	1	0
169	1002338	0.002500			1002338		900000084	1	1	0
170	1002338	0.002500			1002338		900000085	1	1	0
171	1002338	0.002500			1002338		900000086	1	1	0
172	1002338	0.002500			1002338		900000087	1	1	0
173	1002338	0.002500			1002338		900000088	1	1	0
174	1002338	0.002500			1002338		900000089	1	1	0
175	1002338	0.002500			1002338		900000090	1	1	0
176	1002338	0.002500			1002338		900000091	1	1	0
177	1002338	0.002500			1002338		900000092	1	1	0
178	1002338	0.002500			1002338		900000093	1	1	0
179	1002338	0.002500			1002338		900000094	1	1	0
180	1002338	0.002500			1002338		900000095	1	1	0
181	1002338	0.002500			1002338		900000096	1	1	0
182	1002338	0.002500			1002338		900000097	1	1	0
183	1002338	0.002500			1002338		900000098	1	1	0
184	1002338	0.002500			1002338		900000099	1	1	0
185	1002338	0.002500			1002338		900000100	1	1	0
186	1002338	0.002500			1002338		900000101	1	1	0
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477	1000383	0.002500			1000324		1030009526	1	1	0
478	1000383	0.002500			1000324		1030009569	1	1	0
479	1000383	0.002500			1000324		1030009667	1	1	0
480	1000383	0.002500			1000324		1030009683	1	1	0
481	1000383	0.002500			9999999		1040006048	1	1	0
482	1000383	0.002500			9999999		1040007506	1	1	0
483	1000383	0.002500			9999999		1040007549	1	1	0
484	1000383	0.002500			9999999		1040008731	1	1	0
485	1000383	0.002500			9999999		1050005058	1	1	0
486	1000383	0.002500			9999999		1050005314	1	1	0
487	1000383	0.002500			9999999		1050006196	1	1	0
488	1000383	0.002500			9999999		1050006805	1	1	0
489	1000383	0.002500			9999999		1050006928	1	1	0
490	1000383	0.002500			9999999		1050006970	1	1	0
491	1000383	0.002500			9999999		1050007086	1	1	0
492	1000383	0.002500			9999999		1050007171	1	1	0
493	1000383	0.002500			9999999		1050007441	1	1	0
494	1000383	0.002500			9999999		1050007468	1	1	0
495	1000383	0.002500			9999999		1050007491	1	1	0
496	1000383	0.002500			9999999		1050007578	1	1	0
497	1000383	0.002500			9999999		1050007623	1	1	0
498	1000383	0.002500			9999999		1050007671	1	1	0
499	1000383	0.002500			9999999		1050007679	1	1	0
500	1000383	0.002500			9999999		1050007773	1	1	0
501	1000383	0.002500			9999999		1050007789	1	1	0
502	1000383	0.002500			9999999		1050007947	1	1	0
503	1000383	0.002500			9999999		1050008003	1	1	0
504	1000383	0.002500			9999999		1050008024	1	1	0
505	1000383	0.002500			9999999		1050008044	1	1	0
506	1000383	0.002500			9999999		1050008160	1	1	0
507	1000383	0.002500			9999999		1050008183	1	1	0
508	1000383	0.002500			9999999		1050008225	1	1	0
509	1000383	0.002500			9999999		1050008419	1	1	0
510	1000383	0.002500			9999999		1050008559	1	1	0
511	1000383	0.002500			9999999		1050008756	1	1	0
512	1000383	0.002500			9999999		1050008808	1	1	0
513	1000383	0.002500			9999999		1050009218	1	1	0
514	1000383	0.002500			9999999		1050009406	1	1	0
515	1000383	0.002500			9999999		1050009644	1	1	0
516	1000383	0.002500			9999999		1050009651	1	1	0
517	1000383	0.002500			9999999		1070008651	1	1	0
518	1000383	0.002500			9999999		1080007049	1	1	0
519	1000383	0.002500			9999999		1080007946	1	1	0
520	1000383	0.002500			9999999		1090004976	1	1	0
521	1000383	0.002500			9999999		1090007575	1	1	0
522	1000383	0.002500			9999999		1090008013	1	1	0
523	1000383	0.002500			9999999		1130009786	1	1	0
524	1000383	0.002500			9999999		1140009142	1	1	0
525	1000383	0.002500			9999999		1140009341	1	1	0
526	1000383	0.002500			9999999		1140009413	1	1	0
527	1000383	0.002500			1008498		1150006380	1	1	0
528	1000383	0.002500			1008498		1150006984	1	1	0
529	1000383	0.002500			1008498		1150007071	1	1	0
530	1000383	0.002500			1008498		1150007093	1	1	0
531	1000383	0.002500			1008498		1150007163	1	1	0
532	1000383	0.002500			1008498		1150007719	1	1	0
533	1000383	0.002500			1008498		1150007817	1	1	0
534	1000383	0.002500			1008498		1150007857	1	1	0
535	1000383	0.002500			1008498		1150007915	1	1	0
536	1000383	0.002500			1008498		1150008142	1	1	0
537	1000383	0.002500			1008498		1150008202	1	1	0
538	1000383	0.002500			1008498		1150008332	1	1	0
539	1000383	0.002500			1008498		1150008522	1	1	0
540	1000383	0.002500			9999999		1160008874	1	1	0
541	1000383	0.002500			9999999		1180004936	1	1	0
542	1000383	0.002500			9999999		1180004960	1	1	0
543	1000383	0.002500			9999999		1180006877	1	1	0
544	1000383	0.002500			9999999		1180007727	1	1	0
545	1000383	0.002500			9999999		1220007044	1	1	0
546	1000383	0.002500			9999999		1220007451	1	1	0
547	1000383	0.002500			9999999		1220007835	1	1	0
548	1000383	0.002500			9999999		1220007935	1	1	0
549	1000383	0.002500			9999999		1220007937	1	1	0
550	1000383	0.002500			9999999		1220008200	1	1	0
551	1000383	0.002500			9999999		1220008368	1	1	0
552	1000383	0.002500			9999999		1220009109	1	1	0
553	1000383	0.002500			9999999		1220009258	1	1	0
554	1000383	0.002500			9999999		1220009345	1	1	0
555	1000383	0.002500			9999999		1240007076	1	1	0
556	1000383	0.002500			9999999		1250006751	1	1	0
557	1000383	0.002500			9999999		1250008605	1	1	0
558	1000383	0.002500			9999999		1250009212	1	1	0
559	1000383	0.002500			9999999		1250009381	1	1	0
560	1000383	0.002500			9999999		1250009449	1	1	0
561	1000383	0.002500			9999999		1250009564	1	1	0
562	1000383	0.002500			9999999		1250009945	1	1	0
563	1000383	0.002500			9999999		1270006512	1	1	0
564	1000383	0.002500			9999999		1270006766	1	1	0
565	1000383	0.002500			9999999		1270007892	1	1	0
566	1000383	0.002500			9999999		1270008046	1	1	0
567	1000383	0.002500			9999999		1270008294	1	1	0
568	1000383	0.002500			9999999		1270008736	1	1	0
569	1000383	0.002500			9999999		1290006297	1	1	0
570	1000383	0.002500			9999999		1300005413	1	1	0
571	1000383	0.002500			9999999		1300006031	1	1	0
572	1000383	0.002500			9999999		1300006498	1	1	0
573	1000383	0.002500			9999999		1300006830	1	1	0
574	1000383	0.002500			9999999		1300006870	1	1	0
575	1000383	0.002500			9999999		1300007033	1	1	0
576	1000383	0.002500			9999999		1300007069	1	1	0
577	1000383	0.002500			9999999		1300007090	1	1	0
578	1000383	0.002500			9999999		1300007092	1	1	0
579	1000383	0.002500			9999999		1300008334	1	1	0
580	1000383	0.002500			9999999		1310006479	1	1	0
581	1000383	0.002500			9999999		1310007715	1	1	0
582	1000383	0.002500			9999999		1330006787	1	1	0
583	1000383	0.002500			9999999		1340006845	1	1	0
584	1000383	0.002500			9999999		1340007160	1	1	0
585	1000383	0.002500			9999999		1340007538	1	1	0
586	1000383	0.002500			9999999		1340007589	1	1	0
587	1000383	0.002500			9999999		1340007875	1	1	0
588	1000383	0.002500			9999999		1340008122	1	1	0
589	1000383	0.002500			9999999		1340008608	1	1	0
590	1000383	0.002500			9999999		1340008609	1	1	0
591	1000383	0.002500			9999999		1360006842	1	1	0
592	1000383	0.002500			9999999		1360007752	1	1	0
593	1000383	0.002500			9999999		1360007871	1	1	0
594	1000383	0.002500			9999999		1360007873	1	1	0
595	1000383	0.002500			9999999		1360007973	1	1	0
596	1000383	0.002500			9999999		1360008420	1	1	0
597	1000383	0.002500			9999999		1360008604	1	1	0
598	1000383	0.002500			9999999		1360008697	1	1	0
599	1000383	0.002500			9999999		1360009499	1	1	0
600	1000383	0.002500			9999999		1360009671	1	1	0
601	1000383	0.002500			9999999		1400008434	1	1	0
602	1000383	0.002500			9999999		1420007591	1	1	0
603	1000383	0.002500			9999999		1420007790	1	1	0
604	1000383	0.002500			9999999		1420008417	1	1	0
605	1000383	0.002500			9999999		1460009405	1	1	0
606	1000383	0.002500			9999999		1490007979	1	1	0
607	1000383	0.002500			9999999		1490008156	1	1	0
608	1000383	0.002500			9999999		1490008678	1	1	0
609	1000383	0.002500			9999999		1490009138	1	1	0
610	1000383	0.002500			9999999		1490009273	1	1	0
611	1000383	0.002500			9999999		1500008385	1	1	0
612	1000383	0.002500			9999999		1500008519	1	1	0
613	1000383	0.002500			9999999		1500008812	1	1	0
614	1000383	0.002500			9999999		1510008237	1	1	0
615	1000383	0.002500			9999999		1520006825	1	1	0
616	1000383	0.002500			9999999		1540007078	1	1	0
617	1000383	0.002500			9999999		1540007833	1	1	0
618	1000383	0.002500			9999999		1540008598	1	1	0
619	1000383	0.002500			9999999		1540009385	1	1	0
620	1000383	0.002500			9999999		1540009478	1	1	0
621	1000383	0.002500			9999999		1540009528	1	1	0
622	1000383	0.002500			9999999		1600006456	1	1	0
623	1000383	0.002500			9999999		1600009401	1	1	0
624	1000383	0.002500			9999999		1650005172	1	1	0
625	1000383	0.002500			9999999		1650005590	1	1	0
626	1000383	0.002500			9999999		1650006087	1	1	0
627	1000383	0.002500			9999999		1650006098	1	1	0
628	1000383	0.002500			9999999		1650006117	1	1	0
629	1000383	0.002500			9999999		1650006185	1	1	0
630	1000383	0.002500			9999999		1650006600	1	1	0
631	1000383	0.002500			9999999		1650006807	1	1	0
632	1000383	0.002500			9999999		1650006859	1	1	0
633	1000383	0.002500			9999999		1650006861	1	1	0
634	1000383	0.002500			9999999		1650006924	1	1	0
635	1000383	0.002500			9999999		1650007122	1	1	0
636	1000383	0.002500			9999999		1650007123	1	1	0
637	1000383	0.002500			9999999		1650007530	1	1	0
638	1000383	0.002500			9999999		1650007531	1	1	0
639	1000383	0.002500			9999999		1650007536	1	1	0
640	1000383	0.002500			9999999		1650007675	1	1	0
641	1000383	0.002500			9999999		1650007735	1	1	0
642	1000383	0.002500			9999999		1650007828	1	1	0
643	1000383	0.002500			9999999		1650007939	1	1	0
644	1000383	0.002500			9999999		1650008077	1	1	0
645	1000383	0.002500			9999999		1650008676	1	1	0
646	1000383	0.002500			9999999		1650008893	1	1	0
647	1000383	0.002500			9999999		1650009481	1	1	0
648	1000383	0.002500			9999999		1700007964	1	1	0
649	1000383	0.002500			9999999		1700008868	1	1	0
650	1000383	0.002500			9999999		1750006119	1	1	0
651	1000383	0.002500			9999999		1750006539	1	1	0
652	1000383	0.002500			9999999		1750007661	1	1	0
653	1000383	0.002500			9999999		1750007783	1	1	0
654	1000383	0.002500			9999999		1750007891	1	1	0
655	1000383	0.002500			9999999		1750007931	1	1	0
656	1000383	0.002500			9999999		1750007934	1	1	0
657	1000383	0.002500			9999999		1750008037	1	1	0
658	1000383	0.002500			9999999		1750008107	1	1	0
659	1000383	0.002500			9999999		1750008146	1	1	0
660	1000383	0.002500			9999999		1750008221	1	1	0
661	1000383	0.002500			9999999		1750008257	1	1	0
662	1000383	0.002500			9999999		1750008279	1	1	0
663	1000383	0.002500			9999999		1750008295	1	1	0
664	1000383	0.002500			9999999		1750008395	1	1	0
665	1000383	0.002500			9999999		1750008411	1	1	0
666	1000383	0.002500			9999999		1750008797	1	1	0
667	1000383	0.002500			9999999		1800006240	1	1	0
668	1000383	0.002500			9999999		1950008054	1	1	0
669	1000383	0.002500			9999999		1950009514	1	1	0
670	1000200	0.002500			1000200		2000004070	1	1	0
671	1000200	0.002500			1000200		2000006142	1	1	0
672	1000200	0.002500			1000200		2000006165	1	1	0
673	1000200	0.002500			1000200		2000006851	1	1	0
674	1000200	0.002500			1000200		2000008193	1	1	0
675	1002338	0.002500			1002338		3000006081	1	1	0
676	1002338	0.002500			1002338		3000006958	1	1	0
677	1002338	0.002500			1002338		3000007985	1	1	0
678	1002338	0.002500			1002338		3000008186	1	1	0
679	1002338	0.002500			1002338		3000008820	1	1	0
680	1002338	0.002500			1002338		3000009040	1	1	0
681	1002338	0.002500			1002338		3000009222	1	1	0
682	1002338	0.002500			1002338		3000009227	1	1	0
683	1002338	0.002500			1002338		3000009467	1	1	0
684	1002338	0.002500			1002338		3000009712	1	1	0
685	1000383	0.002500			9999999		3600008442	1	1	0
686	1000383	0.002500			9999999		3600008443	1	1	0
687	1000383	0.002500			9999999		3600008448	1	1	0
688	1000383	0.002500			9999999		3600008451	1	1	0
689	1000383	0.002500			9999999		3600008453	1	1	0
690	1000383	0.002500			9999999		3600008457	1	1	0
691	1000383	0.002500			9999999		3600008461	1	1	0
692	1000383	0.002500			9999999		3600008465	1	1	0
693	1000383	0.002500			9999999		3600008472	1	1	0
694	1000383	0.002500			9999999		3600008473	1	1	0
695	1000383	0.002500			9999999		3600008476	1	1	0
696	1000383	0.002500			9999999		3600008477	1	1	0
697	1000383	0.002500			9999999		3600008482	1	1	0
698	1000383	0.002500			9999999		3600008483	1	1	0
699	1000383	0.002500			9999999		3600008486	1	1	0
700	1000383	0.002500			9999999		3600008492	1	1	0
701	1000383	0.002500			9999999		3600008494	1	1	0
702	1000383	0.002500			9999999		3600008495	1	1	0
703	1000383	0.002500			9999999		3600008499	1	1	0
704	1000383	0.002500			9999999		3600008500	1	1	0
705	1000383	0.002500			9999999		3600008505	1	1	0
706	1000383	0.002500			9999999		3600008506	1	1	0
707	1000383	0.002500			9999999		3600008507	1	1	0
708	1000383	0.002500			9999999		3600008509	1	1	0
709	1000383	0.002500			9999999		3600008511	1	1	0
710	1000383	0.002500			9999999		3600008514	1	1	0
711	1000383	0.002500			9999999		3600008517	1	1	0
712	1000383	0.002500			9999999		1000004886	1	1	0
713	1000383	0.002500			9999999		1020006756	1	1	0
714	1000383	0.002500			1000324		1030009555	1	1	0
715	1000383	0.002500			9999999		1050004957	1	1	0
716	1000383	0.002500			9999999		1050006472	1	1	0
717	1000383	0.002500			9999999		1050007099	1	1	0
718	1000383	0.002500			9999999		1050007495	1	1	0
719	1000383	0.002500			9999999		1050007761	1	1	0
720	1000383	0.002500			9999999		1050008071	1	1	0
721	1000383	0.002500			9999999		1050008114	1	1	0
722	1000383	0.002500			9999999		1050008362	1	1	0
723	1000383	0.002500			9999999		1050008611	1	1	0
724	1000383	0.002500			9999999		1050008894	1	1	0
725	1000383	0.002500			9999999		1050009096	1	1	0
726	1000383	0.002500			9999999		1050009558	1	1	0
727	1000383	0.002500			9999999		1050009562	1	1	0
728	1000383	0.002500			9999999		1050009580	1	1	0
729	1000383	0.002500			9999999		1050009691	1	1	0
730	1000383	0.002500			9999999		1090005988	1	1	0
731	1000383	0.002500			9999999		1140007121	1	1	0
732	1000383	0.002500			1008498		1150007653	1	1	0
733	1000383	0.002500			1008498		1150007914	1	1	0
734	1000383	0.002500			9999999		1270008226	1	1	0
735	1000383	0.002500			9999999		1270008735	1	1	0
736	1000383	0.002500			9999999		1300005595	1	1	0
737	1000383	0.002500			9999999		1300006407	1	1	0
738	1000383	0.002500			9999999		1300008021	1	1	0
739	1000383	0.002500			9999999		1310008052	1	1	0
740	1000383	0.002500			9999999		1330009443	1	1	0
741	1000383	0.002500			9999999		1340008163	1	1	0
742	1000383	0.002500			9999999		1360008212	1	1	0
743	1000383	0.002500			9999999		1420006814	1	1	0
744	1000383	0.002500			9999999		1460009409	1	1	0
745	1000383	0.002500			9999999		1480005842	1	1	0
746	1000383	0.002500			9999999		1500008435	1	1	0
747	1000383	0.002500			9999999		1540008546	1	1	0
748	1000383	0.002500			9999999		1650005679	1	1	0
749	1000383	0.002500			9999999		1650008891	1	1	0
750	1000383	0.002500			9999999		1700008172	1	1	0
751	1000383	0.002500			9999999		1800007665	1	1	0
752	1002338	0.002500			1002338		3000009453	1	1	0
753	1000383	0.002500			9999999		3600008503	1	1	0
754	1000383	0.002500			1000324		10000005600	1	1	0
755	1000383	0.002500			9999999		3700009055	1	1	0
756	1000383	0.002500			9999999		3700009057	1	1	0
757	1000383	0.002500			9999999		3700009056	1	1	0
758	1000383	0.002500			9999999		3700009059	1	1	0
759	1000383	0.002500			9999999		3700009060	1	1	0
760	1000383	0.002500			9999999		3700009062	1	1	0
761	1000383	0.002500			9999999		3700009065	1	1	0
762	1000383	0.002500			9999999		3700009061	1	1	0
763	1000383	0.002500			9999999		3700009072	1	1	0
764	1000383	0.002500			9999999		3700009075	1	1	0
765	1000383	0.002500			9999999		3700009063	1	1	0
766	1000383	0.002500			9999999		3700009067	1	1	0
767	1000383	0.002500			9999999		3700009070	1	1	0
768	1000383	0.002500			9999999		3700009074	1	1	0
769	1000383	0.002500			9999999		3700009081	1	1	0
770	1000383	0.002500			9999999		3700009073	1	1	0
771	1000383	0.002500			9999999		3700009083	1	1	0
772	1000383	0.002500			9999999		3700009076	1	1	0
773	1000383	0.002500			9999999		3700009082	1	1	0
774	1000383	0.002500			9999999		3700009087	1	1	0
775	1000383	0.002500			9999999		3700009091	1	1	0
776	1000383	0.002500			9999999		3700009085	1	1	0
777	1000383	0.002500			9999999		3700009092	1	1	0

	11	12	13	14	15	16	17	18	19
	Loan Purpose	Cash Out Amount	Total Origination and Discount Points	Covered/High Cost Loan Indicator	Relocation Loan Indicator	Broker Indicator	Channel	Escrow Indicator	Senior Loan Amount(s)
1	9						1	4	0
2	7						1	4	0
3	9						1	4	0
4	7						1	4	0
5	9						2	0	0
6	9						2	4	0
7	3						2	4	0
8	7						2	4	0
9	9						2	4	0
10	7						2	4	0
11	7						2	4	0
12	9						2	0	0
13	9						2	4	0
14	9						2	4	0
15	7						2	4	0
16	7						2	0	0
17	7						2	0	0
18	9						1	4	0
19	9						1	4	0
20	7						1	4	0
21	9						1	0	0
22	7						1	4	0
23	7						5	4	0
24	7						1	4	0
25	9						5	4	0
26	9						5	4	0
27	9						5	0	0
28	9						5	0	0
29	9						5	4	0
30	9						5	0	0
31	9						5	4	0
32	9						5	4	0
33	3						2	0	0
34	7						5	0	0
35	9						5	0	0
36	7						5	4	0
37	7						5	4	0
38	9						1	1	0
39	9						5	4	0
40	9						5	4	0
41	3						2	0	0
42	3						2	0	0
43	7						1	0	0
44	3						1	0	0
45	7						5	4	0
46	7						2	4	0
47	9						5	0	0
48	9						5	4	0
49	9						1	0	0
50	9						2	4	0
51	9						1	4	0
52	7						1	1	0
53	9						1	4	0
54	9						1	0	0
55	7						1	4	0
56	7						1	4	0
57	9						1	1	0
58	9						1	0	0
59	9						1	0	0
60	9						1	0	0
61	9						1	4	0
62	7						1	4	0
63	9						1	4	0
64	9						1	0	0
65	3						1	0	0
66	9						1	0	0
67	9						1	4	0
68	9						1	0	0
69	7						1	4	0
70	7						5	4	0
71	7						5	4	0
72	9						5	0	0
73	7						5	4	0
74	9						1	0	0
75	6						1	4	0
76	7						1	4	0
77	9						5	0	0
78	9						1	0	0
79	7						2	0	0
80	9						2	0	0
81	9						5	0	0
82	7						5	4	0
83	9						5	4	0
84	7						2	4	0
85	7						1	0	0
86	9						1	0	0
87	7						1	4	0
88	7						1	0	0
89	3						1	0	0
90	7						1	0	0
91	9						1	0	0
92	7						1	5	0
93	7						1	0	0
94	9						1	0	0
95	9						1	0	0
96	3						1	0	0
97	7						1	0	0
98	9						1	0	0
99	9						1	0	0
100	7						1	0	0
101	7						1	0	0
102	7						1	0	0
103	3						1	5	0
104	9						1	0	0
105	6						1	0	0
106	9						1	0	0
107	6						1	0	0
108	7						1	0	0
109	7						1	0	0
110	7						1	0	0
111	7						1	0	0
112	7						1	5	0
113	9						1	0	0
114	9						1	0	0
115	9						1	0	0
116	3						1	0	0
117	3						1	0	0
118	9						1	0	0
119	9						1	0	0
120	9						1	0	0
121	3						1	0	0
122	7						1	0	0
123	7						1	0	0
124	3						1	0	0
125	9						1	0	0
126	7						1	5	0
127	9						1	5	0
128	7						1	5	0
129	7						1	0	0
130	9						1	0	0
131	9						1	0	0
132	7						1	0	0
133	9						1	0	0
134	6						1	0	0
135	7						1	0	0
136	3						1	0	0
137	7						1	0	0
138	9						1	0	0
139	9						1	0	0
140	9						1	0	0
141	9						1	5	0
142	3						1	0	0
143	3						1	0	0
144	3						1	0	0
145	9						1	0	0
146	7						1	0	0
147	9						1	0	0
148	9						1	0	0
149	9						1	0	0
150	9						1	0	0
151	9						1	0	0
152	3						1	0	0
153	7						1	0	0
154	7						1	0	0
155	7						1	0	0
156	3						1	0	0
157	9						1	0	0
158	7						1	0	0
159	9						1	0	0
160	9						1	0	0
161	7						1	0	0
162	3						1	0	0
163	7						1	0	0
164	3						1	0	0
165	9						1	0	0
166	7						1	0	0
167	9						1	0	0
168	9						1	0	0
169	9						1	0	0
170	9						1	0	0
171	3						1	0	0
172	3						1	0	0
173	7						1	0	0
174	9						1	0	0
175	9						1	0	0
176	9						1	0	0
177	9						1	0	0
178	7						1	0	0
179	9						1	0	0
180	9						1	0	0
181	9						1	0	0
182	9						1	0	0
183	3						1	0	0
184	6						1	0	0
185	9						1	0	0
186	9						1	0	0
187	6						1	0	0
188	3						1	0	0
189	9						1	0	0
190	7						1	0	0
191	9						1	5	0
192	6						1	0	0
193	7						1	5	0
194	6						1	0	0
195	9						1	5	0
196	9						1	5	0
197	3						1	0	0
198	3						1	0	0
199	7						1	0	0
200	3						1	0	0
201	9						1	0	0
202	3						1	0	0
203	3						1	0	0
204	7						1	0	0
205	7						1	0	0
206	6						1	0	0
207	6						1	0	0
208	9						1	0	0
209	3						1	0	0
210	7						1	0	0
211	7						1	0	0
212	7						1	0	0
213	3						1	0	0
214	9						1	0	0
215	9						1	0	0
216	9						1	0	0
217	3						1	0	0
218	7						1	0	0
219	7						1	0	0
220	6						1	0	0
221	6						1	0	0
222	7						1	5	0
223	9						1	0	0
224	9						1	0	0
225	6						1	0	0
226	7						1	0	0
227	3						1	0	0
228	3						1	0	0
229	6						1	0	0
230	6						1	0	0
231	9						1	0	0
232	7						1	0	0
233	6						1	0	0
234	7						1	0	0
235	3						1	0	0
236	9						1	0	0
237	7						1	0	0
238	9						1	0	0
239	3						1	0	0
240	7						1	0	0
241	7						1	0	0
242	7						1	0	0
243	7						1	0	0
244	9						1	0	0
245	9						1	0	0
246	9						1	0	0
247	7						1	5	0
248	7						1	0	0
249	9						1	0	0
250	3						1	0	0
251	7						1	0	0
252	6						1	0	0
253	3						1	0	0
254	7						1	0	0
255	9						1	0	0
256	6						1	0	0
257	9						1	0	0
258	3						1	0	0
259	9						1	0	0
260	7						1	0	0
261	7						1	0	0
262	3						1	0	0
263	7						1	0	0
264	9						1	0	0
265	6						1	0	0
266	3						1	0	0
267	9						1	0	0
268	9						1	0	0
269	7						1	0	0
270	9						1	0	0
271	3						1	0	0
272	3						1	0	0
273	7						1	0	0
274	9						1	0	0
275	3						1	0	0
276	7						1	0	0
277	3						1	0	0
278	9						1	0	0
279	9						1	0	0
280	9						1	0	0
281	6						1	5	0
282	7						1	0	0
283	7						1	0	0
284	7						1	0	0
285	6						1	5	0
286	3						1	0	0
287	7						1	0	0
288	9						1	0	0
289	3						1	0	0
290	9						1	0	0
291	7						1	0	0
292	7						1	0	0
293	7						1	0	0
294	9						1	0	0
295	9						1	0	0
296	7						1	0	0
297	7						1	0	0
298	3						1	0	0
299	9						1	5	0
300	7						1	0	0
301	7						1	0	0
302	7						1	0	0
303	7						1	0	0
304	9						1	0	0
305	3						1	0	0
306	7						1	0	0
307	9						1	0	0
308	3						1	0	0
309	9						1	0	0
310	7						1	0	0
311	7						1	0	0
312	9						1	0	0
313	7						1	0	0
314	7						1	5	0
315	9						1	0	0
316	3						1	0	0
317	9						1	0	0
318	7						1	0	0
319	9						1	0	0
320	7						1	0	0
321	9						1	5	0
322	9						1	0	0
323	7						1	0	0
324	9						1	0	0
325	9						1	0	0
326	9						1	4	0
327	7						1	0	0
328	7						1	5	0
329	9						1	0	0
330	9						1	0	0
331	9						1	0	0
332	9						1	0	0
333	7						1	0	0
334	9						1	0	0
335	3						1	0	0
336	7						1	0	0
337	9						1	0	0
338	9						1	0	0
339	9						1	0	0
340	7						1	0	0
341	7						1	0	0
342	9						1	5	0
343	7						1	0	0
344	9						1	0	0
345	9						1	0	0
346	7						1	0	0
347	9						1	0	0
348	9						1	0	0
349	9						1	0	0
350	9						1	0	0
351	9						1	0	0
352	9						1	0	0
353	7						1	0	0
354	7						1	0	0
355	9						1	0	0
356	9						1	0	0
357	7						1	0	0
358	7						1	0	0
359	9						1	0	0
360	7						1	0	0
361	3						1	0	0
362	6						1	0	0
363	3						1	0	0
364	7						1	0	0
365	9						1	0	0
366	3						1	0	0
367	9						1	0	0
368	7						1	0	0
369	7						1	0	0
370	9						1	0	0
371	9						1	0	0
372	3						1	0	0
373	3						1	0	0
374	7						1	0	0
375	9						1	0	0
376	9						1	0	0
377	7						1	0	0
378	6						1	0	0
379	6						1	0	0
380	9						1	0	0
381	9						1	0	0
382	9						1	0	0
383	3						1	0	0
384	9						1	0	0
385	6						1	5	0
386	7						1	0	0
387	9						1	0	0
388	3						1	0	0
389	3						1	0	0
390	3						1	0	0
391	9						1	0	0
392	9						1	0	0
393	7						1	0	0
394	7						1	0	0
395	9						1	0	0
396	7						1	0	0
397	7						1	0	0
398	9						1	0	0
399	7						1	0	0
400	9						1	0	0
401	6						1	0	0
402	7						1	0	0
403	7						1	0	0
404	9						1	0	0
405	3						1	0	0
406	3						1	0	0
407	9						1	0	0
408	7						1	0	0
409	9						1	5	0
410	6						1	0	0
411	9						1	0	0
412	7						1	0	0
413	7						1	5	0
414	9						1	0	0
415	7						1	0	0
416	9						1	0	0
417	6						1	0	0
418	3						1	5	0
419	9						1	0	0
420	7						1	4	0
421	7						1	0	0
422	7						1	0	0
423	7						1	0	0
424	6						1	0	0
425	6						1	0	0
426	7						1	0	0
427	7						1	5	0
428	6						1	0	0
429	7						1	0	0
430	7						1	0	0
431	7						1	0	0
432	7						1	0	0
433	7						1	0	0
434	3						1	5	0
435	9						1	0	0
436	7						5	4	0
437	3						1	0	0
438	6						1	4	0
439	9						1	0	0
440	9						1	0	0
441	9						1	4	0
442	9						1	4	0
443	7						1	0	0
444	3						1	4	0
445	9						1	4	0
446	9						1	0	0
447	9						2	4	0
448	9						2	0	0
449	9						1	4	0
450	9						2	4	0
451	3						5	4	0
452	3						2	0	0
453	9						2	0	0
454	3						2	4	0
455	9						2	4	0
456	9						5	4	0
457	9						2	4	0
458	9						2	0	0
459	7						2	0	0
460	9						1	0	0
461	9						2	4	0
462	9						2	4	0
463	9						2	0	0
464	9						2	4	0
465	7						2	4	0
466	3						2	0	0
467	9						2	4	0
468	9						2	4	0
469	9						2	4	0
470	7						2	4	0
471	7						2	4	0
472	7						2	0	0
473	9						2	4	0
474	9						2	0	0
475	9						2	4	0
476	7						2	4	0
477	9						2	0	0
478	9						2	0	0
479	7						5	0	0
480	3						2	0	0
481	9						1	4	0
482	9						1	0	0
483	9						1	4	0
484	9						1	0	0
485	9						1	0	0
486	9						1	4	0
487	3						1	4	0
488	9						1	0	0
489	7						1	4	0
490	6						1	0	0
491	9						1	0	0
492	7						1	0	0
493	9						1	0	0
494	9						1	0	0
495	9						1	0	0
496	9						1	4	0
497	7						1	4	0
498	3						1	0	0
499	7						1	0	0
500	9						1	0	0
501	9						1	4	0
502	9						1	4	0
503	9						1	4	0
504	7						1	4	0
505	7						1	4	0
506	9						1	4	0
507	9						1	0	0
508	9						1	1	0
509	9						1	0	0
510	7						1	4	0
511	7						1	4	0
512	7						1	0	0
513	9						1	4	0
514	9						1	4	0
515	9						5	0	0
516	9						1	0	0
517	7						5	4	0
518	9						1	0	0
519	9						1	0	0
520	9						1	4	0
521	9						1	0	0
522	9						1	4	0
523	7						1	4	0
524	3						5	0	0
525	9						5	0	0
526	9						5	0	0
527	9						5	4	0
528	9						5	0	0
529	9						2	0	0
530	9						5	0	0
531	3						5	0	0
532	7						5	0	0
533	9						2	0	0
534	9						5	0	0
535	9						2	0	0
536	7						5	4	0
537	9						5	0	0
538	9						5	0	0
539	7						5	4	0
540	9						2	0	0
541	9						1	4	0
542	7						5	4	0
543	7						1	4	0
544	9						1	4	0
545	9						5	4	0
546	9						5	4	0
547	6						5	4	0
548	7						5	4	0
549	7						5	4	0
550	7						5	1	0
551	9						5	0	0
552	9						5	1	0
553	9						5	1	0
554	7						5	0	0
555	9						5	0	0
556	3						2	0	0
557	9						2	0	0
558	3						2	0	0
559	9						2	0	0
560	7						2	0	0
561	3						2	0	0
562	7						2	0	0
563	9						5	4	0
564	9						5	0	0
565	7						5	0	0
566	9						5	0	0
567	6						5	0	0
568	9						5	4	0
569	9						1	0	0
570	9						1	4	0
571	3						1	0	0
572	9						1	0	0
573	7						1	4	0
574	7						1	4	0
575	3						1	4	0
576	7						1	0	0
577	9						1	4	0
578	9						1	0	0
579	7						1	4	0
580	7						1	0	0
581	7						1	0	0
582	7						1	4	0
583	7						1	0	0
584	9						1	1	0
585	9						1	0	0
586	9						1	1	0
587	7						1	1	0
588	9						1	0	0
589	9						1	4	0
590	9						1	0	0
591	9						1	0	0
592	9						5	0	0
593	9						5	0	0
594	9						5	0	0
595	7						1	4	0
596	9						1	4	0
597	7						1	4	0
598	9						1	4	0
599	7						1	4	0
600	7						1	0	0
601	9						1	0	0
602	9						1	0	0
603	9						1	0	0
604	9						1	0	0
605	7						1	0	0
606	9						1	0	0
607	9						1	4	0
608	9						1	0	0
609	9						1	0	0
610	7						1	0	0
611	9						5	4	0
612	7						5	4	0
613	9						5	4	0
614	6						5	4	0
615	9						1	4	0
616	7						1	1	0
617	9						1	4	0
618	7						1	4	0
619	9						1	4	0
620	7						1	4	0
621	9						1	4	0
622	9						1	4	0
623	7						1	4	0
624	9						2	4	0
625	7						1	0	0
626	9						2	0	0
627	9						2	0	0
628	9						2	4	0
629	9						1	0	0
630	9						2	0	0
631	9						5	4	0
632	9						2	1	0
633	9						1	0	0
634	7						2	4	0
635	9						1	4	0
636	9						1	4	0
637	9						2	1	0
638	9						5	0	0
639	9						2	0	0
640	9						1	0	0
641	9						2	4	0
642	9						1	4	0
643	9						1	4	0
644	9						1	0	0
645	9						2	0	0
646	7						5	0	0
647	7						2	0	0
648	7						2	0	0
649	9						2	0	0
650	9						1	4	0
651	9						1	0	0
652	7						1	4	0
653	9						1	0	0
654	7						1	0	0
655	7						1	0	0
656	6						1	4	0
657	9						1	0	0
658	7						1	0	0
659	7						1	4	0
660	9						1	0	0
661	9						1	4	0
662	9						1	0	0
663	9						1	4	0
664	9						1	4	0
665	7						1	4	0
666	6						1	4	0
667	9						1	4	0
668	9						1	0	0
669	7						1	4	0
670	9						1	0	0
671	9						1	4	0
672	7						1	0	0
673	7						1	4	0
674	7						1	1	0
675	3						1	0	0
676	9						1	0	0
677	9						1	0	0
678	7						1	0	0
679	7						1	0	0
680	9						1	0	0
681	7						1	0	0
682	7						1	0	0
683	3						1	0	0
684	7						1	0	0
685	9						1	4	0
686	9						1	1	0
687	9						1	0	0
688	9						1	0	0
689	3						1	0	0
690	3						1	1	0
691	9						1	1	0
692	9						1	1	0
693	9						1	1	0
694	3						1	0	0
695	9						1	1	0
696	9						1	1	0
697	9						1	1	0
698	9						1	4	0
699	9						1	4	0
700	9						1	1	0
701	3						1	1	0
702	9						1	1	0
703	9						1	1	0
704	3						1	4	0
705	9						1	1	0
706	9						1	1	0
707	7						1	1	0
708	9						1	4	0
709	9						1	1	0
710	9						1	1	0
711	9						1	1	0
712	9						1	4	0
713	9						1	4	0
714	9						2	0	0
715	3						1	0	0
716	9						1	4	0
717	7						1	0	0
718	9						1	4	0
719	9						1	4	0
720	7						1	4	0
721	7						1	0	0
722	7						1	4	0
723	9						1	0	0
724	9						1	4	0
725	7						1	0	0
726	9						1	0	0
727	9						1	0	0
728	7						1	0	0
729	6						1	0	0
730	9						1	0	0
731	9						5	4	0
732	9						1	4	0
733	9						1	0	0
734	7						5	4	0
735	9						5	0	0
736	9						1	4	0
737	7						1	4	0
738	6						1	0	0
739	7						1	4	0
740	7						5	0	0
741	7						1	4	0
742	7						1	4	0
743	9						1	0	0
744	3						5	0	0
745	9						5	4	0
746	7						5	4	0
747	9						1	4	0
748	9						5	4	0
749	9						2	4	0
750	9						2	0	0
751	9						1	0	0
752	7						1	0	0
753	3						1	0	0
754	7						2	4	0
755	7						1	4	0
756	6						1	1	0
757	9						1	1	0
758	7						1	0	0
759	7						1	1	0
760	7						1	4	0
761	6						1	1	0
762	3						1	1	0
763	3						1	1	0
764	9						1	1	0
765	7						1	1	0
766	3						1	1	0
767	7						1	1	0
768	9						1	1	0
769	7						1	1	0
770	6						1	1	0
771	9						1	1	0
772	9						1	1	0
773	9						1	1	0
774	9						1	1	0
775	7						1	1	0
776	9						1	1	0
777	9						1	1	0

	20	21	22	23	24	25	26	27	28
	Loan Type of Most Senior Lien	Hybrid Period of Most Senior Lien (in months)	Neg Am Limit of Most Senior Lien	Junior Mortgage Balance	Origination Date of Most Senior Lien	Origination Date	Original Loan Amount	Original Interest Rate	Original Amortization Term
1				0.00		20120824	747000.00	0.040000	360
2				0.00		20120823	1400000.00	0.041250	360
3				0.00		20121126	732000.00	0.040000	360
4				250000.00		20121029	550000.00	0.040000	360
5				200000.00		20121024	703000.00	0.042500	360
6				0.00		20121101	600000.00	0.042500	360
7				0.00		20121107	750000.00	0.046250	360
8				0.00		20121106	552000.00	0.042500	360
9				0.00		20121026	526000.00	0.040000	360
10				0.00		20121025	940000.00	0.041250	360
11				0.00		20121109	900000.00	0.041250	360
12				0.00		20121026	1988000.00	0.037500	360
13				0.00		20121030	479000.00	0.037500	360
14				0.00		20121102	686000.00	0.037500	360
15				0.00		20121106	697800.00	0.036250	360
16				0.00		20121109	577500.00	0.041250	360
17				0.00		20121105	960000.00	0.037500	360
18				0.00		20121108	557000.00	0.037500	360
19				0.00		20120905	782000.00	0.040000	360
20				0.00		20120928	756000.00	0.038750	360
21				0.00		20121025	611500.00	0.040000	360
22				0.00		20121023	448000.00	0.040000	360
23				0.00		20121023	920000.00	0.040000	360
24				0.00		20121023	975000.00	0.037500	360
25				0.00		20120928	698000.00	0.043750	360
26				0.00		20121019	712000.00	0.038750	360
27				0.00		20121119	784250.00	0.040000	360
28				25130.00		20121105	716000.00	0.038750	360
29				0.00		20121108	500000.00	0.042500	360
30				0.00		20121108	542200.00	0.038750	360
31				0.00		20121106	557151.00	0.037500	360
32				0.00		20121121	671000.00	0.037500	360
33				0.00		20121105	999000.00	0.040000	360
34				0.00		20121102	915760.00	0.038750	360
35				0.00		20121102	813599.00	0.038750	360
36				0.00		20121115	671920.00	0.038750	360
37				0.00		20121113	2000000.00	0.037500	360
38				0.00		20121113	654500.00	0.040000	360
39				0.00		20121106	617000.00	0.040000	360
40				0.00		20121109	576000.00	0.043750	360
41				0.00		20121109	825000.00	0.040000	360
42				0.00		20121026	560000.00	0.040000	360
43				0.00		20121024	635000.00	0.035000	360
44				0.00		20121107	680000.00	0.035000	360
45				0.00		20121023	880000.00	0.040000	360
46				0.00		20121029	1000000.00	0.032500	180
47				0.00		20121005	844000.00	0.043750	360
48				0.00		20121013	880000.00	0.040000	360
49				0.00		20121016	641000.00	0.037500	360
50				0.00		20121109	880000.00	0.042500	360
51				0.00		20121102	885000.00	0.038750	360
52				0.00		20121106	1005900.00	0.036250	360
53				0.00		20121102	515000.00	0.038750	360
54				0.00		20121009	950000.00	0.041250	360
55				0.00		20121019	650000.00	0.037500	360
56				0.00		20121026	552000.00	0.042500	360
57				0.00		20121115	1240000.00	0.040000	360
58				0.00		20121026	1406000.00	0.036250	360
59				0.00		20121112	820000.00	0.040000	360
60				0.00		20121116	892000.00	0.040000	360
61				0.00		20121119	1500000.00	0.038750	360
62				0.00		20121108	900000.00	0.036250	360
63				0.00		20121114	587000.00	0.035000	360
64				0.00		20121121	1261000.00	0.037500	360
65				0.00		20121119	950000.00	0.036250	360
66				0.00		20121116	774000.00	0.036250	360
67				30100.00		20121031	562400.00	0.042500	360
68				0.00		20121015	900000.00	0.035000	180
69				0.00		20121115	600000.00	0.041250	360
70				0.00		20121101	795000.00	0.037500	360
71				0.00		20121108	1040000.00	0.038750	360
72				0.00		20121029	882000.00	0.040000	360
73				0.00		20121109	612920.00	0.041250	360
74				0.00		20121114	775000.00	0.040000	360
75				0.00		20121105	578000.00	0.038750	360
76				0.00		20121029	540000.00	0.040000	360
77				0.00		20121001	790400.00	0.045000	360
78				0.00		20121024	1067000.00	0.038750	360
79				0.00		20121008	597625.00	0.041250	360
80				0.00		20121109	1433500.00	0.040000	360
81				0.00		20121026	828750.00	0.040000	360
82				0.00		20121107	645000.00	0.037500	360
83				150000.00		20120911	550000.00	0.042500	360
84				0.00		20121015	633750.00	0.040000	360
85				0.00		20121030	740000.00	0.038750	360
86				0.00		20121026	591500.00	0.042500	360
87				0.00		20121026	752000.00	0.038750	360
88				0.00		20121115	506250.00	0.037500	360
89				0.00		20121115	670000.00	0.038000	360
90				0.00		20121109	1001250.00	0.035500	360
91				0.00		20100930	283000.00	0.041500	360
92				0.00		20120725	672000.00	0.040000	360
93				176000.00		20120910	1000000.00	0.038000	360
94				230000.00		20101122	2500000.00	0.047500	360
95				100000.00		20101104	729750.00	0.042500	360
96				0.00		20101123	3358688.00	0.042500	360
97				0.00		20101112	715000.00	0.044000	360
98				500000.00		20101207	297000.00	0.041500	360
99				18500.00		20110127	57077.00	0.046000	360
100				228750.00		20110330	423750.00	0.047000	360
101				658000.00		20110214	729500.00	0.047500	360
102				0.00		20110208	268000.00	0.046500	360
103				0.00		20110228	350000.00	0.047000	360
104				500000.00		20110504	125000.00	0.034000	360
105				0.00		20110516	1100000.00	0.050000	360
106				0.00		20110526	2000000.00	0.050000	360
107				0.00		20111209	417000.00	0.037000	360
108				0.00		20110728	1100000.00	0.046000	360
109				0.00		20110630	475000.00	0.048000	360
110				0.00		20120214	1000000.00	0.050000	360
111				0.00		20110712	660000.00	0.042500	360
112				0.00		20110715	500000.00	0.041000	360
113				0.00		20110909	720000.00	0.039500	360
114				0.00		20111123	1500000.00	0.043500	360
115				250000.00		20111003	645000.00	0.041000	360
116				245000.00		20110930	415000.00	0.038500	360
117				250000.00		20111202	684000.00	0.041500	360
118				0.00		20110927	729750.00	0.041500	360
119				110250.00		20111222	720000.00	0.040000	360
120				0.00		20111025	410000.00	0.042000	360
121				0.00		20111206	410000.00	0.042500	360
122				0.00		20111005	800000.00	0.041250	360
123				0.00		20120302	146250.00	0.041000	360
124				0.00		20111027	200000.00	0.042000	360
125				0.00		20111227	400000.00	0.037500	360
126				208000.00		20120412	1100000.00	0.044000	360
127				0.00		20111227	222000.00	0.038500	360
128				0.00		20111005	720000.00	0.038750	360
129				0.00		20111104	417000.00	0.040000	360
130				0.00		20111205	1090000.00	0.044000	360
131				65000.00		20111227	545000.00	0.042000	360
132				106650.00		20111021	568800.00	0.042500	360
133				0.00		20111107	530149.00	0.042000	360
134				0.00		20111121	161250.00	0.037500	360
135				0.00		20111130	162000.00	0.037500	360
136				0.00		20111121	461300.00	0.030000	360
137				0.00		20111121	159750.00	0.030000	360
138				0.00		20111207	251000.00	0.040000	360
139				187000.00		20111114	729000.00	0.041250	360
140				573000.00		20111214	417000.00	0.040000	360
141				0.00		20111221	468800.00	0.042000	360
142				710000.00		20120312	417000.00	0.040000	360
143				0.00		20111222	3000000.00	0.045000	360
144				0.00		20120117	200000.00	0.047500	360
145				0.00		20120319	678000.00	0.043500	360
146				0.00		20120531	826000.00	0.041250	360
147				0.00		20120301	165000.00	0.046500	360
148				0.00		20120301	197000.00	0.046500	360
149				0.00		20120301	270000.00	0.046500	360
150				0.00		20120125	2500000.00	0.043000	360
151				0.00		20120412	2400000.00	0.036000	360
152				1000000.00		20120203	417000.00	0.036000	360
153				0.00		20120403	340000.00	0.037500	360
154				0.00		20120127	392000.00	0.040000	360
155				0.00		20120210	417000.00	0.037500	360
156				0.00		20120320	205000.00	0.038500	360
157				0.00		20120605	650000.00	0.043500	360
158				0.00		20120210	850000.00	0.042000	360
159				0.00		20120426	1900000.00	0.040500	360
160				0.00		20120330	187500.00	0.042500	360
161				0.00		20120426	920000.00	0.041000	360
162				0.00		20120316	355000.00	0.036000	360
163				0.00		20120228	154000.00	0.041500	360
164				0.00		20120410	300000.00	0.038500	360
165				500000.00		20120330	625000.00	0.036500	360
166				0.00		20120509	600000.00	0.041000	360
167				200000.00		20120416	727000.00	0.041000	360
168				0.00		20120905	678750.00	0.041500	360
169				0.00		20120419	250000.00	0.038000	360
170				275000.00		20120417	1300500.00	0.040000	360
171				0.00		20120315	1000000.00	0.041250	360
172				200000.00		20120405	348000.00	0.036500	360
173				0.00		20120309	512625.00	0.041500	360
174				0.00		20120417	706000.00	0.039500	360
175				250000.00		20120620	1000000.00	0.040000	360
176				500000.00		20120801	1000000.00	0.039500	360
177				250000.00		20120416	625000.00	0.037500	360
178				787500.00		20120424	1800000.00	0.040000	360
179				0.00		20120409	825000.00	0.042000	360
180				0.00		20120830	992000.00	0.040000	360
181				0.00		20120410	895000.00	0.040500	360
182				350000.00		20120504	350000.00	0.035500	360
183				0.00		20120503	1500000.00	0.042500	360
184				0.00		20120413	265000.00	0.035000	360
185				0.00		20120518	312000.00	0.041000	360
186				400000.00		20120702	895000.00	0.039000	360
187				100000.00		20120502	1400000.00	0.040000	360
188				0.00		20120426	161000.00	0.037500	360
189				0.00		20120418	857000.00	0.040000	360
190				0.00		20120515	1100000.00	0.035000	360
191				0.00		20120612	900000.00	0.042000	360
192				0.00		20120418	244000.00	0.038000	360
193				0.00		20120417	880000.00	0.041500	360
194				0.00		20120611	2000000.00	0.038500	360
195				0.00		20120510	625500.00	0.037000	360
196				0.00		20120507	417000.00	0.037500	360
197				0.00		20120524	125000.00	0.038750	360
198				0.00		20120727	800000.00	0.041500	360
199				0.00		20120907	1380000.00	0.038500	360
200				0.00		20120628	950000.00	0.042000	360
201				0.00		20120628	700000.00	0.042000	360
202				0.00		20120809	3375000.00	0.037500	360
203				140000.00		20120720	180000.00	0.037000	360
204				0.00		20120521	1000000.00	0.041000	360
205				0.00		20120531	384000.00	0.038500	360
206				0.00		20120510	800000.00	0.041500	360
207				0.00		20120607	993750.00	0.041250	360
208				0.00		20120614	150000.00	0.035500	360
209				0.00		20120612	265000.00	0.039500	360
210				0.00		20120605	404000.00	0.038000	360
211				250000.00		20120720	1100000.00	0.042000	360
212				0.00		20120529	920000.00	0.039500	360
213				0.00		20120607	900000.00	0.042500	360
214				155000.00		20120614	721000.00	0.042000	360
215				850000.00		20120612	890000.00	0.041000	360
216				0.00		20120618	1275000.00	0.041500	360
217				0.00		20120614	1000000.00	0.042000	360
218				0.00		20120824	1100000.00	0.038000	360
219				0.00		20120530	2680000.00	0.038000	360
220				200000.00		20120524	1200000.00	0.041500	360
221				0.00		20120731	1125000.00	0.041500	360
222				0.00		20120525	925000.00	0.042000	360
223				0.00		20120626	675000.00	0.040500	360
224				150000.00		20120719	724000.00	0.040000	360
225				0.00		20120606	984000.00	0.042500	360
226				100000.00		20120605	1700000.00	0.042000	360
227				0.00		20120626	935000.00	0.043000	360
228				0.00		20120625	550000.00	0.043000	360
229				0.00		20120604	798750.00	0.039500	360
230				0.00		20120612	835000.00	0.040000	360
231				250000.00		20120622	830000.00	0.033750	360
232				0.00		20121004	1609300.00	0.038000	360
233				0.00		20120525	1230000.00	0.040000	360
234				0.00		20120529	1200000.00	0.042500	360
235				0.00		20120611	755000.00	0.043500	360
236				0.00		20120703	750000.00	0.043500	360
237				0.00		20120626	1524000.00	0.040500	360
238				100000.00		20120702	815000.00	0.043500	360
239				0.00		20120621	585000.00	0.043500	360
240				1200000.00		20120604	1000000.00	0.040000	360
241				0.00		20120928	1075000.00	0.039000	360
242				0.00		20120606	3600000.00	0.037500	360
243				0.00		20120604	900000.00	0.043000	360
244				0.00		20120712	1300000.00	0.043000	360
245				0.00		20120615	122000.00	0.038000	360
246				0.00		20120710	790000.00	0.040000	360
247				0.00		20120531	2310000.00	0.042000	360
248				0.00		20120730	1687500.00	0.039000	360
249				105000.00		20120702	815000.00	0.040500	360
250				0.00		20120706	1500000.00	0.040500	360
251				439200.00		20120606	1000000.00	0.041000	360
252				0.00		20120604	3000000.00	0.039500	360
253				150000.00		20120626	1100000.00	0.033750	360
254				0.00		20120622	1050000.00	0.040500	360
255				0.00		20120629	1425000.00	0.043000	360
256				250000.00		20120613	840000.00	0.038500	360
257				200000.00		20120620	1000000.00	0.041500	360
258				0.00		20120801	2100000.00	0.032500	360
259				0.00		20120715	940000.00	0.041500	360
260				708000.00		20120613	500000.00	0.042000	360
261				0.00		20120619	60000.00	0.042500	360
262				0.00		20120622	1500000.00	0.041500	360
263				0.00		20120727	1157600.00	0.038000	360
264				0.00		20120720	620000.00	0.042500	360
265				0.00		20120620	1560000.00	0.038500	360
266				0.00		20120705	940000.00	0.040500	360
267				50000.00		20120803	910000.00	0.040500	360
268				0.00		20120823	680000.00	0.041500	360
269				200000.00		20120731	600000.00	0.038000	360
270				0.00		20120807	807500.00	0.042000	360
271				500000.00		20120719	835000.00	0.042000	360
272				0.00		20120713	290000.00	0.038000	360
273				1115000.00		20120625	3500000.00	0.040500	360
274				0.00		20120724	1040000.00	0.043000	360
275				1000000.00		20120716	2000000.00	0.038500	360
276				0.00		20120628	1150000.00	0.040500	360
277				0.00		20120720	960000.00	0.041000	360
278				414000.00		20120718	1500000.00	0.033750	360
279				0.00		20120723	925000.00	0.040500	360
280				400000.00		20120822	1485000.00	0.039000	360
281				0.00		20121001	653600.00	0.037000	360
282				0.00		20120702	1344000.00	0.038000	360
283				0.00		20120703	850000.00	0.038000	360
284				0.00		20120716	1120000.00	0.039500	360
285				300000.00		20120913	1200000.00	0.039500	360
286				0.00		20120628	1500000.00	0.040500	360
287				0.00		20120628	500000.00	0.043000	360
288				0.00		20120725	941000.00	0.040500	360
289				0.00		20120809	330000.00	0.034500	360
290				740000.00		20120802	1560000.00	0.040000	360
291				0.00		20120713	799200.00	0.039000	360
292				0.00		20120710	767200.00	0.039500	360
293				0.00		20120821	1800000.00	0.042000	360
294				0.00		20120904	1135000.00	0.040000	360
295				750000.00		20120813	890000.00	0.039000	360
296				0.00		20120705	1108000.00	0.038000	360
297				0.00		20120702	1165500.00	0.039000	360
298				0.00		20120730	800000.00	0.039500	360
299				0.00		20120816	950000.00	0.041000	360
300				0.00		20120830	3150000.00	0.041000	360
301				0.00		20120727	1188000.00	0.040000	360
302				0.00		20120713	2000000.00	0.039000	360
303				0.00		20120712	700000.00	0.040500	360
304				0.00		20120918	525000.00	0.040000	360
305				0.00		20120806	1100000.00	0.039000	360
306				0.00		20120814	1200000.00	0.033000	360
307				100000.00		20120816	850000.00	0.040000	360
308				100000.00		20120912	1000000.00	0.043000	360
309				0.00		20120823	1335000.00	0.044500	360
310				0.00		20120817	620680.00	0.039500	360
311				0.00		20120807	872000.00	0.039500	360
312				0.00		20120724	727500.00	0.041000	360
313				0.00		20120718	1048000.00	0.040500	360
314				0.00		20120716	860000.00	0.039000	360
315				0.00		20120822	1090000.00	0.039000	360
316				0.00		20120817	650000.00	0.046500	360
317				100000.00		20120830	800000.00	0.042000	360
318				0.00		20120724	1060000.00	0.040500	360
319				142000.00		20120815	1087945.00	0.039000	360
320				0.00		20120830	2350000.00	0.038500	360
321				50000.00		20120803	995000.00	0.041500	360
322				0.00		20120918	1180000.00	0.038500	360
323				0.00		20120829	580000.00	0.040000	360
324				100000.00		20120822	988000.00	0.040500	360
325				0.00		20121001	711000.00	0.040000	360
326				100000.00		20120828	1000000.00	0.037500	360
327				0.00		20120726	936000.00	0.040000	360
328				0.00		20120801	1088000.00	0.038500	360
329				0.00		20120906	597023.00	0.040000	360
330				1250000.00		20120913	925000.00	0.038500	360
331				0.00		20120824	1090000.00	0.040500	360
332				250000.00		20120907	718000.00	0.040500	360
333				150000.00		20120726	850000.00	0.039500	360
334				0.00		20120905	810000.00	0.037500	360
335				0.00		20120914	900000.00	0.038000	360
336				0.00		20120807	1341600.00	0.039500	360
337				0.00		20120831	1000000.00	0.038000	360
338				0.00		20120904	913000.00	0.038500	360
339				400000.00		20120822	950000.00	0.040000	360
340				0.00		20120731	825000.00	0.039000	360
341				0.00		20120801	900000.00	0.039500	360
342				0.00		20120920	159000.00	0.037500	360
343				0.00		20120810	1200000.00	0.034000	360
344				0.00		20120907	225000.00	0.039000	360
345				500000.00		20121002	1100000.00	0.040000	360
346				0.00		20120806	999200.00	0.039500	360
347				0.00		20120906	970000.00	0.038000	360
348				0.00		20120822	2000000.00	0.042000	360
349				0.00		20120824	978000.00	0.041000	360
350				0.00		20120820	857000.00	0.042000	360
351				150000.00		20120828	1257000.00	0.039000	360
352				0.00		20121001	787500.00	0.038500	360
353				0.00		20120905	2000000.00	0.037000	360
354				0.00		20120813	1837500.00	0.038500	360
355				0.00		20120904	1000000.00	0.038000	360
356				0.00		20120911	970000.00	0.040000	360
357				0.00		20120810	2000000.00	0.038500	360
358				0.00		20120802	920000.00	0.039500	360
359				500000.00		20120928	890000.00	0.040000	360
360				0.00		20120820	417000.00	0.037500	360
361				0.00		20120830	765000.00	0.040000	360
362				0.00		20120905	432000.00	0.038500	360
363				500000.00		20120907	2000000.00	0.040500	360
364				100000.00		20120928	1100000.00	0.039000	360
365				750000.00		20120831	1000000.00	0.039500	360
366				0.00		20120906	1100000.00	0.038500	360
367				0.00		20120913	525000.00	0.043000	360
368				275000.00		20120905	1300000.00	0.036000	360
369				0.00		20120914	700000.00	0.038000	360
370				0.00		20121005	579000.00	0.034500	360
371				0.00		20120827	920000.00	0.038000	360
372				0.00		20120919	812500.00	0.036000	360
373				0.00		20120917	743000.00	0.037500	360
374				0.00		20120817	1144000.00	0.036000	360
375				0.00		20120917	666000.00	0.039000	360
376				0.00		20121002	931000.00	0.039000	360
377				0.00		20120928	581250.00	0.039000	360
378				0.00		20120820	536000.00	0.037500	360
379				0.00		20120904	993000.00	0.038000	360
380				0.00		20120914	890000.00	0.039000	360
381				0.00		20120829	1800000.00	0.042000	360
382				0.00		20120917	720000.00	0.040000	360
383				0.00		20120921	2000000.00	0.037500	360
384				0.00		20120910	724000.00	0.039000	360
385				0.00		20120816	1788000.00	0.035500	360
386				0.00		20120810	750000.00	0.038500	360
387				0.00		20120904	1000000.00	0.037500	360
388				150000.00		20120910	790000.00	0.038000	360
389				172500.00		20120910	1000000.00	0.038500	360
390				250000.00		20120926	1000000.00	0.040000	360
391				0.00		20120914	1385000.00	0.041500	360
392				0.00		20120910	1090000.00	0.038000	360
393				0.00		20120831	1500000.00	0.036500	360
394				0.00		20120830	1500000.00	0.037500	360
395				281000.00		20120919	707000.00	0.041000	360
396				0.00		20120827	840000.00	0.037500	360
397				215000.00		20121003	765000.00	0.037500	360
398				0.00		20120924	1254000.00	0.038500	360
399				0.00		20120817	1212000.00	0.036500	360
400				0.00		20120927	635000.00	0.040000	360
401				0.00		20120824	2000000.00	0.037000	360
402				0.00		20120823	1000000.00	0.039500	360
403				0.00		20120829	1500000.00	0.043000	360
404				0.00		20121002	850000.00	0.036500	360
405				0.00		20120917	750000.00	0.039000	360
406				0.00		20120917	750000.00	0.039000	360
407				0.00		20120917	500000.00	0.038000	360
408				0.00		20120907	1650000.00	0.039500	360
409				0.00		20120921	109500.00	0.042000	360
410				0.00		20120830	720000.00	0.036500	360
411				0.00		20120913	1380000.00	0.037500	360
412				0.00		20120920	750000.00	0.039500	360
413				0.00		20121004	1152000.00	0.039000	360
414				235000.00		20120927	1980000.00	0.040500	360
415				0.00		20120918	1100000.00	0.042500	360
416				0.00		20120917	1197900.00	0.038500	360
417				500000.00		20120912	1200000.00	0.037500	360
418				0.00		20120907	1062000.00	0.046000	360
419				700000.00		20120926	794000.00	0.040000	360
420				490000.00		20120918	1376500.00	0.038500	360
421				0.00		20120906	1080000.00	0.039000	360
422				0.00		20121005	900000.00	0.037500	360
423				0.00		20120918	1000000.00	0.035500	360
424				0.00		20120914	1012000.00	0.039000	360
425				0.00		20120917	795000.00	0.038000	360
426				600000.00		20120921	1500000.00	0.036500	360
427				0.00		20120924	760000.00	0.037500	360
428				0.00		20120928	784800.00	0.036000	360
429				0.00		20121001	1690000.00	0.037500	360
430				0.00		20121002	788500.00	0.039500	360
431				0.00		20121002	620000.00	0.037500	360
432				0.00		20121005	1475000.00	0.035500	360
433				0.00		20121003	2000000.00	0.037000	360
434				0.00		20111202	475000.00	0.047500	360
435				0.00		20121126	837700.00	0.032500	180
436				0.00		20121207	548000.00	0.036250	360
437				0.00		20121121	650000.00	0.038750	360
438				0.00		20121116	672000.00	0.038750	360
439				0.00		20121115	960000.00	0.041250	360
440				0.00		20121002	671000.00	0.041250	360
441				0.00		20121024	688000.00	0.041250	360
442				0.00		20121108	715000.00	0.040000	360
443				0.00		20121121	995000.00	0.037500	360
444				0.00		20121119	720000.00	0.037500	360
445				245000.00		20121119	659600.00	0.038750	360
446				0.00		20121103	819775.00	0.043750	360
447				80000.00		20121022	840000.00	0.041250	360
448				0.00		20121031	884000.00	0.040000	360
449				0.00		20121115	694353.00	0.036250	180
450				0.00		20121203	1050000.00	0.040000	360
451				0.00		20121016	774000.00	0.042500	360
452				0.00		20121121	999999.00	0.041250	360
453				500000.00		20121114	1147924.00	0.037500	360
454				0.00		20121114	621075.00	0.038750	360
455				140000.00		20121128	812000.00	0.038750	360
456				0.00		20121029	686000.00	0.043750	360
457				0.00		20121123	862500.00	0.040000	360
458				295000.00		20121130	747000.00	0.040000	360
459				0.00		20121113	637000.00	0.038750	360
460				0.00		20121107	943114.00	0.038750	360
461				0.00		20121108	1153500.00	0.038750	360
462				0.00		20121105	715000.00	0.037500	360
463				0.00		20121121	665000.00	0.037500	360
464				0.00		20121116	665000.00	0.038750	360
465				0.00		20121026	686000.00	0.035000	360
466				0.00		20121123	1235000.00	0.037500	360
467				0.00		20121109	852000.00	0.040000	360
468				0.00		20121130	637000.00	0.038750	360
469				0.00		20121115	712000.00	0.040000	360
470				0.00		20121127	630000.00	0.037500	360
471				0.00		20121128	688000.00	0.038750	360
472				0.00		20121115	1085625.00	0.038750	360
473				0.00		20121123	1000000.00	0.038750	360
474				0.00		20121204	828000.00	0.040000	360
475				0.00		20121113	693500.00	0.040000	360
476				0.00		20121207	1855000.00	0.040000	360
477				50000.00		20121210	757000.00	0.040000	360
478				0.00		20121105	542000.00	0.038750	360
479				0.00		20121120	920000.00	0.041250	360
480				0.00		20121207	460000.00	0.035000	360
481				500000.00		20121121	582000.00	0.040000	360
482				75000.00		20121127	586000.00	0.038750	360
483				0.00		20121123	903000.00	0.040000	360
484				0.00		20121115	684000.00	0.036250	180
485				0.00		20120924	1200000.00	0.042500	360
486				0.00		20121109	1000000.00	0.037500	360
487				0.00		20121029	750000.00	0.038750	360
488				0.00		20121102	778500.00	0.040000	360
489				0.00		20121114	461250.00	0.042500	360
490				0.00		20121108	629300.00	0.040000	360
491				0.00		20121013	716100.00	0.038750	360
492				0.00		20121114	840000.00	0.040000	360
493				0.00		20121009	997000.00	0.037500	360
494				0.00		20121101	543750.00	0.038750	360
495				0.00		20121011	608000.00	0.038750	360
496				0.00		20121102	683150.00	0.041250	360
497				0.00		20121011	467200.00	0.037500	360
498				0.00		20121109	700000.00	0.038750	360
499				0.00		20121107	688000.00	0.038750	360
500				0.00		20121113	612000.00	0.038750	360
501				0.00		20121108	590000.00	0.037500	360
502				0.00		20121113	469300.00	0.038750	360
503				0.00		20121109	956600.00	0.040000	360
504				0.00		20121120	465000.00	0.037500	360
505				0.00		20121106	620250.00	0.038750	360
506				0.00		20121101	1000000.00	0.038750	360
507				0.00		20121115	497000.00	0.038750	360
508				0.00		20121120	824500.00	0.037500	360
509				0.00		20121113	512000.00	0.038750	360
510				0.00		20121130	680000.00	0.033750	360
511				0.00		20121119	571850.00	0.038750	360
512				0.00		20121126	726800.00	0.041250	360
513				0.00		20121119	636600.00	0.038750	360
514				0.00		20121121	657000.00	0.033750	360
515				0.00		20121121	600000.00	0.036250	360
516				0.00		20121204	657900.00	0.038750	360
517				0.00		20121024	660000.00	0.041250	360
518				0.00		20121123	1000000.00	0.041250	360
519				0.00		20121126	634840.00	0.038750	360
520				0.00		20120827	880000.00	0.042500	360
521				0.00		20121129	815000.00	0.037500	360
522				0.00		20121108	615000.00	0.037500	360
523				0.00		20121130	618750.00	0.037500	360
524				0.00		20121128	780000.00	0.040000	360
525				0.00		20121116	853067.00	0.038750	360
526				0.00		20121115	912000.00	0.037500	360
527				0.00		20121026	957000.00	0.042500	360
528				0.00		20121015	816800.00	0.043750	360
529				0.00		20121130	523000.00	0.038750	360
530				0.00		20121115	573000.00	0.041250	360
531				0.00		20121119	780000.00	0.041250	360
532				0.00		20121106	994000.00	0.036250	180
533				0.00		20121110	709000.00	0.036250	360
534				0.00		20121119	681500.00	0.037500	360
535				0.00		20121128	752000.00	0.037500	360
536				0.00		20121026	650000.00	0.043750	360
537				0.00		20121115	760000.00	0.038750	360
538				0.00		20121114	717000.00	0.038750	360
539				0.00		20121119	640800.00	0.035000	360
540				0.00		20121107	725000.00	0.042500	360
541				0.00		20120730	915000.00	0.040000	180
542				0.00		20121130	532500.00	0.042500	360
543				0.00		20120914	588000.00	0.043750	360
544				0.00		20121024	1060000.00	0.041250	360
545				102525.00		20121114	670000.00	0.040000	360
546				55000.00		20121128	555000.00	0.038750	360
547				0.00		20121109	700000.00	0.035000	360
548				0.00		20121029	604000.00	0.040000	360
549				0.00		20121101	688000.00	0.037500	360
550				0.00		20121129	1655500.00	0.038750	360
551				0.00		20121129	652000.00	0.040000	360
552				27000.00		20121121	512000.00	0.038750	360
553				0.00		20121119	672000.00	0.040000	360
554				0.00		20121126	500000.00	0.041250	360
555				0.00		20121107	796000.00	0.042500	360
556				0.00		20121030	825000.00	0.041250	360
557				0.00		20121115	890000.00	0.040000	360
558				0.00		20121115	786500.00	0.038750	360
559				0.00		20121120	956000.00	0.042500	360
560				0.00		20121128	1050000.00	0.036250	360
561				0.00		20121115	905000.00	0.040000	360
562				0.00		20121201	848000.00	0.042500	360
563				0.00		20121101	999000.00	0.038750	360
564				0.00		20121120	744000.00	0.043750	360
565				0.00		20121116	930000.00	0.040000	360
566				0.00		20121203	750000.00	0.037500	360
567				0.00		20121115	1000000.00	0.036250	360
568				0.00		20121116	677500.00	0.040000	360
569				132000.00		20121119	568550.00	0.040000	360
570				0.00		20121012	1610000.00	0.040000	360
571				0.00		20121003	537000.00	0.036250	180
572				0.00		20121102	610000.00	0.041250	360
573				0.00		20121002	444000.00	0.040000	360
574				0.00		20121031	760000.00	0.043750	360
575				0.00		20121119	585000.00	0.038750	360
576				0.00		20121018	521500.00	0.038750	360
577				84800.00		20121031	520000.00	0.038750	360
578				0.00		20121031	962000.00	0.038750	360
579				0.00		20121109	616800.00	0.038750	360
580				0.00		20121102	1200000.00	0.038750	360
581				0.00		20121102	1000000.00	0.031250	180
582				0.00		20121022	900000.00	0.037500	360
583				103000.00		20121105	585000.00	0.041250	360
584				0.00		20121106	735000.00	0.037500	360
585				0.00		20121121	910000.00	0.033750	180
586				0.00		20121031	955000.00	0.036250	360
587				0.00		20121113	561750.00	0.033750	180
588				0.00		20121114	1000000.00	0.037500	360
589				0.00		20121129	887000.00	0.036250	360
590				0.00		20121109	606000.00	0.037500	360
591				0.00		20121102	1087000.00	0.040000	360
592				0.00		20121126	702800.00	0.040000	360
593				0.00		20121121	993000.00	0.040000	360
594				0.00		20121109	1000000.00	0.043750	360
595				0.00		20121017	568000.00	0.037500	360
596				0.00		20121128	440000.00	0.037500	360
597				0.00		20121130	749250.00	0.036250	360
598				0.00		20121127	547600.00	0.038750	360
599				0.00		20121203	530000.00	0.037500	360
600				0.00		20121114	1220000.00	0.037500	360
601				0.00		20121121	865000.00	0.036250	360
602				56100.00		20121108	633900.00	0.037500	360
603				0.00		20121113	840000.00	0.038750	360
604				0.00		20121126	892500.00	0.038750	360
605				0.00		20121113	543750.00	0.042500	360
606				0.00		20121115	1000000.00	0.037500	360
607				0.00		20121119	847000.00	0.037500	360
608				0.00		20121030	1000000.00	0.037500	360
609				0.00		20121119	712000.00	0.038750	360
610				0.00		20121113	600000.00	0.037500	360
611				0.00		20121109	1350000.00	0.036250	360
612				0.00		20121108	1245000.00	0.037500	360
613				0.00		20121120	886000.00	0.037500	360
614				0.00		20121121	504000.00	0.037500	360
615				0.00		20121109	672000.00	0.041250	360
616				0.00		20121105	660000.00	0.038750	360
617				0.00		20121203	1950000.00	0.037500	360
618				0.00		20121120	571500.00	0.032500	180
619				0.00		20121130	924000.00	0.037500	360
620				0.00		20121130	670000.00	0.032500	360
621				60000.00		20121129	508000.00	0.038750	360
622				0.00		20120928	650000.00	0.041250	360
623				0.00		20121029	536000.00	0.038750	360
624				75000.00		20120914	500000.00	0.042500	360
625				0.00		20120907	890000.00	0.040000	360
626				0.00		20121114	458000.00	0.041250	360
627				0.00		20120914	729000.00	0.041250	360
628				226000.00		20121120	508000.00	0.041250	360
629				0.00		20121015	855000.00	0.037500	360
630				0.00		20121018	549000.00	0.041250	360
631				0.00		20121107	800000.00	0.042500	360
632				0.00		20121109	1495000.00	0.040000	360
633				0.00		20121108	641250.00	0.042500	360
634				0.00		20121113	531250.00	0.042500	360
635				0.00		20121119	1440000.00	0.037500	360
636				0.00		20121016	757000.00	0.037500	360
637				350000.00		20121119	956000.00	0.041250	360
638				0.00		20121130	1047700.00	0.040000	360
639				0.00		20121112	951000.00	0.041250	360
640				0.00		20121029	680000.00	0.038750	360
641				0.00		20121119	740000.00	0.038750	360
642				240000.00		20121107	867000.00	0.036250	360
643				0.00		20121119	580000.00	0.037500	360
644				0.00		20121116	690000.00	0.038750	360
645				0.00		20121121	764000.00	0.037500	360
646				0.00		20121129	572300.00	0.040000	360
647				0.00		20121205	573540.00	0.040000	360
648				0.00		20121031	715000.00	0.037500	360
649				0.00		20121114	800000.00	0.038750	360
650				0.00		20121114	888000.00	0.042500	360
651				0.00		20121102	1260000.00	0.040000	360
652				0.00		20121107	556400.00	0.036250	360
653				450000.00		20121115	1482500.00	0.037500	360
654				0.00		20121108	648000.00	0.040000	360
655				0.00		20121031	880000.00	0.035000	360
656				0.00		20121023	800000.00	0.036250	360
657				0.00		20121121	952500.00	0.038750	360
658				0.00		20121128	1050000.00	0.040000	360
659				0.00		20121121	700000.00	0.042500	360
660				0.00		20121031	1073000.00	0.037500	360
661				0.00		20121121	595900.00	0.038750	360
662				0.00		20121030	611000.00	0.038750	360
663				0.00		20121121	746200.00	0.038750	360
664				0.00		20121121	460500.00	0.042500	360
665				0.00		20121127	600880.00	0.040000	360
666				0.00		20121130	506116.00	0.040000	360
667				0.00		20121012	835000.00	0.041250	360
668				0.00		20121128	1469500.00	0.037500	360
669				0.00		20121207	611200.00	0.038750	360
670				0.00		20121113	460000.00	0.043750	360
671				0.00		20121011	608393.97	0.041250	360
672				0.00		20121012	580000.00	0.038750	360
673				0.00		20121026	899250.00	0.035000	360
674				0.00		20121203	439920.00	0.038750	360
675				0.00		20120910	330000.00	0.041500	240
676				0.00		20121024	1200000.00	0.039500	360
677				0.00		20121113	670000.00	0.038000	360
678				0.00		20121128	1532000.00	0.038000	360
679				0.00		20121115	532000.00	0.036500	360
680				0.00		20121107	1200000.00	0.037500	360
681				300000.00		20121107	600000.00	0.038000	360
682				522500.00		20121109	1000000.00	0.038000	360
683				0.00		20121114	2000000.00	0.035500	360
684				0.00		20121101	1568000.00	0.035500	360
685				0.00		20090313	568000.00	0.055000	360
686				0.00		20091002	943000.00	0.055000	360
687				0.00		20101123	743000.00	0.048750	300
688				500000.00		20101210	750000.00	0.050000	360
689				0.00		20110201	1000000.00	0.048750	360
690				0.00		20110624	900000.00	0.046250	360
691				0.00		20110721	690000.00	0.046250	360
692				75000.00		20111006	594000.00	0.046250	360
693				0.00		20120215	797000.00	0.039900	360
694				0.00		20120216	800000.00	0.039900	360
695				0.00		20120224	512000.00	0.041250	360
696				0.00		20120227	680000.00	0.039900	360
697				50000.00		20120313	641000.00	0.039900	360
698				0.00		20120314	737000.00	0.041250	360
699				0.00		20120326	800000.00	0.041250	360
700				125000.00		20120406	678000.00	0.039900	360
701				0.00		20120417	980000.00	0.039900	360
702				0.00		20120508	631000.00	0.039900	360
703				100000.00		20120518	605000.00	0.039900	360
704				0.00		20120518	665000.00	0.039900	360
705				0.00		20120525	640000.00	0.039900	360
706				0.00		20120529	636000.00	0.039900	360
707				0.00		20120607	750000.00	0.039900	360
708				0.00		20120615	794000.00	0.039900	360
709				60000.00		20120615	891000.00	0.041250	360
710				50000.00		20120621	494000.00	0.039900	360
711				150000.00		20120713	517200.00	0.039900	360
712				0.00		20121002	590000.00	0.043750	360
713				0.00		20121011	567500.00	0.041250	360
714				125047.86		20121206	726000.00	0.040000	360
715				0.00		20121116	601200.00	0.037500	360
716				0.00		20121019	1000000.00	0.038750	360
717				0.00		20121026	575000.00	0.036250	360
718				0.00		20121026	1432500.00	0.041250	360
719				0.00		20121126	620000.00	0.037500	360
720				0.00		20121115	521500.00	0.035000	360
721				0.00		20121109	506400.00	0.037500	360
722				0.00		20121115	504400.00	0.037500	360
723				0.00		20121120	818800.00	0.040000	360
724				0.00		20121126	556000.00	0.040000	360
725				0.00		20121126	540850.00	0.038750	360
726				0.00		20121126	910000.00	0.037500	360
727				0.00		20121126	944000.00	0.040000	360
728				0.00		20121206	1020000.00	0.038750	360
729				0.00		20121126	591200.00	0.037500	360
730				0.00		20120927	995000.00	0.042500	360
731				0.00		20121114	562000.00	0.042500	360
732				74130.00		20121213	847000.00	0.042500	360
733				0.00		20121116	840000.00	0.041250	360
734				0.00		20121120	552000.00	0.037500	360
735				0.00		20121120	985000.00	0.040000	360
736				0.00		20121005	852000.00	0.042500	360
737				0.00		20120914	544000.00	0.042500	360
738				0.00		20121107	1190000.00	0.035000	360
739				0.00		20121123	562500.00	0.040000	360
740				0.00		20121114	678800.00	0.040000	360
741				0.00		20121130	592000.00	0.037500	360
742				0.00		20121101	741300.00	0.037500	360
743				0.00		20121105	965000.00	0.045000	360
744				0.00		20121121	575000.00	0.038750	360
745				0.00		20121128	887000.00	0.038750	360
746				0.00		20121109	1125000.00	0.038750	360
747				0.00		20121127	826000.00	0.032500	180
748				0.00		20121030	483500.00	0.040000	360
749				0.00		20121126	622000.00	0.040000	360
750				187614.00		20121101	682000.00	0.040000	360
751				0.00		20121127	714000.00	0.038750	360
752				0.00		20121204	1650000.00	0.036500	360
753				0.00		20120523	600000.00	0.039900	360
754				0.00		20121123	604000.00	0.038750	360
755				0.00		20111202	1000000.00	0.045000	360
756				0.00		20120404	605000.00	0.041250	360
757				0.00		20120302	990000.00	0.041250	360
758				0.00		20120419	1400000.00	0.040000	360
759				0.00		20120504	472000.00	0.043750	360
760				0.00		20120625	649999.00	0.041250	360
761				0.00		20120712	727500.00	0.038750	240
762				0.00		20120611	476200.00	0.041250	360
763				0.00		20120806	1200000.00	0.040000	360
764				0.00		20120820	837000.00	0.041250	360
765				0.00		20120703	648750.00	0.036250	240
766				0.00		20120730	735000.00	0.041250	360
767				0.00		20120801	900800.00	0.039900	360
768				500000.00		20120817	694000.00	0.041250	360
769				0.00		20120831	600000.00	0.040000	360
770				0.00		20120808	536250.00	0.040000	360
771				0.00		20120905	633000.00	0.041250	360
772				0.00		20120823	753000.00	0.040000	360
773				0.00		20120831	748000.00	0.036250	240
774				0.00		20120920	561000.00	0.039900	360
775				0.00		20121005	732000.00	0.041250	360
776				0.00		20120910	1288400.00	0.039900	360
777				0.00		20121015	1168228.00	0.039900	360

	29	30	31	32	33	34	35	36	37
	Original Term to Maturity	First Payment Date of Loan	Interest Type Indicator	Original Interest Only Term	Buy Down Period	HELOC Draw Period	Current Loan Amount	Current Interest Rate	Current Payment Amount Due
1	360	20121001	1	0	0		741582.56	0.040000	3566.29
2	360	20121001	1	0	0		1390075.81	0.041250	6785.10
3	360	20130101	1	0	0		730945.32	0.040000	3494.68
4	360	20121201	1	0	0		548412.46	0.040000	2625.78
5	360	20121201	1	0	0		701059.47	0.042500	3458.34
6	360	20130101	1	0	0		599173.36	0.042500	2951.64
7	360	20130101	1	0	0		749034.58	0.046250	3856.05
8	360	20130101	1	0	0		551239.49	0.042500	2715.51
9	360	20121201	1	0	0		524481.74	0.040000	2511.20
10	360	20121201	1	0	0		937346.53	0.041250	4555.71
11	360	20130101	1	0	0		898731.90	0.041250	4361.85
12	360	20121201	1	0	0		1982002.16	0.037500	9206.74
13	360	20121201	1	0	0		477554.86	0.037500	2218.32
14	360	20130101	1	0	0		684966.78	0.037500	3176.97
15	360	20130101	1	0	0		696725.61	0.036250	3182.33
16	360	20130101	1	0	0		576686.31	0.041250	2798.85
17	360	20130101	1	0	0		958554.09	0.037500	4445.91
18	360	20130101	1	0	0		556161.08	0.037500	2579.55
19	360	20121101	1	0	0		778608.55	0.040000	3733.39
20	360	20121101	1	0	0		752647.98	0.038750	3554.99
21	360	20121201	1	0	0		609734.95	0.040000	2919.39
22	360	20121201	1	0	0		446706.87	0.040000	2138.82
23	360	20121201	1	0	0		917344.48	0.040000	4392.22
24	360	20121201	1	0	0		972058.41	0.037500	4515.38
25	360	20121101	1	0	0		695169.04	0.043750	3485.01
26	360	20121201	1	0	0		709898.77	0.038750	3348.09
27	360	20130101	1	0	0		783120.04	0.040000	3744.13
28	360	20130101	1	0	0		714945.18	0.038750	3366.90
29	360	20130101	1	0	0		499311.13	0.042500	2459.70
30	360	20130101	1	0	0		541401.22	0.038750	2549.63
31	360	20130101	1	0	0		556311.85	0.037500	2580.25
32	360	20130101	1	0	0		669989.37	0.037500	3107.51
33	360	20130101	1	0	0		997560.62	0.040000	4769.38
34	360	20130101	1	0	0		914410.90	0.038750	4306.24
35	360	20130101	1	0	0		812400.41	0.038750	3825.84
36	360	20130101	1	0	0		670930.12	0.038750	3159.62
37	360	20130101	1	0	0		1996987.69	0.037500	9262.31
38	360	20130101	1	0	0		653556.99	0.040000	3124.68
39	360	20130101	1	0	0		616111.02	0.040000	2945.65
40	360	20130101	1	0	0		575224.12	0.043750	2875.88
41	360	20130101	1	0	0		823811.32	0.040000	3938.68
42	360	20121201	1	0	0		558383.59	0.040000	2673.53
43	360	20121201	1	0	0		632998.37	0.035000	2851.43
44	360	20130101	1	0	0		678929.83	0.035000	3053.50
45	360	20121201	1	0	0		877459.94	0.040000	4201.25
46	180	20121201	1	0	0		991351.59	0.032500	7026.69
47	360	20121201	1	0	0		841722.08	0.043750	4213.97
48	360	20121201	1	0	0		877459.94	0.040000	4201.25
49	360	20121201	1	0	0		639066.09	0.037500	2968.57
50	360	20130101	1	0	0		878787.60	0.042500	4329.07
51	360	20130101	1	0	0		883696.21	0.038750	4161.60
52	360	20130101	1	0	0		1004351.24	0.036250	4587.42
53	360	20130101	1	0	0		514241.30	0.038750	2421.72
54	360	20121201	1	0	0		947318.31	0.041250	4604.17
55	360	20121201	1	0	0		648038.94	0.037500	3010.25
56	360	20121201	1	0	0		550476.29	0.042500	2715.51
57	360	20130101	1	0	0		1238213.38	0.040000	5919.95
58	360	20121201	1	0	0		1401663.88	0.036250	6412.08
59	360	20130101	1	0	0		818818.52	0.040000	3914.81
60	360	20130101	1	0	0		890714.79	0.040000	4258.54
61	360	20130101	1	0	0		1497790.19	0.038750	7053.56
62	360	20130101	1	0	0		898614.29	0.036250	4104.46
63	360	20130101	1	0	0		586076.19	0.035000	2635.89
64	360	20130101	1	0	0		1259100.74	0.037500	5839.89
65	360	20130101	1	0	0		948537.30	0.036250	4332.49
66	360	20130101	1	0	0		772808.29	0.036250	3529.84
67	360	20130101	1	0	0		561625.16	0.042500	2766.67
68	180	20121201	1	0	0		892371.01	0.035000	6433.94
69	360	20130101	1	0	0		599154.60	0.041250	2907.90
70	360	20121201	1	0	0		792601.47	0.037500	3681.77
71	360	20130101	1	0	0		1038467.86	0.038750	4890.47
72	360	20121201	1	0	0		879702.41	0.040000	4210.80
73	360	20130101	1	0	0		612056.39	0.041250	2970.52
74	360	20130101	1	0	0		773883.36	0.040000	3699.97
75	360	20130101	1	0	0		577148.49	0.038750	2717.97
76	360	20121201	1	0	0		538441.33	0.040000	2578.04
77	360	20121201	1	0	0		788314.42	0.045000	4004.84
78	360	20121201	1	0	0		1063851.10	0.038750	5017.43
79	360	20121201	1	0	0		595834.04	0.041250	2896.39
80	360	20130101	1	0	0		1431434.58	0.040000	6843.75
81	360	20121201	1	0	0		826357.86	0.040000	3956.58
82	360	20130101	1	0	0		644028.53	0.037500	2987.10
83	360	20121101	1	0	0		547718.68	0.042500	2705.67
84	360	20121201	1	0	0		631920.72	0.040000	3025.62
85	360	20121201	1	0	0		737816.14	0.038750	3479.75
86	360	20121201	1	0	0		589867.27	0.042500	2909.82
87	360	20121201	1	0	0		749780.73	0.038750	3536.18
88	360	20130101	1	0	0		506250.00	0.037500	2344.52
89	360	20130101	1	0	0		670000.00	0.038000	3121.91
90	360	20130101	1	0	0		1001250.00	0.035500	4524.05
91	360	20101201	1	0	0		272219.98	0.041500	1375.67
92	360	20120901	1	0	0		667126.42	0.040000	3208.23
93	360	20121101	1	0	0		995507.07	0.038000	4659.57
94	360	20110101	1	0	0		2417515.10	0.047500	13041.18
95	360	20110101	1	0	0		703516.97	0.042500	3589.93
96	360	20110101	1	0	0		3237950.84	0.042500	16522.73
97	360	20110101	1	0	0		689945.52	0.044000	3580.44
98	360	20110201	1	0	0		286593.55	0.041500	1443.73
99	360	20110401	1	0	0		55385.67	0.046000	292.60
100	360	20110501	1	0	0		411997.42	0.047000	2197.73
101	360	20110401	1	0	0		708446.24	0.047500	3805.42
102	360	20110401	1	0	0		260129.51	0.046500	1381.91
103	360	20110501	1	0	0		336442.67	0.047000	1815.23
104	360	20110701	1	0	0		121097.76	0.034000	554.35
105	360	20110701	1	120	0		1100000.00	0.046500	4262.50
106	360	20110801	1	0	0		1953160.08	0.046000	10736.43
107	360	20120201	1	0	0		409266.05	0.037000	1919.38
108	360	20110901	1	0	0		1075062.85	0.046000	5639.09
109	360	20110801	1	0	0		463970.69	0.048000	2492.16
110	360	20110901	1	0	0		977401.28	0.043000	4967.61
111	360	20110901	1	0	0		644095.89	0.042500	3246.80
112	360	20110901	1	0	0		487635.15	0.041000	2415.99
113	360	20111101	1	0	0		703932.98	0.039500	3416.67
114	360	20120101	1	0	0		1473032.56	0.043500	7467.18
115	360	20111201	1	0	0		631931.94	0.041000	3116.63
116	360	20111201	1	0	0		406220.96	0.038500	1945.55
117	360	20120201	1	0	0		672265.05	0.041500	3324.95
118	360	20111201	1	0	0		715092.66	0.041500	3547.34
119	360	20120201	1	0	0		707320.41	0.040000	3437.39
120	360	20111201	1	0	0		401836.17	0.042000	2004.97
121	360	20120201	1	0	0		402060.51	0.042500	2016.95
122	360	20111201	1	0	0		783474.05	0.037500	3877.20
123	360	20120501	1	0	0		144361.41	0.041000	706.68
124	360	20120101	1	0	0		196308.60	0.042000	978.03
125	360	20120301	1	0	0		393268.31	0.037500	1852.46
126	360	20120201	1	0	0		1069763.60	0.041000	5316.77
127	360	20120301	1	0	0		218327.87	0.038500	1040.75
128	360	20111201	1	0	0		704834.30	0.038750	3385.71
129	360	20120101	1	0	0		409031.07	0.040000	1990.82
130	360	20120201	1	0	0		1072102.33	0.044000	5458.29
131	360	20120301	1	0	0		536518.47	0.042000	2665.14
132	360	20120101	1	0	0		558393.08	0.042500	2798.15
133	360	20120101	1	0	0		520364.21	0.042000	2592.52
134	360	20120101	1	0	0		158031.72	0.037500	746.77
135	360	20120201	1	0	0		159021.15	0.037500	750.25
136	360	20120101	1	0	0		450853.29	0.030000	1944.86
137	360	20120101	1	0	0		156132.15	0.030000	673.51
138	360	20120201	1	0	0		246579.70	0.040000	1198.31
139	360	20120101	1	0	0		715367.99	0.041250	3533.10
140	360	20120201	1	0	0		409656.38	0.040000	1990.82
141	360	20120201	1	0	0		460827.04	0.042000	2292.51
142	360	20120501	1	0	0		411519.87	0.040000	1990.82
143	360	20120201	1	0	0		2951603.20	0.045000	15200.56
144	360	20120301	1	0	0		197176.61	0.047500	1043.29
145	360	20120501	1	0	0		669622.47	0.043500	3375.16
146	360	20120701	1	0	0		817768.65	0.041250	4003.21
147	360	20120501	1	0	0		163067.33	0.046500	850.80
148	360	20120501	1	0	0		194692.56	0.046500	1015.80
149	360	20120501	1	0	0		266837.57	0.046500	1392.22
150	360	20120401	1	0	0		2460255.96	0.043000	12371.79
151	360	20120601	1	0	0		2369994.44	0.036000	10911.49
152	360	20120401	1	0	0		410463.45	0.036000	1895.87
153	360	20120601	1	0	0		335858.10	0.037500	1574.59
154	360	20120301	1	0	0		385682.59	0.040000	1871.47
155	360	20120401	1	0	0		410630.20	0.037500	1931.19
156	360	20120501	1	0	0		202234.54	0.038500	961.06
157	360	20120801	1	0	0		644674.76	0.043500	3235.78
158	360	20120401	1	0	0		837995.64	0.042000	4156.65
159	360	20120701	1	0	0		1880813.86	0.040500	9125.74
160	360	20120501	1	0	0		185141.84	0.042500	922.39
161	360	20120601	1	0	0		909457.80	0.041000	4445.43
162	360	20120501	1	0	0		349999.28	0.036000	1613.99
163	360	20120401	1	0	0		151805.90	0.041500	748.60
164	360	20120601	1	0	0		296408.43	0.038500	1406.42
165	360	20120601	1	0	0		617253.19	0.036500	2859.12
166	360	20120701	1	0	0		593994.32	0.041000	2899.19
167	360	20120601	1	0	0		718669.33	0.041000	3512.85
168	360	20121101	1	0	0		675883.85	0.041500	3299.43
169	360	20120601	1	0	0		246980.83	0.038000	1164.89
170	360	20120601	1	0	0		1285333.62	0.040000	6208.79
171	360	20120501	1	0	0		987143.24	0.041250	4846.50
172	360	20120601	1	0	0		342921.12	0.036500	1591.96
173	360	20120501	1	0	0		506063.20	0.041500	2491.89
174	360	20120601	1	0	0		692770.48	0.039500	3350.23
175	360	20120801	1	0	0		991282.68	0.040000	4774.15
176	360	20121001	1	0	0		994156.37	0.039500	4745.37
177	360	20120701	1	0	0		618348.41	0.037500	2894.47
178	360	20120701	1	120	0		1800000.00	0.040000	6000.00
179	360	20120601	1	0	0		815711.62	0.042000	4034.39
180	360	20121101	1	0	0		987697.81	0.040000	4735.96
181	360	20120601	1	0	0		884653.71	0.040500	4298.71
182	360	20120701	1	0	0		346143.68	0.035500	1581.44
183	360	20120701	1	0	0		1485379.18	0.042500	7379.10
184	360	20120601	1	0	0		261629.32	0.035000	1189.97
185	360	20120701	1	0	0		300850.26	0.041000	1507.58
186	360	20120901	1	0	0		888393.74	0.039000	4221.43
187	360	20120701	1	0	0		1385737.95	0.040000	6683.81
188	360	20120601	1	0	0		159038.69	0.037500	745.62
189	360	20120601	1	0	0		847005.72	0.040000	4091.45
190	360	20120701	1	0	0		1087775.28	0.035000	4939.49
191	360	20120801	1	0	0		892427.05	0.042000	4401.15
192	360	20120601	1	0	0		241053.31	0.038000	1136.94
193	360	20120601	1	0	0		870004.62	0.041500	4277.71
194	360	20120801	1	0	0		1982099.95	0.038500	9376.16
195	360	20120701	1	0	0		613806.19	0.037000	2879.07
196	360	20120701	1	0	0		412562.05	0.037500	1931.19
197	360	20120701	1	0	0		123698.37	0.038750	587.80
198	360	20121001	1	0	0		795488.01	0.041500	3888.83
199	360	20121101	1	0	0		1373854.15	0.038500	6469.55
200	360	20120901	1	0	0		943350.26	0.042000	4645.66
201	360	20120901	1	0	0		695100.17	0.042000	3423.12
202	360	20121001	1	120	0		3370000.00	0.037500	10531.25
203	360	20120901	1	0	0		177611.60	0.037000	828.51
204	360	20120701	1	0	0		989990.60	0.041000	4831.98
205	360	20120701	1	0	0		379983.90	0.038500	1800.22
206	360	20120701	1	0	0		792062.89	0.041500	3888.83
207	360	20120801	1	0	0		985276.30	0.041250	4816.21
208	360	20120801	1	0	0		148585.46	0.035500	677.76
209	360	20120801	1	0	0		262669.45	0.039500	1257.52
210	360	20120801	1	0	0		400352.41	0.038000	1882.47
211	360	20120901	1	120	0		1100000.00	0.042000	3850.00
212	360	20120801	1	0	0		911909.17	0.039500	4365.74
213	360	20120801	1	120	0		900000.00	0.042500	3187.50
214	360	20120801	1	0	0		714933.21	0.042000	3525.81
215	360	20120801	1	0	0		882377.33	0.041000	4300.47
216	360	20120901	1	0	0		1265995.72	0.041500	6197.82
217	360	20120801	1	120	0		1000000.00	0.042000	3500.00
218	360	20121101	1	0	0		1095057.76	0.038000	5125.53
219	360	20120701	1	0	0		2651725.59	0.038000	12487.66
220	360	20120801	1	120	0		1200000.00	0.041500	4150.00
221	360	20120901	1	0	0		1117055.02	0.041500	5468.66
222	360	20120701	1	0	0		914653.84	0.042000	4523.41
223	360	20120901	1	0	0		670147.74	0.040500	3242.04
224	360	20120901	1	0	0		718749.33	0.040000	3456.49
225	360	20120801	1	0	0		975793.49	0.042500	4840.69
226	360	20120801	1	0	0		1685695.55	0.042000	8313.29
227	360	20120901	1	0	0		928570.92	0.043000	4627.05
228	360	20120801	1	0	0		539990.12	0.043000	2721.79
229	360	20120801	1	0	0		791725.50	0.039500	3790.37
230	360	20120801	1	0	0		827721.05	0.040000	3986.42
231	360	20120901	1	0	0		823287.22	0.033750	3669.40
232	360	20121201	1	0	0		1604487.31	0.038000	7498.65
233	360	20120701	1	0	0		1217469.79	0.040000	5872.21
234	360	20120801	1	0	0		1189992.07	0.042500	5903.28
235	360	20120801	1	0	0		748814.54	0.043500	3758.48
236	360	20120901	1	0	0		744888.87	0.043500	3733.59
237	360	20120801	1	0	0		1510831.47	0.040500	7319.81
238	360	20120901	1	120	0		815000.00	0.043500	2954.38
239	360	20120801	1	0	0		580207.31	0.043500	2912.20
240	360	20120801	1	0	0		814442.67	0.040000	4774.15
241	360	20121101	1	0	0		1070254.54	0.039000	5070.43
242	360	20120801	1	120	0		3600000.00	0.037500	11250.00
243	360	20120801	1	120	0		900000.00	0.043000	3225.00
244	360	20120901	1	0	0		1291061.17	0.043000	6433.33
245	360	20120801	1	0	0		120898.50	0.038000	568.47
246	360	20120901	1	0	0		784270.64	0.040000	3771.58
247	360	20120801	1	0	0		2290562.82	0.042000	11296.30
248	360	20120901	1	0	0		1675044.12	0.039000	7959.40
249	360	20120901	1	0	0		809141.37	0.040500	3914.46
250	360	20120901	1	0	0		1489217.27	0.040500	7204.54
251	360	20120801	1	0	0		991435.19	0.041000	4831.98
252	360	20120801	1	0	0		2973616.99	0.039500	14236.12
253	360	20120901	1	120	0		1100000.00	0.033750	3093.75
254	360	20120801	1	0	0		1040927.17	0.040500	5043.17
255	360	20120901	1	0	0		1415201.68	0.043000	7051.92
256	360	20120801	1	0	0		832481.98	0.038500	3937.99
257	360	20120801	1	0	0		991510.65	0.041500	4861.03
258	360	20121001	1	120	0		2100000.00	0.032500	5687.50
259	360	20120901	1	0	0		933361.51	0.041500	4569.37
260	360	20120801	1	0	0		495792.81	0.042000	2445.09
261	360	20120801	1	0	0		59293.28	0.042500	295.16
262	360	20120801	1	0	0		1487266.03	0.041500	7291.55
263	360	20120901	1	0	0		1148904.11	0.038000	5393.92
264	360	20120901	1	0	0		615698.66	0.042500	3050.03
265	360	20120801	1	0	0		1502315.39	0.038500	7313.41
266	360	20120901	1	0	0		933242.79	0.040500	4514.84
267	360	20121001	1	0	0		904775.58	0.040500	4370.75
268	360	20121001	1	0	0		676164.80	0.041500	3305.50
269	360	20120901	1	0	0		595492.79	0.038000	2795.74
270	360	20121001	1	0	0		802986.09	0.042000	3948.81
271	360	20120901	1	0	0		829155.23	0.042000	4083.29
272	360	20120901	1	0	0		287821.51	0.038000	1351.28
273	360	20120901	1	0	0		3474840.29	0.040500	16810.58
274	360	20120901	1	120	0		1040000.00	0.043000	3726.67
275	360	20120901	1	0	0		1985107.23	0.038500	9376.16
276	360	20120901	1	0	0		1141733.25	0.040500	5523.48
277	360	20120901	1	0	0		953159.88	0.041000	4638.70
278	360	20120901	1	120	0		1500000.00	0.033750	4218.75
279	360	20120901	1	0	0		918350.65	0.040500	4442.80
280	360	20121001	1	0	0		1476245.32	0.039000	7004.27
281	360	20121201	1	0	0		651610.65	0.037000	3008.41
282	360	20120901	1	0	0		1333903.91	0.038000	6262.47
283	360	20120901	1	0	0		843614.83	0.038000	3960.64
284	360	20120901	1	0	0		1111805.47	0.039500	5314.82
285	360	20121101	1	120	0		1200000.00	0.039500	3950.00
286	360	20120901	1	120	0		1500000.00	0.040500	5062.50
287	360	20120901	1	120	0		500000.00	0.043000	1791.67
288	360	20120901	1	120	0		941000.00	0.040500	3175.88
289	360	20121001	1	0	0		327895.30	0.034500	1472.65
290	360	20121001	1	0	0		1550964.23	0.040000	7447.68
291	360	20120901	1	0	0		793300.88	0.039000	3769.57
292	360	20120901	1	0	0		761586.76	0.039500	3640.65
293	360	20121001	1	120	0		1800000.00	0.042000	6300.00
294	360	20121101	1	0	0		1130077.61	0.040000	5418.66
295	360	20121001	1	0	0		884753.09	0.039000	4197.85
296	360	20120901	1	0	0		1099676.73	0.038000	5162.81
297	360	20120901	1	0	0		1156897.14	0.039000	5497.29
298	360	20121001	1	0	0		795325.11	0.039500	3796.30
299	360	20121001	1	0	0		944594.14	0.041000	4590.38
300	360	20121001	1	0	0		3132075.40	0.041000	15220.75
301	360	20121001	1	0	0		1181118.89	0.040000	5671.69
302	360	20120901	1	0	0		1985237.51	0.039000	9433.36
303	360	20120901	1	0	0		694968.05	0.040500	3362.12
304	360	20121101	1	0	0		522723.11	0.040000	2506.43
305	360	20121001	1	0	0		1093515.04	0.039000	5188.35
306	360	20121001	1	0	0		1192145.79	0.033000	5255.46
307	360	20121001	1	0	0		845076.63	0.040000	4058.03
308	360	20121101	1	120	0		1000000.00	0.043000	3583.33
309	360	20121001	1	120	0		1335000.00	0.044500	4950.63
310	360	20121001	1	0	0		617052.98	0.039500	2945.36
311	360	20121001	1	0	0		866904.35	0.039500	4137.96
312	360	20120901	1	0	0		722316.49	0.041000	3515.27
313	360	20120901	1	120	0		1048000.00	0.040500	3537.00
314	360	20120901	1	0	0		853652.12	0.039000	4056.35
315	360	20121001	1	120	0		1090000.00	0.039000	3542.50
316	360	20121001	1	0	0		646649.02	0.046500	3351.64
317	360	20121101	1	0	0		796651.89	0.042000	3912.14
318	360	20120901	1	0	0		1052380.19	0.040500	5091.20
319	360	20121001	1	0	0		1081531.10	0.039000	5131.49
320	360	20121001	1	0	0		2336023.25	0.038500	11016.99
321	360	20121001	1	0	0		989388.21	0.041500	4836.73
322	360	20121101	1	120	0		1180000.00	0.038500	3785.83
323	360	20121001	1	0	0		576640.54	0.040000	2769.01
324	360	20121001	1	0	0		982327.81	0.040500	4745.39
325	360	20121201	1	120	0		711000.00	0.040000	2370.00
326	360	20121101	1	0	0		995467.38	0.037500	4631.16
327	360	20121001	1	0	0		930578.52	0.040000	4468.61
328	360	20121001	1	0	0		1081529.05	0.038500	5100.63
329	360	20121101	1	0	0		594433.78	0.040000	2850.28
330	360	20121101	1	0	0		920880.50	0.038500	4336.48
331	360	20121001	1	0	0		1083742.22	0.040500	5235.30
332	360	20121101	1	0	0		714913.62	0.040500	3448.57
333	360	20120901	1	0	0		843780.93	0.039500	4033.57
334	360	20121101	1	0	0		806328.58	0.037500	3751.24
335	360	20121101	1	0	0		739479.20	0.038000	4193.62
336	360	20121001	1	0	0		1333760.20	0.039500	6366.39
337	360	20121101	1	0	0		995507.07	0.038000	4659.57
338	360	20121101	1	0	0		908933.95	0.038500	4280.22
339	360	20121001	1	0	0		943094.46	0.040000	4535.45
340	360	20121001	1	0	0		820136.27	0.039000	3891.26
341	360	20121001	1	0	0		894740.74	0.039500	4270.84
342	360	20121101	1	0	0		157296.67	0.037500	736.35
343	360	20121001	1	0	0		1192280.14	0.034000	5321.77
344	360	20121101	1	0	0		224006.75	0.039000	1061.25
345	360	20121201	1	0	0		1096824.91	0.040000	5251.57
346	360	20121001	1	0	0		993361.05	0.039500	4741.58
347	360	20121101	1	0	0		965641.86	0.038000	4519.79
348	360	20121001	1	120	0		2000000.00	0.042000	7000.00
349	360	20121001	1	0	0		972434.80	0.041000	4725.68
350	360	20121001	1	120	0		816862.51	0.042000	2859.02
351	360	20121101	1	0	0		1251451.15	0.039000	5928.87
352	360	20121201	1	0	0		781654.41	0.038500	3691.86
353	360	20121101	1	0	0		1990854.89	0.037000	9205.66
354	360	20121001	1	120	0		1837500.00	0.038500	5895.31
355	360	20121101	1	0	0		995507.07	0.038000	4659.57
356	360	20121101	1	0	0		965793.21	0.040000	4630.93
357	360	20121001	1	120	0		2000000.00	0.038500	6416.67
358	360	20121001	1	0	0		914623.85	0.039500	4365.74
359	360	20121201	1	0	0		887431.06	0.040000	4249.00
360	360	20121001	1	0	0		414475.90	0.037500	1931.19
361	360	20121101	1	0	0		761682.28	0.040000	3652.23
362	360	20121101	1	0	0		430076.06	0.038500	2025.25
363	360	20121101	1	0	0		1991402.90	0.040500	9606.05
364	360	20121101	1	0	0		1095144.18	0.039000	5188.35
365	360	20121101	1	0	0		995624.49	0.039500	4745.37
366	360	20121101	1	120	0		1100000.00	0.038500	3529.17
367	360	20121101	1	0	0		522841.79	0.043000	2598.08
368	360	20121101	1	0	0		1293950.72	0.036000	5910.39
369	360	20121101	1	0	0		696854.94	0.038000	3261.70
370	360	20121201	1	0	0		577158.93	0.034500	2583.84
371	360	20121001	1	0	0		914479.93	0.038000	4286.81
372	360	20121101	1	0	0		808719.18	0.036000	3693.99
373	360	20121101	1	0	0		739632.28	0.037500	3440.95
374	360	20121001	1	0	0		1136891.49	0.036000	5201.14
375	360	20121101	1	0	0		651377.94	0.039000	3141.31
376	360	20121201	1	0	0		928264.58	0.039000	4391.23
377	360	20121101	1	0	0		578684.12	0.039000	2741.57
378	360	20121001	1	0	0		532755.64	0.037500	2482.30
379	360	20121101	1	0	0		988538.53	0.038000	4626.96
380	360	20121101	1	0	0		886071.21	0.039000	4197.85
381	360	20121101	1	120	0		1800000.00	0.042000	6300.00
382	360	20121101	1	0	0		716877.41	0.040000	3437.39
383	360	20121101	1	0	0		1990934.77	0.037500	9262.31
384	360	20121101	1	0	0		720804.00	0.039000	3414.88
385	360	20121001	1	0	0		1776792.75	0.035500	8078.91
386	360	20121001	1	0	0		745539.31	0.038500	3516.06
387	360	20121101	1	0	0		995467.38	0.037500	4631.16
388	360	20121101	1	0	0		786450.58	0.038000	3681.06
389	360	20121101	1	0	0		995546.47	0.038500	4688.08
390	360	20121201	1	0	0		997113.54	0.040000	4774.15
391	360	20121101	1	120	0		1385000.00	0.041500	4789.79
392	360	20121101	1	0	0		1085102.70	0.038000	5078.94
393	360	20121001	1	0	0		1490760.35	0.036500	6861.89
394	360	20121101	1	0	0		1493201.08	0.037500	6946.73
395	360	20121101	1	0	0		703987.81	0.041000	3416.21
396	360	20121101	1	0	0		836192.59	0.037500	3890.17
397	360	20121201	1	0	0		762691.97	0.037500	3542.83
398	360	20121201	1	0	0		1250282.83	0.038500	5878.86
399	360	20121001	1	0	0		1204534.38	0.036500	5544.41
400	360	20121201	1	0	0		633167.11	0.040000	3031.59
401	360	20121001	1	0	0		1982363.31	0.037000	9205.66
402	360	20121001	1	0	0		994156.37	0.039500	4745.37
403	360	20121101	1	0	0		1493833.72	0.043000	7423.07
404	360	20121201	1	0	0		847390.05	0.036500	3888.41
405	360	20121101	1	0	0		746689.20	0.039000	3537.51
406	360	20121101	1	0	0		746689.20	0.039000	3537.51
407	360	20121101	1	0	0		492729.75	0.038000	2329.79
408	360	20121101	1	0	0		1642780.42	0.039500	7829.86
409	360	20121101	1	0	0		109041.71	0.042000	535.47
410	360	20121101	1	0	0		716678.79	0.036500	3293.71
411	360	20121101	1	0	0		1373744.99	0.037500	6391.00
412	360	20121101	1	0	0		746718.38	0.039500	3559.03
413	360	20121201	1	0	0		1148615.27	0.039000	5433.62
414	360	20121201	1	0	0		1974335.48	0.040500	9509.99
415	360	20121101	1	0	0		1095437.36	0.042500	5411.34
416	360	20121101	1	0	0		1192565.13	0.038500	5615.85
417	360	20121101	1	0	0		1194560.87	0.037500	5557.39
418	360	20121101	1	0	0		1057864.32	0.046000	5444.28
419	360	20121201	1	0	0		791708.16	0.040000	3790.68
420	360	20121101	1	120	0		1376500.00	0.038500	4416.27
421	360	20121101	1	0	0		1075232.48	0.039000	5094.02
422	360	20121201	1	0	0		897284.66	0.037500	4168.04
423	360	20121101	1	0	0		995305.91	0.035500	4518.40
424	360	20121101	1	0	0		1007532.65	0.039000	4773.28
425	360	20121101	1	0	0		791428.10	0.038000	3704.36
426	360	20121201	1	120	0		1500000.00	0.036500	4562.50
427	360	20121101	1	0	0		756555.21	0.037500	3519.68
428	360	20121201	1	0	0		782369.04	0.036000	3568.06
429	360	20121201	1	120	0		1690000.00	0.037500	5281.25
430	360	20121201	1	120	0		788500.00	0.039500	2595.48
431	360	20121201	1	0	0		618129.44	0.037500	2871.32
432	360	20121201	1	0	0		1470390.97	0.035500	6664.65
433	360	20121201	1	120	0		2000000.00	0.037000	6166.67
434	360	20120201	1	0	0		467670.34	0.047500	2477.82
435	180	20130101	1	0	0		836323.05	0.032500	5886.26
436	360	20130201	1	0	0		548000.00	0.036250	2499.16
437	360	20130101	1	0	0		649042.42	0.038750	3056.54
438	360	20130101	1	0	0		671010.01	0.038750	3159.99
439	360	20130101	1	0	0		958647.36	0.041250	4652.64
440	360	20121201	1	0	0		667351.86	0.041250	3252.00
441	360	20121201	1	0	0		686057.89	0.041250	3334.39
442	360	20130101	1	0	0		713969.81	0.040000	3413.52
443	360	20130101	1	0	0		993501.38	0.037500	4608.00
444	360	20130101	1	0	0		718915.57	0.037500	3334.43
445	360	20130101	1	0	0		658628.28	0.038750	3101.68
446	360	20130101	1	0	0		818670.74	0.043750	4093.02
447	360	20121201	1	0	0		837628.81	0.041250	4071.06
448	360	20121201	1	0	0		881448.39	0.040000	4220.35
449	180	20130101	1	0	0		691443.98	0.036250	5006.54
450	360	20130201	1	0	0		1050000.00	0.040000	5012.86
451	360	20121201	1	0	0		771863.48	0.042500	3807.61
452	360	20130101	1	0	0		998590.01	0.041250	4846.49
453	360	20130101	1	0	0		1146195.04	0.037500	5316.22
454	360	20130101	1	0	0		620160.03	0.038750	2920.52
455	360	20130101	1	0	0		810803.75	0.038750	3818.33
456	360	20121201	1	0	0		684148.51	0.043750	3425.10
457	360	20130101	1	0	0		861257.29	0.040000	4117.71
458	360	20130101	1	0	0		745923.70	0.040000	3566.29
459	360	20130101	1	0	0		636061.57	0.038750	2995.41
460	360	20130101	1	0	0		941724.60	0.038750	4434.87
461	360	20130101	1	0	0		1151800.66	0.038750	5424.18
462	360	20130101	1	0	0		713923.10	0.037500	3311.28
463	360	20130101	1	0	0		663998.41	0.037500	3079.72
464	360	20130101	1	0	0		664020.32	0.038750	3127.08
465	360	20121201	1	0	0		683837.61	0.035000	3080.45
466	360	20130101	1	0	0		1233139.90	0.037500	5719.48
467	360	20130101	1	0	0		850772.42	0.040000	4067.58
468	360	20130101	1	0	0		636061.56	0.038750	2995.41
469	360	20130101	1	0	0		710974.13	0.040000	3399.20
470	360	20130101	1	0	0		629051.12	0.037500	2917.63
471	360	20130101	1	0	0		686986.44	0.038750	3235.23
472	360	20130101	1	0	0		1084025.64	0.038750	5105.01
473	360	20130101	1	0	0		998526.80	0.038750	4702.37
474	360	20130201	1	0	0		828000.00	0.040000	3953.00
475	360	20130101	1	0	0		692500.79	0.040000	3310.88
476	360	20130201	1	0	0		1855000.00	0.040000	8856.05
477	360	20130201	1	0	0		757000.00	0.040000	3614.03
478	360	20130101	1	0	0		541201.53	0.038750	2548.68
479	360	20130101	1	0	0		918703.72	0.041250	4458.78
480	360	20130201	1	0	0		460000.00	0.035000	2065.61
481	360	20130101	1	0	0		581161.44	0.040000	2778.56
482	360	20130201	1	0	0		586000.00	0.038750	2755.59
483	360	20130101	1	0	0		901698.94	0.040000	4311.06
484	180	20130101	1	0	0		681134.36	0.036250	4931.89
485	360	20121101	1	0	0		1195022.57	0.042500	5903.28
486	360	20130101	1	0	0		998493.84	0.037500	4631.16
487	360	20121201	1	0	0		747786.63	0.038750	3526.78
488	360	20130101	1	0	0		777378.32	0.040000	3716.68
489	360	20130101	1	0	0		460614.52	0.042500	2269.07
490	360	20130101	1	0	0		628393.30	0.040000	3004.37
491	360	20121201	1	0	0		713986.67	0.038750	3367.37
492	360	20130101	1	0	0		838789.71	0.040000	4010.29
493	360	20121201	1	0	0		993992.04	0.037500	4617.26
494	360	20130101	1	0	0		542948.95	0.038750	2556.91
495	360	20121201	1	0	0		606205.69	0.038750	2859.04
496	360	20130101	1	0	0		682187.45	0.041250	3310.88
497	360	20121201	1	0	0		465790.44	0.037500	2163.68
498	360	20130101	1	0	0		698968.76	0.038750	3291.66
499	360	20130101	1	0	0		686986.44	0.038750	3235.23
500	360	20130101	1	0	0		611098.40	0.038750	2877.85
501	360	20130101	1	0	0		589111.37	0.037500	2732.38
502	360	20130101	1	0	0		468608.63	0.038750	2206.82
503	360	20130101	1	0	0		955396.45	0.040000	4566.95
504	360	20130101	1	0	0		464299.64	0.037500	2153.49
505	360	20130101	1	0	0		619336.24	0.038750	2916.65
506	360	20130101	1	0	0		998526.80	0.038750	4702.37
507	360	20130101	1	0	0		496267.82	0.038750	2337.08
508	360	20130101	1	0	0		823258.17	0.037500	3818.39
509	360	20130101	1	0	0		511245.72	0.038750	2407.61
510	360	20130101	1	0	0		678906.25	0.033750	3006.25
511	360	20130101	1	0	0		571007.55	0.038750	2689.05
512	360	20130101	1	0	0		725775.95	0.041250	3522.43
513	360	20130101	1	0	0		635662.16	0.038750	2993.53
514	360	20130101	1	0	0		655943.24	0.033750	2904.57
515	360	20130101	1	0	0		599076.19	0.036250	2736.31
516	360	20130201	1	0	0		657900.00	0.038750	3093.69
517	360	20121201	1	0	0		658136.92	0.041250	3198.69
518	360	20130101	1	0	0		998591.00	0.041250	4846.50
519	360	20130101	1	0	0		633904.75	0.038750	2985.25
520	360	20121001	1	0	0		875124.56	0.042500	4329.07
521	360	20130101	1	0	0		813772.49	0.037500	3774.39
522	360	20130101	1	0	0		614073.72	0.037500	2848.16
523	360	20130101	1	0	0		617818.06	0.037500	2865.53
524	360	20130101	1	0	0		778876.16	0.040000	3723.84
525	360	20130101	1	0	0		851810.26	0.038750	4011.44
526	360	20130101	1	0	0		910626.39	0.037500	4223.61
527	360	20121201	1	0	0		954358.35	0.042500	4707.86
528	360	20121201	1	0	0		814595.51	0.043750	4078.16
529	360	20130101	1	0	0		522229.51	0.038750	2459.34
530	360	20130101	1	0	0		572192.65	0.041250	2777.04
531	360	20130101	1	0	0		780000.00	0.041250	3780.27
532	180	20130101	1	0	0		989835.60	0.036250	7167.11
533	360	20130101	1	0	0		707908.37	0.036250	3233.40
534	360	20130101	1	0	0		680473.56	0.037500	3156.13
535	360	20130101	1	0	0		750750.31	0.037500	3482.63
536	360	20121201	1	0	0		649124.44	0.043750	3245.35
537	360	20130101	1	0	0		758880.37	0.038750	3573.80
538	360	20130101	1	0	0		715943.71	0.038750	3371.60
539	360	20130101	1	0	0		638992.78	0.035000	2877.48
540	360	20130101	1	0	0		724001.15	0.042500	3566.56
541	180	20120901	1	0	0		896284.95	0.040000	6768.14
542	360	20130101	1	0	0		531766.36	0.042500	2619.58
543	360	20121101	1	0	0		585615.17	0.043750	2935.80
544	360	20121201	1	0	0		1057007.79	0.041250	5137.29
545	360	20130101	1	0	0		669034.65	0.040000	3198.68
546	360	20130101	1	0	0		554182.37	0.038750	2609.82
547	360	20130101	1	0	0		698898.36	0.035000	3143.31
548	360	20121201	1	0	0		602256.58	0.040000	2883.59
549	360	20121201	1	0	0		685924.28	0.037500	3186.24
550	360	20130101	1	0	0		1653061.12	0.038750	7784.77
551	360	20130101	1	0	0		651060.59	0.040000	3112.75
552	360	20130101	1	0	0		511245.72	0.038750	2407.61
553	360	20130101	1	0	0		671031.77	0.040000	3208.23
554	360	20130101	1	0	0		499295.50	0.041250	2423.25
555	360	20130101	1	0	0		794903.33	0.042500	3915.84
556	360	20130101	1	0	0		823837.58	0.041250	3998.36
557	360	20130101	1	0	0		888717.67	0.040000	4249.00
558	360	20130101	1	0	0		785341.33	0.038750	3698.41
559	360	20130101	1	0	0		954682.88	0.042500	4702.95
560	360	20130101	1	0	0		1048383.34	0.036250	4788.54
561	360	20130101	1	0	0		903696.06	0.040000	4320.61
562	360	20130201	1	0	0		848000.00	0.042500	4171.65
563	360	20130101	1	0	0		997528.27	0.038750	4697.67
564	360	20130101	1	0	0		742997.82	0.043750	3714.68
565	360	20130101	1	0	0		928660.04	0.040000	4439.96
566	360	20130201	1	0	0		750000.00	0.037500	3473.37
567	360	20130101	1	0	0		998460.32	0.036250	4560.51
568	360	20130101	1	0	0		676523.84	0.040000	3234.49
569	360	20130101	1	0	0		567730.83	0.040000	2714.34
570	360	20121201	1	0	0		1605352.82	0.040000	7686.39
571	180	20121201	1	0	0		532493.64	0.036250	3871.97
572	360	20130101	1	0	0		609140.52	0.041250	2956.36
573	360	20121201	1	0	0		442718.43	0.040000	2119.72
574	360	20121201	1	0	0		757948.79	0.043750	3794.57
575	360	20130101	1	0	0		584138.17	0.038750	2750.89
576	360	20121201	1	0	0		519913.10	0.038750	2452.29
577	360	20121201	1	0	0		518465.40	0.038750	2445.23
578	360	20121201	1	0	0		959160.98	0.038750	4523.68
579	360	20130101	1	0	0		615891.33	0.038750	2900.42
580	360	20121201	1	0	0		1196458.59	0.038750	5642.85
581	180	20121201	1	0	0		991264.80	0.031250	6966.09
582	360	20121201	1	0	0		897284.68	0.037500	4168.04
583	360	20130101	1	0	0		584175.74	0.041250	2835.20
584	360	20130101	1	0	0		733892.98	0.037500	3403.90
585	180	20130101	1	0	0		906109.67	0.033750	6449.71
586	360	20130101	1	0	0		953529.61	0.036250	4355.29
587	180	20130101	1	0	0		559348.46	0.033750	3981.46
588	360	20130101	1	0	0		998493.84	0.037500	4631.16
589	360	20130201	1	0	0		887000.00	0.036250	4045.18
590	360	20130101	1	0	0		605087.27	0.037500	2806.48
591	360	20130101	1	0	0		1085433.83	0.040000	5189.50
592	360	20130101	1	0	0		701787.40	0.040000	3355.27
593	360	20130101	1	0	0		991569.27	0.040000	4740.73
594	360	20130101	1	0	0		998652.98	0.043750	4992.85
595	360	20121201	1	0	0		566286.33	0.037500	2630.50
596	360	20130101	1	0	0		439337.29	0.037500	2037.71
597	360	20130101	1	0	0		748096.40	0.036250	3416.96
598	360	20130101	1	0	0		546793.27	0.038750	2575.02
599	360	20130201	1	0	0		530000.00	0.037500	2454.51
600	360	20130101	1	0	0		1218162.49	0.037500	5650.01
601	360	20130101	1	0	0		863668.18	0.036250	3944.84
602	360	20130101	1	0	0		632945.25	0.037500	2935.69
603	360	20130101	1	0	0		838762.51	0.038750	3949.99
604	360	20130101	1	0	0		891185.16	0.038750	4196.87
605	360	20130101	1	0	0		543000.86	0.042500	2674.92
606	360	20130101	1	0	0		998493.84	0.037500	4631.16
607	360	20130101	1	0	0		845724.29	0.037500	3922.59
608	360	20121201	1	0	0		996982.97	0.037500	4631.16
609	360	20130101	1	0	0		710951.08	0.038750	3348.09
610	360	20130101	1	0	0		599096.31	0.037500	2778.69
611	360	20130101	1	0	0		1347921.44	0.036250	6156.69
612	360	20130101	1	0	0		1243124.84	0.037500	5765.79
613	360	20130101	1	0	0		884665.55	0.037500	4103.20
614	360	20130101	1	0	0		503240.89	0.037500	2334.10
615	360	20130101	1	0	0		671053.15	0.041250	3256.85
616	360	20130101	1	0	0		659027.69	0.038750	3103.56
617	360	20130201	1	0	0		1950000.00	0.037500	9030.75
618	180	20130101	1	0	0		569032.06	0.032500	4015.75
619	360	20130101	1	0	0		922608.31	0.037500	4279.19
620	360	20130101	1	0	0		668898.70	0.032500	2915.88
621	360	20130101	1	0	0		507251.62	0.038750	2388.80
622	360	20121101	1	0	0		647242.99	0.041250	3150.22
623	360	20121201	1	0	0		534418.17	0.038750	2520.47
624	360	20121101	1	0	0		497926.07	0.042500	2459.70
625	360	20121101	1	0	0		885133.49	0.040000	4249.00
626	360	20130101	1	0	0		457354.68	0.041250	2219.70
627	360	20121101	1	0	0		725907.91	0.041250	3533.10
628	360	20130101	1	0	0		507284.23	0.041250	2462.02
629	360	20121201	1	0	0		852420.45	0.037500	3959.64
630	360	20121201	1	0	0		547450.26	0.041250	2660.73
631	360	20130101	1	0	0		798805.54	0.042500	3935.52
632	360	20130101	1	0	0		1492845.97	0.040000	7137.36
633	360	20130101	1	0	0		640366.53	0.042500	3154.56
634	360	20130101	1	0	0		530518.08	0.042500	2613.43
635	360	20130101	1	0	0		1437831.14	0.037500	6668.86
636	360	20121201	1	0	0		754716.11	0.037500	3505.79
637	360	20130101	1	0	0		954653.00	0.041250	4633.25
638	360	20130101	1	0	0		1046190.45	0.040000	5001.88
639	360	20130101	1	0	0		949660.04	0.041250	4609.02
640	360	20121201	1	0	0		677993.21	0.038750	3197.61
641	360	20130101	1	0	0		737960.16	0.038750	3479.75
642	360	20130101	1	0	0		865665.10	0.036250	3953.96
643	360	20130101	1	0	0		579126.43	0.037500	2686.07
644	360	20130101	1	0	0		688983.49	0.038750	3244.64
645	360	20130101	1	0	0		762849.30	0.037500	3538.20
646	360	20130101	1	0	0		571475.42	0.040000	2732.25
647	360	20130201	1	0	0		573540.00	0.040000	2738.17
648	360	20121201	1	0	0		712842.82	0.037500	3311.28
649	360	20130101	1	0	0		798821.43	0.038750	3761.90
650	360	20130101	1	0	0		886776.57	0.042500	4368.43
651	360	20130101	1	0	0		1258184.57	0.040000	6015.43
652	360	20130101	1	0	0		555543.32	0.036250	2537.47
653	360	20130101	1	0	0		1480267.12	0.037500	6865.69
654	360	20130101	1	0	0		647066.35	0.040000	3093.65
655	360	20121201	1	0	0		877226.12	0.035000	3951.59
656	360	20121201	1	0	0		797532.80	0.036250	3648.41
657	360	20130101	1	0	0		951096.77	0.038750	4479.01
658	360	20130101	1	0	0		1048487.14	0.040000	5012.86
659	360	20130101	1	0	0		699035.59	0.042500	3443.58
660	360	20121201	1	0	0		1069762.74	0.037500	4969.23
661	360	20130101	1	0	0		595022.12	0.038750	2802.14
662	360	20130101	1	0	0		610099.87	0.038750	2873.15
663	360	20130101	1	0	0		745100.69	0.038750	3508.91
664	360	20130101	1	0	0		459865.56	0.042500	2265.38
665	360	20130101	1	0	0		600014.24	0.040000	2868.69
666	360	20130101	1	0	0		505386.77	0.040000	2416.28
667	360	20121201	1	0	0		832642.92	0.041250	4046.83
668	360	20130101	1	0	0		1467286.71	0.037500	6805.48
669	360	20130201	1	0	0		611200.00	0.038750	2874.09
670	360	20130101	1	0	0		459380.36	0.043750	2296.71
671	360	20121201	1	0	0		606676.57	0.041250	2948.58
672	360	20121201	1	0	0		578288.32	0.038750	2727.38
673	360	20121201	1	0	0		896415.42	0.035000	4038.03
674	360	20130201	1	0	0		439920.00	0.038750	2068.67
675	240	20121101	1	0	0		327336.80	0.041500	2025.91
676	360	20121201	1	0	0		1198255.55	0.039500	5694.45
677	360	20130101	1	0	0		670000.00	0.038000	3121.91
678	360	20130101	1	120	0		1532000.00	0.038000	4851.33
679	360	20130101	1	0	0		532000.00	0.036500	2433.68
680	360	20130101	1	0	0		1200000.00	0.037500	5557.39
681	360	20130101	1	120	0		600000.00	0.038000	1900.00
682	360	20130101	1	120	0		1000000.00	0.038000	3166.67
683	360	20130101	1	0	0		1996879.86	0.035500	9036.81
684	360	20130101	1	0	0		1568000.00	0.035500	7084.86
685	360	20090501	1	0	0		534711.26	0.039900	3225.04
686	360	20091201	1	0	0		895704.40	0.039900	5354.25
687	300	20110101	1	0	0		708303.01	0.042500	4289.56
688	360	20110201	1	0	0		687250.56	0.039900	4026.16
689	360	20110401	1	0	0		970350.90	0.039900	5292.08
690	360	20110801	1	0	0		877373.44	0.039900	4627.26
691	360	20110901	1	0	0		673585.09	0.039900	3547.56
692	360	20111201	1	0	0		582273.61	0.039900	3053.99
693	360	20120401	1	0	0		785302.35	0.039900	3800.41
694	360	20120401	1	0	0		788278.57	0.039900	3814.71
695	360	20120401	1	0	0		504673.27	0.041250	2481.41
696	360	20120501	1	0	0		671048.11	0.039900	3242.50
697	360	20120501	1	0	0		632561.46	0.039900	3056.54
698	360	20120501	1	0	0		727524.57	0.041250	3571.87
699	360	20120501	1	0	0		789696.34	0.041250	3877.20
700	360	20120601	1	0	0		670079.32	0.039900	3232.97
701	360	20120601	1	0	0		968550.97	0.039900	4673.02
702	360	20120701	1	0	0		618749.87	0.039900	3008.85
703	360	20120701	1	0	0		598825.91	0.039900	2884.88
704	360	20120701	1	0	0		658158.80	0.039900	3170.98
705	360	20120701	1	0	0		633047.01	0.039900	3051.77
706	360	20120801	1	0	0		626399.23	0.039900	3032.70
707	360	20120801	1	0	0		743450.53	0.039900	3576.29
708	360	20120801	1	0	0		784654.16	0.039900	3786.10
709	360	20120801	1	0	0		883402.47	0.041250	4318.23
710	360	20120801	1	0	0		489686.10	0.039900	2355.58
711	360	20120901	1	0	0		513442.42	0.039900	2466.21
712	360	20121201	1	0	0		588407.62	0.043750	2945.78
713	360	20121201	1	0	0		565897.93	0.041250	2750.39
714	360	20130201	1	0	0		726000.00	0.040000	3466.04
715	360	20130101	1	0	0		600294.50	0.037500	2784.25
716	360	20121201	1	0	0		997048.84	0.038750	4702.37
717	360	20121201	1	0	0		573226.70	0.036250	2622.29
718	360	20121201	1	0	0		1428456.28	0.041250	6942.61
719	360	20130101	1	0	0		619066.18	0.037500	2871.32
720	360	20130101	1	0	0		520679.27	0.035000	2341.77
721	360	20130101	1	0	0		505637.28	0.037500	2345.22
722	360	20130101	1	0	0		503640.29	0.037500	2335.96
723	360	20130101	1	0	0		817620.25	0.040000	3909.08
724	360	20130101	1	0	0		555198.90	0.040000	2654.43
725	360	20130101	1	0	0		540053.21	0.038750	2543.28
726	360	20130101	1	0	0		908629.40	0.037500	4214.35
727	360	20130101	1	0	0		942639.87	0.040000	4506.80
728	360	20130201	1	0	0		1020000.00	0.038750	4796.42
729	360	20130101	1	0	0		590309.56	0.037500	2737.94
730	360	20121101	1	0	0		990872.89	0.042500	4894.80
731	360	20130101	1	0	0		561225.72	0.042500	2764.70
732	360	20130201	1	0	0		847000.00	0.042500	4166.73
733	360	20130101	1	0	0		838622.58	0.041250	4071.06
734	360	20130101	1	0	0		551168.60	0.037500	2556.40
735	360	20130101	1	0	0		983580.79	0.040000	4702.54
736	360	20121201	1	0	0		849648.18	0.042500	4191.33
737	360	20121101	1	0	0		541743.58	0.042500	2676.15
738	360	20130101	1	0	0		1188127.20	0.035000	5343.63
739	360	20130101	1	0	0		561689.54	0.040000	2685.46
740	360	20130101	1	0	0		677821.97	0.040000	3240.70
741	360	20130101	1	0	0		591108.36	0.037500	2741.64
742	360	20130101	1	0	0		740183.48	0.037500	3433.08
743	360	20130101	1	0	0		963729.24	0.045000	4889.51
744	360	20130101	1	0	0		574152.91	0.038750	2703.86
745	360	20130201	1	0	0		887000.00	0.038750	4171.00
746	360	20130101	1	0	0		1123342.64	0.038750	5290.17
747	180	20130101	1	0	0		822433.04	0.032500	5804.04
748	360	20121201	1	0	0		482104.41	0.040000	2308.30
749	360	20130101	1	0	0		621103.81	0.040000	2969.52
750	360	20130101	1	0	0		681017.36	0.040000	3255.97
751	360	20130101	1	0	0		712948.14	0.038750	3357.49
752	360	20130201	1	0	0		1650000.00	0.036500	7548.08
753	360	20120701	1	0	0		593719.28	0.039900	2861.03
754	360	20130101	1	0	0		603110.18	0.038750	2840.23
755	360	20120101	1	0	0		851818.24	0.045000	5066.85
756	360	20120501	1	0	0		597221.69	0.041250	2932.13
757	360	20120501	1	0	0		977145.97	0.041250	4798.03
758	360	20120601	1	0	0		1132226.85	0.040000	6683.81
759	360	20120601	1	0	0		466731.29	0.043750	2356.63
760	360	20120801	1	0	0		644305.64	0.041250	3150.22
761	240	20120901	1	0	0		717377.23	0.038750	4360.74
762	360	20120801	1	0	0		472139.46	0.041250	2307.90
763	360	20121001	1	0	0		1193049.42	0.040000	5728.98
764	360	20121001	1	0	0		832258.29	0.041250	4056.52
765	240	20120801	1	0	0		637598.92	0.036250	3804.29
766	360	20120901	1	0	0		729786.19	0.041250	3562.18
767	360	20120901	1	0	0		894255.58	0.039900	4295.37
768	360	20121001	1	0	0		686311.06	0.041250	3363.47
769	360	20121001	1	0	0		596524.71	0.040000	2864.49
770	360	20121001	1	0	0		533143.94	0.040000	2560.14
771	360	20121101	1	0	0		630315.11	0.041250	3067.83
772	360	20121001	1	0	0		748638.49	0.040000	3594.94
773	240	20121001	1	0	0		739454.52	0.036250	4386.30
774	360	20121101	1	0	0		558562.68	0.039900	2675.07
775	360	20121101	1	0	0		728895.17	0.041250	3547.64
776	360	20121101	1	0	0		1282802.45	0.039900	6143.59
777	360	20121201	1	0	0		1164849.97	0.039900	5570.57

	38	39	40	41	42	43	44	45	46
	Interest Paid Through Date	Current Payment Status	Index Type	ARM Look-back Days	Gross Margin	ARM Round Flag	ARM Round Factor	Initial Fixed Rate Period	Initial Interest Rate Cap (Change Up)
1	20121201	0	0
2	20121201	0	0
3	20121201	0	0
4	20121201	0	0
5	20121201	0	0
6	20121201	0	0
7	20121201	0	0
8	20121201	0	0
9	20121201	0	0
10	20121201	0	0
11	20121201	0	0
12	20121201	0	0
13	20121201	0	0
14	20121201	0	0
15	20121201	0	0
16	20121201	0	0
17	20121201	0	0
18	20121201	0	0
19	20121201	0	0
20	20121201	0	0
21	20121201	0	0
22	20121201	0	0
23	20121201	0	0
24	20121201	0	0
25	20121201	0	0
26	20121201	0	0
27	20121201	0	0
28	20121201	0	0
29	20121201	0	0
30	20121201	0	0
31	20121201	0	0
32	20121201	0	0
33	20121201	0	0
34	20121201	0	0
35	20121201	0	0
36	20121201	0	0
37	20121201	0	0
38	20121201	0	0
39	20121201	0	0
40	20121201	0	0
41	20121201	0	0
42	20121201	0	0
43	20121201	0	0
44	20121201	0	0
45	20121201	0	0
46	20121201	0	0
47	20121201	0	0
48	20121201	0	0
49	20121201	0	0
50	20121201	0	0
51	20121201	0	0
52	20121201	0	0
53	20121201	0	0
54	20121201	0	0
55	20121201	0	0
56	20121201	0	0
57	20121201	0	0
58	20121201	0	0
59	20121201	0	0
60	20121201	0	0
61	20121201	0	0
62	20121201	0	0
63	20121201	0	0
64	20121201	0	0
65	20121201	0	0
66	20121201	0	0
67	20121201	0	0
68	20121201	0	0
69	20121201	0	0
70	20121201	0	0
71	20121201	0	0
72	20121201	0	0
73	20121201	0	0
74	20121201	0	0
75	20121201	0	0
76	20121201	0	0
77	20121201	0	0
78	20121201	0	0
79	20121201	0	0
80	20121201	0	0
81	20121201	0	0
82	20121201	0	0
83	20121201	0	0
84	20121201	0	0
85	20121201	0	0
86	20121201	0	0
87	20121201	0	0
88	20121201	0	0
89	20121201	0	0
90	20121201	0	0
91	20121201	0	0
92	20121201	0	0
93	20121201	0	0
94	20121201	0	0
95	20121201	0	0
96	20121201	0	0
97	20121201	0	0
98	20121201	0	0
99	20121201	0	0
100	20121201	0	0
101	20121201	0	0
102	20121201	0	0
103	20121201	0	0
104	20121201	0	0
105	20121201	0	0
106	20121201	0	0
107	20121201	0	0
108	20121201	0	0
109	20121201	0	0
110	20121201	0	0
111	20121201	0	0
112	20121201	0	0
113	20121201	0	0
114	20121201	0	0
115	20121201	0	0
116	20121201	0	0
117	20121201	0	0
118	20121201	0	0
119	20121201	0	0
120	20121201	0	0
121	20121201	0	0
122	20121201	0	0
123	20121201	0	0
124	20121201	0	0
125	20121201	0	0
126	20121201	0	0
127	20121201	0	0
128	20121201	0	0
129	20121201	0	0
130	20121201	0	0
131	20121201	0	0
132	20121201	0	0
133	20121201	0	0
134	20121201	0	0
135	20121201	0	0
136	20121201	0	0
137	20121201	0	0
138	20121201	0	0
139	20121201	0	0
140	20121201	0	0
141	20121201	0	0
142	20121201	0	0
143	20121201	0	0
144	20121201	0	0
145	20121201	0	0
146	20121201	0	0
147	20121201	0	0
148	20121201	0	0
149	20121201	0	0
150	20121201	0	0
151	20121201	0	0
152	20121201	0	0
153	20121201	0	0
154	20121201	0	0
155	20121201	0	0
156	20121201	0	0
157	20121201	0	0
158	20121201	0	0
159	20121201	0	0
160	20121201	0	0
161	20121201	0	0
162	20121201	0	0
163	20121201	0	0
164	20121201	0	0
165	20121201	0	0
166	20121201	0	0
167	20121201	0	0
168	20121201	0	0
169	20121201	0	0
170	20121201	0	0
171	20121201	0	0
172	20121201	0	0
173	20121201	0	0
174	20121201	0	0
175	20121201	0	0
176	20121201	0	0
177	20121201	0	0
178	20121201	0	0
179	20121201	0	0
180	20121201	0	0
181	20121201	0	0
182	20121201	0	0
183	20121201	0	0
184	20121201	0	0
185	20121201	0	0
186	20121201	0	0
187	20121201	0	0
188	20121201	0	0
189	20121201	0	0
190	20121201	0	0
191	20121201	0	0
192	20121201	0	0
193	20121201	0	0
194	20121201	0	0
195	20121201	0	0
196	20121201	0	0
197	20121201	0	0
198	20121201	0	0
199	20121201	0	0
200	20121201	0	0
201	20121201	0	0
202	20121201	0	0
203	20121201	0	0
204	20121201	0	0
205	20121201	0	0
206	20121201	0	0
207	20121201	0	0
208	20121201	0	0
209	20121201	0	0
210	20121201	0	0
211	20121201	0	0
212	20121201	0	0
213	20121201	0	0
214	20121201	0	0
215	20121201	0	0
216	20121201	0	0
217	20121201	0	0
218	20121201	0	0
219	20121201	0	0
220	20121201	0	0
221	20121201	0	0
222	20121201	0	0
223	20121201	0	0
224	20121201	0	0
225	20121201	0	0
226	20121201	0	0
227	20121201	0	0
228	20121201	0	0
229	20121201	0	0
230	20121201	0	0
231	20121201	0	0
232	20121201	0	0
233	20121201	0	0
234	20121201	0	0
235	20121201	0	0
236	20121201	0	0
237	20121201	0	0
238	20121201	0	0
239	20121201	0	0
240	20121201	0	0
241	20121201	0	0
242	20121201	0	0
243	20121201	0	0
244	20121201	0	0
245	20121201	0	0
246	20121201	0	0
247	20121201	0	0
248	20121201	0	0
249	20121201	0	0
250	20121201	0	0
251	20121201	0	0
252	20121201	0	0
253	20121201	0	0
254	20121201	0	0
255	20121201	0	0
256	20121201	0	0
257	20121201	0	0
258	20121201	0	0
259	20121201	0	0
260	20121201	0	0
261	20121201	0	0
262	20121201	0	0
263	20121201	0	0
264	20121201	0	0
265	20121201	0	0
266	20121201	0	0
267	20121201	0	0
268	20121201	0	0
269	20121201	0	0
270	20121201	0	0
271	20121201	0	0
272	20121201	0	0
273	20121201	0	0
274	20121201	0	0
275	20121201	0	0
276	20121201	0	0
277	20121201	0	0
278	20121201	0	0
279	20121201	0	0
280	20121201	0	0
281	20121201	0	0
282	20121201	0	0
283	20121201	0	0
284	20121201	0	0
285	20121201	0	0
286	20121201	0	0
287	20121201	0	0
288	20121201	0	0
289	20121201	0	0
290	20121201	0	0
291	20121201	0	0
292	20121201	0	0
293	20121201	0	0
294	20121201	0	0
295	20121201	0	0
296	20121201	0	0
297	20121201	0	0
298	20121201	0	0
299	20121201	0	0
300	20121201	0	0
301	20121201	0	0
302	20121201	0	0
303	20121201	0	0
304	20121201	0	0
305	20121201	0	0
306	20121201	0	0
307	20121201	0	0
308	20121201	0	0
309	20121201	0	0
310	20121201	0	0
311	20121201	0	0
312	20121201	0	0
313	20121201	0	0
314	20121201	0	0
315	20121201	0	0
316	20121201	0	0
317	20121201	0	0
318	20121201	0	0
319	20121201	0	0
320	20121201	0	0
321	20121201	0	0
322	20121201	0	0
323	20121201	0	0
324	20121201	0	0
325	20121201	0	0
326	20121201	0	0
327	20121201	0	0
328	20121201	0	0
329	20121201	0	0
330	20121201	0	0
331	20121201	0	0
332	20121201	0	0
333	20121201	0	0
334	20121201	0	0
335	20121201	0	0
336	20121201	0	0
337	20121201	0	0
338	20121201	0	0
339	20121201	0	0
340	20121201	0	0
341	20121201	0	0
342	20121201	0	0
343	20121201	0	0
344	20121201	0	0
345	20121201	0	0
346	20121201	0	0
347	20121201	0	0
348	20121201	0	0
349	20121201	0	0
350	20121201	0	0
351	20121201	0	0
352	20121201	0	0
353	20121201	0	0
354	20121201	0	0
355	20121201	0	0
356	20121201	0	0
357	20121201	0	0
358	20121201	0	0
359	20121201	0	0
360	20121201	0	0
361	20121201	0	0
362	20121201	0	0
363	20121201	0	0
364	20121201	0	0
365	20121201	0	0
366	20121201	0	0
367	20121201	0	0
368	20121201	0	0
369	20121201	0	0
370	20121201	0	0
371	20121201	0	0
372	20121201	0	0
373	20121201	0	0
374	20121201	0	0
375	20121201	0	0
376	20121201	0	0
377	20121201	0	0
378	20121201	0	0
379	20121201	0	0
380	20121201	0	0
381	20121201	0	0
382	20121201	0	0
383	20121201	0	0
384	20121201	0	0
385	20121201	0	0
386	20121201	0	0
387	20121201	0	0
388	20121201	0	0
389	20121201	0	0
390	20121201	0	0
391	20121201	0	0
392	20121201	0	0
393	20121201	0	0
394	20121201	0	0
395	20121201	0	0
396	20121201	0	0
397	20121201	0	0
398	20121201	0	0
399	20121201	0	0
400	20121201	0	0
401	20121201	0	0
402	20121201	0	0
403	20121201	0	0
404	20121201	0	0
405	20121201	0	0
406	20121201	0	0
407	20121201	0	0
408	20121201	0	0
409	20121201	0	0
410	20121201	0	0
411	20121201	0	0
412	20121201	0	0
413	20121201	0	0
414	20121201	0	0
415	20121201	0	0
416	20121201	0	0
417	20121201	0	0
418	20121201	0	0
419	20121201	0	0
420	20121201	0	0
421	20121201	0	0
422	20121201	0	0
423	20121201	0	0
424	20121201	0	0
425	20121201	0	0
426	20121201	0	0
427	20121201	0	0
428	20121201	0	0
429	20121201	0	0
430	20121201	0	0
431	20121201	0	0
432	20121201	0	0
433	20121201	0	0
434	20121201	0	0
435	20121201	0	0
436	20121201	0	0
437	20121201	0	0
438	20121201	0	0
439	20121201	0	0
440	20121201	0	0
441	20121201	0	0
442	20121201	0	0
443	20121201	0	0
444	20121201	0	0
445	20121201	0	0
446	20121201	0	0
447	20121201	0	0
448	20121201	0	0
449	20121201	0	0
450	20121201	0	0
451	20121201	0	0
452	20121201	0	0
453	20121201	0	0
454	20121201	0	0
455	20121201	0	0
456	20121201	0	0
457	20121201	0	0
458	20121201	0	0
459	20121201	0	0
460	20121201	0	0
461	20121201	0	0
462	20121201	0	0
463	20121201	0	0
464	20121201	0	0
465	20121201	0	0
466	20121201	0	0
467	20121201	0	0
468	20121201	0	0
469	20121201	0	0
470	20121201	0	0
471	20121201	0	0
472	20121201	0	0
473	20121201	0	0
474	20121201	0	0
475	20121201	0	0
476	20121201	0	0
477	20121201	0	0
478	20121201	0	0
479	20121201	0	0
480	20121201	0	0
481	20121201	0	0
482	20121201	0	0
483	20121201	0	0
484	20121201	0	0
485	20121201	0	0
486	20121201	0	0
487	20121201	0	0
488	20121201	0	0
489	20121201	0	0
490	20121201	0	0
491	20121201	0	0
492	20121201	0	0
493	20121201	0	0
494	20121201	0	0
495	20121201	0	0
496	20121201	0	0
497	20121201	0	0
498	20121201	0	0
499	20121201	0	0
500	20121201	0	0
501	20121201	0	0
502	20121201	0	0
503	20121201	0	0
504	20121201	0	0
505	20121201	0	0
506	20121201	0	0
507	20121201	0	0
508	20121201	0	0
509	20121201	0	0
510	20121201	0	0
511	20121201	0	0
512	20121201	0	0
513	20121201	0	0
514	20121201	0	0
515	20121201	0	0
516	20121201	0	0
517	20121201	0	0
518	20121201	0	0
519	20121201	0	0
520	20121201	0	0
521	20121201	0	0
522	20121201	0	0
523	20121201	0	0
524	20121201	0	0
525	20121201	0	0
526	20121201	0	0
527	20121201	0	0
528	20121201	0	0
529	20121201	0	0
530	20121201	0	0
531	20121201	0	0
532	20121201	0	0
533	20121201	0	0
534	20121201	0	0
535	20121201	0	0
536	20121201	0	0
537	20121201	0	0
538	20121201	0	0
539	20121201	0	0
540	20121201	0	0
541	20121201	0	0
542	20121201	0	0
543	20121201	0	0
544	20121201	0	0
545	20121201	0	0
546	20121201	0	0
547	20121201	0	0
548	20121201	0	0
549	20121201	0	0
550	20121201	0	0
551	20121201	0	0
552	20121201	0	0
553	20121201	0	0
554	20121201	0	0
555	20121201	0	0
556	20121201	0	0
557	20121201	0	0
558	20121201	0	0
559	20121201	0	0
560	20121201	0	0
561	20121201	0	0
562	20121201	0	0
563	20121201	0	0
564	20121201	0	0
565	20121201	0	0
566	20121201	0	0
567	20121201	0	0
568	20121201	0	0
569	20121201	0	0
570	20121201	0	0
571	20121201	0	0
572	20121201	0	0
573	20121201	0	0
574	20121201	0	0
575	20121201	0	0
576	20121201	0	0
577	20121201	0	0
578	20121201	0	0
579	20121201	0	0
580	20121201	0	0
581	20121201	0	0
582	20121201	0	0
583	20121201	0	0
584	20121201	0	0
585	20121201	0	0
586	20121201	0	0
587	20121201	0	0
588	20121201	0	0
589	20121201	0	0
590	20121201	0	0
591	20121201	0	0
592	20121201	0	0
593	20121201	0	0
594	20121201	0	0
595	20121201	0	0
596	20121201	0	0
597	20121201	0	0
598	20121201	0	0
599	20121201	0	0
600	20121201	0	0
601	20121201	0	0
602	20121201	0	0
603	20121201	0	0
604	20121201	0	0
605	20121201	0	0
606	20121201	0	0
607	20121201	0	0
608	20121201	0	0
609	20121201	0	0
610	20121201	0	0
611	20121201	0	0
612	20121201	0	0
613	20121201	0	0
614	20121201	0	0
615	20121201	0	0
616	20121201	0	0
617	20121201	0	0
618	20121201	0	0
619	20121201	0	0
620	20121201	0	0
621	20121201	0	0
622	20121201	0	0
623	20121201	0	0
624	20121201	0	0
625	20121201	0	0
626	20121201	0	0
627	20121201	0	0
628	20121201	0	0
629	20121201	0	0
630	20121201	0	0
631	20121201	0	0
632	20121201	0	0
633	20121201	0	0
634	20121201	0	0
635	20121201	0	0
636	20121201	0	0
637	20121201	0	0
638	20121201	0	0
639	20121201	0	0
640	20121201	0	0
641	20121201	0	0
642	20121201	0	0
643	20121201	0	0
644	20121201	0	0
645	20121201	0	0
646	20121201	0	0
647	20121201	0	0
648	20121201	0	0
649	20121201	0	0
650	20121201	0	0
651	20121201	0	0
652	20121201	0	0
653	20121201	0	0
654	20121201	0	0
655	20121201	0	0
656	20121201	0	0
657	20121201	0	0
658	20121201	0	0
659	20121201	0	0
660	20121201	0	0
661	20121201	0	0
662	20121201	0	0
663	20121201	0	0
664	20121201	0	0
665	20121201	0	0
666	20121201	0	0
667	20121201	0	0
668	20121201	0	0
669	20121201	0	0
670	20121201	0	0
671	20121201	0	0
672	20121201	0	0
673	20121201	0	0
674	20121201	0	0
675	20121201	0	0
676	20121201	0	0
677	20121201	0	0
678	20121201	0	0
679	20121201	0	0
680	20121201	0	0
681	20121201	0	0
682	20121201	0	0
683	20121201	0	0
684	20121201	0	0
685	20121201	0	0
686	20121201	0	0
687	20121201	0	0
688	20121201	0	0
689	20121201	0	0
690	20121201	0	0
691	20121201	0	0
692	20121201	0	0
693	20121201	0	0
694	20121201	0	0
695	20121201	0	0
696	20121201	0	0
697	20121201	0	0
698	20121201	0	0
699	20121201	0	0
700	20121201	0	0
701	20121201	0	0
702	20121201	0	0
703	20121201	0	0
704	20121201	0	0
705	20121201	0	0
706	20121201	0	0
707	20121201	0	0
708	20121201	0	0
709	20121201	0	0
710	20121201	0	0
711	20121201	0	0
712	20121201	0	0
713	20121201	0	0
714	20121201	0	0
715	20121201	0	0
716	20121201	0	0
717	20121201	0	0
718	20121201	0	0
719	20121201	0	0
720	20121201	0	0
721	20121201	0	0
722	20121201	0	0
723	20121201	0	0
724	20121201	0	0
725	20121201	0	0
726	20121201	0	0
727	20121201	0	0
728	20121201	0	0
729	20121201	0	0
730	20121201	0	0
731	20121201	0	0
732	20121201	0	0
733	20121201	0	0
734	20121201	0	0
735	20121201	0	0
736	20121201	0	0
737	20121201	0	0
738	20121201	0	0
739	20121201	0	0
740	20121201	0	0
741	20121201	0	0
742	20121201	0	0
743	20121201	0	0
744	20121201	0	0
745	20121201	0	0
746	20121201	0	0
747	20121201	0	0
748	20121201	0	0
749	20121201	0	0
750	20121201	0	0
751	20121201	0	0
752	20121201	0	0
753	20121201	0	0
754	20121201	0	0
755	20121201	0	0
756	20121201	0	0
757	20121201	0	0
758	20121201	0	0
759	20121201	0	0
760	20121201	0	0
761	20121201	0	0
762	20121201	0	0
763	20121201	0	0
764	20121201	0	0
765	20121201	0	0
766	20121201	0	0
767	20121201	0	0
768	20121201	0	0
769	20121201	0	0
770	20121201	0	0
771	20121201	0	0
772	20121201	0	0
773	20121201	0	0
774	20121201	0	0
775	20121201	0	0
776	20121201	0	0
777	20121201	0	0

	47	48	49	50	51	52	53	54	55
	Initial Interest Rate Cap (Change Down)	Subsequent Interest Rate Reset Period	Subsequent Interest Rate Cap (Change Down)	Subsequent Interest Rate Cap (Change Up)	Lifetime Maximum Rate (Ceiling)	Lifetime Minimum Rate (Floor)	Negative Amortization Limit	Initial Negative Amortization Recast Period	Subsequent Negative Amortization Recast Period
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
29
30
31
32
33
34
35
36
37
38
39
40
41
42
43
44
45
46
47
48
49
50
51
52
53
54
55
56
57
58
59
60
61
62
63
64
65
66
67
68
69
70
71
72
73
74
75
76
77
78
79
80
81
82
83
84
85
86
87
88
89
90
91
92
93
94
95
96
97
98
99
100
101
102
103
104
105
106
107
108
109
110
111
112
113
114
115
116
117
118
119
120
121
122
123
124
125
126
127
128
129
130
131
132
133
134
135
136
137
138
139
140
141
142
143
144
145
146
147
148
149
150
151
152
153
154
155
156
157
158
159
160
161
162
163
164
165
166
167
168
169
170
171
172
173
174
175
176
177
178
179
180
181
182
183
184
185
186
187
188
189
190
191
192
193
194
195
196
197
198
199
200
201
202
203
204
205
206
207
208
209
210
211
212
213
214
215
216
217
218
219
220
221
222
223
224
225
226
227
228
229
230
231
232
233
234
235
236
237
238
239
240
241
242
243
244
245
246
247
248
249
250
251
252
253
254
255
256
257
258
259
260
261
262
263
264
265
266
267
268
269
270
271
272
273
274
275
276
277
278
279
280
281
282
283
284
285
286
287
288
289
290
291
292
293
294
295
296
297
298
299
300
301
302
303
304
305
306
307
308
309
310
311
312
313
314
315
316
317
318
319
320
321
322
323
324
325
326
327
328
329
330
331
332
333
334
335
336
337
338
339
340
341
342
343
344
345
346
347
348
349
350
351
352
353
354
355
356
357
358
359
360
361
362
363
364
365
366
367
368
369
370
371
372
373
374
375
376
377
378
379
380
381
382
383
384
385
386
387
388
389
390
391
392
393
394
395
396
397
398
399
400
401
402
403
404
405
406
407
408
409
410
411
412
413
414
415
416
417
418
419
420
421
422
423
424
425
426
427
428
429
430
431
432
433
434
435
436
437
438
439
440
441
442
443
444
445
446
447
448
449
450
451
452
453
454
455
456
457
458
459
460
461
462
463
464
465
466
467
468
469
470
471
472
473
474
475
476
477
478
479
480
481
482
483
484
485
486
487
488
489
490
491
492
493
494
495
496
497
498
499
500
501
502
503
504
505
506
507
508
509
510
511
512
513
514
515
516
517
518
519
520
521
522
523
524
525
526
527
528
529
530
531
532
533
534
535
536
537
538
539
540
541
542
543
544
545
546
547
548
549
550
551
552
553
554
555
556
557
558
559
560
561
562
563
564
565
566
567
568
569
570
571
572
573
574
575
576
577
578
579
580
581
582
583
584
585
586
587
588
589
590
591
592
593
594
595
596
597
598
599
600
601
602
603
604
605
606
607
608
609
610
611
612
613
614
615
616
617
618
619
620
621
622
623
624
625
626
627
628
629
630
631
632
633
634
635
636
637
638
639
640
641
642
643
644
645
646
647
648
649
650
651
652
653
654
655
656
657
658
659
660
661
662
663
664
665
666
667
668
669
670
671
672
673
674
675
676
677
678
679
680
681
682
683
684
685
686
687
688
689
690
691
692
693
694
695
696
697
698
699
700
701
702
703
704
705
706
707
708
709
710
711
712
713
714
715
716
717
718
719
720
721
722
723
724
725
726
727
728
729
730
731
732
733
734
735
736
737
738
739
740
741
742
743
744
745
746
747
748
749
750
751
752
753
754
755
756
757
758
759
760
761
762
763
764
765
766
767
768
769
770
771
772
773
774
775
776
777

	56	57	58	59	60	61	62	63	64	65
	Initial Fixed Payment Period	Subsequent Payment Reset Period	Initial Periodic Payment Cap	Subsequent Periodic Payment Cap	Initial Minimum Payment Reset Period	Subsequent Minimum Payment Reset Period	Option ARM Indicator	Options at Recast	Initial Minimum Payment	Current Minimum Payment
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
29
30
31
32
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531
532
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541
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548
549
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551
552
553
554
555
556
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560
561
562
563
564
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566
567
568
569
570
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572
573
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576
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579
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619
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629
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631
632
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640
641
642
643
644
645
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649
650
651
652
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655
656
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662
663
664
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669
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712
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715
716
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719
720
721
722
723
724
725
726
727
728
729
730
731
732
733
734
735
736
737
738
739
740
741
742
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744
745
746
747
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749
750
751
752
753
754
755
756
757
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763
764
765
766
767
768
769
770
771
772
773
774
775
776
777

	66	67	68	69	70	71	72	73
	Prepayment Penalty Calculation	Prepayment Penalty Type	Prepayment Penalty Total Term	Prepayment Penalty Hard Term	Primary Borrower ID	Number of Mortgaged Properties	Total Number of Borrowers	Self-employment Flag
1			0		181	1		0
2			0		156	3		0
3			0		529	1		1
4			0		548	4		1
5			0		521	1		1
6			0		507	1		0
7			0		515	1		1
8			0		274	1		0
9			0		374	1		1
10			0		516	2		1
11			0		253	3		1
12			0		250	2		0
13			0		405	2		0
14			0		706	2		1
15			0		742	3		0
16			0		317	2		0
17			0		415	2		0
18			0		495	1		0
19			0		205	2		1
20			0		254	1		0
21			0		284	2		1
22			0		322	1		0
23			0		480	1		0
24			0		169	1		0
25			0		399	2		0
26			0		530	1		1
27			0		481	1		0
28			0		579	1		0
29			0		145	1		0
30			0		468	2		0
31			0		361	3		0
32			0		592	1		0
33			0		230	1		0
34			0		114	2		0
35			0		256	1		1
36			0		526	1		0
37			0		774	2		0
38			0		93	1		0
39			0		362	1		0
40			0		406	1		0
41			0		312	1		0
42			0		639	1		0
43			0		682	3		1
44			0		486	1		0
45			0		30	2		0
46			0		715	3		1
47			0		85	1		0
48			0		26	1		0
49			0		416	1		0
50			0		731	1		1
51			0		45	1		0
52			0		86	1		0
53			0		146	1		0
54			0		552	2		0
55			0		510	1		0
56			0		467	2		1
57			0		716	3		1
58			0		222	2		0
59			0		375	1		0
60			0		171	1		0
61			0		562	1		1
62			0		192	2		1
63			0		608	1		0
64			0		261	2		0
65			0		27	1		0
66			0		112	2		0
67			0		289	1		0
68			0		333	1		0
69			0		285	1		0
70			0		267	3		1
71			0		325	1		0
72			0		435	1		1
73			0		295	2		0
74			0		90	1		0
75			0		425	1		0
76			0		28	2		0
77			0		428	2		0
78			0		339	1		0
79			0		102	2		0
80			0		627	2		1
81			0		449	2		0
82			0		447	1		0
83			0		331	1		0
84			0		459	2		1
85			0		299	1		0
86			0		434	3		1
87			0		430	1		0
88	99	99	60		57	1		0
89	99	99	60		8	2		1
90	99	99	60		572	2		0
91			0		344	1		0
92	6	1	60	60	749	1		0
93	6	1	60	60	566	1		0
94	20	1	60	60	128	1		0
95			0		695	1		1
96			0		16	1		1
97			0		571	1		1
98			0		556	1		0
99			0		619	1		0
100			0		200	1		0
101			0		149	1		1
102			0		532	1		1
103			0		535	1		1
104			0		319	1		1
105	6	1	60	60	472	1		0
106	98	1	60	60	594	1		1
107			0		239	1		0
108	6	1	60	60	59	1		1
109	98	1	48	48	363	1		1
110			0		534	1		1
111			0		641	1		1
112			0		533	1		1
113			0		162	1		1
114	98	1	60	60	672	1		1
115			0		258	1		0
116			0		158	2		1
117	98	1	60	60	625	2		1
118			0		678	1		0
119			0		223	1		0
120			0		457	1		1
121	6	1	48	48	343	1		0
122	15	1	60	60	720	1		0
123			0		376	1		0
124			0		690	1		1
125			0		196	1		1
126	99	99	60		233	1		0
127			0		13	1		0
128			0		700	1		0
129			0		113	1		0
130			0		197	1		0
131			0		586	1		0
132			0		99	1		0
133			0		763	1		0
134			0		15	1		0
135			0		109	1		0
136			0		74	2		0
137			0		74	1		0
138			0		602	1		0
139			0		689	1		0
140			0		87	1		0
141			0		504	1		1
142			0		528	1		0
143	6	1	60	60	768	1		0
144			0		184	3		0
145			0		224	1		1
146	20	1	60	60	382	1		0
147			0		31	3		1
148			0		31	3		1
149			0		31	3		1
150	6	1	60	60	624	1		0
151	20	1	60	60	638	1		1
152			0		370	1		1
153			0		138	1		0
154			0		60	1		0
155			0		702	1		0
156			0		564	1		0
157	20	1	60	60	44	1		0
158	15	1	60	60	642	1		1
159			0		340	1		0
160			0		69	1		0
161	20	1	60	60	6	1		0
162	6	1	36	36	378	1		1
163	6	1	60	60	247	1		0
164			0		62	1		0
165			0		236	1		1
166	20	1	60	60	357	1		0
167	6	1	60	60	165	1		0
168	6	1	60	60	620	1		0
169			0		74	2		0
170	20	1	60	60	549	1		1
171	6	1	60	60	461	1		0
172			0		708	1		1
173	6	1	60	60	605	1		1
174			0		559	1		0
175			0		119	2		0
176	6	1	60	60	50	1		0
177			0		89	2		0
178	6	1	60	60	569	1		0
179	6	1	60	60	298	1		0
180	6	1	60	60	33	1		1
181	6	1	60	60	614	1		0
182			0		697	1		1
183	6	1	60	60	590	1		1
184			0		628	1		0
185			0		356	1		1
186	6	1	60	60	226	1		0
187	6	1	36	36	130	1		0
188			0		109	1		0
189			0		598	1		0
190	6	1	60	60	81	2		1
191	20	1	60	60	665	1		0
192			0		270	1		0
193	20	1	60	60	153	1		0
194	20	1	60	60	347	1		0
195			0		717	1		1
196			0		280	1		0
197			0		54	1		0
198	6	1	60	60	246	1		0
199	6	1	60	60	769	1		0
200	6	1	60	60	582	1		1
201	6	1	60	60	582	1		1
202	6	1	36	36	155	1		1
203			0		126	1		0
204	6	1	60	60	542	1		0
205	6	1	60	60	770	1		0
206	20	1	60	60	195	1		0
207	20	1	60	60	304	1		0
208			0		393	1		0
209			0		107	1		0
210			0		738	1		0
211	6	1	60	60	673	2		0
212	20	1	60	60	106	1		0
213	6	1	60	60	358	1		0
214	6	1	60	60	429	1		0
215	6	1	60	60	584	1		0
216	6	1	60	60	120	1		0
217	20	1	60	60	470	1		1
218	6	1	60	60	442	1		0
219			0		72	1		1
220	6	1	60	60	743	1		0
221	6	1	36	36	360	1		0
222	20	1	60	60	636	1		1
223	6	1	60	60	484	1		1
224	6	1	60	60	558	1		0
225	6	1	60	60	175	1		0
226	6	1	60	60	390	1		0
227			0		383	1		1
228	6	1	60	60	573	1		1
229	6	1	60	60	775	1		0
230	20	1	60	60	392	1		0
231	6	1	60	60	115	1		1
232	6	1	60	60	221	1		1
233	20	1	60	60	3	1		0
234	20	1	60	60	728	1		1
235	15	1	60	60	732	1		0
236	99	99	60		714	1		0
237	20	1	60	60	491	1		0
238	6	1	60	60	659	1		0
239	20	1	60	60	746	1		0
240	20	1	60	60	616	1		0
241	6	1	60	60	219	1		0
242	20	1	36	36	329	1		1
243	20	1	60	60	98	1		0
244	6	1	60	60	688	1		1
245			0		393	1		0
246	6	1	60	60	560	1		0
247	6	1	60	60	593	1		0
248	6	1	60	60	118	1		0
249	6	1	60	60	400	1		0
250	6	1	60	60	110	1		1
251	15	1	60	60	541	1		1
252	20	1	60	60	767	1		0
253			0		667	1		0
254	6	1	60	60	539	1		0
255	6	1	60	60	433	1		0
256	20	1	60	60	189	1		0
257	6	1	60	60	761	1		1
258			0		772	1		1
259	6	1	60	60	691	1		0
260	6	1	60	60	63	1		0
261			0		432	1		0
262	20	1	60	60	653	1		1
263	6	1	60	60	269	1		0
264	6	1	60	60	75	1		0
265	6	1	60	60	494	1		0
266	6	1	60	60	409	1		0
267	6	1	60	60	551	1		1
268	6	1	60	60	617	1		0
269			0		173	1		0
270	6	1	60	60	122	1		0
271	6	1	60	60	658	1		0
272	20	1	60	60	679	1		0
273	6	1	60	60	341	1		0
274	6	1	60	60	170	1		0
275	6	1	60	60	580	1		0
276	6	1	60	60	675	3		1
277	6	1	36	36	540	1		0
278			0		660	1		1
279	6	1	60	60	186	1		0
280	6	1	60	60	643	1		1
281	6	1	60	60	248	1		0
282	6	1	60	60	79	1		1
283	20	1	60	60	213	1		0
284	6	1	60	60	310	1		1
285	6	1	60	60	500	1		0
286	6	1	60	60	190	1		0
287	6	1	60	60	190	2		0
288	6	1	60	60	397	1		0
289			0		46	1		0
290	6	1	60	60	615	2		0
291	6	1	60	60	581	1		0
292	6	1	60	60	635	1		0
293	6	1	60	60	116	1		0
294			0		724	2		0
295			0		80	1		0
296	6	1	60	60	694	1		0
297	6	1	60	60	644	1		1
298	6	1	60	60	499	2		0
299	6	1	60	60	648	1		0
300	6	1	60	60	67	1		0
301	6	1	60	60	601	1		0
302	6	1	60	60	766	1		0
303	6	1	60	60	125	1		0
304			0		699	1		1
305	6	1	60	60	379	1		0
306	6	1	60	60	249	1		0
307	6	1	60	60	565	1		0
308	6	1	60	60	198	1		0
309	6	1	60	60	637	1		1
310	6	1	60	60	229	1		0
311	6	1	60	60	651	1		1
312	6	1	60	60	547	1		0
313	6	1	60	60	737	1		1
314	6	1	60	60	243	1		0
315	6	1	60	60	686	1		0
316	6	1	60	60	587	1		1
317	6	1	60	60	2	1		0
318	99	99	60		751	1		1
319	6	1	60	60	214	1		0
320	6	1	60	60	661	1		0
321	6	1	60	60	606	1		0
322			0		657	1		1
323	6	1	60	60	4	1		1
324	6	1	60	60	709	1		0
325	6	1	60	60	129	1		1
326	6	1	60	60	336	1		0
327	6	1	60	60	367	1		1
328	6	1	60	60	676	1		0
329	6	1	60	60	202	1		0
330	6	1	60	60	626	1		0
331	6	1	60	60	235	1		0
332	6	1	60	60	519	1		0
333	6	1	60	60	765	1		0
334			0		752	1		0
335	6	1	60	60	704	1		0
336	6	1	60	60	577	4		1
337	6	1	60	60	232	1		1
338	6	1	60	60	759	1		1
339			0		328	1		0
340	6	1	60	60	330	1		0
341	6	1	60	60	544	1		0
342	6	1	60	60	176	1		0
343	6	1	60	60	84	1		0
344			0		373	1		0
345	6	1	60	60	662	1		1
346	6	1	60	60	324	1		0
347	6	1	60	60	48	1		0
348	6	1	60	60	654	1		1
349	6	1	60	60	604	3		1
350	6	1	60	60	698	1		0
351	6	1	60	60	543	1		1
352	6	1	60	60	183	1		1
353	6	1	60	60	216	1		0
354	6	1	60	60	591	1		1
355	6	1	60	60	576	1		0
356	6	1	60	60	32	1		0
357	6	1	60	60	711	1		1
358	6	1	60	60	538	1		0
359	6	1	60	60	703	1		0
360			0		652	1		1
361	6	1	60	60	692	1		0
362	6	1	60	60	366	1		0
363	6	1	60	60	683	1		1
364	6	1	60	60	41	1		0
365	6	1	60	60	509	1		1
366	6	1	60	60	760	1		0
367			0		696	1		0
368	6	1	60	60	475	1		0
369	6	1	60	60	24	1		0
370	6	1	60	60	629	1		0
371	6	1	60	60	321	1		0
372	6	1	60	60	600	1		1
373	6	1	60	60	707	1		0
374	6	1	60	60	762	1		0
375			0		92	3		0
376	6	1	60	60	693	1		0
377	6	1	60	60	315	1		1
378	6	1	60	60	710	1		0
379	6	1	60	60	252	1		0
380	6	1	60	60	655	1		0
381	6	1	60	60	585	1		0
382	6	1	60	60	385	1		1
383	6	1	60	60	631	1		1
384	6	1	60	60	750	1		0
385			0		596	3		1
386	6	1	60	60	332	1		1
387	6	1	60	60	568	1		1
388	6	1	60	60	609	1		1
389	6	1	60	60	650	1		0
390	6	1	60	60	211	1		0
391	6	1	60	60	164	1		0
392	6	1	60	60	570	1		0
393	6	1	60	60	70	1		0
394	6	1	60	60	463	1		0
395	6	1	60	60	705	1		0
396	6	1	60	60	758	1		0
397			0		7	1		0
398	6	1	60	60	583	1		0
399	6	1	60	60	166	1		0
400	6	1	60	60	645	2		0
401	6	1	60	60	589	1		0
402	6	1	60	60	448	1		0
403	6	1	60	60	663	3		1
404	6	1	60	60	505	1		0
405	6	1	60	60	663	1		1
406	6	1	60	60	663	1		1
407	6	1	60	60	574	1		0
408	6	1	60	60	47	3		0
409			0		503	1		0
410	6	1	60	60	234	1		0
411			0		684	1		1
412	6	1	60	60	306	2		0
413	6	1	60	60	43	1		0
414	6	1	60	60	228	1		0
415	6	1	60	60	83	1		0
416	6	1	60	60	633	1		0
417	6	1	60	60	185	1		0
418	6	1	60	60	47	3		0
419	6	1	60	60	117	1		0
420	6	1	60	60	477	1		0
421	6	1	60	60	670	1		0
422	6	1	60	60	5	1		0
423	6	1	60	60	199	1		0
424	6	1	60	60	757	1		0
425	6	1	60	60	555	1		0
426	6	1	60	60	401	1		0
427	6	1	30	30	713	1		0
428	6	1	60	60	745	1		0
429	6	1	60	60	727	1		0
430	6	1	60	60	193	1		0
431	6	1	60	60	282	1		0
432	6	1	60	60	395	1		0
433	6	1	60	60	209	1		0
434			0		680	4		1
435			0		424	2		1
436			0		489	2		0
437			0		351	1		0
438			0		492	3		0
439			0		524	4		1
440			0		355	1		0
441			0		646	3		0
442			0		744	1		0
443			0		206	2		0
444			0		506	2		0
445			0		135	2		1
446			0		108	1		0
447			0		241	1		1
448			0		610	1		0
449			0		381	1		1
450			0		388	1		0
451			0		668	1		0
452			0		622	2		0
453			0		342	1		1
454			0		733	2		1
455			0		151	2		0
456			0		536	4		0
457			0		320	2		0
458			0		453	1		1
459			0		531	2		0
460			0		649	1		1
461			0		736	1		0
462			0		755	1		0
463			0		101	1		0
464			0		271	2		0
465			0		334	2		0
466			0		618	2		1
467			0		281	2		0
468			0		508	1		0
469			0		664	1		0
470			0		740	2		0
471			0		497	1		0
472			0		168	1		1
473			0		729	3		0
474			0		597	2		0
475			0		578	1		0
476			0		734	1		1
477			0		172	1		0
478			0		501	1		1
479			0		741	1		0
480			0		674	1		0
481			0		251	1		1
482			0		265	2		0
483			0		723	4		1
484			0		137	1		0
485			0		623	1		0
486			0		154	2		0
487			0		423	2		1
488			0		444	1		0
489			0		259	2		0
490			0		419	1		0
491			0		561	1		0
492			0		420	1		0
493			0		296	1		0
494			0		460	1		0
495			0		335	1		0
496			0		512	1		0
497			0		264	3		0
498			0		411	1		0
499			0		386	1		0
500			0		1	1		0
501			0		204	1		0
502			0		353	2		0
503			0		323	1		0
504			0		632	2		0
505			0		309	1		0
506			0		394	1		1
507			0		167	1		0
508			0		410	1		1
509			0		286	1		0
510			0		588	3		0
511			0		719	2		1
512			0		630	2		1
513			0		462	1		0
514			0		257	1		0
515			0		439	1		0
516			0		327	1		0
517			0		771	4		1
518			0		647	2		1
519			0		550	1		0
520			0		476	2		0
521			0		478	1		0
522			0		218	1		0
523			0		496	2		0
524			0		474	2		1
525			0		595	1		0
526			0		518	1		0
527			0		58	1		0
528			0		553	2		0
529			0		739	1		0
530			0		502	1		0
531			0		613	2		1
532			0		380	2		1
533			0		152	1		0
534			0		634	1		0
535			0		607	1		0
536			0		364	4		1
537			0		726	1		0
538			0		372	4		0
539			0		523	2		0
540			0		277	1		0
541			0		273	2		1
542			0		371	2		0
543			0		276	1		0
544			0		308	1		1
545			0		65	1		1
546			0		313	1		1
547			0		121	1		0
548			0		451	2		0
549			0		53	2		1
550			0		656	3		0
551			0		349	2		0
552			0		144	1		0
553			0		73	1		0
554			0		39	2		0
555			0		546	1		0
556			0		753	1		1
557			0		403	1		0
558			0		621	1		0
559			0		557	3		0
560			0		640	2		1
561			0		426	1		0
562			0		773	2		0
563			0		160	2		0
564			0		482	1		0
565			0		104	2		0
566			0		203	2		1
567			0		141	1		1
568			0		97	1		0
569			0		438	1		0
570			0		337	1		0
571			0		354	1		0
572			0		178	1		1
573			0		368	1		0
574			0		396	2		1
575			0		359	1		0
576			0		147	2		0
577			0		473	1		0
578			0		488	1		1
579			0		350	1		0
580			0		440	3		1
581			0		483	3		0
582			0		527	3		0
583			0		56	2		0
584			0		485	1		0
585			0		148	1		0
586			0		302	1		0
587			0		275	2		0
588			0		545	1		1
589			0		38	1		0
590			0		64	1		0
591			0		127	2		0
592			0		159	2		0
593			0		288	1		0
594			0		666	1		1
595			0		525	1		0
596			0		514	1		1
597			0		575	2		0
598			0		377	1		0
599			0		747	3		1
600			0		207	2		0
601			0		100	1		0
602			0		407	1		1
603			0		287	2		1
604			0		316	1		0
605			0		29	3		1
606			0		513	1		1
607			0		599	2		0
608			0		677	3		1
609			0		260	1		0
610			0		701	1		0
611			0		266	2		0
612			0		262	1		0
613			0		210	1		0
614			0		391	1		0
615			0		471	1		1
616			0		40	1		0
617			0		215	1		0
618			0		18	1		0
619			0		231	2		0
620			0		311	1		0
621			0		68	1		0
622			0		345	1		0
623			0		326	1		0
624			0		220	1		0
625			0		718	1		1
626			0		520	1		1
627			0		408	1		0
628			0		191	2		0
629			0		389	1		0
630			0		712	1		0
631			0		479	1		1
632			0		132	1		0
633			0		431	1		0
634			0		77	1		0
635			0		346	1		0
636			0		272	1		0
637			0		612	2		0
638			0		446	1		1
639			0		730	2		1
640			0		445	1		0
641			0		91	1		0
642			0		384	1		0
643			0		66	1		1
644			0		23	5		0
645			0		567	2		0
646			0		721	1		0
647			0		238	2		0
648			0		417	2		0
649			0		365	2		1
650			0		522	3		1
651			0		140	1		1
652			0		465	2		0
653			0		131	1		1
654			0		725	3		0
655			0		450	4		1
656			0		279	1		0
657			0		441	2		1
658			0		458	1		0
659			0		443	1		0
660			0		422	1		0
661			0		142	1		1
662			0		133	1		1
663			0		88	1		0
664			0		517	1		0
665			0		671	1		0
666			0		469	1		0
667			0		735	1		0
668			0		436	1		1
669			0		301	2		0
670			0		136	1		0
671			0		227	4		1
672			0		352	2		1
673			0		71	2		0
674			0		387	2		0
675	99	99	60		685	3		1
676	99	99	60		150	1		0
677	99	99	60		291	1		0
678	99	99	60		51	2		0
679			0		611	2		0
680	99	99	60		303	1		0
681	99	99	60		78	3		0
682	99	99	60		174	2		0
683	99	99	60		669	2		1
684	99	99	60		563	1		0
685			0		212	1		0
686			0		263	2		0
687			0		722	1		0
688			0		179	2		0
689			0		36	1		1
690			0		105	1		0
691			0		103	1		0
692			0		19	2		0
693			0		11	1		1
694			0		37	1		0
695			0		187	1		0
696			0		12	1		0
697			0		255	1		0
698			0		34	1		0
699			0		22	1		0
700			0		201	1		0
701			0		49	4		1
702			0		490	1		0
703			0		161	1		0
704			0		94	1		0
705			0		61	1		0
706			0		182	1		0
707			0		124	1		0
708			0		143	1		0
709			0		20	1		0
710			0		96	1		0
711			0		292	1		0
712			0		493	1		1
713			0		95	1		0
714			0		42	2		1
715			0		413	2		0
716			0		421	1		1
717			0		348	1		0
718			0		437	1		1
719			0		180	2		0
720			0		456	2		0
721			0		412	2		0
722			0		454	1		0
723			0		314	1		0
724			0		278	2		1
725			0		756	2		0
726			0		294	2		0
727			0		404	1		0
728			0		402	3		1
729			0		414	1		0
730			0		240	1		0
731			0		300	1		0
732			0		511	2		1
733			0		754	3		0
734			0		134	1		0
735			0		237	1		0
736			0		338	1		0
737			0		464	1		1
738			0		455	1		0
739			0		487	2		0
740			0		418	1		0
741			0		10	2		0
742			0		537	2		0
743			0		225	2		1
744			0		305	1		1
745			0		157	1		1
746			0		82	1		0
747			0		35	2		0
748			0		427	2		1
749			0		290	1		0
750			0		603	2		1
751			0		194	1		0
752	99	99	60		554	1		0
753			0		466	1		0
754			0		398	1		0
755			0		293	1		0
756			0		25	1		0
757			0		123	1		0
758			0		687	2		0
759			0		21	3		1
760			0		283	2		0
761			0		452	1		0
762			0		52	1		0
763			0		188	1		0
764			0		268	1		0
765			0		208	1		1
766			0		76	1		0
767			0		307	1		0
768			0		163	1		0
769			0		764	1		0
770			0		498	1		0
771			0		55	1		0
772			0		297	1		0
773			0		9	2		1
774			0		14	1		0
775			0		242	1		0
776			0		748	1		0
777			0		217	2		1

	74	75	76	77	78	79	80	81	82
	Current ‘Other’ Monthly Payment	Length of Employment: Borrower	Length of Employment: Co- Borrower	Years in Home	FICO Model Used	Most Recent FICO Date	Primary Wage Earner Original FICO: Equifax	Primary Wage Earner Original FICO: Experian	Primary Wage Earner Original FICO: TransUnion
1		15	0	0.75	1
2		1	0	0	1
3		14.5	6	10	1
4		10		0	1
5		30.25		15	1
6		23	1	7	1
7		20	16	15	1
8		6	6	0	1
9		25		0	1
10		5.75	5.75	0	1
11		20		0	1
12		19.25		1.5	1
13		30.75		3	1
14		9.25		3	1
15		0	10	0	1
16		8	24	0	1
17		12.5	0.75	0	1
18		0		25	1
19		19	19	0	1
20		3	0.5	0	1
21		9	4	1.75	1
22		1		0	1
23		1.75		0	1
24		0.25	13	0	1
25		0		8	1
26		7		1	1
27		2		1.5	1
28		14	14	14	1
29		11.25		7.5	1
30		18		2	1
31		12	21	2	1
32		15		1.75	1
33		23		20	1
34		2		0	1
35		11		8	1
36		13		0	1
37		0.25	7	0	1
38		7	16	7	1
39		8		3	1
40		0.5		1.5	1
41		0	20	4	1
42		15		10	1
43		7		0	1
44		3		15	1
45		0.25	5	0	1
46		5		0	1
47		16.75		13	1
48		4		8	1
49		10.5		4	1
50		2		2.25	1
51		6	10	1	1
52		8	0	0	1
53		1.25	8	1.25	1
54		8.75		5	1
55		1.75	13.25	0	1
56		13		0	1
57		14	14	0	1
58		13		2	1
59		6.25		5	1
60		5.5	5.5	1.25	1
61		11		2	1
62		8		0	1
63		5		2	1
64		26		0	1
65		8		8	1
66		9	9	4	1
67		26		4	1
68		0		6	1
69		3		0	1
70		35		0	1
71		1	1	0	1
72		23		1.75	1
73		1	6.25	0	1
74		5		2	1
75		4	0	0	1
76		0.25	3	0	1
77		7.75		1	1
78		15		2.5	1
79		6	6	0	1
80		8		8	1
81		2.5	0	6	1
82		2		0	1
83		0		8	1
84		12		0	1
85		2		0	1
86		14	16	5	1
87		6.5		0	1
88		4.5	4.5	0	1
89		0	17	10	1
90		2		0	1
91		2	0	2	1	20100727
92		1	5	4	1	20120702
93		1	0	15	1	20120726
94		16	5	1	1	20100824
95		2	0	7	1	20100930
96		25	0	2	1	20100824
97		10	10	15	1	20111110
98		8	0	40	1	20101021
99		0	0	22	1	20090219
100		10	0	7	1	20101228
101		22	0	38	1	20101227
102		14	0	1	1	20110113
103		8	0	3	1	20110202
104		10	0	7	1	20110311
105		6	0	2	1	20110420
106		6	6	1	1	20110502
107		7	0	7	1	20111123
108		7	0	6	1	20110525
109		20	5	0	1	20110609
110		28	0	0	1	20110620
111		0	0	40	1	20110421
112		50	0	5	1	20110629
113		50	1	2	1	20110808
114		12	0	5	1	20110810
115		0	0	5	1	20110811
116		1	0	18	1	20110817
117		20	0	17	1	20110819
118		20	0	20	1	20110819
119		3	5	4	1	20111214
120		10	0	1	1	20110829
121		5	5	4	1	20110817
122		2	0	3	1	20110914
123		11	0	7	1	20110919
124		24	10	15	1	20110922
125		4	12	3	1	20110915
126		13	7	5	1	20110923
127		5	0	1	1	20110927
128		8	0	0	1	20101028
129		12	1	5	1	20110930
130		4	0	2	1	20111005
131		7	18	7	1	20111007
132		35	30	8	1	20111003
133		3	2	2	1	20111007
134		8	0	8	1	20111012
135		17	7	1	1	20111012
136		15	0	0	1	20111003
137		15	0	16	1	20111003
138		10	0	7	1	20111017
139		21	10	4	1	20111025
140		0	0	20	1	20111025
141		3	5	9	1	20111031
142		4	0	5	1	20111104
143		5	0	1	1	20111110
144		5	0	4	1	20111020
145		8	0	4	1	20111124
146		3	0	5	1	20110514
147		30	0	3	1	20111202
148		30	0	3	1	20111202
149		30	0	3	1	20111202
150		12	1	11	1	20111207
151		20	1	7	1	20111220
152		5	0	7	1	20100922
153		5	0	2	1	20111220
154		2	1	2	1	20111205
155		8	0	4	1	20120112
156		16	12	6	1	20120112
157		20	0	7	1	20120529
158		11	0	2	1	20120106
159		12	0	3	1	20120117
160		4	0	0	1	20120126
161		2	0	5	1	20120411
162		0	0	15	1	20120126
163		0	0	0	1	20120127
164		1	0	6	1	20120131
165		9	9	14	1	20120201
166		2	0	8	1	20120207
167		14	0	0	1	20120208
168		27	22	7	1	20120814
169		15	0	17	1	20120216
170		12	0	13	1	20120216
171		1	0	7	1	20120216
172		28	5	17	1	20120221
173		20	1	13	1	20120224
174		6	2	2	1	20120228
175		10	0	7	1	20120301
176		15	0	8	1	20120620
177		4	1	4	1	20120307
178		27	17	10	1	20120228
179		1	0	9	1	20120308
180		8	3	6	1	20120815
181		11	0	2	1	20120305
182		14	0	14	1	20120303
183		40	0	33	1	20120315
184		4	0	4	1	20120206
185		10	10	0	1	20120127
186		10	18	9	1	20120320
187		1	2	2	1	20120321
188		17	7	1	1	20120322
189		23	12	2	1	20120322
190		10	3	2	1	20120322
191		18	0	7	1	20120326
192		12	10	0	1	20120326
193		14	0	11	1	20120322
194		21	2	2	1	20120518
195		10	0	16	1	20120326
196		1	0	8	1	20120330
197		14	20	18	1	20120402
198		5	6	1	1	20120710
199		5	0	3	1	20120820
200		40	35	3	1	20120416
201		40	35	3	1	20120416
202		11	9	3	1	20120416
203		0	0	2	1	20120418
204		0	0	9	1	20120410
205		5	0	1	1	20120412
206		6	0	8	1	20120420
207		3	1	1	1	20120424
208		7	16	24	1	20120423
209		10	2	20	1	20120417
210		8	0	8	1	20120215
211		6	10	13	1	20120501
212		5	1	1	1	20120501
213		41	0	32	1	20120502
214		1	3	1	1	20120502
215		8	0	17	1	20120502
216		10	5	7	1	20120503
217		2	3	3	1	20120501
218		4	0	2	1	20120723
219		16	0	3	1	20120504
220		11	0	3	1	20120418
221		5	8	2	1	20120503
222		15	15	0	1	20120502
223		30	0	20	1	20120426
224		7	3	1	1	20110202
225		3	0	2	1	20120508
226		3	15	9	1	20120507
227		47	38	7	1	20120508
228		38	0	32	1	20120508
229		3	0	2	1	20120508
230		1	7	3	1	20120508
231		31	0	19	1	20120809
232		16	16	1	1	20120906
233		9	0	2	1	20120510
234		5	12	9	1	20120502
235		21	0	8	1	20120504
236		10	4	5	1	20120511
237		1	30	26	1	20120413
238		9	0	7	1	20120514
239		4	0	3	1	20120425
240		10	3	12	1	20111130
241		2	0	1	1	20120515
242		18	0	8	1	20120522
243		22	16	23	1	20120515
244		20	10	9	1	20120516
245		7	0	24	1	20120423
246		7	3	2	1	20120516
247		4	0	7	1	20110726
248		12	3	4	1	20120517
249		7	0	3	1	20120518
250		20	0	5	1	20120518
251		23	23	1	1	20120521
252		12	7	11	1	20120522
253		18	0	15	1	20120522
254		20	7	3	1	20120523
255		0	0	4	1	20120521
256		4	2	2	1	20120521
257		10	20	10	1	20120523
258		14	10	11	1	20120525
259		3	17	5	1	20120524
260		0	1	19	1	20120523
261		0	0	2	1	20120525
262		15	9	2	1	20120525
263		9	0	7	1	20120524
264		17	1	12	1	20120503
265		3	0	3	1	20120529
266		2	15	6	1	20120524
267		30	0	4	1	20120529
268		8	0	11	1	20120521
269		1	0	5	1	20120718
270		4	0	2	1	20120531
271		10	10	30	1	20120531
272		0	0	31	1	20120530
273		1	0	1	1	20120604
274		0	0	7	1	20120604
275		24	2	14	1	20120605
276		16	5	15	1	20120605
277		2	0	7	1	20120604
278		23	0	1	1	20120605
279		3	2	1	1	20120606
280		4	0	8	1	20120605
281		0	0	2	1	20120604
282		2	0	1	1	20120517
283		6	0	18	1	20110611
284		13	13	3	1	20120409
285		3	3	3	1	20120612
286		20	0	20	1	20120612
287		20	0	20	1	20120612
288		0	0	3	1	20120531
289		3	3	8	1	20120615
290		16	0	9	1	20120618
291		5	0	1	1	20120618
292		5	0	6	1	20120615
293		4	10	10	1	20120618
294		3	6	2	1	20120619
295		7	3	16	1	20120619
296		1	0	3	1	20120620
297		15	15	6	1	20120615
298		0	25	1	1	20120614
299		1	35	12	1	20120614
300		9	0	3	1	20120622
301		7	6	3	1	20120622
302		1	1	2	1	20120622
303		0	2	8	1	20120626
304		5	0	1	1	20120626
305		9	16	1	1	20120521
306		0	0	4	1	20120626
307		12	5	7	1	20120628
308		11	4	16	1	20120628
309		5	8	4	1	20120625
310		1	2	7	1	20120702
311		2	0	7	1	20120621
312		6	6	9	1	20120702
313		10	5	7	1	20120703
314		6	9	7	1	20120620
315		5	3	1	1	20120629
316		38	32	21	1	20120810
317		1	3	1	1	20120709
318		10	0	10	1	20120706
319		8	0	8	1	20120706
320		2	0	0	1	20120628
321		3	4	7	1	20120709
322		0	0	10	1	20120709
323		24	0	17	1	20120705
324		17	0	7	1	20120712
325		27	0	3	1	20120625
326		2	8	5	1	20120711
327		35	10	7	1	20120213
328		12	15	5	1	20120713
329		3	0	11	1	20120712
330		1	24	3	1	20120713
331		3	0	3	1	20120627
332		0	0	8	1	20120711
333		7	15	3	1	20120724
334		0	2	2	1	20120710
335		8	0	13	1	20120713
336		12	0	1	1	20120706
337		10	0	4	1	20120814
338		13	11	2	1	20120717
339		8	6	8	1	20120713
340		9	10	2	1	20120712
341		16	2	10	1	20120718
342		1	5	3	1	20120717
343		1	0	1	1	20120806
344		0	0	7	1	20120709
345		8	2	3	1	20120719
346		1	5	2	1	20120719
347		31	0	4	1	20120618
348		4	2	1	1	20120719
349		11	4	10	1	20120718
350		2	2	1	1	20120718
351		3	4	8	1	20120717
352		7	6	3	1	20120924
353		10	0	1	1	20120720
354		14	0	2	1	20120720
355		10	0	8	1	20120625
356		14	0	14	1	20120723
357		12	12	7	1	20120723
358		11	0	1	1	20120723
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360		40	0	6	1	20120723
361		1	0	1	1	20120724
362		0	0	2	1	20120718
363		25	0	14	1	20120725
364		3	8	11	1	20120820
365		11	0	2	1	20120719
366		4	6	13	1	20120725
367		14	0	4	1	20120718
368		20	0	17	1	20120628
369		10	0	14	1	20120713
370		2	0	18	1	20120724
371		9	2	2	1	20120727
372		12	6	18	1	20120718
373		7	12	10	1	20120724
374		1	2	4	1	20120731
375		6	0	2	1	20120731
376		1	5	3	1	20120721
377		20	0	20	1	20120731
378		1	13	2	1	20120731
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380		2	0	5	1	20120730
381		14	4	1	1	20120731
382		1	0	1	1	20120730
383		6	0	2	1	20120731
384		1	7	0	1	20120731
385		5	0	3	1	20120801
386		5	8	2	1	20120724
387		9	9	4	1	20120727
388		15	0	2	1	20120814
389		21	15	20	1	20120802
390		3	8	7	1	20120803
391		5	0	7	1	20120904
392		1	3	1	1	20120802
393		14	0	11	1	20120801
394		17	7	2	1	20120720
395		19	0	9	1	20120731
396		0	0	4	1	20120806
397		0	15	10	1	20120807
398		3	8	7	1	20120807
399		0	4	3		20120807
400		1	0	10	1	20120808
401		1	0	4	1	20120806
402		4	7	1	1	20120809
403		9	1	16	1	20120808
404		10	0	25	1	20120809
405		9	1	16	1	20120808
406		9	1	16	1	20120808
407		19	0	3	1	20120809
408		10	2	9	1	20120809
409		0	0	7	1	20120813
410		0	0	3	1	20120813
411		15	0	2	1	20120814
412		1	9	2	1	20120822
413		2	0	1	1	20120820
414		16	24	2	1	20120817
415		6	0	1	1	20120815
416		7	12	2	1	20120820
417		4	4	1	1	20120822
418		10	2	9	1	20120809
419		1	19	9	1	20120827
420		1	7	5	1	20120828
421		6	0	8	1	20120829
422		12	0	3	1	20120829
423		2	0	8	1	20120806
424		2	2	4	1	20120830
425		3	11	2	1	20120830
426		4	0	4	1	20120910
427		4	4	2	1	20120912
428		7	0	7	1	20120911
429		11	0	10	1	20120917
430		0	0	12	1	20120917
431		7	11	2	1	20120829
432		1	1	2	1	20120920
433		1	4	4	1	20120921
434		33	0	11	1	20111102
435		10		4	1
436		6.5		0	1
437		0	4.5	4	1
438		10.5	1.5	0	1
439		14	9.5	11.25	1
440		8	13	2.25	1
441		23		2	1
442		4	13	6	1
443		5		0	1
444		0.25		12	1
445		14	27	7	1
446		0		8	1
447		10	4	7.5	1
448		25		6	1
449		12.5		5	1
450		7		8	1
451		16.5	5	9	1
452		24		14	1
453		7		7	1
454		13	3	9	1
455		20.25		7	1
456		1		1.5	1
457		2	2	2	1
458		15		20	1
459		0		0	1
460		12.75		10	1
461		5		1.5	1
462		13.25	0.25	2.5	1
463		2.25		9.75	1
464		8.25	2.75	1	1
465		3.5	14	0	1
466		16.25		7	1
467		6	5	5	1
468		23.25		7	1
469		0	8	20	1
470		6	10	0	1
471		0.5	1	0	1
472		12		0	1
473		24.75		7	1
474		1.5		7	1
475		35		12	1
476		7.5		0	1
477		16.25		10	1
478		20		10	1
479		1	4	0	1
480		15		11	1
481		9		5	1
482		0		6	1
483		8.5	8	1	1
484		10	10	8	1
485		10	11	1	1
486		0.25	6	8	1
487		15.5		3.25	1
488		8.25		1	1
489		7.5	25	0	1
490		5		0	1
491		5.75		1.75	1
492		5		0	1
493		2	0	0.25	1
494		4.5		2.25	1
495		5		2	1
496		9.75		1	1
497		3.5	18	0	1
498		5.75		8	1
499		13		0	1
500		9.75	5	5	1
501		0		8	1
502		15		3	1
503		27		4	1
504		8		0	1
505		10		0	1
506		9.25		5.75	1
507		1.5	0	2	1
508		5		1.5	1
509		18		1.25	1
510		34	25	0	1
511		18		0	1
512		7	7	0	1
513		4.25		5.75	1
514		13		2	1
515		10		1.25	1
516		22		6	1
517		7		0	1
518		32	2	4.5	1
519		10		2	1
520		0		4	1
521		3		6	1
522		3.5	17.25	2	1
523		2.75	18	0	1
524		5	5	3	1
525		0		12.75	1
526		11	7	5.25	1
527		1		1	1
528		0		5	1
529		12		1	1
530		5	0	4	1
531		11		12	1
532		9		0	1
533		0		2	1
534		0	21	2	1
535		6.5	15	5	1
536		5	4.5	0	1
537		8	8	0	1
538		5	5	1.5	1
539		7.75		0	1
540		20	3.5	1.5	1
541		19	17	15	1
542		24		0	1
543		0		0	1
544		10	10	6	1
545		2	5.5	2	1
546		4	5	13	1
547		0		0	1
548		2.25	3	0	1
549		9.25		0	1
550		6		0	1
551		3		12.5	1
552		13		1	1
553		6.25	16.75	1.25	1
554		2	2	0	1
555		1.5		7	1
556		18		15	1
557		0		10	1
558		8		2	1
559		27		3	1
560		8.25		0	1
561		14.5		2	1
562		6.25		0	1
563		3.25	2.25	1	1
564		0.5	0	5	1
565		6.25		0	1
566		8		0.5	1
567		5		0	1
568		17		6	1
569		9.75		2.17	1
570		8	26	2	1
571		25.4	0	17	1
572		39		23	1
573		0.3	0	0	1
574		15	8	0	1
575		9	9	8	1
576		10	10	0	1
577		8		1.5	1
578		9		5	1
579		6	6	0	1
580		25		0	1
581		0		0	1
582		30		0	1
583		21		0	1
584		18	2	2.25	1
585		2.75	4	4	1
586		8.25	11	6.25	1
587		14		0	1
588		25		1.5	1
589		6	2	3	1
590		8		0	1
591		2	1.5	13	1
592		5		6	1
593		4.75		0.75	1
594		10		2	1
595		27	1.5	0	1
596		3		3.5	1
597		14		0	1
598		7		0.75	1
599		15		0	1
600		10	1	0	1
601		2.5		6	1
602		10		8	1
603		14	9	3	1
604		4.5		2.25	1
605		7.75		0	1
606		16		2.5	1
607		11	10	0.5	1
608		13	2	3.5	1
609		2.5	8	5	1
610		16	4.25	0	1
611		7.5	2.5	9.5	1
612		0.5		0	1
613		3.25		3	1
614		2.25		0	1
615		19		7	1
616		5		0	1
617		11	0.25	2	1
618		0		0	1
619		6		0.25	1
620		1		0	1
621		5	0	2.5	1
622		6		4	1
623		26		0	1
624		5.1	0	12	1
625		7.9	0	0	1
626		32		6	1
627		17		3	1
628		2	0.25	2	1
629		0		6.5	1
630		13		10	1
631		23	0	4	1
632		9		0.25	1
633		27	12	1	1
634		0		0	1
635		12	15	6.75	1
636		12	6	2.25	1
637		17		12	1
638		3		3	1
639		0	6	0.5	1
640		24	21	4	1
641		5		1	1
642		1	1	1	1
643		34	32	21	1
644		13		6.5	1
645		4	0	6	1
646		11		0	1
647		8	8.5	0	1
648		2.25	4	0	1
649		9	2	5	1
650		18		0	1
651		12	14	0.25	1
652		12	7	0	1
653		21.5		1.25	1
654		17		0	1
655		30	10.25	0	1
656		1	5	0	1
657		29		0	1
658		1.5	17	0	1
659		4		0	1
660		12		2	1
661		13		4	1
662		7	2	22	1
663		20		10	1
664		0		5	1
665		1.5		0	1
666		5	0	0	1
667		4	20	2	1
668		18		2	1
669		0.25		0	1
670		16.25	2.75	5.5	1
671		30.5	30.4	20.42	1
672		9.8	0	0	1
673		0		0	1
674		1.75		0	1
675		36		0	1
676		12		0	1
677		1.25		1	1
678		0	6	0	1
679		7	2	0	1
680		0		10	1
681		0		0	1
682		1		0	1
683		11		8	1
684		6		0	1
685		10		10	1
686		18		0.5	1
687		5	4	9	1
688		28		8	1
689		15		0.75	1
690		1	4.75	6	1
691		4		8	1
692		12	1	4	1
693		20		6	1
694		18		5	1
695		15		9	1
696		6	22	4	1
697		3.5	10	2	1
698		15		13	1
699		7	0.75	0.5	1
700		8	15	3	1
701		28		6.5	1
702		5	4	1.25	1
703		14.5		2	1
704		11	11	4	1
705		9	1	2	1
706		7	8	8	1
707		4	3	0	1
708		6		6	1
709		1	20	4	1
710		2		16	1
711		8.25	4.5	8	1
712		16.5	0	3	1
713		13		2.25	1
714		16		4	1
715		24	19	8	1
716		3.75		4	1
717		6	5	0	1
718		11		4.5	1
719		2.75	21	2.25	1
720		2		0	1
721		5		0	1
722		3.5		0	1
723		0.25		5.25	1
724		13.25		6.5	1
725		17		0	1
726		0	22	0	1
727		16	18	5	1
728		8		0	1
729		4		0	1
730		6		0	1
731		0		3.5	1
732		7	7	6	1
733		15	11	8	1
734		16.75	12.5	0	1
735		6.5	7.75	1.5	1
736		0	0.75	0	1
737		8		0	1
738		1	6	0	1
739		16		0	1
740		11		0	1
741		1		0	1
742		9		0	1
743		15		1.25	1
744		30		12	1
745		3		1	1
746		7	1	0	1
747		5		10	1
748		0		9	1
749		1		1.5	1
750		5		3	1
751		2.5	12	1.5	1
752		2		0	1
753		18		3	1
754		10	6.5	0	1
755		15.6	0	0	1
756		0.75	0.15	0	1
757		9.9	2	2.6	1
758		16	1	0	1
759		4.2	4	0	1
760		14	1	0	1
761		12	2.11	0	1
762		6	0	4	1
763		3.67	0	1	1
764		4	0	1	1
765		4.25	2.5	0	1
766		3	1	5	1
767		1.1	2	0	1
768		4	0	10	1
769		0.1	1	0	1
770		5	4	0	1
771		0.7	0	2	1
772		8.5	0	5	1
773		2	0	1.3	1
774		1	22	2	1
775		0.01	0	0	1
776		16	1	2	1
777		12	0	1.67	1

	83	84	85	86	87	88	89	90	91
	Secondary Wage Earner Original FICO: Equifax	Secondary Wage Earner Original FICO: Experian	Secondary Wage Earner Original FICO: TransUnion	Original Primary Borrower FICO	Most Recent Primary Borrower FICO	Most Recent Co- Borrower FICO	Most Recent FICO Method	VantageScore: Primary Borrower	VantageScore: Co- Borrower
1				754
2				751
3				768
4				797
5				796
6				789
7				757
8				725
9				795
10				801
11				780
12				795
13				793
14				751
15				784
16				777
17				779
18				809
19				791
20				726
21				779
22				739
23				775
24				756
25				736
26				793
27				763
28				760
29				760
30				782
31				753
32				757
33				727
34				792
35				799
36				796
37				771
38				776
39				800
40				724
41				710
42				793
43				768
44				721
45				767
46				771
47				769
48				731
49				770
50				788
51				782
52				757
53				802
54				794
55				791
56				779
57				730
58				758
59				791
60				794
61				730
62				797
63				729
64				817
65				786
66				801
67				709
68				808
69				777
70				790
71				784
72				799
73				800
74				752
75				789
76				789
77				731
78				755
79				799
80				789
81				787
82				757
83				788
84				724
85				713
86				788
87				774
88				802
89				758
90				744
91				809	809		3
92				799
93				800
94				766	799		3
95				772	795		3
96				777
97				812	782		3
98				820	794		3
99				820	685		3
100				710	798		3
101				726	806		3
102				817	818		3
103				727	768		3
104				800	781		3
105				771	699		3
106				788	780		3
107				787	707		3
108				795	770		3
109				746	747		3
110				807	810		3
111				784	788		3
112				798	810		3
113				788	782		3
114				791	780		3
115				810	785		3
116				805	778		3
117				772	777		3
118				809	807		3
119				777	794		3
120				790	783		3
121				752	771		3
122				800	789		3
123				786	783		3
124				803	807		3
125				751
126				800	768		3
127				770	778		3
128				791	777		3
129				748	760		3
130				792	727		3
131				781	768		3
132				760	729		3
133				810	804		3
134				802	797		3
135				778	744		3
136				793	737		3
137				804	737		3
138				814	805		3
139				770
140				790	799		3
141				811	805		3
142				772	757		3
143				675	666		3
144				752	732		3
145				759	750		3
146				780	735		3
147				701	672		3
148				701	672		3
149				701	672		3
150				795	799		3
151				766	777		3
152				816	726		3
153				750	749		3
154				714	671		3
155				717	725		3
156				795	798		3
157				797	781		3
158				793	799		3
159				717	707		3
160				778	782		3
161				746	772		3
162				825	795		3
163				789	788		3
164				782	773		3
165				774	772		3
166				728	762		3
167				790	771		3
168				772
169				793	737		3
170				772	779		3
171				781	789		3
172				793	805		3
173				694	705		3
174				771	749		3
175				800	787		3
176				751
177				763	776		3
178				818	794		3
179				796	809		3
180				771
181				777	773		3
182				787	707		3
183				807	790		3
184				781	763		3
185				763	780		3
186				800	793		3
187				797	790		3
188				758
189				813
190				809	792		3
191				724	720		3
192				816	798		3
193				750	755		3
194				787	789		3
195				810	812		3
196				717	756		3
197				806	796		3
198				797
199				779
200				771	789		3
201				771	789		3
202				766
203				808	802		3
204				819	801		3
205				765	784		3
206				803	797		3
207				777	699		3
208				804	796		3
209				792	789		3
210				785	766		3
211				762
212				787	752		3
213				812	801		3
214				799	791		3
215				784	779		3
216				809	765		3
217				778	765		3
218				797
219				715	690		3
220				729	685		3
221				773
222				781
223				796	801		3
224				753
225				731	726		3
226				785	802		3
227				778	802		3
228				772	792		3
229				796	719		3
230				798	732		3
231				763	743		3
232				746
233				786
234				811	728		3
235				786	770		3
236				800	730		3
237				778	719		3
238				761	742		3
239				791	770		3
240				786	790		3
241				790
242				753	798		3
243				790	751		3
244				799	797		3
245				804	796		3
246				783	796		3
247				746	693		3
248				700	690		3
249				772	764		3
250				749	750		3
251				795	778		3
252				799	777		3
253				727	739		3
254				768	766		3
255				795	791		3
256				772	783		3
257				786	786		3
258				783
259				768	772		3
260				788	737		3
261				758	743		3
262				770	767		3
263				780	757		3
264				791	779		3
265				791	801		3
266				794
267				761
268				755
269				789
270				770
271				797	779		3
272				780	802		3
273				697	674		3
274				800
275				732	788		3
276				779	769		3
277				798
278				792
279				791	778		3
280				748
281				760
282				751	663		3
283				802	786		3
284				763	750		3
285				784
286				765	778		3
287				766	778		3
288				788
289				816
290				793
291				802	751		3
292				760	780		3
293				738
294				792
295				792
296				716	737		3
297				802	814		3
298				814
299				785
300				809
301				792
302				749	713		3
303				811	786		3
304				808
305				793
306				775
307				782
308				777
309				767
310				817
311				741
312				787	765		3
313				789	780		3
314				811	766		3
315				783
316				808
317				751
318				767
319				800
320				792
321				796
322				822
323				798
324				801
325				762
326				787
327				795
328				775
329				809
330				806
331				800
332				782
333				814
334				798
335				800
336				770
337				809
338				804
339				799
340				809
341				793
342				764
343				757
344				816
345				812
346				792
347				808
348				781
349				801
350				808
351				753
352				787
353				799
354				728
355				783
356				790
357				802
358				798
359				723
360				815
361				773
362				702
363				768
364				766
365				802
366				795
367				788
368				780
369				790
370				800
371				800
372				795
373				798
374				789
375				786
376				761
377				773
378				796
379				779
380				778
381				786
382				815
383				796
384				784
385				786
386				803
387				793
388				787
389				775
390				789
391				765
392				779
393				789
394				739
395				791
396				798
397				752
398				801
399				804
400				794
401				775
402				817
403				797
404				805
405				797
406				797
407				797
408				777
409				813
410				788
411				737
412				799
413				769
414				803
415				802
416				807
417				804
418				777
419				779
420				762
421				790
422				782
423				794
424				777
425				732
426				780
427				785
428				801
429				778
430				803
431				793
432				798
433				798
434				811	785		3
435				736
436				770
437				764
438				771
439				738
440				790
441				780
442				806
443				790
444				788
445				810
446				778
447				743
448				780
449				746
450				772
451				752
452				772
453				799
454				731
455				729
456				791
457				772
458				780
459				787
460				801
461				777
462				780
463				807
464				781
465				789
466				797
467				788
468				805
469				788
470				787
471				770
472				794
473				801
474				782
475				728
476				783
477				782
478				812
479				753
480				774
481				790
482				733
483				779
484				775
485				768
486				762
487				777
488				769
489				775
490				783
491				726
492				770
493				776
494				785
495				798
496				803
497				782
498				760
499				772
500				788
501				768
502				767
503				722
504				805
505				771
506				735
507				749
508				732
509				802
510				790
511				800
512				778
513				732
514				763
515				786
516				747
517				769
518				793
519				787
520				764
521				787
522				792
523				744
524				760
525				782
526				772
527				790
528				791
529				793
530				758
531				787
532				789
533				750
534				770
535				800
536				772
537				784
538				776
539				781
540				730
541				786
542				725
543				726
544				733
545				787
546				711
547				793
548				764
549				783
550				767
551				764
552				764
553				790
554				730
555				797
556				786
557				790
558				789
559				777
560				721
561				736
562				767
563				765
564				808
565				784
566				773
567				782
568				793
569				774
570				712
571				785
572				774
573				749
574				799
575				800
576				703
577				778
578				809
579				778
580				790
581				735
582				761
583				787
584				701
585				765
586				743
587				791
588				801
589				790
590				769
591				795
592				793
593				801
594				811
595				765
596				752
597				742
598				782
599				764
600				808
601				795
602				786
603				746
604				737
605				796
606				802
607				759
608				757
609				766
610				798
611				753
612				801
613				726
614				777
615				776
616				755
617				768
618				792
619				785
620				784
621				786
622				749
623				766
624				752
625				807
626				791
627				790
628				762
629				782
630				739
631				794
632				781
633				799
634				796
635				795
636				804
637				804
638				784
639				773
640				743
641				800
642				739
643				809
644				783
645				799
646				769
647				800
648				731
649				793
650				783
651				777
652				755
653				762
654				795
655				784
656				755
657				766
658				732
659				716
660				790
661				778
662				796
663				795
664				779
665				774
666				770
667				728
668				815
669				800
670				722
671				801
672				743
673				752
674				803
675				793
676				788
677				712
678				770
679				803
680				773
681				799
682				807
683				793
684				803
685				780
686				777
687				790
688				793
689				735
690				800
691				807
692				791
693				773
694				805
695				816
696				787
697				775
698				758
699				742
700				727
701				783
702				808
703				764
704				737
705				745
706				795
707				780
708				792
709				777
710				770
711				777
712				777
713				800
714				784
715				751
716				726
717				792
718				780
719				768
720				738
721				789
722				790
723				766
724				753
725				748
726				724
727				767
728				745
729				765
730				764
731				815
732				724
733				727
734				777
735				725
736				782
737				779
738				791
739				813
740				797
741				772
742				801
743				712
744				684
745				713
746				790
747				761
748				749
749				824
750				772
751				789
752				752
753				771
754				778
755				781
756				759
757				790
758				793
759				781
760				743
761				740
762				800
763				741
764				757
765				802
766				764
767				776
768				759
769				768
770				791
771				757
772				755
773				804
774				731
775				756
776				794
777				766

	92	93	94	95	96	97	98	99	100
	Most Recent VantageScore Method	VantageScore Date	Credit Report: Longest Trade Line	Credit Report: Maximum Trade Line	Credit Report: Number of Trade Lines	Credit Line Usage Ratio	Most Recent 12- month Pay History	Months Bankruptcy	Months Foreclosure
1							000000000000
2							000000000000
3							000000000000
4							000000000000
5							000000000000
6							000000000000
7							000000000000
8							000000000000
9							000000000000
10							000000000000
11							000000000000
12							000000000000
13							000000000000
14							000000000000
15							000000000000
16							000000000000
17							000000000000
18							000000000000
19							000000000000
20							000000000000
21							000000000000
22							000000000000
23							000000000000
24							000000000000
25							000000000000
26							000000000000
27							000000000000
28							000000000000
29							000000000000
30							000000000000
31							000000000000
32							000000000000
33							000000000000
34							000000000000
35							000000000000
36							000000000000
37							000000000000
38							000000000000
39							000000000000
40							000000000000
41							000000000000
42							000000000000
43							000000000000
44							000000000000
45							000000000000
46							000000000000
47							000000000000
48							000000000000
49							000000000000
50							000000000000
51							000000000000
52							000000000000
53							000000000000
54							000000000000
55							000000000000
56							000000000000
57							000000000000
58							000000000000
59							000000000000
60							000000000000
61							000000000000
62							000000000000
63							000000000000
64							000000000000
65							000000000000
66							000000000000
67							000000000000
68							000000000000
69							000000000000
70							000000000000
71							000000000000
72							000000000000
73							000000000000
74							000000000000
75							000000000000
76							000000000000
77							000000000000
78							000000000000
79							000000000000
80							000000000000
81							000000000000
82							000000000000
83							000000000000
84							000000000000
85							000000000000
86							000000000000
87							000000000000
88							000000000000
89							000000000000
90							000000000000
91							000000000000
92							000000000000
93							000000000000
94							000000000000
95							000000000000
96							000000000000
97							000000000000
98							000000000000
99							000000000000
100							000000000000
101							000000000000
102							000000000000
103							000000000000
104							000000000000
105							000000000000
106							000000000000
107							000000000000
108							000000000000
109							000000000000
110							000000000000
111							000000000000
112							000000000000
113							000000000000
114							000000000000
115							000000000000
116							000000000000
117							000000000000
118							000000000000
119							000000000000
120							000000000000
121							000000000000
122							000000000000
123							000000000000
124							000000000000
125							000000000000
126							000000000000
127							000000000000
128							000000000000
129							000000000000
130							000000000000
131							000000000000
132							000000000000
133							000000000000
134							000000000000
135							000000000000
136							000000000000
137							000000000000
138							000000000000
139							000000000000
140							000000000000
141							000000000000
142							000000000000
143							000000000000
144							000000000000
145							000000000000
146							000000000000
147							000000000000
148							000000000000
149							000000000000
150							000000000000
151							000000000000
152							000000000000
153							000000000000
154							000000000000
155							000000000000
156							000000000000
157							000000000000
158							000000000000
159							000000000000
160							000000000000
161							000000000000
162							000000000000
163							000000000000
164							000000000000
165							000000000000
166							000000000000
167							000000000000
168							000000000000
169							000000000000
170							000000000000
171							000000000000
172							000000000000
173							000000000000
174							000000000000
175							000000000000
176							000000000000
177							000000000000
178							000000000000
179							000000000000
180							000000000000
181							000000000000
182							000000000000
183							000000000000
184							000000000000
185							000000000000
186							000000000000
187							000000000000
188							000000000000
189							000000000000
190							000000000000
191							000000000000
192							000000000000
193							000000000000
194							000000000000
195							000000000000
196							000000000000
197							000000000000
198							000000000000
199							000000000000
200							000000000000
201							000000000000
202							000000000000
203							000000000000
204							000000000000
205							000000000000
206							000000000000
207							000000000000
208							000000000000
209							000000000000
210							000000000000
211							000000000000
212							000000000000
213							000000000000
214							000000000000
215							000000000000
216							000000000000
217							000000000000
218							000000000000
219							000000000000
220							000000000000
221							000000000000
222							000000000000
223							000000000000
224							000000000000
225							000000000000
226							000000000000
227							000000000000
228							000000000000
229							000000000000
230							000000000000
231							000000000000
232							000000000000
233							000000000000
234							000000000000
235							000000000000
236							000000000000
237							000000000000
238							000000000000
239							000000000000
240							000000000000
241							000000000000
242							000000000000
243							000000000000
244							000000000000
245							000000000000
246							000000000000
247							000000000000
248							000000000000
249							000000000000
250							000000000000
251							000000000000
252							000000000000
253							000000000000
254							000000000000
255							000000000000
256							000000000000
257							000000000000
258							000000000000
259							000000000000
260							000000000000
261							000000000000
262							000000000000
263							000000000000
264							000000000000
265							000000000000
266							000000000000
267							000000000000
268							000000000000
269							000000000000
270							000000000000
271							000000000000
272							000000000000
273							000000000000
274							000000000000
275							000000000000
276							000000000000
277							000000000000
278							000000000000
279							000000000000
280							000000000000
281							000000000000
282							000000000000
283							000000000000
284							000000000000
285							000000000000
286							000000000000
287							000000000000
288							000000000000
289							000000000000
290							000000000000
291							000000000000
292							000000000000
293							000000000000
294							000000000000
295							000000000000
296							000000000000
297							000000000000
298							000000000000
299							000000000000
300							000000000000
301							000000000000
302							000000000000
303							000000000000
304							000000000000
305							000000000000
306							000000000000
307							000000000000
308							000000000000
309							000000000000
310							000000000000
311							000000000000
312							000000000000
313							000000000000
314							000000000000
315							000000000000
316							000000000000
317							000000000000
318							000000000000
319							000000000000
320							000000000000
321							000000000000
322							000000000000
323							000000000000
324							000000000000
325							000000000000
326							000000000000
327							000000000000
328							000000000000
329							000000000000
330							000000000000
331							000000000000
332							000000000000
333							000000000000
334							000000000000
335							000000000000
336							000000000000
337							000000000000
338							000000000000
339							000000000000
340							000000000000
341							000000000000
342							000000000000
343							000000000000
344							000000000000
345							000000000000
346							000000000000
347							000000000000
348							000000000000
349							000000000000
350							000000000000
351							000000000000
352							000000000000
353							000000000000
354							000000000000
355							000000000000
356							000000000000
357							000000000000
358							000000000000
359							000000000000
360							000000000000
361							000000000000
362							000000000000
363							000000000000
364							000000000000
365							000000000000
366							000000000000
367							000000000000
368							000000000000
369							000000000000
370							000000000000
371							000000000000
372							000000000000
373							000000000000
374							000000000000
375							000000000000
376							000000000000
377							000000000000
378							000000000000
379							000000000000
380							000000000000
381							000000000000
382							000000000000
383							000000000000
384							000000000000
385							000000000000
386							000000000000
387							000000000000
388							000000000000
389							000000000000
390							000000000000
391							000000000000
392							000000000000
393							000000000000
394							000000000000
395							000000000000
396							000000000000
397							000000000000
398							000000000000
399							000000000000
400							000000000000
401							000000000000
402							000000000000
403							000000000000
404							000000000000
405							000000000000
406							000000000000
407							000000000000
408							000000000000
409							000000000000
410							000000000000
411							000000000000
412							000000000000
413							000000000000
414							000000000000
415							000000000000
416							000000000000
417							000000000000
418							000000000000
419							000000000000
420							000000000000
421							000000000000
422							000000000000
423							000000000000
424							000000000000
425							000000000000
426							000000000000
427							000000000000
428							000000000000
429							000000000000
430							000000000000
431							000000000000
432							000000000000
433							000000000000
434							000000000000
435							000000000000
436							000000000000
437							000000000000
438							000000000000
439							000000000000
440							000000000000
441							000000000000
442							000000000000
443							000000000000
444							000000000000
445							000000000000
446							000000000000
447							000000000000
448							000000000000
449							000000000000
450							000000000000
451							000000000000
452							000000000000
453							000000000000
454							000000000000
455							000000000000
456							000000000000
457							000000000000
458							000000000000
459							000000000000
460							000000000000
461							000000000000
462							000000000000
463							000000000000
464							000000000000
465							000000000000
466							000000000000
467							000000000000
468							000000000000
469							000000000000
470							000000000000
471							000000000000
472							000000000000
473							000000000000
474							000000000000
475							000000000000
476							000000000000
477							000000000000
478							000000000000
479							000000000000
480							000000000000
481							000000000000
482							000000000000
483							000000000000
484							000000000000
485							000000000000
486							000000000000
487							000000000000
488							000000000000
489							000000000000
490							000000000000
491							000000000000
492							000000000000
493							000000000000
494							000000000000
495							000000000000
496							000000000000
497							000000000000
498							000000000000
499							000000000000
500							000000000000
501							000000000000
502							000000000000
503							000000000000
504							000000000000
505							000000000000
506							000000000000
507							000000000000
508							000000000000
509							000000000000
510							000000000000
511							000000000000
512							000000000000
513							000000000000
514							000000000000
515							000000000000
516							000000000000
517							000000000000
518							000000000000
519							000000000000
520							000000000000
521							000000000000
522							000000000000
523							000000000000
524							000000000000
525							000000000000
526							000000000000
527							000000000000
528							000000000000
529							000000000000
530							000000000000
531							000000000000
532							000000000000
533							000000000000
534							000000000000
535							000000000000
536							000000000000
537							000000000000
538							000000000000
539							000000000000
540							000000000000
541							000000000000
542							000000000000
543							000000000000
544							000000000000
545							000000000000
546							000000000000
547							000000000000
548							000000000000
549							000000000000
550							000000000000
551							000000000000
552							000000000000
553							000000000000
554							000000000000
555							000000000000
556							000000000000
557							000000000000
558							000000000000
559							000000000000
560							000000000000
561							000000000000
562							000000000000
563							000000000000
564							000000000000
565							000000000000
566							000000000000
567							000000000000
568							000000000000
569							000000000000
570							000000000000
571							000000000000
572							000000000000
573							000000000000
574							000000000000
575							000000000000
576							000000000000
577							000000000000
578							000000000000
579							000000000000
580							000000000000
581							000000000000
582							000000000000
583							000000000000
584							000000000000
585							000000000000
586							000000000000
587							000000000000
588							000000000000
589							000000000000
590							000000000000
591							000000000000
592							000000000000
593							000000000000
594							000000000000
595							000000000000
596							000000000000
597							000000000000
598							000000000000
599							000000000000
600							000000000000
601							000000000000
602							000000000000
603							000000000000
604							000000000000
605							000000000000
606							000000000000
607							000000000000
608							000000000000
609							000000000000
610							000000000000
611							000000000000
612							000000000000
613							000000000000
614							000000000000
615							000000000000
616							000000000000
617							000000000000
618							000000000000
619							000000000000
620							000000000000
621							000000000000
622							000000000000
623							000000000000
624							000000000000		13445
625							000000000000
626							000000000000
627							000000000000
628							000000000000
629							000000000000
630							000000000000
631							000000000000
632							000000000000
633							000000000000
634							000000000000
635							000000000000
636							000000000000
637							000000000000
638							000000000000
639							000000000000
640							000000000000
641							000000000000
642							000000000000
643							000000000000
644							000000000000
645							000000000000
646							000000000000
647							000000000000
648							000000000000
649							000000000000
650							000000000000
651							000000000000
652							000000000000
653							000000000000
654							000000000000
655							000000000000
656							000000000000
657							000000000000
658							000000000000
659							000000000000
660							000000000000
661							000000000000
662							000000000000
663							000000000000
664							000000000000
665							000000000000
666							000000000000
667							000000000000
668							000000000000
669							000000000000
670							000000000000
671							000000000000
672							000000000000
673							000000000000
674							000000000000
675							000000000000
676							000000000000
677							000000000000
678							000000000000
679							000000000000
680							000000000000
681							000000000000
682							000000000000
683							000000000000
684							000000000000
685							000000000000
686							000000000000
687							000000000000
688							000000000000
689							000000000000
690							000000000000
691							000000000000
692							000000000000
693							000000000000
694							000000000000
695							000000000000
696							000000000000
697							000000000000
698							000000000000
699							000000000000
700							000000000000
701							000000000000
702							000000000000
703							000000000000
704							000000000000
705							000000000000
706							000000000000
707							000000000000
708							000000000000
709							000000000000
710							000000000000
711							000000000000
712							000000000000
713							000000000000
714							000000000000
715							000000000000
716							000000000000
717							000000000000
718							000000000000
719							000000000000
720							000000000000
721							000000000000
722							000000000000
723							000000000000
724							000000000000
725							000000000000
726							000000000000
727							000000000000
728							000000000000
729							000000000000
730							000000000000
731							000000000000
732							000000000000
733							000000000000
734							000000000000
735							000000000000
736							000000000000
737							000000000000
738							000000000000
739							000000000000
740							000000000000
741							000000000000
742							000000000000
743							000000000000
744							000000000000
745							000000000000
746							000000000000
747							000000000000
748							000000000000
749							000000000000
750							000000000000
751							000000000000
752							000000000000
753							000000000000
754							000000000000
755							000000000000
756							000000000000
757							000000000000
758							000000000000
759							000000000000
760							000000000000
761							000000000000
762							000000000000
763							000000000000
764							000000000000
765							000000000000
766							000000000000
767							000000000000
768							000000000000
769							000000000000
770							000000000000
771							000000000000
772							000000000000
773							000000000000
774							000000000000
775							000000000000
776							000000000000
777							000000000000

	101	102	103	104	105	106	107	108
	Primary Borrower Wage Income	Co-Borrower Wage Income	Primary Borrower Other Income	Co-Borrower Other Income	All Borrower Wage Income	All Borrower Total Income	4506-T Indicator	Borrower Income Verification Level
1	8915.59	0.00	3158.00	0.00	8915.59	12073.59	1	5
2	19178.06	0.00	10937.50	0.00	19178.06	30115.56	1	5
3	15577.06	0.00	0.00	0.00	15577.06	15577.06	1	5
4	34676.62	0.00	0.00	0.00	34676.62	34676.62	1	5
5	28307.42		0.00		28307.42	28307.42	1	5
6	13609.95	11165.59	0.00	0.00	24775.54	24775.54	1	5
7	30117.42	0.00	0.00	0.00	30117.42	30117.42	1	5
8	2371.03	6426.74	5126.57	0.00	8797.77	13924.34	1	5
9	43301.37		0.00		43301.37	43301.37	1	5
10	9496.32	37174.01	0.00	0.00	46670.33	46670.33	1	5
11	129400.00		0.00		129400.00	129400.00	1	5
12	35416.68	0.00	63570.83	0.00	35416.68	98987.51	1	5
13	12360.40		1932.87		12360.40	14293.27	1	5
14	13315.45		0.00		13315.45	13315.45	1	5
15	12500.00	9689.42	0.00	0.00	22189.42	22189.42	1	5
16	11587.50	10783.33	0.00	0.00	22370.83	22370.83	1	5
17	19759.92	0.00	13000.00	0.00	19759.92	32759.92	1	5
18	2228.90	783.90	9538.92	0.00	3012.80	12551.72	1	5
19	63425.00	0.00	0.00	0.00	63425.00	63425.00	1	5
20	9916.67	6435.10	0.00	0.00	16351.77	16351.77	1	5
21	0.00	0.00	11176.00	2876.00	0.00	14052.00	1	5
22	39583.34	0.00	0.00	0.00	39583.34	39583.34	1	5
23	12476.04		13605.70		12476.04	26081.74	1	5
24	23083.33	0.00	0.00	0.00	23083.33	23083.33	1	5
25	13668.05	820.33	214.53	0.00	14488.38	14702.91	1	5
26	38141.37	0.00	0.00	0.00	38141.37	38141.37	1	5
27	18750.00	0.00	0.00	0.00	18750.00	18750.00	1	5
28	12154.14	7599.78	0.00	0.00	19753.92	19753.92	1	5
29	24894.62	0.00	0.00	0.00	24894.62	24894.62	1	5
30	21949.46		0.00		21949.46	21949.46	1	5
31	9866.66	10000.00	0.00	0.00	19866.66	19866.66	1	5
32	2774.00	0.00	14072.91	0.00	2774.00	16846.91	1	5
33	25677.16	0.00	3573.72	0.00	25677.16	29250.88	1	5
34	21075.58	0.00	0.00	0.00	21075.58	21075.58	0	5
35	28524.12	0.00	0.00	0.00	28524.12	28524.12	1	5
36	15866.82	0.00	0.00	0.00	15866.82	15866.82	1	5
37	1972.00	9350.00	33537.97	0.00	11322.00	44859.97	1	5
38	11196.79	8670.92	0.00	0.00	19867.71	19867.71	1	5
39	23666.67		0.00		23666.67	23666.67	1	5
40	13332.80		0.00		13332.80	13332.80	1	5
41	16250.00	0.00	0.00	0.00	16250.00	16250.00	1	5
42	14444.45	0.00	0.00	0.00	14444.45	14444.45	1	5
43	30437.91	0.00	0.00	0.00	30437.91	30437.91	1	5
44	13767.17		0.00		13767.17	13767.17	1	5
45	29041.09	2105.44	0.00	0.00	31146.53	31146.53	1	5
46	150757.58	0.00	0.00	0.00	150757.58	150757.58	1	5
47	21666.67	0.00	0.00	0.00	21666.67	21666.67	1	5
48	20833.33	0.00	0.00	0.00	20833.33	20833.33	1	5
49	14401.51		2538.12		14401.51	16939.63	1	5
50	18024.84	0.00	0.00	0.00	18024.84	18024.84	1	5
51	16666.67	12016.66	0.00	4677.45	28683.33	33360.78	0	5
52	31254.00	8333.33	0.00	0.00	39587.33	39587.33	1	5
53	7934.66	10166.67	0.00	0.00	18101.33	18101.33	1	5
54	9843.17	0.00	0.00	6116.88	9843.17	15960.05	1	5
55	13333.33	7891.39	0.00	0.00	21224.72	21224.72	1	5
56	48581.59	0.00	0.00	0.00	48581.59	48581.59	1	4
57	15781.48	13603.02	0.00	0.00	29384.50	29384.50	1	5
58	31250.00	0.00	8333.34	0.00	31250.00	39583.34	1	5
59	12589.79		0.00		12589.79	12589.79	1	5
60	13110.00	15022.80	0.00	0.00	28132.80	28132.80	1	5
61	75000.00		0.00		75000.00	75000.00	1	5
62	86525.38	0.00	0.00	0.00	86525.38	86525.38	1	5
63	5286.96		0.00		5286.96	5286.96	1	5
64	41666.66	0.00	0.00	0.00	41666.66	41666.66	1	5
65	33333.34	0.00	0.00	0.00	33333.34	33333.34	1	5
66	12499.00	8750.00	0.00	0.00	21249.00	21249.00	1	5
67	23800.00		0.00		23800.00	23800.00	1	5
68	0.00		26950.00		0.00	26950.00	1	5
69	12500.00		2083.33		12500.00	14583.33	1	5
70	74167.33		0.00		74167.33	74167.33	1	5
71	30000.00	7295.83	0.00	0.00	37295.83	37295.83	1	5
72	25334.09	0.00	0.00	0.00	25334.09	25334.09	1	5
73	19500.00	6666.67	0.00	1717.27	26166.67	27883.94	1	5
74	16250.00	0.00	7259.95	0.00	16250.00	23509.95	1	5
75	3592.20	13333.34	0.00	0.00	16925.54	16925.54	1	5
76	12500.00	8333.34	0.00	0.00	20833.34	20833.34	1	5
77	18284.32		3629.00		18284.32	21913.32	1	5
78	0.00	0.00	37753.35	0.00	0.00	37753.35	1	5
79	13668.63	8618.61	0.00	0.00	22287.24	22287.24	1	5
80	36916.31		0.00		36916.31	36916.31	1	5
81	46666.00	0.00	0.00	0.00	46666.00	46666.00	1	5
82	40000.00	0.00	0.00	0.00	40000.00	40000.00	1	5
83	0.00	0.00	11022.67	6430.95	0.00	17453.62	1	5
84	0.00		42957.50		0.00	42957.50	1	5
85	20464.00		0.00		20464.00	20464.00	1	5
86	9536.08	5589.67	0.00	0.00	15125.75	15125.75	1	5
87	8333.33		6654.50		8333.33	14987.83	1	5
88	10416.66	8750.00	2957.00	1243.62	19166.66	23367.28	0	5
89	0.00	20487.00	0.00	0.00	20487.00	20487.00	1	5
90	31636.00	0.00	0.00	0.00	31636.00	31636.00	0	5
91	8325.40	0.00	0.00	0.00	8325.40	8325.40	1	5
92	5833.34	8220.90	0.00	0.00	14054.24	14054.24	1	5
93	12500.00	0.00	39908.97	0.00	12500.00	52408.97	0	5
94	24062.50	0.00	198667.40	0.00	24062.50	222729.90	1	5
95	20437.58	0.00	0.00	0.00	20437.58	20437.58	1	4
96	0.00	0.00	247247.30	0.00	0.00	247247.30	0	5
97	0.00	26444.20	24193.00	0.00	26444.20	50637.20	0	4
98	11455.00	74.51	2299.67	0.00	11529.51	13829.18	0	5
99	0.00	0.00	6953.17	0.00	0.00	6953.17	0	5
100	8831.33	0.00	3752.33	0.00	8831.33	12583.66	1	5
101	54749.50	0.00	0.00	0.00	54749.50	54749.50	1	4
102	18952.00	0.00	0.00	0.00	18952.00	18952.00	0	3
103	7392.95	0.00	0.00	0.00	7392.95	7392.95	0	4
104	75000.00	0.00	1976.00	0.00	75000.00	76976.00	0	4
105	20833.33	0.00	9898.00	0.00	20833.33	30731.33	0	5
106	0.00	0.00	76656.17	0.00	0.00	76656.17	0	4
107	16250.00	0.00	223.45	0.00	16250.00	16473.45	0	5
108	16666.67	0.00	8104.17	0.00	16666.67	24770.84	0	5
109	5962.33	2709.83	6901.25	1515.00	8672.16	17088.41	0	4
110	0.00	0.00	40973.42	0.00	0.00	40973.42	0	4
111	0.00	0.00	14250.25	0.00	0.00	14250.25	0	4
112	217068.00	0.00	0.00	0.00	217068.00	217068.00	0	4
113	0.00	0.00	0.00	20573.33	0.00	20573.33	1	5
114	0.00	0.00	40839.33	0.00	0.00	40839.33	0	4
115	0.00	68373.94	695.00	0.00	68373.94	69068.94	0	5
116	0.00	0.00	15176.91	0.00	0.00	15176.91	0	4
117	11784.00	0.00	30686.17	0.00	11784.00	42470.17	0	4
118	15000.00	0.00	11380.83	0.00	15000.00	26380.83	1	5
119	0.00	0.00	39004.01	0.00	0.00	39004.01	0	5
120	6277.54	0.00	9563.46	0.00	6277.54	15841.00	0	4
121	11033.92	6456.58	0.00	0.00	17490.50	17490.50	0	5
122	20834.14	0.00	12319.88	0.00	20834.14	33154.02	1	5
123	6008.06	0.00	0.00	0.00	6008.06	6008.06	1	5
124	31393.00	0.00	35396.00	0.00	31393.00	66789.00	0	5
125	0.00	2250.00	16163.00	0.00	2250.00	18413.00	0	4
126	106529.70	9473.94	4085.00	0.00	116003.64	120088.64	0	5
127	11833.34	0.00	0.00	0.00	11833.34	11833.34	1	5
128	74329.00	0.00	688.42	0.00	74329.00	75017.42	0	5
129	136774.00	0.00	0.00	0.00	136774.00	136774.00	1	5
130	18372.00	0.00	22979.00	0.00	18372.00	41351.00	0	5
131	12500.00	0.00	8702.17	0.00	12500.00	21202.17	0	5
132	10369.16	9196.00	0.00	0.00	19565.16	19565.16	0	5
133	17103.43	13811.42	0.00	0.00	30914.85	30914.85	1	5
134	10445.00	0.00	0.00	0.00	10445.00	10445.00	0	5
135	4651.61	5109.86	1391.44	0.00	9761.47	11152.91	1	5
136	8872.65	0.00	4164.73	0.00	8872.65	13037.38	0	5
137	12044.54	0.00	0.00	0.00	12044.54	12044.54	0	5
138	7916.67	0.00	0.00	0.00	7916.67	7916.67	0	5
139	0.00	12044.00	74404.50	10185.00	12044.00	96633.50	0	5
140	0.00	0.00	26916.73	0.00	0.00	26916.73	0	5
141	29166.66	0.00	0.00	0.00	29166.66	29166.66	0	5
142	34836.25	0.00	0.00	0.00	34836.25	34836.25	0	5
143	195833.36	0.00	0.00	0.00	195833.36	195833.36	1	5
144	25534.00	0.00	0.00	910.92	25534.00	26444.92	0	5
145	22694.00	0.00	0.00	0.00	22694.00	22694.00	0	4
146	11250.00	11666.00	0.00	0.00	22916.00	22916.00	0	5
147	12571.00	0.00	0.00	0.00	12571.00	12571.00	0	4
148	12571.00	0.00	0.00	0.00	12571.00	12571.00	0	4
149	12571.00	0.00	0.00	0.00	12571.00	12571.00	0	4
150	45095.83	0.00	0.00	0.00	45095.83	45095.83	1	5
151	7389.60	0.00	93442.61	0.00	7389.60	100832.21	1	4
152	0.00	0.00	42636.08	0.00	0.00	42636.08	0	4
153	15105.69	0.00	0.00	0.00	15105.69	15105.69	0	5
154	10833.34	5462.17	0.00	0.00	16295.51	16295.51	0	5
155	8666.67	0.00	0.00	0.00	8666.67	8666.67	1	5
156	1826.62	0.00	3207.84	0.00	1826.62	5034.46	0	5
157	20174.84	0.00	0.00	0.00	20174.84	20174.84	0	5
158	48763.00	0.00	0.00	0.00	48763.00	48763.00	1	4
159	14000.00	0.00	39679.42	0.00	14000.00	53679.42	1	5
160	32332.66	0.00	0.00	0.00	32332.66	32332.66	0	5
161	28242.28	0.00	0.00	0.00	28242.28	28242.28	0	5
162	2065.54	0.00	1014.38	0.00	2065.54	3079.92	0	4
163	6666.66	0.00	592.50	0.00	6666.66	7259.16	0	5
164	20833.00	0.00	2187.00	0.00	20833.00	23020.00	0	5
165	4018.33	0.00	17593.18	0.00	4018.33	21611.51	0	4
166	27311.45	0.00	0.00	0.00	27311.45	27311.45	0	5
167	50743.21	0.00	0.00	0.00	50743.21	50743.21	0	5
168	6266.67	4663.31	9268.42	0.00	10929.98	20198.40	0	5
169	6809.88	0.00	0.00	0.00	6809.88	6809.88	1	5
170	18075.17	0.00	17673.00	0.00	18075.17	35748.17	0	5
171	27825.00	0.00	616.29	0.00	27825.00	28441.29	0	5
172	0.00	10623.00	0.00	0.00	10623.00	10623.00	0	4
173	31600.00	0.00	124109.00	0.00	31600.00	155709.00	0	4
174	22916.67	15416.66	0.00	0.00	38333.33	38333.33	0	5
175	25000.00	0.00	17401.69	0.00	25000.00	42401.69	1	5
176	37999.91	0.00	12363.83	0.00	37999.91	50363.74	0	5
177	14083.33	11339.50	2791.67	0.00	25422.83	28214.50	0	5
178	0.00	2507.81	79691.58	0.00	2507.81	82199.39	1	5
179	17092.25	0.00	0.00	0.00	17092.25	17092.25	0	5
180	50695.31	0.00	0.00	0.00	50695.31	50695.31	1	5
181	50482.42	0.00	0.00	0.00	50482.42	50482.42	0	5
182	15043.07	0.00	68621.93	0.00	15043.07	83665.00	1	4
183	830.00	0.00	25469.17	0.00	830.00	26299.17	0	4
184	6287.50	0.00	0.00	0.00	6287.50	6287.50	0	5
185	5000.00	5000.00	8394.54	4016.25	10000.00	22410.79	0	4
186	0.00	0.00	56672.55	0.00	0.00	56672.55	0	5
187	144438.00	0.00	33540.00	9720.33	144438.00	187698.33	1	5
188	4651.61	5109.86	1391.44	0.00	9761.47	11152.91	1	5
189	17766.66	8717.25	991.13	0.00	26483.91	27475.04	0	5
190	5307.75	4659.36	19517.44	0.00	9967.11	29484.55	0	4
191	4711.22	0.00	13342.12	0.00	4711.22	18053.34	0	5
192	6019.00	0.00	0.00	0.00	6019.00	6019.00	0	5
193	6250.00	0.00	14166.67	0.00	6250.00	20416.67	0	5
194	76510.56	0.00	38801.75	0.00	76510.56	115312.31	0	5
195	0.00	0.00	30571.72	0.00	0.00	30571.72	0	4
196	8333.34	0.00	0.00	0.00	8333.34	8333.34	0	5
197	8901.40	5870.05	123.00	0.00	14771.45	14894.45	0	5
198	17829.12	0.00	0.00	4792.33	17829.12	22621.45	0	5
199	35952.22	0.00	0.00	0.00	35952.22	35952.22	1	5
200	13875.91	0.00	17662.92	0.00	13875.91	31538.83	0	5
201	11930.00	0.00	22047.00	0.00	11930.00	33977.00	1	5
202	0.00	25000.00	72466.63	0.00	25000.00	97466.63	1	5
203	0.00	0.00	5206.92	0.00	0.00	5206.92	0	5
204	30457.00	0.00	0.00	0.00	30457.00	30457.00	0	5
205	4709.25	0.00	0.00	0.00	4709.25	4709.25	0	5
206	16575.67	0.00	0.00	0.00	16575.67	16575.67	0	5
207	14581.29	0.00	1708.47	0.00	14581.29	16289.76	1	5
208	0.00	0.00	29100.79	0.00	0.00	29100.79	0	5
209	6621.44	5178.17	4289.75	0.00	11799.61	16089.36	0	5
210	10502.59	0.00	0.00	0.00	10502.59	10502.59	0	5
211	25000.00	13237.91	18380.32	0.00	38237.91	56618.23	1	5
212	10156.89	10494.05	0.00	4812.49	20650.94	25463.43	1	5
213	13476.54	0.00	2446.00	5072.03	13476.54	20994.57	0	5
214	13239.58	0.00	1361.58	1181.50	13239.58	15782.66	1	5
215	41965.32	0.00	0.00	0.00	41965.32	41965.32	0	5
216	15833.34	0.00	0.00	0.00	15833.34	15833.34	0	5
217	0.00	5000.00	18793.45	0.00	5000.00	23793.45	0	4
218	74345.80	0.00	0.00	0.00	74345.80	74345.80	0	5
219	48804.19	0.00	167348.50	0.00	48804.19	216152.69	1	4
220	30130.00	0.00	0.00	0.00	30130.00	30130.00	0	5
221	20185.00	22876.60	0.00	0.00	43061.60	43061.60	0	5
222	0.00	583.42	9378.92	4067.17	583.42	14029.51	0	4
223	0.00	0.00	35372.40	0.00	0.00	35372.40	1	5
224	15042.96	12600.17	0.00	0.00	27643.13	27643.13	1	5
225	22916.67	0.00	0.00	0.00	22916.67	22916.67	0	5
226	19583.34	23083.33	0.00	0.00	42666.67	42666.67	0	5
227	10625.00	5009.00	2180.00	3801.00	15634.00	21615.00	0	4
228	7514.75	0.00	9412.50	0.00	7514.75	16927.25	0	4
229	18750.00	0.00	0.00	0.00	18750.00	18750.00	0	5
230	14102.28	0.00	0.00	0.00	14102.28	14102.28	0	5
231	0.00	0.00	54776.75	0.00	0.00	54776.75	1	5
232	0.00	12500.00	181523.20	0.00	12500.00	194023.20	1	5
233	29866.17	0.00	0.00	0.00	29866.17	29866.17	0	5
234	16666.67	7948.32	3080.71	0.00	24614.99	27695.70	0	4
235	17198.85	0.00	0.00	0.00	17198.85	17198.85	0	5
236	11787.00	6500.00	0.00	0.00	18287.00	18287.00	0	5
237	34881.00	10833.00	0.00	0.00	45714.00	45714.00	0	5
238	14977.14	0.00	1953.81	0.00	14977.14	16930.95	1	5
239	0.00	0.00	15550.00	0.00	0.00	15550.00	0	5
240	25954.99	20592.32	71326.42	0.00	46547.31	117873.73	0	5
241	31985.00	0.00	0.00	0.00	31985.00	31985.00	0	5
242	10439.00	0.00	222098.90	0.00	10439.00	232537.90	1	4
243	30270.43	8526.00	0.00	0.00	38796.43	38796.43	0	5
244	34762.32	0.00	0.00	0.00	34762.32	34762.32	0	5
245	0.00	0.00	29100.79	0.00	0.00	29100.79	0	5
246	13982.00	0.00	9690.00	0.00	13982.00	23672.00	0	5
247	19199.83	0.00	33104.00	0.00	19199.83	52303.83	1	5
248	57004.72	0.00	0.00	0.00	57004.72	57004.72	0	5
249	39183.00	0.00	0.00	0.00	39183.00	39183.00	0	5
250	51983.34	0.00	0.00	0.00	51983.34	51983.34	0	5
251	23597.67	19360.63	0.00	0.00	42958.30	42958.30	1	4
252	90356.04	2774.00	0.00	8756.16	93130.04	101886.20	1	5
253	0.00	0.00	49684.33	0.00	0.00	49684.33	0	5
254	11667.07	5534.66	17502.63	0.00	17201.73	34704.36	0	5
255	8401.96	1175.16	8896.21	1542.00	9577.12	20015.33	0	5
256	38917.75	5778.08	0.00	0.00	44695.83	44695.83	0	5
257	38379.58	0.00	0.00	0.00	38379.58	38379.58	0	4
258	19125.00	0.00	32064.25	0.00	19125.00	51189.25	0	5
259	19166.66	1791.00	442.25	0.00	20957.66	21399.91	0	5
260	0.00	7650.93	6250.00	0.00	7650.93	13900.93	0	5
261	0.00	0.00	7028.17	0.00	0.00	7028.17	0	5
262	16137.50	44188.00	0.00	0.00	60325.50	60325.50	0	4
263	69444.00	0.00	0.00	0.00	69444.00	69444.00	0	5
264	0.00	0.00	47897.12	0.00	0.00	47897.12	1	5
265	8000.00	0.00	20833.00	0.00	8000.00	28833.00	0	5
266	12501.17	7401.96	0.00	0.00	19903.13	19903.13	0	5
267	40302.53	0.00	0.00	0.00	40302.53	40302.53	0	5
268	17596.00	0.00	0.00	0.00	17596.00	17596.00	1	5
269	42519.17	0.00	0.00	0.00	42519.17	42519.17	0	5
270	23569.46	0.00	0.00	0.00	23569.46	23569.46	1	5
271	0.00	0.00	17568.00	299.00	0.00	17867.00	1	5
272	0.00	0.00	7049.00	0.00	0.00	7049.00	0	5
273	133333.00	0.00	0.00	0.00	133333.00	133333.00	1	5
274	0.00	0.00	9723.94	0.00	0.00	9723.94	0	5
275	123274.10	14648.41	0.00	0.00	137922.51	137922.51	0	5
276	20461.83	2333.33	0.00	18562.27	22795.16	41357.43	1	5
277	42002.59	0.00	0.00	0.00	42002.59	42002.59	1	5
278	60623.83	0.00	0.00	0.00	60623.83	60623.83	0	5
279	4000.00	9177.00	5977.00	0.00	13177.00	19154.00	1	5
280	174784.30	0.00	0.00	0.00	174784.30	174784.30	0	5
281	10400.00	0.00	0.00	0.00	10400.00	10400.00	0	5
282	0.00	0.00	25370.00	0.00	0.00	25370.00	0	4
283	70572.00	0.00	0.00	0.00	70572.00	70572.00	0	5
284	16458.33	0.00	38419.58	38419.58	16458.33	93297.49	1	5
285	20833.34	13351.00	0.00	0.00	34184.34	34184.34	0	5
286	24458.00	0.00	6945.81	0.00	24458.00	31403.81	0	5
287	24458.00	0.00	6945.81	0.00	24458.00	31403.81	0	5
288	16687.65	0.00	62537.67	0.00	16687.65	79225.32	1	5
289	0.00	0.00	10603.36	0.00	0.00	10603.36	0	5
290	19112.49	0.00	18113.00	0.00	19112.49	37225.49	1	5
291	18628.25	0.00	0.00	0.00	18628.25	18628.25	1	5
292	18000.00	0.00	0.00	0.00	18000.00	18000.00	0	5
293	49500.17	0.00	0.00	0.00	49500.17	49500.17	1	5
294	5422.30	9700.31	0.00	11703.33	15122.61	26825.94	0	5
295	62500.00	0.00	6250.00	0.00	62500.00	68750.00	1	5
296	21250.00	0.00	0.00	0.00	21250.00	21250.00	0	5
297	2250.00	20761.32	0.00	0.00	23011.32	23011.32	0	5
298	6467.00	8557.59	0.00	0.00	15024.59	15024.59	0	5
299	1733.34	3466.66	7879.79	5784.33	5200.00	18864.12	0	5
300	126182.20	0.00	0.00	0.00	126182.20	126182.20	1	5
301	28326.00	12333.00	0.00	0.00	40659.00	40659.00	0	5
302	20000.00	0.00	9524.17	0.00	20000.00	29524.17	1	5
303	0.00	0.00	11305.00	3606.00	0.00	14911.00	1	5
304	0.00	0.00	8583.17	0.00	0.00	8583.17	0	5
305	18333.33	14583.34	0.00	0.00	32916.67	32916.67	0	5
306	22519.12	0.00	10196.00	0.00	22519.12	32715.12	0	5
307	0.00	4800.48	21407.00	0.00	4800.48	26207.48	1	5
308	21469.42	5000.00	0.00	0.00	26469.42	26469.42	0	5
309	6250.00	0.00	36777.75	0.00	6250.00	43027.75	0	5
310	17633.71	1810.50	0.00	0.00	19444.21	19444.21	0	5
311	0.00	0.00	25063.75	0.00	0.00	25063.75	0	5
312	21667.00	13520.00	1271.16	0.00	35187.00	36458.16	0	5
313	0.00	15578.66	12900.00	0.00	15578.66	28478.66	0	5
314	5926.84	20291.67	3066.00	0.00	26218.51	29284.51	1	5
315	22923.93	15058.67	0.00	0.00	37982.60	37982.60	0	5
316	0.00	0.00	142590.20	0.00	0.00	142590.20	1	5
317	8333.33	11666.67	0.00	0.00	20000.00	20000.00	0	5
318	21957.83	0.00	0.00	0.00	21957.83	21957.83	1	5
319	0.00	0.00	42376.33	0.00	0.00	42376.33	1	5
320	41413.75	0.00	4907.56	0.00	41413.75	46321.31	0	5
321	0.00	33333.33	0.00	0.00	33333.33	33333.33	1	5
322	24743.85	0.00	0.00	0.00	24743.85	24743.85	1	5
323	0.00	0.00	20950.44	0.00	0.00	20950.44	0	5
324	34858.75	0.00	0.00	0.00	34858.75	34858.75	0	5
325	0.00	0.00	16124.00	0.00	0.00	16124.00	1	5
326	13951.51	6862.76	0.00	0.00	20814.27	20814.27	0	5
327	2219.38	1665.01	6166.42	6566.33	3884.39	16617.14	1	5
328	12909.73	7916.67	0.00	0.00	20826.40	20826.40	1	5
329	4666.67	0.00	13296.95	0.00	4666.67	17963.62	0	5
330	0.00	0.00	39000.00	0.00	0.00	39000.00	1	5
331	18515.04	0.00	1129.17	0.00	18515.04	19644.21	0	5
332	0.00	0.00	17372.16	0.00	0.00	17372.16	0	5
333	17500.00	0.00	0.00	0.00	17500.00	17500.00	1	5
334	15324.57	7000.00	0.00	0.00	22324.57	22324.57	0	5
335	25835.32	0.00	13638.23	0.00	25835.32	39473.55	0	5
336	0.00	0.00	19440.67	0.00	0.00	19440.67	0	5
337	36000.00	968.00	0.00	1307.00	36968.00	38275.00	0	5
338	6377.50	0.00	14845.94	6891.25	6377.50	28114.69	0	5
339	0.00	16004.58	56513.67	0.00	16004.58	72518.25	0	5
340	21821.67	15000.00	0.00	0.00	36821.67	36821.67	1	5
341	25623.08	0.00	314.92	0.00	25623.08	25938.00	1	5
342	11458.20	0.00	0.00	0.00	11458.20	11458.20	0	5
343	20833.33	0.00	0.00	0.00	20833.33	20833.33	0	5
344	0.00	0.00	8557.16	0.00	0.00	8557.16	0	5
345	41623.05	6918.75	1375.00	0.00	48541.80	49916.80	1	5
346	19056.87	9352.43	0.00	0.00	28409.30	28409.30	0	5
347	11738.59	0.00	106737.10	0.00	11738.59	118475.69	0	5
348	0.00	13902.66	19865.31	0.00	13902.66	33767.97	0	5
349	5100.75	0.00	8166.41	0.00	5100.75	13267.16	1	5
350	15749.60	4787.16	0.00	0.00	20536.76	20536.76	0	5
351	36728.66	0.00	0.00	0.00	36728.66	36728.66	0	5
352	11401.00	0.00	0.00	0.00	11401.00	11401.00	0	5
353	50000.00	0.00	0.00	0.00	50000.00	50000.00	0	5
354	0.00	0.00	82467.00	0.00	0.00	82467.00	0	5
355	38775.50	0.00	0.00	0.00	38775.50	38775.50	0	5
356	20491.04	0.00	0.00	0.00	20491.04	20491.04	0	5
357	0.00	0.00	31502.00	17583.33	0.00	49085.33	0	5
358	16863.33	0.00	723.83	0.00	16863.33	17587.16	0	5
359	15131.96	0.00	7543.03	0.00	15131.96	22674.99	0	5
360	47871.19	0.00	0.00	0.00	47871.19	47871.19	0	5
361	5295.64	0.00	8250.00	0.00	5295.64	13545.64	0	5
362	14909.63	0.00	0.00	0.00	14909.63	14909.63	0	5
363	0.00	0.00	73941.51	0.00	0.00	73941.51	0	5
364	18333.37	0.00	1750.00	10293.61	18333.37	30376.98	0	5
365	0.00	0.00	37223.83	0.00	0.00	37223.83	1	5
366	16916.00	13564.00	0.00	0.00	30480.00	30480.00	1	5
367	8972.22	0.00	8196.76	0.00	8972.22	17168.98	0	5
368	0.00	0.00	58101.50	0.00	0.00	58101.50	0	5
369	64969.31	0.00	0.00	0.00	64969.31	64969.31	0	5
370	20192.31	0.00	0.00	0.00	20192.31	20192.31	0	5
371	25055.00	11591.67	0.00	0.00	36646.67	36646.67	0	5
372	19666.58	0.00	0.00	0.00	19666.58	19666.58	0	5
373	10674.00	10154.00	0.00	0.00	20828.00	20828.00	1	5
374	10416.67	18233.00	0.00	0.00	28649.67	28649.67	0	5
375	8097.52	0.00	5221.58	0.00	8097.52	13319.10	0	5
376	6666.66	11400.63	0.00	0.00	18067.29	18067.29	0	5
377	17654.76	0.00	1390.72	0.00	17654.76	19045.48	0	5
378	4583.32	18874.87	0.00	0.00	23458.19	23458.19	1	5
379	15000.00	0.00	0.00	0.00	15000.00	15000.00	0	5
380	10000.00	0.00	4302.00	0.00	10000.00	14302.00	0	5
381	7963.00	30170.42	0.00	16436.25	38133.42	54569.67	0	5
382	0.00	0.00	15031.75	0.00	0.00	15031.75	1	5
383	0.00	0.00	34985.02	0.00	0.00	34985.02	0	5
384	5877.75	6202.02	0.00	0.00	12079.77	12079.77	0	5
385	26109.48	0.00	3899.68	0.00	26109.48	30009.16	0	5
386	2625.00	0.00	18132.61	0.00	2625.00	20757.61	0	5
387	40952.39	5500.00	0.00	0.00	46452.39	46452.39	0	5
388	33571.42	0.00	0.00	0.00	33571.42	33571.42	0	5
389	24641.97	4480.00	0.00	0.00	29121.97	29121.97	0	5
390	25404.22	2050.12	0.00	0.00	27454.34	27454.34	0	5
391	30714.75	0.00	0.00	0.00	30714.75	30714.75	0	5
392	26118.08	13908.43	0.00	0.00	40026.51	40026.51	0	5
393	45619.70	0.00	0.00	0.00	45619.70	45619.70	0	5
394	20033.59	11128.75	0.00	0.00	31162.34	31162.34	1	5
395	22534.69	0.00	0.00	0.00	22534.69	22534.69	0	5
396	15833.33	0.00	0.00	0.00	15833.33	15833.33	0	5
397	0.00	0.00	51615.33	0.00	0.00	51615.33	0	5
398	34618.92	8226.27	0.00	0.00	42845.19	42845.19	0	5
399	0.00	50921.55	0.00	3896.04	0.00	54817.59	0	5
400	11675.98	0.00	13342.17	0.00	11675.98	25018.15	1	5
401	39887.82	0.00	7817.11	0.00	39887.82	47704.93	0	5
402	16666.67	11083.33	0.00	0.00	27750.00	27750.00	0	5
403	0.00	0.00	29503.25	0.00	0.00	29503.25	1	5
404	12809.58	0.00	15929.98	0.00	12809.58	28739.56	0	5
405	0.00	0.00	29503.25	0.00	0.00	29503.25	1	5
406	0.00	0.00	29503.25	0.00	0.00	29503.25	1	5
407	25337.08	0.00	3058.88	1345.13	25337.08	29741.09	0	5
408	14071.75	6437.50	8124.00	0.00	20509.25	28633.25	0	5
409	0.00	0.00	1800.53	0.00	0.00	1800.53	0	5
410	10000.00	0.00	0.00	0.00	10000.00	10000.00	0	5
411	0.00	0.00	89470.69	0.00	0.00	89470.69	0	5
412	13961.96	8866.66	0.00	0.00	22828.62	22828.62	0	5
413	62500.00	0.00	0.00	0.00	62500.00	62500.00	0	5
414	32074.80	15125.00	0.00	4796.80	47199.80	51996.60	0	5
415	0.00	0.00	74709.24	0.00	0.00	74709.24	0	5
416	21590.92	9992.96	0.00	0.00	31583.88	31583.88	0	5
417	51101.63	0.00	0.00	0.00	51101.63	51101.63	0	5
418	12493.97	6897.32	6339.00	0.00	19391.29	25730.29	0	5
419	20833.33	13773.83	0.00	0.00	34607.16	34607.16	1	5
420	13927.00	9678.00	0.00	3144.00	23605.00	26749.00	1	5
421	20907.71	0.00	0.00	0.00	20907.71	20907.71	0	5
422	31083.33	0.00	29458.00	0.00	31083.33	60541.33	0	5
423	20833.34	0.00	113.00	1199.67	20833.34	22146.01	0	5
424	12848.82	19166.67	0.00	0.00	32015.49	32015.49	0	5
425	15416.67	4696.25	0.00	0.00	20112.92	20112.92	0	5
426	40450.00	0.00	5000.00	0.00	40450.00	45450.00	0	5
427	6250.00	6250.00	3323.33	0.00	12500.00	15823.33	0	5
428	14805.22	0.00	0.00	0.00	14805.22	14805.22	0	5
429	20056.34	0.00	33536.51	0.00	20056.34	53592.85	0	5
430	0.00	0.00	44585.00	0.00	0.00	44585.00	0	5
431	18081.32	6524.37	0.00	0.00	24605.69	24605.69	0	5
432	14583.33	10416.68	7112.50	0.00	25000.01	32112.51	0	5
433	16882.37	38250.98	0.00	0.00	55133.35	55133.35	0	5
434	18604.31	0.00	3864.58	0.00	18604.31	22468.89	0	4
435	50093.29		0.00		50093.29	50093.29	1	5
436	8825.40	0.00	5306.17	0.00	8825.40	14131.57	1	5
437	0.00	27083.33	0.00	6491.17	27083.33	33574.50	1	5
438	8970.00	3818.88	0.00	0.00	12788.88	12788.88	1	5
439	3131.75	9017.70	3352.50	0.00	12149.45	15501.95	1	5
440	12499.50	7875.40	0.00	0.00	20374.90	20374.90	1	5
441	12161.91		0.00		12161.91	12161.91	1	5
442	14568.00	7215.62	0.00	0.00	21783.62	21783.62	1	5
443	55457.50	0.00	0.00	0.00	55457.50	55457.50	1	5
444	16666.67		0.00		16666.67	16666.67	1	5
445	16533.21	17038.75	0.00	0.00	33571.96	33571.96	1	5
446	0.00	2299.90	12341.11	0.00	2299.90	14641.01	1	5
447	20248.67	11740.64	0.00	0.00	31989.31	31989.31	1	5
448	24666.68	0.00	0.00	0.00	24666.68	24666.68	1	5
449	12802.42		10692.86		12802.42	23495.28	1	5
450	17250.00		0.00		17250.00	17250.00	1	5
451	10951.20	1627.33	388.24	0.00	12578.53	12966.77	1	5
452	37084.92		19183.13		37084.92	56268.05	1	5
453	22815.00		0.00		22815.00	22815.00	1	5
454	16321.41	0.00	0.00	0.00	16321.41	16321.41	1	5
455	31097.32	0.00	0.00	0.00	31097.32	31097.32	1	5
456	17666.67	0.00	0.00	0.00	17666.67	17666.67	1	5
457	16258.08	15512.92	0.00	0.00	31771.00	31771.00	1	5
458	17547.49		0.00		17547.49	17547.49	1	5
459	3164.70	0.00	13000.00	0.00	3164.70	16164.70	1	5
460	23279.17		0.00		23279.17	23279.17	1	5
461	30420.33		0.00		30420.33	30420.33	1	5
462	11166.34	7916.67	0.00	0.00	19083.01	19083.01	1	5
463	26660.25	0.00	0.00	0.00	26660.25	26660.25	1	5
464	8266.27	8741.16	0.00	0.00	17007.43	17007.43	1	5
465	9374.99	8039.99	0.00	0.00	17414.98	17414.98	1	5
466	24189.16	0.00	0.00	0.00	24189.16	24189.16	1	5
467	12340.84	19044.05	0.00	0.00	31384.89	31384.89	1	5
468	13033.63	0.00	0.00	0.00	13033.63	13033.63	1	5
469	8183.79	10147.03	0.00	0.00	18330.82	18330.82	1	5
470	14043.92	6258.34	0.00	0.00	20302.26	20302.26	1	5
471	22916.67	1.00	0.00	0.00	22917.67	22917.67	1	5
472	12979.58		0.00		12979.58	12979.58	1	4
473	16848.00		0.00		16848.00	16848.00	1	5
474	29166.66		0.00		29166.66	29166.66	1	5
475	14150.00		0.00		14150.00	14150.00	1	5
476	28143.08	0.00	0.00	0.00	28143.08	28143.08	1	5
477	9999.99	0.00	11857.78	0.00	9999.99	21857.77	1	5
478	11571.29		33091.12		11571.29	44662.41	1	5
479	5625.00	17499.99	0.00	0.00	23124.99	23124.99	1	5
480	13905.84	0.00	0.00	0.00	13905.84	13905.84	1	5
481	28498.98		0.00		28498.98	28498.98	1	5
482	0.00	0.00	6300.39	6852.10	0.00	13152.49	1	5
483	12915.06	14333.74	0.00	0.00	27248.80	27248.80	1	4
484	8926.67	11683.34	0.00	0.00	20610.01	20610.01	1	5
485	5833.34	10000.00	11772.33	0.00	15833.34	27605.67	1	5
486	17500.00	0.00	0.00	0.00	17500.00	17500.00	1	5
487	0.00		19423.80		0.00	19423.80	1	5
488	16666.66		0.00		16666.66	16666.66	1	5
489	5001.58	5036.38	5028.84	0.00	10037.96	15066.80	1	5
490	13032.94		0.00		13032.94	13032.94	1	5
491	14914.84		0.00		14914.84	14914.84	1	5
492	33074.99	0.00	0.00	0.00	33074.99	33074.99	1	5
493	5416.66	11250.00	0.00	0.00	16666.66	16666.66	1	5
494	18291.00	0.00	0.00	0.00	18291.00	18291.00	1	5
495	8032.60		13486.63		8032.60	21519.23	1	5
496	13375.75		0.00		13375.75	13375.75	1	5
497	14997.32	7274.80	7293.97	2976.66	22272.12	32542.75	1	5
498	28154.83		5566.87		28154.83	33721.70	1	5
499	12402.16		8125.00		12402.16	20527.16	1	5
500	10114.19	16503.17	0.00	0.00	26617.36	26617.36	1	5
501	0.00	1655.00	7232.25	0.00	1655.00	8887.25	1	5
502	10112.92	0.00	0.00	0.00	10112.92	10112.92	1	5
503	32400.00	0.00	0.00	0.00	32400.00	32400.00	1	5
504	27565.96	0.00	0.00	0.00	27565.96	27565.96	1	5
505	11423.57		0.00		11423.57	11423.57	1	5
506	22503.00		0.00		22503.00	22503.00	1	5
507	14875.00	0.00	0.00	0.00	14875.00	14875.00	1	5
508	36123.66	0.00	0.00	0.00	36123.66	36123.66	1	5
509	15112.75		0.00		15112.75	15112.75	1	5
510	3920.06	1206.00	0.00	0.00	5126.06	5126.06	1	5
511	42678.83		0.00		42678.83	42678.83	1	5
512	3250.00	3250.00	12083.22	0.00	6500.00	18583.22	1	5
513	18450.49	0.00	0.00	0.00	18450.49	18450.49	1	5
514	14884.78		0.00		14884.78	14884.78	1	5
515	16614.66		0.00		16614.66	16614.66	0	5
516	12051.00	0.00	19744.71	0.00	12051.00	31795.71	1	5
517	24420.53		0.00		24420.53	24420.53	1	5
518	3494.00	0.00	2007.33	0.00	3494.00	5501.33	1	5
519	36837.67	0.00	0.00	0.00	36837.67	36837.67	1	5
520	33243.35	0.00	0.00	0.00	33243.35	33243.35	1	5
521	22500.00	0.00	0.00	0.00	22500.00	22500.00	1	5
522	0.00	9280.95	7554.15	0.00	9280.95	16835.10	1	5
523	0.00	15124.55	0.00	0.00	15124.55	15124.55	1	5
524	20242.08	0.00	2504.75	2504.75	20242.08	25251.58	1	5
525	1996.20	3461.93	1500.00	14859.79	5458.13	21817.92	1	5
526	0.00	4166.67	20496.00	0.00	4166.67	24662.67	1	5
527	38750.00		0.00		38750.00	38750.00	1	5
528	1942.70	889.70	0.00	937.43	2832.40	3769.83	1	5
529	17197.29		0.00		17197.29	17197.29	1	5
530	13785.68	0.00	0.00	0.00	13785.68	13785.68	1	5
531	12458.33		7584.41		12458.33	20042.74	1	5
532	42124.32	0.00	24858.00	0.00	42124.32	66982.32	1	5
533	15833.34	0.00	0.00	0.00	15833.34	15833.34	1	5
534	6182.80	5391.67	0.00	0.00	11574.47	11574.47	1	5
535	10643.51	5000.00	0.00	0.00	15643.51	15643.51	1	5
536	48275.02	48275.24	0.00	0.00	96550.26	96550.26	1	5
537	20086.50	6902.00	0.00	0.00	26988.50	26988.50	1	5
538	11707.00	11135.32	0.00	0.00	22842.32	22842.32	1	5
539	0.00	0.00	15812.02	0.00	0.00	15812.02	1	5
540	12334.44	15618.50	0.00	0.00	27952.94	27952.94	1	5
541	22287.41	10729.75	0.00	0.00	33017.16	33017.16	1	5
542	16666.67	0.00	15000.00	0.00	16666.67	31666.67	1	5
543	14166.67		0.00		14166.67	14166.67	1	5
544	9154.88	9154.84	0.00	0.00	18309.72	18309.72	1	5
545	4286.53	7000.00	0.00	2059.33	11286.53	13345.86	1	5
546	10776.67	2169.00	1278.20	0.00	12945.67	14223.87	1	5
547	11284.72		3477.79		11284.72	14762.51	1	5
548	11608.00	6149.86	4423.46	0.00	17757.86	22181.32	1	5
549	15451.83	0.00	0.00	0.00	15451.83	15451.83	1	5
550	58333.33	0.00	0.00	0.00	58333.33	58333.33	1	5
551	30609.66		0.00		30609.66	30609.66	1	5
552	17014.40	0.00	0.00	0.00	17014.40	17014.40	1	5
553	9235.91	12070.83	0.00	0.00	21306.74	21306.74	1	5
554	11104.17	7083.34	0.00	0.00	18187.51	18187.51	1	5
555	9957.17		1190.50		9957.17	11147.67	1	5
556	0.00		33946.54		0.00	33946.54	1	5
557	0.00		15673.58		0.00	15673.58	1	5
558	32972.10	0.00	0.00	0.00	32972.10	32972.10	1	5
559	10947.37		9073.00		10947.37	20020.37	1	5
560	63397.00		0.00		63397.00	63397.00	1	5
561	16980.99		0.00		16980.99	16980.99	1	5
562	15834.00		0.00		15834.00	15834.00	1	5
563	20011.58	8500.00	0.00	0.00	28511.58	28511.58	1	5
564	15228.42	0.00	0.00	0.00	15228.42	15228.42	1	5
565	14583.33	0.00	38280.96	0.00	14583.33	52864.29	1	5
566	40066.33	0.00	0.00	0.00	40066.33	40066.33	1	5
567	41105.02	0.00	0.00	0.00	41105.02	41105.02	1	5
568	23750.00	0.00	0.00	0.00	23750.00	23750.00	1	5
569	13312.12	0.00	18550.03	0.00	13312.12	31862.15	1	5
570	30416.67	9106.34	0.00	0.00	39523.01	39523.01	1	5
571	24142.00	0.00	-1761.00	0.00	24142.00	22381.00	1	5
572	20739.50	0.00	0.00	0.00	20739.50	20739.50	1	5
573	9750.00	0.00	3670.00	0.00	9750.00	13420.00	1	5
574	19798.84	1377.85	0.00	0.00	21176.69	21176.69	1	5
575	8404.93	2500.00	0.00	0.00	10904.93	10904.93	1	5
576	17166.67	12924.42	0.00	0.00	30091.09	30091.09	1	5
577	12916.67		19541.66		12916.67	32458.33	1	5
578	17982.18		0.00		17982.18	17982.18	1	5
579	16041.67	14091.87	0.00	0.00	30133.54	30133.54	1	5
580	27207.25	0.00	0.00	0.00	27207.25	27207.25	1	5
581	29166.67		0.00		29166.67	29166.67	1	5
582	34000.00		0.00		34000.00	34000.00	1	5
583	47480.33	0.00	0.00	0.00	47480.33	47480.33	1	5
584	27954.60	0.00	0.00	0.00	27954.60	27954.60	1	5
585	6454.54	39166.66	0.00	0.00	45621.20	45621.20	1	5
586	32118.76	29166.66	0.00	0.00	61285.42	61285.42	1	5
587	40000.00	0.00	0.00	0.00	40000.00	40000.00	1	5
588	45500.00		0.00		45500.00	45500.00	1	5
589	15946.95	18055.55	0.00	0.00	34002.50	34002.50	1	5
590	17500.00	0.00	0.00	0.00	17500.00	17500.00	1	5
591	17916.68	21166.67	0.00	0.00	39083.35	39083.35	1	5
592	11650.75	0.00	969.94	0.00	11650.75	12620.69	1	5
593	26389.91	0.00	0.00	0.00	26389.91	26389.91	1	5
594	24638.01		0.00		24638.01	24638.01	1	5
595	7880.38	4502.56	0.00	0.00	12382.94	12382.94	1	5
596	18315.29		0.00		18315.29	18315.29	1	5
597	20833.33	0.00	44142.12	0.00	20833.33	64975.45	1	5
598	27631.24	0.00	0.00	0.00	27631.24	27631.24	1	5
599	42942.50	0.00	0.00	0.00	42942.50	42942.50	1	5
600	14698.50	12912.68	2397.84	0.00	27611.18	30009.02	1	5
601	20833.34	0.00	0.00	0.00	20833.34	20833.34	1	5
602	14302.59		0.00		14302.59	14302.59	1	5
603	17744.75	2426.67	0.00	723.17	20171.42	20894.59	1	5
604	16666.67	0.00	0.00	0.00	16666.67	16666.67	1	5
605	65107.88	0.00	0.00	0.00	65107.88	65107.88	1	5
606	16666.67	0.00	14586.75	0.00	16666.67	31253.42	1	4
607	33333.34	20741.42	0.00	0.00	54074.76	54074.76	1	5
608	23174.63	2195.45	0.00	0.00	25370.08	25370.08	1	5
609	10644.01	1451.00	0.00	0.00	12095.01	12095.01	1	5
610	4375.00	7727.54	0.00	0.00	12102.54	12102.54	1	5
611	12545.88	6183.32	4968.98	0.00	18729.20	23698.18	1	5
612	23735.00	0.00	0.00	0.00	23735.00	23735.00	1	5
613	27083.33		0.00		27083.33	27083.33	1	5
614	13333.34		0.00		13333.34	13333.34	1	5
615	24673.62	0.00	0.00	0.00	24673.62	24673.62	1	5
616	11000.00		2701.04		11000.00	13701.04	1	5
617	25000.00	0.00	79988.07	0.00	25000.00	104988.07	1	5
618	14583.30		0.00		14583.30	14583.30	1	5
619	19856.90	0.00	0.00	0.00	19856.90	19856.90	1	5
620	22750.00		0.00		22750.00	22750.00	1	5
621	13333.32	3500.00	0.00	0.00	16833.32	16833.32	1	5
622	32973.00		0.00		32973.00	32973.00	1	5
623	16193.26	0.00	0.00	0.00	16193.26	16193.26	1	5
624	8916.00	0.00	4529.00	0.00	8916.00	13445.00	1	5
625	14524.00	0.00	0.00	0.00	14524.00	14524.00	1	5
626	12962.58	0.00	0.00	0.00	12962.58	12962.58	1	5
627	20000.00	0.00	0.00	0.00	20000.00	20000.00	1	5
628	16666.67	11665.33	0.00	0.00	28332.00	28332.00	1	5
629	0.00		20000.00		0.00	20000.00	1	5
630	21101.93	0.00	0.00	0.00	21101.93	21101.93	1	5
631	15866.16	0.00	0.00	0.00	15866.16	15866.16	1	5
632	16666.66	0.00	41666.66	0.00	16666.66	58333.32	1	5
633	11095.41	17448.34	0.00	0.00	28543.75	28543.75	1	5
634	2024.80	837.80	12330.22	0.00	2862.60	15192.82	1	5
635	14015.12	29166.67	0.00	0.00	43181.79	43181.79	1	5
636	18333.33	10416.66	0.00	0.00	28749.99	28749.99	1	5
637	37666.67	0.00	0.00	0.00	37666.67	37666.67	1	5
638	49825.51	0.00	0.00	0.00	49825.51	49825.51	1	5
639	0.00	19365.71	0.00	0.00	19365.71	19365.71	1	5
640	10108.80	11484.25	0.00	0.00	21593.05	21593.05	1	5
641	15472.93	0.00	0.00	0.00	15472.93	15472.93	1	5
642	19996.85	0.00	0.00	0.00	19996.85	19996.85	1	5
643	7691.75	4874.28	0.00	0.00	12566.03	12566.03	1	4
644	14139.08	0.00	0.00	0.00	14139.08	14139.08	1	5
645	9425.87	8000.01	0.00	0.00	17425.88	17425.88	1	5
646	20833.34	0.00	0.00	0.00	20833.34	20833.34	1	5
647	21595.84	0.00	0.00	0.00	21595.84	21595.84	1	5
648	14375.62	10265.42	0.00	0.00	24641.04	24641.04	1	5
649	6676.91	2850.00	8785.95	0.00	9526.91	18312.86	1	5
650	128176.34		0.00		128176.34	128176.34	1	5
651	0.00	59380.85	0.00	0.00	59380.85	59380.85	1	5
652	9273.34	2035.00	0.00	3981.01	11308.34	15289.35	1	5
653	0.00		153949.66		0.00	153949.66	1	5
654	10000.00	0.00	15990.00	0.00	10000.00	25990.00	1	5
655	19462.50	8674.99	0.00	0.00	28137.49	28137.49	1	5
656	15888.61	0.00	0.00	0.00	15888.61	15888.61	1	5
657	67702.00	0.00	0.00	0.00	67702.00	67702.00	1	5
658	17902.36	9513.29	0.00	0.00	27415.65	27415.65	1	5
659	54863.63		0.00		54863.63	54863.63	1	5
660	28683.76	0.00	0.00	0.00	28683.76	28683.76	1	5
661	37001.70		0.00		37001.70	37001.70	1	5
662	14116.58	3883.76	0.00	0.00	18000.34	18000.34	1	5
663	16220.55	0.00	5016.25	0.00	16220.55	21236.80	1	5
664	8250.00		0.00		8250.00	8250.00	1	5
665	33333.67		0.00		33333.67	33333.67	1	5
666	7313.24	17500.66	0.00	0.00	24813.90	24813.90	1	5
667	1972.00	0.00	36810.24	0.00	1972.00	38782.24	0	5
668	79166.67	0.00	0.00	0.00	79166.67	79166.67	1	5
669	11833.33		3635.68		11833.33	15469.01	1	5
670	13775.00	1711.91	0.00	0.00	15486.91	15486.91	0	5
671	18831.00	16883.00	0.00	0.00	35714.00	35714.00	0	5
672	31951.00	0.00	0.00	0.00	31951.00	31951.00	1	5
673	33750.00		0.00		33750.00	33750.00	0	5
674	21265.19		0.00		21265.19	21265.19	1	5
675	3307.00		0.00		3307.00	3307.00	0	4
676	26886.08	0.00	0.00	0.00	26886.08	26886.08	0	5
677	18055.54		0.00		18055.54	18055.54	0	5
678	0.00	9583.00	0.00	51667.00	9583.00	61250.00	0	5
679	18515.46	0.00	0.00	1176.08	18515.46	19691.54	1	5
680	40954.92	0.00	4411.67	0.00	40954.92	45366.59	0	5
681	3710.00		0.00		3710.00	3710.00	0	5
682	44795.00	0.00	0.00	0.00	44795.00	44795.00	1	5
683	8333.34		42426.92		8333.34	50760.26	0	4
684	141926.79	0.00	0.00	0.00	141926.79	141926.79	0	5
685	16652.50	0.00	0.00	0.00	16652.50	16652.50	1	5
686	39750.00		0.00		39750.00	39750.00	0	5
687	9176.74	12286.36	0.00	0.00	21463.10	21463.10	1	5
688	22487.50	0.00	2416.66	0.00	22487.50	24904.16	1	5
689	15568.83	0.00	0.00	5637.00	15568.83	21205.83	1	5
690	12612.25	4476.05	5519.66	0.00	17088.30	22607.96	1	5
691	15071.33		0.00		15071.33	15071.33	1	5
692	10487.49	5416.67	0.00	0.00	15904.16	15904.16	1	5
693	53183.49		0.00		53183.49	53183.49	1	5
694	51280.00		0.00		51280.00	51280.00	1	5
695	23614.00	0.00	0.00	0.00	23614.00	23614.00	1	5
696	16999.97	10088.16	0.00	0.00	27088.13	27088.13	1	5
697	13518.50	126.17	0.00	0.00	13644.67	13644.67	1	5
698	16750.00		0.00		16750.00	16750.00	1	5
699	11500.00	10000.00	0.00	0.00	21500.00	21500.00	1	5
700	13471.58	0.00	0.00	0.00	13471.58	13471.58	1	5
701	14894.05		0.00		14894.05	14894.05	1	5
702	11607.08	18000.00	0.00	0.00	29607.08	29607.08	1	5
703	10638.75		0.00		10638.75	10638.75	1	5
704	6634.66	8333.34	0.00	0.00	14968.00	14968.00	1	5
705	13175.00	8733.46	0.00	0.00	21908.46	21908.46	1	5
706	20833.34	7891.67	0.00	0.00	28725.01	28725.01	1	5
707	12133.76	7704.42	0.00	0.00	19838.18	19838.18	1	5
708	30589.42	0.00	0.00	0.00	30589.42	30589.42	1	5
709	16696.88	3358.64	0.00	0.00	20055.52	20055.52	1	5
710	8644.87	0.00	0.00	0.00	8644.87	8644.87	1	5
711	19826.46	5805.00	0.00	0.00	25631.46	25631.46	1	5
712	7679.00	0.00	607.00	0.00	7679.00	8286.00	1	5
713	32006.43	0.00	0.00	0.00	32006.43	32006.43	1	5
714	21394.37	0.00	0.00	0.00	21394.37	21394.37	1	5
715	7386.44	7231.32	0.00	0.00	14617.76	14617.76	1	5
716	83028.75		16776.33		83028.75	99805.08	1	5
717	11357.98	8235.07	0.00	0.00	19593.05	19593.05	1	5
718	0.00	0.00	21324.80	0.00	0.00	21324.80	1	5
719	7772.24	8547.78	0.00	0.00	16320.02	16320.02	1	5
720	38048.87		0.00		38048.87	38048.87	1	5
721	12515.98	0.00	5157.58	0.00	12515.98	17673.56	1	5
722	9870.84		0.00		9870.84	9870.84	1	5
723	20000.00		0.00		20000.00	20000.00	1	5
724	28012.54	0.00	0.00	0.00	28012.54	28012.54	1	5
725	15899.50	0.00	2415.83	0.00	15899.50	18315.33	1	5
726	0.00	20677.83	0.00	0.00	20677.83	20677.83	1	5
727	10619.44	4345.16	0.00	0.00	14964.60	14964.60	1	5
728	40268.36	0.00	0.00	0.00	40268.36	40268.36	1	5
729	17833.34		0.00		17833.34	17833.34	1	5
730	0.00	0.00	46603.07	0.00	0.00	46603.07	1	5
731	7065.00	4149.44	0.00	290.90	11214.44	11505.34	1	5
732	29526.41	4333.33	0.00	0.00	33859.74	33859.74	1	5
733	10150.49	11365.25	5544.47	0.00	21515.74	27060.21	1	5
734	15437.84	7096.50	0.00	0.00	22534.34	22534.34	1	5
735	15608.36	13916.67	0.00	0.00	29525.03	29525.03	1	5
736	33333.33	30833.31	0.00	0.00	64166.64	64166.64	1	5
737	0.00	0.00	13440.30	0.00	0.00	13440.30	1	5
738	18750.00	17564.08	0.00	0.00	36314.08	36314.08	1	5
739	24166.66		2500.00		24166.66	26666.66	1	5
740	11370.00		4375.58		11370.00	15745.58	1	5
741	13750.00		0.00		13750.00	13750.00	1	5
742	19166.66	0.00	0.00	0.00	19166.66	19166.66	1	5
743	92106.00		0.00		92106.00	92106.00	1	4
744	17333.35	0.00	0.00	0.00	17333.35	17333.35	1	5
745	31049.84	0.00	0.00	0.00	31049.84	31049.84	1	5
746	25833.34	4889.36	0.00	0.00	30722.70	30722.70	1	5
747	39077.75		10398.75		39077.75	49476.50	1	5
748	9480.63	1043.62	9128.30	0.00	10524.25	19652.55	1	5
749	19912.04		0.00		19912.04	19912.04	1	5
750	70519.50		0.00		70519.50	70519.50	1	5
751	8924.93	13175.07	0.00	0.00	22100.00	22100.00	1	5
752	13938.76	0.00	10624.00	0.00	13938.76	24562.76	0	5
753	21666.67	0.00	0.00	0.00	21666.67	21666.67	1	5
754	8691.00	14745.84	0.00	0.00	23436.84	23436.84	1	5
755	32108.34		51857.26		32108.34	83965.6	1	5
756	6437.49	10833.33	0	0	17270.82	17270.82	1	5
757	21253.4		0	0	21253.4	21253.4	1	5
758	83333		-101.58	0	83333	83231.42	1	5
759		4921.25	0	9313.17	4921.25	14234.42	1	5
760	29166.18		-2573.13	0	29166.18	26593.05	1	5
761	18551.87	24506.27	-2943.83	0	43058.14	40114.31	1	5
762	13750		0		13750	13750	1	5
763	17050.00		21666.67	0.00	17050.00	38716.67	1	5
764	20000.00		8548.39		20000.00	28548.39	1	5
765	7437.52	12638.88	11261.4	-252.38	20076.4	31085.42	1	5
766	12937.49		0	0	12937.49	12937.49	1	5
767	26666.68		0.00	0.00	26666.68	26666.68	1	5
768	2916.66		37868.59		2916.66	40785.25	1	5
769	15833.33		0.00	0.00	15833.33	15833.33	1	5
770	20000	7750	0	0	27750	27750	1	5
771	13541.68		0		13541.68	13541.68	1	5
772	16666.67	0	-25	0	16666.67	16641.67	1	5
773	6763.03		9780.33		6763.03	16543.36	1	5
774	0	109375	0	0	109375	109375	1	5
775	12950		0		12950	12950	1	5
776	29989.94	0	0	0	29989.94	29989.94	1	5
777			71953.37		0.00	71953.365	1	5

	109	110	111	112	113	114	115	116	117
	Co-Borrower Income Verification	Borrower Employment Verification	Co-Borrower Employment Verification	Borrower Asset Verification	Co-Borrower Asset Verification	Liquid / Cash Reserves	Monthly Debt All Borrowers	Originator DTI	Fully Indexed Rate
1		3		4		100157.55	5168.88	0.428115
2		3		4		113481.26	12877.74	0.427611
3		3		4		54985.66	6777.42	0.435090
4		3		4		107847.78	10597.28	0.305603
5		3		4		907459.67	5107.14	0.180417
6		3		4		36935.73	4173.81	0.168465
7		3		4		123927.86	9965.40	0.330885
8		3		4		108674.87	3556.12	0.255389
9		3		4		718153.35	6486.93	0.149809
10		3		4		88406.42	9003.73	0.192922
11		3		4		8141123.80	14815.91	0.114497
12		3		4		1055578.97	18123.52	0.183089
13		3		4		176499.68	6330.92	0.442930
14		3		4		202544.45	5749.41	0.431785
15		3		4		287750.39	8203.41	0.369699
16		3		4		556666.72	7967.42	0.356152
17		3		4		267822.29	10178.64	0.310704
18		3		4		20947.56	3559.15	0.283559
19		3		4		210334.04	7956.16	0.125442
20		3		4		122986.48	4884.62	0.298721
21		3		4		51268.65	5838.31	0.415479
22		3		4		196036.18	9345.55	0.236098
23		3		4		491245.26	6482.80	0.248557
24		3		4		424450.73	6509.50	0.282000
25		3		4		450504.48	5171.34	0.351722
26		3		4		140821.23	4658.32	0.122133
27		3		4		88212.62	5622.23	0.299852
28		3		4		94730.02	5996.36	0.303553
29		3		4		118659.88	4456.06	0.178997
30		3		4		109743.86	5780.46	0.263353
31		3		4		118345.80	8835.62	0.444746
32		3		4		137088.00	5653.92	0.335606
33		3		4		994576.20	7771.14	0.265672
34		3		4		292811.35	8503.22	0.403463
35		3		4		110417.28	8106.58	0.284201
36		3		4		126460.46	4521.44	0.284962
37		3		4		2491429.24	19031.84	0.424250
38		3		4		413475.03	5056.23	0.254495
39		3		4		50103.33	4347.85	0.183712
40		3		4		63682.54	4950.94	0.371335
41		3		4		802365.68	6803.27	0.418663
42		3		4		219896.34	4702.95	0.325589
43		3		4		59763.20	8594.14	0.282350
44		3		4		40627.00	4858.24	0.352886
45		3		4		167644.80	11964.47	0.384135
46		3		4		248337.66	20951.84	0.138977
47		3		4		255135.11	7343.20	0.338917
48		3		4		4020010.15	8720.31	0.418575
49		3		4		85118.02	5924.31	0.349731
50		3		4		54444.89	6096.49	0.338227
51		3		4		52061.80	6482.63	0.194319
52		3		4		131971.50	9646.17	0.243668
53		3		4		205899.54	3484.47	0.192498
54		3		4		549061.52	6962.89	0.436270
55		3		4		54393.09	3842.97	0.181061
56		3		4		179989.78	9020.53	0.185678
57		3		4		942693.56	11602.09	0.394837
58		3		4		1645145.55	16128.07	0.407446
59		3		4		148153.62	4983.32	0.395822
60		3		4		199932.75	8847.85	0.314503
61		3		4		305662.84	18004.95	0.240066
62		3		4		682210.10	7163.26	0.082788
63		3		4		374446.15	2201.44	0.416390
64		3		4		3341757.44	18137.04	0.435289
65		3		4		869940.90	6690.67	0.200720
66		3		4		164807.55	6702.74	0.315438
67		3		4		544991.08	4508.86	0.189448
68		3		4		740988.16	7728.88	0.286786
69		3		4		275368.19	5150.98	0.353210
70		3		4		275702.70	23677.70	0.319247
71		3		4		171096.60	6327.27	0.169651
72		3		4		526477.90	7191.16	0.283853
73		3		4		286605.05	9006.79	0.323010
74		3		4		262457.74	5200.19	0.221191
75		3		4		136693.74	3974.34	0.234813
76		3		4		123023.02	6111.96	0.293374
77		3		4		134142.40	7256.92	0.331165
78		3		4		658888.14	9774.49	0.258904
79		3		4		107666.68	7476.34	0.335454
80		3		4		433058.80	14071.91	0.381184
81		3		4		232409.32	11658.24	0.249823
82		3		4		1152706.28	5809.16	0.145229
83		3		4		71131.17	5322.52	0.304952
84		3		4		231616.88	8413.53	0.195857
85		3		4		490382.36	5671.82	0.277161
86		3		4		114543.57	6766.96	0.447380
87		3		4		633369.46	6594.38	0.439982
88		2		4		243703.75	3878.20	0.165967
89		3		4		1398593.21	4607.08	0.224878
90		2		4		2208429.46	11754.07	0.371541
91		2		3		289565.58	2636.65	0.316700
92		2		3		179823.88	6688.41	0.475900
93		3		3		1243521.11	11613.83	0.221600
94		2		3		1963330.64	44857.80	0.201400
95		2		3		1770153.90	9425.81	0.461200
96		2		4		2752215.38	63270.58	0.255900
97		2		3		3930944.00	18639.55	0.368100
98		3		3		167883.91	5112.65	0.369700
99		2		3		15607.79	689.75	0.099200
100		2		3		218286.24	5783.45	0.459600
101		2		3		260585.70	16145.63	0.294900
102		2		3		3433354.23	4808.12	0.253700
103		2		3		2972788.91	2926.13	0.395800
104		2		3		1030964.98	20945.17	0.272100
105		3		3		4956028.00	7738.15	0.251800
106		2		3		5899803.44	18328.49	0.239100
107		2		3		1343697.18	3350.70	0.203400
108		2		3		1384868.91	9660.63	0.390000
109		2		3		763631.50	5881.83	0.344200
110		2		3		1313974.00	15520.73	0.378800
111		2		3		2438250.95	5258.34	0.369000
112		2		3		7683768.49	11157.30	0.051400
113		2		4		2391219.00	5427.24	0.263800
114		2		3		1076776.37	4214.62	0.103200
115		3		3		414355.06	7618.30	0.110300
116		2		3		697996.25	4748.86	0.312900
117		2		3		11803493.40	6141.19	0.144600
118		2		3		240752.04	4943.77	0.187400
119		2		4		339255.20	7859.31	0.201500
120		2		3		9160103.39	4296.08	0.271200
121		2		4		60936.61	4613.99	0.263800
122		2		3		3269448.49	11782.94	0.355400
123		2		4		63021.55	3097.76	0.515600
124		2		3		16323113.88	24164.26	0.361800
125		2		3		107585.47	5417.10	0.294200
126		2		4		1764521.40	9318.88	0.077600
127		2		3		101686.20	4823.27	0.407600
128		2		4		942097.24	14958.47	0.199400
129		2		3		5407862.09	10134.95	0.074100
130		2		4		79217.47	8613.41	0.208300
131		2		3		257561.50	7399.56	0.349000
132		2		3		929690.09	5681.72	0.290400
133		2		4		208711.89	3867.45	0.125100
134		2		3		140385.70	495.09	0.047400
135		2		3		468023.02	4357.44	0.390700
136		2		3		887619.82	1116.00	0.085600
137		2		3		660239.84	1302.01	0.108100
138		2		3		766011.27	3074.04	0.388300
139		2		4		674375.66	20563.61	0.212800
140		2		4		3447713.30	10029.17	0.372600
141		2		3		358435.18	4832.92	0.165700
142		2		3		333327.06	11565.64	0.332000
143		2		3		1954533.02	35720.00	0.182400
144		2		4		642302.00	6830.72	0.258300
145		2		3		48695.24	5160.62	0.227400
146		3		3		329276.34	4003.43	0.174700
147		2		3		277810.71	1638.00	0.130300
148		2		3		278913.87	1638.00	0.130300
149		2		3		261831.84	1638.00	0.130300
150		2		4		714394.19	17032.69	0.377700
151		2		3		1331309.76	14368.59	0.142500
152		2		3		2956295.33	12535.01	0.294000
153		3		3		41671.51	3087.60	0.204400
154		2		3		144847.23	5740.91	0.352300
155		2		3		285480.21	3552.47	0.409900
156		2		3		51495.49	1838.58	0.365200
157		2		3		15642.07	8667.11	0.429600
158		2		3		3459727.00	7763.07	0.159200
159		2		4		13825767.00	14541.75	0.270900
160		2		3		3516736.33	10996.34	0.340100
161		2		3		213037.13	6281.08	0.222400
162		2		3		176770.18	1817.15	0.590000
163		2		3		29211.38	2201.70	0.303300
164		2		3		1673205.86	15632.88	0.679100
165		2		3		2957043.62	8988.23	0.415900
166		2		3		310038.68	4061.21	0.148700
167		2		4		166975.41	11848.54	0.233500
168		2		3		467075.61	10266.85	0.508300
169		2		4		372643.32	1643.91	0.241400
170		2		3		377004.30	9351.72	0.261600
171		2		3		1317703.58	12033.51	0.423100
172		2		3		948564.32	4077.11	0.383800
173		2		3		4014924.44	17719.68	0.113800
174		2		4		5137320.50	5320.67	0.138800
175		2		3		1347820.74	8208.97	0.193600
176		3		4		2115094.89	19082.82	0.378900
177		3		3		76531.59	6018.15	0.213300
178		3		4		2150867.99	16423.44	0.199800
179		2		3		198625.98	7790.65	0.455800
180		2		3		1050001.83	10073.16	0.198700
181		2		3		146807.37	6653.58	0.131800
182		2		3		1816059.28	5429.86	0.064900
183		2		4		168832.23	9664.94	0.367500
184		2		3		206231.98	2159.76	0.343500
185		2		3		151083.91	10506.18	0.468800
186		2		3		1577619.31	9583.33	0.169100
187		3		3		1156056.01	10079.40	0.053700
188		2		3		538867.65	4358.56	0.390800
189		2		3		273350.19	7756.20	0.282300
190		2		3		1038968.25	10873.90	0.368800
191		2		3		662628.22	1938.93	0.107400
192		2		3		111809.31	2200.55	0.365600
193		2		3		1325476.34	5710.54	0.279700
194		2		3		7400707.07	15394.19	0.133500
195		2		3		6589484.83	5013.76	0.164000
196		2		3		321153.83	3382.50	0.405900
197		2		3		37705.97	1199.00	0.080500
198		2		3		340604.40	10073.33	0.445300
199		2		4		1756194.11	9512.96	0.264600
200		2		3		2291593.00	11940.60	0.378600
201		2		3		3174282.25	13162.69	0.387400
202		2		4		1163239.07	14122.91	0.144900
203		2		3		255489.00	1944.26	0.373400
204		2		3		6952197.50	11555.39	0.379400
205		3		3		14442.17	2774.22	0.589100
206		2		3		1566672.90	6048.46	0.364900
207		2		3		223239.81	6919.89	0.424800
208		2		3		9840980.05	2249.49	0.077300
209		2		3		64979.59	1707.08	0.106100
210		3		3		184023.27	3532.02	0.336300
211		2		3		2595049.62	18644.38	0.329300
212		2		3		529267.40	6426.97	0.252400
213		3		3		2579680.04	4595.71	0.218900
214		2		4		315376.60	5031.51	0.318800
215		2		3		715212.84	16446.21	0.391900
216		2		3		107876.45	6436.25	0.406500
217		2		3		902319.00	6181.54	0.259800
218		2		4		770215.73	18906.14	0.254300
219		2		3		4935734.22	34411.51	0.159200
220		2		3		976788.35	8632.25	0.286500
221		2		4		1264266.14	7604.68	0.176600
222		2		3		5501563.32	592.05	0.042200
223		2		3		2015420.20	10456.08	0.295600
224		2		3		1840178.03	6639.88	0.240200
225		2		3		571844.50	7958.96	0.347300
226		3		3		421960.92	14242.13	0.333800
227		2		3		157598.18	6888.70	0.318700
228		2		3		47914.11	5982.09	0.353400
229		2		3		1179925.74	5476.88	0.292100
230		2		3		879827.87	5695.91	0.403900
231		2		3		1694885.23	8019.32	0.146400
232		2		4		2548363.72	22836.53	0.117700
233		2		3		3571504.51	7977.25	0.267100
234		2		3		906062.64	10937.03	0.394900
235		2		4		381782.24	5988.64	0.348200
236		2		3		261995.40	5241.05	0.286600
237		2		3		3698946.67	8470.80	0.185300
238		2		3		1538748.30	6946.77	0.410300
239		3		3		109148.50	6443.92	0.414400
240		3		3		1918399.52	17339.23	0.147100
241		2		3		393315.48	8239.34	0.257600
242		2		4		2105679.31	17951.93	0.077200
243		2		3		3264311.00	7902.83	0.203700
244		2		3		5070409.73	13060.20	0.375700
245		2		3		9842010.22	2252.40	0.077400
246		2		3		213188.23	6318.06	0.266900
247		3		3		2514515.81	22260.51	0.425600
248		3		3		408704.80	11680.27	0.204900
249		2		3		387081.32	7550.56	0.192700
250		2		4		381312.00	9305.02	0.179000
251		2		3		1396139.90	10344.36	0.240800
252		2		3		2819710.19	21375.72	0.209800
253		3		4		714272.19	7035.30	0.141600
254		2		3		646142.48	14260.02	0.410900
255		3		3		339100.72	9677.41	0.483500
256		2		3		439176.69	8228.50	0.184100
257		2		3		2199170.93	11283.60	0.294000
258		2		3		68455.34	10294.16	0.201100
259		2		3		167551.29	6676.77	0.312000
260		2		3		1520403.00	6033.00	0.434000
261		2		3		87664.20	2501.33	0.355900
262		2		3		194115.22	14043.78	0.232800
263		3		3		639242.53	6236.07	0.089800
264		3		3		1217577.92	5206.42	0.108700
265		2		4		605973.17	10861.39	0.376700
266		2		4		283813.07	6617.79	0.332500
267		2		3		751317.00	8318.44	0.206400
268		2		4		275238.61	5637.76	0.320400
269		3		3		106117.75	8440.06	0.198500
270		3		3		202650.38	6870.50	0.291500
271		2		3		2679529.42	7904.36	0.442400
272		3		3		121033.10	1823.58	0.258700
273		3		3		6790526.80	46119.88	0.345900
274		3		3		5341728.83	4466.21	0.459300
275		2		3		2964741.35	20329.78	0.147400
276		2		3		2325615.24	4280.49	0.103500
277		2		3		4541984.31	8341.71	0.198600
278		2		3		880766.82	11203.28	0.184800
279		3		4		597060.33	7134.87	0.372500
280		2		4		1107653.02	15870.41	0.090800
281		3		3		170871.04	4539.60	0.436500
282		2		3		5597742.56	9450.33	0.372500
283		2		3		5351736.91	8525.10	0.120800
284		2		3		417586.57	10262.72	0.110000
285		2		4		1864526.77	11168.02	0.326700
286		2		3		676878.95	8815.05	0.280700
287		2		3		1865815.95	8815.05	0.280700
288		3		4		3362697.34	17342.42	0.218900
289		3		3		332057.70	3585.00	0.338100
290		3		4		1888273.06	13918.61	0.373900
291		2		4		101521.81	6421.16	0.344700
292		3		4		816119.05	4984.20	0.276900
293		2		4		1791145.25	11860.24	0.239600
294		2		4		96144.60	7465.66	0.278300
295		3		3		4419563.84	12739.38	0.185300
296		3		3		702694.13	7639.38	0.359500
297		2		3		431755.00	10520.78	0.457200
298		2		3		955876.78	3302.40	0.219800
299		2		3		764165.31	6858.99	0.363600
300		2		4		1185256.02	23633.93	0.187300
301		2		3		507965.00	8485.53	0.208700
302		2		3		639819.45	12937.49	0.438200
303		3		3		1474691.60	6772.58	0.454200
304		2		4		148749.89	3707.07	0.431900
305		2		3		902266.24	7890.13	0.239700
306		2		4		2504842.94	14355.39	0.438800
307		2		3		97225.81	7073.40	0.269900
308		2		3		1360696.13	5195.95	0.196300
309		2		3		638646.82	12387.69	0.287900
310		3		4		447947.34	3877.18	0.199400
311		2		3		175375.59	6263.43	0.249900
312		3		3		101394.71	8195.79	0.224800
313		2		3		288597.29	9463.46	0.332300
314		2		4		143052.47	6509.95	0.222300
315		3		4		503980.01	5545.46	0.146000
316		2		3		188140.43	18294.32	0.128300
317		3		3		303443.52	6362.00	0.318100
318		2		4		213284.62	6802.54	0.309800
319		2		3		709351.08	8759.19	0.206700
320		2		4		1840640.78	13831.54	0.298600
321		3		3		335004.29	7150.00	0.214500
322		2		3		5783967.05	8195.16	0.331200
323		2		4		2182676.79	5248.09	0.250500
324		2		3		693619.78	6926.43	0.198700
325		2		4		1115433.00	5108.08	0.316800
326		2		3		640820.45	7168.43	0.344400
327		2		3		1891630.24	6606.97	0.397600
328		2		3		695927.13	7559.98	0.363000
329		2		4		1166740.08	5866.92	0.326600
330		3		3		986635.43	11462.10	0.293900
331		3		3		287387.78	7578.74	0.385800
332		2		4		1349773.63	7589.90	0.436900
333		2		4		2581193.93	5948.25	0.339900
334		2		3		203517.90	6704.07	0.300300
335		2		3		1792046.00	10002.60	0.253400
336		2		4		368315.56	10768.19	0.553900
337		2		3		910253.77	10682.55	0.279100
338		2		3		267417.00	8164.51	0.290400
339		3		3		220913.37	16896.75	0.233000
340		2		4		1164367.27	7809.88	0.212100
341		2		4		725540.97	4840.03	0.186600
342		3		4		161837.07	2228.62	0.194500
343		3		4		436641.67	8527.08	0.409300
344		3		4		195731.61	2227.43	0.260300
345		2		3		806272.39	11091.51	0.222200
346		3		3		782901.49	6193.23	0.218000
347		2		3		1284093.39	13506.23	0.114000
348		2		3		5511016.80	10383.65	0.307500
349		2		4		730148.12	4926.10	0.371300
350		2		4		72299.66	7467.17	0.363600
351		2		4		563355.11	12928.49	0.352000
352		2		3		422540.83	5016.44	0.440000
353		2		3		2822057.54	13225.00	0.264500
354		2		3		4181940.21	9203.32	0.111600
355		2		3		2128585.32	8313.47	0.214400
356		2		4		519701.89	7173.91	0.350100
357		2		4		706695.90	9360.57	0.190700
358		2		4		714533.91	5914.56	0.336300
359		2		3		478080.35	9274.07	0.409000
360		2		4		675028.65	17128.31	0.357800
361		3		3		310806.36	5400.65	0.398700
362		2		4		143117.20	5272.05	0.353600
363		2		4		86617.25	24437.67	0.330500
364		2		3		616271.73	9158.66	0.301500
365		2		4		916865.19	13586.70	0.365000
366		2		4		1094694.00	6038.09	0.198100
367		2		3		2388994.60	7200.67	0.419400
368		2		4		2912778.50	16965.64	0.292000
369		2		3		572602.92	7068.66	0.108800
370		2		3		53456.83	4290.87	0.212500
371		2		3		564353.60	6457.14	0.176200
372		2		3		1038543.18	5504.68	0.279900
373		3		4		859919.59	4755.03	0.228300
374		2		4		267009.00	7405.94	0.258500
375		2		3		494552.37	4745.60	0.356300
376		2		4		333639.95	7131.16	0.394700
377		2		4		777380.43	8128.61	0.426800
378		2		4		3588719.32	8953.99	0.381700
379		3		3		1004294.72	7312.50	0.487500
380		2		3		1728101.47	6726.23	0.470300
381		2		3		1438337.04	14957.55	0.274100
382		2		3		3709710.11	3730.88	0.248200
383		2		3		4140605.64	13924.04	0.398000
384		2		4		384795.71	5531.33	0.457900
385		2		4		3849933.19	11130.40	0.370900
386		2		3		2386885.79	7854.68	0.378400
387		2		3		396580.92	9076.80	0.195400
388		2		4		52691.54	7885.93	0.234900
389		3		4		1370940.43	9741.30	0.334500
390		3		3		340056.27	8118.25	0.295700
391		2		3		2811962.46	10218.80	0.332700
392		3		3		284871.50	7420.91	0.185400
393		3		3		684642.12	8553.69	0.187500
394		2		3		193509.12	13016.51	0.417700
395		2		3		742762.06	7923.20	0.351600
396		3		4		271616.31	6746.58	0.426100
397		2		3		480260.58	9646.91	0.186900
398		3		3		618061.22	11144.03	0.260100
399		2		3		467621.96	16768.70	0.305900
400		3		4		1445679.25	6972.56	0.278700
401		2		3		7870877.75	18418.87	0.386100
402		2		3		366383.40	7320.45	0.263800
403		2		4		22048665.00	14654.26	0.496700
404		2		3		5122916.94	9107.57	0.316900
405		2		4		23327536.41	13308.92	0.451100
406		2		4		23327536.41	13308.92	0.451100
407		2		3		1893927.18	5668.65	0.190600
408		2		3		131438.75	10651.57	0.372000
409		2		3		27891.29	500.19	0.277800
410		3		3		358621.96	4425.00	0.442500
411		2		4		2450719.98	10217.55	0.114200
412		2		4		1703916.24	9551.49	0.418400
413		3		3		645403.35	12481.25	0.199700
414		2		3		2103513.08	15365.00	0.295500
415		2		4		1324637.93	19088.21	0.255500
416		2		3		551373.30	6954.77	0.220200
417		2		4		1417700.76	10787.55	0.211100
418		2		3		367985.49	10827.31	0.420800
419		2		4		290704.01	10025.69	0.289700
420		2		3		2190805.38	14206.39	0.531100
421		2		4		430046.38	7323.97	0.350300
422		3		4		1427571.99	10939.82	0.180700
423		2		4		1367261.21	6324.90	0.285600
424		3		4		454988.07	6819.30	0.213000
425		2		3		106334.11	5448.59	0.270900
426		2		3		196081.76	13734.99	0.302200
427		3		3		2528080.54	6398.95	0.404400
428		2		3		302258.82	4613.31	0.311600
429		2		3		1795590.09	8703.48	0.162400
430		3		4		4001121.82	16313.65	0.365900
431		2		4		202959.40	6321.20	0.256900
432		3		3		771593.26	9585.58	0.298500
433		2		4		257398.62	28415.73	0.515400
434		2		3		590727.06	1505.42	0.067000
435		3		4		178988.37	9100.90	0.181679
436		3		4		73648.94	5097.58	0.360723
437		3		4		200801.17	5599.66	0.166783
438		3		4		174449.56	4041.58	0.316023
439		3		4		443960.72	6942.21	0.447828
440		3		4		944663.46	4858.90	0.238475
441		3		4		187841.80	4256.25	0.349966
442		3		4		67568.47	4617.93	0.211991
443		3		4		397321.42	8237.21	0.148532
444		3		4		68212.12	4303.45	0.258207
445		3		4		257610.35	8017.19	0.238806
446		3		4		128663.85	6494.90	0.443610
447		3		4		38421.67	6098.41	0.190639
448		3		4		300476.36	5894.89	0.238982
449		3		4		151568.39	7365.49	0.313488
450		3		4		400051.72	6215.57	0.360323
451		3		4		124230.17	5728.97	0.441819
452		3		4		398865.75	12368.67	0.219817
453		3		4		2974658.96	10174.46	0.445955
454		3		4		321800.67	6162.74	0.377586
455		3		4		270026.16	12294.29	0.395349
456		3		4		53992.87	4355.59	0.246543
457		3		4		137122.47	6183.27	0.194620
458		3		4		1201262.87	6020.58	0.343102
459		3		4		2061741.76	7030.14	0.434907
460		3		4		56347.15	8177.32	0.351272
461		3		4		228411.04	10043.97	0.330173
462		3		4		117622.98	5310.40	0.278279
463		3		4		1161619.23	4596.12	0.172396
464		3		4		68029.33	5249.45	0.308656
465		3		4		124742.11	7208.16	0.413906
466		3		4		128952.75	8338.70	0.344729
467		3		4		108725.78	8202.63	0.261356
468		3		4		348283.67	3507.23	0.269091
469		3		4		207847.86	3986.24	0.217461
470		3		4		170227.98	6465.05	0.318440
471		3		4		102844.46	4661.18	0.203388
472		3		4		203197.31	5400.30	0.416061
473		3		4		90861.08	6387.25	0.379110
474		3		4		492765.70	9253.68	0.317269
475		3		4		373114.82	4615.63	0.326193
476		3		4		298162.41	12434.06	0.441816
477		3		4		76471.41	5650.41	0.258508
478		3		4		248895.12	4819.34	0.107906
479		3		4		193376.38	9824.26	0.424833
480		3		4		52238.32	4806.90	0.345675
481		3		4		181809.77	12647.79	0.443798
482		3		4		43383.04	5077.37	0.386039
483		3		4		324618.01	7710.70	0.282974
484		3		4		302141.22	7484.71	0.363159
485		3		4		126547.60	8796.74	0.318657
486		3		4		1185080.08	7447.53	0.425573
487		3		4		227494.54	8734.40	0.449675
488		3		4		415188.58	5254.26	0.315256
489		3		4		146767.07	5878.37	0.390154
490		3		4		138909.10	3724.89	0.285806
491		3		4		33866.17	4861.16	0.325928
492		3		4		675657.53	9987.19	0.301956
493		3		4		459357.92	5616.30	0.336978
494		3		4		988547.85	4819.61	0.263496
495		3		4		67983.12	3913.79	0.181874
496		3		4		69061.43	4425.21	0.330838
497		3		4		182281.51	6099.42	0.187428
498		3		4		135390.17	6678.45	0.198046
499		3		4		36677.24	6681.43	0.325492
500		3		4		710149.69	7086.39	0.266232
501		3		4		131088.00	3609.96	0.406195
502		3		4		144690.45	4172.95	0.412636
503		3		4		393895.17	9097.37	0.280783
504		3		4		120500.29	6000.56	0.217680
505		3		4		279435.05	4081.31	0.357271
506		3		4		354936.67	8171.87	0.363146
507		3		4		181380.25	4603.20	0.309459
508		3		4		73069.62	7330.50	0.202928
509		3		4		37498.31	5017.07	0.331976
510		3		4		178086.09	2558.68	0.499151
511		3		4		102050.72	6699.25	0.156969
512		3		4		292099.77	8475.68	0.456093
513		3		4		47678.56	7366.43	0.399254
514		3		4		159089.05	5258.24	0.353263
515		3		4		154173.47	4990.48	0.300366
516		3		4		506979.30	6137.78	0.193038
517		3		4		216211.60	6262.03	0.256425
518		3		4		741700.66	1305.35	0.237279
519		3		4		154023.39	4190.69	0.113761
520		3		4		99501.34	8387.90	0.252318
521		3		4		93921.17	6902.53	0.306779
522		3		4		75844.83	4748.64	0.282068
523		3		4		148363.34	5346.50	0.353498
524		3		4		582910.51	11443.01	0.453160
525		3		4		3837909.85	5758.97	0.263956
526		3		4		41102.82	6553.34	0.265719
527		3		4		161714.58	9152.25	0.236187
528		3		4		513063.23	1404.28	0.372505
529		3		4		28815.57	4097.03	0.238237
530		3		4		95531.55	4530.54	0.328641
531		3		4		122389.12	8075.32	0.402905
532		3		4		284914.38	14100.85	0.210516
533		3		4		180093.94	5852.03	0.369602
534		3		4		649482.72	5018.04	0.433544
535		3		4		52006.49	4561.35	0.291581
536		3		4		77317.95	8630.14	0.089385
537		3		4		237443.36	5811.00	0.215314
538		3		4		250411.07	9680.78	0.423809
539		3		4		43255.46	5838.94	0.369272
540		3		4		278392.51	6846.93	0.244945
541		3		4		674766.19	10587.41	0.320664
542		3		4		166511.38	7958.50	0.251321
543		3		4		92826.69	4703.65	0.332022
544		3		4		92881.28	7268.26	0.396962
545		3		4		330045.64	4878.01	0.365507
546		3		4		1526661.25	4679.40	0.328982
547		3		4		283820.69	5656.48	0.383165
548		3		4		104876.96	8641.86	0.389601
549		3		4		238870.30	6344.68	0.410610
550		3		4		370513.03	14266.99	0.244577
551		3		4		390216.36	9583.18	0.313077
552		3		4		347056.73	4163.47	0.244703
553		3		4		44231.63	4744.78	0.222689
554		3		4		107153.54	6355.15	0.349424
555		3		4		98014.70	5202.15	0.466658
556		3		4		356546.81	7899.50	0.232704
557		3		4		5448570.09	7769.71	0.495720
558		3		4		74365.06	5914.17	0.179369
559		3		4		263578.69	6926.81	0.345988
560		3		4		402133.00	12359.18	0.194949
561		3		4		82400.73	7098.83	0.418046
562		3		4		160365.70	5843.09	0.369022
563		3		4		229012.80	9937.17	0.348531
564		3		4		128322.75	5303.10	0.348237
565		3		4		465692.31	13194.03	0.249583
566		3		4		408519.57	7067.58	0.176397
567		3		4		97758.40	8103.28	0.197136
568		3		4		128271.72	5094.40	0.214501
569		3		4		38836.17	7299.20	0.229087
570		3		4		417990.85	12500.81	0.316292
571		3		4		1034870.52	7885.01	0.352308
572		3		4		960522.95	4166.42	0.200893
573		3		4		503639.66	5442.23	0.405531
574		3		4		154597.02	7465.35	0.352527
575		3		4		147974.07	4106.41	0.376565
576		3		4		208734.67	11322.46	0.376273
577		3		4		30264.62	4879.53	0.150332
578		3		4		80166.13	6868.31	0.381951
579		3		4		163595.61	6018.36	0.199723
580		3		4		2397168.04	12098.17	0.444667
581		3		4		1316173.77	8236.41	0.282391
582		3		4		1913779.63	15638.27	0.459949
583		3		4		652162.68	14620.76	0.307933
584		3		4		190628.63	5118.01	0.183083
585		3		4		616891.46	8880.53	0.194658
586		3		4		3262006.86	6199.88	0.101164
587		3		4		916794.24	7204.40	0.180110
588		3		4		948532.58	7456.72	0.163884
589		3		4		410971.89	6914.14	0.203342
590		3		4		363616.23	5000.40	0.285737
591		3		4		147582.35	11798.76	0.301887
592		3		4		315453.75	5266.46	0.417288
593		3		4		719831.54	6649.39	0.251967
594		3		4		57087.22	11056.33	0.448751
595		3		4		119516.24	3145.90	0.254051
596		3		4		41780.03	4807.93	0.262509
597		3		4		124169.49	10138.57	0.156037
598		3		4		34058.02	3500.24	0.126677
599		3		4		274358.71	7750.73	0.180491
600		3		4		619007.79	10359.80	0.345223
601		3		4		1392385.29	6565.15	0.315127
602		3		4		333648.26	4767.94	0.333362
603		3		4		285674.93	9305.72	0.445365
604		3		4		155492.73	6254.45	0.375267
605		3		4		454325.74	10085.15	0.154899
606		3		4		310887.28	7013.83	0.224418
607		3		4		395254.23	9366.13	0.173207
608		3		4		307512.38	7203.94	0.283954
609		3		4		185649.52	4737.82	0.391717
610		3		4		953793.51	5430.89	0.448740
611		3		4		185918.07	9614.78	0.405718
612		3		4		575197.55	8184.73	0.344838
613		3		4		1421705.30	6804.25	0.251234
614		3		4		147339.40	5011.98	0.375898
615		3		4		177834.43	6691.61	0.271205
616		3		4		47547.40	6095.35	0.444882
617		3		4		2758450.64	12633.63	0.120334
618		3		4		501928.66	4706.89	0.322759
619		3		4		676415.46	8298.40	0.417910
620		3		4		699011.55	4233.21	0.186075
621		3		4		26967.55	6981.74	0.414757
622		3		4		66807.03	9193.14	0.278808
623		3		4		580435.52	5935.41	0.366536
624		3		4		59237.06	4841.88	0.360125
625		3		4		108804.60	5938.14	0.408850
626		3		4		255312.50	4592.80	0.354312
627		3		4		250629.58	5948.62	0.297431
628		3		4		189361.82	8944.81	0.315714
629		3		4		34992.16	7065.00	0.353250
630		3		4		106313.02	6899.70	0.326970
631		3		4		474499.43	5532.72	0.348712
632		3		4		324655.45	10061.21	0.172478
633		3		4		252913.36	7314.71	0.256263
634		3		4		963417.39	6078.65	0.400100
635		3		4		488496.67	12105.71	0.280343
636		3		4		38306.29	5079.69	0.176685
637		3		4		498485.76	14178.45	0.376419
638		3		4		374469.30	8371.03	0.168007
639		3		4		136917.10	8108.87	0.418723
640		3		4		79179.76	6346.87	0.293931
641		3		4		79031.51	4725.05	0.305375
642		3		4		272723.99	7951.67	0.397646
643		3		4		559217.45	3812.95	0.303433
644		3		4		212052.38	5661.63	0.400424
645		3		4		75021.95	5975.18	0.342891
646		3		4		379033.18	4857.65	0.233167
647		3		4		111651.00	5022.95	0.232589
648		3		4		109091.24	7061.90	0.286591
649		3		4		158093.63	7821.15	0.427085
650		3		4		442953.24	11426.02	0.089143
651		3		4		138966.30	9087.94	0.153045
652		3		4		37434.02	4882.73	0.319355
653		3		4		608415.68	14373.51	0.093365
654		3		4		173563.59	7405.85	0.284950
655		3		4		303274.03	8242.93	0.292952
656		3		4		234734.05	5313.39	0.334415
657		3		4		2240709.59	19334.74	0.285586
658		3		4		2665420.47	7690.17	0.280503
659		3		4		391102.72	8449.77	0.154014
660		3		4		2906524.93	8619.07	0.300486
661		3		4		69649.68	7593.41	0.205218
662		3		4		119152.01	5824.15	0.323558
663		3		4		787168.35	6475.38	0.304913
664		3		4		65384.26	3301.22	0.400148
665		3		4		60051.92	4772.31	0.143168
666		3		4		90780.94	7050.52	0.284136
667		3		4		323664.36	6222.53	0.160448
668		3		4		154493.65	10860.80	0.137189
669		3		4		147987.25	6858.36	0.443361
670		3		4		42539.23	4724.51	0.305065
671		3		4		374542.59	7746.22	0.216896
672		3		4		150594.14	7079.13	0.221562
673		3		4		367673.33	10701.86	0.317092
674		3		4		225742.24	5073.51	0.238583
675		2		4		400954.00	183.35	0.055442
676		3		4		1090071.66	11150.79	0.414742
677		3		4		1331583.18	6123.34	0.339139
678		2		4		525772.01	12328.40	0.201280
679		3		4		925076.27	7461.03	0.378895
680		2		4		161824.70	8360.52	0.184288
681		2		4		850173.38	1539.38	0.414928
682		3		4		152995.94	17368.95	0.387743
683		2		4		1180123.78	12101.09	0.238397
684		2		4		744676.77	17272.92	0.121703
685		3		4		126384.91	4695.92	0.281995
686		3		4		328528.79	8880.79	0.223416
687		3		4		42829.17	5557.12	0.258915
688		3		4		556638.59	7393.10	0.296862
689		3		4		128409.82	9435.62	0.444954
690		3		4		126263.05	6843.45	0.302701
691		3		4		161949.64	5215.49	0.346054
692		3		4		92055.18	4897.97	0.307968
693		3		4		920371.86	7043.20	0.132432
694		3		4		465272.70	6584.92	0.128411
695		3		4		610666.47	4067.28	0.172240
696		3		4		55658.22	4548.83	0.167927
697		3		4		110762.12	4409.41	0.323160
698		3		4		524725.31	5668.43	0.338414
699		3		4		57381.10	5421.70	0.252172
700		3		4		69348.25	5522.22	0.409916
701		3		4		703195.11	6222.78	0.417803
702		3		4		122485.58	6036.68	0.203893
703		3		4		216293.92	4511.66	0.424078
704		3		4		68566.31	5293.42	0.353649
705		3		4		86310.50	6223.08	0.284049
706		3		4		99965.31	4547.71	0.158319
707		3		4		39320.36	4715.50	0.237698
708		3		4		164728.25	5532.59	0.180866
709		3		4		204420.60	6309.59	0.314606
710		3		4		61102.44	3860.94	0.446616
711		3		4		310277.08	4187.10	0.163358
712		3		4		149248.73	3690.35	0.445372
713		3		4		623985.24	4135.39	0.129205
714		3		4		123190.17	6373.43	0.297902
715		3		4		47018.83	6885.08	0.471008
716		3		4		176606.11	8755.40	0.087725
717		3		4		67010.68	3849.21	0.196458
718		3		4		6401819.37	9884.94	0.463542
719		3		4		62111.33	6339.74	0.388464
720		3		4		102402.66	4740.51	0.124590
721		3		4		350859.37	5777.10	0.326878
722		3		4		97224.18	3975.62	0.402764
723		3		4		48868.15	6275.50	0.313775
724		3		4		137845.60	5626.77	0.200866
725		3		4		148312.71	7990.17	0.436256
726		3		4		53270.06	7759.60	0.375262
727		3		4		195535.77	5741.63	0.383681
728		3		4		320834.47	16626.69	0.412897
729		3		4		128247.09	3926.42	0.220173
730		3		4		70405.65	8150.32	0.174888
731		3		4		89228.92	4203.94	0.365390
732		3		4		791682.99	10253.07	0.302810
733		3		4		162738.15	11538.01	0.426383
734		3		4		105652.76	4369.79	0.193917
735		3		4		264565.11	6886.71	0.233250
736		3		4		174430.62	11166.21	0.174019
737		3		4		103047.49	3741.17	0.278355
738		3		4		1032491.77	8135.15	0.224022
739		3		4		151932.00	6853.41	0.257003
740		3		4		121751.86	4208.20	0.267262
741		3		4		465813.04	5869.17	0.426849
742		3		4		211466.08	7244.04	0.377950
743		3		4		1030596.87	26224.14	0.284717
744		3		4		376579.80	6476.14	0.373623
745		3		4		1007171.67	9034.94	0.290982
746		3		4		63513.24	7752.93	0.252352
747		3		4		328146.02	10380.12	0.209799
748		3		4		719246.07	7661.06	0.389825
749		3		4		246317.72	4374.24	0.219678
750		3		4		129989.56	10275.47	0.145711
751		3		4		177341.79	7837.74	0.354649
752		3		4		8841603.90	9084.51	0.369849
753		3		4		80441.92	6729.15	0.310576
754		3		4		61350.48	3890.09	0.165982
755		3		4		321060.29	30240.21	0.360150
756		3		4		87201.05	5356.72	0.310160
757		3		4		437904.87	6704.6	0.315460
758		3		4		509996.45	21783.33	0.261720
759		3		4		118745.94	6488.19	0.455810
760		3		4		342540.56	6039.81	0.227120
761		3		4		168826.75	6981.09	0.174030
762		3		4		114790.61	3879.84	0.282170
763		3		4		397615.29	9023.31	0.233060
764		3		4		103130.78	5946.06	0.208280
765		3		4		652084.49	11991.2	0.385750
766		3		3		413,098.29	4683.89	0.362040
767		3		4		112690.33	9844.8	0.3692
768		3		3		67626.97	7621.95	0.1869
769		3		4		298634.58	4691.73	0.296320
770		3		4		206120.45	3380.51	0.121820
771		3		4		184711.44	5184.97	0.382890
772		3		4		40402.26	5351.79	0.321590
773		3		4		184300.21	5411.5	0.327110
774		2		4		310309.38	16397.5	0.149920
775		3		3		218420.82	5249.41	0.405360
776		3		4		100588.49	10004.64	0.333600
777		2		3		753144.41	7291.75	0.101340

	118	119	120	121	122	123	124	125	126
	Qualification Method	Percentage of Down Payment from Borrower Own Funds	City	State	Postal Code	Property Type	Occupancy	Sales Price	Original Appraised Property Value
1			Sea Cliff	NY	11579	1	1		1075000.00
2			Plandome	NY	11030	1	1	2450000.00	2350000.00
3			Kirkland	WA	98033	7	1		915000.00
4			Lake Oswego	OR	97034	7	1	1000000.00	1100000.00
5			SALT LAKE CITY	UT	84103	7	1		1350000.00
6			SCOTTSDALE	AZ	85266	7	1		766000.00
7			FALLBROOK	CA	92028	7	1		1180000.00
8			MOUNT PLEASANT	SC	29464	7	1	704600.00	690000.00
9			TRAVERSE CITY	MI	49684	1	2		852000.00
10			DRAPER	UT	84020	1	1	1175000.00	1220000.00
11			MELBOURNE	FL	32940	1	1	1800000.00	1800000.00
12			NAPA	CA	94558	1	1		2840000.00
13			GUNTERSVILLE	AL	35976	1	1		620000.00
14			CORONA	CA	92882	1	1		925000.00
15			BELLEVUE	WA	98004	1	1	1195000.00	1195000.00
16			ISLE OF PALMS	SC	29451	7	2	770000.00	825000.00
17			ALTADENA	CA	91001	1	1	1200000.00	1200000.00
18			KIRKLAND	WA	98033	7	1		1050000.00
19			REHOBOTH BEACH	DE	19971	1	2		1300000.00
20			BETHESDA	MD	20816	1	1	945000.00	1010000.00
21			Raleigh	NC	27612	7	1		775000.00
22			Southlake	TX	76092	7	1	560000.00	563000.00
23			Westminster	CO	80023	7	1	1150000.00	1150000.00
24			Seattle	WA	98105	7	1	1300000.00	1465000.00
25			KNOXVILLE	TN	37922	7	1		1000000.00
26			PORTLAND	OR	97239	1	1		977000.00
27			SALT LAKE CITY	UT	84109	1	1		998000.00
28			PALOS VERDES ESTATES	CA	90274	1	1		1315000.00
29			TUCSON	AZ	85718	7	1		625000.00
30			MONTGOMERY	TX	77356	7	1		1000000.00
31			SAMMAMISH	WA	98075	7	1		782500.00
32			SAN DIEGO	CA	92106	7	1		975000.00
33			PACIFIC PALISADES	CA	90272	1	1		2000000.00
34			Denver	CO	80210	1	1	1144700.00	1150000.00
35			Parker	CO	80134	7	1		1050000.00
36			Carlsbad	CA	92009	7	1	839900.00	855000.00
37			Newton	MA	02459	1	1	3860000.00	3860000.00
38			NEEDHAM	MA	02492	1	1		1035000.00
39			Clarendon Hills	IL	60514	1	1		825000.00
40			WINCHESTER	MA	01890	1	1		720000.00
41			LOS GATOS	CA	95030	1	1		2050000.00
42			FAIR OAKS	CA	95628	7	1		950000.00
43			SACRAMENTO	CA	95864	1	1	1100000.00	1200000.00
44			LOS GATOS	CA	95032	1	1		1740000.00
45			Anchorage	AK	99507	1	1	1100000.00	1150000.00
46			Anchorage	AK	99515	7	1	2350000.00	2350000.00
47			WINCHESTER	MA	01890	1	1		1055000.00
48			WINCHESTER	MA	01890	1	1		2175000.00
49			Fairview	TX	75069	7	1		855000.00
50			nashville	TN	37205	1	1		1100000.00
51			NEWTON	MA	02468	1	1		1225000.00
52			BROOKLINE	MA	02446	12	1	1440000.00	1450000.00
53			NEWTON	MA	02465	1	1		650000.00
54			Manhattan Beach	CA	90266	1	1		2175000.00
55			GREENWOOD VILLAGE	CO	80121	7	1	1102235.00	1125000.00
56			LAS VEGAS	NV	89135	7	2	690000.00	690000.00
57			Brooklyn	NY	11211	4	1		1750000.00
58			NEW YORK	NY	10128	2	1		4750000.00
59			BROOKLYN	NY	11215	2	1		1025000.00
60			CHAPPAQUA	NY	10514	1	1		1250000.00
61			MOUNT KISCO	NY	10549	1	1		2075000.00
62			Bronx	NY	10471	1	1	2275000.00	2275000.00
63			BROOKLYN	NY	11230	13	1		1160000.00
64			SPRING LAKE	NJ	07762	1	2		1900000.00
65			NEW CANAAN	CT	06840	1	1		1650000.00
66			GREENWICH	CT	06830	1	1		2200000.00
67			Charlotte	NC	28277	7	1		790000.00
68			Kiawah Island	SC	29455	7	1		1600000.00
69			Sullivans Island	SC	29482	1	1	800000.00	921000.00
70			ALEXANDRIA	VA	22314	12	1	1100000.00	1150000.00
71			WASHINGTON	DC	20008	12	1	1300000.00	1300000.00
72			DALLAS	TX	75209	1	1		1190000.00
73			DALLAS	TX	75214	1	1	766150.00	767000.00
74			NEWTON	MA	02458	1	1		1320000.00
75			WAKEFIELD	MA	01880	1	1	722500.00	725000.00
76			BEDFORD	NH	03110	1	1	675000.00	680000.00
77			The Woodlands	TX	77382	7	1		1060000.00
78			Glencoe	IL	60022	1	1		1535000.00
79			BELLAIRE	TX	77401	1	1	853750.00	860000.00
80			NEWPORT COAST	CA	92657	7	1		3100000.00
81			Katy	TX	77494	7	1		1160000.00
82			The Woodlands	TX	77380	7	1	860000.00	865000.00
83			NAPLES	FL	34110	4	1		1000000.00
84			PLANO	TX	75093	7	1	845000.00	845000.00
85			DALLAS	TX	75209	1	1	1140000.00	1150000.00
86			DALLAS	TX	75230	7	1		745000.00
87			DALLAS	TX	75209	1	1	940000.00	960000.00
88			Canton	MA	02021	1	1	675000.00	675000.00
89			Cambridge	MA	02138	13	1		1500000.00
90			NEWPORT BEACH	CA	92661	1	1	1335000.00	1335000.00
91		100.000000	San Francisco	CA	94109	2	1		375000.00
92		100.000000	Redwood City	CA	94062	1	1	840000.00	840000.00
93		100.000000	PIEDMONT	CA	94611	1	1	1470000.00	1470000.00
94			Southampton	NY	11968	1	2		8500000.00
95			Pleasanton	CA	94566	7	1		1750000.00
96			Weston	MA	02493	1	1		8000000.00
97		100.000000	Laguna Beach	CA	92651	3	2	1100000.00	1100000.00
98			San Francisco	CA	94118	1	1		8250000.00
99			San Diego	CA	92105	7	1		255000.00
100		100.000000	Miami Beach	FL	33140	3	1	870000.00	870000.00
101		25.000000	Los Angeles	CA	90292	4	1	1850000.00	1850000.00
102		100.000000	Portland	OR	97229	7	1	335000.00	335000.00
103			Lake Oswego	OR	97034	1	1		650000.00
104			Bolinas	CA	94924	1	2		1000000.00
105		100.000000	San Francisco	CA	94110	1	1	2280000.00	2280000.00
106			Belvedere	CA	94920	1	1		4500000.00
107		100.000000	Palo Alto	CA	94306	3	1	860000.00	860000.00
108		100.000000	Brookline	MA	02467	1	1	2257500.00	2275000.00
109		100.000000	Lexington	MA	02421	3	1	699000.00	699000.00
110		100.000000	San Francisco	CA	94105	4	1	2495000.00	2500000.00
111		100.000000	Sonoma	CA	95476	1	2	1300000.00	1300000.00
112		100.000000	Ketchum	ID	83340	7	2	3200000.00	3200000.00
113			Westlake Village	CA	91361	7	1		1300000.00
114		100.000000	Hillsborough	CA	94010	1	1		2350000.00
115			San Carlos	CA	94070	1	1		1205000.00
116			San Francisco	CA	94114	13	1		1550000.00
117			Los Angeles	CA	90291	13	1		1750000.00
118			Burlingame	CA	94010	1	1		2300000.00
119		100.000000	Orinda	CA	94563	1	1		1070000.00
120			Tarrytown	NY	10591	3	1		1765000.00
121			New York	NY	10021	2	1		1425000.00
122		42.500000	Los Angeles	CA	90036	1	1	1390000.00	1390000.00
123		100.000000	San Diego	CA	92104	3	1	195000.00	195000.00
124			San Fernando	CA	91340	1	3		292000.00
125		100.000000	North Bergen	NJ	07047	3	1		610000.00
126		100.000000	Newton Center	MA	02459	1	1	1635000.00	1650000.00
127			Los Angeles	CA	90017	4	1		310000.00
128			Sausalito	CA	94965	3	2	900000.00	900000.00
129			Carmel by the Sea	CA	93921	1	2	3750000.00	3750000.00
130		100.000000	Needham	MA	02492	1	1		1380000.00
131			Berkeley	CA	94705	1	1		970000.00
132		100.000000	REDWOOD CITY	CA	94062	1	1	711000.00	711000.00
133			Campbell	CA	95008	1	1		708000.00
134		100.000000	Boston	MA	02125	3	3	215000.00	220000.00
135		25.000000	Boston	MA	02125	3	3	216000.00	220000.00
136			Boston	MA	02120	13	3		770000.00
137			Dorchester	MA	02125	3	1	213000.00	219000.00
138			Danville	CA	94526	7	1		510000.00
139		100.000000	Redwood City	CA	94062	1	1		1145000.00
140			Los Angeles	CA	90020	1	1		2700000.00
141			Kirkwood	CA	95646	3	2		586000.00
142			Cambridge	MA	02138	3	1		1262000.00
143			East Hampton	NY	11937	1	2		5069500.00
144			Medford	MA	02155	14	3		560000.00
145			San Francisco	CA	94131	1	1		875000.00
146		100.000000	New York	NY	10011	2	1	1180000.00	1180000.00
147			Roxbury	MA	02119	14	3		278000.00
148			Roxbury	MA	02119	14	3		323000.00
149			Roxbury	MA	02119	14	3		564000.00
150			Rancho Santa Fe	CA	92067	7	1		3500000.00
151			Tiburon	CA	94920	1	1		3000000.00
152		100.000000	San Francisco	CA	94109	1	1		3800000.00
153			New York	NY	10003	2	1	425000.00	425000.00
154			Newtonville	MA	02460	3	1	490000.00	490000.00
155		100.000000	Weston	MA	02493	3	1	750000.00	750000.00
156			Los Angeles	CA	90015	1	1		275000.00
157			New York	NY	10065	4	2		920000.00
158		39.290000	San Francisco	CA	94118	1	1	1400000.00	1400000.00
159			Wellesley	MA	02482	1	1		5000000.00
160			Brighton	MA	02135	3	3		250000.00
161		100.000000	Needham	MA	02492	1	1	1150000.00	1200000.00
162			San Anselmo	CA	94960	1	1		900000.00
163		100.000000	Cambridge	MA	02139	3	3	278000.00	282000.00
164			Dennis	MA	02638	1	2		580000.00
165			Monte Sereno	CA	95030	1	1		2500000.00
166			Chicago	IL	60647	1	1	750000.00	750000.00
167			Holmdel	NJ	07733	1	1		1240000.00
168		100.000000	SAN FRANCISCO	CA	94109	2	1		905000.00
169			BOSTON	MA	02136	13	1		325000.00
170			Rancho Santa Fe	CA	92067	1	1		2260000.00
171			Woodside	CA	94062	1	1		1800000.00
172			Berkeley	CA	94708	1	1		975000.00
173		100.000000	San Rafael	CA	94903	1	2	683500.00	685000.00
174			San Francisco	CA	94158	4	1		925000.00
175			Brooklyn	NY	11215	13	1		3400000.00
176			Boston	MA	02116	3	1		3000000.00
177			San Francisco	CA	94114	13	1		1400000.00
178		25.430000	Malibu	CA	90265	1	1	3450000.00	3450000.00
179			San Rafael	CA	94901	1	1		4200000.00
180		100.000000	DOVER	MA	02030	1	1		1240000.00
181			Oakland	CA	94618	1	1		1300000.00
182			Redondo Beach	CA	90277	1	1		1160000.00
183			Los Angeles	CA	90049	1	1		6850000.00
184			San Carlos	CA	94070	1	1	830000.00	830000.00
185			Truckee	CA	96161	7	2		470000.00
186			Salinas	CA	93908	1	1		2000000.00
187		100.000000	Newton	MA	02468	1	1	2200000.00	2200000.00
188			Boston	MA	02130	4	3		230000.00
189			Oakland	CA	94611	1	1		1185000.00
190		100.000000	Brookline	MA	02446	13	1	1563500.00	1575000.00
191			Los Altos Hills	CA	94022	1	3		1700000.00
192		100.000000	San Francisco	CA	94115	2	1	305000.00	305000.00
193		100.000000	San Francisco	CA	94127	1	1	1105000.00	1106000.00
194		100.000000	Los Altos	CA	94022	1	1	3225000.00	3225000.00
195		100.000000	Larkspur	CA	94939	1	1		2550000.00
196			San Francisco	CA	94110	3	1		645000.00
197			Tewksbury	MA	01876	3	1		192000.00
198			New York	NY	10028	2	1		1900000.00
199		100.000000	MENLO PARK	CA	94025	1	1	2330000.00	2330000.00
200			San Francisco	CA	94133	2	1		2200000.00
201			Carmel	CA	93923	7	2		1000000.00
202			San Francisco	CA	94133	1	1		4500000.00
203			Corte Madera	CA	94925	1	1		780000.00
204		62.830000	San Francisco	CA	94105	4	1	2600000.00	2600000.00
205		89.870000	Boston	MA	02215	4	1	480000.00	480000.00
206		100.000000	San Francisco	CA	94118	1	1	1510000.00	1510000.00
207		10.000000	Brooklyn	NY	11201	4	1	1325000.00	1300000.00
208		100.000000	Mill Valley	CA	94941	1	1		1600000.00
209			San Carlos	CA	94070	1	3		470000.00
210		100.000000	Acton	MA	01720	1	1	505000.00	506000.00
211		100.000000	San Francisco	CA	94118	13	1	1890000.00	1890000.00
212		20.610000	San Anselmo	CA	94960	1	1	1150000.00	1150000.00
213			Palo Alto	CA	94303	1	1		2000000.00
214			Menlo Park	CA	94025	1	1		1320000.00
215			Palo Alto	CA	94301	1	1		3100000.00
216			Burlingame	CA	94010	1	1		1700000.00
217			Mill Valley	CA	94941	1	1		3000000.00
218		100.000000	TRUCKEE	CA	96161	7	2	1500000.00	1750000.00
219		20.710000	Brookline	MA	02445	1	1	3350000.00	3700000.00
220		100.000000	Larkspur	CA	94939	1	1	2060000.00	2060000.00
221		100.000000	Cambridge	MA	02138	3	1	2125000.00	2125000.00
222		100.000000	San Francisco	CA	94105	4	3	1925000.00	1925000.00
223			Tahoe City	CA	96145	7	1		1240000.00
224			San Francisco	CA	94122	1	1		1375000.00
225		100.000000	Moraga	CA	94556	1	1	1230000.00	1250000.00
226		100.000000	Burlingame	CA	94010	1	1	2400000.00	2400000.00
227			Los Angeles	CA	90066	1	1		1500000.00
228			Venice	CA	90291	1	3		950000.00
229		100.000000	San Francisco	CA	94115	3	1	1065000.00	1065000.00
230			Los Gatos	CA	95032	1	1	1295000.00	1315000.00
231		100.000000	LOS ANGELES (ENCINO AREA)	CA	91316	1	1		1775000.00
232		100.000000	NEW YORK	NY	10065	4	2	2299000.00	2320000.00
233			Los Altos	CA	94024	1	1	1640000.00	1550000.00
234		100.000000	San Francisco	CA	94127	7	1	1900000.00	1900000.00
235			Los Angeles	CA	90048	1	1		1200000.00
236			Santa Clara	CA	95051	1	1		1000000.00
237		100.000000	Mill Valley	CA	94941	1	1	1905000.00	1905000.00
238			Portola Valley	CA	94028	1	1		2000000.00
239			San Francisco	CA	94117	3	1		1300000.00
240		100.000000	San Francisco	CA	94118	1	1	3550000.00	3550000.00
241		100.000000	WESTFIELD	NJ	07090	1	1	1343805.00	1343805.00
242		25.000000	Los Angeles	CA	90077	1	1	4800000.00	4800000.00
243		100.000000	San Francisco	CA	94115	3	1	14880000.00	1500000.00
244			Kentfield	CA	94904	7	1		6760000.00
245		100.000000	San Rafael	CA	94903	3	3		215000.00
246			Mill Valley	CA	94941	1	1		1200000.00
247		100.000000	San Francisco	CA	94118	1	1	3300000.00	3800000.00
248		100.000000	New York	NY	10023	2	1	2812500.00	2812500.00
249			San Francisco	CA	94114	3	1		1150000.00
250			Old Greenwich	CT	06870	1	1		2500000.00
251		20.000000	Berkeley	CA	94705	1	1	1799000.00	1799000.00
252		41.070000	San Francisco	CA	94123	1	1	5100000.00	5100000.00
253			LOS ANGELES	CA	90035	1	1		1750000.00
254		100.000000	Gearhart	OR	97138	1	2	1400000.00	1400000.00
255			Calistoga	CA	94515	1	1		2350000.00
256		100.000000	Tiburon	CA	94920	1	1	1540000.00	1540000.00
257			Carpinteria	CA	93013	1	1		1700000.00
258			LOS ANGELES	CA	90210	1	1		2800000.00
259			San Carlos	CA	94070	1	1		1250000.00
260		100.000000	San Rafael	CA	94901	1	1	1510000.00	1510000.00
261		100.000000	Boston	MA	02115	4	3	269500.00	270000.00
262			Newport Beach	CA	92660	7	1		2600000.00
263		100.000000	Dover	MA	02032	1	1	1447000.00	1447000.00
264			Hingham	MA	02043	1	1		850000.00
265		100.000000	Los Gatos	CA	95032	1	1	1950000.00	1950000.00
266			San Francisco	CA	94127	1	1		1350000.00
267			Palo Alto	CA	94303	1	1		1850000.00
268		100.000000	SAN FRANCISCO	CA	94107	3	1		900000.00
269		100.000000	Medfield	MA	02052	1	1	1050000.00	1050000.00
270			Studio City Area	CA	91604	1	1		1125000.00
271			San Francisco	CA	94115	1	1		2900000.00
272			Los Altos	CA	94024	1	1		1325000.00
273			Irvine	CA	92603	7	1	7100000.00	7100000.00
274			Larkspur	CA	94939	1	1		1625000.00
275			Los Angeles	CA	90049	1	1		7250000.00
276			San Francisco	CA	94123	14	3	2000000.00	2050000.00
277			Redwood City	CA	94062	1	1		3000000.00
278		100.000000	LOS ANGELES	CA	90064	1	1		2400000.00
279			Ridgefield	CT	06877	1	1		1200000.00
280		100.000000	KENTFIELD	CA	94904	1	1		3500000.00
281		100.000000	BOSTON	MA	02116	4	1	817000.00	820000.00
282		100.000000	Lexington	MA	02420	1	1	1680000.00	1680000.00
283		100.000000	Harvey Cedars	NJ	08008	1	2	1750000.00	1775000.00
284		100.000000	San Francisco	CA	94117	1	1	1400000.00	1400000.00
285		100.000000	NEW YORK	NY	10128	2	1	2000000.00	2000000.00
286			Palo Alto	CA	94301	1	1		2950000.00
287		25.000000	Palo Alto	CA	94301	13	3	1995000.00	1995000.00
288			Sonoma	CA	95476	1	2		2000000.00
289			JAMAICA PLAIN	MA	02130	2	1		440000.00
290			San Francisco	CA	94118	13	1		3800000.00
291		100.000000	Oak Park Area	CA	91377	7	1	999000.00	1000000.00
292		100.000000	Santa Monica	CA	90405	1	1	959000.00	960000.00
293			New York	NY	10025	4	1	2662500.00	2662500.00
294			SAN FRANCISCO	CA	94115	13	1		1550000.00
295			San Francisco	CA	94123	1	1		4900000.00
296		100.000000	Mountain View	CA	94041	1	1	1385000.00	1385000.00
297		100.000000	Los Angeles	CA	90035	7	1	1665000.00	1665000.00
298			San Francisco	CA	94123	13	3		2200000.00
299		100.000000	MONTARA	CA	94037	1	1		1500000.00
300		100.000000	BOSTON	MA	02116	3	1	4500000.00	4500000.00
301		100.000000	Berkeley	CA	94708	1	1	1485000.00	1485000.00
302			Palo Alto	CA	94306	1	1	2790000.00	2718000.00
303		100.000000	Los Angeles	CA	90049	3	1	1325000.00	1325000.00
304		100.000000	SAN FRANCISCO	CA	94107	4	1		700000.00
305			Larkspur	CA	94939	1	1		1850000.00
306		100.000000	OAKLAND	CA	94618	1	1	1785000.00	1800000.00
307			Belmont	CA	94002	1	1		1400000.00
308			SAN FRANCISCO	CA	94114	1	1		1700000.00
309			SAN FRANCISCO	CA	94123	1	3		2025000.00
310		100.000000	Hingham	MA	02043	1	1	775850.00	776000.00
311		100.000000	NAPA	CA	94558	1	1	1090000.00	1090000.00
312			San Francisco	CA	94107	3	1		970000.00
313		100.000000	Greenbrae	CA	94904	1	1	1310000.00	1310000.00
314			Oakland	CA	94610	1	1	1075000.00	1075000.00
315		100.000000	TIBURON	CA	94920	7	1		1820000.00
316			Piedmont	CA	94611	1	3		1250000.00
317			ORINDA	CA	94563	1	1		1200000.00
318			Oakland	CA	94705	1	1	1325000.00	1325000.00
319			Irvine	CA	92603	7	1		1620000.00
320		100.000000	RIVERSIDE	CT	06878	1	1	4000000.00	4200000.00
321			Mountain View	CA	94040	1	1		1625000.00
322		100.000000	CARMEL VALLEY	CA	93924	7	1		1550000.00
323		100.000000	Natick	MA	01760	3	1	725000.00	730000.00
324			SAN FRANCISCO	CA	94117	1	1		1550000.00
325		100.000000	NEW YORK	NY	10075	2	1		1200000.00
326			PORTOLA VALLEY	CA	94028	1	1		1500000.00
327		100.000000	Mill Valley	CA	94941	7	1	1170000.00	1170000.00
328		100.000000	Piedmont	CA	94610	1	1	1360000.00	1360000.00
329		100.000000	LOS ALTOS	CA	94022	1	1		2300000.00
330			LOS ALTOS HILLS	CA	94304	1	1		3000000.00
331			Piedmont	CA	94611	1	1		1620000.00
332			SAN FRANCISCO	CA	94133	3	1		1685000.00
333		100.000000	San Francisco	CA	94131	1	1	1735000.00	1735000.00
334		100.000000	HERMOSA BEACH	CA	90254	3	1		1100000.00
335			SAN FRANCISCO	CA	94109	3	1		1600000.00
336		100.000000	Palo Alto	CA	94301	15	1	2064000.00	2100000.00
337			ALTADENA	CA	91001	1	1		1200000.00
338			LOS ANGELES	CA	90024	1	1		1340000.00
339			Los Angeles	CA	90064	1	1		2650000.00
340		100.000000	San Carlos	CA	94070	1	1	1625000.00	1575000.00
341			San Francisco	CA	94122	1	1	1125000.00	1125000.00
342			JAMAICA PLAIN	MA	02130	2	1		215000.00
343		100.000000	PETALUMA	CA	94952	1	1	1700000.00	1700000.00
344		100.000000	SANTA BARBARA	CA	93101	3	1		700000.00
345		100.000000	SAN DIEGO (DEL MAR AREA)	CA	92014	1	1		2300000.00
346		100.000000	Redwood City	CA	94061	1	1	1249000.00	1249000.00
347		100.000000	BIG SKY	MT	59716	7	2		1899000.00
348			New York	NY	10011	3	1		3300000.00
349		100.000000	SAN FRANCISCO	CA	94118	14	3		1400000.00
350			San Francisco	CA	94122	3	1		1250000.00
351			ATHERTON	CA	94027	1	1		5100000.00
352		100.000000	STUDIO CITY	CA	91604	1	1		1100000.00
353		100.000000	GREENWICH	CT	06831	1	1	4400000.00	4400000.00
354		100.000000	Venice	CA	90291	1	1	2625000.00	2625000.00
355		100.000000	GLEN ELLEN	CA	95442	1	2		3000000.00
356			DOVER	MA	02030	1	1		1300000.00
357		100.000000	Los Angeles	CA	90064	1	1	2525000.00	2525000.00
358		100.000000	San Francisco	CA	94110	3	1	1150000.00	1150000.00
359			LOS GATOS	CA	95032	1	1		2700000.00
360		100.000000	Incline Village	NV	89451	3	3	535000.00	523000.00
361			POWAY	CA	92064	1	1		1150000.00
362		100.000000	HOBOKEN	NJ	07030	3	1	540000.00	540000.00
363			HILLSBOROUGH	CA	94010	1	1		3900000.00
364		100.000000	NEWTON	MA	02465	1	1	1950000.00	1950000.00
365		100.000000	SAN FRANCISCO	CA	94121	1	1		3300000.00
366			SARATOGA	CA	95070	1	1		2200000.00
367			BELMONT	CA	94002	1	1		1000000.00
368		100.000000	SAN FRANCISCO	CA	94133	2	1	2100000.00	2100000.00
369		100.000000	FALMOUTH	MA	02540	1	2	1030000.00	1050000.00
370		100.000000	BROOKLYN	NY	11211	3	1		772000.00
371			NEWTON	MA	02458	1	1		1300000.00
372			SAN CARLOS	CA	94070	1	1		1250000.00
373		100.000000	WALNUT CREEK	CA	94596	1	1		1310000.00
374		100.000000	Lafayette	CA	94549	1	1	1430000.00	1450000.00
375			SAN FRANCISCO	CA	94117	14	1		1325000.00
376			SAN FRANCISCO	CA	94114	1	1		1375000.00
377		100.000000	NEW YORK	NY	10036	4	2	775000.00	775000.00
378		100.000000	SAN FRANCISCO	CA	94103	3	1	678000.00	678000.00
379		100.000000	SAN FRANCISCO	CA	94158	4	1	1324000.00	1324000.00
380		100.000000	SAN FRANCISCO	CA	94127	1	1		2020000.00
381			HILLSBOROUGH	CA	94010	1	1		2400000.00
382		100.000000	MENLO PARK	CA	94025	1	1		2300000.00
383			LAGUNA BEACH	CA	92651	7	1		3400000.00
384			TIBURON	CA	94920	1	1		980000.00
385		100.000000	SAN FRANICSCO	CA	94110	14	1	2235000.00	2235000.00
386		100.000000	San Francisco	CA	94107	4	1	1120000.00	1120000.00
387		100.000000	LARKSPUR	CA	94939	1	1		1375000.00
388			HILLSBOROUGH	CA	94010	1	1		2850000.00
389			TIBURON	CA	94920	1	1		1675000.00
390			PORTOLA VALLEY	CA	94028	1	1		2475000.00
391			SAN FRANCISCO	CA	94110	1	1		2300000.00
392		100.000000	SAN FRANCISCO	CA	94114	1	1		1950000.00
393		100.000000	BOSTON	MA	02118	12	1	2150000.00	2170000.00
394		100.000000	SARATOGA	CA	95070	1	1	1900000.00	1900000.00
395			DANVILLE	CA	94526	1	1		1375000.00
396		100.000000	SAN FRANCISCO	CA	94103	3	1	1050000.00	1050000.00
397		100.000000	MASHPEE	MA	02649	7	2	1380000.00	1400000.00
398			MENLO PARK	CA	94025	1	1		3500000.00
399		100.000000	Danville	CA	94526	1	1	1515000.00	1515000.00
400			SAN FRANCISCO	CA	94118	13	1		1310000.00
401		100.000000	MENLO PARK	CA	94025	1	1	2750000.00	2750000.00
402		100.000000	CORTE MADERA	CA	94925	7	1	1250000.00	1250000.00
403		100.000000	SAN FRANCISCO	CA	94117	14	3	2860000.00	2895000.00
404		100.000000	SANTA BARBARA	CA	93108	1	1		1950000.00
405			LOS ANGELES	CA	90049	1	2		2400000.00
406			ALAMO	CA	94507	1	1		1725000.00
407		100.000000	CARMEL	CA	93923	1	2		2700000.00
408		100.000000	SAN FRANCISCO	CA	94133	14	1	2200000.00	2200000.00
409			BOSTON	MA	02125	3	3		230000.00
410		100.000000	LOS ANGELES	CA	91607	1	1	952200.00	1025000.00
411		100.000000	PORTOLA VALLEY	CA	94028	1	1		3100000.00
412		100.000000	BOSTON	MA	02118	13	1	2525000.00	2550000.00
413		100.000000	TUXEDO PARK	NY	10987	1	1	1440000.00	1825000.00
414			SAN FRANCISCO	CA	94118	1	1		3800000.00
415		100.000000	SAN FRANCISCO	CA	94105	4	3	1700000.00	1700000.00
416			MENLO PARK	CA	94025	1	1		1760000.00
417		100.000000	TIBURON	CA	94920	1	1	2425000.00	2425000.00
418			SAN FRANCISCO	CA	94109	14	3		1800000.00
419		100.000000	SAN FRANCISCO	CA	94123	3	1		2250000.00
420		100.000000	TIBURON	CA	94920	1	1	2440000.00	2440000.00
421		100.000000	ORINDA	CA	94563	1	1	1350000.00	1350000.00
422		100.000000	KENNEBUNK	ME	04043	4	2	1210000.00	1200000.00
423		100.000000	BURLINGAME	CA	94010	1	1	1536000.00	1536000.00
424		100.000000	SAN MATEO	CA	94402	1	1	1265000.00	1265000.00
425		100.000000	GREENBRAE	CA	94904	1	1	1145000.00	1145000.00
426		100.000000	SAN FRANCISCO	CA	94118	12	1	3535000.00	3535000.00
427		100.000000	HONOLULU	HI	96821	1	1	1760000.00	1760000.00
428		100.000000	SAN FRANCISCO	CA	94118	3	1	981000.00	981000.00
429		100.000000	SAN FRANCISCO	CA	94133	2	1	2600000.00	2600000.00
430		100.000000	OLYMPIC VALLEY	CA	96146	1	2	2050000.00	2050000.00
431		100.000000	SAN FRANCISCO	CA	94117	3	1	1020000.00	1020000.00
432		100.000000	MENLO PARK	CA	94025	1	1	1975000.00	1975000.00
433		100.000000	SAN FRANCISCO	CA	94118	1	1	2715000.00	2715000.00
434			Yountville	CA	94599	15	3		795000.00
435			ROANOKE	TX	76262	1	1		1135000.00
436		100.000000	OVERLAND PARK	KS	66221	7	1	685000.00	690000.00
437			SAN DIEGO	CA	92130	3	1		1000000.00
438		100.000000	LAKE STEVENS	WA	98258	1	1	840000.00	845000.00
439			Sammamish	WA	98075	1	1		1200000.00
440			Encinitas	CA	92024	1	1		1050000.00
441			Los Gatos	CA	95032	1	1		1250000.00
442			SAN JOSE	CA	95120	1	1		1000000.00
443		100.000000	San Diego	CA	92127	7	1	1889000.00	1900000.00
444			BOULDER	CO	80304	1	1		1200000.00
445			DENVER	CO	80218	1	1		1550000.00
446			MIAMI	FL	33133	1	1		1450000.00
447			REISTERSTOWN	MD	21136	7	1		1150000.00
448			SANTA CRUZ	CA	95060	1	1		1105000.00
449			TRAVERSE CITY	MI	49684	1	1		942000.00
450			BOULDER	CO	80304	1	1		1470000.00
451			SANTA MONICA	CA	90405	1	1		1450000.00
452			HUNTINGTON BEACH	CA	92649	7	1		2300000.00
453			IRVINE	CA	92603	7	1		3800000.00
454			PAWLEYS ISLAND	SC	29585	1	1		955500.00
455			LUTHERVILLE	MD	21030	1	1		1350000.00
456			EUGENE	OR	97405	1	1		875000.00
457			BOULDER	CO	80304	1	1		1150000.00
458			SOLANA BEACH	CA	92075	7	1		1315000.00
459		100.000000	INDIAN WELLS	CA	92210	7	1	910000.00	950000.00
460			HUNTINGON BEACH	CA	92649	7	1		1295000.00
461			EDMOND	OK	73013	7	1		1550000.00
462			SAN CLEMENTE	CA	92672	1	1		1200000.00
463			SAMMAMISH	WA	98074	7	1		1500000.00
464			SCOTTSDALE	AZ	85251	1	1		1000000.00
465		100.000000	PARADISE VALLEY	AZ	85253	1	1	980000.00	980000.00
466			BURBANK	CA	91504	1	1		2400000.00
467			SAN JUAN CAPISTRANO	CA	92675	7	1		1065000.00
468			CASTLE PINES	CO	80108	7	1		975000.00
469			LOS ANGELES	CA	90005	1	1		1800000.00
470		100.000000	CORAL GABLES	FL	33134	1	1	900000.00	900000.00
471		100.000000	ENGLEWOOD	CO	80113	1	1	860000.00	870000.00
472		100.000000	VENICE	CA	90291	1	1	1447500.00	1455000.00
473			PASADENA	CA	91103	1	1		1250000.00
474			RANCHO PALOS VERDES	CA	90275	1	1		1225000.00
475			SAN DIEGO	CA	92131	7	1		925000.00
476		100.000000	WINTER PARK	FL	32789	1	1	2650000.00	2650000.00
477			NEW CANAAN	CT	06840	1	1		1100000.00
478			CORONA	CA	92882	7	1		1050000.00
479		45.053700	NEWPORT BEACH	CA	92660	1	1	1420000.00	1420000.00
480			CORONA	CA	92881	1	1		809000.00
481			SHERWOOD	MD	21665	1	1		1450000.00
482			MONETA	VA	24121	1	1		1300000.00
483			FULTON	MD	20759	7	1		1176000.00
484			TOTOWA	NJ	07512	1	1		905000.00
485			MANHATTAN BEACH	CA	90266	1	1		2016000.00
486			WILMINGTON	DE	19806	1	1		1523000.00
487			LUBBOCK	TX	79424	1	1		1375000.00
488			DALLAS	TX	75238	1	1		1100000.00
489		100.000000	REHOBOTH BEACH	DE	19971	4	2	615000.00	618000.00
490		100.000000	DALLAS	TX	75039	7	1	786631.00	790000.00
491			PACIFIC PALISADES	CA	90272	1	1		1200000.00
492		100.000000	WILMINGTON	NC	28411	7	2	1200000.00	1285000.00
493			ATLANTA	GA	30342	1	1		1560000.00
494			SAN ANTONIO	TX	78209	1	1		725000.00
495			DANIEL ISLAND	SC	29492	7	1		900000.00
496			MERCER ISLAND	WA	98040	1	1		950000.00
497		100.000000	WILMINGTON	DE	19807	7	1	584000.00	585000.00
498			HAUGHTON	LA	71037	1	1		1100000.00
499		100.000000	SAN DIEGO	CA	92131	7	1	860000.00	874000.00
500			FORT WORTH	TX	76107	7	1		920000.00
501			FOUNTAIN HILLS	AZ	85268	7	1		1145000.00
502			SCOTTSDALE	AZ	85259	1	1		820000.00
503			DALLAS	TX	75218	1	1		1200000.00
504		100.000000	BATON ROUGE	LA	70810	7	1	620000.00	650000.00
505		100.000000	SEATTLE	WA	98102	3	1	827000.00	840000.00
506			AUSTIN	TX	78703	1	1		1725000.00
507			LONG GROVE	IL	60047	7	1		670000.00
508			BATON ROUGE	LA	70809	1	1		1071000.00
509			KATY	TX	77494	7	1		665000.00
510		100.000000	ENCINITAS	CA	92024	7	1	980000.00	980000.00
511		100.000000	SWAN VALLEY	ID	83449	1	2	762500.00	775000.00
512		100.000000	WOODINVILLE	WA	98077	7	1	908500.00	910000.00
513			KINGWOOD	TX	77345	7	1		855000.00
514			BOONSBORO	MD	21713	7	1		858000.00
515			DALLAS	TX	75214	1	1		870000.00
516			FRISCO	TX	75034	7	1		1080000.00
517		100.000000	RIVERSIDE	CA	92506	1	1	825000.00	825000.00
518			BAYSIDE	CA	95524	1	1		1450000.00
519			CORVALLIS	OR	97330	1	1		793550.00
520			CHESTERFIELD	MO	63005	1	1		1200000.00
521			ST. LOUIS	MO	63131	1	1		1750000.00
522			MALVERN	PA	19355	1	1		850000.00
523		100.000000	Breckenridge	CO	80424	12	2	825000.00	825000.00
524			TEMECULA	CA	92590	7	1		1400000.00
525			LONG BEACH	CA	90803	1	1		1700000.00
526			SEATTLE	WA	98119	1	1		1140000.00
527			PINECREST	FL	33156	1	1		1400000.00
528			LAGUNA BEACH	CA	92651	1	1		2650000.00
529			NORTH REDINGTON BEACH	FL	33708	1	1		925000.00
530			ENGLEWOOD	CO	80113	1	1		856000.00
531			LOS ANGELES	CA	90066	1	1		1200000.00
532		100.000000	SHERMAN OAKS	CA	91403	1	1	1475000.00	1430000.00
533			LOS ANGELES	CA	90048	1	1		1185000.00
534			WALNUT	CA	91789	1	1		1250000.00
535			REDONDO BEACH	CA	90277	1	1		1075000.00
536		100.000000	LITHIA	FL	33547	7	1	950000.00	950000.00
537			DEL MAR	CA	92014	1	1		1250000.00
538			IRVINE	CA	92620	7	1		960000.00
539		100.000000	SEATTLE	WA	98199	1	1	801000.00	801000.00
540			OLNEY	MD	20832	7	1		925000.00
541			MCLEAN	VA	22102	1	1		2275000.00
542		100.000000	VIRGINIA BEACH	VA	23456	1	2	710000.00	782000.00
543		100.000000	NORFOLK	VA	23505	1	1	735000.00	745000.00
544			WOODBRIDGE	VA	22192	7	1		1480000.00
545			Newton	MA	02458	1	1		1100000.00
546			BROOKLINE	MA	02445	1	1		1590000.00
547		100.000000	CARLISLE	MA	01741	1	1	1330000.00	1330000.00
548		100.000000	AUSTIN	TX	78731	1	1	755000.00	765000.00
549		100.000000	BOSTON	MA	02115	4	1	860000.00	860000.00
550		100.000000	NEWTON	MA	02468	1	1	2365000.00	2365000.00
551			PARKER	CO	80134	7	1		815000.00
552			BROOKLINE	MA	02446	3	1		885000.00
553			NEWTON	MA	02459	1	1		890000.00
554		100.000000	BOSTON	MA	02129	3	1	625000.00	625000.00
555			COTO DE CAZA	CA	92679	7	1		995000.00
556			LOS ANGELES	CA	91316	1	1		1900000.00
557			LOS ALTOS	CA	94022	1	1		2500000.00
558			LAGUNA HILLS	CA	92653	7	1		1350000.00
559			RANCHO PALOS VERDES	CA	90275	1	1		1195000.00
560		100.000000	SANTA ANA	CA	92705	1	1	1630000.00	1630000.00
561			LOS ALTOS	CA	94024	1	1		2130000.00
562		100.000000	SUNNYVALE	CA	94087	1	1	1060000.00	1060000.00
563			BROOKLINE	MA	02446	12	1		1326000.00
564			HOPKINTON	MA	01748	1	1		930000.00
565		100.000000	WILTON	CT	06897	1	1	1250000.00	1250000.00
566			NEEDHAM	MA	02492	1	1		1250000.00
567		100.000000	SOLANA BEACH	CA	92075	1	1	1805000.00	1850000.00
568			Medfield	MA	02052	1	1		875000.00
569			PLANO	TX	75093	7	1		876000.00
570			CHICAGO	IL	60657	1	1		2400000.00
571			BURR RIDGE	IL	60527	7	1		875000.00
572			WILMETTE	IL	60091	1	1		800000.00
573		100.000000	ST. CHARLES	IL	60175	7	1	555000.00	560000.00
574		100.000000	WAUKESHA	WI	53188	1	1	950000.00	975000.00
575			CLARENDON HILLS	IL	60514	1	1		975000.00
576		100.000000	BARRINGTON HILLS	IL	60010	7	1	745000.00	760000.00
577			GLENVIEW	IL	60025	1	1		950000.00
578			WICHITA	KS	67228	7	1		1500000.00
579		100.000000	RIVER FOREST	IL	60305	1	1	771000.00	785000.00
580		100.000000	DULUTH	GA	30097	7	1	2175000.00	2260000.00
581		100.000000	ATLANTA	GA	30305	1	1	1550000.00	1550000.00
582		100.000000	BURIEN	WA	98166	1	1	1300000.00	1300000.00
583		100.000000	WESTWOOD	MA	02090	1	1	860000.00	870000.00
584			NEEDHAM	MA	02492	1	1		1240000.00
585			NEEDHAM	MA	02494	1	1		1250000.00
586			WELLESLEY	MA	02481	1	1		2000000.00
587		100.000000	KENNEBUNK	ME	04043	1	1	749000.00	770000.00
588			LOS GATOS	CA	95032	1	1		2115000.00
589			NEWTON	MA	02458	1	1		1380000.00
590			NORWELL	MA	02061	1	1		900000.00
591			LOS ALTOS	CA	94022	1	1		2100000.00
592			IRVINE	CA	92603	7	1		1250000.00
593			ENCINITAS	CA	92024	7	1		1400000.00
594			NEWPORT BEACH	CA	92660	7	1		1335000.00
595		100.000000	BURIEN	WA	98166	1	1	710000.00	710000.00
596			KAYSVILLE	UT	84037	7	1		550000.00
597		100.000000	DENVER	CO	80218	1	1	999000.00	1000000.00
598			DENVER	CO	80210	1	1		1100000.00
599		100.000000	SCOTTSDALE	AZ	85255	7	1	730000.00	740000.00
600		100.000000	LOS ALTOS	CA	94022	1	1	1915000.00	1915000.00
601			FAIRFIELD	CT	06824	1	1		1775000.00
602			Charlotte	NC	28209	1	1		1150000.00
603			Beaufort	SC	29907	1	1		1500000.00
604			CHARLOTTE	NC	28211	1	1		1275000.00
605		100.000000	NAPLES	FL	34103	4	2	865000.00	725000.00
606			COTO DE CAZA	CA	92679	7	1		2080000.00
607			WESTLAKE VILLAGE	CA	91362	7	1		1650000.00
608			SAN DIEGO	CA	92107	1	1		1360000.00
609			LOS ALTOS	CA	94024	1	1		1850000.00
610		100.000000	BELLEVUE	WA	98004	4	1	887220.00	888000.00
611			GREAT FALLS	VA	22066	1	1		2400000.00
612		100.000000	MCLEAN	VA	22101	1	1	1660000.00	1670000.00
613			VIENNA	VA	22182	7	1		1214000.00
614		100.000000	DALLAS	TX	75240	1	1	630000.00	638000.00
615			OMAHA	NE	68130	7	1		840000.00
616		99.650200	CHARLESTOWN	MA	02129	4	1	880000.00	880000.00
617			BOSTON	MA	02116	8	1		3420000.00
618		100.000000	BEDFORD	MA	01730	1	1	971500.00	975000.00
619			JAMAICA PLAIN	MA	02130	1	1		1425000.00
620		100.000000	WELLESLEY	MA	02481	1	1	1268700.00	1279000.00
621			DUXBURY	MA	02332	1	1		758000.00
622			CARMEL	IN	46033	7	1		850000.00
623		100.000000	COLUMBUS	OH	43206	1	1	680000.00	670000.00
624			Medfield	MA	02052	1	1		863000.00
625		100.000000	LEESBURG	VA	20175	7	1	1278774.00	1280000.00
626			Bainbridge Island	WA	98110	7	1		830000.00
627			Atlanta	GA	30327	1	1		1700000.00
628			Winchester	MA	01890	1	1		1190000.00
629			Iron Station	NC	28080	1	1		1625000.00
630			CLYDE HILL	WA	98004	1	1		1170000.00
631			Chesterfield	MO	63017	7	1		1125000.00
632			New Canaan	CT	06840	1	1		2250000.00
633			Magnolia	TX	77355	7	1		855000.00
634		100.000000	Naples	FL	34108	3	1	792000.00	792500.00
635			Paradise Valley	AZ	85253	1	1		2300000.00
636			Vienna	VA	22180	1	1		1170000.00
637			Greenwich	CT	06870	1	1		1815000.00
638			Dallas	TX	75225	1	1		1550000.00
639			Villa Park	CA	92861	1	1		1447000.00
640			Huntington Beach	CA	92646	7	1		1125000.00
641			Wellesley	MA	02482	1	1		1220000.00
642			Winnetka	IL	60093	1	1		1450000.00
643			Pembroke	MA	02359	1	1		955000.00
644			SUNNYVALE	CA	94087	1	1		1020000.00
645			San Diego	CA	92130	7	1		1060000.00
646		100.000000	Denver	CO	80209	1	1	887300.00	905000.00
647		100.000000	Southlake	TX	76092	7	1	955900.00	956000.00
648		100.000000	UNIVERSITY PARK	TX	75205	1	1	893780.00	1022000.00
649			GLEN ELLYN	IL	60137	1	1		1000000.00
650			SEATTLE	WA	98177	1	1		1190000.00
651			DALLAS	TX	75229	1	1		1800000.00
652		100.000000	DENVER	CO	80210	1	1	795000.00	800000.00
653			CHERRY HILLS VILLAGE	CO	80113	1	1		3250000.00
654		100.000000	SAN ANTONIO	TX	78209	1	1	810000.00	810000.00
655		100.000000	WESTLAKE	TX	78746	1	1	1100000.00	1100000.00
656		100.000000	SEATTLE	WA	98119	1	1	1100000.00	1178000.00
657			JACKSON	WY	83001	1	2		1270000.00
658		100.000000	SAN ANTONIO	TX	78209	1	1	1400000.00	1400000.00
659		100.000000	Midland	TX	79707	7	1	1132796.00	1000000.00
660			DALLAS	TX	75225	1	1		1900000.00
661			FLOWER MOUND	TX	75022	7	1		810000.00
662			DALLAS	TX	75230	1	1		1160000.00
663			BELLEVUE	WA	98006	1	1		1178000.00
664			Colorado Springs	CO	80921	7	1		600000.00
665		100.000000	FORT COLLINS	CO	80528	7	1	751100.00	790000.00
666		100.000000	DALLAS	TX	75214	1	1	632646.00	640000.00
667			WEST FRIENDSHIP	MD	21794	1	1		1200000.00
668			UNIVERSITY PARK	TX	75225	1	1		2100000.00
669		100.000000	AUSTIN	TX	78734	7	1	764000.00	775000.00
670			RED HOOK	NY	12571	1	1		575000.00
671			ANN ARBOR	MI	48103	1	1		886000.00
672		99.990000	MEQUON	WI	53097	7	1	1150000.00	1160000.00
673		100.000000	SCOTTSDALE	AZ	85255	7	1	1699000.00	1800000.00
674		100.000000	PHILA	PA	19128	1	1	549900.00	550000.00
675			LOS GATOS	CA	95032	3	3		550000.00
676			CHAPPAQUA	NY	10514	1	1		2325000.00
677			KATONAH	NY	10536	1	1		1300000.00
678		100.000000	BROOKLINE	MA	02467	1	1	1915000.00	1925000.00
679		100.000000	HEALDSBURG	CA	95448	1	2	709950.00	735000.00
680			LAGUNA BEACH	CA	92651	1	1		2142000.00
681		100.000000	BROOKLYN	NY	11205	15	1	2275000.00	2275000.00
682		65.482400	CALABASAS	CA	91302	1	1	2030000.00	2030000.00
683			NEWPORT BEACH	CA	92625	7	1		3540000.00
684		100.000000	SONOMA	CA	95476	1	1	1960000.00	1960000.00
685			LEXINGTON	MA	02420	1	1		885000.00
686			NEWTON	MA	02465	1	1		1900000.00
687			CAMBRIDGE	MA	02140	1	1		2060000.00
688			WABAN	MA	02468	1	1		2450000.00
689			NAHANT	MA	01908	1	1		2275000.00
690			NEWTON	MA	02467	1	1		1575000.00
691			BROOKLINE	MA	02446	1	1		1000000.00
692			WELLESLEY	MA	02482	1	1		1130000.00
693			NEEDHAM	MA	02492	1	1		1275000.00
694			NEEDHAM	MA	02492	1	1		1180000.00
695			CARLISLE	MA	01741	1	1		950000.00
696			BELMONT	MA	02478	1	1		975000.00
697			BROOKLINE	MA	02445	1	1		915000.00
698			BROOKLINE	MA	02467	1	1		1050000.00
699			NEWTON	MA	02459	1	1		1290000.00
700			NEWTON	MA	02458	1	1		1125000.00
701			BELMONT	MA	02478	1	1		1650000.00
702			BOSTON	MA	02114	1	1		920000.00
703			SCITUATE	MA	02066	1	1		950000.00
704			WINCHESTER	MA	01890	1	1		975000.00
705			NEWTON	MA	02468	1	1		965000.00
706			NEWTON	MA	02461	1	1		990000.00
707		69.185400	NEWTON	MA	02459	1	1	1150000.00	1150000.00
708			NEWTON	MA	02461	1	1		1300000.00
709			WELLESLEY	MA	02482	1	1		1275000.00
710			NEWTON	MA	02462	1	1		880000.00
711			BROOKLINE	MA	02445	1	1		1140000.00
712			BILLINGS	MT	59102	1	1		875000.00
713			Denver	CO	80209	1	1		1150000.00
714			NEW ROADS	LA	70760	1	1		1200000.00
715			DALLAS	TX	75205	1	1		1065000.00
716			LUBBOCK	TX	79424	1	1		1900000.00
717		100.000000	MISSOURI CITY	TX	77459	7	1	718831.00	750000.00
718			Charlotte	NC	28211	1	1		1910000.00
719			GREENWICH	CT	06830	1	1		1000000.00
720		100.000000	MERCER ISLAND	WA	98040	1	1	745000.00	745000.00
721		100.000000	PLANO	TX	75093	7	1	633000.00	670000.00
722		100.000000	Dallas	TX	75209	1	1	630500.00	665000.00
723			HOUSTON	TX	77005	7	1		1200000.00
724			CRAMERTON	NC	28032	7	1		695000.00
725		100.000000	Sugarland	TX	77479	7	1	676119.00	680000.00
726			Austin	TX	78731	1	1		1300000.00
727			KINGSTON	TN	37763	7	1		1200000.00
728		100.000000	GALLATIN	TN	37066	1	1	1360000.00	1400000.00
729		100.000000	Houston	TX	77005	1	1	739000.00	750000.00
730			Baltimore	MD	21212	1	1		1250000.00
731			Eastover	SC	29044	1	1		950000.00
732			SANTA FE	NM	87506	7	1		1300000.00
733			DIAMOND BAR	CA	91765	7	1		1050000.00
734		100.000000	Milford	CT	06460	1	1	695000.00	690000.00
735			Lexington	MA	02421	1	1		1350000.00
736			NORTHBROOK	IL	60062	1	1		1100000.00
737		100.000000	GLENVIEW	IL	60025	1	1	680000.00	680000.00
738		100.000000	CHICAGO	IL	60614	1	1	1890000.00	1890000.00
739		100.000000	callao	VA	22435	1	2	750000.00	750000.00
740		100.000000	REDMOND	WA	98053	1	1	848500.00	849000.00
741		100.000000	Wellesley	MA	02482	1	1	740000.00	740000.00
742		100.000000	SAN RAFAEL	CA	94903	1	1	1059000.00	1075000.00
743			HILTON HEAD ISLAND	SC	29926	7	1		1500000.00
744			Indialantic	FL	32903	1	1		1090000.00
745			ENGLEWOOD	NJ	07631	1	1		1480000.00
746		100.000000	ARLINGTON	VA	22207	1	1	1500000.00	1503000.00
747			Weston	MA	02493	1	1		1550000.00
748			Dallas	TX	75225	7	1		700000.00
749			Atlanta	GA	30342	1	1		1094000.00
750			SAN DIEGO	CA	92127	7	1		1540000.00
751			WEST CHESTER	PA	19382	7	1		975000.00
752		100.000000	Brooklyn	NY	11201	12	1	3300000.00	3350000.00
753			GROTON	MA	01450	1	1		900000.00
754		100.000000	LOUISVILLE	KY	40205	1	1	755000.00	775000.00
755		20	SWAMPSCOTT	MA	01907	4	1	1250000.00	1250000.00
756		26.67	WESTON	MA	02493	1	1	825000.00	830000.00
757			WELLESLEY	MA	02481	1	1		1630000.00
758		33.33	WEST CHATHAM	MA	02633	1	2	2100000.00	2100000.00
759		20	NEWTON	MA	02460	1	1	590000.00	590000.00
760		40.91	NEEDHAM	MA	02492	1	1	1110000.00	1110000.00
761		55.3	WESTON	MA	02493	1	1	1627500.00	1637000.00
762			BROOKLINE	MA	02446	4	1		650000.00
763			BROOKLINE	MA	02445	1	1		2300000.00
764			NEWTON	MA	02458	1	1		1100000.00
765		25	MASHPEE	MA	02649	1	2	865000.00	897000.00
766			WELLESLEY	MA	02481	1	1		930000.00
767		20	WELLESLEY	MA	02481	1	1	1126000.00	1130000.00
768			MARBLEHEAD	MA	01945	1	1		1860000.00
769		20.000000	MADISON	CT	06443	1	1	750000.00	762000.00
770		25	CAMBRIDGE	MA	02139	4	1	715000.00	715000.00
771			NORFOLK	MA	02056	1	1		871000.00
772			WESTON	MA	02493	1	1		1030000.00
773			WESTON	MA	02493	1	1		1000000.00
774			WELLESLEY	MA	02482	1	1		750000.00
775		20	BOSTON	MA	02116	4	1	915000.00	915000.00
776			WELLESLEY	MA	02481	1	1		1825000.00
777			WELLESLEY	MA	02481	1	1		1574000.00

	127	128	129	130	131	132	133	134	135	136
	Original Property Valuation Type	Original Property Valuation Date	Original Automated Valuation Model (AVM) Model Name	Original AVM Confidence Score	Most Recent Property Value2	Most Recent Property Valuation Type	Most Recent Property Valuation Date	Most Recent AVM Model Name	Most Recent AVM Confidence Score	Original CLTV
1	3	20120728								0.694800
2	3	20120604								0.595700
3	3	20121009								0.800000
4	3	20121004								0.800000
5	3	20120816								0.668800
6	3	20120901								0.783200
7	3	20120820								0.635500
8	98	20120910								0.800000
9	3	20120913								0.617300
10	3	20121005								0.800000
11	3	20120928								0.500000
12	3	20121002								0.700000
13	3	20121009								0.772500
14	3	20120928								0.741600
15	3	20121017								0.583900
16	3	20121017								0.750000
17	3	20121014								0.800000
18	3	20120907								0.530400
19	3	20120723								0.601500
20	3	20120831								0.800000
21	3	20120824								0.789000
22	3	20121005								0.800000
23	3	20120822								0.800000
24	3	20120920								0.750000
25	3	20120601								0.698000
26	3	20120907								0.728700
27	3	20121005								0.785800
28	3	20120922								0.563500
29	3	20121024								0.800000
30	98	20120929								0.542200
31	3	20121016								0.712000
32	3	20121106								0.688200
33	3	20120917								0.499500
34	3	20121004								0.800000
35	3	20121008								0.774800
36	3	20121022								0.800000
37	3	20120907								0.518100
38	3	20121002								0.632300
39	3	20121005								0.747800
40	3	20120911								0.800000
41	3	20121001								0.402400
42	3	20121003								0.589400
43	3	20120928								0.577200
44	3	20121011								0.390800
45	3	20120920								0.800000
46	3	20120921								0.425500
47	3	20120813								0.800000
48	3	20120618								0.404500
49	3	20120920								0.749700
50	3	20120925								0.800000
51	3	20120925								0.722400
52	3	20121016								0.698500
53	3	20120926								0.792300
54	3	20120914								0.436700
55	3	20120925								0.589700
56	3	20120925								0.800000
57	3	20120723								0.708500
58	3	20120912								0.296000
59	3	20120917								0.800000
60	3	20121010								0.713600
61	3	20121001								0.722800
62	3	20121004								0.395600
63	3	20120717								0.506000
64	3	20121025								0.663600
65	3	20121017								0.575700
66	3	20121023								0.351800
67	3	20120913								0.750000
68	3	20120905								0.562500
69	3	20120914								0.750000
70	3	20121019								0.722700
71	3	20121017								0.800000
72	3	20121009								0.741100
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91	3	20100914			599000	10	20120730			0.754600
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95	3	20101019			1750000	10	20120728			0.474100
96	3	20100910								0.419800
97	3	20101105			1000000	10	20120730			0.650000
98	3	20101125								0.096600
99	3	20101206			260000	10	20120730			0.296300
100	3	20110113			1100000	5	20120911			0.750000
101	3	20110131			1855000	10	20120730			0.750000
102	3	20110131			375000	10	20120729			0.800000
103	3	20110215			600000	5	20120808			0.538400
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108	3	20110708			2250000	5	20120917			0.487200
109	3	20110617			580000	9	20120815			0.679500
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111	3	20110630			1500000	10	20120731			0.507600
112	3	20110705			2955000	10	20120731			0.156200
113	3	20110821			1350000	5	20120915			0.553800
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115	3	20110922			1198000	10	20120730			0.742700
116	3	20110901			1600000	10	20120730			0.425800
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124	3	20111015			295000	10	20120730			0.684900
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129	3	20111019			3700000	9	20120919			0.111200
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131	3	20111115								0.628800
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133	3	20111020			670000	10	20120730			0.748700
134	3	20111024			250000	10	20120730			0.750000
135	3	20111024			250000	10	20120730			0.750000
136	3	20111026			720000	10	20120730			0.599000
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138	3	20111101			540000	10	20120726			0.492100
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140	3	20111109			2300000	9	20120919			0.366600
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143	98	20111129								0.591700
144	3	20111217			515000	10	20120730			0.357100
145	3	20120216								0.774800
146	3	20120424								0.700000
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150	3	20111220								0.714200
151	3	20120130								0.800000
152	3	20120116								0.372800
153	3	20120120								0.800000
154	3	20120109			455000	10	20120730			0.800000
155	3	20120123								0.556000
156	3	20120224								0.745400
157	3	20120213								0.706500
158	3	20120120								0.607100
159	3	20120217								0.380000
160	3	20100201								0.750000
161	3	20120209								0.800000
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163	3	20120213								0.553900
164	3	20120215								0.517200
165	3	20120302								0.450000
166	3	20120404								0.800000
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168	3	20120813								0.750000
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170	3	20120313								0.697100
171	3	20120229								0.555500
172	3	20120313								0.562000
173	3	20120228								0.750000
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175	3	20120406								0.367600
176	3	20120409								0.500000
177	3	20120319								0.625000
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179	3	20120321								0.196400
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181	3	20120326								0.688400
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183	3	20120416								0.218900
184	3	20120329								0.319200
185	3	20120416								0.663800
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187	3	20120410								0.681800
188	3	20111201								0.700000
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192	3	20120409								0.800000
193	3	20120403								0.796300
194	3	20120531								0.620100
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196	3	20120416								0.646500
197	3	20120412								0.651000
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201	3	20120502								0.700000
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206	3	20120430								0.529800
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213	3	20120524								0.450000
214	3	20120531								0.663600
215	3	20120523								0.561200
216	3	20120515								0.750000
217	3	20120522								0.333300
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219	3	20120516								0.800000
220	3	20120515								0.679600
221	3	20120524								0.529400
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226	3	20120518								0.750000
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228	3	20120525								0.578900
229	3	20120521								0.750000
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231	3	20120524								0.608400
232	3	20120605								0.700000
233	3	20120516								0.793500
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236	3	20120605								0.750000
237	3	20120521								0.800000
238	3	20120805								0.457500
239	3	20120521								0.450000
240	3	20120521								0.619700
241	3	20120914								0.799900
242	3	20120518								0.750000
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244	3	20120612								0.192300
245	3	20120523								0.567400
246	3	20120605								0.658300
247	3	20120521								0.700000
248	3	20120530								0.600000
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252	3	20120529								0.588200
253	3	20120611								0.714200
254	3	20120609								0.750000
255	3	20120612								0.606300
256	3	20120531								0.707700
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259	3	20120607								0.752000
260	3	20110529								0.800000
261	3	20120606								0.222600
262	3	20120611								0.576900
263	3	20120618								0.800000
264	3	20120619								0.729400
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266	3	20120613								0.696200
267	3	20120626								0.518900
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269	3	20120602								0.761900
270	3	20120622								0.717700
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272	3	20120619								0.218800
273	3	20120619								0.650000
274	3	20120620								0.640000
275	3	20120519								0.413700
276	3	20120614								0.575000
277	3	20120703								0.320000
278	3	20120216								0.797500
279	3	20120625								0.770800
280	3	20120731								0.538500
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282	3	20120612								0.800000
283	3	20120621								0.485700
284	3	20120621								0.800000
285	3	20120626								0.750000
286	3	20120622								0.508400
287	3	20120624								0.250600
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289	3	20120709								0.750000
290	3	20120627								0.605200
291	3	20120622								0.800000
292	3	20120626								0.800000
293	3	20120703								0.676000
294	3	20120713								0.732200
295	3	20120716								0.334600
296	3	20120626								0.800000
297	3	20120626								0.700000
298	3	20120712								0.363600
299	3	20120723								0.633300
300	3	20120710								0.700000
301	3	20120703								0.800000
302	3	20120708								0.735800
303	3	20120705								0.528300
304	3	20120906								0.750000
305	3	20120711								0.594500
306	3	20120706								0.672200
307	3	20120717								0.678500
308	3	20120709								0.647000
309	3	20120716								0.659200
310	3	20120719								0.800000
311	3	20120707								0.800000
312	3	20120716								0.750000
313	3	20120710								0.800000
314	3	20120709								0.800000
315	3	20120726								0.598900
316	3	20120723								0.520000
317	3	20120724								0.750000
318	3	20120713								0.800000
319	3	20120730								0.759200
320	3	20120713								0.587500
321	3	20120714								0.643000
322	3	20120731								0.761200
323	3	20120802								0.800000
324	3	20120731								0.701900
325	3	20120807								0.592500
326	3	20120802								0.733300
327	3	20120719								0.800000
328	3	20120723								0.800000
329	3	20120806								0.259500
330	3	20120809								0.725000
331	3	20120806								0.672800
332	3	20120814								0.574400
333	3	20120720								0.576300
334	3	20120807								0.736300
335	3	20120808								0.562500
336	3	20120726								0.650000
337	98	20120815								0.833300
338	3	20120723								0.681300
339	3	20120725								0.509400
340	3	20120723								0.523800
341	3	20120725								0.800000
342	3	20120813								0.739500
343	3	20120724								0.705800
344	3	20120810								0.321400
345	3	20120814								0.695600
346	3	20120726								0.800000
347	3	20120820								0.510700
348	3	20120730								0.606000
349	3	20120801								0.698500
350	3	20120730								0.685600
351	3	20120807								0.275800
352	3	20120831								0.715900
353	3	20120731								0.454500
354	3	20120730								0.700000
355	3	20120808								0.333300
356	3	20120727								0.746100
357	3	20120731								0.792000
358	3	20120730								0.800000
359	3	20120817								0.514800
360	3	20120728								0.797300
361	3	20120806								0.665200
362	3	20120813								0.800000
363	3	20120813								0.641000
364	3	20120814								0.615300
365	3	20120809								0.530300
366	3	20120821								0.500000
367	3	20120810								0.525000
368	3	20120518								0.750000
369	3	20120813								0.679600
370	3	20120814								0.750000
371	3	20120501								0.707600
372	3	20120810								0.650000
373	3	20120809								0.567100
374	3	20120808								0.800000
375	3	20120820								0.502600
376	3	20120813								0.677000
377	3	20120810								0.750000
378	3	20120810								0.790500
379	3	20120814								0.750000
380	3	20120809								0.440500
381	3	20120813								0.750000
382	3	20120824								0.313000
383	3	20120813								0.588200
384	3	20120813								0.738700
385	3	20120803								0.800000
386	3	20120803								0.669600
387	3	20120814								0.727200
388	3	20120813								0.329800
389	3	20120808								0.700000
390	3	20120914								0.505000
391	3	20120822								0.602100
392	3	20120815								0.558900
393	3	20120813								0.697600
394	3	20100813								0.789400
395	3	20120824								0.718500
396	3	20120815								0.800000
397	3	20120828								0.710100
398	3	20120902								0.358200
399	3	20120810								0.800000
400	3	20120830								0.484700
401	3	20120817								0.727200
402	3	20120814								0.800000
403	3	20120810								0.524400
404	3	20120908								0.435800
405	3	20120820								0.312500
406	3	20120821								0.434700
407	3	20120901								0.185100
408	3	20120815								0.750000
409	3	20120904								0.476000
410	3	20120822								0.756100
411	3	20120821								0.445100
412	3	20120905								0.297000
413	3	20120920								0.800000
414	3	20120907								0.582800
415	3	20120825								0.647000
416	3	20120830								0.680600
417	3	20120827								0.701000
418	3	20120829								0.590000
419	3	20120902								0.664000
420	3	20120906								0.764900
421	3	20120830								0.800000
422	3	20120926								0.750000
423	3	20120907								0.651000
424	3	20120906								0.800000
425	3	20120905								0.694300
426	3	20120914								0.594000
427	3	20120915								0.431800
428	3	20120917								0.800000
429	3	20120924								0.650000
430	3	20120925								0.384600
431	3	20120924								0.607800
432	3	20120926								0.746800
433	3	20120927								0.736600
434	3	20111129			625000	5	20120821			0.597400
435	3	20121023								0.738000
436	3	20121127								0.800000
437	3	20121016								0.650000
438	3	20120904								0.800000
439	3	20120928								0.800000
440	98	20120807								0.639000
441	3	20120912								0.550400
442	3	20121018								0.715000
443	3	20121102								0.526700
444	3	20121016								0.600000
445	3	20121015								0.583600
446	98	20120526								0.565300
447	3	20120822								0.800000
448	3	20120828								0.800000
449	3	20121002								0.737100
450	3	20120908								0.714200
451	3	20120924								0.533700
452	3	20121022								0.434700
453	3	20121005								0.433600
454	3	20120925								0.650000
455	3	20120914								0.705100
456	3	20120920								0.784000
457	3	20121003								0.750000
458	3	20120926								0.792300
459	3	20121003								0.700000
460	3	20120910								0.728200
461	3	20121009								0.744100
462	3	20121004								0.595800
463	3	20121031								0.443300
464	3	20121026								0.665000
465	3	20121004								0.700000
466	3	20121019								0.514500
467	3	20121015								0.800000
468	3	20121101								0.653300
469	3	20121019								0.395500
470	3	20121020								0.700000
471	3	20121109								0.800000
472	3	20121024								0.750000
473	3	20121020								0.800000
474	3	20121023								0.675900
475	3	20121027								0.749700
476	3	20121121								0.700000
477	3	20121026								0.733600
478	3	20121003								0.516100
479	3	20121030								0.647800
480	3	20121103								0.568600
481	3	20120810								0.746200
482	3	20120926								0.508400
483	3	20120926								0.767800
484	3	20120926								0.755800
485	3	20120716								0.595200
486	3	20120703								0.656500
487	3	20120925								0.545400
488	3	20120919								0.707700
489	3	20120919								0.750000
490	3	20121015								0.799900
491	3	20120920								0.596700
492	3	20120921								0.700000
493	3	20120913								0.639100
494	3	20120926								0.750000
495	3	20120813								0.675500
496	3	20120915								0.719100
497	3	20120924								0.800000
498	3	20121002								0.636300
499	3	20121010								0.800000
500	3	20121012								0.665200
501	3	20121009								0.515200
502	3	20121010								0.572300
503	3	20121011								0.797100
504	3	20121016								0.750000
505	3	20121012								0.750000
506	3	20120830								0.579700
507	3	20121025								0.741700
508	3	20121018								0.769800
509	3	20121031								0.769900
510	3	20121116								0.693800
511	3	20121027								0.749900
512	3	20121026								0.800000
513	3	20121023								0.744500
514	3	20121023								0.765700
515	3	20121102								0.689600
516	3	20121119								0.609100
517	3	20121016								0.800000
518	3	20121020								0.689600
519	3	20121016								0.800000
520	3	20120623								0.733300
521	3	20121105								0.465700
522	3	20120925								0.723500
523	3	20121109								0.750000
524	3	20121110								0.557100
525	3	20121006								0.501800
526	3	20121025								0.800000
527	3	20120823								0.683500
528	3	20120918								0.308200
529	3	20121031								0.565400
530	3	20121027								0.669300
531	3	20121017								0.650000
532	3	20121005								0.695100
533	3	20121008								0.598300
534	3	20121008								0.545200
535	3	20121026								0.699500
536	3	20120921								0.684200
537	3	20121019								0.608000
538	3	20121019								0.746800
539	3	20121101								0.800000
540	3	20121001								0.783700
541	3	20120618								0.402100
542	3	20121116								0.750000
543	3	20120808								0.800000
544	3	20120907								0.716200
545	3	20120926								0.702200
546	3	20121005								0.383600
547	3	20121010								0.526300
548	3	20121011								0.800000
549	3	20121004								0.800000
550	3	20121003								0.700000
551	3	20121101								0.800000
552	3	20121004								0.609000
553	3	20121016								0.755000
554	3	20121029								0.800000
555	3	20120924								0.800000
556	3	20120916								0.434200
557	3	20121022								0.356000
558	3	20121030								0.582500
559	3	20121017								0.800000
560	3	20121103								0.644100
561	3	20121101								0.424800
562	3	20121114								0.800000
563	3	20120904								0.753300
564	3	20120906								0.800000
565	3	20121022								0.744000
566	3	20120908								0.600000
567	3	20121019								0.554000
568	3	20120910								0.774200
569	3	20120816								0.799700
570	3	20120618								0.670800
571	3	20120808								0.613700
572	3	20120811								0.762500
573	3	20120912								0.800000
574	3	20120914								0.800000
575	3	20120921								0.600000
576	3	20120919								0.700000
577	3	20120705								0.636600
578	3	20120910								0.641300
579	3	20121019								0.800000
580	3	20120731								0.551700
581	3	20121003								0.645100
582	3	20120914								0.692300
583	3	20120914								0.800000
584	3	20120926								0.592700
585	3	20121005								0.728000
586	3	20120926								0.477500
587	3	20120928								0.750000
588	3	20121024								0.472800
589	3	20121024								0.642700
590	3	20121016								0.673300
591	3	20121018								0.517600
592	3	20121018								0.562200
593	3	20121015								0.709200
594	3	20121008								0.749000
595	3	20121001								0.800000
596	3	20121001								0.800000
597	3	20121025								0.750000
598	3	20121109								0.497800
599	3	20121031								0.726000
600	3	20121103								0.637000
601	3	20121024								0.487300
602	3	20121001								0.600000
603	3	20121009								0.560000
604	3	20121026								0.700000
605	3	20121026								0.750000
606	3	20121015								0.480700
607	3	20121004								0.513300
608	3	20120923								0.735200
609	3	20120917								0.384800
610	3	20121017								0.676200
611	3	20120907								0.562500
612	3	20121009								0.750000
613	3	20120829								0.729800
614	3	20121019								0.800000
615	3	20121008								0.800000
616	3	20120926								0.750000
617	3	20121011								0.570100
618	3	20121101								0.588200
619	3	20121012								0.648400
620	3	20121108								0.528000
621	3	20121018								0.749300
622	3	20120813								0.764700
623	3	20121012								0.800000
624	3	20120711								0.666200
625	3	20120813								0.695900
626	3	20120820								0.551800
627	3	20120717								0.428800
628	3	20120906								0.616800
629	3	20120813								0.526100
630	3	20120919								0.469200
631	3	20120913								0.711100
632	3	20120913								0.664400
633	3	20121003								0.750000
634	3	20120919								0.670700
635	3	20120928								0.626000
636	3	20120920								0.647000
637	3	20120925								0.719500
638	3	20121008								0.675900
639	3	20121010								0.657200
640	3	20120928								0.604400
641	3	20121015								0.606500
642	3	20121005								0.763400
643	3	20121012								0.607300
644	3	20121015								0.676400
645	3	20121009								0.720700
646	3	20121114								0.644900
647	3	20121018								0.600000
648	3	20121015								0.799900
649	3	20121015								0.800000
650	3	20120828								0.746200
651	3	20121023								0.700000
652	3	20121009								0.699800
653	3	20121010								0.594600
654	3	20121015								0.800000
655	3	20121019								0.800000
656	3	20121017								0.727200
657	3	20121016								0.750000
658	3	20121016								0.750000
659	3	20121010								0.700000
660	3	20121022								0.564700
661	3	20121023								0.735600
662	3	20120904								0.526700
663	3	20121105								0.633400
664	3	20121024								0.767500
665	3	20121112								0.800000
666	3	20121113								0.799900
667	3	20120827								0.695800
668	3	20121023								0.699700
669	3	20121116								0.800000
670	3	20120831								0.800000
671	3	20120816								0.686600
672	3	20120827								0.504300
673	3	20120913								0.529200
674	3	20121022								0.800000
675	3	20120822								0.600000
676	3	20120813								0.516100
677	3	20120924								0.515300
678	3	20121031								0.800000
679	3	20121105								0.749300
680	3	20121016								0.560200
681	3	20121014								0.395600
682	3	20121018								0.750000
683	3	20120928								0.564900
684	3	20121025								0.800000
685	3	20090211								0.641800
686	3	20090624								0.496300
687	3	20101026								0.360600
688	3	20101026								0.510200
689	3	20100105								0.439500
690	3	20110524								0.571400
691	3	20110628								0.690000
692	3	20110816								0.592000
693	3	20120113								0.625000
694	3	20120118								0.677900
695	3	20120125								0.538900
696	3	20120204								0.697400
697	3	20120217								0.755100
698	3	20120117								0.701900
699	3	20120127								0.620100
700	3	20120217								0.713700
701	3	20120217								0.593900
702	3	20120406								0.685800
703	3	20120412								0.742100
704	3	20120329								0.682000
705	3	20120316								0.663200
706	3	20120419								0.642400
707	3	20120426								0.652100
708	3	20120511								0.610700
709	3	20120322								0.745800
710	3	20120410								0.618100
711	3	20120523								0.585200
712	3	20120626								0.674200
713	3	20120911								0.493400
714	3	20121031								0.709200
715	3	20121025								0.564500
716	3	20120831								0.526300
717	3	20121008								0.799900
718	3	20120730								0.750000
719	3	20121016								0.620000
720	3	20121011								0.700000
721	3	20121018								0.800000
722	3	20121022								0.800000
723	3	20121031								0.682300
724	3	20121012								0.800000
725	3	20121105								0.799900
726	3	20121024								0.700000
727	3	20120831								0.786600
728	3	20121105								0.750000
729	3	20121113								0.800000
730	3	20120904								0.796000
731	3	20120924								0.591500
732	3	20121127								0.708500
733	3	20121019								0.800000
734	3	20120829								0.800000
735	3	20120912								0.729600
736	3	20120723								0.774500
737	3	20120803								0.800000
738	3	20121011								0.629600
739	3	20121022								0.750000
740	3	20121108								0.800000
741	3	20120921								0.800000
742	3	20121025								0.700000
743	3	20120911								0.643300
744	3	20121017								0.527500
745	3	20120619								0.599300
746	3	20121008								0.750000
747	3	20121010								0.532900
748	3	20120803								0.690700
749	3	20121026								0.568500
750	3	20120720								0.564600
751	3	20121005								0.732300
752	3	20121026								0.500000
753	3	20120412								0.666600
754	3	20121106								0.800000
755	3	20111017								0.800000
756	3	20120213								0.733300
757	3	20120222								0.607300
758	3	20120222								0.666600
759	3	20120402								0.800000
760	3	20120404								0.585500
761	3	20120413								0.447000
762	3	20120511								0.732600
763	3	20120612								0.521700
764	3	20120606								0.760900
765	3	20120612								0.750000
766	3	20120623								0.790300
767	3	20120703								0.8000
768	3	20120717								0.6419
769	3	20120725								0.800000
770	3	20120724								0.750000
771	3	20120808								0.726700
772	3	20120808								0.731000
773	3	20120811								0.748000
774	3	20120821								0.748000
775	3	20120817								0.800000
776	3	20120821								0.705900
777	3	20120904								0.742200

	137	138	139	140	141	142	143	144	145
	Original LTV	Original Pledged Assets	Mortgage Insurance Company Name	Mortgage Insurance Percent	MI: Lender or Borrower Paid?	Pool Insurance Co. Name	Pool Insurance Stop Loss %	MI Certificate Number	Updated DTI (Front-end)
1	0.694800	0	0	0
2	0.595700	0	0	0
3	0.800000	0	0	0
4	0.550000	0	0	0
5	0.520700	0	0	0
6	0.783200	0	0	0
7	0.635500	0	0	0
8	0.800000	0	0	0
9	0.617300	0	0	0
10	0.800000	0	0	0
11	0.500000	0	0	0
12	0.700000	0	0	0
13	0.772500	0	0	0
14	0.741600	0	0	0
15	0.583900	0	0	0
16	0.750000	0	0	0
17	0.800000	0	0	0
18	0.530400	0	0	0
19	0.601500	0	0	0
20	0.800000	0	0	0
21	0.789000	0	0	0
22	0.800000	0	0	0
23	0.800000	0	0	0
24	0.750000	0	0	0
25	0.698000	0	0	0
26	0.728700	0	0	0
27	0.785800	0	0	0
28	0.544400	0	0	0
29	0.800000	0	0	0
30	0.542200	0	0	0
31	0.712000	0	0	0
32	0.688200	0	0	0
33	0.499500	0	0	0
34	0.800000	0	0	0
35	0.774800	0	0	0
36	0.800000	0	0	0
37	0.518100	0	0	0
38	0.632300	0	0	0
39	0.747800	0	0	0
40	0.800000	0	0	0
41	0.402400	0	0	0
42	0.589400	0	0	0
43	0.577200	0	0	0
44	0.390800	0	0	0
45	0.800000	0	0	0
46	0.425500	0	0	0
47	0.800000	0	0	0
48	0.404500	0	0	0
49	0.749700	0	0	0
50	0.800000	0	0	0
51	0.722400	0	0	0
52	0.698500	0	0	0
53	0.792300	0	0	0
54	0.436700	0	0	0
55	0.589700	0	0	0
56	0.800000	0	0	0
57	0.708500	0	0	0
58	0.296000	0	0	0
59	0.800000	0	0	0
60	0.713600	0	0	0
61	0.722800	0	0	0
62	0.395600	0	0	0
63	0.506000	0	0	0
64	0.663600	0	0	0
65	0.575700	0	0	0
66	0.351800	0	0	0
67	0.711800	0	0	0
68	0.562500	0	0	0
69	0.750000	0	0	0
70	0.722700	0	0	0
71	0.800000	0	0	0
72	0.741100	0	0	0
73	0.800000	0	0	0
74	0.587100	0	0	0
75	0.800000	0	0	0
76	0.800000	0	0	0
77	0.745600	0	0	0
78	0.695100	0	0	0
79	0.700000	0	0	0
80	0.462400	0	0	0
81	0.714400	0	0	0
82	0.750000	0	0	0
83	0.550000	0	0	0
84	0.750000	0	0	0
85	0.649100	0	0	0
86	0.793900	0	0	0
87	0.800000	0	0	0
88	0.750000	0	0	0
89	0.446600	0	0	0
90	0.750000	0	0	0
91	0.754600	0	0	0
92	0.800000	0	0	0
93	0.680200	0	0	0
94	0.294100	0	0	0
95	0.417000	0	0	0
96	0.419800	0	0	0
97	0.650000	0	0	0
98	0.036000	0	0	0
99	0.223800	0	0	0
100	0.487000	0	0	0
101	0.394300	0	0	0
102	0.800000	0	0	0
103	0.538400	0	0	0
104	0.125000	0	0	0
105	0.482400	0	0	0
106	0.444400	0	0	0
107	0.484800	0	0	0
108	0.487200	0	0	0
109	0.679500	0	0	0
110	0.400800	0	0	0
111	0.507600	0	0	0
112	0.156200	0	0	0
113	0.553800	0	0	0
114	0.638200	0	0	0
115	0.535200	0	0	0
116	0.267700	0	0	0
117	0.390800	0	0	0
118	0.317200	0	0	0
119	0.672800	0	0	0
120	0.232200	0	0	0
121	0.287700	0	0	0
122	0.575500	0	0	0
123	0.750000	0	0	0
124	0.684900	0	0	0
125	0.655700	0	0	0
126	0.672700	0	0	0
127	0.716100	0	0	0
128	0.800000	0	0	0
129	0.111200	0	0	0
130	0.789800	0	0	0
131	0.561800	0	0	0
132	0.800000	0	0	0
133	0.748700	0	0	0
134	0.750000	0	0	0
135	0.750000	0	0	0
136	0.599000	0	0	0
137	0.750000	0	0	0
138	0.492100	0	0	0
139	0.636600	0	0	0
140	0.154400	0	0	0
141	0.800000	0	0	0
142	0.330400	0	0	0
143	0.591700	0	0	0
144	0.357100	0	0	0
145	0.774800	0	0	0
146	0.700000	0	0	0
147	0.593500	0	0	0
148	0.609900	0	0	0
149	0.478700	0	0	0
150	0.714200	0	0	0
151	0.800000	0	0	0
152	0.109700	0	0	0
153	0.800000	0	0	0
154	0.800000	0	0	0
155	0.556000	0	0	0
156	0.745400	0	0	0
157	0.706500	0	0	0
158	0.607100	0	0	0
159	0.380000	0	0	0
160	0.750000	0	0	0
161	0.800000	0	0	0
162	0.394400	0	0	0
163	0.553900	0	0	0
164	0.517200	0	0	0
165	0.250000	0	0	0
166	0.800000	0	0	0
167	0.586200	0	0	0
168	0.750000	0	0	0
169	0.769200	0	0	0
170	0.575400	0	0	0
171	0.555500	0	0	0
172	0.356900	0	0	0
173	0.750000	0	0	0
174	0.763200	0	0	0
175	0.294100	0	0	0
176	0.333300	0	0	0
177	0.446400	0	0	0
178	0.521700	0	0	0
179	0.196400	0	0	0
180	0.800000	0	0	0
181	0.688400	0	0	0
182	0.301700	0	0	0
183	0.218900	0	0	0
184	0.319200	0	0	0
185	0.663800	0	0	0
186	0.447500	0	0	0
187	0.636300	0	0	0
188	0.700000	0	0	0
189	0.723200	0	0	0
190	0.703500	0	0	0
191	0.529400	0	0	0
192	0.800000	0	0	0
193	0.796300	0	0	0
194	0.620100	0	0	0
195	0.245200	0	0	0
196	0.646500	0	0	0
197	0.651000	0	0	0
198	0.421000	0	0	0
199	0.592200	0	0	0
200	0.431800	0	0	0
201	0.700000	0	0	0
202	0.750000	0	0	0
203	0.230700	0	0	0
204	0.384600	0	0	0
205	0.800000	0	0	0
206	0.529800	0	0	0
207	0.764400	0	0	0
208	0.093700	0	0	0
209	0.563800	0	0	0
210	0.800000	0	0	0
211	0.582000	0	0	0
212	0.800000	0	0	0
213	0.450000	0	0	0
214	0.546200	0	0	0
215	0.287000	0	0	0
216	0.750000	0	0	0
217	0.333300	0	0	0
218	0.733300	0	0	0
219	0.800000	0	0	0
220	0.582500	0	0	0
221	0.529400	0	0	0
222	0.480500	0	0	0
223	0.544300	0	0	0
224	0.526500	0	0	0
225	0.800000	0	0	0
226	0.708300	0	0	0
227	0.623300	0	0	0
228	0.578900	0	0	0
229	0.750000	0	0	0
230	0.644700	0	0	0
231	0.467600	0	0	0
232	0.700000	0	0	0
233	0.793500	0	0	0
234	0.631500	0	0	0
235	0.629100	0	0	0
236	0.750000	0	0	0
237	0.800000	0	0	0
238	0.407500	0	0	0
239	0.450000	0	0	0
240	0.281600	0	0	0
241	0.799900	0	0	0
242	0.750000	0	0	0
243	0.600000	0	0	0
244	0.192300	0	0	0
245	0.567400	0	0	0
246	0.658300	0	0	0
247	0.700000	0	0	0
248	0.600000	0	0	0
249	0.708600	0	0	0
250	0.600000	0	0	0
251	0.555800	0	0	0
252	0.588200	0	0	0
253	0.628500	0	0	0
254	0.750000	0	0	0
255	0.606300	0	0	0
256	0.545400	0	0	0
257	0.588200	0	0	0
258	0.750000	0	0	0
259	0.752000	0	0	0
260	0.331100	0	0	0
261	0.222600	0	0	0
262	0.576900	0	0	0
263	0.800000	0	0	0
264	0.729400	0	0	0
265	0.800000	0	0	0
266	0.696200	0	0	0
267	0.491800	0	0	0
268	0.755500	0	0	0
269	0.571400	0	0	0
270	0.717700	0	0	0
271	0.287900	0	0	0
272	0.218800	0	0	0
273	0.492900	0	0	0
274	0.640000	0	0	0
275	0.275800	0	0	0
276	0.575000	0	0	0
277	0.320000	0	0	0
278	0.625000	0	0	0
279	0.770800	0	0	0
280	0.424200	0	0	0
281	0.800000	0	0	0
282	0.800000	0	0	0
283	0.485700	0	0	0
284	0.800000	0	0	0
285	0.600000	0	0	0
286	0.508400	0	0	0
287	0.250600	0	0	0
288	0.470500	0	0	0
289	0.750000	0	0	0
290	0.410500	0	0	0
291	0.800000	0	0	0
292	0.800000	0	0	0
293	0.676000	0	0	0
294	0.732200	0	0	0
295	0.181600	0	0	0
296	0.800000	0	0	0
297	0.700000	0	0	0
298	0.363600	0	0	0
299	0.633300	0	0	0
300	0.700000	0	0	0
301	0.800000	0	0	0
302	0.735800	0	0	0
303	0.528300	0	0	0
304	0.750000	0	0	0
305	0.594500	0	0	0
306	0.672200	0	0	0
307	0.607100	0	0	0
308	0.588200	0	0	0
309	0.659200	0	0	0
310	0.800000	0	0	0
311	0.800000	0	0	0
312	0.750000	0	0	0
313	0.800000	0	0	0
314	0.800000	0	0	0
315	0.598900	0	0	0
316	0.520000	0	0	0
317	0.666600	0	0	0
318	0.800000	0	0	0
319	0.671500	0	0	0
320	0.587500	0	0	0
321	0.612300	0	0	0
322	0.761200	0	0	0
323	0.800000	0	0	0
324	0.637400	0	0	0
325	0.592500	0	0	0
326	0.666600	0	0	0
327	0.800000	0	0	0
328	0.800000	0	0	0
329	0.259500	0	0	0
330	0.308300	0	0	0
331	0.672800	0	0	0
332	0.426100	0	0	0
333	0.489900	0	0	0
334	0.736300	0	0	0
335	0.562500	0	0	0
336	0.650000	0	0	0
337	0.833300	0	0	0
338	0.681300	0	0	0
339	0.358400	0	0	0
340	0.523800	0	0	0
341	0.800000	0	0	0
342	0.739500	0	0	0
343	0.705800	0	0	0
344	0.321400	0	0	0
345	0.478200	0	0	0
346	0.800000	0	0	0
347	0.510700	0	0	0
348	0.606000	0	0	0
349	0.698500	0	0	0
350	0.685600	0	0	0
351	0.246400	0	0	0
352	0.715900	0	0	0
353	0.454500	0	0	0
354	0.700000	0	0	0
355	0.333300	0	0	0
356	0.746100	0	0	0
357	0.792000	0	0	0
358	0.800000	0	0	0
359	0.329600	0	0	0
360	0.797300	0	0	0
361	0.665200	0	0	0
362	0.800000	0	0	0
363	0.512800	0	0	0
364	0.564100	0	0	0
365	0.303000	0	0	0
366	0.500000	0	0	0
367	0.525000	0	0	0
368	0.619000	0	0	0
369	0.679600	0	0	0
370	0.750000	0	0	0
371	0.707600	0	0	0
372	0.650000	0	0	0
373	0.567100	0	0	0
374	0.800000	0	0	0
375	0.502600	0	0	0
376	0.677000	0	0	0
377	0.750000	0	0	0
378	0.790500	0	0	0
379	0.750000	0	0	0
380	0.440500	0	0	0
381	0.750000	0	0	0
382	0.313000	0	0	0
383	0.588200	0	0	0
384	0.738700	0	0	0
385	0.800000	0	0	0
386	0.669600	0	0	0
387	0.727200	0	0	0
388	0.277100	0	0	0
389	0.597000	0	0	0
390	0.404000	0	0	0
391	0.602100	0	0	0
392	0.558900	0	0	0
393	0.697600	0	0	0
394	0.789400	0	0	0
395	0.514100	0	0	0
396	0.800000	0	0	0
397	0.554300	0	0	0
398	0.358200	0	0	0
399	0.800000	0	0	0
400	0.484700	0	0	0
401	0.727200	0	0	0
402	0.800000	0	0	0
403	0.524400	0	0	0
404	0.435800	0	0	0
405	0.312500	0	0	0
406	0.434700	0	0	0
407	0.185100	0	0	0
408	0.750000	0	0	0
409	0.476000	0	0	0
410	0.756100	0	0	0
411	0.445100	0	0	0
412	0.297000	0	0	0
413	0.800000	0	0	0
414	0.521000	0	0	0
415	0.647000	0	0	0
416	0.680600	0	0	0
417	0.494800	0	0	0
418	0.590000	0	0	0
419	0.352800	0	0	0
420	0.564100	0	0	0
421	0.800000	0	0	0
422	0.750000	0	0	0
423	0.651000	0	0	0
424	0.800000	0	0	0
425	0.694300	0	0	0
426	0.424300	0	0	0
427	0.431800	0	0	0
428	0.800000	0	0	0
429	0.650000	0	0	0
430	0.384600	0	0	0
431	0.607800	0	0	0
432	0.746800	0	0	0
433	0.736600	0	0	0
434	0.597400	0	0	0
435	0.738000	0	0	0
436	0.800000	0	0	0
437	0.650000	0	0	0
438	0.800000	0	0	0
439	0.800000	0	0	0
440	0.639000	0	0	0
441	0.550400	0	0	0
442	0.715000	0	0	0
443	0.526700	0	0	0
444	0.600000	0	0	0
445	0.425500	0	0	0
446	0.565300	0	0	0
447	0.730400	0	0	0
448	0.800000	0	0	0
449	0.737100	0	0	0
450	0.714200	0	0	0
451	0.533700	0	0	0
452	0.434700	0	0	0
453	0.302000	0	0	0
454	0.650000	0	0	0
455	0.601400	0	0	0
456	0.784000	0	0	0
457	0.750000	0	0	0
458	0.568000	0	0	0
459	0.700000	0	0	0
460	0.728200	0	0	0
461	0.744100	0	0	0
462	0.595800	0	0	0
463	0.443300	0	0	0
464	0.665000	0	0	0
465	0.700000	0	0	0
466	0.514500	0	0	0
467	0.800000	0	0	0
468	0.653300	0	0	0
469	0.395500	0	0	0
470	0.700000	0	0	0
471	0.800000	0	0	0
472	0.750000	0	0	0
473	0.800000	0	0	0
474	0.675900	0	0	0
475	0.749700	0	0	0
476	0.700000	0	0	0
477	0.688100	0	0	0
478	0.516100	0	0	0
479	0.647800	0	0	0
480	0.568600	0	0	0
481	0.401300	0	0	0
482	0.450700	0	0	0
483	0.767800	0	0	0
484	0.755800	0	0	0
485	0.595200	0	0	0
486	0.656500	0	0	0
487	0.545400	0	0	0
488	0.707700	0	0	0
489	0.750000	0	0	0
490	0.799900	0	0	0
491	0.596700	0	0	0
492	0.700000	0	0	0
493	0.639100	0	0	0
494	0.750000	0	0	0
495	0.675500	0	0	0
496	0.719100	0	0	0
497	0.800000	0	0	0
498	0.636300	0	0	0
499	0.800000	0	0	0
500	0.665200	0	0	0
501	0.515200	0	0	0
502	0.572300	0	0	0
503	0.797100	0	0	0
504	0.750000	0	0	0
505	0.750000	0	0	0
506	0.579700	0	0	0
507	0.741700	0	0	0
508	0.769800	0	0	0
509	0.769900	0	0	0
510	0.693800	0	0	0
511	0.749900	0	0	0
512	0.800000	0	0	0
513	0.744500	0	0	0
514	0.765700	0	0	0
515	0.689600	0	0	0
516	0.609100	0	0	0
517	0.800000	0	0	0
518	0.689600	0	0	0
519	0.800000	0	0	0
520	0.733300	0	0	0
521	0.465700	0	0	0
522	0.723500	0	0	0
523	0.750000	0	0	0
524	0.557100	0	0	0
525	0.501800	0	0	0
526	0.800000	0	0	0
527	0.683500	0	0	0
528	0.308200	0	0	0
529	0.565400	0	0	0
530	0.669300	0	0	0
531	0.650000	0	0	0
532	0.695100	0	0	0
533	0.598300	0	0	0
534	0.545200	0	0	0
535	0.699500	0	0	0
536	0.684200	0	0	0
537	0.608000	0	0	0
538	0.746800	0	0	0
539	0.800000	0	0	0
540	0.783700	0	0	0
541	0.402100	0	0	0
542	0.750000	0	0	0
543	0.800000	0	0	0
544	0.716200	0	0	0
545	0.609000	0	0	0
546	0.349000	0	0	0
547	0.526300	0	0	0
548	0.800000	0	0	0
549	0.800000	0	0	0
550	0.700000	0	0	0
551	0.800000	0	0	0
552	0.578500	0	0	0
553	0.755000	0	0	0
554	0.800000	0	0	0
555	0.800000	0	0	0
556	0.434200	0	0	0
557	0.356000	0	0	0
558	0.582500	0	0	0
559	0.800000	0	0	0
560	0.644100	0	0	0
561	0.424800	0	0	0
562	0.800000	0	0	0
563	0.753300	0	0	0
564	0.800000	0	0	0
565	0.744000	0	0	0
566	0.600000	0	0	0
567	0.554000	0	0	0
568	0.774200	0	0	0
569	0.649000	0	0	0
570	0.670800	0	0	0
571	0.613700	0	0	0
572	0.762500	0	0	0
573	0.800000	0	0	0
574	0.800000	0	0	0
575	0.600000	0	0	0
576	0.700000	0	0	0
577	0.547300	0	0	0
578	0.641300	0	0	0
579	0.800000	0	0	0
580	0.551700	0	0	0
581	0.645100	0	0	0
582	0.692300	0	0	0
583	0.680200	0	0	0
584	0.592700	0	0	0
585	0.728000	0	0	0
586	0.477500	0	0	0
587	0.750000	0	0	0
588	0.472800	0	0	0
589	0.642700	0	0	0
590	0.673300	0	0	0
591	0.517600	0	0	0
592	0.562200	0	0	0
593	0.709200	0	0	0
594	0.749000	0	0	0
595	0.800000	0	0	0
596	0.800000	0	0	0
597	0.750000	0	0	0
598	0.497800	0	0	0
599	0.726000	0	0	0
600	0.637000	0	0	0
601	0.487300	0	0	0
602	0.551200	0	0	0
603	0.560000	0	0	0
604	0.700000	0	0	0
605	0.750000	0	0	0
606	0.480700	0	0	0
607	0.513300	0	0	0
608	0.735200	0	0	0
609	0.384800	0	0	0
610	0.676200	0	0	0
611	0.562500	0	0	0
612	0.750000	0	0	0
613	0.729800	0	0	0
614	0.800000	0	0	0
615	0.800000	0	0	0
616	0.750000	0	0	0
617	0.570100	0	0	0
618	0.588200	0	0	0
619	0.648400	0	0	0
620	0.528000	0	0	0
621	0.670100	0	0	0
622	0.764700	0	0	0
623	0.800000	0	0	0
624	0.579300	0	0	0
625	0.695900	0	0	0
626	0.551800	0	0	0
627	0.428800	0	0	0
628	0.426800	0	0	0
629	0.526100	0	0	0
630	0.469200	0	0	0
631	0.711100	0	0	0
632	0.664400	0	0	0
633	0.750000	0	0	0
634	0.670700	0	0	0
635	0.626000	0	0	0
636	0.647000	0	0	0
637	0.526700	0	0	0
638	0.675900	0	0	0
639	0.657200	0	0	0
640	0.604400	0	0	0
641	0.606500	0	0	0
642	0.597900	0	0	0
643	0.607300	0	0	0
644	0.676400	0	0	0
645	0.720700	0	0	0
646	0.644900	0	0	0
647	0.600000	0	0	0
648	0.799900	0	0	0
649	0.800000	0	0	0
650	0.746200	0	0	0
651	0.700000	0	0	0
652	0.699800	0	0	0
653	0.456100	0	0	0
654	0.800000	0	0	0
655	0.800000	0	0	0
656	0.727200	0	0	0
657	0.750000	0	0	0
658	0.750000	0	0	0
659	0.700000	0	0	0
660	0.564700	0	0	0
661	0.735600	0	0	0
662	0.526700	0	0	0
663	0.633400	0	0	0
664	0.767500	0	0	0
665	0.800000	0	0	0
666	0.799900	0	0	0
667	0.695800	0	0	0
668	0.699700	0	0	0
669	0.800000	0	0	0
670	0.800000	0	0	0
671	0.686600	0	0	0
672	0.504300	0	0	0
673	0.529200	0	0	0
674	0.800000	0	0	0
675	0.600000	0	0	0
676	0.516100	0	0	0
677	0.515300	0	0	0
678	0.800000	0	0	0
679	0.749300	0	0	0
680	0.560200	0	0	0
681	0.263700	0	0	0
682	0.492600	0	0	0
683	0.564900	0	0	0
684	0.800000	0	0	0
685	0.641800	0	0	0
686	0.496300	0	0	0
687	0.360600	0	0	0
688	0.306100	0	0	0
689	0.439500	0	0	0
690	0.571400	0	0	0
691	0.690000	0	0	0
692	0.525600	0	0	0
693	0.625000	0	0	0
694	0.677900	0	0	0
695	0.538900	0	0	0
696	0.697400	0	0	0
697	0.700500	0	0	0
698	0.701900	0	0	0
699	0.620100	0	0	0
700	0.602600	0	0	0
701	0.593900	0	0	0
702	0.685800	0	0	0
703	0.636800	0	0	0
704	0.682000	0	0	0
705	0.663200	0	0	0
706	0.642400	0	0	0
707	0.652100	0	0	0
708	0.610700	0	0	0
709	0.698800	0	0	0
710	0.561300	0	0	0
711	0.453600	0	0	0
712	0.674200	0	0	0
713	0.493400	0	0	0
714	0.605000	0	0	0
715	0.564500	0	0	0
716	0.526300	0	0	0
717	0.799900	0	0	0
718	0.750000	0	0	0
719	0.620000	0	0	0
720	0.700000	0	0	0
721	0.800000	0	0	0
722	0.800000	0	0	0
723	0.682300	0	0	0
724	0.800000	0	0	0
725	0.799900	0	0	0
726	0.700000	0	0	0
727	0.786600	0	0	0
728	0.750000	0	0	0
729	0.800000	0	0	0
730	0.796000	0	0	0
731	0.591500	0	0	0
732	0.651500	0	0	0
733	0.800000	0	0	0
734	0.800000	0	0	0
735	0.729600	0	0	0
736	0.774500	0	0	0
737	0.800000	0	0	0
738	0.629600	0	0	0
739	0.750000	0	0	0
740	0.800000	0	0	0
741	0.800000	0	0	0
742	0.700000	0	0	0
743	0.643300	0	0	0
744	0.527500	0	0	0
745	0.599300	0	0	0
746	0.750000	0	0	0
747	0.532900	0	0	0
748	0.690700	0	0	0
749	0.568500	0	0	0
750	0.442800	0	0	0
751	0.732300	0	0	0
752	0.500000	0	0	0
753	0.666600	0	0	0
754	0.800000	0	0	0
755	0.800000	0	0	0
756	0.733300	0	0	0
757	0.607300	0	0	0
758	0.666600	0	0	0
759	0.800000	0	0	0
760	0.585500	0	0	0
761	0.447000	0	0	0
762	0.732600	0	0	0
763	0.521700	0	0	0
764	0.760900	0	0	0
765	0.750000	0	0	0
766	0.790300	0	0	0
767	0.8000	0	0	0
768	0.3731	0	0	0
769	0.800000	0	0	0
770	0.750000	0	0	0
771	0.726700	0	0	0
772	0.731000	0	0	0
773	0.748000	0	0	0
774	0.748000	0	0	0
775	0.800000	0	0	0
776	0.705900	0	0	0
777	0.742200	0	0	0

	146	147	148	149	150	151	152	153	154
	Updated DTI (Back-end)	Modification Effective Payment Date	Total Capitalized Amount	Total Deferred Amount	Pre-Modification Interest (Note) Rate	Pre-Modification P&I Payment	Pre-Modification Initial Interest Rate Change Downward Cap	Pre-Modification Subsequent Interest Rate Cap	Pre-Modification Next Interest Rate Change Date
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
29
30
31
32
33
34
35
36
37
38
39
40
41
42
43
44
45
46
47
48
49
50
51
52
53
54
55
56
57
58
59
60
61
62
63
64
65
66
67
68
69
70
71
72
73
74
75
76
77
78
79
80
81
82
83
84
85
86
87
88
89
90
91
92
93
94
95
96
97
98
99
100
101
102
103
104
105		1/6/2012			0.05	4583.33
106		1/9/2012			0.05	10736.44
107
108
109
110		3/7/2012			0.05	5368.22
111
112
113
114
115
116
117
118
119
120
121
122		6/21/2012			0.04125	3708.19
123
124
125
126		4/30/2012			0.044	5508.28
127
128
129
130
131
132
133
134
135
136
137
138
139
140
141
142
143
144
145
146
147
148
149
150
151
152
153
154
155
156
157
158
159
160
161
162
163
164
165
166
167
168
169
170
171
172
173
174
175
176
177
178
179
180
181
182
183
184
185
186
187
188
189
190
191
192
193
194
195
196
197
198
199
200
201
202
203
204
205
206
207
208
209
210
211
212
213
214
215
216
217
218
219
220
221
222
223
224
225
226
227
228
229
230
231
232
233
234
235
236
237
238
239
240
241
242
243
244
245
246
247
248
249
250
251
252
253
254
255
256
257
258
259
260
261
262
263
264
265
266
267
268
269
270
271
272
273
274
275
276
277
278
279
280
281
282
283
284
285
286
287
288
289
290
291
292
293
294
295
296
297
298
299
300
301
302
303
304
305
306
307
308
309
310
311
312
313
314
315
316
317
318
319
320
321
322
323
324
325
326
327
328
329
330
331
332
333
334
335
336
337
338
339
340
341
342
343
344
345
346
347
348
349
350
351
352
353
354
355
356
357
358
359
360
361
362
363
364
365
366
367
368
369
370
371
372
373
374
375
376
377
378
379
380
381
382
383
384
385
386
387
388
389
390
391
392
393
394
395
396
397
398
399
400
401
402
403
404
405
406
407
408
409
410
411
412
413
414
415
416
417
418
419
420
421
422
423
424
425
426
427
428
429
430
431
432
433
434
435
436
437
438
439
440
441
442
443
444
445
446
447
448
449
450
451
452
453
454
455
456
457
458
459
460
461
462
463
464
465
466
467
468
469
470
471
472
473
474
475
476
477
478
479
480
481
482
483
484
485
486
487
488
489
490
491
492
493
494
495
496
497
498
499
500
501
502
503
504
505
506
507
508
509
510
511
512
513
514
515
516
517
518
519
520
521
522
523
524
525
526
527
528
529
530
531
532
533
534
535
536
537
538
539
540
541
542
543
544
545
546
547
548
549
550
551
552
553
554
555
556
557
558
559
560
561
562
563
564
565
566
567
568
569
570
571
572
573
574
575
576
577
578
579
580
581
582
583
584
585
586
587
588
589
590
591
592
593
594
595
596
597
598
599
600
601
602
603
604
605
606
607
608
609
610
611
612
613
614
615
616
617
618
619
620
621
622
623
624
625
626
627
628
629
630
631
632
633
634
635
636
637
638
639
640
641
642
643
644
645
646
647
648
649
650
651
652
653
654
655
656
657
658
659
660
661
662
663
664
665
666
667
668
669
670
671
672
673
674
675
676
677
678
679
680
681
682
683
684
685
686
687
688
689
690
691
692
693
694
695
696
697
698
699
700
701
702
703
704
705
706
707
708
709
710
711
712
713
714
715
716
717
718
719
720
721
722
723
724
725
726
727
728
729
730
731
732
733
734
735
736
737
738
739
740
741
742
743
744
745
746
747
748
749
750
751
752
753
754
755
756
757
758
759
760
761
762
763
764
765
766
767
768
769
770
771
772
773
774
775
776
777

	155	156	157	158	159	160	161	162	163
	Pre-Modification I/O Term	Forgiven Principal Amount	Forgiven Interest Amount	Number of Modifications	Cash To/From Brrw at Closing	Brrw - Yrs at in Industry	CoBrrw - Yrs at in Industry	Junior Mortgage Drawn Amount	Maturity Date
1						20			20420901
2						10			20420901
3						14.5	6		20421201
4						25		250000.00	20421101
5						30.25		200000.00	20421101
6						23	25		20421201
7						20	16		20421201
8						11	6		20421201
9						25			20421101
10						6	6		20421101
11						20			20421201
12						19.25			20421101
13						30.75			20421101
14						20			20421201
15						16	12		20421201
16						8	24		20421201
17						12.5	0.75		20421201
18						0			20421201
19						19	19		20421001
20						7	0.5		20421001
21						9	4		20421101
22						4			20421101
23						18			20421101
24						8	18		20421101
25						0			20421001
26						7			20421101
27						15			20421201
28						31	14	25130.00	20421201
29						11.25			20421201
30						18			20421201
31						27	27		20421201
32						15			20421201
33						39			20421201
34						8			20421201
35						11			20421201
36						17			20421201
37						8	7		20421201
38						7	16		20421201
39						10			20421201
40						5			20421201
41						15	20		20421201
42						18			20421101
43						30			20421101
44						3			20421201
45						10	5		20421101
46						16			20271101
47						31			20421101
48						4			20421101
49						25			20421101
50						12			20421201
51						6	15		20421201
52						13	5		20421201
53						9	8		20421201
54						11			20421101
55						13	13.25		20421101
56						16.75			20421101
57						25	25		20421201
58						21			20421101
59						22			20421201
60						6	6		20421201
61						11			20421201
62						8			20421201
63						8			20421201
64						26			20421201
65						18			20421201
66						17	12		20421201
67						26		30100.00	20421201
68						0			20271101
69						12			20421201
70						35			20421101
71						5	5		20421201
72						25			20421101
73						9	10		20421201
74						20			20421201
75						4	7		20421201
76						15	6		20421101
77						14			20421101
78						15			20421101
79						12	13		20421101
80						16			20421201
81						2.5	0		20421101
82						7			20421201
83						0		150000.00	20421001
84						12			20421101
85						2			20421101
86						14	16		20421101
87						9			20421101
88						10	10		20421201
89						0	32		20421201
90						2			20421201
91						2			20401101
92						6	5		20420801
93						23	0	176000	20421001
94						27	9	230000	20401201
95						20	0	100000	20401201
96						25			20401201
97						10	20		20401201
98						57	0	0	20410101
99						0		16967	20410301
100						10		228750	20410401
101						22		658000	20410301
102						45			20410301
103						8			20410401
104						10	0	242661.22	20410601
105						6	0		20410601
106						15	6		20410701
107						7			20420101
108						10	0		20410801
109						32	5		20410701
110						28	0		20410801
111						0			20410801
112						50	0		20410801
113						62	1		20411001
114						12	35		20411201
115						15	16	250000	20411101
116						19		200000	20411101
117						20		250000	20420101
118						20	0		20411101
119						14	7	110250	20420101
120						10			20411101
121						5	20		20420101
122						6			20411101
123						17			20420401
124						24	10		20411201
125						10	15		20420201
126						13	18	208000	20420101
127						8			20420201
128						8			20411101
129						12	1		20411201
130						20	0		20420101
131						23	18	65000	20420201
132						35	30	106650	20411201
133						12	2		20411201
134						8			20411201
135						17	7		20420101
136						25			20411201
137						25			20411201
138						10			20420101
139						21	10	187000	20411201
140						0	0	71805.83	20420101
141						14	5		20420101
142						20	0	710000	20420401
143						5			20420101
144						20	0		20420201
145						25	0		20420401
146						20	0		20420601
147						30			20420401
148						30			20420401
149						30			20420401
150						20	1		20420301
151						20	1		20420501
152						5		80960.17	20420301
153						10			20420501
154						7	7		20420201
155						8			20420301
156						16	12		20420401
157						20			20420701
158						12			20420301
159						12			20420601
160						28	0		20420401
161						8	0		20420501
162						0			20420401
163						10			20420301
164						22	0		20420501
165						40	20	229039.06	20420501
166						2			20420601
167						14		200000	20420501
168						50	33		20421001
169						25			20420501
170						12		0	20420501
171						20			20420401
172						28	22	0	20420501
173						20	1		20420401
174						16	15		20420501
175						10	0	0	20420701
176						20		500000	20420901
177						13	15	0	20420601
178						27	26	787500	20420601
179						30			20420501
180						25	4		20421001
181						14	0		20420501
182						30	0	62930	20420601
183						40			20420601
184						8			20420501
185						10	10		20420601
186						30	35	251491	20420801
187						5	10	100000	20420601
188						17	7		20420501
189						30	25		20420501
190						15	6		20420601
191						35			20420701
192						12	10		20420501
193						14			20420501
194						21	2		20420701
195						10	0		20420601
196						16			20420601
197						20	20		20420601
198						20	6		20420901
199						5	0		20421001
200						40	35		20420801
201						46	35		20420801
202						21	13		20420901
203						0	0	139492.37	20420801
204						0			20420601
205						5			20420601
206						15			20420601
207						10	6		20420701
208						7	16		20420701
209						20	2		20420701
210						13	0		20420701
211						18	14	200000	20420801
212						5	8		20420701
213						41	0		20420701
214						15	30	155000	20420701
215						17	0	0	20420701
216						17	20		20420801
217						2	3		20420701
218						7	0		20421001
219						25			20420601
220						11	0	200000	20420701
221						5	8		20420801
222						15	15		20420601
223						40	0		20420801
224						22	25	0	20420801
225						5			20420701
226						13	15	100000	20420701
227						47	38		20420801
228						38			20420701
229						5	0		20420701
230						20	25		20420701
231						35	0	250000	20420801
232						16	16		20421101
233						11	0		20420601
234						10	12		20420701
235						21			20420701
236						10	6		20420801
237						1	30		20420701
238						15	0	100000	20420801
239						10	0		20420701
240						20	20	1200000	20420701
241						9	0		20421001
242						18	0		20420701
243						40	40		20420701
244						20	10		20420801
245						7			20420701
246						15	12		20420801
247						12			20420701
248						12	3		20420801
249						14		105000	20420801
250						24			20420801
251						23	23	439175	20420701
252						12	7		20420701
253						21	0	100000	20420801
254						20	7		20420701
255						0	0		20420801
256						12	2	250	20420701
257						10	20	200000	20420701
258						16	16		20420901
259						17	17		20420801
260						0	3	708000	20420701
261						0	0		20420701
262						15	9		20420701
263						15	0		20420801
264						17	1		20420801
265						8	0		20420701
266						20	20		20420801
267						30	0	50000	20420901
268						21			20420901
269						19		200000	20420801
270						4			20420901
271						10	10	500000	20420801
272						0	0		20420801
273						15	0	1115000	20420801
274						0			20420801
275						24	25	1000000	20420801
276						16	5		20420801
277						20	0		20420801
278						23	0	414000	20420801
279						12	8		20420801
280						15		400000	20420901
281						4			20421101
282						6			20420801
283						30	0		20420801
284						31	31		20420801
285						6	11	300000	20421001
286						20			20420801
287						20			20420801
288						0			20420801
289						3	3		20420901
290						16	0	740000	20420901
291						15	0		20420801
292						8			20420801
293						10	10		20420901
294						8	11		20421001
295						21	3	500000	20420901
296						22			20420801
297						15	15		20420801
298						0	25		20420901
299						1	35		20420901
300						10	0		20420901
301						7	11		20420901
302						20	1		20420801
303						0	2		20420801
304						5			20421001
305						19	20		20420901
306						0			20420901
307						24	16	100000	20420901
308						20	4	0	20421001
309						30	8		20420901
310						18	2		20420901
311						9	0		20420901
312						6	6		20420801
313						10	12		20420801
314						17	15		20420801
315						20	15		20420901
316						38	32		20420901
317						4	3	4051	20421001
318						13			20420801
319						13	0	142000	20420901
320						6	0		20420901
321						4	4	10035.95	20420901
322						0			20421001
323						24	0		20420901
324						17	0	100000	20420901
325						27			20421101
326						15	8	57834	20421001
327						35	10		20420901
328						22	15		20420901
329						20	0		20421001
330						42	26	514096	20421001
331						20	0		20420901
332						0	0	115598	20421001
333						17	15	150000	20420801
334						10	2		20421001
335						30	0		20421001
336						22			20420901
337						26	0		20421001
338						17	15		20421001
339						17	12	0	20420901
340						9	10		20420901
341						16	19		20420901
342						3	16		20421001
343						3	0		20420901
344						0	0		20421001
345						31	2	500000	20421101
346						8	8		20420901
347						45			20421001
348						4	10		20420901
349						20	4		20420901
350						8	6		20420901
351						10	8	150000	20421001
352						16	6		20421101
353						12	0		20421001
354						14			20420901
355						30			20421001
356						20	0		20421001
357						15	15		20420901
358						11			20420901
359						17		192046	20421101
360						40	0		20420901
361						6	0		20421001
362						7			20421001
363						25	0	500000	20421001
364						15	20	100000	20421001
365						18	0	750000	20421001
366						27	22		20421001
367						24			20421001
368						30		275000	20421001
369						12	0		20421001
370						7			20421101
371						9	2		20420901
372						12	27		20421001
373						20	27		20421001
374						7	7		20420901
375						6			20421001
376						8	7		20421101
377						33			20421001
378						2	33		20420901
379						12	0		20421001
380						17	0		20421001
381						14	18		20421001
382						1			20421001
383						20	0		20421001
384						5	7		20421001
385						5			20420901
386						40	8		20420901
387						9	9		20421001
388						15	0	150000	20421001
389						21	21	172500	20421001
390						16	8	250000	20421101
391						5			20421001
392						12	10		20421001
393						14			20420901
394						17	7		20421001
395						30	0	281000	20421001
396						5			20421001
397						25	23	215000	20421101
398						20	8		20421101
399						0	15		20420901
400						25	0		20421101
401						28			20420901
402						10	10		20420901
403						9	1		20421001
404						30			20421101
405						9	1		20421001
406						9	1		20421001
407						34	0		20421001
408						20	10		20421001
409						0			20421001
410						21	0		20421001
411						15			20421001
412						2	16		20421001
413						12	0		20421101
414						16	24	235000	20421101
415						30	0		20421001
416						13	14		20421001
417						10	6	500000	20421001
418						20	10		20421001
419						26	19	700000	20421101
420						12	9	490000	20421001
421						15			20421001
422						16	0		20421101
423						17	0		20421001
424						11	5		20421001
425						24	11		20421001
426						15	0	600000	20421101
427						17	20		20421001
428						7	0		20421101
429						20			20421101
430						0	0		20421101
431						12	11		20421101
432						13	15		20421101
433						20	7		20421101
434						37			20420101
435						12		0	20271201
436						7		0	20430101
437						0	25	0	20421201
438						14	10	0	20421201
439						14	9.5	0	20421201
440						13	25	0	20421101
441						23		0	20421101
442						16	17	0	20421201
443						13		0	20421201
444						15		0	20421201
445						23	37	36504	20421201
446						0		0	20421201
447						10	7	80000	20421101
448						26.25		0	20421101
449						12.5		0	20271201
450						12		0	20430101
451						20	5	0	20421101
452						24		0	20421201
453						33		187350	20421201
454						13	9	0	20421201
455						28		93752	20421201
456						15		0	20421101
457						6	8	0	20421201
458						35		295000	20421201
459						0		0	20421201
460						12.75		0	20421201
461						5		0	20421201
462						13.25	6	0	20421201
463						10		0	20421201
464						8.25	15	0	20421201
465						18	18	0	20421101
466						16.25		0	20421201
467						6	5	0	20421201
468						23.25		0	20421201
469						0	8	0	20421201
470						12	12	0	20421201
471						7	12	0	20421201
472						12		0	20421201
473						24.75		0	20421201
474						17		0	20430101
475						35		0	20421201
476						15		0	20430101
477						19		50000	20430101
478						20		0	20421201
479						4	4	0.00	20421201
480						25		0	20430101
481						26		399436	20421201
482						0		9619	20430101
483						10	10	0	20421201
484						10	10	0	20271201
485						10	11	0	20421001
486						1	6	0	20421201
487						15.5		0	20421101
488						11		0	20421201
489						9	25	0	20421201
490						10		0	20421201
491						5.75		0	20421101
492						20		0	20421201
493						9	13	0	20421101
494						10		0	20421201
495						9		0	20421101
496						10		0	20421201
497						20	20	0	20421101
498						25		0	20421201
499						14		0	20421201
500						41	5	0	20421201
501						0		0	20421201
502						20		0	20421201
503						27		0	20421201
504						10		0.00	20421201
505						25		0	20421201
506						10		0	20421201
507						25	0	0	20421201
508						5		0	20421201
509						18		0	20421201
510						34	25	0	20421201
511						25		0	20421201
512						7	7	0	20421201
513						17		0	20421201
514						22		0	20421201
515						11		0	20421201
516						28		0	20430101
517						10		0	20421101
518						32	2	0	20421201
519						16		0	20421201
520						3		0	20420901
521						13		0	20421201
522						16	17.25	0	20421201
523						10	18	0	20421201
524						5	5	0	20421201
525						0		0	20421201
526						11	7	0	20421201
527						10		0	20421101
528						0		0	20421101
529						20		0	20421201
530						18	12	0	20421201
531						11		0	20421201
532						20		0	20271201
533						5		0.00	20421201
534						21	21	0	20421201
535						15	15	0	20421201
536						5	5	0	20421101
537						15	15	0	20421201
538						20	20	0	20421201
539						7.75		0	20421201
540						20	17	0	20421201
541						19	17	0	20270801
542						25		0	20421201
543						23		0	20421001
544						11	11	0	20421101
545						10	13	39437	20421201
546						25	5	50000	20421201
547						4		0	20421201
548						17	19	0	20421101
549						10		0	20421101
550						24		0	20421201
551						37		0	20421201
552						27		25370	20421201
553						6.25	17	0	20421201
554						6	7	0	20421201
555						30		0	20421201
556						18		0	20421201
557						0		0	20421201
558						15		0	20421201
559						27		0	20421201
560						15		0	20421201
561						17		0	20421201
562						6.25		0	20430101
563						9	9	0	20421201
564						14	0	0	20421201
565						15		0	20421201
566						22.5		0	20430101
567						10		0	20421201
568						17		0	20421201
569						18.5		127287	20421201
570						27	27	0	20421101
571						25.4	0	0	20271101
572						39		0	20421201
573						29	0	0	20421101
574						15	8	0	20421101
575						9	9	0	20421201
576						21	20	0	20421101
577						8		10829	20421101
578						9		0	20421101
579						6	6	0	20421201
580						25		0	20421101
581						20		0	20271101
582						30		0	20421101
583						21		103000	20421201
584						18	2	0	20421201
585						14	14	0	20271201
586						14	11	0	20421201
587						14		0	20271201
588						35		0	20421201
589						8	8	0	20430101
590						8		0	20421201
591						23	18	0	20421201
592						18		0	20421201
593						19		0	20421201
594						10		0	20421201
595						27	3.75	0	20421101
596						22		0	20421201
597						30		0	20421201
598						9.25		0	20421201
599						15		0	20430101
600						10	1	0	20421201
601						5		0	20421201
602						10		56100	20421201
603						29	9	0	20421201
604						18		0	20421201
605						18		0	20421201
606						22		0	20421201
607						21	28	0	20421201
608						13	2	0	20421101
609						2.5	8	0	20421201
610						34	4.25	0	20421201
611						12	9	0	20421201
612						20		0	20421201
613						16		0	20421201
614						6		0	20421201
615						19		0	20421201
616						12		0	20421201
617						11	5	0	20430101
618						16		0	20271201
619						6		0	20421201
620						20		0	20421201
621						5	8	56429	20421201
622						23		0	20421001
623						26		0	20421101
624						26	0	44322.45	20421001
625						22	0	0	20421001
626						32		0	20421201
627						18		0	20421001
628						9	10	226000	20421201
629						0		0	20421101
630						38		0	20421101
631						32	0	0	20421201
632						16		0	20421201
633						27	12	0	20421201
634						0		0	20421201
635						12	15	0	20421201
636						12	12	0	20421101
637						17		350000	20421201
638						3		0	20421201
639						0	14	0	20421201
640						24	21	0	20421101
641						9		0	20421201
642						13	7	240000	20421201
643						34	32	0	20421201
644						20		0	20421201
645						20	25	0	20421201
646						11		0	20421201
647						23	8.5	0	20430101
648						10	4	0	20421101
649						9	2	0	20421201
650						26		0	20421201
651						12	14	0	20421201
652						12	10	0	20421201
653						24		251665	20421201
654						17		0	20421201
655						30	10.25	0	20421101
656						9	5	0	20421101
657						40		0	20421201
658						24	17	0	20421201
659						29		0	20421201
660						12		0	20421101
661						13		0	20421201
662						7	2	0	20421201
663						20		0	20421201
664						0		0	20421201
665						4		0	20421201
666						7	5	0	20421201
667						14	20	0	20421101
668						33		0	20421201
669						9		0	20430101
670						16.25	2.75	0	20421201
671						30.5	30.4	0	20421101
672						10	0	0	20421101
673						14		0	20421101
674						3		0	20430101
675						36		0	20321001
676						12		0	20421101
677						18		0	20421201
678						0	6	0	20421201
679						30	10	0	20421201
680						0		0	20421201
681						0		300000	20421201
682						20		5364	20421201
683						25		0	20421201
684						25		0	20421201
685						22		0	20390401
686						18		0	20391101
687						20	20	0	20351201
688						28		354672	20410101
689						15		0	20410301
690						15	10	0	20410701
691						22		0	20410801
692						17	15	72860	20411101
693						20		0	20420301
694						18		0	20420301
695						15		0	20420301
696						19	22	0	20420401
697						20	10	50000	20420401
698						15		0	20420401
699						14	4	0	20420401
700						20	24	125000	20420501
701						28		0	20420501
702						15	9	0	20420601
703						14.5		50000	20420601
704						11	11	0	20420601
705						9	1	0	20420601
706						30	12	0	20420701
707						26	10	0	20420701
708						25		0	20420701
709						15	20	37947	20420701
710						2		50000	20420701
711						16	13	150000	20420801
712						16.5	0	0	20421101
713						17		0	20421101
714						16		24985	20430101
715						24	19	0	20421201
716						3.75		0	20421101
717						8	8	0	20421101
718						11		0	20421101
719						12	21	0	20421201
720						2		0	20421201
721						22		0	20421201
722						6		0	20421201
723						16		0	20421201
724						15		0	20421201
725						17		0	20421201
726						0	22	0	20421201
727						16	18	0	20421201
728						8		0	20430101
729						5		0	20421201
730						13		0	20421001
731						0		0	20421201
732						25	25	74130	20430101
733						15	14	0	20421201
734						20	20	0	20421201
735						7	7.75	0	20421201
736						5	6	0	20421101
737						8		0	20421001
738						6	6	0	20421201
739						16		0	20421201
740						11		0	20421201
741						16		0	20421201
742						9		0	20421201
743						20		0	20421201
744						30		0	20421201
745						10		0	20430101
746						10	2	0	20421201
747						5		0	20271201
748						0		0	20421101
749						15		0	20421201
750						5		47668	20421201
751						22	12	0	20421201
752						3		0	20430101
753						25		0	20420601
754						15	15	0	20421201
755						15.6	0	0	12/1/2041
756						6	6	0	4/1/2042
757						9.9	2	0	4/1/2042
758						24	1	0	5/1/2042
759						10	4	0	5/1/2042
760						14	1	0	7/1/2042
761						15.6	18.6	0	8/1/2032
762						14	0	0	7/1/2042
763						13	0	0	9/1/2042
764						4	0	0	9/1/2042
765						29	27	0	7/1/2032
766						15	1	0	8/1/2042
767						9	2	0	20420801
768						27	0	471405	20420901
769						5	1	0	9/1/2042
770						9	7	0	9/1/2042
771						20	0	0	10/1/2042
772						9	0	0	9/1/2042
773						19	0	0	9/1/2032
774						1	32	0	10/1/2042
775						21	0	0	10/1/2042
776						20	1	0	10/1/2042
777						24	0	0	11/1/2042

	164	165	166	167	168	169	170	171	172
	Primary Borrower Wage Income (Salary)	Primary Borrower Wage Income (Bonus)	Primary Borrower Wage Income (Commission)	Co-Borrower Wage Income (Salary)	Co-Borrower Wage Income (Bonus)	Co-Borrower Wage Income (Commission)	Originator Doc Code	RWT Income Verification	RWT Asset Verification
1	8915.59	0	0	0	0	0	Full	Two Years	Two Months
2	19178.06	10937.5	0	0	0	0	Full	Two Years	Two Months
3	15577.06	0	0	0	0	0	Full	Two Years	Two Months
4	34676.62	0	0	0	0	0	Full	Two Years	Two Months
5	28307.42	0	0	0	0	0	Full	Two Years	Two Months
6	13609.95	0	0	11165.59	0	0	Full	Two Years	Two Months
7	30117.42	0	0	0	0	0	Full	Two Years	Two Months
8	2371.03	5126.57	0	6426.74	0	0	Full	Two Years	Two Months
9	43301.37	0	0	0	0	0	Full	Two Years	Two Months
10	9496.32	0	0	37174.01	0	0	Full	Two Years	Two Months
11	129400	0	0	0	0	0	Full	Two Years	Two Months
12	35416.68	0	0	0	0	0	Full	Two Years	Two Months
13	12360.4	0	0	0	0	0	Full	Two Years	Two Months
14	13315.45	0	0	0	0	0	Full	Two Years	Two Months
15	12500	0	0	9689.42	0	0	Full	Two Years	Two Months
16	11587.5	0	0	10783.33	0	0	Full	Two Years	Two Months
17	19759.92	0	13000	0	0	0	Full	Two Years	Two Months
18	2228.9	0	0	783.9	0	0	Full	Two Years	Two Months
19	63425	0	0	0	0	0	Full	Two Years	Two Months
20	9916.67	0	0	6435.1	0	0	Full	Two Years	Two Months
21	0	0	0	0	0	2876	Full	Two Years	Two Months
22	39583.34	0	0	0	0	0	Full	Two Years	Two Months
23	12476.04	0	0	0	0	0	Full	Two Years	Two Months
24	23083.33	0	0	0	0	0	Full	Two Years	Two Months
25	13668.05	0	0	820.33	0	0	Full	Two Years	Two Months
26	38141.37	0	0	0	0	0	Full	Two Years	Two Months
27	18750	0	0	0	0	0	Full	Two Years	Two Months
28	12154.14	0	0	7599.78	0	0	Full	Two Years	Two Months
29	24894.62	0	0	0	0	0	Full	Two Years	Two Months
30	21949.46	0	0	0	0	0	Full	Two Years	Two Months
31	9866.66	0	0	10000	0	0	Full	Two Years	Two Months
32	2774	1490.25	12582.66	0	0	0	Full	Two Years	Two Months
33	25677.16	0	0	0	0	0	Full	Two Years	Two Months
34	21075.58	0	0	0	0	0	Full	Two Years	Two Months
35	28524.12	0	0	0	0	0	Full	Two Years	Two Months
36	15866.82	0	0	0	0	0	Full	Two Years	Two Months
37	1972	33537.97	0	9350	0	0	Full	Two Years	Two Months
38	11196.79	0	0	8670.92	0	0	Full	Two Years	Two Months
39	23666.67	0	0	0	0	0	Full	Two Years	Two Months
40	13332.8	0	0	0	0	0	Full	Two Years	Two Months
41	16250	0	0	0	0	0	Full	Two Years	Two Months
42	14444.45	0	0	0	0	0	Full	Two Years	Two Months
43	30437.91	0	0	0	0	0	Full	Two Years	Two Months
44	13767.17	0	0	0	0	0	Full	Two Years	Two Months
45	29041.09	0	0	2105.44	0	0	Full	Two Years	Two Months
46	150757.58	0	0	0	0	0	Full	Two Years	Two Months
47	21666.67	0	0	0	0	0	Full	Two Years	Two Months
48	20833.33	0	0	0	0	0	Full	Two Years	Two Months
49	14401.51	2538.12	0	0	0	0	Full	Two Years	Two Months
50	18024.84	0	0	0	0	0	Full	Two Years	Two Months
51	16666.67	0	0	12016.66	4677.45	0	Full	Two Years	Two Months
52	31254	0	0	8333.33	0	0	Full	Two Years	Two Months
53	7934.66	0	0	10166.67	0	0	Full	Two Years	Two Months
54	9843.17	0	0	0	0	0	Full	Two Years	Two Months
55	13333.33	0	0	7891.39	0	0	Full	Two Years	Two Months
56	48581.59	0	0	0	0	0	Full	Two Years	Two Months
57	15781.48	0	0	13603.02	0	0	Full	Two Years	Two Months
58	31250	8333.34	0	0	0	0	Full	Two Years	Two Months
59	12589.79	0	0	0	0	0	Full	Two Years	Two Months
60	13110	0	0	15022.8	0	0	Full	Two Years	Two Months
61	75000	0	0	0	0	0	Full	Two Years	Two Months
62	86525.38	0	0	0	0	0	Full	Two Years	Two Months
63	5286.96	0	0	0	0	0	Full	Two Years	Two Months
64	41666.66	0	0	0	0	0	Full	Two Years	Two Months
65	33333.34	0	0	0	0	0	Full	Two Years	Two Months
66	12499	0	0	8750	0	0	Full	Two Years	Two Months
67	23800	0	0	0	0	0	Full	Two Years	Two Months
68	0	0	0	0	0	0	Full	Two Years	Two Months
69	12500	2083.33	0	0	0	0	Full	Two Years	Two Months
70	74167.33	0	0	0	0	0	Full	Two Years	Two Months
71	30000	0	0	7295.83	0	0	Full	Two Years	Two Months
72	25334.09	0	0	0	0	0	Full	Two Years	Two Months
73	19500	0	0	6666.67	1717.27	0	Full	Two Years	Two Months
74	16250	0	7259.95	0	0	0	Full	Two Years	Two Months
75	3592.2	0	0	13333.34	0	0	Full	Two Years	Two Months
76	12500	0	0	8333.34	0	0	Full	Two Years	Two Months
77	18284.32	3629	0	0	0	0	Full	Two Years	Two Months
78	0	0	37753.35	0	0	0	Full	Two Years	Two Months
79	13668.63	0	0	8618.61	0	0	Full	Two Years	Two Months
80	36916.31	0	0	0	0	0	Full	Two Years	Two Months
81	46666	0	0	0	0	0	Full	Two Years	Two Months
82	40000	0	0	0	0	0	Full	Two Years	Two Months
83	0	0	0	0	0	0	Full	Two Years	Two Months
84	0	0	0	0	0	0	Full	Two Years	Two Months
85	20464	0	0	0	0	0	Full	Two Years	Two Months
86	9536.08	0	0	5589.67	0	0	Full	Two Years	Two Months
87	8333.33	6654.5	0	0	0	0	Full	Two Years	Two Months
88	10416.66	2957	0	8750	1243.62	0	Full	Two Years	Two Months
89	0	0	0	20487	0	0	Full	Two Years	Two Months
90	31636	0	0	0	0	0	Full	Two Years	Two Months
91							Full	Two Years	One Month
92							Full	Two Years	One Month
93							Full	Two Years	One Month
94							Full	Two Years	One Month
95							Full	Two Years	One Month
96							Full	Two Years	Two Months
97							Full	Two Years	One Month
98							Full	Two Years	One Month
99							Full	Two Years	One Month
100							Full	Two Years	One Month
101							Full	Two Years	One Month
102							Full	One Year	One Month
103							Full	Two Years	One Month
104							Full	Two Years	One Month
105							Full	Two Years	One Month
106							Full	Two Years	One Month
107							Full	Two Years	One Month
108							Full	Two Years	One Month
109							Full	Two Years	One Month
110							Full	Two Years	One Month
111							Full	Two Years	One Month
112							Full	Two Years	One Month
113							Full	Two Years	Two Months
114							Full	Two Years	One Month
115							Full	Two Years	One Month
116							Full	Two Years	One Month
117							Full	Two Years	One Month
118							Full	Two Years	One Month
119							Full	Two Years	Two Months
120							Full	Two Years	One Month
121							Full	Two Years	Two Months
122							Full	Two Years	One Month
123							Full	Two Years	Two Months
124							Full	Two Years	One Month
125							Full	Two Years	One Month
126							Full	Two Years	Two Months
127							Full	Two Years	One Month
128							Full	Two Years	Two Months
129							Full	Two Years	One Month
130							Full	Two Years	Two Months
131							Full	Two Years	One Month
132							Full	Two Years	One Month
133							Full	Two Years	Two Months
134							Full	Two Years	One Month
135							Full	Two Years	One Month
136							Full	Two Years	One Month
137							Full	Two Years	One Month
138							Full	Two Years	One Month
139							Full	Two Years	Two Months
140							Full	Two Years	Two Months
141							Full	Two Years	One Month
142							Full	Two Years	One Month
143							Full	Two Years	One Month
144							Full	Two Years	Two Months
145							Full	Two Years	One Month
146							Full	Two Years	One Month
147							Full	Two Years	One Month
148							Full	Two Years	One Month
149							Full	Two Years	One Month
150							Full	Two Years	Two Months
151							Full	Two Years	One Month
152							Full	Two Years	One Month
153							Full	Two Years	One Month
154							Full	Two Years	One Month
155							Full	Two Years	One Month
156							Full	Two Years	One Month
157							Full	Two Years	One Month
158							Full	Two Years	One Month
159							Full	Two Years	Two Months
160							Full	Two Years	One Month
161							Full	Two Years	One Month
162							Full	Two Years	One Month
163							Full	Two Years	One Month
164							Full	Two Years	One Month
165							Full	Two Years	One Month
166							Full	Two Years	One Month
167							Full	Two Years	Two Months
168							Full	Two Years	One Month
169							Full	Two Years	Two Months
170							Full	Two Years	One Month
171							Full	Two Years	One Month
172							Full	Two Years	One Month
173							Full	Two Years	One Month
174							Full	Two Years	Two Months
175							Full	Two Years	One Month
176							Full	Two Years	Two Months
177							Full	Two Years	One Month
178							Full	Two Years	Two Months
179							Full	Two Years	One Month
180							Full	Two Years	One Month
181							Full	Two Years	One Month
182							Full	Two Years	One Month
183							Full	Two Years	Two Months
184							Full	Two Years	One Month
185							Full	Two Years	One Month
186							Full	Two Years	One Month
187							Full	Two Years	One Month
188							Full	Two Years	One Month
189							Full	Two Years	One Month
190							Full	Two Years	One Month
191							Full	Two Years	One Month
192							Full	Two Years	One Month
193							Full	Two Years	One Month
194							Full	Two Years	One Month
195							Full	Two Years	One Month
196							Full	Two Years	One Month
197							Full	Two Years	One Month
198							Full	Two Years	One Month
199							Full	Two Years	Two Months
200							Full	Two Years	One Month
201							Full	Two Years	One Month
202							Full	Two Years	Two Months
203							Full	Two Years	One Month
204							Full	Two Years	One Month
205							Full	Two Years	One Month
206							Full	Two Years	One Month
207							Full	Two Years	One Month
208							Full	Two Years	One Month
209							Full	Two Years	One Month
210							Full	Two Years	One Month
211							Full	Two Years	One Month
212							Full	Two Years	One Month
213							Full	Two Years	One Month
214							Full	Two Years	Two Months
215							Full	Two Years	One Month
216							Full	Two Years	One Month
217							Full	Two Years	One Month
218							Full	Two Years	Two Months
219							Full	Two Years	One Month
220							Full	Two Years	One Month
221							Full	Two Years	Two Months
222							Full	Two Years	One Month
223							Full	Two Years	One Month
224							Full	Two Years	One Month
225							Full	Two Years	One Month
226							Full	Two Years	One Month
227							Full	Two Years	One Month
228							Full	Two Years	One Month
229							Full	Two Years	One Month
230							Full	Two Years	One Month
231							Full	Two Years	One Month
232							Full	Two Years	Two Months
233							Full	Two Years	One Month
234							Full	Two Years	One Month
235							Full	Two Years	Two Months
236							Full	Two Years	One Month
237							Full	Two Years	One Month
238							Full	Two Years	One Month
239							Full	Two Years	One Month
240							Full	Two Years	One Month
241							Full	Two Years	One Month
242							Full	Two Years	Two Months
243							Full	Two Years	One Month
244							Full	Two Years	One Month
245							Full	Two Years	One Month
246							Full	Two Years	One Month
247							Full	Two Years	One Month
248							Full	Two Years	One Month
249							Full	Two Years	One Month
250							Full	Two Years	Two Months
251							Full	Two Years	One Month
252							Full	Two Years	One Month
253							Full	Two Years	Two Months
254							Full	Two Years	One Month
255							Full	Two Years	One Month
256							Full	Two Years	One Month
257							Full	Two Years	One Month
258							Full	Two Years	One Month
259							Full	Two Years	One Month
260							Full	Two Years	One Month
261							Full	Two Years	One Month
262							Full	Two Years	One Month
263							Full	Two Years	One Month
264							Full	Two Years	One Month
265							Full	Two Years	Two Months
266							Full	Two Years	Two Months
267							Full	Two Years	One Month
268							Full	Two Years	Two Months
269							Full	Two Years	One Month
270							Full	Two Years	One Month
271							Full	Two Years	One Month
272							Full	Two Years	One Month
273							Full	Two Years	One Month
274							Full	Two Years	One Month
275							Full	Two Years	One Month
276							Full	Two Years	One Month
277							Full	Two Years	One Month
278							Full	Two Years	One Month
279							Full	Two Years	Two Months
280							Full	Two Years	Two Months
281							Full	Two Years	One Month
282							Full	Two Years	One Month
283							Full	Two Years	One Month
284							Full	Two Years	One Month
285							Full	Two Years	Two Months
286							Full	Two Years	One Month
287							Full	Two Years	One Month
288							Full	Two Years	Two Months
289							Full	Two Years	One Month
290							Full	Two Years	Two Months
291							Full	Two Years	Two Months
292							Full	Two Years	Two Months
293							Full	Two Years	Two Months
294							Full	Two Years	Two Months
295							Full	Two Years	One Month
296							Full	Two Years	One Month
297							Full	Two Years	One Month
298							Full	Two Years	One Month
299							Full	Two Years	One Month
300							Full	Two Years	Two Months
301							Full	Two Years	One Month
302							Full	Two Years	One Month
303							Full	Two Years	One Month
304							Full	Two Years	Two Months
305							Full	Two Years	One Month
306							Full	Two Years	Two Months
307							Full	Two Years	One Month
308							Full	Two Years	One Month
309							Full	Two Years	One Month
310							Full	Two Years	Two Months
311							Full	Two Years	One Month
312							Full	Two Years	One Month
313							Full	Two Years	One Month
314							Full	Two Years	Two Months
315							Full	Two Years	Two Months
316							Full	Two Years	One Month
317							Full	Two Years	One Month
318							Full	Two Years	Two Months
319							Full	Two Years	One Month
320							Full	Two Years	Two Months
321							Full	Two Years	One Month
322							Full	Two Years	One Month
323							Full	Two Years	Two Months
324							Full	Two Years	One Month
325							Full	Two Years	Two Months
326							Full	Two Years	One Month
327							Full	Two Years	One Month
328							Full	Two Years	One Month
329							Full	Two Years	Two Months
330							Full	Two Years	One Month
331							Full	Two Years	One Month
332							Full	Two Years	Two Months
333							Full	Two Years	Two Months
334							Full	Two Years	One Month
335							Full	Two Years	One Month
336							Full	Two Years	Two Months
337							Full	Two Years	One Month
338							Full	Two Years	One Month
339							Full	Two Years	One Month
340							Full	Two Years	Two Months
341							Full	Two Years	Two Months
342							Full	Two Years	Two Months
343							Full	Two Years	Two Months
344							Full	Two Years	Two Months
345							Full	Two Years	One Month
346							Full	Two Years	One Month
347							Full	Two Years	One Month
348							Full	Two Years	One Month
349							Full	Two Years	Two Months
350							Full	Two Years	Two Months
351							Full	Two Years	Two Months
352							Full	Two Years	One Month
353							Full	Two Years	One Month
354							Full	Two Years	One Month
355							Full	Two Years	One Month
356							Full	Two Years	Two Months
357							Full	Two Years	Two Months
358							Full	Two Years	Two Months
359							Full	Two Years	One Month
360							Full	Two Years	Two Months
361							Full	Two Years	One Month
362							Full	Two Years	Two Months
363							Full	Two Years	Two Months
364							Full	Two Years	One Month
365							Full	Two Years	Two Months
366							Full	Two Years	Two Months
367							Full	Two Years	One Month
368							Full	Two Years	Two Months
369							Full	Two Years	One Month
370							Full	Two Years	One Month
371							Full	Two Years	One Month
372							Full	Two Years	One Month
373							Full	Two Years	Two Months
374							Full	Two Years	Two Months
375							Full	Two Years	One Month
376							Full	Two Years	Two Months
377							Full	Two Years	Two Months
378							Full	Two Years	Two Months
379							Full	Two Years	One Month
380							Full	Two Years	One Month
381							Full	Two Years	One Month
382							Full	Two Years	One Month
383							Full	Two Years	One Month
384							Full	Two Years	Two Months
385							Full	Two Years	Two Months
386							Full	Two Years	One Month
387							Full	Two Years	One Month
388							Full	Two Years	Two Months
389							Full	Two Years	Two Months
390							Full	Two Years	One Month
391							Full	Two Years	One Month
392							Full	Two Years	One Month
393							Full	Two Years	One Month
394							Full	Two Years	One Month
395							Full	Two Years	One Month
396							Full	Two Years	Two Months
397							Full	Two Years	One Month
398							Full	Two Years	One Month
399							Full	Two Years	One Month
400							Full	Two Years	Two Months
401							Full	Two Years	One Month
402							Full	Two Years	One Month
403							Full	Two Years	Two Months
404							Full	Two Years	One Month
405							Full	Two Years	Two Months
406							Full	Two Years	Two Months
407							Full	Two Years	One Month
408							Full	Two Years	One Month
409							Full	Two Years	One Month
410							Full	Two Years	One Month
411							Full	Two Years	Two Months
412							Full	Two Years	Two Months
413							Full	Two Years	One Month
414							Full	Two Years	One Month
415							Full	Two Years	Two Months
416							Full	Two Years	One Month
417							Full	Two Years	Two Months
418							Full	Two Years	One Month
419							Full	Two Years	Two Months
420							Full	Two Years	One Month
421							Full	Two Years	Two Months
422							Full	Two Years	Two Months
423							Full	Two Years	Two Months
424							Full	Two Years	Two Months
425							Full	Two Years	One Month
426							Full	Two Years	One Month
427							Full	Two Years	One Month
428							Full	Two Years	One Month
429							Full	Two Years	One Month
430							Full	Two Years	Two Months
431							Full	Two Years	Two Months
432							Full	Two Years	One Month
433							Full	Two Years	Two Months
434							Full	Two Years	One Month
435	50093.29	0	0	0	0	0	Full	Two Years	Two Months
436	8825.4	0	5306.17	0	0	0	Full	Two Years	Two Months
437	0	0	0	27083.33	6491.17	0	Full	Two Years	Two Months
438	8970	0	0	3818.88	0	0	Full	Two Years	Two Months
439	3131.75	0	0	9017.7	0	0	Full	Two Years	Two Months
440	12499.5	0	0	7875.4	0	0	Full	Two Years	Two Months
441	12161.91	0	0	0	0	0	Full	Two Years	Two Months
442	14568	0	0	7215.62	0	0	Full	Two Years	Two Months
443	55457.5	0	0	0	0	0	Full	Two Years	Two Months
444	16666.67	0	0	0	0	0	Full	Two Years	Two Months
445	16533.21	0	0	17038.75	0	0	Full	Two Years	Two Months
446	0	0	0	2299.9	0	0	Full	Two Years	Two Months
447	20248.67	0	0	11740.64	0	0	Full	Two Years	Two Months
448	24666.68	0	0	0	0	0	Full	Two Years	Two Months
449	12802.42	0	0	0	0	0	Full	Two Years	Two Months
450	17250	0	0	0	0	0	Full	Two Years	Two Months
451	10951.2	388.24	0	1627.33	0	0	Full	Two Years	Two Months
452	37084.92	0	0	0	0	0	Full	Two Years	Two Months
453	22815	0	0	0	0	0	Full	Two Years	Two Months
454	16321.41	0	0	0	0	0	Full	Two Years	Two Months
455	31097.32	0	0	0	0	0	Full	Two Years	Two Months
456	17666.67	0	0	0	0	0	Full	Two Years	Two Months
457	16258.08	0	0	15512.92	0	0	Full	Two Years	Two Months
458	17547.49	0	0	0	0	0	Full	Two Years	Two Months
459	3164.7	0	0	0	0	0	Full	Two Years	Two Months
460	23279.17	0	0	0	0	0	Full	Two Years	Two Months
461	30420.33	0	0	0	0	0	Full	Two Years	Two Months
462	11166.34	0	0	7916.67	0	0	Full	Two Years	Two Months
463	26660.25	0	0	0	0	0	Full	Two Years	Two Months
464	8266.27	0	0	8741.16	0	0	Full	Two Years	Two Months
465	9374.99	0	0	8039.99	0	0	Full	Two Years	Two Months
466	24189.16	0	0	0	0	0	Full	Two Years	Two Months
467	12340.84	0	0	19044.05	0	0	Full	Two Years	Two Months
468	13033.63	0	0	0	0	0	Full	Two Years	Two Months
469	8183.79	0	0	10147.03	0	0	Full	Two Years	Two Months
470	14043.92	0	0	6258.34	0	0	Full	Two Years	Two Months
471	22916.67	0	0	1	0	0	Full	Two Years	Two Months
472	12979.58	0	0	0	0	0	Full	Two Years	Two Months
473	16848	0	0	0	0	0	Full	Two Years	Two Months
474	29166.66	0	0	0	0	0	Full	Two Years	Two Months
475	14150	0	0	0	0	0	Full	Two Years	Two Months
476	28143.08	0	0	0	0	0	Full	Two Years	Two Months
477	9999.99	11857.78	0	0	0	0	Full	Two Years	Two Months
478	11571.29	0	0	0	0	0	Full	Two Years	Two Months
479	5625	0	0	17499.99	0	0	Full	Two Years	Two Months
480	13905.84	0	0	0	0	0	Full	Two Years	Two Months
481	28498.98	0	0	0	0	0	Full	Two Years	Two Months
482	0	0	0	0	0	0	Full	Two Years	Two Months
483	12915.06	0	0	14333.74	0	0	Full	Two Years	Two Months
484	8926.67	0	0	11683.34	0	0	Full	Two Years	Two Months
485	5833.34	0	0	10000	0	0	Full	Two Years	Two Months
486	17500	0	0	0	0	0	Full	Two Years	Two Months
487	0	0	0	0	0	0	Full	Two Years	Two Months
488	16666.66	0	0	0	0	0	Full	Two Years	Two Months
489	5001.58	0	5028.84	5036.38	0	0	Full	Two Years	Two Months
490	13032.94	0	0	0	0	0	Full	Two Years	Two Months
491	14914.84	0	0	0	0	0	Full	Two Years	Two Months
492	33074.99	0	0	0	0	0	Full	Two Years	Two Months
493	5416.66	0	0	11250	0	0	Full	Two Years	Two Months
494	18291	0	0	0	0	0	Full	Two Years	Two Months
495	8032.6	0	13486.63	0	0	0	Full	Two Years	Two Months
496	13375.75	0	0	0	0	0	Full	Two Years	Two Months
497	14997.32	7293.97	0	7274.8	0	0	Full	Two Years	Two Months
498	28154.83	0	5566.87	0	0	0	Full	Two Years	Two Months
499	12402.16	8125	0	0	0	0	Full	Two Years	Two Months
500	10114.19	0	0	16503.17	0	0	Full	Two Years	Two Months
501	0	0	0	1655	0	0	Full	Two Years	Two Months
502	10112.92	0	0	0	0	0	Full	Two Years	Two Months
503	32400	0	0	0	0	0	Full	Two Years	Two Months
504	27565.96	0	0	0	0	0	Full	Two Years	Two Months
505	11423.57	0	0	0	0	0	Full	Two Years	Two Months
506	22503	0	0	0	0	0	Full	Two Years	Two Months
507	14875	0	0	0	0	0	Full	Two Years	Two Months
508	36123.66	0	0	0	0	0	Full	Two Years	Two Months
509	15112.75	0	0	0	0	0	Full	Two Years	Two Months
510	3920.06	0	0	1206	0	0	Full	Two Years	Two Months
511	42678.83	0	0	0	0	0	Full	Two Years	Two Months
512	3250	0	12083.22	3250	0	0	Full	Two Years	Two Months
513	18450.49	0	0	0	0	0	Full	Two Years	Two Months
514	14884.78	0	0	0	0	0	Full	Two Years	Two Months
515	16614.66	0	0	0	0	0	Full	Two Years	Two Months
516	12051	0	19744.71	0	0	0	Full	Two Years	Two Months
517	24420.53	0	0	0	0	0	Full	Two Years	Two Months
518	3494	0	0	0	0	0	Full	Two Years	Two Months
519	36837.67	0	0	0	0	0	Full	Two Years	Two Months
520	33243.35	0	0	0	0	0	Full	Two Years	Two Months
521	22500	0	0	0	0	0	Full	Two Years	Two Months
522	0	0	7554.15	9280.95	0	0	Full	Two Years	Two Months
523	0	0	0	15124.55	0	0	Full	Two Years	Two Months
524	20242.08	0	0	0	0	0	Full	Two Years	Two Months
525	1996.2	0	0	3461.93	0	0	Full	Two Years	Two Months
526	0	0	0	4166.67	0	0	Full	Two Years	Two Months
527	38750	0	0	0	0	0	Full	Two Years	Two Months
528	1942.7	0	0	889.7	0	0	Full	Two Years	Two Months
529	17197.29	0	0	0	0	0	Full	Two Years	Two Months
530	13785.68	0	0	0	0	0	Full	Two Years	Two Months
531	12458.33	0	0	0	0	0	Full	Two Years	Two Months
532	42124.32	0	0	0	0	0	Full	Two Years	Two Months
533	15833.34	0	0	0	0	0	Full	Two Years	Two Months
534	6182.8	0	0	5391.67	0	0	Full	Two Years	Two Months
535	10643.51	0	0	5000	0	0	Full	Two Years	Two Months
536	48275.02	0	0	48275.24	0	0	Full	Two Years	Two Months
537	20086.5	0	0	6902	0	0	Full	Two Years	Two Months
538	11707	0	0	11135.32	0	0	Full	Two Years	Two Months
539	0	0	15812.02	0	0	0	Full	Two Years	Two Months
540	12334.44	0	0	15618.5	0	0	Full	Two Years	Two Months
541	22287.41	0	0	10729.75	0	0	Full	Two Years	Two Months
542	16666.67	15000	0	0	0	0	Full	Two Years	Two Months
543	14166.67	0	0	0	0	0	Full	Two Years	Two Months
544	9154.88	0	0	9154.84	0	0	Full	Two Years	Two Months
545	4286.53	0	0	7000	0	0	Full	Two Years	Two Months
546	10776.67	0	0	2169	0	0	Full	Two Years	Two Months
547	11284.72	0	0	0	0	0	Full	Two Years	Two Months
548	11608	4423.46	0	6149.86	0	0	Full	Two Years	Two Months
549	15451.83	0	0	0	0	0	Full	Two Years	Two Months
550	58333.33	0	0	0	0	0	Full	Two Years	Two Months
551	30609.66	0	0	0	0	0	Full	Two Years	Two Months
552	17014.4	0	0	0	0	0	Full	Two Years	Two Months
553	9235.91	0	0	12070.83	0	0	Full	Two Years	Two Months
554	11104.17	0	0	7083.34	0	0	Full	Two Years	Two Months
555	9957.17	0	0	0	0	0	Full	Two Years	Two Months
556	0	0	0	0	0	0	Full	Two Years	Two Months
557	0	0	0	0	0	0	Full	Two Years	Two Months
558	32972.1	0	0	0	0	0	Full	Two Years	Two Months
559	10947.37	0	0	0	0	0	Full	Two Years	Two Months
560	63397	0	0	0	0	0	Full	Two Years	Two Months
561	16980.99	0	0	0	0	0	Full	Two Years	Two Months
562	15834	0	0	0	0	0	Full	Two Years	Two Months
563	20011.58	0	0	8500	0	0	Full	Two Years	Two Months
564	15228.42	0	0	0	0	0	Full	Two Years	Two Months
565	14583.33	38280.96	0	0	0	0	Full	Two Years	Two Months
566	40066.33	0	0	0	0	0	Full	Two Years	Two Months
567	41105.02	0	0	0	0	0	Full	Two Years	Two Months
568	23750	0	0	0	0	0	Full	Two Years	Two Months
569	13312.12	0	18550.03	0	0	0	Full	Two Years	Two Months
570	30416.67	0	0	9106.34	0	0	Full	Two Years	Two Months
571	24142	0	0	0	0	0	Full	Two Years	Two Months
572	20739.5	0	0	0	0	0	Full	Two Years	Two Months
573	9750	0	0	0	0	0	Full	Two Years	Two Months
574	19798.84	0	0	1377.85	0	0	Full	Two Years	Two Months
575	8404.93	0	0	2500	0	0	Full	Two Years	Two Months
576	17166.67	0	0	12924.42	0	0	Full	Two Years	Two Months
577	12916.67	19541.66	0	0	0	0	Full	Two Years	Two Months
578	17982.18	0	0	0	0	0	Full	Two Years	Two Months
579	16041.67	0	0	14091.87	0	0	Full	Two Years	Two Months
580	27207.25	0	0	0	0	0	Full	Two Years	Two Months
581	29166.67	0	0	0	0	0	Full	Two Years	Two Months
582	34000	0	0	0	0	0	Full	Two Years	Two Months
583	47480.33	0	0	0	0	0	Full	Two Years	Two Months
584	27954.6	0	0	0	0	0	Full	Two Years	Two Months
585	6454.54	0	0	39166.66	0	0	Full	Two Years	Two Months
586	32118.76	0	0	29166.66	0	0	Full	Two Years	Two Months
587	40000	0	0	0	0	0	Full	Two Years	Two Months
588	45500	0	0	0	0	0	Full	Two Years	Two Months
589	15946.95	0	0	18055.55	0	0	Full	Two Years	Two Months
590	17500	0	0	0	0	0	Full	Two Years	Two Months
591	17916.68	0	0	21166.67	0	0	Full	Two Years	Two Months
592	11650.75	969.94	0	0	0	0	Full	Two Years	Two Months
593	26389.91	0	0	0	0	0	Full	Two Years	Two Months
594	24638.01	0	0	0	0	0	Full	Two Years	Two Months
595	7880.38	0	0	4502.56	0	0	Full	Two Years	Two Months
596	18315.29	0	0	0	0	0	Full	Two Years	Two Months
597	20833.33	0	0	0	0	0	Full	Two Years	Two Months
598	27631.24	0	0	0	0	0	Full	Two Years	Two Months
599	42942.5	0	0	0	0	0	Full	Two Years	Two Months
600	14698.5	2397.84	0	12912.68	0	0	Full	Two Years	Two Months
601	20833.34	0	0	0	0	0	Full	Two Years	Two Months
602	14302.59	0	0	0	0	0	Full	Two Years	Two Months
603	17744.75	0	0	2426.67	0	0	Full	Two Years	Two Months
604	16666.67	0	0	0	0	0	Full	Two Years	Two Months
605	65107.88	0	0	0	0	0	Full	Two Years	Two Months
606	16666.67	14586.75	0	0	0	0	Full	Two Years	Two Months
607	33333.34	0	0	20741.42	0	0	Full	Two Years	Two Months
608	23174.63	0	0	2195.45	0	0	Full	Two Years	Two Months
609	10644.01	0	0	1451	0	0	Full	Two Years	Two Months
610	4375	0	0	7727.54	0	0	Full	Two Years	Two Months
611	12545.88	0	4968.98	6183.32	0	0	Full	Two Years	Two Months
612	23735	0	0	0	0	0	Full	Two Years	Two Months
613	27083.33	0	0	0	0	0	Full	Two Years	Two Months
614	13333.34	0	0	0	0	0	Full	Two Years	Two Months
615	24673.62	0	0	0	0	0	Full	Two Years	Two Months
616	11000	875	1826.04	0	0	0	Full	Two Years	Two Months
617	25000	38614.83	0	0	0	0	Full	Two Years	Two Months
618	14583.3	0	0	0	0	0	Full	Two Years	Two Months
619	19856.9	0	0	0	0	0	Full	Two Years	Two Months
620	22750	0	0	0	0	0	Full	Two Years	Two Months
621	13333.32	0	0	3500	0	0	Full	Two Years	Two Months
622	32973	0	0	0	0	0	Full	Two Years	Two Months
623	16193.26	0	0	0	0	0	Full	Two Years	Two Months
624	8916	0	0	0	0	0	Full	Two Years	Two Months
625	14524	0	0	0	0	0	Full	Two Years	Two Months
626	12962.58	0	0	0	0	0	Full	Two Years	Two Months
627	20000	0	0	0	0	0	Full	Two Years	Two Months
628	16666.67	0	0	11665.33	0	0	Full	Two Years	Two Months
629	0	0	0	0	0	0	Full	Two Years	Two Months
630	21101.93	0	0	0	0	0	Full	Two Years	Two Months
631	15866.16	0	0	0	0	0	Full	Two Years	Two Months
632	16666.66	41666.66	0	0	0	0	Full	Two Years	Two Months
633	11095.41	0	0	17448.34	0	0	Full	Two Years	Two Months
634	2024.8	0	0	837.8	0	0	Full	Two Years	Two Months
635	14015.12	0	0	29166.67	0	0	Full	Two Years	Two Months
636	18333.33	0	0	10416.66	0	0	Full	Two Years	Two Months
637	37666.67	0	0	0	0	0	Full	Two Years	Two Months
638	49825.51	0	0	0	0	0	Full	Two Years	Two Months
639	0	0	0	19365.71	0	0	Full	Two Years	Two Months
640	10108.8	0	0	11484.25	0	0	Full	Two Years	Two Months
641	15472.93	0	0	0	0	0	Full	Two Years	Two Months
642	19996.85	0	0	0	0	0	Full	Two Years	Two Months
643	7691.75	0	0	4874.28	0	0	Full	Two Years	Two Months
644	14139.08	0	0	0	0	0	Full	Two Years	Two Months
645	9425.87	0	0	8000.01	0	0	Full	Two Years	Two Months
646	20833.34	0	0	0	0	0	Full	Two Years	Two Months
647	21595.84	0	0	0	0	0	Full	Two Years	Two Months
648	14375.62	0	0	10265.42	0	0	Full	Two Years	Two Months
649	6676.91	0	0	2850	0	0	Full	Two Years	Two Months
650	128176.34	0	0	0	0	0	Full	Two Years	Two Months
651	0	0	0	59380.85	0	0	Full	Two Years	Two Months
652	9273.34	0	0	2035	0	0	Full	Two Years	Two Months
653	0	0	0	0	0	0	Full	Two Years	Two Months
654	10000	15990	0	0	0	0	Full	Two Years	Two Months
655	19462.5	0	0	8674.99	0	0	Full	Two Years	Two Months
656	15888.61	0	0	0	0	0	Full	Two Years	Two Months
657	67702	0	0	0	0	0	Full	Two Years	Two Months
658	17902.36	0	0	9513.29	0	0	Full	Two Years	Two Months
659	54863.63	0	0	0	0	0	Full	Two Years	Two Months
660	28683.76	0	0	0	0	0	Full	Two Years	Two Months
661	37001.7	0	0	0	0	0	Full	Two Years	Two Months
662	14116.58	0	0	3883.76	0	0	Full	Two Years	Two Months
663	16220.55	5016.25	0	0	0	0	Full	Two Years	Two Months
664	8250	0	0	0	0	0	Full	Two Years	Two Months
665	33333.67	0	0	0	0	0	Full	Two Years	Two Months
666	7313.24	0	0	17500.66	0	0	Full	Two Years	Two Months
667	1972	0	36810.24	0	0	0	Full	Two Years	Two Months
668	79166.67	0	0	0	0	0	Full	Two Years	Two Months
669	11833.33	3635.68	0	0	0	0	Full	Two Years	Two Months
670	13775	0	0	1711.91	0	0	Full	Two Years	Two Months
671	18831	0	0	16883	0	0	Full	Two Years	Two Months
672	31951	0	0	0	0	0	Full	Two Years	Two Months
673	33750	0	0	0	0	0	Full	Two Years	Two Months
674	21265.19	0	0	0	0	0	Full	Two Years	Two Months
675	3307	0	0	0	0	0	Full	Two Years	Two Months
676	26886.08	0	0	0	0	0	Full	Two Years	Two Months
677	18055.54	0	0	0	0	0	Full	Two Years	Two Months
678	0	0	0	9583	0	0	Full	Two Years	Two Months
679	18515.46	0	0	0	0	1176.08	Full	Two Years	Two Months
680	40954.92	0	0	0	0	0	Full	Two Years	Two Months
681	3710	0	0	0	0	0	Full	Two Years	Two Months
682	44795	0	0	0	0	0	Full	Two Years	Two Months
683	8333.34	0	0	0	0	0	Full	Two Years	Two Months
684	141926.79	0	0	0	0	0	Full	Two Years	Two Months
685	16652.5	0	0	0	0	0	Full	Two Years	Two Months
686	39750	0	0	0	0	0	Full	Two Years	Two Months
687	9176.74	0	0	12286.36	0	0	Full	Two Years	Two Months
688	22487.5	0	0	0	0	0	Full	Two Years	Two Months
689	15568.83	0	0	0	0	0	Full	Two Years	Two Months
690	12612.25	0	0	4476.05	0	0	Full	Two Years	Two Months
691	15071.33	0	0	0	0	0	Full	Two Years	Two Months
692	10487.49	0	0	5416.67	0	0	Full	Two Years	Two Months
693	53183.49	0	0	0	0	0	Full	Two Years	Two Months
694	51280	0	0	0	0	0	Full	Two Years	Two Months
695	23614	0	0	0	0	0	Full	Two Years	Two Months
696	16999.97	0	0	10088.16	0	0	Full	Two Years	Two Months
697	13518.5	0	0	126.17	0	0	Full	Two Years	Two Months
698	16750	0	0	0	0	0	Full	Two Years	Two Months
699	11500	0	0	10000	0	0	Full	Two Years	Two Months
700	13471.58	0	0	0	0	0	Full	Two Years	Two Months
701	14894.05	0	0	0	0	0	Full	Two Years	Two Months
702	11607.08	0	0	18000	0	0	Full	Two Years	Two Months
703	10638.75	0	0	0	0	0	Full	Two Years	Two Months
704	6634.66	0	0	8333.34	0	0	Full	Two Years	Two Months
705	13175	0	0	8733.46	0	0	Full	Two Years	Two Months
706	20833.34	0	0	7891.67	0	0	Full	Two Years	Two Months
707	12133.76	0	0	7704.42	0	0	Full	Two Years	Two Months
708	30589.42	0	0	0	0	0	Full	Two Years	Two Months
709	16696.88	0	0	3358.64	0	0	Full	Two Years	Two Months
710	8644.87	0	0	0	0	0	Full	Two Years	Two Months
711	19826.46	0	0	5805	0	0	Full	Two Years	Two Months
712	7679	0	0	0	0	0	Full	Two Years	Two Months
713	32006.43	0	0	0	0	0	Full	Two Years	Two Months
714	21394.37	0	0	0	0	0	Full	Two Years	Two Months
715	7386.44	0	0	7231.32	0	0	Full	Two Years	Two Months
716	83028.75	0	0	0	0	0	Full	Two Years	Two Months
717	11357.98	0	0	8235.07	0	0	Full	Two Years	Two Months
718	0	0	0	0	0	0	Full	Two Years	Two Months
719	7772.24	0	0	8547.78	0	0	Full	Two Years	Two Months
720	38048.87	0	0	0	0	0	Full	Two Years	Two Months
721	12515.98	5157.58	0	0	0	0	Full	Two Years	Two Months
722	9870.84	0	0	0	0	0	Full	Two Years	Two Months
723	20000	0	0	0	0	0	Full	Two Years	Two Months
724	28012.54	0	0	0	0	0	Full	Two Years	Two Months
725	15899.5	2415.83	0	0	0	0	Full	Two Years	Two Months
726	0	0	0	20677.83	0	0	Full	Two Years	Two Months
727	10619.44	0	0	4345.16	0	0	Full	Two Years	Two Months
728	40268.36	0	0	0	0	0	Full	Two Years	Two Months
729	17833.34	0	0	0	0	0	Full	Two Years	Two Months
730	0	0	46603.07	0	0	0	Full	Two Years	Two Months
731	7065	0	0	4149.44	0	0	Full	Two Years	Two Months
732	29526.41	0	0	4333.33	0	0	Full	Two Years	Two Months
733	10150.49	5544.47	0	11365.25	0	0	Full	Two Years	Two Months
734	15437.84	0	0	7096.5	0	0	Full	Two Years	Two Months
735	15608.36	0	0	13916.67	0	0	Full	Two Years	Two Months
736	33333.33	0	0	30833.31	0	0	Full	Two Years	Two Months
737	0	0	13440.3	0	0	0	Full	Two Years	Two Months
738	18750	0	0	17564.08	0	0	Full	Two Years	Two Months
739	24166.66	2500	0	0	0	0	Full	Two Years	Two Months
740	11370	4375.58	0	0	0	0	Full	Two Years	Two Months
741	13750	0	0	0	0	0	Full	Two Years	Two Months
742	19166.66	0	0	0	0	0	Full	Two Years	Two Months
743	92106	0	0	0	0	0	Full	Two Years	Two Months
744	17333.35	0	0	0	0	0	Full	Two Years	Two Months
745	31049.84	0	0	0	0	0	Full	Two Years	Two Months
746	25833.34	0	0	4889.36	0	0	Full	Two Years	Two Months
747	39077.75	0	0	0	0	0	Full	Two Years	Two Months
748	9480.63	0	0	1043.62	0	0	Full	Two Years	Two Months
749	19912.04	0	0	0	0	0	Full	Two Years	Two Months
750	70519.5	0	0	0	0	0	Full	Two Years	Two Months
751	8924.93	0	0	13175.07	0	0	Full	Two Years	Two Months
752	13938.76	0	0	0	0	0	Full	Two Years	Two Months
753	21666.67	0	0	0	0	0	Full	Two Years	Two Months
754	8691	0	0	14745.84	0	0	Full	Two Years	Two Months
755	32108.34	51857.26	0	0	0	0	Full	Two Years	Two Months
756	6437.49	0	0	10833.33	0	0	Full	Two Years	Two Months
757	21253.4	0	0	0	0	0	Full	Two Years	Two Months
758	83333	0	0	0	0	0	Full	Two Years	Two Months
759	0	0	0	4921.25	0	0	Full	Two Years	Two Months
760	29166.18	0	0	0	0	0	Full	Two Years	Two Months
761	18551.87	0	0	24506.27	0	0	Full	Two Years	Two Months
762	13750	0	0	0	0	0	Full	Two Years	Two Months
763	17050	21666.67	0	0	0	0	Full	Two Years	Two Months
764	20000	8548.39	0	0	0	0	Full	Two Years	Two Months
765	7437.52	0	14235.57	12638.88	0	0	Full	Two Years	Two Months
766	12937.49	0	0	0	0	0	Full	Two Years	One Month
767	26666.68	0	0	0	0	0	Full	Two Years	Two Months
768	2916.66	32083.28	5889.06	0	0	0	Full	Two Years	One Month
769	15833.33	0	0	0	0	0	Full	Two Years	Two Months
770	20000	0	0	7750	0	0	Full	Two Years	Two Months
771	13541.68	0	0	0	0	0	Full	Two Years	Two Months
772	16666.67	0	0	0	0	0	Full	Two Years	Two Months
773	6763.03	0	0	0	0	0	Full	Two Years	Two Months
774	0	0	0	109375	0	0	Full	Two Years	Two Months
775	12950	0	0	0	0	0	Full	Two Years	One Month
776	29989.94	0	0	0	0	0	Full	Two Years	Two Months
777	0	0	0	0	0	0	Full	Two Years	One Month

MERSID	Organization
1002338	First Republic
1008498	Flagstar Bank, F.S.B.
1000200	PHH
1000383	RRAC/Cenlar
1000324	Shore Financial Services, Inc.
9999999	Other

ASF RMBS DISCLOSURE PACKAGE

Field Number	Field Name	Field Description	Type of Field	Data Type	Sample Data	Format	When Applicable?	Valid Values	Proposed Unique Coding	Notes
1	Primary Servicer	The MERS Organization ID of the company that has or will have the right to service the loan.	General Information	Numeric – Integer	2351805	9(7)	Always	”9999999” if Unknown
2	Servicing Fee—Percentage	Aggregate monthly fee paid to all servicers, stated in decimal form.	General Information	Numeric - Decimal	0.0025	9.999999	Loans without flat-dollar servicing fees	>= 0 and < 1		Must be populated if Field 3 is Null
3	Servicing Fee—Flat-dollar	Aggregate monthly fee paid to all servicers, stated as a dollar amount.	General Information	Numeric – Decimal	7.5	9(3).99	Loans with flat-dollar servicing fees	>= 0 and <= 999		Must be populated if 2 is Null
4	Servicing Advance Methodology	The manner in which principal and/or interest are to be advanced by the servicer.	General Information	Numeric – Integer	2	99	Always	See Coding	1 = Scheduled Interest, Scheduled Principal 2 = Actual Interest, Actual Principal 3 = Scheduled Interest, Actual Principal 99 = Unknown
5	Originator	The MERS Organization ID of the entity that lends funds to the borrower and, in return, places a lien on the mortgage property as collateral.	General Information	Numeric – Integer	5938671	9(7)	Always	”9999999” if Unknown
6	Loan Group	Indicates the collateral group number in which the loan falls (for structures with multiple collateral groups). Use “1” if there is only one loan group.	General Information	Text	1A	XXXX	Always	“UNK” if Unknown
7	Loan Number	Unique National Mortgage Loan ID Number (Vendor TBD).	General Information	Numeric – Integer	TBD	TBD	Always	TBD		Details to be provided by Vendor
8	Amortization Type	Indicates whether the loan’s interest rate is fixed or adjustable (Hybrid ARMs are adjustable).	Loan Type	Numeric – Integer	2	99	Always	See Coding	1 = Fixed 2 = Adjustable 99 = Unknown
9	Lien Position	A number indicating the loan’s lien position (1 = first lien, etc.).	Loan Type	Numeric – Integer	1	99	Always	>0	99 = Unknown
10	HELOC Indicator	Indicates whether the loan is a home equity line of credit.	Loan Type	Numeric – Integer	1	99	Always	See Coding	0 = No 1 = Yes 99 = Unknown
11	Loan Purpose	Indicates the purpose of the loan.	Loan Type	Numeric – Integer	9	99	Always	See Coding	See Appendix A
12	Cash Out Amount	For “Cash-out” loans (see Glossary): [NEW LOAN AMOUNT] – [PAID-OFF FIRST MORTGAGE LOAN AMOUNT] – [PAID-OFF SECOND MORTGAGE LOAN AMOUNT (if Second was used to purchase the property)] – [CLOSING COSTS].	Loan Type	Numeric – Decimal	72476.5	9(10).99	Always	>= 0
13	Total Origination and Discount Points (in dollars)	Amount paid to the lender to increase the lender’s effective yield and, in the case of discount points, to reduce the interest rate paid by the borrower.	Loan Type	Numeric – Decimal	5250	9(10).99	Always	>= 0		Typically Lines 801 and 802 of HUD Settlement Statement
14	Covered/High Cost Loan Indicator	Indicates whether the loan is categorized as “high cost” or “covered” according to state or federal statutes or regulations.	Loan Type	Numeric – Integer	1	99	Always	See Coding	0 = No 1 = Yes 99 = Unknown
15	Relocation Loan Indicator	Indicates whether the loan is part of a corporate relocation program.	Loan Type	Numeric – Integer	1	99	Always	See Coding	0 = No 1 = Yes 99 = Unknown
16	Broker Indicator	Indicates whether a broker took the application.	Loan Type	Numeric – Integer	1	99	Always	See Coding	0 = No 1 = Yes 99 = Unknown
17	Channel	Code indicating the source (channel) from which the Issuer obtained the mortgage loan.	Loan Type	Numeric – Integer	2	99	Always	See Coding	1 = Retail 2 = Broker 3 = Correspondent Bulk 4 = Correspondent Flow with delegated underwriting 5 = Correspondent Flow without delegated underwriting 99 = Unknown
18	Escrow Indicator	Indicates whether various homeownership expenses are paid by the borrower directly or through an escrow account (as of securitization cut-off date).	Loan Type	Numeric – Integer	3	99	Always	See Coding	0 = No Escrows 1 = Taxes 2 = Insurance 3 = HOA dues 4 = Taxes and Insurance 5 = All 99 =Unknown
19	Senior Loan Amount(s)	For non-first mortgages, the sum of the balances of all associated senior mortgages at the time of origination of the subordinate lien.	Mortgage Lien Info	Numeric – Decimal	611004.25	9(10).99	If Lien Position > 1	>= 0
20	Loan Type of Most Senior Lien	For non-first mortgages, indicates whether the associated first mortgage is a Fixed, ARM, Hybrid, or negative amortization loan.	Mortgage Lien Info	Numeric – Integer	2	99	If Lien Position > 1	See Coding	1 = Fixed Rate 2 = ARM 3 = Hybrid 4 = Neg Am 99 = Unknown
21	Hybrid Period of Most Senior Lien (in months)	For non-first mortgages where the associated first mortgage is a hybrid ARM, the number of months remaining in the initial fixed interest rate period for the hybrid first mortgage.	Mortgage Lien Info	Numeric – Integer	23	999	If Lien Position > 1 AND the most senior lien is a hybrid ARM (see Field 20)	>= 0
22	Neg Am Limit of Most Senior Lien	For non-first mortgages where the associated first mortgage features negative amortization, the maximum percentage by which the negatively amortizing balance may increase (expressed as a proportion of the senior lien’s original balance).	Mortgage Lien Info	Numeric – Decimal	1.25	9.999999	If Lien Position > 1 AND the senior lien is Neg Am (see Field 20)	>= 1 and <= 2
23	Junior Mortgage Balance	For first mortgages with subordinate liens at the time of origination, the combined balance of the subordinate liens (if known).	Mortgage Lien Info	Numeric – Decimal	51775.12	9(10).99	If Lien Position = 1 and there is a 2nd lien on the subject property	>= 0		Subject to Regulatory Confirmation
24	Origination Date of Most Senior Lien	For non-first mortgages, the origination date of the associated first mortgage.	Mortgage Lien Info	Date	20090914	YYYYMMDD	If Lien Position > 1 and there is a 2nd lien on the subject property	“19010101” if unknown
25	Origination Date	The date of the Mortgage Note and Mortgage/Deed of Trust	Loan Term and Amortization Type	Date	20090914	YYYYMMDD	Always	“19010101” if unknown
26	Original Loan Amount	The dollar amount of the mortgage loan, as specified on the mortgage note at the time of the loan’s origination. For HELOCs, the maximum available line of credit.	Loan Term and Amortization Type	Numeric – Decimal	150000	9(10).99	Always	>0
27	Original Interest Rate	The original note rate as indicated on the mortgage note.	Loan Term and Amortization Type	Numeric – Decimal	0.0475	9.999999	Always	> 0 and <= 1
28	Original Amortization Term	The number of months in which the loan would be retired if the amortizing principal and interest payment were to be paid each month.	Loan Term and Amortization Type	Numeric – Integer	360	999	Always	>= 60
29	Original Term to Maturity	The initial number of months between loan origination and the loan maturity date, as specified on the mortgage note.	Loan Term and Amortization Type	Numeric – Integer	60	999	Always	>0	N/A
30	First Payment Date of Loan	The date of the first scheduled mortgage payment to be made by the borrower as specified on the mortgage note.	Loan Term and Amortization Type	Date	20090914	YYYYMMDD	Always	“19010101” if unknown	N/A
31	Interest Type Indicator	Indicates whether the interest rate calculation method is simple or actuarial.	Loan Term and Amortization Type	Numeric – Integer	2	99	Always	See Coding	1= Simple 2 = Actuarial 99 = Unknown
32	Original Interest Only Term	Original interest-only term for a loan in months (including NegAm Loans).	Loan Term and Amortization Type	Numeric – Integer	60	999	Always	>= 0 and <= 240 Unknown = Blank; No Interest Only Term = 0
33	Buy Down Period	The total number of months during which any buy down is in effect, representing the accumulation of all buy down periods.	Loan Term and Amortization Type	Numeric – Integer	65	999	Always	>= 0 and <= 100 Unknown = Blank; No Buy Down = 0
34	HELOC Draw Period	The original number of months during which the borrower may draw funds against the HELOC account.	Loan Term and Amortization Type	Numeric – Integer	24	999	HELOCs Only	>= 12 and <= 120
35	Scheduled Loan Amount	Mortgage loan scheduled principal balance as of cut-off date. For HELOCs, the current drawn amount.	Loan Term and Amortization Type	Numeric – Decimal	248951.19	9(10).99	Always	>= 0
36	Current Interest Rate	The interest rate used to calculate the current P&I or I/O payment.	Loan Term and Amortization Type	Numeric – Decimal	0.05875	9.999999	Always	> 0 and <= 1
37	Current Payment Amount Due	Next Total Payment due to be collected (including principal, interest or both—but Exclude Escrow Amounts).	Loan Term and Amortization Type	Numeric – Decimal	1250.15	9(10).99	Always	> 0
38	Scheduled Interest Paid Through Date		Loan Term and Amortization Type	Date	20090429	YYYYMMDD	Always	“19010101” if unknown
39	Current Payment Status	Number of payments the borrower is past due as of the securitization cut-off date.	Loan Term and Amortization Type	Numeric – Integer	3	99	Always	>= 0
40	Index Type	Specifies the type of index to be used to determine the interest rate at each adjustment.	Adjustable Rate Mortgages (ARMs)	Numeric – Integer	18	99	ARMs Only	See Coding	See Appendix B
41	ARM Look-back Days	The number of days prior to the interest rate adjustment date to retrieve the index value.	Adjustable Rate Mortgages (ARMs)	Numeric – Integer	45	99	ARMs Only	>= 0 to <=99
42	Gross Margin	The percentage stated on the mortgage note representing the spread between the ARM Index value and the mortgage interest rate. The gross mortgage margin is added to the index value to establish a new gross interest rate in the manner prescribed on the mortgage note.	Adjustable Rate Mortgages (ARMs)	Numeric – Decimal	0.03	9.999999	ARMs Only	>0 and <= 1
43	ARM Round Flag	An indicator of whether an adjusted interest rate is rounded to the next higher ARM round factor, to the next lower round factor, or to the nearest round factor.	Adjustable Rate Mortgages (ARMs)	Numeric – Integer	3	9	ARMs Only	See Coding	0 = No Rounding 1 = Up 2 = Down 3 = Nearest 99=Unknown
44	ARM Round Factor	The percentage to which an adjusted interest rate is to be rounded.	Adjustable Rate Mortgages (ARMs)	Numeric – Decimal	0.0025 or 0.00125	9.999999	ARMs Only Where ARM Round Flag = 1, 2, or 3	>= 0 and < 1
45	Initial Fixed Rate Period	For hybrid ARMs, the period between the first payment date of the mortgage and the first interest rate adjustment date.	Adjustable Rate Mortgages (ARMs)	Numeric – Integer	60	999	Hybrid ARMs Only	>= 1 to <=240
46	Initial Interest Rate Cap (Change Up)	The maximum percentage by which the mortgage note rate may increase at the first interest rate adjustment date.	Adjustable Rate Mortgages (ARMs)	Numeric – Decimal	0.02	9.999999	ARMs Only	>= 0 and <= 1	99=no cap
47	Initial Interest Rate  Cap (Change Down)	The maximum percentage by which the mortgage note rate may decrease at the first interest rate adjustment date.	Adjustable Rate Mortgages (ARMs)	Numeric – Decimal	0.02	9.999999	ARMs Only	>= 0 and <= 1	99=no cap
48	Subsequent Interest Rate Reset Period	The number of months between subsequent rate adjustments.	Adjustable Rate Mortgages (ARMs)	Numeric – Integer	60	999	ARMs Only	>=0 and <= 120		0 = Loan does not adjust after initial reset
49	Subsequent Interest Rate (Change Down)	The maximum percentage by which the interest rate may decrease at each rate adjustment date after the initial adjustment.	Adjustable Rate Mortgages (ARMs)	Numeric – Decimal	0.02	9.999999	ARMs Only	>= 0 and <= 1	99=no cap
50	Subsequent Interest Rate Cap (Change Up)	The maximum percentage by which the interest rate may increase at each rate adjustment date after the initial adjustment.	Adjustable Rate Mortgages (ARMs)	Numeric – Decimal	0.02	9.999999	ARMs Only	>= 0 and <= 1	99=no cap
51	Lifetime Maximum Rate (Ceiling)	The maximum interest rate that can be in effect during the life of the loan.	Adjustable Rate Mortgages (ARMs)	Numeric – Decimal	0.125	9.999999	ARMs Only	>= 0 and <= 1		=1 if no ceiling specified
52	Lifetime Minimum Rate (Floor)	The minimum interest rate that can be in effect during the life of the loan.	Adjustable Rate Mortgages (ARMs)	Numeric – Decimal	0.015	9.999999	ARMs Only	>= 0 and <= 1		If no floor is specified enter the greater of the margin or 0.
53	Negative Amortization Limit	The maximum amount of negative amortization allowed before recast is required. (Expressed as a percentage of the original unpaid principal balance.)	Negative Amortization	Numeric – Decimal	1.25	9.999999	Negatively Amortizing ARMs Only	>=0, and <2
54	Initial Negative Amortization Recast Period	The number of months in which the payment is required to recast if the loan does not reach the prescribed maximum balance earlier.	Negative Amortization	Numeric – Integer	60	999	Negatively Amortizing ARMs Only	>=0
55	Subsequent Negative Amortization Recast Period	The number of months after which the payment is required to recast AFTER the first recast period.	Negative Amortization	Numeric – Integer	48	999	Negatively Amortizing ARMs Only	>=0
56	Initial Fixed Payment Period	Number of months after origination during which the payment is fixed.	Negative Amortization	Numeric – Integer	60	999	Negatively Amortizing Hybrid ARMs Only	>= 0 to <=120
57	Subsequent Payment Reset Period	Number of months between payment adjustments after first payment reset.	Negative Amortization	Numeric – Integer	12	999	Negatively Amortizing ARMs Only	>= 0 to <=120
58	Initial Periodic Payment Cap	The maximum percentage by which a payment can change (increase or decrease) in the first period.	Negative Amortization	Numeric – Decimal	0.075	9.999999	Negatively Amortizing ARMs Only	>= 0 and < 1
59	Subsequent Periodic Payment Cap	The maximum percentage by which a payment can change (increase or decrease) in one period after the initial cap.	Negative Amortization	Numeric – Decimal	0.075	9.999999	Negatively Amortizing ARMs Only	>= 0 and < 1
60	Initial Minimum Payment Reset Period	The maximum number of months a borrower can initially pay the minimum payment before a new minimum payment is determined.	Negative Amortization	Numeric – Integer	12	999	Negatively Amortizing ARMs Only	>= 0 to <=120
61	Subsequent Minimum Payment Reset Period	The maximum number of months (after the initial period) a borrower can pay the minimum payment before a new minimum payment is determined after the initial period.	Negative Amortization	Numeric – Integer	12	999	Negatively Amortizing ARMs Only	>= 0 to <=120
62	Option ARM Indicator	An indicator of whether the loan is an Option ARM.	Negative Amortization	Numeric – Integer	1	99	ARMs Only	See Coding	0 = No 1 = Yes 99 = Unknown
63	Options at Recast	The means of computing the lowest monthly payment available to the borrower after recast.	Option ARM	Numeric – Integer	2	99	Option ARMs Only	N/A	1= Fully amortizing 30 year 2= Fully amortizing 15 year 3=Fully amortizing 40 year 4 = Interest-Only 5 = Minimum Payment 99= Unknown
64	Initial Minimum Payment	The initial minimum payment the borrower is permitted to make.	Option ARM	Numeric – Decimal	879.52	99	Option ARMs Only	>=0
65	Current Minimum Payment	Current Minimum Payment (in dollars).	Negative Amortization	Numeric – Decimal	250	9(10).99	Option ARMs Only	>= 0
66	Prepayment Penalty Calculation	A description of how the prepayment penalty would be calculated during each phase of the prepayment penalty term.	Prepayment Penalties	Numeric – Integer	12	99	Always	See Coding	See Appendix C
67	Prepayment Penalty Type	• Hard: The prepayment penalty is incurred regardless of the reason the loan is prepaid in full. • Hybrid: The prepayment penalty can be characterized as hard for a certain amount of time and as soft during another period.	Prepayment Penalties	Numeric – Integer	1	99	All loans with Prepayment Penalties (i.e., loans for which Field 66 = something other than “0”)	See Coding	1 = Hard 2 = Soft 3 = Hybrid 99 = Unknown
68	Prepayment Penalty Total Term	The total number of months that the prepayment penalty may be in effect.	Prepayment Penalties	Numeric – Integer	60	999	All loans with Prepayment Penalties (i.e., loans for which Field 66 = something other than “0”)	>0 to <=120
69	Prepayment Penalty Hard Term	For hybrid prepayment penalties, the number of months during which a “hard” prepayment penalty applies.	Prepayment Penalties	Numeric – Integer	12	999	Loans with Hybrid Prepayment Penalties (i.e., loans for which Field 67 = “3”)	>= 0 to <=120
70	Primary Borrower ID	A lender-generated ID number for the primary borrower on the mortgage	Borrower	Numeric—Integer	123456789	999999999	Always	>0		Used to identify the number of times a single borrower appears in a given deal.
71	Number of Mortgaged Properties	The number of residential properties owned by the borrower that currently secure mortgage loans.	Borrower	Numeric – Integer	1	99	Always	> 0
72	Total Number of Borrowers	The number of Borrowers who are obligated to repay the mortgage note.	Borrower	Numeric – Integers	2	99	Always	> 0
73	Self-employment Flag	An indicator of whether the primary borrower is self-employed.	Borrower	Numeric – Integer	1	99	Always	See Coding	0 = No 1 = Yes 99 = Unknown
74	Current ‘Other’ Monthly Payment	The aggregate of all payments pertaining to the subject property other than principal and interest (includes common charges, condo fees, T&I, HOA, etc.), whether escrowed or not.	Loan Term and Amortization Type	Numeric – Decimal	1789.25	9(10).99	Always	> 0
75	Length of Employment: Borrower	The number of years of service with the borrower’s current employer as of the date of the loan.	Borrower Qualification	Numeric – Decimal	3.5	99.99	Always	>=0	99 = Retired, None employment income soure (social security, trust income, dividends, etc.)
76	Length of Employment: Co-Borrower	The number of years of service with the co-borrower’s current employer as of the date of the loan.	Borrower Qualification	Numeric – Decimal	3.5	99.99	If “Total Number of Borrowers” > 1	>= 0	99 = Retired, None employment income soure (social security, trust income, dividends, etc.)
77	Years in Home	Length of time that the borrower has been at current address.	Borrower Qualification	Numeric – Decimal	14.5	99.99	Refinances of Primary Residences Only (Loan Purpose = 1, 2, 3, 4, 8 or 9)	> 0
78	FICO Model Used	Indicates whether the FICO score was calculated using the Classic, Classic 08, or Next Generation model.	Borrower Qualification	Numeric – Integer	1	99	If a FICO score was obtained	See Coding	1 = Classic 2 = Classic 08 3 = Next Generation 99 = Unknown
79	Most Recent FICO Date	Specifies the date on which the most recent FICO score was obtained	Borrower Qualification	Date	20090914	YYYYMMDD	If a FICO score was obtained	“19010101” if unknown		Issuers unable to Provide may Rep and Warrant that the FICO score used for underwriting was not more than 4 months old at the date of issuance.
80	Primary Wage Earner Original FICO:  Equifax	Equifax FICO score for primary borrower (if applicable).	Borrower Qualification	Numeric – Integer	720	9999	If a FICO score was obtained	>= 350 and <= 850
81	Primary Wage Earner Original FICO:  Experian	Experian FICO score for primary borrower (if applicable).	Borrower Qualification	Numeric – Integer	720	9999	If a FICO score was obtained	>= 350 and <= 850
82	Primary Wage Earner Original FICO:  TransUnion	TransUnion FICO score for primary borrower (if applicable).	Borrower Qualification	Numeric – Integer	720	9999	If a FICO score was obtained	>= 350 and <= 850
83	Secondary Wage Earner Original FICO:  Equifax	Equifax FICO score for Co-borrower (if applicable).	Borrower Qualification	Numeric – Integer	720	9999	If “Total Number of Borrowers” > 1	>= 350 and <= 850
84	Secondary Wage Earner Original FICO:  Experian	Experian FICO score for Co-borrower (if applicable).	Borrower Qualification	Numeric – Integer	720	9999	If “Total Number of Borrowers” > 1	>= 350 and <= 850
85	Secondary Wage Earner Original FICO: TransUnion	TransUnion FICO score for Co-borrower (if applicable).	Borrower Qualification	Numeric – Integer	720	9999	If “Total Number of Borrowers” > 1	>= 350 and <= 850
86	Most Recent Primary Borrower FICO	Most Recent Primary Borrower FICO score used by the lender to approve the loan.	Borrower Qualification	Numeric – Integer	720	9999	If a FICO score was obtained	>= 350 and <= 850
87	Most Recent Co-Borrower FICO	Most Recent Co-Borrower FICO score used by the lender to approve the loan.	Borrower Qualification	Numeric – Integer	720	9999	If “Total Number of Borrowers” > 1	>= 350 and <= 850
88	Most Recent FICO Method	Number of credit repositories used to update the FICO Score.	Borrower Qualification	Numeric – Integer	2	9	If a FICO score was obtained	>0
89	VantageScore: Primary Borrower	Credit Score for the Primary Borrower used to approve the loan and obtained using the Vantage credit evaluation model.	Borrower Qualification	Numeric – Integer	720	9999	If a Vantage Credit Score was obtained	>= 501 and <= 990
90	VantageScore: Co-Borrower	Credit Score for the Co-borrower used to approve the loan and obtained using the Vantage credit evaluation model.	Borrower Qualification	Numeric – Integer	720	9999	If a VantageScore was obtained AND “Total Number of Borrowers” > 1	>= 501 and <= 990
91	Most Recent VantageScore Method	Number of credit repositories used to update the Vantage Score.	Borrower Qualification	Numeric – Integer	2	9	If a Vantage Credit Score was obtained	>0
92	VantageScore Date	Date Vantage Credit Score was obtained.	Borrower Qualification	Date	20090914	YYYYMMDD	If a Vantage Credit Score was obtained	“19010101” if unknown
93	Credit Report: Longest Trade Line	The length of time in months that the oldest active trade line, installment or revolving, has been outstanding. For a loan with more than one borrower, populate field based on status for the primary borrower.	Borrower Qualification	Numeric – Integer	999	999	Always	> =0		Subject to Regulatory Confirmation
94	Credit Report: Maximum Trade Line	The dollar amount for the trade line, installment or revolving, with the largest unpaid balance. For revolving lines of credit, e.g. credit card, the dollar amount reported should reflect the maximum amount of credit available under the credit line whether used or not. For a loan with more than one borrower, populate field based on status for the primary borrower.	Borrower Qualification	Numeric – Decimal	339420.19	9(10).99	Always	>=0		Subject to Regulatory Confirmation
95	Credit Report: Number of Trade Lines	A count of non-derogatory, currently open and active, consumer trade lines (installment or revolving) for the borrower. For a loan with more than one borrower, populate field based on status for the primary borrower.	Borrower Qualification	Numeric – Integer	57	999	Always	>=0		Subject to Regulatory Confirmation
96	Credit Line Usage Ratio	Sum of credit balances divided by sum of total open credit available.	Borrower Qualification	Numeric – Decimal	0.27	9.999999	Always	>= 0 and <= 1		Subject to Regulatory Confirmation
97	Most Recent 12-month Pay History	String indicating the payment status per month listed from oldest to most recent.	Borrower Qualification	Text	77X123200001	X(12)	Always	See Coding	0 = Current 1 = 30-59 days delinquent 2 = 60-89 days delinquent 3 = 90-119 days delinquent 4 = 120+ days delinquent 5 = Foreclosure 6 = REO 7 = Loan did not exist in period X = Unavailable
98	Months Bankruptcy	Number of months since any borrower was discharged from bankruptcy. (Issuers unable to provide this information may rep and warrant that at least x years—as specified in the loan program—have passed since most recent discharge from bankruptcy.)	Borrower Qualification	Numeric – Integer	12	999	If Borrower has ever been in Bankruptcy	>= 0		Blank = Borrower is not known to have been in bankruptcy
99	Months Foreclosure	Number of months since foreclosure sale date. (Issuers unable to provide this information may rep and warrant that at least x years—as specified in the loan program— have passed since most recent foreclosure.)	Borrower Qualification	Numeric – Integer	12	999	If Borrower has ever been in Foreclosure	>= 0		Blank = Borrower is not known to have been in foreclosure
100	Primary Borrower Wage Income	Monthly base wage income for primary borrower.	Borrower Qualification	Numeric – Decimal	9000	9(9).99	Always	>= 0
101	Co-Borrower Wage Income	Monthly base wage income for all other borrowers.	Borrower Qualification	Numeric – Decimal	9000	9(9).99	If “Total Number of Borrowers” > 1	>= 0
102	Primary Borrower Other Income	Monthly Other (non-wage) income for primary borrower. (This figure should include net rental income and be reduced by any net rental loss.)	Borrower Qualification	Numeric – Decimal	9000	9(9).99	Always	>= 0
103	Co-Borrower Other Income	Monthly Other (non-wage) income for all other borrowers. (This figure should include net rental income and be reduced by any net rental loss.)	Borrower Qualification	Numeric – Decimal	9000	9(9).99	If “Total Number of Borrowers” > 1	>= 0
104	All Borrower Wage Income	Monthly income of all borrowers derived from base salary only.	Borrower Qualification	Numeric – Decimal	9000	9(9).99	Always	>= 0
105	All Borrower Total Income	Monthly income of all borrowers derived from base salary, commission, tips and gratuities, overtime and bonuses, part-time or second-job earnings, alimony, child support, interest and dividend income, notes receivable, trust income, net rental income, retirement income, social security, veterans income, military income, foster care income, and self-employed income.	Borrower Qualification	Numeric – Decimal	9000	9(9).99	Always	>= 0
106	4506-T Indicator	A yes/no indicator of whether a Transcript of Tax Return (received pursuant to the filing of IRS Form 4506-T) was obtained and considered.	Borrower Qualification	Numeric – Integer	1	99	Always	See Coding	0 = No 1 = Yes 99 = Unknown
107	Borrower Income Verification Level	A code indicating the extent to which the borrower’s income has been verified: Level 4 Income Verification = [W-2 (Prev. Yr.) OR TAX RETURNS* (Prev. Yr.)] AND PAY STUBS (YTD (at least one month)–if salaried) Level 5 Income Verification = 24 months income verification (W-2s, pay stubs, bank statements and/or tax returns**) *For self-employed borrowers:  Level 4 Income Verification: • 2 Years Tax Returns • Self-prepared tax returns (regardless of 4506 and tax transcripts) ** For self-employed borrowers: Level 5 Income Verification: • 2 Years tax returns • Tax returns prepared and not executed by a CPA, with           o CPA name & phone number shown on the Preparer section of the tax return           o Executed 4506 and tax transcripts (matching returns in file) • Tax returns prepared and executed by a CPA  (regardless of 4506 and tax transcripts)	Borrower Qualification	Numeric – Integer	1	9	Always	See Coding	1 = Not Stated, Not Verified 2 = Stated, Not Verified 3 = Stated, “Partially” Verified 4 = Stated, “Level 4” Verified  (as defined) 5 = Stated, “Level 5” Verified  (as defined)
108	Co-Borrower Income Verification	A code indicating the extent to which the co-borrower’s income has been verified: Level 4 Income Verification = [W-2 (Prev. Yr.) OR TAX RETURNS* (Prev. Yr.)] AND PAY STUBS (YTD (at least one month)–if salaried) Level 5 Income Verification = 24 months income verification (W-2s, pay stubs, bank statements and/or tax returns**) *For self-employed borrowers:  Level 4 Income Verification: • 2 Years Tax Returns • Self-prepared tax returns (regardless of 4506 and tax transcripts) ** For self-employed borrowers: Level 5 Income Verification: • 2 Years tax returns • Tax returns prepared and not executed by a CPA, with           o CPA name & phone number shown on the Preparer section of the tax return           o Executed 4506 and tax transcripts (matching returns in file) • Tax returns prepared and executed by a CPA  (regardless of 4506 and tax transcripts)	Borrower Qualification	Numeric – Integer	2	9	If “Total Number of Borrowers” > 1	See Coding	1 = Not Stated, Not Verified 2 = Stated, Not Verified 3 = Stated, “Partially” Verified 4 = Stated, “Level 4” Verified  (as defined) 5 = Stated, “Level 5” Verified  (as defined)
109	Borrower Employment Verification	A code indicating the extent to which the primary borrower’s employment has been verified: Level 3 Verified = Direct Independent Verification with a third party of the borrower’s current employment.	Borrower Qualification	Numeric – Integer	2	9	Always	See Coding	1 = Not Stated, Not Verified 2 = Stated, Not Verified 3 = Stated, Level 3 Verified (as defined)
110	Co-Borrower Employment Verification	A code indicating the extent to which the co-borrower’s employment has been verified: Level 3 Verified = Direct Independent Verification with a third party of the co-borrower’s current employment.	Borrower Qualification	Numeric – Integer	1	9	If “Total Number of Borrowers” > 1	See Coding	1 = Not Stated, Not Verified 2 = Stated, Not Verified 3 = Stated, Level 3 Verified (as defined)
111	Borrower Asset Verification	A code indicating the extent to which the primary borrower’s assets used to qualify the loan have been verified: Level 4 Verified = 2 months of bank statements/balance documentation (written or electronic) for liquid assets (or gift letter).	Borrower Qualification	Numeric – Integer	3	9	Always	See Coding	1 = Not Stated, Not Verified 2 = Stated, Not Verified 3 = Stated, “Partially” Verified 4 = Stated, Level 4 Verified  (as defined)
112	Co-Borrower Asset Verification	A code indicating the extent to which the co-borrower’s assets used to qualify the loan have been verified: Level 4 = 2 months of bank statements/balance documentation (written or electronic) for liquid assets (or gift letter).	Borrower Qualification	Numeric – Integer	2	9	If “Total Number of Borrowers” > 1	See Coding	1 = Not Stated, Not Verified 2 = Stated, Not Verified 3 = Stated, “Partially” Verified 4 = Stated, Level 4 Verified  (as defined)
113	Liquid / Cash Reserves	The actual dollar amount of remaining verified liquid assets after settlement. (This should not include cash out amount of subject loan.)	Borrower Qualification	Numeric – Decimal	3242.76	9(9).99	Always	>= 0
114	Monthly Debt All Borrowers	The aggregate monthly payment due on other debt (excluding only installment loans with fewer than 10 payments remaining and other real estate loans used to compute net rental income— which is added/subtracted in the income fields).	Borrower Qualification	Numeric – Decimal	3472.43	9(9).99	Always	>= 0
115	Originator DTI	Total Debt to income ratio used by the originator to qualify the loan.	Borrower Qualification	Numeric – Decimal	0.35	9.999999	Always	>= 0 and >= 1
116	Fully Indexed Rate	The fully indexed interest rate as of securitization cut-off.	Borrower Qualification	Numeric – Decimal	0.0975	9.999999	ARMs Only	>= 0 and >= 1
117	Qualification Method	Type of mortgage payment used to qualify the borrower for the loan.	Borrower Qualification	Numeric – Integer	3	99	Always	See Coding	1 = Start Rate 2 = First Year Cap Rate 3 = I/O Amount 4 = Fully Indexed 5 = Min Payment 98 = Other 99 = Unknown
118	Percentage of Down Payment from Borrower Own Funds	Include only borrower funds, do not include any gift or borrowed funds. (Issuers may provide the actual percentage for each loan, or the guideline percentage and note departure concentration on the transaction summary.)	Borrower Qualification	Numeric – Decimal	0.5	9.999999	Purchase Loans Only	>= 0 and >= 1
119	City	The name of the city.	Subject Property	Text	New York	X(45)	Always	Unk=Unknown
120	State	The name of the state as a 2-digit Abbreviation.	Subject Property	Text	NY	XX	Always	See Coding	See Appendix H
121	Postal Code	The postal code (zip code in the US) where the subject property is located.	Subject Property	Text	10022	X(5)	Always	Unk=Unknown
122	Property Type	Specifies the type of property being used to secure the loan.	Subject Property	Numeric – Integer	11	99	Always	See Coding	See Appendix D
123	Occupancy	Specifies the property occupancy status (e.g., owner-occupied, investment property, second home, etc.).	Subject Property	Numeric – Integer	4	9	Always	See Coding	See Appendix E
124	Sales Price	The negotiated price of a given property between the buyer and seller.	Subject Property	Numeric – Decimal	450000.23	9(10).99	Purchase Loans Only	> 0
125	Original Appraised Property Value	The appraised value of the property used to approve the loan.	Subject Property	Numeric – Decimal	550000.23	9(10).99	Always	> 0
126	Original Property Valuation Type	Specifies the method by which the property value (at the time of underwriting) was reported.	Subject Property	Numeric – Integer	8	99	Always	See Coding	See Appendix F
127	Original Property Valuation Date	Specifies the date on which the original property value (at the time of underwriting) was reported. (Issuers unable to provide may Rep and Warrant that the appraisal used for underwriting was not more than x days old at time of loan closing.)	Subject Property	Date	20090914	YYYYMMDD	Always	“19010101” if unknown
128	Original Automated Valuation Model (AVM) Model Name	The name of the AVM Vendor if an AVM was used to determine the original property valuation.	Subject Property	Numeric – Integer	1	99	Always	See Appendix I	See Appendix I
129	Original AVM Confidence Score	The confidence range presented on the AVM report.	Subject Property	Numeric – Decimal	0.74	9.999999	If AVM Model Name (Field 127) > 0	>= 0 to <= 1
130	Most Recent Property Value[1]	If a valuation was obtained subsequent to the valuation used to calculate LTV, the most recent property value.	Subject Property	Numeric – Decimal	500000	9(10).99	If updated value was obtained subsequent to loan approval	> 0
131	Most Recent Property Valuation Type	If an additional property valuation was obtained after the valuation used for underwriting purposes, the method by which the property value was reported.	Subject Property	Numeric – Integer	6	9	If updated value was obtained subsequent to loan approval	See Coding	See Appendix F
132	Most Recent Property Valuation Date	Specifies the date on which the updated property value was reported.	Subject Property	Date	20090914	YYYYMMDD	If updated value was obtained subsequent to loan approval	“19010101” if unknown
133	Most Recent AVM Model Name	The name of the AVM Vendor if an AVM was used to determine the updated property valuation.	Subject Property	Numeric – Integer	19	99	If updated value was obtained subsequent to loan approval	See Coding	See Appendix I
134	Most Recent AVM Confidence Score	If AVM used to determine the updated property valuation, the confidence range presented on the AVM report.	Subject Property	Numeric – Decimal	0.85	9.999999	If “Most Recent AVM Model Name” > 0	>= 0 to <= 1
135	Original CLTV	The ratio obtained by dividing the amount of all known outstanding mortgage liens on a property at origination by the lesser of the appraised value or the sales price.	Loan-to-Value (LTV)	Numeric – Decimal	0.96	9.999999	Always	>= 0 and <= 1.5
136	Original LTV	The ratio obtained by dividing the original mortgage loan amount on the note date by the lesser of the mortgaged property’s appraised value on the note date or its purchase price.	Loan-to-Value (LTV)	Numeric – Decimal	0.8	9.999999	Always	>= 0 and <= 1.25
137	Original Pledged Assets	The total value of assets pledged as collateral for the loan at the time of origination. Pledged assets may include cash or marketable securities.	Loan-to-Value (LTV)	Numeric – Decimal	75000	9(10).99	Always	>=0
138	Mortgage Insurance Company Name	The name of the entity providing mortgage insurance for a loan.	Mortgage Insurance	Numeric – Integer	3	99	Always	See Coding	See Appendix G
139	Mortgage Insurance Percent	Mortgage Insurance coverage percentage.	Mortgage Insurance	Numeric – Decimal	0.25	9.999999	“Mortgage Insurance Company Name” > 0	>= 0 to <= 1
140	MI: Lender or Borrower Paid?	An indicator of whether mortgage insurance is paid by the borrower or the lender.	Mortgage Insurance	Numeric – Integer	1	99	“Mortgage Insurance Company Name” > 0	See Coding	1 = Borrower-Paid 2 = Lender- Paid 99 = Unknown
141	Pool Insurance Co. Name	Name of pool insurance provider.	Mortgage Insurance	Numeric – Integer	8	99	Always	See Coding	See Appendix G
142	Pool Insurance Stop Loss %	The aggregate amount that a pool insurer will pay, calculated as a percentage of the pool balance.	Mortgage Insurance	Numeric – Decimal	0.25	9.999999	Pool MI Company > 0	>= 0 to <= 1
143	MI Certificate Number	The unique number assigned to each individual loan insured under an MI policy.	Mortgage Insurance	Text	123456789G	X(20)	MI Company > 0	UNK = Unknown
144	Updated DTI (Front-end)	Updated front-end DTI ratio (total monthly housing expense divided by total monthly income) used to qualify the loan modification.	Loan Modifications (Pertains only to loans modified for loss mitigation purposes)	Numeric – Decimal	0.35	9.999999	Modified Loans Only	>= 0 and >= 1
145	Updated DTI (Back-end)	Updated back-end DTI ratio (total monthly debt expense divided by total monthly income) used to qualify the loan modification.	Loan Modifications (Pertains only to loans modified for loss mitigation purposes)	Numeric – Decimal	0.35	9.999999	Modified Loans Only	>= 0 and >= 1
146	Modification Effective Payment Date	Date of first payment due post modification.	Loan Modifications (Pertains only to loans modified for loss mitigation purposes)	Date	20090914	YYYYMMDD	Modified Loans Only	“19010101” if unknown
147	Total Capitalized Amount	Amount added to the principal balance of a loan due to the modification.	Loan Modifications (Pertains only to loans modified for loss mitigation purposes)	Numeric – Decimal	12000	9(10).99	Modified Loans Only	>= 0
148	Total Deferred Amount	Any non-interest-bearing deferred amount (e.g., principal, interest and fees).	Loan Modifications (Pertains only to loans modified for loss mitigation purposes)	Numeric – Decimal	12000	9(10).99	Modified Loans Only	>= 0
149	Pre-Modification Interest (Note) Rate	Scheduled Interest Rate Of The Loan Immediately Preceding The Modification Effective Payment Date.	Loan Modifications (Pertains only to loans modified for loss mitigation purposes)	Numeric – Decimal	0.075	9.999999	Modified Loans Only	>= 0 to <= 1
150	Pre-Modification P&I Payment	Scheduled Total Principal And Interest Payment Amount Preceding The Modification Effective Payment Date – or if servicer is no longer advancing P&I, the payment that would be in effect if the loan were current.	Loan Modifications (Pertains only to loans modified for loss mitigation purposes)	Numeric – Decimal	2310.57	9(10).99	Modified Loans Only	> 0
151	Pre-Modification Initial Interest Rate Change Downward Cap	Maximum amount the rate can adjust downward on the first interest rate adjustment date (prior to modification) – Only provide if the rate floor is modified.	Loan Modifications (Pertains only to loans modified for loss mitigation purposes)	Numeric – Decimal	0.015	9.999999	Modified Loans Only	>= 0 to <= 1
152	Pre-Modification Subsequent Interest Rate Cap	Maximum increment the rate can adjust upward AFTER the initial rate adjustment (prior to modification) – Only provide if the Cap is modified.	Loan Modifications (Pertains only to loans modified for loss mitigation purposes)	Numeric – Decimal	0.015	9.999999	Modified Loans Only	>= 0 to <= 1
153	Pre-Modification Next Interest Rate Change Date	Next Interest Reset Date Under The Original Terms Of The Loan (one month prior to new payment due date).	Loan Modifications (Pertains only to loans modified for loss mitigation purposes)	Date	20090914	YYYYMMDD	Modified Loans Only	“19010101” if unknown
154	Pre-Modification I/O Term	Interest Only Term (in months) preceding The Modification Effective Payment Date.	Loan Modifications (Pertains only to loans modified for loss mitigation purposes)	Numeric – Integer	36	999	Modified Loans Only	>= 0 to <= 120
155	Forgiven Principal Amount	The sum total of all principal balance reductions (as a result of loan modification) over the life of the loan.	Loan Modifications (Pertains only to loans modified for loss mitigation purposes)	Numeric – Decimal	12000	9(10).99	Modified Loans Only	>= 0
156	Forgiven Interest Amount	The sum total of all interest incurred and forgiven (as a result of loan modification) over the life of the loan.	Loan Modifications (Pertains only to loans modified for loss mitigation purposes)	Numeric – Decimal	12000	9(10).99	Modified Loans Only	>= 0
157	Number of Modifications	The number of times the loan has been modified.	Loan Modifications (Pertains only to loans modified for loss mitigation purposes)	Numeric – Integer	1	9	Modified Loans Only	>= 0
MH-1	Real Estate Interest	Indicates whether the property on which the manufactured home is situated is owned outright or subject to the terms of a short- or long-term lease. (A long-term lease is defined as a lease whose term is greater than or equal to the loan term.)	Manufactured Housing	Numeric – Integer	2	99	Manufactured Housing Loans Only	See Coding	1 = Owned 2 = Short-term lease 3 = Long-term lease 99 = Unavailable
MH-2	Community Ownership Structure	If the manufactured home is situated in a community, a means of classifying ownership of the community.	Manufactured Housing	Numeric – Integer	2	99	Manufactured Housing Loans Only	See Coding	1 = Public Institutional 2 = Public Non-Institutional 3 = Private Institutional 4 = Private Non-Institutional 5 = HOA-Owned 6 = Non-Community 99 = Unavailable
MH-3	Year of Manufacture	The year in which the home was manufactured (Model Year — YYYY Format). Required only in cases where a full appraisal is not provided.	Manufactured Housing	Numeric – Integer	2006	YYYY	Manufactured Housing Loans Only	1901 = Unavailable
MH-4	HUD Code Compliance  Indicator (Y/N)	Indicates whether the home was constructed in accordance with the 1976 HUD code. In general, homes manufactured after 1976 comply with this code.	Manufactured Housing	Numeric – Integer	1	9	Manufactured Housing Loans Only	See Codes	0 = No 1 = Yes 99 = Unavailable
MH-5	Gross Manufacturer’s Invoice Price	The total amount that appears on the manufacturer’s invoice (typically includes intangible costs such as transportation, association, on-site setup, service and warranty costs, taxes, dealer incentives, and other fees).	Manufactured Housing	Numeric – Decimal	72570.62	9(10).99	Manufactured Housing Loans Only	>= 0
MH-6	LTI (Loan-to-Invoice) Gross	The ratio of the loan amount divided by the Gross Manufacturer’s Invoice Price (Field MH-5).	Manufactured Housing	Numeric – Decimal	0.75	9.999999	Manufactured Housing Loans Only	>= 0 to <= 1
MH-7	Net Manufacturer’s Invoice Price	The Gross Manufacturer’s Invoice Price (Field MH-5) minus intangible costs, including: transportation, association, on-site setup, service, and warranty costs, taxes, dealer incentives, and other fees.	Manufactured Housing	Numeric – Decimal	61570.62	9(10).99	Manufactured Housing Loans Only	>= 0
MH-8	LTI (Net)	The ratio of the loan amount divided by the Net Manufacturer’s Invoice Price (Field MH-7).	Manufactured Housing	Numeric – Decimal	0.62	9.999999	Manufactured Housing Loans Only	>= 0 to <= 1
MH-9	Manufacturer Name	The manufacturer of the subject property. (To be applied only in cases where no appraised value/other type of property valuation is available.)	Manufactured Housing	Text	“XYZ Corp”	Char (100)	Manufactured Housing Loans Only (where no appraised value is provided)	MH Manufacturer name in double quotation marks
MH-10	Model Name	The model name of the subject property. (To be applied only in cases where no appraised value/other type of property valuation is available.)	Manufactured Housing	Text	“DX5-916-X”	Char (100)	Manufactured Housing Loans Only (where no appraised value is provided)	MH Model name in double quotation marks
MH-11	Down Payment Source	An indicator of the source of the down payment used by the borrower to acquire the property and qualify for the mortgage.	Manufactured Housing	Numeric – Integer	2	99	Manufactured Housing Loans Only	See Codes	1 = Cash 2 = Proceeds from trade in 3 = Land in Lieu 4 = Other 99 = Unavailable
MH-12	Community/Related Party Lender (Y/N)	An indicator of whether the loan was made by the community owner, an affiliate of the community owner or the owner of the real estate upon which the collateral is located.	Manufactured Housing	Numeric – Integer	1	99	Manufactured Housing Loans Only	See Codes	0 = No 1 = Yes 99 = Unavailable
MH-13	Defined Underwriting Criteria (Y/N)	An indicator of whether the loan was made in accordance with a defined and/or standardized set of underwriting criteria.	Manufactured Housing	Numeric – Integer	1	99	Manufactured Housing Loans Only	See Codes	0 = No 1 = Yes 99 = Unavailable
MH-14	Chattel Indicator	An Indicator of whether the secured property is classified as chattel or Real Estate.	Manufactured Housing	Numeric – Integer	1	99	Manufactured Housing Loans Only	See Codes	0 = Real Estate 1 = Chattel 99 = Unavailable

EX-4.2

EXHIBIT 4.2

SEQUOIA MORTGAGE TRUST 2013-2

MORTGAGE PASS-THROUGH CERTIFICATES

MORTGAGE LOAN PURCHASE AND SALE AGREEMENT

Between

REDWOOD RESIDENTIAL ACQUISITION CORPORATION,

and

SEQUOIA RESIDENTIAL FUNDING, INC.

dated as of January 30, 2013

MORTGAGE LOAN PURCHASE AND SALE AGREEMENT

This Mortgage Loan Purchase and Sale Agreement (the “Agreement”) is made as of January 30, 2013, by and between Redwood Residential Acquisition Corporation, a Delaware corporation (“RRAC”), and Sequoia Residential Funding, Inc., a Delaware corporation (“Sequoia”).

WHEREAS, the parties hereto desire to provide for the purchase and sale of the Mortgage Loans on the date hereof (the “Closing Date”) in accordance with the terms and conditions set forth in this Agreement.

NOW, THEREFORE, the parties in consideration of good and valuable and fair consideration, the receipt and sufficiency of which is hereby acknowledged, and intending to be legally bound, hereby agree as follows:

Section 1.  Representations and Warranties of RRAC and Sequoia.  RRAC and Sequoia, each as to itself and not the other, hereby represents, warrants and agrees for the benefit of the other party that:

(a)           Authorization.  The execution, delivery and performance of this Agreement by it are within its respective powers and have been duly authorized by all necessary action on its part.

(b)           No Conflict.  The execution, delivery and performance of this Agreement will not violate or conflict with (i) its charter or bylaws, (ii) any resolution or other corporate action by it, or (iii) any decisions, statutes, ordinances, rulings, directions, rules, regulations, orders, writs, decrees, injunctions, permits, certificates or other requirements of any court or other governmental or public authority in any way applicable to or binding upon it, and will not result in or require the creation, except as provided in or contemplated by this Agreement, of any lien, mortgage, pledge, security interest, charge or encumbrance of any kind upon the Mortgage Loans.

(c)           Binding Obligation.  This Agreement has been duly executed by it and is its legally valid and binding obligation, enforceable against it in accordance with this Agreement’s terms, except as enforceability may be limited by bankruptcy, insolvency, reorganization, moratorium or similar laws affecting creditors’ rights generally, and by general principles of equity.

Section 2.  Additional Representations, Warranties and Agreements of RRAC.

(a)          Title and Mortgage Loan Schedule. RRAC represents and warrants to, and agrees with, Sequoia that (i) on the Closing Date, RRAC will have good, valid and marketable title to the mortgage loans identified on Schedule A hereto (the “Mortgage Loans”), in each case free and clear of all liens, mortgages, deeds of trust, pledges, security interests, charges, encumbrances or other claims; (ii) upon transfer to Sequoia, Sequoia will receive good, valid and marketable title to all of the Mortgage Loans, in each case free and clear of any liens, mortgages, deeds of trust, pledges, security interests, charges, encumbrances or other claims; and (iii) (1) as to each Mortgage Loan that is not originated by First Republic Bank (“FRB”) and purchased by RRAC from RBS Financial Products Inc. (an “RBS Mortgage Loan”), as of the date on which RRAC purchased such Mortgage Loan from Alaska USA Federal Credit Union (“Alaska USA”), American Pacific Mortgage Corporation (“American Pacific”), Bay Equity, LLC (“Bay Equity”), Benchmark Bank (“Benchmark”), Bethpage Federal Credit Union (“Bethpage”), Boston Private Bank & Trust Company (“Boston Private”), Castle & Cooke Mortgage, LLC, (“Castle & Cooke”), Cherry Creek Mortgage Co., Inc. (“Cherry Creek”), Cole Taylor Bank (“Cole Taylor”), Colonial Savings, F.A. (“Colonial”), Cornerstone Mortgage Company (“Cornerstone”), Embrace Home Loans, Inc. (“Embrace”), Evergreen Moneysource Mortgage Company dba Evergreen Home Loans (“Evergreen”), Fairway Independent Mortgage Corporation (“Fairway”), Fidelity Bank dba Fidelity Bank Mortgage (“Fidelity”), First National Bank of Omaha (“FNB Omaha”), First Republic Bank (“First Republic”), Flagstar Capital Markets Corporation (“Flagstar”), Franklin American Mortgage Company (“Franklin”), Fremont Bank (“Fremont”), Fulton Bank, National Association (“Fulton”), George Mason Mortgage, LLC (“George Mason”), GFI Mortgage Bankers, Incorporated (“GFI”), GuardHill Financial Corporation (“GuardHill”), Guild Mortgage Company (“Guild”), The Huntington National Bank (“Huntington”), Leader Bank, N.A. (“Leader”), The Lending Partners, LLC (“Lending Partners”), Megastar Financial Corporation (“Megastar”), Monarch Bank (“Monarch”), Mortgage Master, Inc. (“Mortgage Master”), Paramount Equity Mortgage (“Paramount”), PHH Mortgage Corporation (“PHH”), Plaza Home Mortgage, Incorporated (“Plaza”), Primary Residential Mortgage, Inc. (“Primary”), PrimeLending, a PlainsCapital Company (“PrimeLending”), Prospect Mortgage, LLC (“Prospect”), Provident Savings Bank (“Provident”), Rockland Trust Company (“Rockland”), Salem Five Cents Savings Bank (“Salem”), SCBT, N.A., (“SCBT”), Simonich Corporation, dba BOC Mortgage (“Simonich”), Sterling Savings Bank (“Sterling”), Stifel Bank and Trust (“Stifel”), Umpqua Bank (“Umpqua”), United Shore Financial Services, LLC (“United Shore”), Wintrust Mortgage, a division of Barrington Bank and Trust Company, N.A. (“Wintrust”) or WJ Bradley Mortgage Capital LLC (“WJ Bradley”), as applicable (each, an “Originator”), and (2) as to each RBS Mortgage Loan, as of the date on which RBS Financial Products Inc. purchased such Mortgage Loan from FRB, the information set forth in the Mortgage Loan Schedule in the fields identified as “Document Type,” “Monthly Income” and “Assets Verified” is complete, true and correct in all material respects.

(b)          Additional Representations. RRAC represents and warrants to, and agrees with, Sequoia that, as of the Closing Date:

(i)            As to each Mortgage Loan, the lien of the Mortgage is free and clear of all adverse claims, liens and encumbrances having priority over the first lien of the Mortgage subject only to (1) the lien of non-delinquent current real property taxes and assessments not yet due and payable, (2) covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording which are acceptable to mortgage lending institutions generally and which do not adversely affect the appraised value of the Mortgaged Property as set forth in such appraisal and (3) other matters to which like properties are commonly subject which do not materially interfere with the benefits of the security intended to be provided by the Mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property.

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(ii)           As to each Mortgage Loan transferred to RRAC pursuant to the PHH Agreement, the related Mortgaged Property is located in the U.S. or a territory of the U.S. and consists of a one- to four-unit residential property, which may include, but is not limited to, a single-family dwelling, townhouse, condominium unit, or unit in a planned unit development or, in the case of a Cooperative Loan (as defined in the PHH Agreement), one or more leases or occupancy agreements.

(iii)         To the actual knowledge of RRAC, each Mortgage Loan constitutes a “qualified mortgage” under Section 860G(a)(3)(A) of the Code and Treasury Regulation Section 1.860-2(a)(1).

(iv)         As of the Closing Date, the most recent FICO score listed on the Mortgage Loan Schedule was no more than four months old.

(v)          As to each Mortgage Loan transferred to RRAC pursuant to the PrimeLending Agreement, the Sterling Agreement or the Wintrust Agreement, no Mortgage Loan is subject to a lost note affidavit.

(vi)         As to each Mortgage Loan, with respect to any hazard or mortgage insurance covering such a Mortgage Loan and the related Mortgaged Property, the Originator has not engaged in, and RRAC has no knowledge of the Mortgagor’s having engaged in any act or omission that would impair the coverage of any such policy, the benefits of the endorsement, or the validity and binding effect of either, including without limitation, no unlawful fee, commission, kickback, or other unlawful compensation or value of any kind as has been or will be received, retained or realized by any attorney, firm or other person or entity, and no such unlawful items have been received, retained or realized by the Originator.

(vii)        As to each Mortgage Loan subject to the Flow Mortgage Loan Sale and Servicing Agreement dated as of July 1, 2010, between RRAC and FRB, as amended by the Assignment, Assumption and Recognition Agreement dated January 30, 2013 among RRAC, Sequoia, the Trustee and FRB (the “FRB Agreement”), no fraud or material error, omission, misrepresentation, negligence or similar occurrence with respect to a Mortgage Loan has taken place on the part of the Originator, any correspondent or mortgage broker involved in the origination of such Mortgage Loan, the Mortgagor, or any appraiser or other party involved in the origination of the Mortgage Loan or in the application of any insurance in relation to such Mortgage Loan.

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(viii)       As to each Mortgage Loan subject to the FRB Agreement, the servicing of such Mortgage Loan prior to the Closing Date complied in all material respects with all then-applicable federal, state and local laws.

(ix)          As to each Mortgage Loan that is secured by a long-term residential lease (a “Lease”):

(A)         The terms of the Lease expressly permit the mortgaging of the leasehold estate, the assignment of the Lease without the lessor’s consent (or the lessor’s consent has been obtained and is in the Mortgage File), and the acquisition by the holder of the Mortgage of the rights of the lessee upon foreclosure or assignment in lieu of foreclosure or provide the holder of the Mortgage with substantially similar protection.

(B)          The terms of the Lease do not allow the termination thereof upon the lessee’s default without the holder of the Mortgage being entitled to receive written notice, and opportunity to cure, such default or prohibit the holder of the Mortgage from being insured under the hazard insurance policy related to the Mortgaged Property.

(C)          The original term of the Lease is not less than 15 years and the Lease does not terminate by its terms prior to at least five years from the maturity date of the Mortgage Loan.

(D)          The Mortgaged Property is located in a jurisdiction in which the use of leasehold estates for residential properties is an accepted practice.

(x)           As to each Mortgage Loan subject to the Huntington Agreement, there is no homestead or other exemption available to the Mortgagor which would interfere with the right to sell the Mortgaged Property at a trustee’s sale or the right to foreclose on the Mortgage.

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(c)           Security Interest Matters. RRAC hereby represents and warrants for the benefit of Sequoia and the Trustee (as defined in the Pooling and Servicing Agreement, dated as of January 1, 2013 (as in effect on the date of execution hereof, the “Pooling and Servicing Agreement”) among Sequoia, as depositor, Wells Fargo Bank, N.A., as master servicer and securities administrator, and Christiana Trust, a division of Wilmington Savings Fund Society, FSB, as trustee) (as assignee of Sequoia):  (i) Section 5 of this Agreement creates a valid and continuing security interest (as defined in the applicable UCC) in the Mortgage Loans in favor of Sequoia, which security interest is prior to all other Liens, and is enforceable as such as against creditors of and purchasers from RRAC; (ii) the Mortgage Notes constitute “instruments” within the meaning of the applicable UCC; (iii) RRAC, immediately prior to its transfer of Mortgage Loans under this Agreement, will own and have good, valid and marketable title to the Mortgage Loans free and clear of any Lien, claim or encumbrance of any Person; (iv) RRAC has received all consents and approvals required by the terms of the Mortgage Loans to the sale of the Mortgage Loans hereunder to Sequoia; (v) all original executed copies of each Mortgage Note that constitute or evidence the Mortgage Loans have been delivered to the Custodian (as assignee of Sequoia); (vi) RRAC has received a written acknowledgment from the Custodian that such Custodian is holding the Mortgage Notes that constitute or evidence the Mortgage Loans solely on behalf and for the benefit of Sequoia or its assignee; (vii) other than the ownership or security interest granted to Sequoia pursuant to this Agreement and security interests granted to lenders which will be automatically released on the Closing Date, RRAC has not pledged, assigned, sold, granted a security interest in, or otherwise conveyed any of the Mortgage Loans; RRAC has not authorized the filing of and is not aware of any financing statements against it that include a description of collateral covering the Mortgage Loans other than any financing statement relating to the ownership or security interest granted to Sequoia hereunder or that will be automatically released upon the sale to Sequoia; (viii) RRAC is not aware of any judgment or tax lien filing against itself; and (ix) none of the Mortgage Notes that constitute or evidence the Mortgage Loans have any marks or notations indicating that they have been pledged, assigned or otherwise conveyed to any Person other than Sequoia.

(d)          Cure, Repurchase or Substitution Obligation. In the event of a breach of any of the representations and warranties of RRAC specified in this Section 2 that materially adversely affects the value of a Mortgage Loan or the interest therein of the Certificateholders (as assignees of Sequoia), RRAC will cure the breach, or repurchase or substitute for such Mortgage Loan or make an indemnification payment with respect thereto pursuant to Section 2.04 of the Pooling and Servicing Agreement and Section 3 below.

In the event of a breach of any of the representations and warranties of an Originator under any of the Purchase Agreements specified on Schedule B hereto that materially and adversely affects the value of a Mortgage Loan or the interest therein of the Certificateholders (as assignees of Sequoia), if the applicable Originator is unable to cure, repurchase or substitute the related Mortgage Loan or make an indemnification payment with respect thereto pursuant to the terms of the applicable Purchase Agreement because such Originator is the subject of a Bankruptcy or insolvency proceeding or no longer in existence, then RRAC will cure the breach or repurchase or substitute such Mortgage Loan, or make an indemnification payment with respect thereto, pursuant to Section 2.04 of the Pooling and Servicing Agreement and Section 3 below.

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Section 3.   Arbitration and Representations and Warranties of RRAC with respect to the Period of Time Since Each Originator Sold Mortgage Loans.

(a)          RRAC hereby covenants and agrees that, if a breach of any representation and warranty set forth in Purchase Agreements with respect to the characteristics of a Mortgage Loan exists on the date hereof that materially and adversely affects the value of any Mortgage Loan or the interest of Sequoia in any Mortgage Loan and such breach did not exist as of the date that RRAC purchased such Mortgage Loan or, in the case of an RBS Mortgage Loan, as of the date that RBS Financial Products Inc. purchased such Mortgage Loan from FRB, RRAC shall have a period of 60 days from the earlier of either discovery or receipt of written notice from Sequoia to RRAC of such breach within which to correct or cure such breach. Each determination as to whether there has been such a breach shall be conducted on a Mortgage Loan-by-Mortgage Loan basis. RRAC hereby covenants and agrees that if any breach cannot be corrected or cured within such 60 day period, then, at RRAC’s option, RRAC shall (i) repurchase the related Mortgage Loan at the Repurchase Price, (ii) substitute a mortgage loan for the defective Mortgage Loan in accordance with the applicable Purchase Agreement or (iii) make an indemnification payment in an amount equal to the reduction in value of such Mortgage Loan as a result of such breach not later than 90 days after its discovery or receipt of notice of such breach and in the case of (i) or (iii) above, by wire transfer of immediately available funds to such account as Sequoia shall specify to RRAC.

(b)          RRAC and Sequoia agree that the resolution of any controversy or claim arising out of or relating to an obligation or alleged obligation of RRAC to repurchase a Mortgage Loan or Mortgage Loans pursuant to Section 2(d) or Section 3(a) above shall be by Arbitration administered by the American Arbitration Association. If any such controversy or claim has not been resolved to the satisfaction of both RRAC and Sequoia, either party may commence Arbitration to resolve the dispute; provided that a party may commence Arbitration with respect to one or more unresolved allegations only during the months of January, April, July and October, and all matters with respect to which Arbitration has been commenced in any such month shall be heard in a single Arbitration in the immediately following month or as soon as practicable thereafter; and provided further that if any Arbitration arising out of or relating to an obligation or alleged obligation of an Originator to repurchase a Mortgage Loan relating to the same representation and warranty has commenced and is continuing, then such Arbitration shall be joined with the Arbitration commenced hereunder.

(c)          To commence Arbitration, the moving party shall deliver written notice to the other party that it has elected to pursue Arbitration in accordance with this Section 3, provided that if RRAC has not responded to Sequoia's notification of a breach of a representation and warranty, Sequoia shall not commence Arbitration with respect to that breach before 60 days following such notification in order to provide RRAC with an opportunity to respond to such notification. Within 10 Business Days after a party has provided notice that it has elected to pursue Arbitration, each party may submit the names of one or more proposed Arbitrators to the other party in writing. If the parties have not agreed on the selection of an Arbitrator within five Business Days after the first such submission, then the party commencing Arbitration shall, within the next 5 Business Days, notify the American Arbitration Association in New York, New York and request that it appoint a single Arbitrator with experience in arbitrating disputes arising in the financial services industry.

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(d)          It is the intention of the parties that Arbitration shall be conducted in as efficient and cost-effective a manner as is reasonably practicable, without the burden of discovery. Accordingly, the Arbitrator will resolve the dispute on the basis of a review of the written correspondence between the parties (including any supporting materials attached to such correspondence) conveyed by the parties to each other in connection with the dispute prior to the delivery of notice to commence Arbitration; however, upon a showing of good cause, a party may request the Arbitrator to direct the production of such additional information, evidence and/or documentation from the parties that the Arbitrator deems appropriate. If requested by the Arbitrator or any party, any hearing with respect to an Arbitration shall be conducted by video conference or teleconference, except upon the agreement of both parties or the request of the Arbitrator.

(e)          The finding of the Arbitrator shall be final and binding upon the parties. Judgment upon any arbitration award rendered may be entered and enforced in any court of competent jurisdiction. The costs of the Arbitrator shall be shared equally between both parties. Each party, however, shall bear its own attorneys fees and costs in connection with the Arbitration.         

(f)          The following capitalized terms shall have the meaning specified below:

Arbitration:   Arbitration in accordance with the then governing Commercial Arbitration Rules of the American Arbitration Association (“AAA”) and administered by the AAA, which shall be conducted in New York, New York or other place mutually acceptable to the parties to the arbitration.

Arbitrator:   A person who is not affiliated with RRAC, Sequoia or any Originator, who is a member of the American Arbitration Association.

Repurchase Price:   With respect to any Mortgage Loan, a price equal to (i) the unpaid principal balance of such Mortgage Loan plus (ii) interest on such unpaid principal balance at the mortgage interest rate from and including the last Due Date through which interest has been paid by or on behalf of the Mortgagor up to the Due Date following the date of repurchase, minus (iii) amounts received in respect of such repurchased Mortgage Loan which are being held in the Collection Account for distribution in connection with such Mortgage Loan.

Section 4.              Conveyance of Mortgage Loans.

(a)           Mortgage Loans.  In return for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, RRAC, concurrently with the execution and delivery hereof, hereby sells, transfers, assigns, sets over and otherwise conveys to Sequoia, without recourse, all of RRAC’s right, title and interest in and to the Mortgage Loans, including the related Mortgage Documents and all principal and interest received by RRAC on or with respect to the Mortgage Loans after January 1, 2013 (the “Cut-off Date”) (other than Scheduled Payments due on or before such date), and all such payments due after such date but received on or prior to such date and intended by the related Mortgagors to be applied after such date, all insurance policies with respect to the Mortgage Loans, and all proceeds of the foregoing.

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Sequoia shall pay the purchase price for the Mortgage Loans by delivering to RRAC on the Closing Date cash in an amount mutually agreed upon by RRAC and Sequoia.

On or prior to the Closing Date, RRAC shall deliver or cause to be delivered to Sequoia or, at Sequoia’s direction, to the Custodian, the Trustee Mortgage File for each Mortgage Loan in the manner set forth in Article 3 of the Custodial Agreement as in effect on the date of execution hereof, by and among Wells Fargo Bank, N.A., as custodian and master servicer, RRAC, as seller, Sequoia, as depositor, and Christiana Trust, a division of Wilmington Savings Fund Society, FSB, as trustee.  

(b)           Limited Remedies.   Sequoia acknowledges and agrees that it shall have no recourse to RRAC with respect to any Defective Mortgage Loan except as provided in Section 2(d) and Section 3 and that Sequoia’s remedies with respect to any other Defective Mortgage Loans shall be exercised with respect to the Originator of such Defective Mortgage Loan as set forth in the applicable Purchase Agreement.

Section 5.              Intention of Parties.   The conveyance of the Mortgage Loans and all other property hereunder by RRAC as contemplated hereby is absolute and is intended by the parties to constitute a sale of the Mortgage Loans and such other property by RRAC to Sequoia. It is, further, not intended that such conveyance be the grant of a security interest to secure a loan or other obligation. However, in the event that, notwithstanding the intent of the parties, the Mortgage Loans and the other property described in Section 4(a) are held to be the property of RRAC, or if for any other reason this Agreement is held or deemed to create a security interest in the Mortgage Loans and such other property, then this Agreement shall constitute a security agreement, and the conveyance provided for in Section 4(a) shall be deemed to be a grant by RRAC to Sequoia of, and RRAC hereby grants to Sequoia, to secure all of RRAC’s obligations hereunder, a security interest in all of RRAC’s right, title and interest, whether now owned or hereafter acquired, in and to (i) the Mortgage Loans, including the Mortgage Notes, the Mortgages, and the right to all payments of principal and interest received on or with respect to the Mortgage Loans after the Cut-off Date (other than Scheduled Payments due on or before such date), and all such payments due after such date but received on or prior to such date and intended by the related Mortgagors to be applied after such date, (ii) all of RRAC’s right, title and interest, if any, in and to all amounts from time to time credited to and the proceeds of any Custodial Accounts or any Escrow Account established with respect to the Mortgage Loans, (iii) with respect to the Mortgage Loans, to the extent set forth in the applicable Purchase Agreement, the FRB Agreement, the Flow Mortgage Loan Servicing Agreement, dated August 1, 2011, between RRAC and Cenlar FSB, as amended on November 3, 2011 and as further amended by the Assignment, Assumption and Recognition Agreement, dated January 30, 2013, by and among RRAC, Sequoia, the Trustee and Cenlar FSB (the “Cenlar Agreement”) or the Flow Mortgage Loan Sale and Servicing Agreement, dated September 7, 2012, between RBS Financial Products Inc. and FRB, as amended by the Assignment, Assumption and Recognition Agreement, dated as of January 30, 2013, by and among RBS Financial Products Inc., RRAC and FRB and as further amended by the Assignment, Assumption and Recognition Agreement, dated January 30, 2013, by and among RRAC, Sequoia, the Trustee and FRB (the “RBS FRB Agreement”), RRAC’s rights and obligations under the applicable Purchase Agreement, the FRB Agreement, the Cenlar Agreement or the RBS FRB Agreement, (iv) all of RRAC’s right, title and interest, if any, in REO Property and the proceeds thereof, (v) all of RRAC’s rights under any Insurance Policies related to the Mortgage Loans, (vi) RRAC’s security interest in any collateral pledged to secure the Mortgage Loans, including the Mortgaged Properties, and (vii) all proceeds of the conversion, voluntary or involuntary, of any of the foregoing into cash or other liquid assets, including, without limitation, all Insurance Proceeds, Liquidation Proceeds and condemnation awards.

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RRAC and Sequoia shall, to the extent consistent with this Agreement, take such actions as may be necessary to ensure that, if this Agreement were deemed to create a security interest in the Mortgage Loans, such security interest would be deemed to be a perfected security interest of first priority under applicable law and will be maintained as such throughout the term of this Agreement.  RRAC shall arrange for filing any Uniform Commercial Code financing statements and continuation statements in connection with such security interest.

Section 6.              Termination.

Notwithstanding any termination of this Agreement or the completion of all sales contemplated hereby, the representations, warranties and agreements in Sections 1 and 2 hereof shall survive and remain in full force and effect.

Section 7.              Miscellaneous.

(a)           Amendments, Etc.  No rescission, modification, amendment, supplement or change of this Agreement shall be valid or effective unless in writing and signed by all of the parties to this Agreement.  No amendment of this Agreement may modify or waive the representations, warranties and agreements set forth in Sections 1 and 2 hereof.

(b)           Binding Upon Successors, Etc.  This Agreement shall bind and inure to the benefit of and be enforceable by RRAC and Sequoia, and the respective successors and assigns thereof.  The parties hereto acknowledge that Sequoia is acquiring the Mortgage Loans for the purpose of selling, transferring, assigning, setting over and otherwise conveying them to the Trustee, pursuant to the Pooling and Servicing Agreement.  RRAC acknowledges and consents to the assignment to the Trustee by Sequoia of all of Sequoia's rights against RRAC hereunder in respect of the Mortgage Loans sold to Sequoia and that the enforcement or exercise of any right or remedy against RRAC hereunder by the Trustee or to the extent permitted under Section 2.04 of the Pooling and Servicing Agreement shall have the same force and effect as if enforced and exercised by Sequoia directly.

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(c)           Counterparts.  This Agreement may be executed in two or more counterparts, each of which shall be deemed an original but all of which together shall constitute one and the same instrument.

(d)           Governing Law.  This Agreement and all questions relating to its validity, interpretation, performance and enforcement shall be governed by and construed, interpreted and enforced in accordance with the laws of the State of New York notwithstanding any law, rule, regulation, or other conflict-of-law provisions to the contrary.

(e)           Headings.  The headings of the several parts of this Agreement are inserted for convenience of reference and are not intended to be a part of or affect the meaning or interpretation of this Agreement.

(f)           Definitions.  Capitalized terms not otherwise defined herein have the meanings ascribed to such terms (i) in the Pooling and Servicing Agreement as in effect on the date of execution hereof or (ii) in Schedule B hereto.

(g)           Nonpetition Covenant.  Until one year plus one day shall have elapsed since the termination of the Pooling and Servicing Agreement in accordance with its terms, RRAC shall not petition or otherwise invoke the process of any court or government authority for the purpose of commencing or sustaining a case against Sequoia under any federal or state bankruptcy, insolvency or similar law or appointing a receiver, liquidator, assignee, trustee, custodian, sequestrator or other similar official of Sequoia or any substantial part of its property, or ordering the winding up or liquidation of the affairs of Sequoia.

[remainder of page intentionally left blank]

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IN WITNESS WHEREOF, each party has caused this Mortgage Loan Purchase and Sale Agreement to be executed by its duly authorized officer or officers as of the day and year first above written.

REDWOOD RESIDENTIAL ACQUISITION CORPORATION

By:

Name:

Title:

SEQUOIA RESIDENTIAL FUNDING, INC.

By:

Name:

Title:

Signature Page – MLPSA (SEMT 2013-2)

SCHEDULE A

MORTGAGE LOAN SCHEDULE

Refer to Schedule A to Exhibit 4.1 

SCHEDULE B

CERTAIN ORIGINATOR PURCHASE AGREEMENTS

1.     Alaska USA Federal Credit Union

Flow Mortgage Loan Purchase and Sale Agreement dated as of April 1, 2012, between RRAC and Alaska USA, as amended by the Assignment of Representations and Warranties Agreement, dated January 30, 2013, by and among RRAC, Sequoia, the Trustee, and Alaska USA (the “Alaska USA Agreement”).

2.     American Pacific Mortgage Corporation

Flow Mortgage Loan Purchase and Sale Agreement dated as of October 1, 2011, between RRAC and American Pacific, as amended by the Assignment of Representations and Warranties Agreement, dated January 30, 2013, by and among RRAC, Sequoia, the Trustee, and American Pacific (the “American Pacific Agreement”).

3.     Bay Equity, LLC

Flow Mortgage Loan Purchase and Sale Agreement dated as of August 1, 2012, between RRAC and Bay Equity, as amended by the Assignment of Representations and Warranties Agreement, dated January 30, 2013, by and among RRAC, Sequoia, the Trustee, and Bay Equity (the “Bay Equity Agreement”).

4.     Benchmark Bank

Flow Mortgage Loan Purchase and Sale Agreement dated as of September 1, 2011, between RRAC and Benchmark, as amended by the Assignment of Representations and Warranties Agreement, dated January 30, 2013, by and among RRAC, Sequoia, the Trustee, and Benchmark (the “Benchmark Agreement”).

5.     Bethpage Federal Credit Union

Flow Mortgage Loan Purchase and Sale Agreement dated as of January 1, 2012, between RRAC and Bethpage, as amended by the Assignment of Representations and Warranties Agreement, dated January 30, 2013, by and among RRAC, Sequoia, the Trustee, and Bethpage (the “Bethpage Agreement”).

6.     Boston Private Bank & Trust Company

Flow Mortgage Loan Purchase and Sale Agreement dated as of April 1, 2012, between RRAC and Boston Private , as amended by the Assignment of Representations and Warranties Agreement, dated January 30, 2013, by and among RRAC, Sequoia, the Trustee, and Boston Private (the “Boston Private Agreement”).

7.     Castle & Cooke Mortgage, LLC

Flow Mortgage Loan Purchase and Sale Agreement dated as of November 1, 2011, between RRAC and Castle & Cooke, as amended by the Assignment of Representations and Warranties Agreement, dated January 30, 2013, by and among RRAC, Sequoia, the Trustee, and Castle & Cooke (the “Castle & Cooke Agreement”).

8.     Cherry Creek Mortgage Co., Inc.

Flow Mortgage Loan Purchase and Sale Agreement dated as of October 1, 2011, between RRAC and Cherry Creek, as amended by the Assignment of Representations and Warranties Agreement, dated January 30, 2013, by and among RRAC, Sequoia, the Trustee, and Cherry Creek (the “Cherry Creek Agreement”).

9.     Cole Taylor Bank

Flow Mortgage Loan Purchase and Sale Agreement dated as of August 1, 2011, between RRAC and Cole Taylor, as amended by the Assignment of Representations and Warranties Agreement, dated January 30, 2013, by and among RRAC, Sequoia, the Trustee, and Cole Taylor (the “Cole Taylor Agreement”).

10.   Colonial Savings, F.A.

Flow Mortgage Loan Purchase and Sale Agreement dated as of February 1, 2012, between RRAC and Colonial, as amended by the Assignment of Representations and Warranties Agreement, dated January 30, 2013, by and among RRAC, Sequoia, the Trustee, and Colonial (the “Colonial Agreement”).

11.   Cornerstone Mortgage Company

Flow Mortgage Loan Purchase and Sale Agreement, dated as of September 1, 2011, between RRAC and Cornerstone, as amended by the Assignment of Representations and Warranties Agreement, dated January 30, 2013, by and among RRAC, Sequoia, the Trustee, and Cornerstone (the “Cornerstone Agreement”).

9.     Embrace Home Loans, Inc.

Flow Mortgage Loan Purchase and Sale Agreement, dated as of December 1, 2011, between RRAC and Embrace, as amended by the Assignment of Representations and Warranties Agreement, dated January 30, 2013, by and among RRAC, Sequoia, the Trustee, and Embrace (the “Embrace Agreement”).

10.   Evergreen Moneysource Mortgage Company dba Evergreen Home Loans

Flow Mortgage Loan Purchase and Sale Agreement dated as of April 1, 2012, between RRAC and Evergreen, as amended by the Assignment of Representations and Warranties Agreement, dated January 30, 2013, by and among RRAC, Sequoia, the Trustee, and Evergreen (the “Evergreen Agreement”).

11.   Fairway Independent Mortgage Corporation

Flow Mortgage Loan Purchase and Sale Agreement dated as of February 1, 2012, between RRAC and Fairway, as amended by the Assignment of Representations and Warranties Agreement, dated January 30, 2013, by and among RRAC, Sequoia, the Trustee, and Fairway (the “Fairway Agreement”).

12.   Fidelity Bank dba Fidelity Bank Mortgage

Flow Mortgage Loan Purchase and Sale Agreement dated as of March 1, 2012, between RRAC and Fidelity, as amended by the Assignment of Representations and Warranties Agreement, dated January 30, 2013, by and among RRAC, Sequoia, the Trustee, and Fidelity (the “Fidelity Agreement”).

13.   First National Bank of Omaha

Flow Mortgage Loan Purchase and Sale Agreement, dated as of August 1, 2012, between RRAC and FNB Omaha, as amended by the Assignment of Representations and Warranties Agreement, dated January 30, 2013, by and among RRAC, Sequoia, the Trustee, and FNB Omaha (the “FNB Omaha Agreement”).

14.   Flagstar Capital Markets Corporation

Flow Mortgage Loan Purchase and Sale Agreement dated as of May 23, 2011, between RRAC and Flagstar, as amended by the Assignment of Representations and Warranties Agreement, dated January 30, 2013, by and among RRAC, Sequoia, the Trustee, and Flagstar (the “Flagstar Agreement”).

15.   Franklin American Mortgage Company

Flow Mortgage Loan Purchase and Sale Agreement dated as of August 1, 2011, between RRAC and Franklin, as amended by the Assignment of Representations and Warranties Agreement, dated January 30, 2013, by and among RRAC, Sequoia, the Trustee, and Franklin (the “Franklin Agreement”).

16.   Fremont Bank

Flow Mortgage Loan Purchase and Sale Agreement dated as of August 1, 2011, between RRAC and Flagstar, as amended by the Assignment of Representations and Warranties Agreement, dated January 30, 2013, by and among RRAC, Sequoia, the Trustee, and Fremont (the “Fremont Agreement”).

17.   Fulton Bank, National Association

Flow Mortgage Loan Purchase and Sale Agreement, dated as of December 1, 2011, between RRAC and Fulton, as amended by the Assignment of Representations and Warranties Agreement, dated January 30, 2013, by and among RRAC, Sequoia, the Trustee, and Fulton (the “Fulton Agreement”).

18.   George Mason Mortgage, LLC

Flow Mortgage Loan Purchase and Sale Agreement, dated as of August 1, 2012, between RRAC and George Mason, as amended by the Assignment of Representations and Warranties Agreement, dated January 30, 2013, by and among RRAC, Sequoia, the Trustee, and George Mason (the “George Mason Agreement”).

19.   GFI Mortgage Bankers, Incorporated

Flow Mortgage Loan Purchase and Sale Agreement dated as of July 1, 2012, between RRAC and GFI, as amended by the Assignment of Representations and Warranties Agreement, dated January 30, 2013, by and among RRAC, Sequoia, the Trustee, and GFI (the “GFI Agreement”).

20.   GuardHill Financial Corporation

Flow Mortgage Loan Purchase and Sale Agreement dated as of October 1, 2011, between RRAC and GuardHill, as amended by the Assignment of Representations and Warranties Agreement, dated January 30, 2013, by and among RRAC, Sequoia, the Trustee, and GuardHill (the “GuardHill Agreement”).

21.   Guild Mortgage Company

Flow Mortgage Loan Purchase and Sale Agreement dated as of January 1, 2012, between RRAC and Guild, as amended by the Assignment of Representations and Warranties Agreement, dated January 30, 2013, by and among RRAC, Sequoia, the Trustee, and Guild (the “Guild Agreement”).

22.    The Huntington National Bank

Flow Mortgage Loan Purchase and Sale Agreement, dated as of December 1, 2011, between RRAC and Huntington, as amended by the Assignment of Representations and Warranties Agreement, dated January 30, 2013, by and among RRAC, Sequoia, the Trustee, and Huntington (the “Huntington Agreement”).

23.   Leader Bank, N.A.

Flow Mortgage Loan Purchase and Sale Agreement dated as of May 1, 2012, between RRAC and Leader, as amended by the Assignment of Representations and Warranties Agreement, dated January 30, 2013, by and among RRAC, Sequoia, the Trustee, and Leader (the “Leader Agreement”).

24.   The Lending Partners, LLC

Flow Mortgage Loan Purchase and Sale Agreement, dated as of July 1, 2012, between RRAC and Lending Partners, as amended by the Assignment of Representations and Warranties Agreement, dated January 30, 2013, by and among RRAC, Sequoia, the Trustee, and Lending Partners (the “Lending Partners Agreement”).

25.   MegaStar Financial Corporation

Flow Mortgage Loan Purchase and Sale Agreement dated as of January 1, 2012, between RRAC and Megastar, as amended by the Assignment of Representations and Warranties Agreement, dated January 30, 2013, by and among RRAC, Sequoia, the Trustee, and Megastar (the “Megastar Agreement”).

26.   Monarch Bank

Flow Mortgage Loan Purchase and Sale Agreement dated as of February 1, 2012, between RRAC and Monarch, as amended by the Assignment of Representations and Warranties Agreement, dated January 30, 2013, by and among RRAC, Sequoia, the Trustee, and Monarch (the “Monarch Agreement”).

27.   Mortgage Master, Inc.

Flow Mortgage Loan Purchase and Sale Agreement dated as of June 1, 2012, between RRAC and Mortgage Master, as amended by the Assignment of Representations and Warranties Agreement, dated January 30, 2013, by and among RRAC, Sequoia, the Trustee, and Mortgage Master (the “Mortgage Master Agreement”).

28.   Paramount Equity Mortgage

Mortgage Loan Flow Purchase and Sale Agreement, dated as of May 1, 2012, between RRAC and Paramount, as amended by the Assignment of Representations and Warranties Agreement, dated January 30, 2013, by and among RRAC, Sequoia, the Trustee, and Paramount (the “Paramount Agreement”).

29.   PHH Mortgage Corporation

Mortgage Loan Flow Purchase, Sale & Servicing Agreement, dated as of July 21, 2010, between RRAC and PHH, as amended by the Assignment, Assumption and Recognition Agreement, dated January 30, 2013, by and among RRAC, Sequoia, the Trustee, and PHH (the “PHH Agreement”).

30.   Plaza Home Mortgage, Incorporated

Flow Mortgage Loan Purchase and Sale Agreement, dated as of December 1, 2011, between RRAC and Plaza, as amended by the Assignment, Assumption and Recognition Agreement, dated January 30, 2013, by and among RRAC, Sequoia, the Trustee, and Plaza (the “Plaza Agreement”).

31.   Primary Residential Mortgage, Inc.

Flow Mortgage Loan Purchase and Sale Agreement, dated as of May 1, 2012, between RRAC and Primary, as amended by the Assignment of Representations and Warranties Agreement, dated January 30, 2013, by and among RRAC, Sequoia, the Trustee, and Primary (the “Primary Agreement”).

32.   PrimeLending, a PlainsCapital Company

Flow Mortgage Loan Purchase and Sale Agreement, dated as of January 30, 2011, between RRAC and PrimeLending, as amended by the Assignment of Representations and Warranties Agreement, dated January 30, 2013, by and among RRAC, Sequoia, the Trustee, and PrimeLending (the “PrimeLending Agreement”).

33.   Prospect Mortgage, LLC

Flow Mortgage Loan Purchase and Sale Agreement, dated as of May 1, 2011, between RRAC and Prospect, as amended by the Assignment of Representations and Warranties Agreement, dated January 30, 2013, by and among RRAC, Sequoia, the Trustee, and Prospect (the “Prospect Agreement”).

34.   Provident Savings Bank

Flow Mortgage Loan Purchase and Sale Agreement, dated as of October 1, 2011, between RRAC and Provident, as amended by the Assignment of Representations and Warranties Agreement, dated January 30, 2013, by and among RRAC, Sequoia, the Trustee, and Provident(the “Provident Agreement”).

35.   Rockland Trust Company

Flow Mortgage Loan Purchase and Sale Agreement, dated as of November 10, 2012, between RRAC and Rockland, as amended by the Assignment, Assumption and Recognition Agreement, dated January 30, 2013, by and among RRAC, Sequoia, the Trustee, and Rockland (the “Rockland Agreement”).

36.   Salem Five Cents Savings Bank

Flow Mortgage Loan Purchase and Sale Agreement, dated as of November 1, 2012, between RRAC and Salem, as amended by the Assignment of Representations and Warranties Agreement, dated January 30, 2013, by and among RRAC, Sequoia, the Trustee, and Salem (the “Salem Agreement”).

37.   SCBT, N.A.

Flow Mortgage Loan Purchase and Sale Agreement, dated as of May 1, 2012, between RRAC and SCBT, as amended by the Assignment of Representations and Warranties Agreement, dated January 30, 2013, by and among RRAC, Sequoia, the Trustee, and SCBT (the “SCBT Agreement”).

38.   Simonich Corporation, dba BOC Mortgage

Flow Mortgage Loan Purchase and Sale Agreement dated as of August 1, 2011, between RRAC and Simonich, as amended by the Assignment of Representations and Warranties Agreement, dated January 30, 2013, by and among RRAC, Sequoia, the Trustee, and Simonich (the “Simonich Agreement”).

39.   Sterling Savings Bank

Flow Mortgage Loan Purchase and Sale Agreement, dated as of March 1, 2011, between RRAC and Sterling, as amended by the Assignment of Representations and Warranties Agreement, dated January 30, 2013, by and among RRAC, Sequoia, the Trustee, and Sterling (the “Sterling Agreement”).

40.   Stifel Bank and Trust

Flow Mortgage Loan Purchase and Sale Agreement, dated as of October 1, 2011, between RRAC and Stifel, as amended by the Assignment of Representations and Warranties Agreement, dated January 30, 2013, by and among RRAC, Sequoia, the Trustee, and Stifel (the “Stifel Agreement”).

41.   Umpqua Bank

Flow Mortgage Loan Purchase and Sale Agreement, dated as of January 1, 2012, between RRAC and Umpqua, as amended by the Assignment of Representations and Warranties Agreement, dated January 30, 2013, by and among RRAC, Sequoia, the Trustee, and Umpqua (the “Umpqua Agreement”).

42.   United Shore Financial Services, LLC

Flow Mortgage Loan Purchase and Sale Agreement dated as of December 1, 2011, between RRAC and Shore, as amended by the Assignment of Representations and Warranties Agreement, dated January 30, 2013, by and among RRAC, Sequoia, the Trustee, and Shore (the “United Shore Agreement”).

43. Wintrust Mortgage, a division of Barrington Bank and Trust Company, N.A.

Flow Mortgage Loan Purchase and Sale Agreement dated as of June 1, 2011, between RRAC and Wintrust, as amended by the Assignment of Representations and Warranties Agreement, dated January 30, 2013, by and among RRAC, Sequoia, the Trustee, and Wintrust (the “Wintrust Agreement”).

44.   WJ Bradley Mortgage Capital, LLC

Flow Mortgage Loan Purchase and Sale Agreement dated as of July 1, 2012, between RRAC and WJ Bradley, as amended by the Assignment of Representations and Warranties Agreement, dated January 30, 2013, by and among RRAC, Sequoia, the Trustee, and WJ Bradley (the “WJ Bradley Agreement” and, together with the above-listed agreements in this Schedule B, the “Purchase Agreements” and each a “Purchase Agreement”).

EX-10.1

EXHIBIT 10.1

EXECUTION COPY

FLOW MORTGAGE LOAN SALE AND SERVICING AGREEMENT

between

FIRST REPUBLIC BANK

as Seller and as Servicer,

and

REDWOOD RESIDENTIAL ACQUISITION CORPORATION,

as Purchaser

July 1, 2010

Residential Mortgage Loans

TABLE OF CONTENTS

	Page
SECTION 1. Definitions.	1
SECTION 2. Purchase and Conveyance.	16
SECTION 3. Mortgage Loan Schedule.	16
SECTION 4. Purchase Price.	17
SECTION 5. Examination of Mortgage Files.	17
SECTION 6. Delivery of Mortgage Loan Documents.	17
Subsection 6.01 Possession of Mortgage Files.	17
Subsection 6.02 Books and Records.	18
Subsection 6.03 Delivery of Mortgage Loan Documents.	19
Subsection 6.04 Helping Families Act Notice	19
SECTION 7. Representations, Warranties and Covenants; Remedies for Breach.	20
Subsection 7.01 Representations and Warranties Regarding Individual Mortgage Loans.	20
Subsection 7.02 Seller and Servicer Representations.	30
Subsection 7.03 Repurchase; Substitution.	32
Subsection 7.04 Repurchase of Mortgage Loans With Early Payment Default.	35
Subsection 7.05 Purchase Price Protection.	35
SECTION 8. Closing.	35
Subsection 8.01 Closing Conditions.	35
Subsection 8.02 Closing Documents.	36
SECTION 9. [Reserved.]	36
SECTION 10. Costs.	36
SECTION 11. Administration and Servicing of Mortgage Loans.	37
Subsection 11.01 Servicer to Act as Servicer; Subservicing.	37
Subsection 11.02 Liquidation of Mortgage Loans.	40
Subsection 11.03 Collection of Mortgage Loan Payments.	40
Subsection 11.04 Establishment of Custodial Account; Deposits in Custodial Account.	40
Subsection 11.05 Withdrawals From the Custodial Account.	42
Subsection 11.06 Establishment of Escrow Account; Deposits in Escrow Account.	43
Subsection 11.07 Withdrawals From Escrow Account.	44
Subsection 11.08 Payment of Taxes, Insurance and Other Charges; Collections Thereunder.	44
Subsection 11.09 Transfer of Accounts.	45
Subsection 11.10 Maintenance of Hazard Insurance.	45
Subsection 11.11 Maintenance of Primary Mortgage Insurance Policy; Claims.	46
Subsection 11.12 Fidelity Bond; Errors and Omissions Insurance.	47
Subsection 11.13 Title, Management and Disposition of REO Property.	47
Subsection 11.14 Servicing Compensation.	48
Subsection 11.15 Distributions.	48
Subsection 11.16 Statements to the Purchaser.	49
Subsection 11.17 Advances by the Servicer.	50
Subsection 11.18 Assumption Agreements.	50
Subsection 11.19 Satisfaction of Mortgages and Release of Mortgage Files.	51
Subsection 11.20 Seller and Servicer Shall Provide Access and Information as Reasonably Required.	51
Subsection 11.21 Inspections.	52
Subsection 11.22 Restoration of Mortgaged Property.	52

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	Page
Subsection 11.23 Fair Credit Reporting Act.	52
SECTION 12. The Servicer.	53
Subsection 12.01 Indemnification; Third Party Claims.	53
Subsection 12.02 Merger or Consolidation of the Servicer.	53
Subsection 12.03 Limitation on Liability of the Servicer and Others.	53
Subsection 12.04 Seller and Servicer Not to Resign.	54
Subsection 12.05 Liability for Failure to Deliver Mortgage Files.	54
SECTION 13. Default.	54
Subsection 13.01 Events of Default.	54
Subsection 13.02 Waiver of Default.	56
SECTION 14. Termination.	56
Subsection 14.01 Termination.	56
Subsection 14.02 Successors to the Servicer.	57
SECTION 15. Notices.	57
SECTION 16. Severability Clause.	58
SECTION 17. No Partnership.	59
SECTION 18. Counterparts.	59
SECTION 19. Governing Law; Choice of Forum; Waiver of Jury Trial.	59
SECTION 20. Intention of the Parties.	60
SECTION 21. Waivers.	60
SECTION 22. Exhibits.	60
SECTION 23. General Interpretive Principles.	60
SECTION 24. Reproduction of Documents.	61
SECTION 25. Amendment.	61
SECTION 26. Confidentiality.	61
SECTION 27. Entire Agreement.	62
SECTION 28. Further Agreements.	62
SECTION 29. Successors and Assigns.	62
SECTION 30. Non-Solicitation.	63
SECTION 31. Protection of Consumer Information.	64
SECTION 32. Cooperation of the Company with a Reconstitution; Regulation AB Compliance.	64

ii

EXHIBITS

EXHIBIT 1	MORTGAGE LOAN DOCUMENTS
EXHIBIT 2	CONTENTS OF EACH MORTGAGE FILE
EXHIBIT 3	UNDERWRITING GUIDELINES
EXHIBIT 4	FORM OF ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENT
EXHIBIT 5	FORM OF MONTHLY REMITTANCE REPORT
EXHIBIT 6	FORM OF PPTL
EXHIBIT 7	FORM OF MONTHLY REPORT
EXHIBIT 8	FORM OF NOTICE OF SALE OF OWNERSHIP OF MORTGAGE LOAN
EXHIBIT 9	MORTGAGE LOAN SCHEDULE
ADDENDUM I	REGULATION AB COMPLIANCE ADDENDUM

iii

FLOW MORTGAGE LOAN SALE AND SERVICING AGREEMENT

THIS FLOW MORTGAGE LOAN SALE AND SERVICING AGREEMENT (the “Agreement”), dated July 1, 2010, is hereby executed by and between REDWOOD RESIDENTIAL ACQUISITION CORPORATION, a Delawarecorporation, as purchaser (the “Purchaser”), and FIRST REPUBLIC BANK, a California corporation, as seller (the “Seller”) and as servicer (the “Servicer”).

WITNESSETH:

WHEREAS, the Seller has agreed to sell from time to time to the Purchaser, and the Purchaser has agreed to purchase from time to time from the Seller, certain conventional, residential, first-lien mortgage loans (the “Mortgage Loans”) as described herein on a servicing-retained basis, and which shall be delivered as whole loans as provided herein; and

WHEREAS, the Mortgage Loans will be sold by the Seller and purchased by the Purchaser as pools or groups of whole loans, servicing retained (each, a “Mortgage Loan Package”) on the various Closing Dates as provided herein; and

WHEREAS, each of the Mortgage Loans will be secured by a mortgage, deed of trust or other security instrument creating a first lien on a residential dwelling located in the jurisdiction indicated on the related Mortgage Loan Schedule which will be annexed to a PPTL (as defined herein) on the related Closing Date; and

WHEREAS, the Purchaser, the Seller and the Servicer wish to prescribe the manner of the conveyance, servicing and control of the Mortgage Loans;

NOW, THEREFORE, in consideration of the premises and mutual agreements set forth herein, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Purchaser, the Seller and the Servicer agree as follows:

SECTION 1.  Definitions.

For purposes of this Agreement, the following capitalized terms shall have the respective meanings set forth below.

Adjustable Rate Mortgage Loan:  A Mortgage Loan purchased pursuant to this Agreement which provides for the adjustment of the Mortgage Interest Rate payable in respect thereto.

Adjustment Date:  As to each Adjustable Rate Mortgage Loan, the date on which the Mortgage Interest Rate is adjusted in accordance with the terms of the related Mortgage Note and Mortgage.

Agency Transfer:  As defined in Section 32 of this Agreement.

Agreement:  This Flow Mortgage Loan Sale and Servicing Agreement including all exhibits, schedules, amendments and supplements hereto.

ALTA:  The American Land Title Association or any successor thereto.

Anti-Money Laundering Laws: As defined in Section 7.01(h).

Appraised Value:  With respect to any Mortgaged Property, the lesser of (i) the value (or Reconciled Market Value if more than one appraisal is received) thereof as determined by a Qualified Appraiser at the time of origination of the Mortgage Loan, and (ii) the purchase price paid for the related Mortgaged Property by the Mortgagor with the proceeds of the Mortgage Loan; provided, however, that in the case of a Refinanced Mortgage Loan, such value (or Reconciled Market Value if more than one appraisal is received) of the Mortgaged Property is based solely upon the value determined by an appraisal or appraisals made for the originator of such Refinanced Mortgage Loan at the time of origination of such Refinanced Mortgage Loan by a Qualified Appraiser.

Arbitration: Arbitration in accordance with the then governing Commercial Arbitration Rules of the American Arbitration Association  ("AAA"),  which shall be conducted in San Francisco, California or other place  mutually acceptable to the parties to the arbitration.

Arbitrator:  A person who is not affiliated with the Seller, Purchaser or Servicer,  who is a member of the American Arbitration Association.

Assignment of Mortgage:  An individual assignment of the Mortgage, notice of transfer or equivalent instrument in recordable form, sufficient under the laws of the jurisdiction in which the related Mortgaged Property is located to give record notice of the sale of the Mortgage to the Purchaser.

Assumed Principal Balance:  As to each Mortgage Loan as of any date of determination, (i) the principal balance of the Mortgage Loan outstanding as of the Cut-off Date after application of payments due on or before the Cut-off Date, whether or not received, minus (ii) all amounts previously distributed to the Purchaser with respect to the Mortgage Loan pursuant to Subsection 11.15 and representing (a) payments or other recoveries of principal or (b) advances of scheduled principal payments made pursuant to Subsection 11.17.

Balloon Mortgage Loan:  A Mortgage Loan that provided on the date of origination for monthly payments up to but not including the maturity date based on an amortization extending beyond its maturity date.

2

Balloon Payment:  With respect to any Balloon Mortgage Loan as of any date of determination, the final payment payable on the maturity of such Mortgage Loan, which shall include the entire remaining principal balance.

Business Day:  Any day other than (i) a Saturday or a Sunday, or (ii) a legal holiday in the State of New York or the State of California, or (iii) a day on which banks in the State of New York or the State of California are authorized or obligated by law or executive order to be closed.

Closing Date:  The date or dates, set forth in the related PPTL, on which the Purchaser will purchase and the Seller will sell the Mortgage Loans identified therein.

CLTA:  The California Land Title Association or any other successor thereto.

CLTV: Combined Loan-to-Value Ratio.

Code:  The Internal Revenue Code of 1986, as amended, or any successor statute thereto.

Commission:  The United States Securities and Exchange Commission.

Condemnation Proceeds:  All awards, compensation and settlements in respect of a taking (whether permanent or temporary) of all or part of a Mortgaged Property by exercise of the power of condemnation or the right of eminent domain, to the extent not required to be released to a Mortgagor in accordance with the terms of the related Mortgage Loan Documents.

Consumer Information:  Any personally identifiable information in any form (written electronic or otherwise) relating to a Mortgagor, including, but not limited to: a Mortgagor’s name, address, telephone number, Mortgage Loan number, Mortgage Loan payment history, delinquency status, insurance carrier or payment information, tax amount or payment information; the fact that the Mortgagor has a relationship with the Company or the originator of the related Mortgage Loan; and any other non-public personally identifiable information.

Convertible Mortgage Loan:  An Adjustable Rate Mortgage Loan that by its terms and subject to certain conditions allows the Mortgagor to convert the adjustable Mortgage Interest Rate thereon to a fixed Mortgage Interest Rate.

Cooperative Corporation:  With respect to any Cooperative Loan, the cooperative apartment corporation that holds legal title to the related Cooperative Project and grants occupancy rights to units therein to stockholders through Cooperative Leases or similar arrangements.

3

Cooperative Lease:  The lease on a Cooperative Unit evidencing the possessory interest of the owner of the Cooperative Shares in such Cooperative Unit.

Cooperative Loan: A Mortgage Loan that is secured by a first lien on and perfected security interest in Cooperative Shares and the related Cooperative Lease granting exclusive rights to occupy the related Cooperative Unit in the building owned by the related Cooperative Corporation.

Cooperative Project: With respect to any Cooperative Loan, all real property and improvements thereto and rights therein and thereto owned by a Cooperative Corporation including without limitation the land, separate dwelling units and all common elements.

Cooperative Shares: With respect to any Cooperative Loan, the shares of stock issued by a Cooperative Corporation and allocated to a Cooperative Unit and represented by a stock certificate.

Cooperative Unit:  With respect to a Cooperative Loan, a specific unit in a Cooperative Project.

Credit Score: With respect to any Mortgage Loan, the credit score of the related Mortgagor provided by Experian/Fair Isaac or such other organization acceptable to the Purchaser providing credit scores at the time of origination of such Mortgage Loan.  If two credit scores are obtained, the Credit Score shall be the lower of the two credit scores.  If three credit scores are obtained, the Credit Score shall be the middle of the three credit scores.  There is only one (1) Credit Score for any loan regardless of the number of borrowers and/or applicants.  The minimum Credit Score for each Mortgage Loan will be in accordance with the Seller's Underwriting Guidelines.

Custodial Account:  As defined in Subsection 11.04.

Customary Servicing Procedures:  With respect to any Mortgage Loan, those mortgage servicing practices (including collection procedures) of prudent mortgage banking institutions which service mortgage loans of the same type as such Mortgage Loan in the jurisdiction where the related Mortgaged Property is located, and which are in accordance with Fannie Mae servicing practices and procedures for MBS pool mortgages, as defined in the Fannie Mae Guides including future updates, or as such mortgage servicing practices may change from time to time.

Cut-off Date:  With respect to each Mortgage Loan, the first day of the month of the related Closing Date as set forth in the related PPTL.

4

Deleted Mortgage Loan:  A Mortgage Loan replaced or to be replaced with a Substitute Mortgage Loan in accordance with this Agreement.

Determination Date:  With respect to each Remittance Date, the 15th day (or, if such 15th day is not a Business Day, the preceding Business Day) of the month in which such Remittance Date occurs.

Due Date:  The day of the month on which the Monthly Payment is due on a Mortgage Loan, exclusive of any days of grace.

Due Period:  With respect to each Remittance Date, the period beginning on the second day of the month preceding the month of the Remittance Date, and ending on the first day of the month of the Remittance Date.

Eligible Account:  Any of (i) an account or accounts maintained with a federal or state chartered depository institution or trust company the short-term unsecured debt obligations of which (or, in the case of a depository institution or trust company that is the principal subsidiary of a holding company, the debt obligations of such holding company) have the highest short-term ratings of each Rating Agency at the time any amounts are held on deposit therein, or (ii) a trust account or accounts maintained with the trust department of a federal or state chartered depository institution or trust company, acting in its fiduciary capacitythe short-term unsecured debt obligations of which have the highest short-term ratings of each Rating Agency at the time any amounts are held on deposit therein or (iii) any other account acceptable to each Rating Agency.  If the short-term credit rating of the depository institution or trust company that maintains the account or accounts falls below the highest short-term rating of any Rating Agency, the funds on deposit therewith in connection with this transaction shall be transferred to an Eligible Account within 30 days of such downgrade.

Eligible Investments:  Any one or more of the following obligations or securities:

(i)           direct obligations of, and obligations fully guaranteed by the United States of America or any agency or instrumentality of the United States of America the obligations of which are backed by the full faith and credit of the United States of America;

(ii)           (a) demand or time deposits, federal funds or bankers' acceptances issued by any depository institution or trust company incorporated under the laws of the United States of America or any state thereof and subject to supervision and examination by federal and/or state banking authorities, provided that the commercial paper and/or the short-term deposit rating and/or the long-term unsecured debt obligations or deposits of such depository institution or trust company at the time of such investment or contractual commitment providing for such investment are rated in one of the two highest rating categories by each Rating Agency for long-term unsecured debt or in the highest rating category with respect to short-term obligations and (b) any other demand or time deposit or certificate of deposit that is fully insured by the FDIC;

5

(iii)           repurchase obligations with a term not to exceed thirty (30) days and with respect to (a) any security described in clause (i)  above and entered into with a depository institution or trust company (acting as principal) described in clause (ii)(a) above;

(iv)           securities bearing interest or sold at a discount issued by any corporation incorporated under the laws of the United States of America or any state thereof that are rated in one of the two highest rating categories by each Rating Agency for long-term unsecured debt or in the highest rating category with respect to short-term obligations at the time of such investment or contractual commitment providing for such investment; provided, however, that securities issued by any particular corporation will not be Eligible Investments to the extent that investments therein will cause the then outstanding principal amount of securities issued by such corporation and held as Eligible Investments to exceed 10% of the aggregate outstanding principal balances of all of the Mortgage Loans and Eligible Investments;

(v)           commercial paper (including both non-interest-bearing discount obligations and interest-bearing obligations payable on demand or on a specified date not more than one year after the date of issuance thereof) that is rated in the highest rating categories by each Rating Agency at the time of such investment;

(vi)           any other demand, money market or time deposit, obligation, security or investment as may be acceptable to each Rating Agency as evidenced in writing by each Rating Agency; and

(vii)           any money market funds the collateral of which consists of obligations fully guaranteed by the United States of America or any agency or instrumentality of the United States of America the obligations of which are backed by the full faith and credit of the United States of America (which may include repurchase obligations secured by collateral described in clause (i)) and other securities and which money market funds are rated in one of the two highest rating categories by each Rating Agency for long-term unsecured debt or in the highest rating category with respect to short-term obligations.

provided, however, that no instrument or security shall be an Eligible Investment if such instrument or security evidences a right to receive only interest payments with respect to the obligations underlying such instrument or if such security provides for payment of both principal and interest with a yield to maturity in excess of 120% of the yield to maturity at par or if such investment or security is purchased at a price greater than par.

Escrow Account:  As defined in Subsection 11.06.

Escrow Payments:  The amounts constituting ground rents, taxes, assessments, Primary Mortgage Insurance Policy premiums, fire and hazard insurance premiums, flood insurance premiums, condominium charges and other payments as may be required to be escrowed by the Mortgagor with the Mortgagee pursuant to the terms of any Mortgage Note or Mortgage.

6

Event of Default:  Any one of the conditions or circumstances enumerated in Subsection 13.01.

Fannie Mae:  The entity formerly known as the Federal National Mortgage Association or any successor thereto.

Fannie Mae Guides:  The Fannie Mae Selling Guide and the Fannie Mae Servicing Guide and all amendments or additions thereto in effect as of any date of determination.

FDIC:  The Federal Deposit Insurance Corporation or any successor thereto.

FDPA: The Flood Disaster Protection Act of 1973, as amended.

FHFA:  The Federal Housing Finance Agency or any successors thereto.

Fidelity Bond:  The fidelity bond required to be obtained by the Servicer pursuant to Subsection 11.12.

FIRREA:  The Financial Institutions Reform, Recovery, and Enforcement Act of 1989, as amended and in effect from time to time.

First Remittance Date:  With respect to each Mortgage Loan Package, the 18th day (or if such 18th day is not a Business Day, the first Business Day immediately preceding such 18th day) of the calendar month immediately following the Closing Date; provided, however, if the Transfer Date is not one (1) or more Business Days prior to the first day of such calendar month, such date will be the 18th day (or if such 18th day is not a Business Day, the first Business Day immediately preceding such 18th day) of the next succeeding calendar month.

Freddie Mac:  The entity formerly known as the Federal Home Loan Mortgage Corporation or any successor thereto.

Freddie Mac Guide:  The Freddie Mac Single Family Seller/Servicer Guide and all amendments or additions thereto in effect as of any date of determination.

Full Prepayment:  Any payment of the entire principal balance of a Mortgage Loan which is received in advance of its scheduled Due Date and is not accompanied by an amount of interest representing scheduled interest due on any date or dates in any month or months subsequent to the month of prepayment.

GAAP:  Generally accepted accounting principles consistently applied.

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Gross Margin:  With respect to any Adjustable Rate Mortgage Loan, the fixed percentage amount set forth in the related Mortgage Note and the Mortgage Loan Schedule that is added to the Index on each Adjustment Date in accordance with the terms of the related Mortgage Note to determine the new Mortgage Interest Rate for such Mortgage Loan.

Helping Families Act: The Helping Families Save Their Homes Act of 2009, as amended and in effect from time to time.

Home Valuation Code of Conduct: The Home Valuation Code of Conduct effective as of May 1, 2009, as amended and in effect from time to time.

HUD:  The United States Department of Housing and Urban Development or any successor thereto.

Index:  With respect to any Adjustable Rate Mortgage Loan, the index identified on the Mortgage Loan Schedule and set forth in the related Mortgage Note for the purpose of calculating the Mortgage Interest Rate thereon.

Initial Rate Cap:  With respect to each Adjustable Rate Mortgage Loan and the initial Adjustment Date therefor, a number of percentage points per annum that is set forth in the Mortgage Loan Schedule and in the related Mortgage Note, which is the maximum amount by which the Mortgage Interest Rate for such Adjustable Rate Mortgage Loan may increase or decrease from the Mortgage Interest Rate in effect immediately prior to such Adjustment Date.

Insurance Proceeds:  With respect to each Mortgage Loan, proceeds of insurance policies insuring the Mortgage Loan or the related Mortgaged Property.

IOAdjustable Rate Mortgage Loan:  An Adjustable Rate Mortgage Loan with respect to which accrued interest only is payable by a Mortgagor on each Due Date until the IO Conversion Date.

IOConversion Date:  With respect to an IO Adjustable Rate Mortgage Loan, the date that references the end of the “interest only period” applicable thereto.

Lifetime Rate Cap:  As to each Adjustable Rate Mortgage Loan, the maximum Mortgage Interest Rate which shall be as permitted in accordance with the provisions of the related Mortgage Note.

Liquidation Proceeds:  The proceeds received in connection with the liquidation of a defaulted Mortgage Loan through trustee’s sale, foreclosure sale or otherwise, other than amounts received following the acquisition of REO Property, Insurance Proceeds and Condemnation Proceeds.

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Loan-to-Value Ratio:  With respect to any Mortgage Loan as of any date of determination, the ratio, expressed as a percentage, on such date of the outstanding principal balance of the Mortgage Loan to the Appraised Value of the related Mortgaged Property.

LPMI: Lender paid mortgage insurance.

LTV:  Loan-to-Value Ratio.

Master Servicer:  With respect to any Securitization Transaction, the “master servicer,” if any, identified in the related transaction documents.

MERS:  Mortgage Electronic Registration Systems, Inc., a corporation organized and existing under the laws of the State of Delaware, or any successor thereto.

MERS Mortgage Loan:  Any Mortgage Loan registered with MERS on the MERS System.

MERS System:  The system of recording transfers of mortgages electronically maintained by MERS.

MIN:  The Mortgage Identification Number for any MERS Mortgage Loan.

Minimum Interest Rate:  With respect to each Adjustable Rate Mortgage Loan, a rate that is set forth on the Mortgage Loan Schedule and in the related Mortgage Note and is the minimum interest rate to which the Mortgage Interest Rate on such Mortgage Loan may be decreased.

Monthly Payment:  With respect to each Mortgage Loan, the scheduled monthly payment due on any Due Date allocable to principal and/or interest pursuant to the terms of the related Mortgage Note.

Mortgage:  The mortgage, deed of trust or other instrument securing a Mortgage Note which creates a first lien on an unsubordinated estate in fee simple in real property securing the Mortgage Note; except that with respect to real property located in jurisdictions in which the use of leasehold estates for residential properties is a widely-accepted practice, the mortgage, deed of trust or other instrument securing the Mortgage Note may secure and create a first lien upon a leasehold estate of the Mortgagor.

Mortgage File:  With respect to each Mortgage Loan, all documents directly involved in and/or used to make decisions with respect to the origination, underwriting (including documented compensating factors pertaining to exceptions) and servicing of the Mortgage Loan, including but not limited to the documents specified in Exhibit 2, and any additional documents required to be added to the Mortgage File pursuant to this Agreement.

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Mortgage Interest Rate:  With respect to each Mortgage Loan, the annual rate at which interest accrues on such Mortgage Loan from time to time in accordance with the provisions of the related Mortgage Note, including, but not limited to, the limitations on such interest rate imposed by the Initial Rate Cap, the Periodic Rate Cap, the Minimum Interest Rate and the Lifetime Rate Cap, if any.

Mortgage Loan:  An individual Mortgage Loan which is the subject of this Agreement, each Mortgage Loan originally sold and subject to this Agreement being identified on the related Mortgage Loan Schedule, which Mortgage Loan includes without limitation the Mortgage File, the Monthly Payments, Principal Prepayments, Liquidation Proceeds, Condemnation Proceeds, Insurance Proceeds, REO Disposition Proceeds, any escrow accounts related to the Mortgage Loan and all other rights, benefits, proceeds and obligations arising from or in connection with such Mortgage Loan, excluding replaced or repurchased mortgage loans.

Mortgage Loan Documents:  With respect to any Mortgage Loan, the documents listed in Exhibit 1 hereto.

Mortgage Loan Package:  The pool or group of whole loans purchased on a Closing Date, as described in the Mortgage Loan Schedule annexed to the related PPTL.

Mortgage Loan Remittance Rate:  With respect to any Mortgage Loan as of any date of determination, the annual rate of interest payable to the Purchaser, which shall be equal to the then applicable related Mortgage Interest Rate minus the related Servicing Fee Rate.

Mortgage Loan Schedule:  The schedule of Mortgage Loans prepared for each Closing Date, such schedule setting forth the information with respect to each Mortgage Loan included on Exhibit 9 hereto.

Mortgage Note:  The note or other evidence of the indebtedness of a Mortgagor secured by a Mortgage or, in the case of a Cooperative Loan, secured by the Cooperative Shares and the Cooperative Lease.

Mortgaged Property:  The Mortgagor’s real property securing repayment of a related Mortgage Note, consisting of a fee simple interest in a single parcel of real property improved by a Residential Dwelling.

Mortgagee:  The mortgagee or beneficiary named in the Mortgage and the successors and assigns of such mortgagee or beneficiary.

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Mortgagor:  The obligor on a Mortgage Note, who is an owner of the Mortgaged Property and the grantor or mortgagor named in the Mortgage and such grantor’s or mortgagor’s successors in title to the Mortgaged Property.

NAIC:  The National Association of Insurance Commissioners or any successor organization.

Officer’s Certificate:  A certificate signed by the Chairman of the Board, the Vice Chairman of the Board, a President or a Vice President of the Person on behalf of whom such certificate is being delivered.

Opinion of Counsel:  A written opinion of counsel, who may be salaried counsel for the Person on behalf of whom the opinion is being given, reasonably acceptable to each Person to whom such opinion is addressed.

OTS:  The Office of Thrift Supervision or any successor thereto.

P&I Advance:  As defined in Subsection 11.17.

Partial Prepayment:  Any payment of principal on a Mortgage Loan, other than a Full Prepayment, which is received in advance of its scheduled Due Date and is not accompanied by an amount of interest representing scheduled interest due on any date or dates in any month or months subsequent to the month of prepayment.

Periodic Rate Cap:  As to each Adjustable Rate Mortgage Loan, the maximum increase or decrease in the Mortgage Interest Rate, on any Adjustment Date as provided in the related Mortgage Note, if applicable.

Person:  An individual, corporation, partnership, joint venture, association, joint-stock company, limited liability company, trust, unincorporated organization or government or any agency or political subdivision thereof.

Pledge Agreement:  The specific agreement creating a first lien on and pledge of the Cooperative Shares and the related Cooperative Lease securing a Cooperative Loan.

Prepayment Penalty:  With respect to each Mortgage Loan, the penalty if the Mortgagor prepays such Mortgage Loan as provided in the related Mortgage Note or Mortgage.

Prepayment Interest Shortfall:  As to any Remittance Date and any Mortgage Loan, (a) if such Mortgage Loan was the subject of a Full Prepayment during the related Principal Prepayment Period, the excess of one month’s interest (adjusted to the Mortgage Loan Remittance Rate) on the Assumed Principal Balance of such Mortgage Loan outstanding immediately prior to such prepayment, over the amount of interest (adjusted to the Mortgage Loan Remittance Rate) actually paid by the Mortgagor in respect of such Principal Prepayment Period, and (b) if such Mortgage Loan was the subject of a Partial Prepayment during the related Principal Prepayment Period, an amount equal to the excess of one month’s interest at the Mortgage Loan Remittance Rate on the amount of such Partial Prepayment, over the amount of interest actually paid by the Mortgagor in respect of such Partial Prepayment during such Principal Prepayment Period.

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Primary Mortgage Insurance Policy:  A policy of primary mortgage guaranty insurance.

Principal Prepayment:  Any full or partial payment or other recovery of principal on a Mortgage Loan which is received in advance of its scheduled Due Date, including any Prepayment Penalty or premium thereon and which is not accompanied by an amount of interest representing scheduled interest due on any date or dates in any month or months subsequent to the month of prepayment.

Principal Prepayment Period:  As to any Remittance Date, the calendar month preceding the calendar month in which such Remittance Date occurs.

Purchase Price:  The price paid on the related Closing Date by the Purchaser to the Seller pursuant to this Agreement in exchange for the Mortgage Loans included in the related Mortgage Loan Package, as calculated pursuant to Section 4 and the related PPTL.

Purchase Price Percentage:  For each Mortgage Loan included in a Mortgage Loan Package, the percentage of par set forth in the related PPTL that is used to calculate the Purchase Price of the Mortgage Loans included in such Mortgage Loan Package.

PPTL:  With respect to each Mortgage Loan and Mortgage Loan Package, the Purchase Price and Terms Letter, substantially in the form of Exhibit 6 attached hereto, confirming the sale by Seller and the purchase by the Purchaser of the Mortgage Loan Package on the related Closing Date.

Purchaser:  The Person listed as such in the initial paragraph of this Agreement, together with its successors and assigns as permitted under the terms of this Agreement.

Qualified Appraiser:  With respect to each Mortgage Loan, an appraiser, duly appointed by the originator, who had no interest, direct or indirect in the Mortgaged Property or in any loan made on the security thereof, and whose compensation is not affected by the approval or disapproval of the Mortgage Loan, and such appraiser and the appraisal made by such appraiser both satisfy the requirements of Fannie Mae or Freddie Mac (including but not limited to the Home Valuation Code of Conduct) and Title XI of FIRREA and the regulations promulgated thereunder, all as in effect on the date the Mortgage Loan was originated.

Qualified Insurer:  An insurance company duly qualified as such under the laws of the states in which the Mortgaged Properties are located, duly authorized and licensed in such states to transact the applicable insurance business and to write the insurance provided by the insurance policy issued by it, approved as an insurer by Fannie Mae and Freddie Mac.

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Rating Agencies: Standard & Poor’s Ratings Services, a division of The McGraw- Hill Companies, Inc., Moody’s Investors Service, Inc., Fitch, Inc. or, in the event that some or all ownership of the Mortgage Loans is evidenced by mortgage-backed securities, the nationally recognized rating agencies issuing ratings with respect to such securities, if any.

Reconciled Market Value: The estimated market value of the Mortgaged Property or REO Property that is reasonably determined by the Servicer based on different results obtained from different permitted valuation methods or at different time periods, all in accordance with Customary Servicing Procedures.

Reconstitution Agreement:  The agreement or agreements entered into by the Seller and the Purchaser and/or certain third parties on the Reconstitution Date or Reconstitution Dates with respect to any or all of the Mortgage Loans serviced hereunder, in connection with a Whole Loan Transfer or a Securitization Transaction as provided in Subsection 32.01.

Reconstitution Date:  The date or dates on which any or all of the Mortgage Loans serviced under this Agreement shall be removed from this Agreement and reconstituted as part of a Whole Loan Transfer or Securitization Transaction pursuant to Section 32 hereof.  On such date, the Mortgage Loans transferred shall cease to be covered by this Agreement and the Seller shall service such Mortgage Loans under the Reconstitution Agreement and shall cease to service such Mortgage Loans under this Agreement.

Record Date:  The close of business of the last Business Day of the month preceding the month of the related Remittance Date.

Regulation AB:  Subpart 229.1100 – Asset Backed Securities (Regulation AB), 17 C.F.R.  §§229.1100-229.1123, as such may be amended from time to time, and subject to such clarification and interpretation as have been provided by the Commission in the adopting release (Asset-Backed Securities, Securities Act Release No. 33-8518, 70 Fed. Reg. 1,506, 1,531 (Jan. 7, 2005)) or by the staff of the Commission, or as may be provided by the Commission or its staff from time to time.

Regulation AB Compliance Addendum:  Addendum I attached hereto and incorporated herein by reference thereto.

Refinanced Mortgage Loan:  A Mortgage Loan which was made to a Mortgagor who owned the Mortgaged Property prior to the origination of such Mortgage Loan and the proceeds of which were used in whole or part to satisfy an existing mortgage.

REMIC:  A “real estate mortgage investment conduit” within the meaning of Section 860D of the Code.

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Remittance Date:  The 18th day (or if such 18th day is not a Business Day, the first Business Day immediately preceding such 18th day) of any month, beginning with the First Remittance Date with respect to each Mortgage Loan Package.

REO Disposition:  The final sale by the Servicer or the Purchaser of an REO Property.

REO Disposition Proceeds:  All amounts received with respect to an REO Disposition pursuant to Subsection 11.13.

REO Property:  A Mortgaged Property acquired by the Servicer through foreclosure or deed in lieu of foreclosure, as described in Subsection 11.13.

Repurchase Price:  With respect to any Mortgage Loan, a price equal to (i) the product of the Purchase Price Percentage and the Stated Principal Balance of the Mortgage Loan, plus, (ii) interest on such outstanding principal balance at the related Mortgage Loan Remittance Rate from the last date through which interest was last paid and distributed to the Purchaser to the last day of the month in which such repurchase occurs, plus, (iii) reasonable and customary third party expenses incurred in connection with the transfer of the Mortgage Loan being repurchased; provided, however, that if at the time of repurchase the Servicer is not the Seller or an affiliate of the Seller, the amount described in clause (ii) shall be computed at the sum of (i) the Mortgage Loan Remittance Rate and (ii) the Servicing Fee Rate.

Residential Dwelling:  Any one of the following: (i) a detached one-family dwelling, (ii) a detached two- to four-family dwelling, (iii) a one-family dwelling unit in a condominium project or (iv) a one-family dwelling in a planned unit development, none of which is a cooperative, mobile or manufactured home.

Securities Act:  The Securities Act of 1933, as amended.

Securitization Transaction:  Any transaction involving either (1) a sale or other transfer of some or all of the Mortgage Loans directly or indirectly by the Purchaser to an issuing entity in connection with an issuance of publicly offered or privately placed, rated or unrated mortgage-backed securities or (2) an issuance of publicly offered or privately placed, rated or unrated securities, the payments on which are determined primarily by reference to one or more portfolios of residential mortgage loans consisting, in whole or in part, of some or all of the Mortgage Loans.

Seller: First Republic Bank, or its successor in interest or any successor to the Seller under this Agreement appointed as herein provided.

Servicer:  First Republic Bank, or its successor in interest or any successor to the Servicer under this Agreement appointed as herein provided.

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Servicing Advances:  All customary, reasonable and necessary out-of-pocket costs and expenses incurred in the performance by the Servicer of its servicing obligations, including, but not limited to, the cost of (a) the preservation, restoration and protection of the Mortgaged Property, (b) any enforcement or judicial proceedings, including foreclosures, (c) the management and liquidation of the Mortgaged Property if the Mortgaged Property is acquired in satisfaction of the Mortgage, and (d) payments made by the Servicer with respect to a Mortgaged Property pursuant to Subsection 11.08.

Servicing Fee:  With respect to each Mortgage Loan, the amount of the annual fee the Purchaser shall pay to the Servicer, which shall, for each month, be equal to one-twelfth of the product of the applicable Servicing Fee Rate and the Stated Principal Balance of such Mortgage Loan.  Such fee shall be payable monthly, computed on the basis of the same principal amount and period respecting which any related interest payment on a Mortgage Loan is computed.  The obligation of the Purchaser to pay the Servicing Fee is limited to, and payable solely from, the interest portion (including recoveries with respect to interest from Liquidation Proceeds and other proceeds, to the extent permitted by Subsection 11.05) of related Monthly Payments collected by the Servicer, or as otherwise provided under Subsection 11.05.

Servicing Fee Rate:  With respect to each Mortgage Loan, the per annum rate set forth on the related Mortgage Loan Schedule or if not specified thereon, in the related PPTL.

Servicing Officer:  Any officer of the Servicer involved in, or responsible for, the administration and servicing of the Mortgage Loans whose name appears on a list of servicing officers furnished to the Purchaser by the Servicer, as such list may be amended from time to time.

Stated Principal Balance:  As to any Mortgage Loan and date of determination, the unpaid principal balance of such Mortgage Loan as of the most recent Due Date as determined by the amortization schedule for the Mortgage Loan at the time relating thereto (before any adjustment to such amortization schedule by reason of any moratorium or similar waiver or grace period) after giving effect to any previous Servicing Modification, Principal Prepayments and Liquidation Proceeds allocable to principal and to the payment of principal due on such Due Date (but not unscheduled Principal Prepayments received on such Due Date) and irrespective of any delinquency in payment by the related Mortgagor.

Substitute Mortgage Loan:  A mortgage loan substituted by the Seller for a Deleted Mortgage Loan which must, on the date of such substitution, be approved by the Purchaser and meet the conditions described in Section 7.03(b) of this Agreement.

Transfer Date:  The date or dates, set forth in the related PPTL, on which the servicing related provisions of this Agreement will become effective and the Servicer will begin servicing the Mortgage Loans for the benefit of the Purchaser.

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Underwriting Guidelines:  The written underwriting guidelines in effect as of the origination date of such Mortgage Loans, attached hereto as Exhibit 3, as may be updated and incorporated into Exhibit 3 from time to time by attaching such updates to the PPTL.

USA Patriot Act: Uniting and Strengthening America by Providing Appropriate Tools Required to Intercept and Obstruct Terrorism Act of 2001, as amended.

USPAP: The Uniform Standards of Professional Appraisal Practice, as amended and in effect from time to time.

Whole Loan Transfer:  Any sale or transfer by the Purchaser of some or all of the Mortgage Loans (including an Agency Transfer), other than a Securitization Transaction.

SECTION 2.  Purchase and Conveyance.

The Seller agrees to sell and the Purchaser agrees to purchase from time to time, without recourse, but subject to the terms of this Agreement and on a servicing retained basis, all right, title and interest of the Seller in and to the Mortgage Loans in a Mortgage Loan Package having a Stated Principal Balance in an amount as set forth in the related PPTL, or in such other amount as agreed by the Purchaser and the Seller as evidenced by the actual aggregate principal balance of the Mortgage Loan Package accepted by the Purchaser on the related Closing Date, together with the related Mortgage Files and all rights and obligations arising under the documents contained therein, other than the servicing rights to such Mortgage Loans.

With respect to each Mortgage Loan, the Purchaser shall own and be entitled to (1) the principal portion of all Monthly Payments due after the related Cut-off Date, (2) all other recoveries of principal collected after the related Cut-off Date (provided, however, that the principal portion of all Monthly Payments due on or before the related Cut-off Date and collected by the Seller or any successor servicer after the related Cut-off Date shall belong to the Seller), and (3) all payments of interest on the Mortgage Loans at the Mortgage Loan Remittance Rate (minus that portion of any such payment which is allocable to the period prior to the related Cut-off Date).  The Stated Principal Balance of each Mortgage Loan as of the related Cut-off Date is determined after application of payments of principal due on or before the related Cut-off Date whether or not collected, together with any unscheduled Principal Prepayments collected prior to the related Cut-off Date; provided, however, that Monthly Payments for a Due Date beyond the Cut-off Date shall not be applied to reduce the principal balance.  Such Monthly Payments shall be the property of the Purchaser.  The Seller shall remit any such Monthly Payments to the Purchaser on the Remittance Date following collection thereof.

SECTION 3.  Mortgage Loan Schedule.

The Seller shall deliver the Mortgage Loan Schedule (which will be annexed to the related PPTL) to the Purchaser at least two (2) Business Days prior to the related Closing Date.

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SECTION 4.  Purchase Price.

The Purchase Price for the Mortgage Loans being acquired on a Closing Date shall be equal to the sum of (a) the product of (i) the Purchase Price Percentage stated in the related PPTL (subject to adjustment as provided therein) and (ii) the Stated Principal Balance of the Mortgage Loans listed on the related Mortgage Loan Schedule, plus (b) an amount equal to accrued interest on the aggregate Stated Principal Balance of the Mortgage Loans at the weighted average Mortgage Interest Rate of such Mortgage Loans from the related Cut-off Date through the day prior to the related Closing Date, both inclusive (assuming 30/360) (the “Purchase Price”). If so provided in the related PPTL, portions of the Mortgage Loans shall be priced separately.

The Purchase Price as set forth in the preceding paragraph for the Mortgage Loans shall be paid on the related Closing Date by wire transfer of immediately available funds.

SECTION 5.  Examination of Mortgage Files.

The Seller shall, at the direction of the Purchaser, deliver to the Purchaser or its designee in escrow, for examination with respect to each Mortgage Loan to be purchased on the related Closing Date, the related Mortgage File in hard copy or in digital format on compact disks or DVD.  Such examination may be made by the Purchaser or its designee at any reasonable time before or after the related Closing Date.  In connection with any such examination, the Purchaser and its designee may contact any Mortgagor or any employer of a Mortgagor or any other third party only for the express purpose of verification of employment information in the Mortgage File, without the prior written consent of the Seller.  If the Purchaser makes such examination prior to the Closing Date and identifies any Mortgage Loans that do not conform to the terms of the related PPTL, the terms of this Agreement or the Purchaser's underwriting standards, such Mortgage Loans may, at the Purchaser's option, be rejected for purchase by the Purchaser.  If not purchased by the Purchaser, such Mortgage Loans shall be deleted from the related Mortgage Loan Schedule.  The Purchaser may, at its option and without notice to the Seller, purchase all or part of the Mortgage Loan package without conducting any partial or complete examination. The fact that the Purchaser has conducted or has determined not to conduct any partial or complete examination of the Mortgage Files shall not affect the Purchaser’s (or any of its successors’) rights to demand repurchase or other relief or remedy provided for in this Agreement.

SECTION 6.  Delivery of Mortgage Loan Documents.

Subsection 6.01  Possession of Mortgage Files.

Originals or copies of all documents listed on Exhibit 2 and comprising the Mortgage File, other than the Mortgage Loan Documents, shall be delivered to the Purchaser or its designee on or prior to the related Closing Date.  Originals of the contents of each Mortgage File not delivered to the Purchaser or the custodian appointed by the Purchaser are and shall be held in trust by the Servicer for the benefit of the Purchaser as the owner thereof and shall be available for review by the Purchaser upon request.  The Servicer’s possession of any portion of each such Mortgage File is at the will of the Purchaser for the sole purpose of facilitating servicing of the Mortgage Loans pursuant to this Agreement, and such retention and possession by the Servicer shall be in a custodial capacity only.  The ownership of each Mortgage Note, Mortgage and the contents of each Mortgage File is vested in the Purchaser and the ownership of all records and documents with respect to the related Mortgage Loan prepared by or which come into the possession of the Servicer shall immediately vest in the Purchaser and shall be retained and maintained, in trust, by the Servicer at the will of the Purchaser in such custodial capacity only.  The copies of the Mortgage File retained by the Servicer with respect to each Mortgage Loan pursuant to this Agreement shall be appropriately identified in the Servicer’s computer system to reflect clearly the ownership of such related Mortgage Loan by the Purchaser.  The Servicer shall release from its custody the contents of any Mortgage File retained by it only in accordance with this Agreement, except when such release is required in connection with a repurchase of any such Mortgage Loan pursuant to Subsection 7.03 of this Agreement or if required under applicable law or court order.

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Any review by the Purchaser or its designee of the Mortgage Files shall in no way alter or reduce the Seller’s obligations hereunder.

If the Purchaser or its designee discovers any defect that is a breach of a representation or warranty contained in Section 7.01 or Section 7.02 herein with respect to any document constituting part of a Mortgage File, the Purchaser shall, or shall cause its designee to, give written specification of such defect to the Seller and the Seller shall cure or repurchase such Mortgage Loan in accordance with Section 7.03.

Subsection 6.02  Books and Records.

The sale of each Mortgage Loan will be reflected on the Seller’s balance sheet and other financial statements as a sale of assets by the Seller.  The Seller shall maintain a complete set of books and records for the Mortgage Loans sold by it which shall be appropriately identified in the Seller’s computer system to clearly reflect the ownership of the Mortgage Loans by the Purchaser.

The Purchaser shall have the right, at its expense, upon reasonable notice to the Seller, during business hours or at such other times as might be reasonable under applicable circumstances, to examine and audit any and all of the books, records or other information of the Seller whether held by the Seller or by another on behalf of the Seller which relate to the performance or observance by the Seller of the terms, covenants or conditions of this Agreement, and to discuss such books, records or other information with an officer or employee of the Seller who is knowledgeable about the matters contained therein, upon Purchaser's reasonable request.

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Subsection 6.03  Delivery of Mortgage Loan Documents.

The Seller shall deliver and release to the Purchaser or the custodian appointed by the Purchaser the Mortgage Loan Documents no later than four (4) Business Days prior to the related Closing Date or, upon the request of the Purchaser, earlier, if necessary or desirable to facilitate a review. If the Seller cannot deliver the original recorded Mortgage Loan Documents on the related Closing Date, the Seller shall, promptly upon receipt thereof and in any case not later than 120 days from the Closing Date, deliver such original recorded documents to the Purchaser or the appointed custodian (unless the Seller is delayed in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office).  If delivery is not completed within 120 days of the related Closing Date solely because such documents shall not have been returned by the appropriate recording office, the Seller shall deliver such document to Purchaser, or the appointed custodian, within such time period as specified in a Seller’s Officer’s Certificate.  In the event that documents have not been received by the date specified in the Seller’s Officer’s Certificate, a subsequent Seller’s Officer’s Certificate shall be delivered by such date specified in the prior Seller’s Officer’s Certificate, stating a revised date for receipt of documentation.  The procedure shall be repeated until the documents have been received and delivered. The Seller shall use its best efforts to effect delivery of all delayed recorded documents within 180 days of the related Closing Date.  If delivery of all Mortgage Loan Documents with respect to any Mortgage Loan is not completed within 360 days of the related Closing Date then, at Purchaser’s option, the Seller shall repurchase such Mortgage Loan in such manner set forth in Section 7.03.

The Seller shall forward to the Purchaser, or its designee, original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into within one week of their execution and shall also provide the original of any document submitted for recordation or a copy of such document certified by the appropriate public recording office to be a true and complete copy of the original within five (5) days of its return from the appropriate public recording office.

Subsection 6.04  Helping Families Act Notice

Within thirty (30) days following the Closing Date in respect of a Mortgage Loan, the Seller shall furnish to the borrower of such Mortgage Loan the notice required by, and in accordance with, Section 404 of the Helping Families Act.  In addition, in connection with any Securitization Transaction with respect to any of the Mortgage Loans, the Seller shall furnish to each related borrower, within thirty (30) days following the closing date with respect to such Securitization Transaction, a notice with respect to such assignment substantially in the form of Exhibit 8 attached hereto (using information provided to Seller by Purchaser), which notice shall identify the Securitization Transaction trust as the new owner of the Mortgage Loan and include any other information required by the Helping Families Act.

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SECTION 7.   Representations, Warranties and Covenants; Remedies for Breach.

Subsection 7.01  Representations and Warranties Regarding Individual Mortgage Loans.

The Seller and, solely as specified below, the Servicer, hereby represent and warrant to the Purchaser that, as to each Mortgage Loan, as of the related Closing Date or such other date specified herein:

(a)           Property Valuation:  Each Mortgage File contains a written appraisal prepared by an appraiser licensed or certified by the applicable governmental body in which the mortgaged property is located and in accordance with the requirements of Title XI of FIRREA.  The appraisal was written, in form and substance, to (i) customary Fannie Mae or Freddie Mac standards for mortgage loans of the same type as such Mortgage Loans and (ii) USPAP standards, and satisfies applicable legal and regulatory requirements. The appraisal was made and signed prior to the final approval of the Mortgage Loan application.  The person performing any property valuation (including an appraiser) received no benefit from, and such person's compensation or flow of business from the originator was not affected by, the approval or disapproval of the Mortgage Loan.  The selection of the person performing the property valuation was made independently of the broker (where applicable) and the originator's loan sales and loan production personnel. The selection of the appraiser met the criteria of Fannie Mae and Freddie Mac for selecting an independent appraiser.

(b)           Income/Employment/Assets:  With respect to each Mortgage Loan the originator verified the borrower's income, employment, and assets in accordance with its written Underwriting Guidelines and employed procedures designed to authenticate the documentation supporting such income, employment, and assets.

(c)           Occupancy:  The originator has given due consideration to factors, including but not limited to, other real estate owned by the borrower, commuting distance to work, appraiser comments and notes, the location of the property and any difference between the mailing address active in the servicing system and the subject property address to evaluate whether the occupancy status of the property as represented by the borrower is reasonable.  All owner occupied properties are occupied by the owner at the time of purchase of the mortgage.

(d)           Data:  The information set forth in the related Mortgage Loan Schedule, including any diskette or other related data tapes sent to the Purchaser, is complete, true and correct in all material respects. The information on the Mortgage Loan Schedule and the information provided are consistent with the contents of the originator's records and the Mortgage File.  The Mortgage Loan Schedule contains all the fields indicated in Exhibit 9.  Any seller or builder concession has been subtracted from the appraised value of the mortgaged property for purposes of determining the LTV and CLTV. Except for information specified to be as of the origination date of the Mortgage Loan, the Mortgage Loan Schedule contains the most current information possessed by the originator.  No appraisal or other property valuation referred to or used to determine any data listed on the Mortgage Loan Schedule was more than 3 months old at the time of the Mortgage Loan closing.

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(e)           Fraud:   No fraud, material misrepresentation or negligence has taken place in connection with the origination or servicing of the Mortgage Loan on the part of (1) the originator, (2) the borrower, (3) any broker or correspondent, (4) any appraiser, escrow agent, closing attorney or title company involved in the origination of the Mortgage Loan or (5) the Servicer.

(f)           Underwriting:   Each Mortgage Loan either (i) was underwritten in conformance with the originator's Underwriting Guidelines in effect at the time of origination without regard to any underwriter discretion or (ii) if not underwritten in conformance with the originator's guidelines, has reasonable and documented compensating factors. The methodology used in underwriting the extension of credit for the Mortgage Loan includes objective mathematical principles that relate to the relationship between the borrower's income, assets and liabilities and the proposed payment.  The credit score used in applying the originator's Underwriting Guidelines was the Credit Score.

(g)           Mortgage Insurance:  Except as indicated for pledged asset loans, if a Mortgage Loan has an LTV greater than 80%, the Mortgage Loan has mortgage insurance in accordance with the terms of the Fannie Mae Guide or the Freddie Mac Guide and is insured as to payment defaults by a Primary Mortgage Insurance Policy issued by a Qualified Insurer. All provisions of such Primary Mortgage Insurance Policy have been and are being complied with, such policy is in full force and effect and all premiums due thereunder have been paid. No action, inaction or event has occurred and no state of facts exists that has, or will result in the exclusion from, denial of, or defense to coverage. Any Mortgage Loan subject to a Primary Mortgage Insurance Policy obligates the Mortgagor thereunder to maintain the Primary Mortgage Insurance Policy and to pay all premiums and charges in connection therewith. To the extent a Mortgage Loan is insured under an LPMI policy, the Mortgage Interest Rate for the Mortgage Loan as set forth on the related Mortgage Loan Schedule is net of any such premium.

(h)           Regulatory Compliance:  Any and all requirements of any federal, state or local law including, without limitation, usury, truth-in-lending, real estate settlement procedures, consumer credit protection, equal credit opportunity, fair housing, or disclosure laws applicable to the Mortgage Loan have been complied with in all material respects.  No Mortgage Loan is a “high cost” or “covered” loan, as defined by any applicable federal, state or local predatory or abusive lending law, and no Mortgage Loan has a percentage listed under the Indicative Loss Severity Column (the column that appears in the Standard & Poor's Anti-Predatory Lending Law Update Table, included in the then-current Standard & Poor's LEVELS® Glossary of Terms on Appendix E). No Mortgage Loan secured by property located in the State of Georgia was originated on or after October 1, 2002 and prior to March 7, 2003. No Mortgage Loan originated on or after March 7, 2003 is a “high cost home loan” as defined under the Georgia Fair Lending Act.   No borrower was encouraged or required to select a loan product offered by an originator that was a higher cost product designed for less-creditworthy borrowers, unless at the time of the Mortgage Loan's origination, such borrower did not qualify, taking into account credit history and debt-to-income ratios, for a lower cost credit product then offered by such originator or any affiliate of such originator.   There does not exist on the related Mortgaged Property any hazardous substances, hazardous wastes or solid wastes, as such terms are defined in the Comprehensive Environmental Response Compensation and Liability Act, the Resource Conservation and Recovery Act of 1976, or other federal, state or local environmental legislation including, without limitation, asbestos.   There is no pending action or proceeding directly involving the Mortgaged Property in which compliance with any environmental law, rule or regulation is an issue; there is no violation of any environmental law, rule or regulation with respect to the Mortgaged Property; and nothing further remains to be done to satisfy in full all requirements of each such law, rule or regulation constituting a prerequisite to use and enjoyment of such Mortgaged Property.  The Seller has complied with all applicable anti-money laundering laws and regulations, including without limitation the USA Patriot Act of 2001 (collectively, the “Anti-Money Laundering Laws”); the Seller has established an anti-money laundering compliance program as required by the Anti-Money Laundering Laws, has conducted the requisite due diligence in connection with the origination of each Mortgage Loan for purposes of the Anti-Money Laundering Laws, including with respect to the legitimacy of the applicable Mortgagor and the origin of the assets used by said Mortgagor to purchase the property in question, and maintains, and will maintain, sufficient information to identify the applicable Mortgagor for purposes of the Anti-Money Laundering Laws. Any breach of any representations made in this clause (h) shall be deemed to materially and adversely affect the value of the Mortgage Loan and shall require a repurchase of the affected Mortgage Loan to the extent such breach is not cured as set forth in Section 7.03(a).

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(i)           Borrower: As of the related Closing Date, the Mortgagor is not in bankruptcy and is not insolvent and no circumstances or conditions exist with respect to the Mortgage, the Mortgaged Property, the Mortgagor or the Mortgagor's credit standing that could reasonably be expected to cause investors to regard the Mortgage Loan as an unacceptable investment, cause the Mortgage Loan to become delinquent or materially adversely affect the value or marketability of the Mortgage Loan.  Either the Mortgagor is a natural person who is legally permitted to reside in the United States or the Mortgagor is an inter-vivos trust acceptable to Fannie Mae.  No borrower had a prior bankruptcy in the last seven years.  No borrower previously owned a property in the last seven years that was the subject of a foreclosure during the time the borrower was the owner of record.

(j)           Source of Loan Payments: No loan payment has been escrowed as part of the loan proceeds on behalf of the borrower.  No payments due and payable under the terms of the Mortgage Note and Mortgage or deed of trust, except for seller or builder concessions, have been paid by any person who was involved in, or benefited from, the sale or purchase of the Mortgaged Property or the origination, refinancing, sale, purchase or servicing of the Mortgage Loan other than the borrower.

(k)          Down Payment: The borrower has contributed at least 5% of the Purchase Price with his/her own funds.

(l)           No Prior Liens:  The Seller is the sole owner and holder of the Mortgage Loan and the indebtedness evidenced by the Mortgage Note, and upon recordation the Purchaser or its designee will be the owner of record of the Mortgage and the indebtedness evidenced by the Mortgage Note, and upon the sale of the Mortgage Loan to the Purchaser, the Seller will retain the Mortgage File in trust for the Purchaser.   Each sale of the Mortgage Loan from any prior owner or the Seller was in exchange for fair equivalent value, and the prior owner or the Seller, as applicable, was solvent both prior to and after the transfer and had sufficient capital to pay and was able to pay its debts as they would generally mature. Immediately prior to the transfer and assignment to the Purchaser on the related Closing Date, the Mortgage Loan, including the Mortgage Note and the Mortgage, was not subject to an assignment or pledge, and the Seller had good and marketable title to and was the sole owner thereof and had full right to transfer and sell the Mortgage Loan to the Purchaser free and clear of any encumbrance, equity, lien, pledge, charge, claim or security interest. The Seller has the full right and authority subject to no interest or participation of, or agreement with, any other party, to sell and assign the Mortgage Loan pursuant to this Agreement and following the sale of the Mortgage Loan, the Purchaser will own such Mortgage Loan free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest. The Seller intends to relinquish all rights to possess, control and monitor the Mortgage Loan, except for purposes of servicing the Mortgage Loan as set forth in this Agreement.

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(m)           Enforceability and Priority of Lien: The related Mortgage is a valid, subsisting, enforceable and perfected first lien on the Mortgaged Property, including all buildings on the Mortgaged Property, and all installations and mechanical, electrical, plumbing, heating and air conditioning systems affixed to such buildings, and all additions, alterations and replacements made at any time with respect to the foregoing securing the Mortgage Note's original principal balance. The Mortgage and the Mortgage Note do not contain any evidence of any security interest or other interest or right thereto. Such lien is free and clear of all adverse claims, liens and encumbrances having priority over the first lien of the Mortgage subject only to (1) the lien of non-delinquent current real property taxes and assessments not yet due and payable, (2) covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording which are acceptable to mortgage lending institutions generally and which do not adversely affect the appraised value of the Mortgaged Property as set forth in such appraisal and (3) other matters to which like properties are commonly subject which do not materially interfere with the benefits of the security intended to be provided by the Mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property. Any security agreement, chattel mortgage or equivalent document related to and delivered in connection with the Mortgage Loan establishes and creates a valid, subsisting, enforceable and perfected first lien and first priority security interest on the property described therein, and the Seller has the full right to sell and assign the same to the Purchaser;  There are no mechanics' or similar liens or claims which have been filed for work, labor or material (and no rights are outstanding that under law could give rise to such liens) affecting the related Mortgaged Property which are or may be liens prior to or equal to the lien of the related Mortgage. The related original Mortgage has been recorded or is in the process of being recorded.

(n)           Complete Mortgage Files:   Except as provided in Section 6.03, the Mortgage Note, the Mortgage, the Assignment of Mortgage and the other Mortgage Loan Documents set forth in Exhibit 2 and required to be delivered on the related Closing Date have been delivered to the Purchaser or its designee in compliance with the specific requirements of this Agreement. With respect to each Mortgage Loan, the Seller is in possession of a complete Mortgage File including all documents used in the qualification of the borrower except for such documents as have been delivered to the Purchaser or its designee.  In the event the Mortgage is a deed of trust, a trustee, authorized and duly qualified under applicable law to serve as such, has been properly designated, is named in the Mortgage and currently so serves, and no fees or expenses are or will become payable by the Purchaser to the trustee under the deed of trust, except in connection with a trustee's sale after default by the borrower.

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(o)           No Modifications: The terms of the Mortgage Note and the Mortgage have not been impaired, waived, altered or modified in any material respect, except by a written instrument that, if required by applicable law, has been recorded or is in the process of being recorded.  The substance of any such waiver, alteration or modification has been approved by the issuer of any related Primary Mortgage Insurance Policy and title insurance policy, to the extent required by such policies, the terms of such waiver, alteration or modification have been reflected in the Mortgage Loan Schedule and the written instrument reflecting such terms has been included in the Mortgage File.  No Mortgagor has been released, in whole or in part, from the terms of the Mortgage Note and the Mortgage, except in connection with an assumption agreement which is part of the Mortgage File and the terms of which are reflected in the related Mortgage Loan Schedule.  The Mortgage has not been satisfied, canceled or  subordinated, in whole or in part, or rescinded, and the Mortgaged Property has not been released from the lien of the Mortgage, in whole or in part, nor has any instrument been executed that would effect any such release, cancellation, subordination or rescission. The Seller has not waived the performance by the Mortgagor of any action, if the Mortgagor's failure to perform such action would cause the Mortgage Loan to be in default, nor has the Seller waived any default resulting from any action or inaction by the Mortgagor.

(p)           Taxes Paid:  All taxes, governmental assessments, insurance premiums, water, sewer and municipal charges, leasehold payments or ground rents which previously became due and owing have been paid by the borrower, or escrow funds from the borrower have been established in an amount sufficient to pay for every such escrowed item which remains unpaid and which has been assessed but is not yet due and payable.

(q)           No Damage/Condemnation:  Each Mortgaged Property is undamaged by waste, fire, hurricane, earthquake or earth movement, windstorm, flood, tornado or other casualty adversely affecting the value of a Mortgaged Property or the use for which the premises were intended, and each Mortgaged Property is in substantially the same condition it was at the time the most recent Appraised Value was obtained. There is no proceeding pending or threatened for the total or partial condemnation of any Mortgaged Property.

(r)           Fee Simple Estate / No Encroachments / Compliance with Zoning:  The Mortgage creates a first lien or a first priority ownership interest in an estate in fee simple in real property securing the related Mortgage Note.  All improvements subject to the Mortgage which were considered in determining the Appraised Value of the Mortgaged Property lie wholly within the boundaries and building restriction lines of the Mortgaged Property (and wholly within the project with respect to a condominium unit), no improvements on adjoining properties encroach upon the Mortgaged Property except those which are insured against by the title insurance policy referred to in clause (v) below and all improvements on the property comply with all applicable building, zoning and subdivision laws, regulations and ordinances.

(s)           Legally Occupied:  As of the related Closing Date, the Mortgaged Property is lawfully occupied under applicable law, and all inspections, licenses and certificates required to be made or issued with respect to all occupied portions of the Mortgaged Property and, with respect to the use and occupancy of the same, including but not limited to certificates of occupancy and fire underwriting certificates, have been made or obtained from the appropriate authorities.

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(t)           Mortgage Loan Legal and Binding:  The Mortgage Note, the Mortgage, any intervening assignments of the Mortgage and other agreements executed in connection therewith are original and genuine and each is the legal, valid and binding obligation of the maker thereof, enforceable in all respects in accordance with its terms subject to bankruptcy, insolvency, moratorium, reorganization and other laws of general application affecting the rights of creditors and by general equitable principles.  The Seller has taken all action necessary to transfer such rights of enforceability to the Purchaser.  All parties to the Mortgage Note, the Mortgage, any intervening assignments of the Mortgage and other agreements executed in connection therewith, had the legal capacity to enter into the Mortgage Loan and to execute and deliver the Mortgage Note and the Mortgage. The Mortgage Note and the Mortgage have been duly and properly executed by such parties.

(u)           Proceeds Fully Disbursed / Recording Fees Paid:  The proceeds of the Mortgage Loan have been fully disbursed and there is no requirement for future advances thereunder, and any and all requirements as to completion of any on-site or off-site improvements and as to disbursements of any escrow funds therefor have been complied with. All costs, fees and expenses incurred in making or closing the Mortgage Loan and the recording of the Mortgage were paid or are in the process of being paid, and the Mortgagor is not entitled to any refund of any amounts paid or due under the Mortgage Note or Mortgage.

(v)           Existence of Title Insurance:  Each Mortgage Loan (except (1) any Mortgage Loan secured by a Mortgaged Property located in any jurisdiction as to which an opinion of counsel of the type customarily rendered in such jurisdiction in lieu of title insurance is instead received and (2) any Mortgage Loan secured by Cooperative Shares) is covered by an ALTA lender's title insurance policy or other form of policy or insurance generally acceptable to Fannie Mae or Freddie Mac, issued by a title insurer acceptable to Fannie Mae or Freddie Mac and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring (subject to the exceptions contained in (m)(1), (2) and (3) above) the Seller, its successors and assigns, as to the first priority lien of the Mortgage in the original principal amount of the Mortgage Loan.  Additionally, such policy affirmatively insures ingress and egress to and from the Mortgaged Property. Where required by applicable state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. The Seller, its successors and assigns, are the sole insureds of such lender's title insurance policy; such title insurance policy has been duly and validly endorsed to the Purchaser or the assignment to the Purchaser of the Seller's interest therein does not require the consent of or notification to the insurer; and such lender's title insurance policy is in full force and effect and will be in full force and effect upon the consummation of the transactions contemplated by this Agreement and the related PPTL. No claims have been made under such lender's title insurance policy, and no prior holder of the related Mortgage, including the Seller, has done, by act or omission, anything which would impair the coverage of such lender's title insurance policy.  No originator, seller or prior owner of a mortgage loan or other Person has provided or received any unlawful fee, commission, kickback, or other compensation or value of any kind in connection with the title insurance policy.

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(w)           Hazard Insurance:  All buildings or other customarily insured improvements upon the Mortgaged Property are insured by an insurer acceptable under the Fannie Mae Guides, against loss by fire, hazards of extended coverage and such other hazards as are provided for in the Fannie Mae Guides or by the Freddie Mac Guides, in an amount representing coverage not less than the lesser of (i) the maximum insurable value of the improvements securing such Mortgage Loans and (ii) the greater of (a) the outstanding principal balance of the Mortgage Loan and (b) an amount such that the proceeds thereof shall be sufficient to prevent the Mortgagor and/or the Mortgagee from becoming a co-insurer.  If the Mortgaged Property is a condominium unit, it is included under the coverage afforded by a blanket policy for the project. If required by the FDPA, the Mortgage Loan is covered by a flood insurance policy meeting the requirements of the current guidelines of the Federal Insurance Administration and conforming to Fannie Mae and Freddie Mac requirements, in an amount not less than the amount required by the FDPA. Such policy was issued by an insurer acceptable under the Fannie Mae Guides or the Freddie Mac Guides. The Mortgage obligates the Mortgagor thereunder to maintain all such insurance at the Mortgagor's cost and expense, and upon the Mortgagor's failure to do so, authorizes the holder of the Mortgage to maintain such insurance at the Mortgagor's cost and expense and to seek reimbursement therefor from the Mortgagor. All such standard hazard and flood policies are in full force and effect and on the date of origination contained a standard mortgagee clause naming the Seller and its successors in interest and assigns as loss payee; such clause is still in effect and all premiums due on any such policies have been paid in full.  No obligated party or borrower, or any other Person, has engaged in any act or omission that would impair the coverage of any such insurance policy, the benefits of the endorsement provided for therein, or the validity and binding effect of either, including, without limitation, the provision or receipt of any unlawful fee, commission, kickback, or other compensation or value of any kind. No action, inaction, or event has occurred and no state of facts exists or has existed that has resulted or will result in the exclusion from, denial of, or defense to coverage under any such insurance policies, regardless of the cause of such failure of coverage.

(x)           No Default:  There is no default, breach, violation or event of acceleration existing under the Mortgage or the related Mortgage Note and no event which, with the passage of time or with notice and the expiration of any grace or cure period, would constitute a default, breach, violation or event permitting acceleration; and neither the Seller nor any prior mortgagee has waived any default, breach, violation or event permitting acceleration.  No foreclosure action is currently threatened or has been commenced with respect to any Mortgaged Property.

(y)           No Rescission:  The Mortgage Note and the Mortgage are not subject to any right of rescission, set-off, counterclaim or defense, including, without limitation, the defense of usury, nor will the operation of any of the terms of the Mortgage Note or the Mortgage, or the exercise of any right thereunder, render the Mortgage Note or Mortgage unenforceable, in whole or in part, or subject to any right of rescission, set-off, counterclaim or defense, including the defense of usury, and no such right of rescission, set-off, counterclaim or defense has been asserted with respect thereto.  The Mortgagor was not a debtor at the time of origination of the Mortgage Loan and is not currently a debtor in any state or federal bankruptcy or insolvency proceeding.

(z)           Enforceable Right of Foreclosure: The Mortgage relating to a Mortgaged Property contains customary and enforceable provisions such as to render the rights and remedies of the holder thereof adequate for the realization against such Mortgaged Property of the benefits of the security provided thereby. There is no homestead or other exemption available to the Mortgagor which would interfere with the right to sell the Mortgaged Property at a trustee's sale or the right to foreclose on the Mortgage.

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(aa)           Mortgaged Property is 1-4 Family:  The Mortgaged Property consists of a single parcel of real property with a detached single family residence erected thereon, or a townhouse, or a two-to four-family dwelling, or an individual condominium unit in a condominium project, or an individual unit in a planned unit development or a de minimis planned unit development, provided, however, that no residence or dwelling is a mobile home. As of the date of origination, no portion of the Mortgaged Property was used for commercial purposes, and since the date or origination no portion of the Mortgaged Property has been used for commercial purposes.

(bb)           Mortgage Loan Qualifies for REMIC:  Each Mortgage Loan constitutes a qualified mortgage under Section 860G(a)(3)(A) of the Code and Treasury Regulations Section 1.860G-2(a)(l).

(cc)           Lost Note Affidavit:  With respect to any Mortgage Loan as to which an affidavit has been delivered to the Purchaser certifying that the original Mortgage Note is no longer in existence, if such Mortgage Loan is subsequently in default, the enforcement of such Mortgage Loan will not be materially adversely affected by the absence of the original Mortgage Note;

(dd)           Doing Business:  All parties which have had any interest in the Mortgage, whether as Mortgagee, assignee, pledgee or otherwise, are (or, during the period in which they held and disposed of such interest, were) (A) in compliance with any and all applicable licensing requirements of the laws of the state wherein the Mortgaged Property is located and (B) (1) organized under the laws of such state, (2) qualified to do business in such state, (3) a federal savings and loan association, a national bank, a Federal Home Loan Bank or a savings bank having principal offices in such state or (4) not doing business in such state.

(ee)           Loans Current / Prior Delinquencies:  All payments due on a Mortgage Loan on or prior to the related Closing Date have been made as of the related Closing Date, such Mortgage Loan is not delinquent in payment by more than 30 days and no payment with respect to such Mortgage Loan has been delinquent during the preceding twelve-month period; no payment made on such Mortgage Loan has been dishonored; there are no material defaults under the terms of such Mortgage Loan; and neither the Seller nor any other party has advanced funds or induced, solicited or knowingly received any advance of funds from a party other than the owner of the Mortgaged Property subject to the Mortgage, directly or indirectly, for the payment of any amount required by the Mortgage Loan.

(ff)           [Reserved.]

(gg)           Acceleration of Payments:  The Mortgage contains the usual and enforceable provisions of the originator at the time of origination for the acceleration of the payment of the unpaid principal amount of the Mortgage Loan if the related Mortgaged Property is sold without the prior consent of the Mortgagee thereunder.

(hh)           [Reserved.]

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(ii)            Leasehold Interest Representation And Warranty:  To the extent the Mortgage Loan is secured by a leasehold interest: (1) the borrower is the owner of a valid and subsisting interest as tenant under the lease and is not in default thereunder, (2) the lease is in full force and effect, and is unmodified, (3) all rents and other charges have been paid when due, (4) the lessor under the lease is not in default, (5) the execution, delivery, and performance of the Mortgage do not require the consent (other than the consents that have been obtained and are in full force and effect) under, and will not violate or cause a default under, the terms of the lease, (6) the lease is assignable or transferable, (7) the term of such lease does not terminate earlier than five years after the maturity date of the Mortgage Note, (8) the lease does not provide for termination of the lease in the event of the borrower's default without written notice to the Mortgagee and a reasonable opportunity to cure the default, (9) the lease permits the mortgaging of the related Mortgaged Property and (10) the lease protects the Mortgagee's interests in the event of a property condemnation.

(jj)            Sole Collateral:  With respect to any Mortgage Loan that is not a Cooperative Loan,] As of the related Closing Date, the Mortgage Note is not and has not been secured by any collateral other than the lien of the corresponding Mortgage and the security interest of any applicable security agreement or chattel mortgage referred to in clause (m) above, and such collateral does not serve as security for any other obligation.

(kk)           Full Disclosure:  The Mortgagor has executed a statement to the effect that the Mortgagor has received all disclosure materials required by applicable law with respect to the making of fixed rate or adjustable rate mortgage loans, as applicable.

(ll)            No Graduated Payments:  The Mortgage Loan does not contain “graduated payment” features, does not have a shared appreciation or other contingent interest feature and does not contain any buydown provisions.

(mm)        No Negative Amortization Loans, All 30 Year Mortgages:  The Mortgage Loans have an original term to maturity of not more than 30 years, with interest payable in arrears on the first day of each month. Each Mortgage Note requires a monthly payment which is sufficient to fully amortize the original principal balance over the original term thereof (except in the case of interest only loans) and to pay interest at the related Mortgage Interest Rate. No Mortgage Loan contains terms or provisions which would result in negative amortization.

(nn)          Recordable:  As to any Mortgage Loan which is not a MERS Mortgage Loan, the Assignment of Mortgage is in recordable form and is acceptable for recording under the laws of the jurisdiction in which the Mortgaged Property is located.

(oo)           Payment Terms:  Payments on the Mortgage Loan commenced no more than sixty (60) days after the funds were disbursed in connection with the Mortgage Loan. The Mortgage Note is payable on the first day of each month in equal monthly installments of principal and interest (if not an interest only loan), with interest calculated and payable in arrears, sufficient to amortize the Mortgage Loan fully by the stated maturity date, over an original term of not more than thirty years from commencement of amortization.

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(pp)         Condominiums:  If the Mortgaged Property is a condominium unit or a planned unit development (other than a de minimis planned unit development), or stock in a cooperative housing corporation, such condominium, cooperative or planned unit development project meets the eligibility requirements of Fannie Mae.

(qq)         Servicemembers’ Civil Relief Act:  The Mortgagor has not notified the Seller that it is requesting relief under the Servicemembers' Civil Relief Act, and the Seller has no knowledge of any relief requested or allowed to the Mortgagor under the Servicemembers' Civil Relief Act.

(rr)           Construction:  As of the related Closing Date, no Mortgage Loan was in construction or rehabilitation status and no trade-in or exchange of a Mortgaged Property has been facilitated.

(ss)          Qualified Lender:  The Mortgage Loan was originated by a savings and loan association, a savings bank, a commercial bank, credit union, insurance company or similar institution supervised and examined by a federal or state authority.

(tt)           No Ground Leases:  No Mortgaged Property is subject to a ground lease.

(uu)         No Additional Fees:  With respect to any broker fees collected and paid on any of the Mortgage Loans, all such fees have been properly assessed to the Mortgagor and no claims will arise as to such fees that are double charged and for which the Mortgagor would be entitled to reimbursement.

(vv)         Home Ownership and Equity Protection Act 1994:  None of the Mortgage Loans are subject to the Home Ownership and Equity Protection Act of 1994 or any comparable state law.

(ww)        No Single Credit Insurance:  None of the proceeds of the Mortgage Loan were used to finance single premium credit insurance policies.

(xx)          Principal Advances:  Any principal advances made to the Mortgagor prior to the related Closing Date have been consolidated with the outstanding principal amount secured by the Mortgage, and the secured principal amount, as consolidated, bears a single interest rate and single repayment term. The lien of the Mortgage securing the consolidated principal amount is expressly insured as having first lien priority by a title insurance policy, an endorsement to the policy insuring the Mortgagee's consolidated interest or by other title evidence acceptable to Fannie Mae and Freddie Mac. The consolidated principal amount does not exceed the original principal amount of the Mortgage Loan.

(yy)         Interest Calculation:  Interest on each Mortgage Loan is calculated on the basis of a 360-day year consisting of twelve 30-day months.

(zz)          No Balloon Loans:  No Mortgage Loan is a Balloon Mortgage Loan.

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(aaa)        MERS Loans:  With respect to each MERS Mortgage Loan, a MIN has been assigned by MERS and such MIN is accurately provided on the Mortgage Loan Schedule. The related Assignment of Mortgage to MERS has been duly and properly recorded.   With respect to each MERS Mortgage Loan, the Seller has not received any notice of liens or legal actions with respect to such Mortgage Loan and no such notices have been electronically posted by MERS.

(bbb)       Credit Reporting:  With respect to each Mortgage Loan which has been (or becomes) delinquent 30 days or more at least once since origination, the Seller has fully and accurately furnished complete (favorable or unfavorable) information on the related borrower credit files to Equifax, Experian and Trans Union Credit Information in accordance with the Fair Credit Reporting Act and its implementing regulations.

Subsection 7.02  Seller and Servicer Representations.

The Seller and the Servicer hereby represent and warrant to the Purchaser that, as to itself as of the related Closing Date:

(a)           It is a California corporation, duly organized, validly existing, and in good standing under the laws of the United States and has all licenses necessary to carry on its business as now being conducted and is licensed, qualified and in good standing in the states where the Mortgaged Property is located if the laws of such state require licensing or qualification in order to conduct business of the type conducted by it.  It is an approved seller/servicer in good standing of conventional residential mortgage loans for Fannie Mae or Freddie Mac.  It has corporate power and authority to execute and deliver this Agreement and to perform in accordance herewith; the execution, delivery and performance of this Agreement (including all instruments of transfer to be delivered pursuant to this Agreement) by it and the consummation of the transactions contemplated hereby have been duly and validly authorized.  This Agreement, assuming due authorization, execution and delivery by the Purchaser, evidences the legal, valid, binding and enforceable obligation of it, subject to applicable law except as enforceability may be limited by (i) bankruptcy, insolvency, liquidation, receivership, moratorium, reorganization or other similar laws affecting the enforcement of the rights of creditors and (ii) general principles of equity, whether enforcement is sought in a proceeding in equity or at law.  All requisite corporate action has been taken by it to make this Agreement valid and binding upon it in accordance with the terms of this Agreement.

(b)           No consent, approval, authorization or order is required for the transactions contemplated by this Agreement from any court, governmental agency or body, or federal or state regulatory authority having jurisdiction over it or, if required, such consent, approval, authorization or order has been or will, prior to the related Closing Date, be obtained.

(c)           The consummation of the transactions contemplated by this Agreement are in its ordinary course of business and will not result in the breach of any term or provision of its articles of association or by-laws or result in the breach of any term or provision of, or conflict with or constitute a default under or result in the acceleration of any obligation under, any agreement, indenture or loan or credit agreement or other instrument to which it or its property is subject, or result in the violation of any law, rule, regulation, order, judgment or decree to which it or its property is subject.

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(d)           Its transfer, assignment and conveyance of the Mortgage Notes and the Mortgages pursuant to this Agreement are not subject to the bulk transfer or any similar statutory provisions in effect in any applicable jurisdiction.

(e)           There is no action, suit, proceeding or investigation pending or, to its best knowledge, threatened against it which, either individually or in the aggregate, would result in any material adverse change in its business, operations, financial condition, properties or assets, or in any material impairment of its right or ability to carry on its business substantially as now conducted or which would draw into question the validity of this Agreement or the Mortgage Loans or of any action taken or to be taken in connection with its obligations contemplated herein, or which would materially impair its ability to perform under the terms of this Agreement.

(f)            The Seller is not in material default under any agreement, contract, instrument or indenture to which the Seller is a party or by which it (or any of its assets) is bound, which default would have a material adverse effect on the ability of the Seller to perform under this Agreement, nor has any event occurred which, with the giving of notice, the lapse of time or both, would constitute a default under any such agreement, contract, instrument or indenture and have a material adverse effect on the ability of the Seller to perform its obligations under this Agreement.

(g)           It does not believe, nor does it have any reason or cause to believe, that it cannot perform each and every covenant contained in this Agreement.

(h)           It acknowledges and agrees that the Servicing Fee shall be treated by the Servicer, for accounting and tax purposes, as compensation for the servicing and administration of the Mortgage Loans pursuant to this Agreement.

(i)            It has determined that the disposition of the Mortgage Loans pursuant to this Agreement will be afforded sale treatment for accounting and tax purposes.

(j)            It is solvent and the sale of the Mortgage Loans will not cause it to become insolvent.  The sale of the Mortgage Loans is not undertaken with the intent to hinder, delay or defraud any of its creditors.

(k)           It has not dealt with any broker, investment banker, agent or other person that may be entitled to any commission or compensation in connection with the sale of the Mortgage Loans.

(l)            Neither this Agreement nor any statement, report or other agreement, document or instrument furnished or to be furnished pursuant to this Agreement contains any materially untrue statement of fact or omits to state a fact necessary to make the statements contained therein not misleading.

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Subsection 7.03  Repurchase; Substitution.

(a)           It is understood and agreed that the representations and warranties set forth in Sections 7.01 and 7.02 shall survive the sale of the Mortgage Loans and delivery of the Mortgage File to the Purchaser, or its designee, and shall inure to the benefit of the Purchaser, notwithstanding any restrictive or qualified endorsement on any Mortgage Note or Assignment or the examination, or lack of examination, of any Mortgage Loan Document.  Upon discovery by the Seller, the Servicer or the Purchaser of a breach of any of the foregoing representations and warranties which materially and adversely affects the value of the Mortgage Loans or the interest of the Purchaser in the Mortgage Loans (or which materially and adversely affects the value of a particular Mortgage Loan or the interest of the Purchaser in a particular Mortgage Loan in the case of a representation and warranty relating to such particular Mortgage Loan), the party discovering such breach shall give prompt written notice to the other.  A breach of representations and warranties in Sections 7.01(h), (bb), and (vv) shall be deemed to materially and adversely affect the value of the related Mortgage Loan or the interest of the Purchaser in any Mortgage Loan.  The Seller shall have a period of sixty (60) days from the earlier of its discovery or its receipt of notice of any such breach within which to correct or cure such breach.  The Seller hereby covenants and agrees that if any such breach is not corrected or cured within such sixty (60) day period, the Seller shall, at the Purchaser’s option, (i) repurchase such Mortgage Loan at the Repurchase Price, (ii) substitute a mortgage loan for the defective Mortgage Loan as provided below or (iii) except for a breach of the representation and warranty in Section 7.01(bb), make an indemnification payment in an amount equal to the reduction in value of such Mortgage Loan as a result of such breach, such payment to be made in the manner set forth above in respect of the Purchase Price of a repurchased Mortgage Loan.  In the event that any such breach shall involve any representation or warranty set forth in Section 7.02, and such breach is not cured within sixty (60) days of the earlier of either discovery by or notice to the Seller of such breach, all Mortgage Loans shall, at the option of the Purchaser, be repurchased by the Seller at the Repurchase Price.  Any such repurchase shall be accomplished by wire transfer of the amount of the Repurchase Price to an account designated by the Purchaser.  If the breach of representation and warranty that gave rise to the obligation to repurchase or substitute a Mortgage Loan pursuant to this Section 7.03(a) was the representation and warranty set forth in clause (e) or (h) of Section 7.01, then the Seller shall pay to the Purchaser, concurrently with and in addition to the remedies provided in this Section 7.03(a), an amount equal to any liability, penalty or expense that was actually incurred and paid out of or on behalf of the Purchaser, and that directly resulted from such breach, or if incurred and paid by the Purchaser thereafter, concurrently with such payment.

(b)           If the Seller is required to repurchase any Mortgage Loan pursuant to this Subsection 7.03 as a result of a breach of any of the representations and warranties set forth in Subsection 7.01, the Seller may, with the Purchaser’s prior consent, within two (2) years from the related Closing Date, remove such defective Mortgage Loan from the terms of this Agreement and substitute another mortgage loan for such defective Mortgage Loan, in lieu of repurchasing such defective Mortgage Loan.  Any Substitute Mortgage Loan shall (a) have a principal balance at the time of substitution not in excess of the principal balance of the Deleted Mortgage Loan (the amount of any difference, plus one month’s interest thereon at the Mortgage Loan Remittance Rate borne by the Deleted Mortgage Loan, being paid by the Seller and deemed to be a Principal Prepayment to an account designated by the Purchaser), (b) have a Mortgage Interest Rate not less than, and not more than one percentage point greater than, the Mortgage Interest Rate of the Deleted Mortgage Loan, (c) have a remaining term to stated maturity not later than, and not more than one year less than, the remaining term to stated maturity of the Deleted Mortgage Loan, (d) be, in the reasonable determination of the Purchaser, of the same type, quality and character (including location of the Mortgaged Property) as the Deleted Mortgage Loan as if the breach had not occurred, (e) have a Loan-to-Value Ratio at origination no greater than that of the Deleted Mortgage Loan, (f) have the same lien priority as that of the Deleted Mortgage Loan and (g) be, in the reasonable determination of the Purchaser, in material compliance with the representations and warranties contained in this Agreement and described in Subsection 7.01 as of the date of substitution.

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(c)           The Seller shall amend the related Mortgage Loan Schedule to reflect the withdrawal of the Deleted Mortgage Loan from this Agreement and the substitution of such substitute Mortgage Loan therefor.  Upon such amendment, the Purchaser shall review the Mortgage File delivered to it relating to the substitute Mortgage Loan.  The Monthly Payment on a substitute Mortgage Loan due on the Due Date in the month of substitution shall be the property of the Seller and the Monthly Payment on the Deleted Mortgage Loan for which the substitution is made due on such date shall be the property of the Purchaser.

(d)           It is understood and agreed that the obligation of the Seller set forth in this Subsection 7.03 to cure, repurchase or substitute for a defective Mortgage Loan, and to indemnify Purchaser pursuant to Subsection 12.01, constitutes the sole remedies of the Purchaser respecting a breach of the foregoing representations and warranties.  If the Seller agrees that a breach of a representation or warranty set forth in Subsections 7.01 or 7.02 exists that materially and adversely affects the value of a particular Mortgage Loan or the interest of the Purchaser in a particular Mortgage Loan, and the Seller fails to cure, repurchase or substitute for the defective Mortgage Loan accordance with this Subsection 7.03 or to indemnify Purchaser pursuant to Subsection 12.01, that failure shall be an Event of Default and the Purchaser shall be entitled to pursue all available remedies.  No provision of this paragraph shall affect the rights of the Purchaser to terminate this Agreement for cause, as set forth in Subsections 13.01 and 14.01.

(e)           Any cause of action against the Seller or the Servicer, as applicable, relating to or arising out of the breach of any representations and warranties made in Subsections 7.01 and 7.02 shall accrue as to any Mortgage Loan upon (i) notice thereof by the Purchaser to the Seller or the Servicer, as applicable, (ii) failure by the Seller or the Servicer, as applicable, to cure such breach or repurchase such Mortgage Loan as specified above, and (iii) demand upon the Seller or the Servicer, as applicable, by the Purchaser for compliance with this Agreement.

(f)           In the event that any Mortgage Loan is held by a REMIC, notwithstanding any contrary provision of this Agreement, with respect to any Mortgage Loan that is not in default or as to which no default is imminent, Purchaser may, in connection with any repurchase or substitution of a defective Mortgage Loan pursuant to this Subsection 7.03, require that the Seller deliver, at the Seller’s expense, an Opinion of Counsel to the effect that such repurchase or substitution will not (i) result in the imposition of taxes on “prohibited transactions” of such REMIC (as defined in Section 860F of the Code) or otherwise subject the REMIC to tax, or (ii) cause the REMIC to fail to qualify as a REMIC at any time.

(g)           With respect to any Mortgage Loan listed as having mortgage insurance on the Mortgage Loan Schedule, regardless of whether the insurance is borrower paid or lender paid, if the mortgage insurer rejects, denies, or rescinds a claim on the basis of any defect in connection with the origination of the Mortgage Loan or the servicing of the Mortgage Loan prior to the Closing Date (a “mortgage insurer rejection”), other than as a result of the mortgage insurer’s breach of its obligations or as a result of the mortgage insurer's insolvency, the Seller shall either repurchase such Mortgage Loan at the Repurchase Price or pay the Trust the amount of such claim within thirty (30) days from the date of such mortgage insurer rejection.

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(h)           The  parties agree that the  resolution of any controversy or claim arising out of or relating to an obligation or alleged obligation of the Sellerto repurchase a Mortgage Loan due to a breach of a representation or warranty contained in Section 7.01 hereof shall be  by Arbitration.

If any allegation of a breach of a representation or warranty made in Section 7.01 has not been resolved to the satisfaction of both the Purchaser and the Seller, either party may commence Arbitration to resolve the dispute; provided that a party may commence Arbitration with respect to one or more unresolved allegations only during the months of January, April, July and October, and all matters with respect to which Arbitration has been commenced in any such month shall be heard in a single Arbitration in the immediately following month or as soon as practicable thereafter.  To commence Arbitration, the moving party shall deliver written notice to the other party that it has elected to pursue Arbitration in accordance with this Section 7.03(h), provided that if the Seller has not responded to the Purchaser's notification of a breach of a representation and warranty,  the Purchaser shall not commence Arbitration with respect to that breach before 60 days following such notification in order to provide the Seller with an opportunity to respond to such notification.  Within 10 Business Days after a party has provided notice that it has elected to pursue Arbitration, each party may submit the names of one or more proposed Arbitrators to the other party in writing.  If the parties have not agreed on the selection of an Arbitrator within five Business Days after the first such submission, then the party commencing Arbitration shall, within the next 5 business days, notify the American Arbitration Association in New York, NY and request that it appoint a  single Arbitrator with experience in arbitrating disputes arising in the financial services industry.

It is the intention of the parties that Arbitration shall be conducted in as efficient and cost-effective a manner as is reasonably practicable, without the burden of discovery.  Accordingly, the Arbitrator will resolve the dispute on the basis of a review of the written correspondence between the parties (including any supporting materials attached to such correspondence) conveyed by the parties to each other in connection with the disputeprior to the delivery of notice to commence Arbitration; however, upon a showing of good cause, a party may request the Arbitrator to direct the production of such additional information, evidence and/or documentation from the parties that the Arbitrator deems appropriate.  If requested by the Arbitrator or any party, any hearing with respect to an Arbitration shall be conducted by video conference or teleconference except upon the agreement of both parties or the request of the Arbitrator.

The finding of the Arbitrator shall be final and binding upon the parties. Judgment upon any arbitration award rendered may be entered and enforced in any court of competent jurisdiction. The costs of the  Arbitrator shall be shared equally between both parties.   Each party, however, shall bear its own attorneys fees and costs in connection with the Arbitration.

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Subsection 7.04  Repurchase of Mortgage Loans With Early Payment Default.

In the event that (i) the first Due Date for a Mortgage Loan is prior to the Cut-off Date and the initial Monthly Payment is not made by the related Mortgagor within thirty (30) days of such Due Date or (ii) at any time prior to the first day of the fourth calendar month following the date of origination of a Mortgage Loan, a Monthly Payment on such Mortgage Loan due following the Cut-off Date is not made by the related Mortgagor within thirty (30) days of the related Due Date, then, in any such case, the Seller shall repurchase the affected Mortgage Loans at the Purchase Price, which shall be paid as provided in Subsection 7.03 hereof.  The Seller shall notify the Purchaser of any such default under this Subsection 7.04 within thirty (30) days of any such Mortgage Loan becoming thirty (30) days delinquent.

Subsection 7.05  Purchase Price Protection.

With respect to any Mortgage Loan that prepays in full on or prior to the last day of the third full month following the related Closing Date (or such other date set forth in the related PPTL, the Seller shall reimburse the Purchaser an amount equal to the product of (a) the amount by which Purchase Price Percentage paid by the Purchaser to the Seller for such Mortgage Loan exceeds 100% and (b) the outstanding principal balance of the Mortgage Loan as of the Cut-off Date.  Such payment shall be made within thirty (30) days of such payoff.

SECTION 8.  Closing.

Subsection 8.01  Closing Conditions.

The closing for the purchase and sale of each Mortgage Loan Package shall take place on the respective Closing Date.  The closing shall be either by telephone, confirmed by letter or wire as the parties hereto shall agree, or conducted in person, at such place as the parties hereto shall agree.

The closing for each Mortgage Loan Package shall be subject to the satisfaction of each of the following conditions:

(a)           The Purchaser shall have received, or the Purchaser's attorney shall have received, in escrow, all Closing Documents as specified in Section 8.02, duly executed by all signatories other than the Purchaser;

(b)           all of the representations and warranties of the Seller under this Agreement shall be true and correct as of the related Closing Date (or, with respect to Subsection 7.01, such other date specified therein) in all material respects and no default shall have occurred hereunder which, with notice or the passage of time or both, would constitute an Event of Default hereunder;

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(c)           the Purchaser shall have received from the custodian an initial certification with respect to its receipt of the Mortgage Loan Documents for the related Mortgage Loans; and

(d)           all other terms and conditions of this Agreement and the related PPTL to be satisfied by the Seller shall have been complied with in all material respects.

Upon satisfaction of the foregoing conditions, the Purchaser shall pay to the Seller on such Closing Date the Purchase Price for the related Mortgage Loan Package, plus accrued interest pursuant to Section 4 of this Agreement.

Subsection 8.02  Closing Documents.

(a)            On or before the initial Closing Date, the Seller shall submit to the Purchaser fully executed originals of the following documents:

(i)           this Agreement, in four counterparts;

(ii)          if requested by the Purchaser, a Custodial Account Letter Agreement;

(iii)         if requested by the Purchaser, an Escrow Account Letter Agreement; and

(b)           On or before each Closing Date, the Seller shall submit to the Purchaser fully executed originals of the following documents:

(i)           the related PPTL executed by the Seller and a funding memorandum setting forth the Purchase Price(s), and the accrued interest thereon, for the Mortgage Loan Package;

(ii)          the related Mortgage Loan Schedule and an electronic data file containing information on a loan-level basis; and

(iii)         a certificate or other evidence of merger or change of name, signed or stamped by the applicable regulatory authority, if any of the Mortgage Loans were acquired by the Seller by merger or acquired or originated by the Seller while conducting business under a name other than its present name, if applicable.

SECTION 9.  [Reserved.]

SECTION 10.  Costs.

The Seller and the Servicer shall pay any commissions due their salespeople and the legal fees and expenses of their attorneys.  The Purchaser shall pay the cost of delivering the Mortgage Files to the Purchaser or its designee, the cost of recording the Assignments of Mortgage, any custodial fees incurred in connection with the release of any Mortgage Loan Documents as may be required by the servicing activities hereunder and all other costs and expenses incurred in connection with the sale of the Mortgage Loans by the Seller to the Purchaser, including without limitation the Purchaser’s attorneys’ fees.  The Seller shall pay the cost of delivering the Mortgage Loan Documents to the Purchaser or its designee for each related Closing Date.

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SECTION 11.  Administration and Servicing of Mortgage Loans.

Subsection 11.01  Servicer to Act as Servicer; Subservicing.

Effective as of each related Transfer Date, the Servicer, as an independent contractor, shall service and administer the Mortgage Loans in accordance with this Agreement and Customary Servicing Procedures and the terms of the Mortgage Notes and Mortgages, and shall have full power and authority, acting alone or through subservicers or agents, to do or cause to be done any and all things in connection with such servicing and administration which the Servicer may deem necessary or desirable and consistent with the terms of this Agreement.  The Servicer may perform its servicing responsibilities through agents or independent contractors, but shall not thereby be released from any of its responsibilities hereunder.  Notwithstanding anything to the contrary, the Servicer may delegate any of its duties under this Agreement to one or more of its affiliates without regard to any of the requirements of this section; provided, however, that the Servicer shall not be released from any of its responsibilities hereunder by virtue of such delegation.  The Mortgage Loans may be subserviced by one or more unaffiliated subservicers on behalf of the Servicer provided each subservicer is a Fannie Mae approved seller/servicer or a Freddie Mac approved seller/servicer in good standing, and no event has occurred, including but not limited to a change in insurance coverage, that would make it unable to comply with the eligibility for seller/servicers imposed by Fannie Mae or Freddie Mac, or which would require notification to Fannie Mae or Freddie Mac. The Servicer shall pay all fees and expenses of the subservicer from its own funds (provided that any such expenditures that would constitute Servicing Advances if made by the Servicer hereunder shall be reimbursable to the Servicer as Servicing Advances), and the subservicer’s fee shall not exceed the Servicing Fee.

At the cost and expense of the Servicer, without any right of reimbursement from the Custodial Account, the Servicer shall be entitled to terminate the rights and responsibilities of a subservicer and arrange for any servicing responsibilities to be performed by a successor subservicer meeting the requirements in the preceding paragraph; provided, however, that nothing contained herein shall be deemed to prevent or prohibit the Servicer, at the Servicer’s option, from electing to service the related Mortgage Loans itself.  If the Servicer’s responsibilities and duties under this Agreement are terminated and if requested to do so by the Purchaser, the Servicer shall at its own cost and expense terminate the rights and responsibilities of the subservicer as soon as is reasonably possible.  The Servicer shall pay all fees, expenses or penalties necessary in order to terminate the rights and responsibilities of the subservicer from the Servicer’s own funds without reimbursement from the Purchaser.

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The Servicer shall be entitled to enter into an agreement with the subservicer for indemnification of the Servicer by the subservicer and nothing contained in this Agreement shall be deemed to limit or modify such indemnification.

Any subservicing agreement and any other transactions or services relating to the Mortgage Loans involving the subservicer shall be deemed to be between the subservicer and Servicer alone, and the Purchaser shall have no obligations, duties or liabilities with respect to the subservicer including any obligation, duty or liability to pay the subservicer’s fees and expenses.  For purposes of distributions and advances by the Servicer pursuant to this Agreement, the Servicer shall be deemed to have received a payment on a Mortgage Loan when the subservicer has received such payment.  The Servicer shall not make any amendment to any agreement with a subservicer if such amendment is not consistent with or violates the provisions of this Agreement, or if such amendment could be reasonably expected to be materially adverse to the interests of the Purchaser.

Consistent with the terms of this Agreement, and subject to the REMIC Provisions if the Mortgage Loans have been transferred to a REMIC, the Servicer may waive, modify or vary any term of any Mortgage Loan or consent to the postponement of strict compliance with any such term or in any manner grant indulgence to any Mortgagor; provided, however, that the Servicer shall not enter into any payment plan or agreement to modify payments with a Mortgagor lasting more than six (6) months or permit any modification with respect to any Mortgage Loan that would change the Mortgage Interest Rate, the Lifetime Rate Cap (if applicable), the Initial Rate Cap (if applicable), the Periodic Rate Cap (if applicable) or the Gross Margin (if applicable), agree to the capitalization of arrearages, including interest, fees or expenses owed under the Mortgage Loan, make any future advances or extend the final maturity date with respect to such Mortgage Loan, or accept substitute or additional collateral or release any collateral for such Mortgage Loan, unless (1) the Mortgagor is in default with respect to the Mortgage Loan, or such default is, in the judgment of the Servicer, imminent, (2) the modification is in accordance with the customary procedures of the Servicer, which may change from time to time, or industry-accepted programs, and (3) the Purchaser has approved such action.  Additionally, the Servicer shall not accept any deed-in-lieu of, short pay-off, or sale of any Mortgaged Property, in which the sale proceeds are less than the unpaid principal balance of the related Mortgage Loan unless the Purchaser has approved such action.   Further, the Servicer shall not defer or forgive the payment of any principal or interest or change the outstanding principal amount (except to reflect actual payments of principal) unless the Purchaser has approved such action.  Any capitalization of arrearages of interest, fees and expenses in excess of 10% of the outstanding unpaid principal balance of the related Mortgage Loan immediately prior to the capitalization shall be made only after the Servicer has received the express written consent of the Purchaser.   Without limiting the generality of the foregoing, the Servicer in its own name or acting through subservicers or agents is hereby authorized and empowered by the Purchaser when the Servicer believes it appropriate and reasonable in its best judgment, to execute and deliver, on behalf of itself or the Purchaser, all instruments of satisfaction or cancellation, or of partial or full release and discharge, and all other comparable instruments, with respect to the Mortgage Loans and the Mortgaged Properties and to institute foreclosure proceedings or obtain a deed-in-lieu of foreclosure so as to convert the ownership of such properties, and to hold or cause to be held title to such properties, on behalf of the Purchaser pursuant to the provisions of Subsection 11.13.  Notwithstanding anything to the contrary in this Agreement, the Servicer shall not make or permit any modification, waiver or amendment of any term of a Mortgage Loan that could cause any REMIC holding such Mortgage Loan to fail to qualify as a REMIC or result in the imposition of any tax under Section 860F(a) or 860G(d) of the Code on any REMIC holding such Mortgage Loan.

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The Purchaser shall furnish to the Servicer any powers of attorney and other documents reasonably necessary or appropriate to enable the Servicer to carry out its servicing and administrative duties under this Agreement.

Whether in connection with the foreclosure of a Mortgage Loan or otherwise, the Servicer shall from its own funds make all necessary and proper Servicing Advances; provided, however, that the Servicer is not required to make a Servicing Advance unless the Servicer determines in the exercise of its good faith judgment that such Servicing Advance would ultimately be recoverable from REO Disposition Proceeds, Insurance Proceeds or Condemnation Proceeds of the related Mortgaged Property (with respect to each of which the Servicer shall have the priority described in Subsection 11.05 for purposes of withdrawals from the Custodial Account).  Any Servicing Advance that would cause the amount of unreimbursed Servicing Advances for a particular Mortgage Loan to exceed $15,000 shall be made only after notification of the Purchaser.

Notwithstanding anything to the contrary contained herein, in connection with a foreclosure or acceptance of a deed in lieu of foreclosure, in the event the Servicer has reasonable cause to believe that a Mortgaged Property is contaminated by hazardous or toxic substances or wastes, or if the Purchaser otherwise requests an environmental inspection or review of such Mortgaged Property, such an inspection or review is to be conducted by a qualified inspector at the Purchaser’s expense.  Upon completion of the inspection, the Servicer shall promptly provide the Purchaser with a written report of the environmental inspection.  In the event (a) the environmental inspection report indicates that the Mortgaged Property is contaminated by hazardous or toxic substances or wastes and (b) the Purchaser directs the Servicer to proceed with foreclosure or acceptance of a deed in lieu of foreclosure, the Servicer shall be reimbursed for all reasonable costs associated with such foreclosure or acceptance of a deed in lieu of foreclosure and any related environmental clean up costs, as applicable, from the related Liquidation Proceeds, or if the Liquidation Proceeds are insufficient fully to reimburse the Servicer, the Servicer shall be entitled to be reimbursed from amounts in the Custodial Account pursuant to Subsection 11.05 hereof.  In the event the Purchaser directs the Servicer not to proceed with foreclosure or acceptance of a deed in lieu of foreclosure, the Servicer shall be reimbursed for all Servicing Advances made with respect to the related Mortgaged Property from the Custodial Account pursuant to Subsection 11.05 hereof.

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Subsection 11.02  Liquidation of Mortgage Loans.

In the event that any payment due under any Mortgage Loan is not paid when the same becomes due and payable, or in the event the Mortgagor fails to perform any other covenant or obligation under the Mortgage Loan and such failure continues beyond any applicable grace period, the Servicer shall take such action as it shall deem to be in the best interest of the Purchaser.  In the event that any payment due under any Mortgage Loan remains delinquent for a period of forty-five (45) days, the Servicer shall order an inspection of the related Mortgaged Property and if the Mortgage Loan remains delinquent for a period of ninety (90) days or more, the Servicer shall commence foreclosure proceedings in accordance with Customary Servicing Procedures and the guidelines set forth by Fannie Mae, Freddie Mac, or FHFA, and FHA or VA, as applicable.  In such connection, the Servicer shall from its own funds make all necessary and proper Servicing Advances.  If the portion of any Liquidation Proceeds allocable as a recovery of interest on a related  Mortgage Loan is less than the full amount of accrued and unpaid interest on such Mortgage Loan as of the date such proceeds are received, then the applicable Servicing Fees with respect to such Mortgage Loan shall be paid first and any amounts remaining thereafter shall be distributed to the Purchaser.  Upon liquidation of any Mortgage Loan, the Servicer shall provide written notice thereof to the custodian appointed by the Purchaser.

Subsection 11.03  Collection of Mortgage Loan Payments.

Continuously from the date hereof until the principal and interest on all Mortgage Loans are paid in full, the Servicer will proceed diligently, in accordance with this Agreement, to collect all payments due under each of the Mortgage Loans when the same shall become due and payable.  Further, the Servicer will in accordance with Customary Servicing Procedures ascertain and estimate taxes, assessments, fire and hazard insurance premiums, premiums for Primary Mortgage Insurance Policies, and all other charges that, as provided in any Mortgage, will become due and payable to the end that the installments payable by the Mortgagors will be sufficient to pay such charges as and when they become due and payable.

Subsection 11.04  Establishment of Custodial Account; Deposits in Custodial Account.

The Servicer shall segregate and hold all funds collected and received pursuant to each Mortgage Loan separate and apart from any of its own funds and general assets and shall establish and maintain one or more Custodial Accounts (collectively, the “Custodial Account”), titled “[name of Servicer], in trust for Redwood Residential Acquisition Corporation as Purchaser of Mortgage Loans and various Mortgagors.”  Such Custodial Account shall be an Eligible Account established with a commercial bank, a savings bank or a savings and loan association (which may be a depository affiliate of the Servicer) which meets the guidelines set forth by the FHFA, Fannie Mae or Freddie Mac as an eligible depository institution for custodial accounts.  The Custodial Account shall not be transferred to another depository institution without the Purchaser’s approval, which shall not unreasonably be withheld.  In any case, the Custodial Account shall be insured by the FDIC in a manner which shall provide maximum available insurance thereunder and which may be drawn on by the Servicer.

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The Servicer shall deposit in the Custodial Account on a daily basis, and retain therein the following payments and collections received or made by it subsequent to the related Cut-off Date (other than in respect of principal and interest on the Mortgage Loans due on or before the related Cut-off Date):

(a)           all payments on account of principal, including Principal Prepayments, on the Mortgage Loans;

(b)           all payments on account of interest on the Mortgage Loans adjusted to the related Mortgage Loan Remittance Rate;

(c)           all Liquidation Proceeds;

(d)           all proceeds received by the Servicer under any title insurance policy, hazard insurance policy, Primary Mortgage Insurance Policy or other insurance policy other than proceeds to be held in the Escrow Account and applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor in accordance with Customary Servicing Procedures;

(e)           all awards or settlements in respect of condemnation proceedings or eminent domain affecting any Mortgaged Property which are not released to the Mortgagor in accordance with Customary Servicing Procedures;

(f)            any amount required to be deposited in the Custodial Account pursuant to Subsections 11.15, 11.17 and 11.19;

(g)           any amount required to be deposited by the Servicer in connection with any REO Property pursuant to Subsection 11.13;

(h)           all amounts required to be deposited by the Servicer in connection with shortfalls in principal amount of Substitute Mortgage Loans pursuant to Subsection 7.03;

(i)            with respect to each Full Prepayment and each Partial Prepayment, an amount (to be paid by the Servicer out of its own funds) equal to the Prepayment Interest Shortfall; provided, however, that the Servicer’s aggregate obligations under this paragraph for any month shall be limited to the total amount of Servicing Fees actually received with respect to the Mortgage Loans by the Servicer during such month; and

(j)            amounts required to be deposited by the Servicer in connection with the deductible clause of any hazard insurance policy.

The foregoing requirements for deposit in the Custodial Account shall be exclusive, it being understood and agreed that, without limiting the generality of the foregoing, payments in the nature of late payment charges, assumption fees and other ancillary fees need not be deposited by the Servicer in the Custodial Account.

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The Servicer may invest the funds in the Custodial Account in Eligible Investments designated in the name of the Servicer for the benefit of the Purchaser, which shall mature not later than the Business Day next preceding the Remittance Date next following the date of such investment (except that (A) any investment in the institution with which the Custodial Account is maintained may mature on such Remittance Date and (B) any other investment may mature on such Remittance Date if the Servicer shall advance funds on such Remittance Date, pending receipt thereof to the extent necessary to make distributions to the Purchaser) and shall not be sold or disposed of prior to maturity.  Notwithstanding anything to the contrary herein and above, all income and gain realized from any such investment shall be for the benefit of the Servicer and shall be subject to withdrawal by the Servicer.  The amount of any losses incurred in respect of any such investments shall be deposited in the Custodial Account by the Servicer out of its own funds immediately as realized.

Subsection 11.05  Withdrawals From the Custodial Account.

The Servicer shall, from time to time, withdraw funds from the Custodial Account for the following purposes:

(a)           to make payments to the Purchaser in the amounts and in the manner provided for in Subsection 11.15;

(b)           to reimburse itself for P&I Advances, the Servicer’s right to reimburse itself pursuant to this subclause (b) with respect to any Mortgage Loan being limited to related Liquidation Proceeds, Condemnation Proceeds, Insurance Proceeds and such other amounts as may be collected by the Servicer from the related Mortgagor or otherwise relating to the Mortgage Loan, it being understood that, in the case of any such reimbursement, the Servicer’s right thereto shall be prior to the rights of the Purchaser with respect to such Mortgage Loan, except that, where the Seller is required to repurchase a Mortgage Loan pursuant to Subsection 7.03, the Servicer’s right to such reimbursement shall be subsequent to the payment to the Purchaser of the Repurchase Price pursuant to Subsection 7.03 and all other amounts required to be paid to the Purchaser with respect to such Mortgage Loan;

(c)           to reimburse itself for any unpaid Servicing Fees and for unreimbursed Servicing Advances, the Servicer’s right to reimburse itself pursuant to this subclause (c) with respect to any Mortgage Loan being limited to related Liquidation Proceeds, Condemnation Proceeds, Insurance Proceeds and such other amounts as may be collected by the Servicer from the related Mortgagor or otherwise relating to the Mortgage Loan, it being understood that, in the case of any such reimbursement, the Servicer’s right thereto shall be prior to the rights of the Purchaser unless the Seller is required to repurchase a Mortgage Loan pursuant to Subsection 7.03, or Servicer is required to pay the Prepayment Interest Shortfall pursuant to Subsection 11.15, in which case the Servicer’s right to such reimbursement shall be subsequent to the payment to the Purchaser of the related Repurchase Price pursuant to Subsection 7.03, and all other amounts required to be paid to the Purchaser with respect to such Mortgage Loan;

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(d)           to reimburse itself for unreimbursed Servicing Advances and for unreimbursed P&I Advances, to the extent that such amounts are nonrecoverable (as certified by the Servicer to the Purchaser in an Officer’s Certificate) by the Servicer pursuant to subclause (b) or (c) above, provided that the Mortgage Loan for which such advances were made is not required to be repurchased by the Seller pursuant to Subsection 7.03;

(e)           to reimburse itself for P&I Advances and Servicing Advances that were added to the outstanding principal balance of a Mortgage Loan in connection with a modification of such Mortgage Loan to capitalize arrearages; provided, that the Servicer shall be entitled to be reimbursed for these amounts only from the principal collections on the Mortgage Loans;

(f)            to reimburse itself for expenses incurred by and reimbursable to it pursuant to Subsection 12.01;

(g)           to withdraw amounts to make P&I Advances in accordance with Subsection 11.17;

(h)           to pay to itself any interest earned or any investment earnings on funds deposited in the Custodial Account, net of any losses on such investments;

(i)            to withdraw any amounts inadvertently deposited in the Custodial Account; and

(j)            to clear and terminate the Custodial Account upon the termination of this Agreement.

Upon request, the Servicer will provide the Purchaser with copies of reasonably acceptable invoices or other documentation relating to Servicing Advances that have been reimbursed from the Custodial Account.

Subsection 11.06  Establishment of Escrow Account; Deposits in Escrow Account.

The Servicer shall segregate and hold all funds collected and received pursuant to each Mortgage Loan which constitute Escrow Payments separate and apart from any of its own funds and general assets and shall establish and maintain one or more Escrow Accounts (collectively, the “Escrow Account”), titled “[name of Servicer], in trust for Redwood Residential Acquisition Corporation as Purchaser of Mortgage Loans and various Mortgagors.”  The Escrow Account shall be an Eligible Account established with a commercial bank, a savings bank or a savings and loan association (which may be a depository affiliate of Servicer), which meets the guidelines set forth by Fannie Mae or Freddie Mac as an eligible institution for escrow accounts.  The Escrow Account shall not be transferred to another depository institution without the Purchaser’s approval, which shall not unreasonably be withheld.  In any case, the Escrow Account shall be insured by the FDIC in a manner which shall provide maximum available insurance thereunder and which may be drawn on by the Servicer.

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The Servicer shall deposit in the Escrow Account on a daily basis, and retain therein: (a) all Escrow Payments collected on account of the Mortgage Loans, for the purpose of effecting timely payment of any such items as required under the terms of this Agreement and (b) all amounts representing proceeds of any hazard insurance policy which are to be applied to the restoration or repair of any Mortgaged Property.  The Servicer shall make withdrawals therefrom only in accordance with Subsection 11.07 hereof.  As part of its servicing duties, the Servicer shall pay to the Mortgagors interest on funds in the Escrow Account, to the extent required by law.

Subsection 11.07  Withdrawals From Escrow Account.

Withdrawals from the Escrow Account shall be made by the Servicer only (a) to effect timely payments of ground rents, taxes, assessments, premiums for Primary Mortgage Insurance Policies, fire and hazard insurance premiums or other items constituting Escrow Payments for the related Mortgage, (b) to reimburse the Servicer for any Servicing Advance made by Servicer pursuant to Subsection 11.08 hereof with respect to a related Mortgage Loan, (c) to refund to any Mortgagor any funds found to be in excess of the amounts required under the terms of the related Mortgage Loan, (d) for transfer to the Custodial Account upon default of a Mortgagor or in accordance with the terms of the related Mortgage Loan and if permitted by applicable law, (e) for application to restore or repair of the Mortgaged Property, (f) to pay to the Mortgagor, to the extent required by law, any interest paid on the funds deposited in the Escrow Account, (g) to pay to itself any interest earned on funds deposited in the Escrow Account (and not required to be paid to the Mortgagor), (h) to the extent permitted under the terms of the related Mortgage Note and applicable law, to pay late fees with respect to any Monthly Payment which is received after the applicable grace period, (i) to withdraw suspense payments that are deposited into the Escrow Account, (j) to withdraw any amounts inadvertently deposited in the Escrow Account or (k) to clear and terminate the Escrow Account upon the termination of this Agreement.

Subsection 11.08  Payment of Taxes, Insurance and Other Charges; Collections Thereunder.

With respect to each Mortgage Loan, the Servicer shall maintain accurate records reflecting the status of ground rents, taxes, assessments and other charges which are or may become a lien upon the Mortgaged Property and the status of premiums for Primary Mortgage Insurance Policies and fire and hazard insurance coverage and shall obtain, from time to time, all bills for the payment of such charges (including renewal premiums) and shall effect payment thereof prior to the applicable penalty or termination date and at a time appropriate for securing maximum discounts allowable, employing for such purpose deposits of the Mortgagor in the Escrow Account which shall have been estimated and accumulated by the Servicer in amounts sufficient for such purposes, as allowed under the terms of the Mortgage.  To the extent that a Mortgage does not provide for Escrow Payments, the Servicer shall determine that any such payments are made by the Mortgagor.  The Servicer assumes full responsibility for the timely payment of all such bills and shall effect timely payments of all such bills irrespective of each Mortgagor’s faithful performance in the payment of same or the making of the Escrow Payments and shall make Servicing Advances to effect such payments, subject to its ability to recover such Servicing Advances pursuant to Subsections 11.05(c), 11.05(d) and 11.07(b).  No costs incurred by the Servicer or subservicers in effecting the payment of ground rents, taxes, assessments and other charges on the Mortgaged Properties or mortgage or hazard insurance premiums shall, for the purpose of calculating remittances to the Purchaser, be added to the amount owing under the related Mortgage Loans, notwithstanding that the terms of such Mortgage Loans so permit.

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Subsection 11.09  Transfer of Accounts.

The Servicer may transfer the Custodial Account or the Escrow Account to an Eligible Account at a different depository institution.  Such transfer shall be made only upon providing written notice to the Purchaser.

Subsection 11.10  Maintenance of Hazard Insurance.

The Servicer shall cause to be maintained for each Mortgage Loan fire and hazard insurance with extended coverage customary in the area where the Mortgaged Property is located by an insurer acceptable to Fannie Mae or Freddie Mac and FHA or VA, as applicable, in an amount which is at least equal to the lesser of (a) the full insurable value of the Mortgaged Property or (b) the greater of (i) the outstanding principal balance owing on the Mortgage Loan and (ii) an amount such that the proceeds of such insurance shall be sufficient to avoid the application to the Mortgagor or loss payee of any coinsurance clause under the policy.  If the Mortgaged Property is in an area identified in the Federal Register by the Federal Emergency Management Agency as a special flood hazard area (and such flood insurance has been made available) the Servicer will cause to be maintained a flood insurance policy meeting the requirements of the National Flood Insurance Program, in an amount representing coverage not less than the lesser of (A) the minimum amount required under the terms of the coverage to compensate for any damage or loss to the Mortgaged Property on a replacement-cost basis (or the outstanding principal balance of the Mortgage Loan if replacement-cost basis is not available) or (B) the maximum amount of insurance available under the National Flood Insurance Program.  The Servicer shall also maintain on REO Property fire and hazard insurance with extended coverage in an amount which is at least equal to the maximum insurable value of the improvements which are a part of such property, liability insurance and, to the extent required and available under the National Flood Insurance Program, flood insurance in an amount required above.  Any amounts collected by the Servicer under any such policies (other than amounts to be deposited in the Escrow Account and applied to the restoration or repair of the property subject to the related Mortgage or property acquired in liquidation of the Mortgage Loan, or to be released to the Mortgagor in accordance with Customary Servicing Procedures) shall be deposited in the Custodial Account, subject to withdrawal pursuant to Subsection 11.05.  It is understood and agreed that no earthquake or other additional insurance need be required by the Servicer of any Mortgagor or maintained on REO Property other than pursuant to such applicable laws and regulations as shall at any time be in force and as shall require such additional insurance.  All policies required hereunder shall be endorsed with standard mortgagee clauses with loss payable to Servicer, and shall provide for at least thirty (30) days prior written notice of any cancellation, reduction in amount or material change in coverage to the Servicer.  The Servicer shall not interfere with the Mortgagor’s freedom of choice in selecting either its insurance carrier or agent; provided, however, that the Servicer shall not accept any such insurance policies from insurance companies unless such companies are acceptable to Fannie Mae or Freddie Mac and FHA or VA, as applicable, and are licensed to do business in the state wherein the property subject to the policy is located.

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The hazard insurance policies for each Mortgage Loan secured by a unit in a condominium development or planned unit development shall be maintained with respect to such Mortgage Loan and the related development in a manner which is consistent with Fannie Mae or Freddie Mac requirements and FHA or VA requirements, as applicable.

Subsection 11.11  Maintenance of Primary Mortgage Insurance Policy; Claims.

With respect to each Mortgage Loan with a LTV in excess of 80%, the Servicer shall promptly, without any cost to the Purchaser, maintain or cause the Mortgagor to maintain in full force and effect a Primary Mortgage Insurance Policy issued by a Qualified Insurer insuring the portion over 78% (or such other  percentage in conformance with then current Fannie Mae requirements) until terminated pursuant to the Homeowners Protection Act of 1988, 12 USC § 4901, et seq. or any other applicable federal, state or local law or regulation.  In the event that such Primary Mortgage Insurance Policy shall be terminated other than as required by law, the Servicer shall obtain from another Qualified Insurer a comparable replacement policy, with a total coverage equal to the remaining coverage of such terminated Primary Mortgage Insurance Policy.  If the insurer shall cease to be a Qualified Insurer, the Servicer shall obtain from another Qualified Insurer a replacement Primary Mortgage Insurance Policy.  The Servicer shall not take any action which would result in noncoverage under any applicable Primary Mortgage Insurance Policy of any loss which, but for the actions of the Servicer would have been covered thereunder.  In connection with any assumption or substitution agreement entered into or to be entered into pursuant to Subsection 11.18, the Servicer shall promptly notify the insurer under the related Primary Mortgage Insurance Policy, if any, of such assumption or substitution of liability in accordance with the terms of such Primary Mortgage Insurance Policy and shall take all actions which may be required by such insurer as a condition to the continuation of coverage under such Primary Mortgage Insurance Policy. If such Primary Mortgage Insurance Policy is terminated as a result of such assumption or substitution of liability, the Servicer shall obtain a replacement Primary Mortgage Insurance Policy as provided above.

In connection with its activities as servicer, the Servicer agrees to prepare and present or to assist the Purchaser in preparing and presenting, on behalf of itself and the Purchaser, claims to the insurer under any Primary Mortgage Insurance Policy in a timely fashion in accordance with the terms of such Primary Mortgage Insurance Policy and, in this regard, to take such action as shall be necessary to permit recovery under any Primary Mortgage Insurance Policy respecting a defaulted Mortgage Loan.  Pursuant to Subsection 11.04, any amounts collected by the Servicer under any Primary Mortgage Insurance Policy shall be deposited in the Custodial Account, subject to withdrawal pursuant to Subsection 11.05.

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Subsection 11.12  Fidelity Bond; Errors and Omissions Insurance.

The Servicer shall maintain, at its own expense, a blanket Fidelity Bond and an errors and omissions insurance policy, with broad coverage on all officers, employees or other persons acting in any capacity requiring such persons to handle funds, money, documents or papers relating to the Mortgage Loans.  These policies must insure the Servicer against losses resulting from fraud, theft, errors, omissions, negligence, dishonest or fraudulent acts committed by the Servicer’s personnel, any employees of outside firms that provide data processing services for the Servicer, and temporary contract employees or student interns.  The Fidelity Bond shall also protect and insure the Servicer against losses in connection with the release or satisfaction of a Mortgage Loan without having obtained payment in full of the indebtedness secured thereby.  No provision of this Subsection 11.12 requiring such Fidelity Bond and errors and omissions insurance shall diminish or relieve the Servicer from its duties and obligations as set forth in this Agreement.  The minimum coverage under any such Fidelity Bond and insurance policy shall be at least equal to the corresponding amounts required by FHA or VA, Fannie Mae in the Fannie Mae Guides or by Freddie Mac in the Freddie Mac Guide, as amended or restated from time to time, as applicable, or in an amount as may be permitted to the Servicer by express waiver of FHA or VA and Fannie Mae or Freddie Mac, as applicable.  Upon request of the Purchaser, the Servicer shall cause to be delivered to the Purchaser a certified true copy of such Fidelity Bond or a certificate evidencing the same with a statement that the Servicer shall endeavor to provide written notice to the Purchaser thirty (30) days prior to modification or any material change.

Subsection 11.13  Title, Management and Disposition of REO Property.

Subject to Subsection 11.02, in the event that title to the Mortgaged Property is acquired in foreclosure or by deed in lieu of foreclosure, the deed or certificate of sale shall be taken in the name of the Purchaser or its nominee.

The Servicer shall cause to be deposited on a daily basis in the Custodial Account all revenues received with respect to the conservation of the related REO Property. The Servicer shall make distributions as required on each Remittance Date to the Purchaser of the net cash flow from the REO Property (which shall equal the revenues from such REO Property net of the expenses described above and of any reserves reasonably required from time to time to be maintained to satisfy anticipated liabilities for such expenses).

The disposition of REO Property shall be carried out by the Servicer, subject to Subsection 11.01.  The Purchaser shall pay the Servicer a fee of 1.5% of the sales price for such REO Property for services associated with managing the REO Property through its disposition.  Upon the request of the Purchaser, and at the Purchaser’s expense, the Servicer shall cause an appraisal of the REO Property to be performed for the Purchaser.

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The Servicer shall either itself or through an agent selected by the Servicer, manage, conserve, protect and operate the REO Property in the same manner that it manages, conserves, protects and operates other foreclosed property for its own account, and in the same manner that similar property in the same locality as the REO Property is managed.  Any disbursement in excess of $15,000 shall be made only with the prior written approval of the Purchaser.  The Servicer shall deduct the costs of managing, conserving, protecting and operating the REO Property from the proceeds of the sale of the REO Property (providing documentary evidence of such costs) and shall not withdraw funds to cover such costs from the Custodial Account.

The Servicer shall not accept any sale offer for an REO Property that is more than 10% below the Reconciled Market Value of the REO Property without the prior written consent of the Purchaser.

Subsection 11.14  Servicing Compensation.

As compensation for its services hereunder and subject to Subsection 11.15, the Servicer shall be entitled to retain the Servicing Fee from interest payments actually collected on the Mortgage Loans.  Additional servicing compensation in the form of assumption fees, late payment charges, Prepayment Penalties, fees related to the disposition of REO Property and other ancillary income shall be retained by the Servicer to the extent not required to be deposited in the Custodial Account.  The Servicer shall be required to pay all expenses incurred by it in connection with its servicing activities hereunder and shall not be entitled to reimbursement therefor except as specifically provided for herein.  The Servicing Fee shall not be reduced by the amount of any guarantee fee payable to FHA or VA.

Subsection 11.15  Distributions.

On each Remittance Date the Servicer shall remit by wire transfer of immediately available funds to the account designated in writing by the Purchaser of record on the preceding Record Date (a) all amounts credited to the Custodial Account at the close of business on the related Determination Date, net of charges against or withdrawals from the Custodial Account pursuant to Subsection 11.05(b) through (h), plus (b) all amounts, if any, which the Servicer is obligated to distribute pursuant to Subsection 11.17, minus (c) any amounts attributable to Principal Prepayments received after the end of the calendar month preceding the month in which the Remittance Date occurs, minus (d) any amounts attributable to Monthly Payments collected but due on a Due Date or Due Dates subsequent to the first day of the month in which the Remittance Date occurs.

Not later than each Remittance Date, the Servicer shall from its own funds deposit in the Custodial Account an amount equal to the aggregate Prepayment Interest Shortfall due to either Partial Prepayment or Full Prepayment, if any, existing in respect of the related Principal Prepayment Period.

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With respect to any remittance received by the Purchaser after the Business Day on which such payment was due, the Servicer shall pay to the Purchaser interest on any such late payment at an annual rate equal to the overnight federal funds effective rate, but in no event greater than the maximum amount permitted by applicable law.  Such interest shall be paid by the Servicer to the Purchaser on the date such late payment is made and shall cover the period commencing with the Business Day on which such payment was due and ending with the Business Day immediately preceding the Business Day on which such payment is made, both inclusive.  The payment by the Servicer of any such interest shall not be deemed an extension of time for payment or a waiver of any Event of Default by the Servicer.

Subsection 11.16  Statements to the Purchaser.

Not later than five (5) days prior to each related Remittance Date, the Servicer shall forward to the Purchaser in an electronic format a statement, containing data elements to be mutually agreed upon by the parties and substantially similar to those set forth in the form of Exhibit 5, setting forth, among other information specified in Exhibit 5, on a loan-by-loan basis:  (a) the amount of the distribution made on such Remittance Date which is allocable to principal and allocable to interest; (b) the amount of servicing compensation received by the Servicer during the prior calendar month; and (c) the aggregate Stated Principal Balance of the Mortgage Loans as of the last day of the preceding month.  Such statement shall also include information regarding delinquencies on Mortgage Loans, indicating the number and aggregate principal amount of Mortgage Loans which are either one (1), two (2) or three (3) or more months delinquent.  The Servicer shall submit to the Purchaser monthly a liquidation report with respect to each Mortgaged Property sold in a foreclosure sale as of the related Record Date and not previously reported.  Such liquidation report shall be incorporated into the remittance report delivered to Purchaser in the form of Exhibit 5 hereto.  The Servicer shall also provide such information as set forth above to the Purchaser in electronic form in the Servicer’s standard format, a copy of which has been provided by the Servicer.

In addition, the Servicer shall submit to the Purchaser monthly loan-by-loan default information including, without limitation, notes made and retained by the Servicer in connection with servicing the defaulted loan, the reasons for the default, updated values of the Mortgaged Property, updated FICO scores on the Mortgagor and information regarding Servicing Advances made.

The Servicer shall prepare and file any and all tax returns, information statements or other filings required to be delivered to any governmental taxing authority, the Mortgagor or to the Purchaser pursuant to any applicable law with respect to the Mortgage Loans and the transactions contemplated hereby.  In addition, the Servicer shall provide the Purchaser with such information concerning the Mortgage Loans as is necessary for such Purchaser to prepare federal income tax returns as the Purchaser may reasonably request from time to time.

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Subsection 11.17  Advances by the Servicer.

On the Business Day immediately preceding each related Remittance Date, the Servicer shall either (a) deposit in the Custodial Account from its own funds an amount equal to the aggregate amount of all Monthly Payments (with interest adjusted to the Mortgage Loan Remittance Rate) which were due on the Mortgage Loans during the applicable Due Period and which were delinquent at the close of business on the immediately preceding Determination Date (each such advance, a “P&I Advance”), (b) cause to be made an appropriate entry in the records of the Custodial Account that amounts held for future distribution have been, as permitted by this Subsection 11.17, used by the Servicer in discharge of any such P&I Advance or (c) make P&I Advances in the form of any combination of (a) or (b) aggregating the total amount of advances to be made.  Any amounts held for future distribution and so used shall be replaced by the Servicer by deposit in the Custodial Account on or before any future Remittance Date if funds in the Custodial Account on such Remittance Date shall be less than payments to the Purchaser required to be made on such Remittance Date.  The Servicer’s obligation to make P&I Advances as to any Mortgage Loan will continue through the last Monthly Payment due prior to the payment in full of a Mortgage Loan, or through the last related Remittance Date prior to the Remittance Date for the distribution of all other payments or recoveries (including proceeds under any title, hazard or other insurance policy, or condemnation awards) with respect to a Mortgage Loan; provided, however, that such obligation shall cease if the Servicer, in its good faith judgment, determines that such P&I Advances would not be recoverable pursuant to Subsection 11.05(d).  The determination by the Servicer that a P&I Advance, if made, would be nonrecoverable, shall be evidenced by an Officer’s Certificate of the Servicer, delivered to the Purchaser, which details the reasons for such determination.  The Servicer shall not have any obligation to advance amounts in respect of shortfalls relating to the Servicemembers Civil Relief Act and similar state and local laws.

Subsection 11.18  Assumption Agreements.

The Servicer will use its best efforts to enforce any “due-on-sale” provision contained in any Mortgage or Mortgage Note; provided that, subject to the Purchaser’s prior approval, the Servicer shall permit such assumption if so required in accordance with the terms of the Mortgage or the Mortgage Note.  When the Mortgaged Property has been conveyed by the Mortgagor prior to payment in full of the Mortgage Loan, the Servicer will, to the extent it has knowledge of such conveyance, exercise its rights to accelerate the maturity of such Mortgage Loan under the “due-on-sale” clause applicable thereto; provided, however, the Servicer will not exercise such rights if prohibited by law from doing so or if the exercise of such rights would impair or threaten to impair any recovery under the related Primary Mortgage Insurance Policy, if any.  In connection with any such assumption, the outstanding principal amount, the Monthly Payment, the Mortgage Interest Rate, the Lifetime Rate Cap (if applicable), the Gross Margin (if applicable), the Initial Rate Cap  (if applicable) or the Periodic Rate Cap (if applicable) of the related Mortgage Note shall not be changed, and the term of the Mortgage Loan will not be increased or decreased.  If an assumption is allowed pursuant to this Subsection 11.18, the Servicer with the prior consent of the issuer of the Primary Mortgage Insurance Policy, if any, is authorized to enter into a substitution of liability agreement with the purchaser of the Mortgaged Property pursuant to which the original Mortgagor is released from liability and the purchaser of the Mortgaged Property is substituted as Mortgagor and becomes liable under the Mortgage Note.

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Subsection 11.19  Satisfaction of Mortgages and Release of Mortgage Files.

Upon the payment in full of any Mortgage Loan, or the receipt by the Servicer of a notification that payment in full will be escrowed in a manner customary for such purposes, the Servicer will obtain the portion of the Mortgage File that is in the possession of the Purchaser or its designee, prepare and process any required satisfaction or release of the Mortgage and notify the Purchaser in accordance with the provisions of this Agreement.  The Purchaser agrees to deliver to the Servicer (or cause to be delivered to the Servicer) the original Mortgage Note for any Mortgage Loan not later than five (5) Business Days following its receipt of a notice from the Servicer that such a payment in full has been received or that a notification has been received that such a payment in full shall be made. Such Mortgage Note shall be held by the Servicer, in trust, for the purpose of canceling such Mortgage Note and delivering the canceled Mortgage Note to the Mortgagor in a timely manner as and to the extent provided under any applicable federal or state law.

In the event the Servicer grants a satisfaction or release of a Mortgage without having obtained payment in full of the indebtedness secured by the Mortgage, the Servicer shall remit to the Purchaser the Stated Principal Balance of the related Mortgage Loan by deposit thereof in the Custodial Account.  The Fidelity Bond shall insure the Servicer against any loss it may sustain with respect to any Mortgage Loan not satisfied in accordance with the procedures set forth herein.

Subsection 11.20  Seller and Servicer Shall Provide Access and Information as Reasonably Required.

The Seller and the Servicer shall provide to the Purchaser access to any documentation regarding the Mortgage Loans which may be required by applicable regulations.  Such access shall be afforded without charge, but only upon reasonable request, during normal business hours and at the offices of the Servicer.

In addition, the Seller and the Servicer shall furnish upon request by the Purchaser, during the term of this Agreement, such periodic, special or other reports or information, whether or not provided for herein, as shall be necessary, reasonable and appropriate with respect to the purposes of this Agreement and applicable regulations.  All such reports or information shall be provided by and in accordance with all reasonable instructions and directions the Purchaser may require.  The Seller and the Servicer each agree to execute and deliver all such instruments and take all such action as the Purchaser, from time to time, may reasonably request in order to effectuate the purposes and to carry out the terms of this Agreement.

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Subsection 11.21  Inspections.

The Servicer shall inspect the Mortgaged Property as often deemed necessary by the Servicer to assure itself that the value of the Mortgaged Property is being preserved.  In addition, if any Mortgage Loan is more than forty-five (45) days delinquent, the Servicer shall inspect the Mortgaged Property and shall conduct subsequent inspections in accordance with Customary Servicing Procedures or as may be required by the primary mortgage guaranty insurer.  The Servicer shall keep written report of each such inspection and shall provide a copy of such inspection to the Purchaser upon the request of the Purchaser.

Subsection 11.22  Restoration of Mortgaged Property.

The Servicer need not obtain the approval of the Purchaser prior to releasing any Insurance Proceeds or Condemnation Proceeds to the Mortgagor to be applied to the restoration or repair of the Mortgaged Property if such release is in accordance with Customary Servicing Procedures.  For claims greater than $15,000, at a minimum, the Servicer shall comply with the following conditions in connection with any such release of Insurance Proceeds or Condemnation Proceeds:

(a)           the Servicer shall receive satisfactory independent verification of completion of repairs and issuance of any required approvals with respect thereto;

(b)           the Servicer shall take all steps necessary to preserve the priority of the lien of the Mortgage, including, but not limited to requiring waivers with respect to mechanics’ and materialmen’s liens;

(c)           the Servicer shall verify that the Mortgage Loan is not in default; and

(d)           pending repairs or restoration, the Servicer shall place the Insurance Proceeds or Condemnation Proceeds in the Escrow Account.

If the Purchaser is named as an additional loss payee, the Servicer is hereby empowered to endorse any loss draft issued in respect of such a claim in the name of the Purchaser.

Subsection 11.23  Fair Credit Reporting Act.

With respect to each Mortgage Loan which has been (or becomes) delinquent 30 days or more at least once since origination, the Servicer has fully and accurately furnished complete information (i.e., favorable and unfavorable) on the related Mortgagor credit files to Equifax, Experian and Trans Union Credit Information Company, in accordance with the Fair Credit Reporting Act and its implementing regulations, on a monthly basis and, for each Mortgage Loan, the Servicer will furnish, in accordance with the Fair Credit Reporting Act and its implementing regulations, accurate and complete information on its Mortgagor credit files to Equifax, Experian and Trans Union Credit Information Company, on a monthly basis.

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SECTION 12.    The Servicer.

Subsection 12.01  Indemnification; Third Party Claims.

(a)           The Servicer agrees to indemnify and hold harmless the Purchaser against any and all claims, losses, penalties, fines, forfeitures, legal fees and related costs, judgments, and any other costs, fees and expenses that the Purchaser may sustain in any way related to the failure of the Servicer to service the Mortgage Loans in compliance with the terms of this Agreement.

(b)           The Servicer shall immediately notify the Purchaser if a claim is made by a third party with respect to this Agreement or the Mortgage Loans, and the Servicer shall assume (with the written consent of the Purchaser) the defense of any such claim and pay all expenses in connection therewith, including counsel fees.  If the Servicer has assumed the defense of the Purchaser, the Servicer shall provide the Purchaser with a written report of all expenses and advances incurred by the Servicer pursuant to this Subsection 12.01 and the Purchaser shall promptly reimburse the Servicer for all amounts advanced by it pursuant to the preceding sentence except when the claim in any way relates to the failure of the Servicer to service the Mortgage Loans in accordance with the terms of this Agreement.

Subsection 12.02  Merger or Consolidation of the Servicer.

The Servicer will keep in full effect its existence, rights and franchises as a national banking association, and will obtain and preserve its qualification to do business in each jurisdiction in which such qualification is or shall be necessary to protect the validity and enforceability of this Agreement or any of the Mortgage Loans and to perform its duties under this Agreement.

Any Person into which the Servicer may be merged or consolidated, or any entity resulting from any merger, conversion or consolidation to which the Servicer shall be a party, or any Person succeeding to substantially all of the business of the Servicer (whether or not related to loan servicing), shall be the successor of the Servicer hereunder, without the execution or filing of any paper or any further act on the part of any of the parties hereto, anything herein to the contrary notwithstanding.

Subsection 12.03  Limitation on Liability of the Servicer and Others.

The duties and obligations of the Servicer shall be determined solely by the express provisions of this Agreement, the Servicer shall not be liable except for the performance of such duties and obligations as are specifically set forth in this Agreement and no implied covenants or obligations shall be read into this Agreement against the Servicer.  Neither the Servicer nor any of the directors, officers, employees or agents of the Servicer shall be under any liability to the Purchaser for any action taken or for refraining from the taking of any action in accordance with Customary Servicing Procedures and otherwise in good faith pursuant to this Agreement or for errors in judgment; provided, however, that this provision shall not protect the Servicer against any liability resulting from any breach of any representation or warranty made herein, or from any liability specifically imposed on the Servicer herein; and, provided further, that this provision shall not protect the Servicer against any liability that would otherwise be imposed by reason of the willful misfeasance, bad faith or gross negligence in the performance of duties or by reason of reckless disregard of the obligations or duties hereunder.  The Servicer and any director, officer, employee or agent of the Servicer may rely on any document of any kind which it in good faith reasonably believes to be genuine and to have been adopted or signed by the proper authorities respecting any matters arising hereunder.  Subject to the terms of Subsection 12.01, the Servicer shall have no obligation to appear with respect to, prosecute or defend any legal action which is not incidental to the Servicer’s duty to service the Mortgage Loans in accordance with this Agreement.

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Subsection 12.04  Seller and Servicer Not to Resign.

Neither the Seller nor the Servicer shall assign this Agreement or resign from the obligations and duties hereby imposed on it except by mutual consent of the Servicer or the Seller, as the case may be, and the Purchaser or, in the case of the Servicer, upon the determination that the Servicer’s duties hereunder are no longer permissible under applicable law and such incapacity cannot be cured by the Servicer.  Any such determination permitting the unilateral resignation of the Servicer shall be evidenced by an Opinion of Counsel to such effect delivered to the Purchaser, which Opinion of Counsel shall be in form and substance acceptable to the Purchaser.  No such resignation of or assignment by the Servicer shall become effective until a successor has assumed the Servicer’s responsibilities and obligations hereunder in accordance with Subsection 14.02.

Subsection 12.05  Liability for Failure to Deliver Mortgage Files.

The Servicer shall have no liability for any failure to carry out its servicing responsibilities hereunder which is directly caused by the failure of a prior owner of the related Mortgage Loans to deliver to the Servicer the Mortgage Files (or portions thereof) necessary to service such Mortgage Loans in material compliance with the Customary Servicing Procedures or this Agreement.

SECTION 13.    Default.

Subsection 13.01  Events of Default.

In case one or more of the following Events of Default by the Servicer shall occur and be continuing:

(a)          any failure by the Servicer to remit to the Purchaser any payment required to be made under the terms of this Agreement which continues unremedied for a period of two (2) Business Days;

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(b)           failure by the Servicer to duly observe or perform, in any material respect, any other covenants, obligations or agreements of the Servicer as set forth in this Agreement which failure continues unremedied for a period of thirty (30) days after the date on which written notice of such failure, requiring the same to be remedied, shall have been given to the Servicer by the Purchaser;

(c)           a decree or order of a court or agency or supervisory authority having jurisdiction for the appointment of a conservator or receiver or liquidator in any insolvency, bankruptcy, readjustment of debt, marshalling of assets and liabilities or similar proceedings, or for the winding-up or liquidation of its affairs, shall have been entered against the Servicer and such decree or order shall have remained in force, undischarged or unstayed for a period of sixty (60) days;

(d)           the Servicer shall consent to the appointment of a conservator or receiver or liquidator in any insolvency, bankruptcy, readjustment of debt, marshalling of assets and liabilities or similar proceedings of or relating to the Servicer or relating to all or substantially all of the Servicer’s property;

(e)           the Servicer shall admit in writing its inability to pay its debts as they become due, file a petition to take advantage of any applicable insolvency or reorganization statute, make an assignment for the benefit of its creditors, or voluntarily suspend payment of its obligations;

(f)           the Servicer shall cease to be qualified to do business under the laws of any state in which a Mortgaged Property is located, but only to the extent such qualification is necessary to ensure the enforceability of each Mortgage Loan and to perform the Servicer’s obligations under this Agreement;

(g)           the Servicer shall fail to meet the servicer eligibility qualifications of Fannie Mae or the Servicer shall fail to meet the servicer eligibility qualifications of Freddie Mac; or

(h)           the Servicer, if it is also the Seller, shall fail to repurchase a Mortgage Loan within 30 days of the final decision of an Arbitrator that the Seller is obligated to repurchase such Mortgage Loan;

then, and in each and every such case, so long as an Event of Default shall not have been remedied, the Purchaser, by notice in writing to the Servicer, may, in addition to whatever rights the Purchaser may have at law or equity to damages, including injunctive relief and specific performance, commence termination of all the rights and obligations of the Servicer under this Agreement and in and to the Mortgage Loans and the proceeds thereof.  Upon receipt by the Servicer of such written notice from the Purchaser stating that it intends to terminate the Servicer as a result of such Event of Default, all authority and power of the Servicer under this Agreement, including any compensation due the Servicer under this Agreement on and after the effective date of termination, whether with respect to the Mortgage Loans or otherwise, shall pass to and be vested in the successor appointed pursuant to Subsection 14.02.  Upon written request from the Purchaser, the Servicer shall prepare, execute and deliver to a successor any and all documents and other instruments, place in such successor’s possession all Mortgage Files and do or cause to be done all other acts or things necessary or appropriate to effect the purposes of such notice of termination, including, but not limited to, the transfer and endorsement or assignment of the Mortgage Loans and related documents to the successor at the Servicer’s sole expense.  The Servicer agrees to cooperate with the Purchaser and such successor in effecting the termination of the Servicer’s responsibilities and rights hereunder, including, without limitation, the transfer to such successor for administration by it of all amounts which shall at the time be credited by the Servicer to the Custodial Account or Escrow Account or thereafter received with respect to the Mortgage Loans.

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Subsection 13.02  Waiver of Default.

The Purchaser may waive any default by the Servicer in the performance of its obligations hereunder and its consequences.  Upon any waiver of a past default, such default shall cease to exist, and any Event of Default arising therefrom shall be deemed to have been remedied for every purpose of this Agreement.  No such waiver shall extend to any subsequent or other default or impair any right consequent thereto except to the extent expressly so waived.

SECTION 14.   Termination.

Subsection 14.01  Termination.

The respective obligations and responsibilities of the Servicer, as servicer, shall terminate upon (a) the distribution to the Purchaser of the final payment or liquidation with respect to the last Mortgage Loan (or advances of same by the Servicer) or (b) the disposition of all property acquired upon foreclosure or deed in lieu of foreclosure with respect to the last Mortgage Loan and the remittance of all funds due hereunder.  Upon written request from the Purchaser in connection with any such termination, the Servicer shall prepare, execute and deliver, any and all documents and other instruments, place in the Purchaser’s possession all Mortgage Files, and do or accomplish all other acts or things necessary or appropriate to effect the purposes of such notice of termination, whether to complete the transfer and endorsement or assignment of the Mortgage Loans and related documents, or otherwise, at the Purchaser’s sole expense.  The Servicer agrees to cooperate with the Purchaser and such successor in effecting the termination of the Servicer’s responsibilities and rights hereunder as servicer, including, without limitation, the transfer to such successor for administration by it of all cash amounts which shall at the time be credited by the Servicer to the Custodial Account or Escrow Account or thereafter received with respect to the Mortgage Loans.  Servicing may not be terminated without cause.

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Subsection 14.02  Successors to the Servicer.

Prior to the termination of the Servicer’s responsibilities and duties under this Agreement pursuant to Subsections 12.04, 13.01 or 14.01, the Purchaser shall, (a) succeed to and assume all of the Servicer’s responsibilities, rights, duties and obligations under this Agreement or (b) appoint a successor which shall succeed to all rights and assume all of the responsibilities, duties and liabilities of the Servicer under this Agreement upon such termination.  In connection with such appointment and assumption, the Purchaser may make such arrangements for the compensation of such successor out of payments on Mortgage Loans as it and such successor shall agree.  In the event that the Servicer’s duties, responsibilities and liabilities under this Agreement shall be terminated pursuant to the aforementioned Subsections, the Servicer shall discharge such duties and responsibilities during the period from the date it acquires knowledge of such termination until the effective date thereof with the same degree of diligence and prudence which it is obligated to exercise under this Agreement, and shall take no action whatsoever that might impair or prejudice the rights or financial condition of its successor.  The resignation or removal of the Servicer pursuant to the aforementioned Subsections shall not become effective until a successor shall be appointed pursuant to this Subsection and shall in no event relieve the Seller of the representations and warranties made pursuant to Subsections 7.01 and 7.02 and the remedies available to the Purchaser under Subsection 7.03, it being understood and agreed that the provisions of such Subsections 7.01 and 7.02 shall be applicable to the Seller notwithstanding any such resignation or termination of the Servicer, or the termination of this Agreement.

Any successor appointed as provided herein shall execute, acknowledge and deliver to the Servicer and to the Purchaser an instrument accepting such appointment, whereupon such successor shall become fully vested with all the rights, powers, duties, responsibilities, obligations and liabilities of the Servicer, with like effect as if originally named as a party to this Agreement.  Any termination or resignation of the Servicer or this Agreement pursuant to Subsections 12.04, 13.01 or 14.01 shall not affect any claims that the Purchaser may have against the Servicer based upon facts and circumstances arising prior to any such termination or resignation.

The Servicer shall promptly deliver to the successor the funds in the Custodial Account and Escrow Account and all Mortgage Files and related documents and statements held by it hereunder and the Servicer shall account for all funds and shall execute and deliver such instruments and do such other things as may reasonably be required to more fully and definitively vest in the successor all such rights, powers, duties, responsibilities, obligations and liabilities of the Servicer.

Upon a successor’s acceptance of appointment as such, the Servicer shall notify by mail the Purchaser of such appointment.

SECTION 15.   Notices.

All demands, notices and communications hereunder shall be in writing and shall be deemed to have been duly given if mailed, by registered or certified mail, return receipt requested, or, if by other means, when received by the other party at the address as follows:

(a)          if to the Purchaser:

Redwood Residential Acquisition Corporation

One Belvedere Place, Suite 360

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Mill Valley, CA 94904

Attention:  William Moliski

Phone: (415) 380-2337

Facsimile:  (415) 381-1773

With a copy to the General Counsel at the same address

(b)          if to the Seller:

First Republic Bank

111 Pine Street

San Francisco, CA  94111

Attention: Tony Sachs

With a copy to the General Counsel at the same address

(c)          if to the Servicer:

First Republic Bank

111 Pine Street

San Francisco, CA  94111

Attention: Tony Sachs

With a copy to the General Counsel at the same address

or such other address as may hereafter be furnished to the other party by like notice. Any such demand, notice or communication hereunder shall be deemed to have been received on the date delivered to or received at the premises of the addressee (as evidenced, in the case of registered or certified mail, by the date noted on the return receipt).

SECTION 16.   Severability Clause.

Any part, provision, representation or warranty of this Agreement which is prohibited or which is held to be void or unenforceable shall be ineffective to the extent of such prohibition or unenforceability without invalidating the remaining provisions hereof.  Any part, provision, representation or warranty of this Agreement which is prohibited or unenforceable or is held to be void or unenforceable in any jurisdiction shall be ineffective, as to such jurisdiction, to the extent of such prohibition or unenforceability without invalidating the remaining provisions hereof, and any such prohibition or unenforceability in any jurisdiction as to any Mortgage Loan shall not invalidate or render unenforceable such provision in any other jurisdiction.  To the extent permitted by applicable law, the parties hereto waive any provision of law which prohibits or renders void or unenforceable any provision hereof.  If the invalidity of any part, provision, representation or warranty of this Agreement shall deprive any party of the economic benefit intended to be conferred by this Agreement, the parties shall negotiate, in good-faith, to develop a structure the economic effect of which is nearly as possible the same as the economic effect of this Agreement without regard to such invalidity.

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SECTION 17.   No Partnership.

Nothing herein contained shall be deemed or construed to create a co-partnership or joint venture between the parties hereto and the services of the Servicer shall be rendered as an independent contractor and not as agent for the Purchaser.

SECTION 18.   Counterparts.

This 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.

SECTION 19.   Governing Law; Choice of Forum; Waiver of Jury Trial.

EXCEPT TO THE EXTENT PREEMPTED BY FEDERAL LAW, THE AGREEMENT SHALL BE CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, WITHOUT REGARD TO THE CONFLICTS OF LAWS PROVISIONS OF NEW YORK (OTHER THAN SECTION 5-1401 OF THE GENERAL OBLIGATIONS LAW) OR ANY OTHER JURISDICTION.

EACH PARTY HERETO KNOWINGLY, INTENTIONALLY AND IRREVOCABLY WAIVES ANY AND ALL RIGHT TO TRIAL BY JURY IN ANY SUIT, ACTION OR PROCEEDING ARISING OUT OF IN ANY WAY RELATED TO THIS AGREEMENT AND THE TRANSACTIONS CONTEMPLATED HEREBY.

Except as to those matters which this Agreement provides shall be submitted to Arbitration, with respect to any claim or action arising hereunder, the parties (a) irrevocably submit to the nonexclusive jurisdiction of the courts of the State of California and the United States District Court located in San Francisco, California, and appellate courts from any thereof, and (b) irrevocably waive any objection which such party may have at any time to the laying of venue of any suit, action or proceeding arising out of or relating to this Agreement brought in any such court, and irrevocably waive any claim that any such suit action or proceeding brought in any such court has been brought in an inconvenient forum.

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SECTION 20.   Intention of the Parties.

It is the intention of the parties that the Purchaser is purchasing, and the Seller is selling, the Mortgage Loans and not a debt instrument of the Seller or another security.  Accordingly, the parties hereto each intend to treat the transaction for federal income tax purposes as a sale by the Seller, and a purchase by the Purchaser, of the Mortgage Loans.  The Purchaser shall have the right to review the Mortgage Loans and the related Mortgage Files to determine the characteristics of the Mortgage Loans which shall affect the federal income tax consequences of owning the Mortgage Loans and the Seller shall cooperate with all reasonable requests made by the Purchaser in the course of such review.

It is not the intention of the parties that such conveyances be deemed a pledge thereof.  However, in the event that, notwithstanding the intent of the parties, such assets are held to be the property of the Seller or if for any other reason this Agreement is held or deemed to create a security interest in either such assets, then (a) this Agreement shall be deemed to be a security agreement within the meaning of the Uniform Commercial Code of the State of New York and (b) the conveyances provided for in this Agreement shall be deemed to be an assignment and a grant by the Seller to the Purchaser of a security interest in all of the assets transferred, whether now owned or hereafter acquired.

SECTION 21.   Waivers.

No term or provision of this 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.

SECTION 22.   Exhibits.

The exhibits to this Agreement are hereby incorporated and made a part hereof and are an integral part of this Agreement.

SECTION 23.   General Interpretive Principles.

For purposes of this Agreement, except as otherwise expressly provided or unless the context otherwise requires:

(a)          the terms defined in this Agreement have the meanings assigned to them in this Agreement and include the plural as well as the singular, and the use of any gender herein shall be deemed to include the other gender;

(b)          accounting terms not otherwise defined herein have the meanings assigned to them in accordance with generally accepted accounting principles;

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(c)          references herein to “Articles,” “Sections,” “Subsections,” “Paragraphs” and other subdivisions without reference to a document are to designated Articles, Sections, Subsections, Paragraphs and other subdivisions of this Agreement;

(d)          the headings of the various articles, sections, subsections and paragraphs of this Agreement and the table of contents are for convenience of reference only and shall not modify, define, expand or limit any of the terms or provisions hereof;

(e)          reference to a Subsection without further reference to a Section is a reference to such Subsection as contained in the same Section in which the reference appears, and this rule shall also apply to Paragraphs and other subdivisions;

(f)          the words “herein,” “hereof,” “hereunder” and other words of similar import refer to this Agreement as a whole and not to any particular provision; and

(g)         the term “include” or “including” shall mean without limitation by reason of enumeration.

SECTION 24.   Reproduction of Documents.

This Agreement and all documents relating thereto, including, without limitation (a) consents, waivers and modifications which may hereafter be executed, (b) documents received by any party at the closing and (c) financial statements, certificates and other information previously or hereafter furnished, may be reproduced by any photographic, photostatic, microfilm, micro-card, miniature photographic or other similar process. The parties hereto agree that any such reproduction shall be admissible in evidence as the original itself in any judicial or administrative proceeding, whether or not the original is in existence and whether or not such reproduction was made by a party hereto in the regular course of business, and that any enlargement, facsimile or further reproduction of such reproduction shall likewise be admissible in evidence.

SECTION 25.   Amendment.

This Agreement may be amended from time to time by the Purchaser, the Seller and the Servicer by written agreement signed by the parties hereto.

SECTION 26.   Confidentiality.

Each of the Purchaser, the Seller and the Servicer shall employ proper procedures and standards designed to maintain the confidential nature of the terms of this Agreement, except to the extent (a) the disclosure of which is reasonably believed by such party to be required in connection with regulatory requirements or other legal requirements relating to its affairs; (b) disclosed to any one or more of such party’s employees, officers, directors, agents, attorneys or accountants who would have access to the contents of this Agreement and such data and information in the normal course of the performance of such person’s duties for such party, to the extent such party has procedures in effect to inform such person of the confidential nature thereof; (c) that is disclosed in a prospectus, prospectus supplement or private placement memorandum relating to a SecuritizationTransaction of the Mortgage Loans by the Purchaser (or an affiliate assignee thereof) or to any person in connection with the resale or proposed resale of all or a portion of the Mortgage Loans by such party in accordance with the terms of this Agreement; and (d) that is reasonably believed by such party to be necessary for the enforcement of such party’s rights under this Agreement.

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SECTION 27.   Entire Agreement.

This Agreement constitutes the entire agreement and understanding relating to the subject matter hereof between the parties hereto and any prior oral or written agreements between them shall be deemed to have merged herewith.

SECTION 28.   Further Agreements.

The Seller, the Servicer and the Purchaser each agree to execute and deliver to the other such reasonable and appropriate additional documents, instruments or agreements as may be necessary or appropriate to effectuate the purposes of this Agreement.

SECTION 29.   Successors and Assigns.

This Agreement shall bind and inure to the benefit of and be enforceable by the initial Purchaser, the Seller and the Servicer, and the respective successors and assigns of the Purchaser, the Seller and the Servicer.  The initial Purchaser and any subsequent purchasers may assign this Agreement to any Person to whom any Mortgage Loan is transferred pursuant to a sale or financing upon prior written notice to the Servicer in accordance with the following paragraph; provided, however, that except in connection with Securitizations, as to which no such quantitative limitation shall apply, the Servicer shall not be required to service the Mortgage Loans for more than three (3) Persons for assignees of Redwood Residential Acquisition Corporation or its respective affiliates at any time and shall not recognize any assignment of this Agreement to the extent that following such assignment more than such number of Persons would be purchasers hereunder.  As used herein, the trust formed in connection with a Securitization shall be deemed to constitute a single “Person.”  Upon any such assignment and written notice thereof to the Servicer, the Person to whom such assignment is made shall succeed to all rights and obligations of the Purchaser under this Agreement to the extent of the related Mortgage Loan or Mortgage Loans and this Agreement, to the extent of the related Mortgage Loan or Mortgage Loans, shall be deemed to be a separate and distinct agreement between the Servicer and such purchaser, and a separate and distinct agreement between the Servicer and each other purchaser to the extent of the other related Mortgage Loan or Mortgage Loans.

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At least five (5) Business Days prior to the end of the month preceding the date upon which the first remittance is to be made to an assignee of the Purchaser, the Purchaser shall provide to the Servicer written notice of any assignment setting forth:  (a) the Servicer’s applicable Mortgage Loan identifying number for each of the Mortgage Loans affected by such assignment; (b) the aggregate scheduled transfer balance of such Mortgage Loans; and (c) the full name, address and wiring instructions of the assignee and the name and telephone number of an individual representative for such assignee, to whom the Servicer should:  (i) send remittances; (ii) send any notices required by or provided for in this Agreement; and (iii) deliver any legal documents relating to the Mortgage Loans (including, but not limited to, contents of any Mortgage File obtained after the effective date of any assignment).

If the Purchaser has not provided the notice of assignment required by this Section 29, the Servicer shall not be required to treat any other Person as a “Purchaser” hereunder and may continue to treat the Purchaser which purports to assign the Agreement as the “Purchaser” for all purposes of this Agreement.

SECTION 30.   Non-Solicitation.

Each of the Seller, the Servicer and the Purchaser and any of their respective affiliates hereby agrees that it shall not take any action to solicit the refinancing of any Mortgage Loan following the date hereof or provide information to any other entity to solicit the refinancing of any Mortgage Loan.  In addition, neither the Purchaser nor any of its agents, affiliates, or assignees shall solicit any Mortgagor for any other financial products or services.  The foregoing shall not preclude any party from engaging in solicitations to the general public by newspaper, radio, television or other media which are not directed toward the Mortgagors or from refinancing the Mortgage Loan of any Mortgagor who, without solicitation, contacts such party to request the refinancing of the related Mortgage Loan.

In addition, notwithstanding the foregoing, it is understood and agreed that the Seller, the Servicer or any of their respective affiliates:

(a)           may advertise its availability for handling refinancings of mortgages in its portfolio, including the promotion of terms it has available for such refinancings, through the sending of letters or promotional material, so long as it does not specifically target Mortgagors and so long as such promotional material either is sent to the mortgagors for all of the mortgages in the A-quality servicing portfolio of the Seller, the Servicer and any of their affiliates (those it owns as well as those serviced for others) or sent to all of the mortgagors who have specific types of mortgages (such as FHA, VA, conventional fixed-rate or conventional adjustable-rate), or sent to those mortgagors whose mortgages fall within specific interest rate ranges;

(b)           may provide pay-off information and otherwise cooperate with individual mortgagors who contact it about prepaying their mortgages by advising them of refinancing terms and streamlined origination arrangements that are available; and

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(c)           may offer to refinance a Mortgage Loan made within thirty (30) days following receipt by it  of a pay-off request from the related Mortgagor.

Promotions undertaken by the Seller or the Servicer or by any affiliate of the Seller or the Servicer which are directed to the general public at large (including, without limitation, mass mailing based on commercially acquired mailing lists, newspaper, radio and television advertisements), shall not constitute solicitation under this Section 30.

SECTION 31.  Protection of Consumer Information.

Each party agrees that it (i) shall comply with any applicable laws and regulations regarding the privacy and security of Consumer Information, (ii) shall not use Consumer Information in any manner inconsistent with any applicable laws and regulations regarding the privacy and security of Consumer Information, (iii) shall not disclose Consumer Information to third parties except at the specific written direction of the Seller or the Servicer, (iv) shall maintain adequate physical, technical and administrative safeguards to protect Consumer Information from unauthorized access and (v) shall immediately notify the Seller of any actual or suspected breach of the confidentiality of Consumer Information.

SECTION 32.  Cooperation of the Company with a Reconstitution; Regulation AB Compliance.

The Seller acknowledges and the Purchaser agrees that with respect to some or all of the Mortgage Loans, the Purchaser may effect either:

(1)           one or more Whole Loan Transfers; and

(2)           one or more Securitizations;

provided, however, that no more than three (3) persons shall be assignees of the Purchaser’s interest in this Agreement with respect to a given Mortgage Loan Package.

The Seller shall cooperate with the Purchaser in connection with any Whole Loan Transfer contemplated by the Purchaser pursuant to this Section.  In connection therewith, the Purchaser shall deliver any Reconstitution Agreement or other document related to the Whole Loan Transfer to the Seller at least fifteen (15) days prior to such transfer and the Seller shall execute any Reconstitution Agreement which contains servicing provisions substantially similar to those herein or otherwise reasonably acceptable to the Purchaser and the Seller and which restates the representations and warranties contained in Subsection 7.01 as of the related Closing Date and Subsection 7.02 herein as of the Reconstitution Date.  Any prospective assignees of the Purchaser who have entered into a commitment to purchase any of the Mortgage Loans in a Whole Loan Transfer may review the Seller’s servicing and origination operations, upon reasonable prior notice to the Seller, and the Seller shall cooperate with such review and underwriting to the extent such prospective assignees request information or documents that are available and can be produced without unreasonable expense or effort.  Subject to any applicable laws, the Seller shall make the Mortgage Files related to the Mortgage Loans held by the Seller available at the Seller’s principal operations center for review by any such prospective assignees during normal business hours upon reasonable prior notice to the Seller (in no event fewer than five (5) Business Days’ prior notice).  The Seller may, in its sole discretion, require that such prospective assignees sign a confidentiality agreement with respect to such information disclosed to the prospective assignee which is not available to the public at large and a release agreement with respect to its activities on the Seller’s premises.  The Purchaser hereby agrees to reimburse the Seller for reasonable “out-of-pocket” expenses incurred by the Seller that relate to such Whole Loan Transfer, including without limitation reimbursement for the amount which reasonably reflects time and effort expended by the Seller in connection therewith.

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In order to facilitate compliance with Regulation AB promulgated under the Securities Act, the Servicer and the Purchaser agree to comply with the provisions of the Regulation AB Compliance Addendum attached hereto as Addendum I.  All Mortgage Loans not sold or transferred pursuant to a Whole Loan Transfer or Securitization shall be subject to this Agreement and shall continue to be serviced in accordance with the terms of this Agreement and with respect thereto this Agreement shall remain in full force and effect.  It is understood and agreed by the Purchaser and the Servicer that the right to effectuate such Whole Loan Transfer or Securitization as contemplated by this Section 32 is limited to the Purchaser.

[SIGNATURES ON FOLLOWING PAGE]

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IN WITNESS WHEREOF, the parties have caused their names to be signed hereto by their respective officers thereunto duly authorized on the date first above written.

REDWOOD RESIDENTIAL ACQUISITION CORPORATION,
as Purchaser
By:	/s/ John Isbrandtsen
Name:	John Isbrandtsen
Title:	Authorized Signatory
FIRST REPUBLIC BANK,
as Seller and as Servicer
By:	/s/ Jason Bender
Name:	Jason Bender
Title:	Senior Vice President

[Flow Mortgage Loan Sale and Servicing Agreement, dated July 1, 2010]

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EXHIBIT 1

MORTGAGE LOAN DOCUMENTS

With respect to each Mortgage Loan, the Mortgage Loan Documents shall consist of the following:

(a)            the original Mortgage Note bearing all intervening endorsements, endorsed in blank and signed in the name of the Seller by an officer thereof or, if the original Mortgage Note has been lost or destroyed, a lost note affidavit;

(b)            the original Assignment of Mortgage with assignee’s name left blank;

(c)            the original of any guarantee executed in connection with the Mortgage Note;

(d)            the original Mortgage with evidence of recording thereon, or if any such mortgage has not been returned from the applicable recording office or has been lost, or if such public recording office retains the original recorded mortgage, a photocopy of such mortgage certified by the Seller to be a true and complete copy of the original recorded mortgage;

(e)            the originals of all assumption, modification, consolidation or extension agreements, if any, with evidence of recording thereon;

(f)            the originals of all intervening assignments of mortgage with evidence of recording thereon, or if any such intervening assignment of mortgage has not been returned from the applicable recording office or has been lost or if such public recording office retains the original recorded assignments of mortgage, a photocopy of such intervening assignment of mortgage, certified by the Seller to be a true and complete copy of the original recorded intervening assignment of mortgage;

(g)            the original mortgagee title insurance policy including an Environmental Protection Agency Endorsement and, with respect to any Adjustable Rate Mortgage Loan, an adjustable-rate endorsement;

(h)            the original of any security agreement, chattel mortgage or equivalent document executed in connection with the Mortgage; and

(i)             a copy of any applicable power of attorney.

With respect to each Mortgage Loan that is secured by a first lien on and a perfected security interest in Co-op Shares and the related Proprietary Lease (as such terms are defined below) granting exclusive rights to occupy the related co-op unit in the building owned by the related co-op corporation, in lieu of delivering the documents listed above the Seller shall deliver the following documents to the Purchaser or its designee:

(i) the original Mortgage Note together with any applicable riders, endorsed in blank, with all prior and intervening endorsements as may be necessary to show a complete chain of endorsements;

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(ii) the original security agreement;

(iii) the original lease on a co-op unit evidencing the possessory interest of the owner of the Co-op Shares in such co-op unit (the “Proprietary Lease”) and an original assignment of the Proprietary Lease in blank;

(iv) the original recognition agreement;

(v) the original stock certificate representing the shares of stock issued by a co-op corporation and allocated to a co-op unit (the “Co-op Shares”) and original stock power in blank;

(vi) the original UCC-1 financing statement with evidence of filing; and

(vii) the original UCC-3 assignment in blank.

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EXHIBIT 2

CONTENTS OF EACH MORTGAGE FILE

With respect to each Mortgage Loan, the Mortgage File shall include each of the following items, unless otherwise disclosed to the Purchaser on the data tape, copies of which shall be delivered to the Purchaser in diskette form, with a copy retained by the Servicer as necessary:

(a)           Copies of the Mortgage Loan Documents as listed in Exhibit 1.

(b)           Residential loan application.

(c)           Mortgage Loan closing statement.

(d)           Verification of employment and income, including the executed 4506T if required.

(e)           Verification of acceptable evidence of source and amount of down payment.

(f)            Credit report on Mortgagor, in a form acceptable to either Fannie Mae or Freddie Mac.

(g)           Residential appraisal report.

(h)           Photograph of the Mortgaged Property.

(i)            Survey of the Mortgaged Property, unless a survey is not required by the title insurer.

(j)            Copy of each instrument necessary to complete identification of any exception set forth in the exception schedule in the title policy, i.e., map or plat, restrictions, easements, home owner association declarations, etc.

(k)           Copies of all required disclosure statements.

(l)            If applicable, termite report, structural engineer’s report, water potability and septic certification.

(m)          Sales contract, if applicable.

(n)           The Primary Mortgage Insurance policy or certificate of insurance or electronic notation of the existence of such policy, where required pursuant to the Agreement.

(o)           Evidence of electronic notation of the hazard insurance policy, and, if required by law, evidence of the flood insurance policy.

(p)           Any documentation provided by the Borrower or obtained by the Seller in connection with the granting of any underwriting exception.

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(q)           All other documentation involved in the underwriting or origination of the related Mortgage Loan.

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EXHIBIT 3

UNDERWRITING GUIDELINES

[ON FILE WITH THE PURCHASER]

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EXHIBIT 4

FORM OF ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENT

For

Flow Mortgage Loan Sale and Servicing Agreement

THIS ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENT, dated as of [ ] (the “Assignment”), is entered into among Redwood Residential Acquisition Corporation (the “Assignor”), Sequoia Residential Funding, Inc. (the “Depositor”), First Republic Bank, as the servicer (the “Servicer”), and [ ] (“[ ]”) as Trustee under a Pooling and Servicing Agreement dated as of [ ] (the “Pooling and Servicing Agreement”), between the Depositor and [ ] (in such Trustee capacity, the “Assignee”).

RECITALS

WHEREAS, the Assignor and the Servicer have entered into a certain Flow Mortgage Loan Sale and Servicing Agreement, dated as of [ ] (the “Flow Sale and Servicing Agreement”), and the Servicer is currently servicing certain mortgage loans (the “Mortgage Loans”) under the Flow Sale and Servicing Agreement; and

WHEREAS, the Assignor has agreed to sell, assign and transfer all of its right, title and interest in certain of the Mortgage Loans (the “Specified Mortgage Loans”) which are listed on the mortgage loan schedule attached as Exhibit I hereto (the “Specified Mortgage Loan Schedule”) and its rights under the Flow Sale and Servicing Agreement with respect to the Specified Mortgage Loans to Depositor; and

WHEREAS, the Assignor has agreed to sell, assign and transfer to Assignee all of its right, title and interest in the Specified Mortgage Loans and its right under the Flow Sale and Servicing Agreement with respect to the Specified Mortgage Loans; and

WHEREAS, the parties hereto have agreed that the Specified Mortgage Loans shall be subject to the terms of this Assignment.

NOW, THEREFORE, in consideration of the mutual promises contained herein and other good and valuable consideration (the receipt and sufficiency of which are hereby acknowledged), the parties agree as follows:

1.           Assignment and Assumption.

(a)           Effective on and as of the date hereof, the Assignor hereby pledges, assigns and transfers to the Depositor all of its right, title and interest in the Specified Mortgage Loans and all of its rights (but none of the Purchaser’s obligations) provided under the Flow Sale and Servicing Agreement to the extent relating to the Specified Mortgage Loans, the Depositor hereby accepts such assignment from the Assignor, and the Servicer hereby acknowledges such assignment and assumption.

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(b)           Effective on and as of the date hereof, the Depositor hereby pledges, assigns and transfers to the Assignee all of its right, title and interest in the Specified Mortgage Loans and all of its rights (but none of the Purchaser’s obligations) provided under the Flow Sale and Servicing Agreement to the extent relating to the Specified Mortgage Loans, the Assignee hereby accepts such assignment from the Depositor, and the Servicer hereby acknowledges such assignment and assumption.

(c)           Effective on and as of the date hereof, the Assignor and the Depositor each represents and warrants to the Assignee that it has not taken any action that would serve to impair or encumber the Assignee’s interest in the Specified Mortgage Loans since the date of the such party’s acquisition of the Specified Mortgage Loans.

2. Recognition of the Assignee.

From and after the date hereof, subject to Section 3 below, the Servicer shall recognize the Assignee as the holder of the rights and benefits of the Purchaser with respect to the Specified Mortgage Loans and the Servicer will service the Specified Mortgage Loans for the Assignee as if the Assignee and the Servicer had entered into a separate servicing agreement for the servicing of the Specified Mortgage Loans in the form of the Flow Sale and Servicing Agreement (as amended hereby) with the Assignee as the Purchaser thereunder, the terms of which Flow Sale and Servicing Agreement are incorporated herein by reference and amended hereby.  It is the intention of the parties hereto that this Assignment will be a separate and distinct agreement, and the entire agreement, between the parties hereto to the extent of the Specified Mortgage Loans and shall be binding upon and for the benefit of the respective successors and assigns of the parties hereto.

3. Assignor’s Continuing Rights and Responsibilities.

Notwithstanding Sections 1 and 2 above, the parties hereto agree that the Depositor, in addition to the Assignee, shall have the ongoing rights to take actions and responsibilities of the Purchaser under Section 7.03(a), (b), (c) and (h), and the Depositor rather than the Assignee shall have the ongoing rights to take action and the responsibilities of the Purchaser under the remaining sections of the Flow Sale and Servicing Agreement listed below:

Flow Sale and Servicing Agreement:

Section	Matter
7.03 (a), (b), (c) and (h)	(a)  Repurchase; Substitution.
11.01, 5th, 7th and 8th ¶'s	(b)  Servicer to Act as Servicer; Subservicing.
11.13, 5th ¶'	(d)  Title, Management and Disposition of REO Property.
11.20	(e)   Servicer Shall Provide Access and Information as Reasonably Required.
32	(f)    Cooperation of the Company with a Reconstitution; Regulation AB Compliance.

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In addition, the Servicer agrees to furnish to the Depositor as well the Master Servicer copies of reports, notices, statements and other communications required to be delivered by the Servicer pursuant to any of the sections of the Flow Sale and Servicing Agreement referred to above and under the following sections, at the times therein specified:

Flow Sale and Servicing Agreement:

Section
11.09	(a)           Transfer of Accounts.
11.16	(b)           Statements to the Purchaser.
Subsection 2.04 of Addendum I	(c)           Servicer Compliance Statement.
Subsection 2.05 of Addendum I	(d)           Report on Assessment of Compliance and Attestation.

If the Depositor in its capacity as Purchaser retains such rights to take action and responsibilities listed above no longer retains ownership of any securities issued pursuant to the Pooling and Servicing Agreement, all rights and responsibilities retained by the Depositor under this Section 3 shall terminate.

4. Amendment to the Flow Sale and Servicing Agreement.

The Flow Sale and Servicing Agreement are hereby amended as set forth in Appendix A hereto with respect to the Specified Mortgage Loans.

5. Representations and Warranties.

(a)     Each of the parties hereto represents and warrants that it is duly and legally authorized to enter into this Assignment.

(b)     Each of the parties hereto represents and warrants that this Assignment has been duly authorized, executed and delivered by it and (assuming due authorization, execution and delivery thereof by each of the other parties hereto) constitutes its legal, valid and binding obligation, enforceable against it in accordance with its terms, except as such enforcement may be limited by bankruptcy, insolvency, reorganization or other similar laws affecting the enforcement of creditors’ rights generally and by general equitable principles (regardless of whether such enforcement is considered in a proceeding in equity or at law).

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6. Continuing Effect.

Except as contemplated hereby, the Flow Sale and Servicing Agreement shall remain in full force and effect in accordance with their terms.  This Assignment constitutes a Reconstitution Agreement as contemplated in Section 32 of the Flow Sale and Servicing Agreement and the Reconstitution Date shall be the date hereof with respect to the Specified Mortgage Loans listed on Exhibit I on the date hereof.

7. Governing Law.

This Assignment and the rights and obligations hereunder shall be governed by and construed in accordance with the internal laws of the State of New York.

8. Notices.

Any notices or other communications permitted or required under the Flow Sale and Servicing Agreement to be made to the Assignor and Assignee shall be made in accordance with the terms of the Flow Sale and Servicing Agreement and shall be sent to the Assignor, Depositor and Assignee as follows:

(a)          In the case of the Assignor,

Redwood Residential Acquisition Corporation

One Belvedere Place, Suite 330

Mill Valley, CA  94941

Attention: William Moliski

With a copy to General Counsel at the same address

(b)          In the case of the Depositor,

Sequoia Residential Funding, Inc.

One Belvedere Place, Suite 330

Mill Valley, CA  94941

Attention: William Moliski

With a copy to General Counsel at the same address

(c)          In the case of the Assignee,

[_____]

(d)          In the case of the Servicer,

First Republic Bank

111 Pine Street

San Francisco, CA  94111

Attention: Tony Sachs

With a copy to General Counsel at the same address

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or to such other address as may hereafter be furnished by a party to the other parties in accordance with the provisions of the Flow Sale and Servicing Agreement.

9. Counterparts.

This Assignment may be executed in counterparts, each of which when so executed shall be deemed to be an original and all of which when taken together shall constitute one and the same instrument.

10. Definitions.

Any capitalized term used but not defined in this Assignment has the same meaning as in the Flow Sale and Servicing Agreement.

11. [Master Servicer.

The Servicer hereby acknowledges that the Assignee has appointed [_____] (the “Master Servicer”) to act as master servicer and securities administrator under the Pooling and Servicing Agreement and hereby agrees to treat all inquiries, instructions, authorizations and other communications from the Master Servicer as if the same had been received from the Assignee.  The Master Servicer, acting on behalf of the Assignee, shall have the rights of the Assignee as the Purchaser under the Flow Sale and Servicing Agreement to enforce the obligations of the Servicer thereunder.  Any notices or other communications permitted or required under the Flow Sale and Servicing Agreement to be made to the Assignee shall be made in accordance with the terms of the Flow Sale and Servicing Agreement and shall be sent to the Master Servicer at the following address:

[_____]

or to such other address as may hereafter be furnished by the Master Servicer to Servicer.  Any such notices or other communications permitted or required under the Flow Sale and Servicing Agreement may be delivered in electronic format unless manual signature is required in which case a hard copy of such report or communication shall be required.

The Servicer further acknowledges that the Depositor has engaged the Master Servicer to provide certain default administration and that the Master Servicer, acting as agent of the Depositor, may exercise any of the rights of the Purchaser retained by the Assignor in Section 3 above.

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The Servicer shall make all distributions under the Flow Sale and Servicing Agreement, as they relate to the Specified Mortgage Loans, to the Master Servicer by wire transfer of immediately funds to:

[__]

12.          Successors and Assigns.

Upon a transfer of the Specified Mortgage Loans by the Assignee (other than in respect of repurchases pursuant to Section 6.03 or Section 7.03 of the Flow Sale and Servicing Agreement) to a buyer (“buyer”), such transfer shall constitute a Reconstitution subject to the terms of Section 32 of the Flow Sale and Servicing Agreement.  Upon the closing of such transfer, the rights and obligations of Purchaser retained by the Depositor pursuant to this Assignment shall automatically terminate and the buyer shall be deemed to possess all of the rights and obligations of Purchaser under the Flow Sale and Servicing Agreement, provided, however, that the Depositor shall remain liable for any obligations as Purchaser arising from or attributable to the period from the date hereof to the closing date of such transfer.

[remainder of page intentionally left blank]

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IN WITNESS WHEREOF, the parties hereto have executed this Assignment the day and year first above written.

ASSIGNOR:

REDWOOD RESIDENTIAL ACQUISITION CORPORATION

DEPOSITOR:

SEQUOIA RESIDENTIAL FUNDING, INC.

By:

Name:

Title:

ASSIGNEE:

[ ]

By:

Name:

Title:

SERVICER:

FIRST REPUBLIC BANK

By:

Name:

Title:

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EXHIBIT I

APPENDIX A

MODIFICATIONS TO THE FLOW SALE AND SERVICING AGREEMENT

1.           The definition of “Business Day” in Section 1 of the Agreement is hereby deleted in its entirety and replaced with the following:

“Business Day:  Any day other than (i) a Saturday or a Sunday, or (ii) a legal holiday in the State of New York, or the State of California, or the State of Maryland or the State of Minnesota, or (iii) a day on which banks in the State of New York, or the State of California, or the State of Maryland or the State of Minnesota are authorized or obligated by law or executive order to be closed.”

2. The definition of “Closing Date” is hereby revised to read as follows:

“Closing Date:  [__], except with respect to the first paragraph of Section 2, Section 3, Section 4, Subsection 6.01, Subsection 6.03, Section 7.01 and the PPTL(s).”

3.           The definition of “Cut-off Date” is hereby revised to read as follows:

“Cut-off Date:  [__], except with respect to the first paragraph of Section 2, Section 3, Section 4, Subsection 6.01, Subsection 6.03, Section 7.01 and the PPTL(s).”

4. The definition of “First Remittance Date” is hereby revised to read as follows:

“First Remittance Date:  [__].”

5.           Subsection 11.04, first sentence of the first paragraph is revised to read as follows:

“The Servicer shall segregate and hold all funds collected and received pursuant to each Mortgage Loan separate and apart from any of its own funds and general assets and shall establish and maintain one or more Collection Accounts (collectively, the “Collection Account”), titled “[ ], in trust for the holders of [ ] Mortgage Pass-Through Certificates.”

6.           The following is added at the end of the last paragraph of Subsection 11.04:

“Notwithstanding anything to the contrary in this Agreement, for all Eligible Investments rated at least "A1/A+"(short/long) that have terms greater than 60 days, in the event of a downgrade of such Eligible Investment below "A1" (or "A+" if no short term rating) Servicer agrees to remove such Eligible Investment within 60 days of such downgrade.  Servicer acknowledges and agrees that Servicer shall bear any losses incurred with respect to removal of such Eligible Investment following such a downgrade and that any losses shall be immediately deposited by the Servicer in the Custodial Account, as appropriate, out of the Servicer’s own funds, with no right to reimbursement therefor.”

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7.           Notwithstanding anything to the contrary in the Flow Sale and Servicing Agreement, any Custodial Accounts established by the Servicer pursuant to Subsection 11.04 of the Flow Sale and Servicing Agreement shall qualify as Eligible Accounts as defined in the Pooling and Servicing Agreement.

8.           Subsection 11.13, second sentence of the third paragraph is revised to read as follows:

“No disbursement in excess of $15,000 shall be made unless the Servicer has previously notified the Purchaser and provided the Purchaser with an accounting of such disbursement.”

9.           Subsection 11.13 is revised to add the following paragraphs at the end of the section:

“The REO Property must be sold within three years following the end of the calendar year of the date of acquisition if a REMIC election has been made with respect to the arrangement under which the Mortgage Loans and REO Property are held, unless (i) the Purchaser shall have been supplied with an Opinion of Counsel (at the Servicer's expense) to the effect that the holding by the related trust of such Mortgaged Property subsequent to such three-year period (and specifying the period beyond such three-year period for which the Mortgaged Property may be held) will not result in the imposition of taxes on "prohibited transactions" of the related trust as defined in Section 860F of the Code, or cause the related REMIC to fail to qualify as a REMIC, in which case the related trust may continue to hold such Mortgaged Property (subject to any conditions contained in such Opinion of Counsel), or (ii) the Purchaser (at the Servicer's expense) or the Servicer shall have applied for, prior to the expiration of such three-year period, an extension of such three-year period in the manner contemplated by Section 856(e)(3) of the Code, in which case the three-year period shall be extended by the applicable period.  If a period longer than three years is permitted under the foregoing sentence and is necessary to sell any REO Property, the Servicer shall report monthly to the Purchaser as to progress being made in selling such REO Property.

Notwithstanding any other provision of this Agreement, if a REMIC election has been made, no Mortgaged Property held by a REMIC shall be rented (or allowed to continue to be rented) or otherwise used for the production of income by or on behalf of the related trust or sold in such a manner or pursuant to any terms that would (i) cause such Mortgaged Property to fail to qualify at any time as “foreclosure property” within a meaning of Section 860G(a)(8) of the Code, (ii) subject to the related trust to the imposition of any federal or state income taxes on “net income from foreclosure property” with respect to such Mortgaged Property within the meaning of Section 860G(c) of the Code, or (iii) cause the sale of such Mortgaged Property to result in the receipt by the related trust or any income from non-permitted assets as described in Section 860F(a) (2)(B) of the Code, unless the Servicer has agreed to indemnify and hold harmless the related trust with respect to the imposition of any such taxes.”

10.           Subsection 11.16, first sentence of the first paragraph is revised to read as follows:

“Not later than the tenth (10th) day of each month, the Servicer shall forward to the Purchaser in an electronic format statements, in substantially the same forms as, and providing the information described in, Exhibit 7 hereto; or as otherwise mutually agreed to by Servicer and the Master Servicer.”

11.           The Flow Sale and Servicing Agreement is modified by adding a new Subsection 11.24 which reads as follows:

“Subsection 11.24 Compliance with REMIC Provisions.

If a REMIC election has been made with respect to the arrangement under which the Mortgage Loans and REO Property are held, the Servicer shall not take any action, cause the REMIC to take any action or fail to take (or fail to cause to be taken) any action that, under the REMIC Provisions, if taken or not taken, as the case may be could (i) endanger the status of the REMIC 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 “contribution” to a REMIC set forth in Section 860G(d) of the Code unless the Servicer has received an Opinion of Counsel (at the expense of the party seeking to take such actions) to the effect that the contemplated action will not endanger such REMIC status or result in the imposition of any such tax.”

EXHIBIT 5

FORM OF MONTHLY REMITTANCE REPORT

Servicer shall provide or cause to be provided the following information to Purchaser:

Investor Code

First Republic Loan Number

Investor Loan Number

Last Paid Installment

Scheduled Payment

Scheduled Interest Rate

Servicing Fee

Beginning Scheduled Balance

Unpaid Principal Balance

Ending Scheduled Balance

Scheduled Principal

Unscheduled Principal

Interest on Curtailment

Total Principal

Scheduled Interest

Total Remittance

Payoff Date

Payoff Amount

Soldier and Sailor (S&S) Flag

S&S subsidy amount

S&S order end date

Prepayment Penalty Amount

Prepayment Amount Waived

Action Code

Investor Id

Category Code

Deal Name

Reason for Default

Breach Letter Date

Mortgagor First Name

Mortgagor Last Name

Property Street Address

City Name

Property Alpha State Code

Property ZIP Code

Next Payment Due Date

MI Company

MI Coverage %

Bankruptcy Status Code

Bankruptcy Filing Date

Bankruptcy Chapter Type

Bankruptcy Case Number

Bankruptcy Post Petition Due Date

Bankruptcy Discharge Date

Bankruptcy Dismissal Date

Loss Mitigation Status Code (To include Short sale and loan modification)

Loss Mit Approval Date

Loss Mit Type

Modified Rate

Modified First payment date

Balloon (Y) (N)

Balloon Amount

Amortization Term

Capitalized Amount

Principal Forbearance

Principal Write down Amount

Short Sale (Y) (N)

Short Sale Sales Price

Short Sale Completed Date

Foreclosure Status Code

Foreclosure Attorney Referral Date

First Legal Date

Foreclosure Property Value

Foreclosure Property Value Type

Foreclosure Property Value Date

Scheduled Foreclosure Date

Foreclosure Sale Date

Foreclosure Sale Amount

REO Status Code

Expenses to Date

REO Eviction Start Date

REO Eviction Completed Date

REO Original Listing Price Amount

REO Current Listing Price Amount

REO Listing Start Date

REO Accepted Offer Amount

REO Accepted Offer Date

REO Completed Date

Occupancy Current Status Code

Property Condition

Property Inspection Date

Appraisal Date

Current Property Value

Repaired Property Value

Original Mortgage Amount

EXHIBIT 6

FORM OF Purchase Price and Terms Letter

CLOSING DATE:  

This Purchase Price and Terms Letter (this “PPTL”), dated as of _______ (the “Closing Date”), confirms the sale by First Republic Bank (the “Seller”) to Redwood Residential Acquisition Corporation (the “Purchaser”), and the purchase by the Purchaser from the Seller, of the first lien residential mortgage loans on a servicing retained basis described on the Mortgage Loan Schedule attached as Schedule I hereto (the “Mortgage Loans”), pursuant to the terms of the Flow Mortgage Loan Sale and Servicing Agreement (the “Flow Sale and Servicing Agreement”), dated as of July 1, 2010, by and between the Purchaser and the Seller.  Capitalized terms that are used herein but are not defined herein shall have the respective meanings set forth in the Flow Sale and Servicing Agreement.

For good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the Seller does hereby bargain, sell, convey, assign and transfer to Purchaser without recourse, except as provided in the Flow Sale and Servicing Agreement, and on a servicing retained basis, all right, title and interest of the Seller in and to each of the Mortgage Loans, together with all documents maintained as part of the related Mortgage Files, all Mortgaged Properties which secure any Mortgage Loan but are acquired by foreclosure, deed in lieu of foreclosure after the Cut-off Date or otherwise, all payments of principal and interest received on the Mortgage Loans after the Cut-off Date, all other unscheduled collections collected in respect of the Mortgage Loans after the Cut-off Date, and all proceeds of the foregoing, subject, however, to the rights of the Seller under the Flow Sale and Servicing Agreement.

The Seller has delivered to the Purchaser or its designee prior to the date hereof the documents with respect to each Mortgage Loan required to be delivered under the Flow Sale and Servicing Agreement.

For purposes of the Mortgage Loans sold pursuant to this PPTL, certain terms shall be as set forth below:

Stated Principal Balance:	$
Closing Date:
Transfer Date:
Cut-off Date:
Purchase Price Percentage:		%
Servicing Fee Rate:		%

In WITNESS WHEREOF, the parties hereto, by the hands of their duly authorized officers, execute this PPTL as of the Closing Date referred to above.

REDWOOD RESIDENTIAL ACQUISITION CORPORATION as Purchaser	FIRST REPUBLIC BANK as Seller
By:	By:
Name:	Name:
Its:	Its:

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EXHIBIT 7

FORM OF MONTHLY REPORTS

[The Monthly Reports will set forth the information included in the ASF RMBS Reporting Package issued by the American Securitization Forum on July 15, 2009, as revised from time to time.]

EXHIBIT 8

FORM OF NOTICE OF SALE OF OWNERSHIP OF MORTGAGE LOAN

<<<insert date letter is sent>>>

Dear <<<insert client name>>>

Re: Loan # <<<insert loan number>>>

We are writing you to share some information about the mortgage you originally secured from First Republic Bank.  You may know that banks often transfer or sell their loans as a means of overall balance sheet management. In line with these accounting practices, your mortgage was transferred to <<<insert investor name>>> on <<<insert transfer date>>>.  <<<insert investor name>>> is located at <<<insert investor address>>> and the telephone number is <<<insert investor telephone number>>>. This letter is being sent to you simply as a legal notice of change. This transfer does not in any way alter your direct relationship with First Republic, and the transfer of ownership of your mortgage loan to has not been publicly recorded.

First Republic will continue to service your loan as it always has, and all existing loan terms and conditions will remain in place.  All loan payments should still be sent to First Republic. Any loan payments sent to <<<insert investor name>>> could result in late payments on your account, for which you would be responsible.

The transfer of the lien associated with your loan is currently recorded, or in the future may be recorded, in the public records of the local County Recorder's office for the county where your property is located.

Your points of contact at First Republic remain the same, and you can continue to call your banker about this loan or simply contact First Republic Loan Servicing at 800-888-6994.  First Republic has the continued responsibility of addressing your questions and loan issues.

In the unlikely event that you find it necessary to contact <<<insert investor name>>>, please write to us, the servicer of your loan, at First Republic Bank, 111 Pine Street, San Francisco, CA 94111 or call 800-888-6994.

Sincerely,

Loan Servicing

First Republic Bank

EXHIBIT 9

MORTGAGE LOAN SCHEDULE

[The Mortgage Loan Schedule will set forth the information included in the ASF RMBS Disclosure Package issued by the American Securitization Forum on July 15, 2009, as revised from time to time.]

ADDENDUM I

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REGULATION AB COMPLIANCE ADDENDUM

TO FLOW SALE AND SERVICING AGREEMENT

(Servicing-retained)

SECTION 1.  DEFINED TERMS

Capitalized terms used but not defined herein shall have the meanings assigned to such terms in the Agreement.  The following terms shall have the meanings set forth below, unless the context clearly indicates otherwise:

Applicable Servicing Criteria:  The “servicing criteria” set forth in Item 1122(d) of Regulation AB for which the Company is responsible in its capacity as Servicer as identified on Exhibit B hereto, provided that such Exhibit B may be amended from time to time to reflect changes in Regulation AB.

Commission:  The United States Securities and Exchange Commission.

Company Information:  As defined in Section 2.07(a).

Depositor:  The depositor, as such term is defined in Regulation AB, with respect to any Securitization Transaction.

Exchange Act:  The Securities Exchange Act of 1934, as amended.

Master Servicer:  With respect to any Securitization Transaction, the “master servicer,” if any, identified in the related transaction documents.

Qualified Correspondent:  Any Person from which the Company purchased Mortgage Loans, provided that this term shall not include the Purchaser or an affiliate of the Purchaser and provided further that the following conditions are satisfied:  (i) such Mortgage Loans were originated pursuant to an agreement between the Company and such Person that contemplated that such Person would underwrite mortgage loans from time to time, for sale to the Company, in accordance with underwriting guidelines designated by the Company (“Designated Guidelines”) or guidelines that do not vary materially from such Designated Guidelines; (ii) such Mortgage Loans were in fact underwritten as described in clause (i) above and were acquired by the Company within 180 days after origination; (iii) either (x) the Designated Guidelines were, at the time such Mortgage Loans were originated, used by the Company in origination of mortgage loans of the same type as the Mortgage Loans for the Company’s own account or (y) the Designated Guidelines were, at the time such Mortgage Loans were underwritten, designated by the Company on a consistent basis for use by lenders in originating mortgage loans to be purchased by the Company; and (iv) the Company employed, at the time such Mortgage Loans were acquired by the Company, pre-purchase or post-purchase quality assurance procedures (which may involve, among other things, review of a sample of mortgage loans purchased during a particular time period or through particular channels) designed to ensure that Persons from which it purchased mortgage loans properly applied the underwriting criteria designated by the Company.

Reconstitution Agreement:  The agreement or agreements entered into by the Company and the Purchaser and/or certain third parties on the Reconstitution Date or Dates with respect to any or all of the Mortgage Loans serviced hereunder, in connection with a Whole Loan Transfer or Securitization Transaction.

Regulation AB:  Subpart 229.1100 — Asset Backed Securities (Regulation AB), 17 C.F.R. §§229.1100-229.1123, as such may be amended from time to time, and subject to such clarification and interpretation as have been provided by the Commission in the adopting release (Asset-Backed Securities, Securities Act Release No. 33-8518, 70 Fed. Reg. 1,505, 1,531 (Jan. 7, 2005)) or by the staff of the Commission, or as may be provided by the Commission or its staff from time to time.

Securities Act:  The Securities Act of 1933, as amended.

Securitization Transaction:  Any transaction involving either (1) a sale or other transfer of some or all of the Mortgage Loans directly or indirectly by the Purchaser to an issuing entity in connection with an issuance of publicly offered or privately placed, rated or unrated mortgage-backed securities or (2) an issuance of publicly offered or privately placed, rated or unrated securities, the payments on which are determined primarily by reference to one or more portfolios of residential mortgage loans consisting, in whole or in part, of some or all of the Mortgage Loans.

Servicer:  As defined in Section 2.03(c).

Sponsor:  With respect to any Securitization Transaction, the Person identified in writing to the Company by the Purchaser as sponsor for such Securitization Transaction.

Static Pool Information:  Static pool information as described in Item 1l05(a)(l)-(3) and 1105(c) of Regulation AB.

Subcontractor:  Any vendor, subcontractor or other Person that is not responsible for the overall servicing (as “servicing” is commonly understood by participants in the mortgage-backed securities market) of Mortgage Loans but performs one or more discrete functions identified in Item l122(d) of Regulation AB with respect to Mortgage Loans under the direction or authority of the Company or a Subservicer, provided that this term shall not include the Purchaser, an affiliate of the Purchaser or originators of Mortgage Loans acquired by the Company from the Purchaser or an affiliate of the Purchaser.

Subservicer:  Any Person that services Mortgage Loans on behalf of the Company or any Subservicer and is responsible for the performance (whether directly or through Subservicers or Subcontractors) of a substantial portion of the material servicing functions identified in Item 1122(d) of Regulation AB that are required to be performed by the Company under this Agreement or any Reconstitution Agreement, provided that this term shall not include the Purchaser, an affiliate of the Purchaser or originators of Mortgage Loans acquired by the Company from the Purchaser or an affiliate of the Purchaser.

Third-Party Originator:  Each Person, other than a Qualified Correspondent, that originated Mortgage Loans acquired by the Company, provided that this term shall not include originators of Mortgage Loans acquired by the Company from the Purchaser or an affiliate of the Purchaser.

Whole Loan Transfer:  Any sale or transfer of some or all of the Mortgage Loans (including an Agency Transfer), other than a Securitization Transaction.

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SECTION 2.  COMPLIANCE WITH REGULATION AB

Subsection 2.01  Intent of the Parties; Reasonableness.

The Purchaser and the Company acknowledge and agree that the purpose of this Regulation AB Addendum is to facilitate compliance by the Purchaser and any Depositor with the provisions of Regulation AB and related rules and regulations of the Commission and that the provisions of this Regulation AB Addendum shall be applicable to all Mortgage Loans included in a Securitization Transaction closing on or after January 1, 2006, regardless whether the Mortgage Loans were purchased by the Purchaser from the Company prior to the date hereof.  Although Regulation AB is applicable by its terms only to offerings of asset-backed securities that are registered under the Securities Act, the Company acknowledges that investors in privately offered securities may require that the Purchaser or any Depositor provide comparable disclosure in unregistered offerings.  References in this Regulation AB Addendum to compliance with Regulation AB include provision of comparable disclosure in private offerings.

Neither the Purchaser nor any Depositor shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act).  The Company acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with reasonable requests made by the Purchaser, any Master Servicer or any Depositor in good faith for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB.  In connection with any Securitization Transaction, the Company shall cooperate fully with the Purchaser and any Master Servicer to deliver to the Purchaser (including any of its assignees or designees) and one of any Master Servicer or any Depositor (as requested), any and all statements, reports, certifications, records and any other information necessary in the good faith determination of the Purchaser or any Depositor to permit the Purchaser, such Master Servicer or such Depositor to comply with the provisions of Regulation AB, together with such disclosures relating to the Company, any Subservicer, any Third-Party Originator and the Mortgage Loans, or the servicing of the Mortgage Loans, reasonably believed by the Purchaser, the Master Servicer or any Depositor to be necessary in order to effect such compliance. The Purchaser agrees to provide the Company with reasonable prior notice of requests for information.

The Purchaser and the Company also acknowledge and agree that Section 2.02(a)(i)-(v), Section 2.03(c), (e) and (f), Section 2.04, Section 2.05 and Section 2.06 of this Regulation AB Addendum shall only be applicable with respect to any Mortgage Loan if the Company (or Subservicer, if any) services such Mortgage Loan for a period following the closing date of a related Securitization Transaction.

For purposes of this Regulation AB Addendum, the term “Purchaser” shall refer to Redwood Residential Acquisition Corporation and its successors in interest and assigns.  In addition, any notice or request that must be “in writing”  or “written” may be made by electronic mail at such addresses as provided for notice under the Agreement.

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Subsection 2.02  Additional Representations and Warranties of the Company.

(a)           The Company shall be deemed to represent to the Purchaser, to any Master Servicer and to any Depositor, as of the date on which information is first provided to the Purchaser, any Master Servicer or any Depositor under Section 2.03 that, except as disclosed in writing to the Purchaser, such Master Servicer or such Depositor prior to such date: (i) the Company is not aware and has not received notice that any default, early amortization or other performance triggering event with respect to the Company has occurred as to any other securitization due to any act or failure to act of the Company; (ii) the Company has not been terminated as servicer in a residential mortgage loan securitization, either due to a servicing default or to application of a servicing performance test or trigger; (iii) no material noncompliance with the Servicing Criteria with respect to other securitizations of residential mortgage loans involving the Company as servicer has been disclosed or reported by the Company; (iv) no material changes to the Company’s policies or procedures with respect to the servicing function it will perform under this Agreement and any Reconstitution Agreement for mortgage loans of a type similar to the Mortgage Loans have occurred during the three-year period immediately preceding the related Securitization Transaction; (v) there are no aspects of the Company’s financial condition that are reasonably expected to have a material adverse effect on the performance by the Company of its servicing obligations under this Agreement or any Reconstitution Agreement; (vi) there are no material legal or governmental proceedings pending (or known to be contemplated) against the Company, any Subservicer or any Third-Party Originator; and (vii) there are no affiliations, relationships or transactions relating to the Company, any Subservicer or any Third-Party Originator with respect to any Securitization Transaction and any party thereto identified in writing to the Company by the related Depositor of a type described in Item 1119 of Regulation AB.

(b)           If so requested in writing by the Purchaser, any Master Servicer or any Depositor on any date following the date on which information is first provided to the Purchaser, any Master Servicer or any Depositor under Section 2.03, the Company shall use its best efforts to confirm in writing within five (5) Business Days, but in no event later than ten (10) Business Days, following such request the accuracy of the representations and warranties set forth in paragraph (a) of this Section or, if any such representation and warranty is not accurate as of the date of such request, provide within five (5) Business Days, but in no event later than ten (10) Business Days, reasonably adequate disclosure of the pertinent facts, in writing, to the requesting party.

Subsection 2.03  Information to Be Provided by the Company.

In connection with any Securitization Transaction, the Company shall use its best efforts to (i) within five (5) Business Days, but in no event later than ten (10) Business Days, following written request by the Purchaser or any Depositor, provide to the Purchaser and such Depositor (or, as applicable, cause each Third-Party Originator and each Subservicer to provide), in writing and in form and substance reasonably satisfactory to the Purchaser and such Depositor, the information and materials specified in paragraphs (a), (b), (c) and (f) of this Section, and (ii) as promptly as practicable following notice to or discovery by the Company, provide to the Purchaser and any Depositor (in writing and in form and substance reasonably satisfactory to the Purchaser and such Depositor) the information specified in paragraph (d) of this Section.

(a)           If so requested in writing by the Purchaser or any Depositor, the Company shall provide such information regarding (i) the Company, as originator of the Mortgage Loans (including as an acquirer of Mortgage Loans from a Qualified Correspondent), or (ii) each Third-Party Originator, and (iii) as applicable, each Subservicer, as is requested for the purpose of compliance with Items 1103(a)(l), 1105, 1110, 1117 and 1119 of Regulation AB.  Such information shall include, at a minimum:

(A)           the originator’s form of organization;

(B)           a description of the originator’s origination program and how long the originator has been engaged in originating residential mortgage loans, which description shall include a discussion of the originator’s experience in originating mortgage loans of a similar type as the Mortgage Loans; information regarding the size and composition of the originator’s origination portfolio; and information that may be material, in the good faith judgment of the Purchaser or any Depositor, to an analysis of the performance of the Mortgage Loans, including the originators’ credit-granting or underwriting criteria for mortgage loans of similar type(s) as the Mortgage Loans and such other information as the Purchaser or any Depositor may reasonably request for the purpose of compliance with Item 1110(b)(2) of Regulation AB;

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(C)           a description of any legal or governmental proceedings pending (or known to be contemplated) against the Company, each Third-Party Originator and each Subservicer that would be material to securityholders; and

(D)           a description of any affiliation or relationship between the Company, each Third-Party Originator, each Subservicer and any of the following parties to a Securitization Transaction, as such parties are identified to the Company by the Purchaser or any Depositor in writing in advance of such Securitization Transaction:

(1)           the sponsor;

(2)           the depositor;

(3)           the issuing entity;

(4)           any servicer;

(5)           any trustee;

(6)           any originator;

(7)           any significant obligor;

(8)           any enhancement or support provider; and

(9)           any other material transaction party.

(b)           If so requested in writing by the Purchaser or any Depositor, the Company shall provide (or, as applicable, cause each Third-Party Originator to provide) Static Pool Information solely with respect to securitized pools of mortgage loans (of a similar type as the Mortgage Loans, as reasonably identified by the Purchaser as provided below) that were originated by the Seller or a Third Party Originator and included in securitizations that closed during the five (5) years preceding the closing date of the related Securitization Transaction and for which Seller or a third party was the depositor.  Such Static Pool Information shall be prepared by the Company (or Third-Party Originator) on the basis of its reasonable, good faith interpretation of the requirements of Item 1105(a)(1)-(3) of Regulation AB.  To the extent that there is reasonably available to the Company (or Third-Party Originator) Static Pool Information with respect to more than one mortgage loan type, the Purchaser or any Depositor shall be entitled to specify whether some or all of such information shall be provided pursuant to this paragraph.  The content of such Static Pool Information may be in the form customarily provided by the Company, and need not be customized for the Purchaser or any Depositor.  Such Static Pool Information for each prior securitized pool shall be presented in increments no less frequently than quarterly over the life of the mortgage loans included in such prior securitized pool.  The most recent periodic increment must be as of a date no later than 135 days prior to the date of the prospectus or other offering document in which the Static Pool Information is to be included or incorporated by reference.  The Static Pool Information shall be provided in an electronic format that provides a permanent record of the information provided, such as a portable document format (pdf) file, or other such electronic format reasonably required by the Purchaser or the Depositor, as applicable.

Promptly following notice or discovery of a material error in Static Pool Information provided pursuant to the immediately preceding paragraph (including an omission to include therein information required to be provided pursuant to such paragraph) during the applicable offering period for the securities, the Company shall provide corrected Static Pool Information to the Purchaser or any Depositor, as applicable, in the same format in which Static Pool Information was previously provided to such party by the Company.

If so requested in writing by the Purchaser or any Depositor, the Company shall provide (or, as applicable, cause each Third-Party Originator to provide), at the expense of the requesting party (to the extent of any additional incremental expense associated with delivery pursuant to this Regulation AB Addendum), such statements and agreed-upon procedures letters of certified public accountants reasonably acceptable to the Purchaser or Depositor, as applicable, pertaining to Static Pool Information relating to securitizations closed on or after January 1, 2006, as the Purchaser or such Depositor shall reasonably request.  Such statements and letters shall be addressed to and be for the benefit of such parties as the Purchaser or such Depositor shall designate, which may include, by way of example, any Sponsor, any Depositor and any broker dealer acting as underwriter, placement agent or initial purchaser with respect to a Securitization Transaction.  Any such statement or letter may take the form of a standard, generally applicable document accompanied by a reliance letter authorizing reliance by the addressees designated by the Purchaser or such Depositor.

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(c)           If so requested in writing by the Purchaser or any Depositor, the Company shall provide such information regarding the Company, as servicer of the Mortgage Loans, and each Subservicer (each of the Company and each Subservicer, for purposes of this paragraph, a “Servicer”), as is requested for the purpose of compliance with Item 1108, 1117 and 1119 of Regulation AB.  Such information shall include, at a minimum:

(A)           the Servicer’s form of organization;

(B)           a description of how long the Servicer has been servicing residential mortgage loans; a general discussion of the Servicer’s experience in servicing assets of any type as well as a more detailed discussion of the Servicer’s experience in, and procedures for, the servicing function it will perform under the Agreement and any Reconstitution Agreements; information regarding the size, composition and growth of the Servicer’s portfolio of residential mortgage loans of a type similar to the Mortgage Loans and information on factors related to the Servicer that may be material, in the good faith judgment of the Purchaser or any Depositor, to any analysis of the servicing of the Mortgage Loans or the related asset-backed securities, as applicable, including, without limitation:

(1)           whether any prior securitizations of mortgage loans of a type similar to the Mortgage Loans involving the Servicer have defaulted or experienced an early amortization or other performance triggering event because of servicing by the Servicer during the three-year period immediately preceding the related Securitization Transaction;

(2)           the extent of outsourcing the Servicer utilizes;

(3)           whether there has been previous disclosure of material noncompliance with the applicable servicing criteria with respect to other securitizations of residential mortgage loans involving the Servicer as a servicer during the three-year period immediately preceding the related Securitization Transaction;

(4)           whether the Servicer has been terminated as servicer in a residential mortgage loan securitization, either due to a servicing default or to application of a servicing performance test or trigger; and

(5)           such other information as the Purchaser or any Depositor may reasonably request for the purpose of compliance with Item 1108(b)(2) of Regulation AB;

(C)         a description of any material changes during the three-year period immediately preceding the related Securitization Transaction to the Servicer’s policies or procedures with respect to the servicing function it will perform under the Agreement and any Reconstitution Agreements for mortgage loans of a type similar to the Mortgage Loans;

(D)         information regarding the Servicer’s financial condition, to the extent that there is a material risk that an adverse financial event or circumstance involving the Servicer could have a material adverse effect on the performance by the Company of its servicing obligations under the Agreement or any Reconstitution Agreement;

(E)         information regarding advances made by the Servicer on the Mortgage Loans and the Servicer’s overall servicing portfolio of residential mortgage loans for the three-year period immediately preceding the related Securitization Transaction, which may be limited to a statement by an authorized officer of the Servicer to the effect that the Servicer has made all advances required to be made on residential mortgage loans serviced by it during such period, or, if such statement would not be accurate, information regarding the percentage and type of advances not made as required, and the reasons for such failure to advance;

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(F)           a description of the Servicer’s processes and procedures designed to address any special or unique factors involved in servicing loans of a similar type as the Mortgage Loans;

(G)           a description of the Servicer’s processes for handling delinquencies, losses, bankruptcies and recoveries, such as through liquidation of mortgaged properties, sale of defaulted mortgage loans or workouts; and

(H)           information as to how the Servicer defines or determines delinquencies and charge-offs, including the effect of any grace period, re-aging, restructuring, partial payments considered current or other practices with respect to delinquency and loss experience.

(I)           a description of any legal or governmental proceedings pending (or known to be contemplated) against the Servicer that would be material to securityholders; and

(J)           a description of any affiliation or relationship between the Servicer and any of the following parties to a Securitization Transaction, as such parties are identified to the Servicer by the Purchaser or any Depositor in writing in advance of a Securitization Transaction.

(1)           the sponsor;

(2)           the depositor;

(3)           the issuing entity;

(4)           any servicer;

(5)           any trustee;

(6)           any originator;

(7)           any significant obligor;

(8)           any enhancement or support provider; and

(9)           any other material transaction party.

(d)           For the purpose of satisfying its reporting obligation under the Exchange Act with respect to any class of asset-backed securities, for so long as the Depositor is required to file reports under the Exchange Act with respect to a Securitization Transaction, the Company shall (or shall cause each Subservicer and Third-Party Originator to) (i) provide prompt notice to the Purchaser, any Master Servicer and any Depositor in writing of (A) any litigation or governmental proceedings pending against the Company, any Subservicer or any Third-Party Originator that would be material to securityholders and (B) any affiliations or relationships that develop following the closing date of a Securitization Transaction between the Company, any Subservicer or any Third-Party Originator and any of the parties specified in clause (D) of paragraph (a) of this Section (and any other parties identified in writing by the requesting party) with respect to such Securitization Transaction, but only to the extent that such affiliations or relationships do not include the Purchaser, Depositor or any of their respective affiliates as a party, (C) any Event of Default of which it is aware or has received notice under the terms of the Agreement or any Reconstitution Agreement, (D) any merger or consolidation where the Company is not the surviving entity or sale of substantially all of the assets of the Company, and (E) the Company’s entry into an agreement with a Subservicer to perform or assist in the performance of any of the Company’s obligations under the Agreement or any Reconstitution Agreement and (ii) provide to the Purchaser and any Depositor a description of such proceedings, affiliations or relationships.

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(e)           As a condition to the succession to the Company or any Subservicer as servicer or subservicer under the Agreement or any Reconstitution Agreement by any Person (i) into which the Company or such Subservicer may be merged or consolidated, or (ii) which may be appointed as a successor to the Company or any Subservicer, the Company shall provide to the Purchaser, any Master Servicer and any Depositor, at least 15 calendar days prior to the effective date of such succession or appointment, (x) written notice to the Purchaser and any Depositor of such succession or appointment and (y) in writing and in form and substance reasonably satisfactory to the Purchaser and such Depositor, all information reasonably requested in writing by the Purchaser or any Depositor in order to comply with its reporting obligation under Item 6.02 of Form 8-K with respect to any class of asset-backed securities.

(f)           In addition to such information as the Company, as servicer, is obligated to provide pursuant to other provisions of the Agreement, not later than ten (10) days prior to the deadline for the filing of any distribution report on Form 10-D in respect of any Securitization Transaction that includes any of the Mortgage Loans serviced by the Company or any Subservicer, the Company or such Subservicer, as applicable, shall, to the extent the Company or such Subservicer has knowledge, provide to the party responsible for filing such report (including, if applicable, the Master Servicer) notice of the occurrence of any of the following events along with all information, data and materials related thereto and reasonably available to it as may be required to be included in the related distribution report on Form 10-D (as specified in the provisions of Regulation AB referenced below):

(i)           any modifications, extensions or waivers of pool asset terms, fees, penalties or payments during the distribution period or that have cumulatively become material over time (Item 1121(a)(11) of Regulation AB) that would be material to the securityholders;

(ii)           breaches of pool asset representations or warranties or transaction covenants (Item 1121(a)(12) of Regulation AB) that would be material to the securityholders; and

(iii)           information regarding new asset-backed securities issuances backed by the same pool assets, any pool asset changes (such as additions, substitutions or repurchases), and any changes in origination, underwriting or other criteria for acquisition or selection of pool assets (Item 1121(a)(14) of Regulation AB) that would be material to the securityholders.

(g)           The Company shall provide to the Purchaser, any Master Servicer and any Depositor, upon written request, evidence of the authorization of the person signing any certification or statement, copies or other evidence of Fidelity Bond Insurance and Errors and Omissions Insurance policies, and, to the extent material to securityholders, such other information related to the Company or any Subservicer of the Company’s or such Subservicer’s performance hereunder.

Subsection 2.04  Servicer Compliance Statement.

On or before March 5th of each calendar year when the Depositor is required to file reports under the Exchange Act with respect to the related Securitization Transaction, commencing in 2011, the Company shall deliver to the Purchaser and any Master Servicer, or any Depositor if a Master Servicer has not been identified for the related Securitization Transaction, a statement of compliance addressed to such parties and signed by an authorized officer of the Company, to the effect that (i) a review of the Company’s activities during the immediately preceding calendar year (or applicable portion thereof) and of its performance under the Agreement and any applicable Reconstitution Agreement during such period has been made under such officer’s supervision, and (ii) to the best of such officers’ knowledge, based on such review, the Company has fulfilled all of its obligations under the Agreement and any applicable Reconstitution Agreement in all material respects throughout such calendar year (or applicable portion thereof) or, if there has been a failure to fulfill any such obligation in any material respect, specifically identifying each such failure known to such officer and the nature and the status thereof.

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Subsection 2.05  Report on Assessment of Compliance and Attestation.

(a)           On or before March 5thof each calendar year when the Depositor is required to file reports under the Exchange Act with respect to the related Securitization Transaction, commencing in 2011, the Company shall:

(i)           deliver to the Purchaser and any Master Servicer, or any Depositor if a Master Servicer has not been identified for the related Securitization Transaction, a report (in form and substance reasonably satisfactory to such parties) regarding the Company’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB.  Such report shall be addressed to such parties and signed by an authorized officer of the Company, and shall address each of the “Applicable Servicing Criteria,” applying such Applicable Servicing Criteria in a manner such that “investor” shall mean any Master Servicer or Trustee on behalf of the trust;

(ii)           deliver to the Purchaser and any Master Servicer, or any Depositor if a Master Servicer has not been identified for the related Securitization Transaction, a report of a registered public accounting firm reasonably acceptable to such parties that attests to, and reports on, the assessment of compliance made by the Company and delivered pursuant to the preceding paragraph.  Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act;

(iii)           cause each Subservicer, and each Subcontractor determined by the Company pursuant to Section 2.06(b) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, to deliver to the Purchaser and any Master Servicer, or any Depositor if a Master Servicer has not been identified for the related Securitization Transaction, an assessment of compliance and accountants’ attestation as and when provided in paragraphs (a) and (b) of this Section; and

(iv)           deliver, and cause each Subservicer, and each Subcontractor determined by the Company pursuant to Section 2.06(b) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, to deliver, to the Purchaser and any Master Servicer, or any Depositor if a Master Servicer has not been identified for the related Securitization Transaction, and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the Sarbanes-Oxley Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification, signed by the appropriate officer of the Company, in the form attached hereto as Exhibit A.

The Company acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Company pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission.  Neither the Purchaser nor any Depositor will request delivery of a certification under clause (a)(iv) above unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans.

(b)           Each assessment of compliance provided by a Subservicer pursuant to Section 2.05(a)(iii) shall address each of the Applicable Servicing Criteria for which such Subservicer is responsible for the period from and after the date of appointment of the Subservicer.  An assessment of compliance provided by a Subcontractor pursuant to Section 2.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Company pursuant to Section 2.06.

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Subsection 2.06  Use of Subservicers and Subcontractors.

The Company shall not hire or otherwise utilize the services of any Subservicer to fulfill any of the obligations of the Company as servicer under the Agreement or any Reconstitution Agreement unless the Company complies with the provisions of paragraph (a) of this Section.  The Company shall not hire or otherwise utilize the services of any Subcontractor, and shall not authorize any Subservicer to hire or otherwise utilize the services of any Subcontractor, to fulfill any of the obligations of the Company as servicer under the Agreement or any Reconstitution Agreement unless the Company complies with the provisions of paragraph (b) of this Section.

(a)           It shall not be necessary for the Company to seek the consent of the Purchaser, any Master Servicer or any Depositor to the utilization of any Subservicer.  The Company shall cause any Subservicer used by the Company (or by any Subservicer) for the benefit of the Purchaser and any Depositor to comply with the provisions of this Section and with Sections 2.02, 2.03(c), (e), (f) and (g), 2.04, 2.05 and 2.07 of this Regulation AB Addendum to the same extent as if such Subservicer were the Company, and to provide the information required with respect to such Subservicer under Section 2.03(d) of this Regulation AB Addendum.  The Company shall be responsible for obtaining from each Subservicer and delivering to the Purchaser and any Depositor any servicer compliance statement required to be delivered by such Subservicer under Section 2.04, any assessment of compliance and attestation required to be delivered by such Subservicer under Section 2.05 and any certification required to be delivered to the Person that will be responsible for signing the Sarbanes Certification under Section 2.05 as and when required to be delivered.

(b)           It shall not be necessary for the Company to seek the consent of the Purchaser, any Master Servicer or any Depositor to the utilization of any Subcontractor.  The Company shall promptly upon written request provide to the Purchaser and any Master Servicer, or any Depositor (or any designee of the Depositor, such as an administrator) if a Master Servicer has not been identified for the related Securitization Transaction, a written description (in form and substance reasonably satisfactory to such parties) of the role and function of each Subcontractor utilized by the Company or any Subservicer, specifying (i) the identity of each such Subcontractor, (ii) which (if any) of such Subcontractors are “participating in the servicing function” within the meaning of Item 1122 of Regulation AB and (iii) which elements of the Servicing Criteria will be addressed in assessments of compliance provided by each Subcontractor identified pursuant to clause (ii) of this paragraph.

(c)           As a condition to the utilization of any Subcontractor determined to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, the Company shall cause any such Subcontractor used by the Company (or by any Subservicer) for the benefit of the Purchaser and any Depositor to comply with the provisions of Sections 2.05 and 2.07 of this Regulation AB Addendum to the same extent as if such Subcontractor were the Company.  The Company shall be responsible for obtaining from each Subcontractor and delivering to the Purchaser and any Depositor any assessment of compliance and attestation required to be delivered by such Subcontractor under Section 2.05, in each case as and when required to be delivered.

Subsection 2.07  Indemnification; Remedies.

(a)           The Company shall indemnify the Purchaser, each affiliate of the Purchaser, and each of the following parties participating in a Securitization Transaction: each Sponsor; each issuing entity; each Person (including, but not limited to, any Master Servicer if applicable) responsible for the preparation, execution or filing of any report required to be filed with the Commission with respect to such Securitization Transaction, or for execution of a certification pursuant to Rule 13a-14(d) or Rule 15d-14(d) under the Exchange Act with respect to such Securitization Transaction; each broker dealer acting as underwriter, placement agent or initial purchaser, each Person who controls any of such parties or the Depositor (within the meaning of Section 15 of the Securities Act and Section 20 of the Exchange Act); and the respective present and former directors, officers, employees, agents and affiliates of each of the foregoing and of the Depositor (each, an “Indemnified Party”), and shall hold each of them harmless from and against any claims, losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments, and any other costs, fees and expenses that any of them may sustain arising out of or based upon:

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(i)           (A) any untrue statement of a material fact contained or alleged to be contained in any information, report, certification, accountants’ letter or other material provided in written or electronic format under this Article II by or on behalf of the Company, or provided under this Section II by or on behalf of any Subservicer, Subcontractor or Third-Party Originator (collectively, the “Company Information”), or (B) the omission or alleged omission to state in the Company Information a material fact required to be stated in the Company Information or necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, by way of clarification, that clause (B) of this paragraph shall be construed solely by reference to the Company Information and not to any other information communicated in connection with a sale or purchase of securities, without regard to whether the Company Information or any portion thereof is presented together with or separately from such other information;

(ii)           any breach by the Company of its obligations under this Section II, including particularly any failure by the Company, any Subservicer, any Subcontractor or any Third-Party Originator to deliver any information, report, certification, accountants’ letter or other material when and as required under this Section II, including any failure by the Company to identify pursuant to Section 2.06(b) any Subcontractor “participating in the servicing function” within the meaning of Item 1122 of Regulation AB;

(iii)           any breach by the Company of a representation or warranty set forth in Section 2.02(a) or in a writing furnished pursuant to Section 2.02(b) and made as of a date prior to the closing date of the related Securitization Transaction, to the extent that such breach is not cured by such closing date, or any breach by the Company of a representation or warranty in a writing furnished pursuant to Section 2.02(b) to the extent made as of a date subsequent to such closing date, or

(iv)           the negligence, bad faith or willful misconduct of the Company in connection with its performance under this Article II.

If the indemnification provided for herein is unavailable or insufficient to hold harmless an Indemnified Party, then the Company agrees that it shall contribute to the amount paid or payable by such Indemnified Party as a result of any claims, losses, damages or liabilities incurred by such Indemnified Party in such proportion as is appropriate to reflect the relative fault of such Indemnified Party on the one hand and the Company on the other.

In the case of any failure of performance described in clause (a)(ii) of this Section 2.07, the Company shall promptly reimburse the Purchaser, any Depositor, as applicable, and each Person responsible for the preparation, execution or filing of any report required to be filed with the Commission with respect to such Securitization Transaction, or for execution of a certification pursuant to Rule 13a-14(d) or Rule 15d-14(d) under the Exchange Act with respect to such Securitization Transaction, for all costs reasonably incurred by each such party in order to obtain the information, report, certification, accountants’ letter or other material not delivered as required by the Company, any Subservicer, any Subcontractor or any Third-Party Originator.

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This indemnification shall survive the termination of the Agreement or the termination of any party to the Agreement.

(b)           (i)           Any failure by the Company, any Subservicer, any Subcontractor or any Third-Party Originator to deliver any information, report, certification, accountants’ letter or other material when and as required under this Section II, to the extent that such failure continues unremedied for two (2) Business Days after the date on which such information, report, certification, accountants’ letter or other material was required to be delivered, or any breach by the Company of a representation or warranty set forth in Section 2.02(a) or in a writing furnished pursuant to Section 2.02(b) and made as of a date prior to the closing date of the related Securitization Transaction, to the extent that such breach is not cured by such closing date, or any breach by the Company of a representation or warranty in a writing furnished pursuant to Section 2.02(b) to the extent made as of a date subsequent to such closing date, shall, except as provided in clause (ii) of this paragraph, immediately and automatically, without notice or grace period, constitute an Event of Default with respect to the Company under the Agreement and any applicable Reconstitution Agreement, and shall entitle the Purchaser or Depositor, as applicable, in its sole discretion to terminate the rights and obligations of the Company as servicer under the Agreement and/or any applicable Reconstitution Agreement without payment (notwithstanding anything in the Agreement or any applicable Reconstitution Agreement to the contrary) of any compensation to the Company (and, if the Company is servicing any of the Mortgage Loans in a Securitization Transaction, appoint a successor servicer reasonably acceptable to any Master Servicer for such Securitization Transaction); provided that to the extent that any provision of the Agreement and/or any applicable Reconstitution Agreement expressly provides for the survival of certain rights or obligations following termination of the Company as servicer, such provision shall be given effect.

(ii)           Any failure by the Company, any Subservicer or any Subcontractor to deliver any information, report, certification or accountants’ letter when and as required under Section 2.04 or 2.05, including (except as provided below) any failure by the Company to identify pursuant to Section 2.06(b) any Subcontractor “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, which continues unremedied for ten (10) calendar days after the date on which such information, report, certification or accountants’ letter was required to be delivered shall constitute an Event of Default with respect to the Company under the Agreement and any applicable Reconstitution Agreement, and shall entitle the Purchaser, any Master Servicer or any Depositor, as applicable, in its sole discretion to terminate the rights and obligations of the Company as servicer under the Agreement and/or any applicable Reconstitution Agreement without payment (notwithstanding anything in this Agreement to the contrary) of any compensation to the Company; provided that to the extent that any provision of the Agreement and/or any applicable Reconstitution Agreement expressly provides for the survival of certain rights or obligations following termination of the Company as servicer, such provision shall be given effect.

Neither the Purchaser nor any Depositor shall be entitled to terminate the rights and obligations of the Company pursuant to this subparagraph (b)(ii) if a failure of the Company to identify a Subcontractor “participating in the servicing function” within the meaning of Items 1122 of Regulation AB was attributable solely to the role or functions of such Subcontractor with respect to mortgage loans other than the Mortgage Loans.

(iii)           The Company shall promptly reimburse the Purchaser (or any designee of the Purchaser), any Master Servicer and any Depositor, as applicable, for all reasonable expenses incurred by the Purchaser (or such designee) or such Depositor, as such are incurred, in connection with the termination of the Company as servicer and the transfer of servicing of the Mortgage Loans to a successor servicer.  The provisions of this paragraph shall not limit whatever rights the Purchaser or any Depositor may have under other provisions of the Agreement and/or any applicable Reconstitution Agreement or otherwise, whether in equity or at law, such as an action for damages, specific performance or injunctive relief.

Subsection 2.08  Third-party Beneficiary.

For purposes of this Regulation AB Addendum and any related provisions thereto, each Master Servicer shall be considered a third-party beneficiary of the Agreement, entitled to all the rights and benefits hereof as if it were a direct party to the Agreement.

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EXHIBIT A

FORM OF ANNUAL CERTIFICATION

Re:         The [      ] agreement dated as of [      ], 20[  ] (the “Agreement”), among

[IDENTIFY PARTIES]

I, ________________________________, the _____________________ of [ ] certify to [the Purchaser], [the Depositor], and the [Master Servicer] [Securities Administrator] [Trustee], and their officers, with the knowledge and intent that they will rely upon this certification, that:

(1)           I have reviewed the servicer compliance statement of the Company provided in accordance with Item 1123 of Regulation AB (the “Compliance Statement”), the report on assessment of the Company’s compliance with the servicing criteria set forth in Item 1122(d) of Regulation AB and identified as the responsibility of the Company on Exhibit B to the Regulation AB Compliance Addendum to the Agreement (the “Servicing Criteria”), provided in accordance with Rules 13a-18 and 15d-18 under Securities Exchange Act of 1934, as amended (the “Exchange Act”) and Item 1122 of Regulation AB (the “Servicing Assessment”), the registered public accounting firm’s attestation report provided in accordance with Rules 13a-18 and 15d-18 under the Exchange Act and Section 1122(b) of Regulation AB (the “Attestation Report”), and all servicing reports, officer’s certificates and other information relating to the servicing of the Mortgage Loans by the Company during 20[ ] that were delivered by the Company to the [Depositor] [Master Servicer] pursuant to the Agreement (collectively, the “Company Servicing Information”);

(2)           Based on my knowledge, the Company Servicing Information, taken as a whole, does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in the light of the circumstances under which such statements were made, not misleading with respect to the period of time covered by the Company Servicing Information;

(3)           Based on my knowledge, all of the Company Servicing Information required to be provided by the Company under the Agreement has been provided to the [Depositor] [Master Servicer];

(4)           I am responsible for reviewing the activities performed by the Company as servicer under the Agreement, and based on my knowledge and the compliance review conducted in preparing the Compliance Statement and except as disclosed in the Compliance Statement, the Servicing Assessment or the Attestation Report, the Company has fulfilled its obligations under the Agreement in all material respects; and

(5)           The Compliance Statement required to be delivered by the Company pursuant to the Agreement, and the Servicing Assessment and Attestation Report required to be provided by the Company and by any Subservicer or Subcontractor pursuant to the Agreement, have been provided to the [Depositor] [Master Servicer].  Any material instances of noncompliance described in such reports have been disclosed to the [Depositor] [Master Servicer].  Any material instance of noncompliance with the Servicing Criteria has been disclosed in such reports.

Date:
By:
	Name:
	Title:

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EXHIBIT B

SERVICING CRITERIA TO BE ADDRESSED IN ASSESSMENT OF COMPLIANCE

The assessment of compliance to be delivered by [the Company] [Name of Subservicer] shall address, at a minimum, the criteria identified as below as “Applicable Servicing Criteria”;

Servicing Criteria		Applicable Servicing Criteria
Reference	Criteria
	General Servicing Considerations
1122(d)(1)(i)	Policies and procedures are instituted to monitor any performance or other triggers and events of default in accordance with the transaction agreements.	x
1122(d)(1)(ii)	If any material servicing activities are outsourced to third parties, policies and procedures are instituted to monitor the third party’s performance and compliance with such servicing activities.	x
1122(d)(1)(iii)	Any requirements in the transaction agreements to maintain a back-up servicer for the mortgage loans are maintained.
1122(d)(1)(iv)	A fidelity bond and errors and omissions policy is in effect on the party participating in the servicing function throughout the reporting period in the amount of coverage required by and otherwise in accordance with the terms of the transaction agreements.	x
	Cash Collection and Administration
1122(d)(2)(i)	Payments on mortgage loans are deposited into the appropriate custodial bank accounts and related bank clearing accounts no more than two business days following receipt, or such other number of days specified in the transaction agreements.	x
1122(d)(2)(ii)	Disbursements made via wire transfer on behalf of an obligor or to an investor are made only by authorized personnel.	x
1122(d)(2)(iii)	Advances of funds or guarantees regarding collections, cash flows or distributions, and any interest or other fees charged for such advances, are made, reviewed and approved as specified in the transaction agreements.	x
1122(d)(2)(iv)	The related accounts for the transaction, such as cash reserve accounts or accounts established as a form of overcollateralization, are separately maintained (e.g., with respect to commingling of cash) as set forth in the transaction agreements.	x

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Servicing Criteria		Applicable Servicing Criteria
Reference	Criteria
1122(d)(2)(v)	Each custodial account is maintained at a federally insured depository institution as set forth in the transaction agreements.  For purposes of this criterion, “federally insured depository institution” with respect to a foreign financial institution means a foreign financial institution that meets the requirements of Rule 13k-1(b)(1) of the Securities Exchange Act.	x
1122(d)(2)(vi)	Unissued checks are safeguarded so as to prevent unauthorized access.	x
1122(d)(2)(vii)	Reconciliations are prepared on a monthly basis for all asset-backed securities related bank accounts, including custodial accounts and related bank clearing accounts.  These reconciliations are (A) mathematically accurate; (B) prepared within 30 calendar days after the bank statement cutoff date, or such other number of days specified in the transaction agreements; (C) reviewed and approved by someone other than the person who prepared the reconciliation; and (D) contain explanations for reconciling items.  These reconciling items are resolved within 90 calendar days of their original identification, or such other number of days specified in the transaction agreements.	x
	Investor Remittances and Reporting
1122(d)(3)(i)	Reports to investors, including those to be filed with the Commission, are maintained in accordance with the transaction agreements and applicable Commission requirements.   Specifically, such reports (A) are prepared in accordance with timeframes and other terms  set forth in the transaction agreements; (B) provide information calculated in accordance with the terms specified in the transaction agreements; (C) are filed with the Commission as required by its rules and regulations; and (D) agree with investors’ or the trustee’s records as to the total unpaid principal balance and number of mortgage loans serviced by the Servicer.	x
1122(d)(3)(ii)	Amounts due to investors are allocated and remitted in accordance with timeframes, distribution priority and other terms set forth in the transaction agreements.	x
1122(d)(3)(iii)	Disbursements made to an investor are posted within two business days to the Servicer’s investor records, or such other number of days specified in the transaction agreements.	x
1122(d)(3)(iv)	Amounts remitted to investors per the investor reports agree with cancelled checks, or other form of payment, or custodial bank statements.	x
	Pool Asset Administration
1122(d)(4)(i)	Collateral or security on mortgage loans is maintained as required by the transaction agreements or related mortgage loan documents.	x

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Servicing Criteria		Applicable Servicing Criteria
Reference	Criteria
1122(d)(4)(ii)	Mortgage loan and related documents are safeguarded as required by the transaction agreements	x
1122(d)(4)(iii)	Any additions, removals or substitutions to the asset pool are made, reviewed and approved in accordance with any conditions or requirements in the transaction agreements.	x
1122(d)(4)(iv)	Payments on mortgage loans, including any payoffs, made in accordance with the related mortgage loan documents are posted to the Servicer’s obligor records maintained no more than two business days after receipt, or such other number of days specified in the transaction agreements, and allocated to principal, interest or other items (e.g., escrow) in accordance with the related mortgage loan documents.	x
1122(d)(4)(v)	The Servicer’s records regarding the mortgage loans agree with the Servicer’s records with respect to an obligor’s unpaid principal balance.	x
1122(d)(4)(vi)	Changes with respect to the terms or status of an obligor’s mortgage loans (e.g., loan modifications or re-agings) are made, reviewed and approved by authorized personnel in accordance with the transaction agreements and related pool asset documents.	x
1122(d)(4)(vii)	Loss mitigation or recovery actions (e.g., forbearance plans, modifications and deeds in lieu of foreclosure, foreclosures and repossessions, as applicable) are initiated, conducted and concluded in accordance with the timeframes or other requirements established by the transaction agreements.	x
1122(d)(4)(viii)	Records documenting collection efforts are maintained during the period a mortgage loan is delinquent in accordance with the transaction agreements. Such records are maintained on at least a monthly basis, or such other period specified in the transaction agreements, and describe the entity’s activities in monitoring delinquent mortgage loans including, for example, phone calls, letters and payment rescheduling plans in cases where delinquency is deemed temporary (e.g., illness or unemployment).	x
1122(d)(4)(ix)	Adjustments to interest rates or rates of return for mortgage loans with variable rates are computed based on the related mortgage loan documents.	x

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Servicing Criteria		Applicable Servicing Criteria
Reference	Criteria
1122(d)(4)(x)	Regarding any funds held in trust for an obligor (such as escrow accounts): (A) such funds are analyzed, in accordance with the obligor’s mortgage loan documents, on at least an annual basis, or such other period specified in the transaction agreements; (B) interest on such funds is paid, or credited, to obligors in accordance with applicable mortgage loan documents and state laws; and (C) such funds are returned to the obligor within 30 calendar days of full repayment of the Mortgage Loans, or such other number of days specified in the transaction agreements.	x
1122(d)(4)(xi)	Payments made on behalf of an obligor (such as tax or insurance payments) are made on or before the related penalty or expiration dates, as indicated on the appropriate bills or notices for such payments, provided that such support has been received by the servicer at least 30 calendar days prior to these dates, or such other number of days specified in the transaction agreements.	x
1122(d)(4)(xii)	Any late payment penalties in connection with any payment to be made on behalf of an obligor are paid from the servicer’s funds and not charged to the obligor, unless the late payment was due to the obligor’s error or omission.	x
1122(d)(4)(xiii)	Disbursements made on behalf of an obligor are posted within two business days to the obligor’s records maintained by the servicer, or such other number of days specified in the transaction agreements.	x
1122(d)(4)(xiv)	Delinquencies, charge-offs and uncollectible accounts are recognized and recorded in accordance with the transaction agreements.	x
1122(d)(4)(xv)	Any external enhancement or other support, identified in Item 1114(a)(1) through (3) or Item 1115 of Regulation AB, is maintained as set forth in the transaction agreements.

[__]

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[NAME OF SUBSERVICER]
Date:
By:
	Name:
	Title:

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EX-10.2

EXHIBIT 10.2

EXECUTION COPY

ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENT

This is an Assignment, Assumption and Recognition Agreement (the “Agreement”) made as of the 30^th day of January, 2013, among Redwood Residential Acquisition Corporation, a Delaware corporation (“Assignor”), Sequoia Residential Funding, Inc., a Delaware corporation (“Depositor”), Christiana Trust, a division of Wilmington Savings Fund Society, FSB, a federal savings bank, 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 January 1, 2013 (the “Pooling and Servicing Agreement”), and First Republic Bank, a California-chartered bank (the “Bank”).

In consideration of the mutual promises contained herein, the parties hereto agree that the mortgage loans (the “Attachment 1A Mortgage Loans”) listed on Attachment 1A annexed hereto (the “Attachment 1A Mortgage Loan Schedule”) now serviced by the Bank (together with its successors and assigns, the “Servicer”) for Assignor and its successors and assigns pursuant to the Flow Mortgage Loan Sale and Servicing Agreement dated as of July 1, 2010, between Assignor and the Bank (the “Sale and Servicing Agreement”) and the servicing thereof shall be subject to the terms of the Sale and Servicing Agreement as modified or supplemented by this Agreement. In consideration of the mutual promises contained herein, the parties hereto further agree that the servicing of the mortgage loans (the “Attachment 1B Mortgage Loans” and, together with the Attachment 1A Mortgage Loans, the “Mortgage Loans”) listed on Attachment 1B annexed hereto (the “Attachment 1B Mortgage Loan Schedule” and, together with the Attachment 1A Mortgage Loan Schedule, the “Mortgage Loan Schedule”) delivered under the Flow Mortgage Loan Sale and Servicing Agreement dated as of September 7, 2012, between RBS Financial Products Inc. and the Bank, as modified by the Assignment, Assumption and Recognition Agreement, dated as of the date hereof (the “RBS AAR”), among RBS Financial Products Inc., Redwood Residential Acquisition Corporation and the Bank (together, the “Purchase Agreement”) shall be subject to the terms of the Sale and Servicing Agreement as modified or supplemented by this Agreement. Unless otherwise specified herein, capitalized terms used herein but not defined shall have the meanings ascribed to them in the Sale and Servicing Agreement. Assignor will sell the Mortgage Loans to Depositor pursuant to a Mortgage Loan Purchase and Sale Agreement dated the date hereof, and Depositor will sell the Mortgage Loans to Assignee pursuant to the Pooling and Servicing Agreement.

Assignment and Assumption

1. Assignor hereby grants, transfers and assigns to Depositor all of its right, title and interest in, to and under the Sale and Servicing Agreement to the extent relating to the Attachment 1A Mortgage Loans, together with its obligations as “Purchaser” to the extent relating to the Attachment 1A Mortgage Loans, and Depositor hereby accepts such assignment from Assignor and assumes such obligations.

2. Assignor hereby grants, transfers and assigns to Depositor all of its right, title and interest in, to and under the Purchase Agreement to the extent relating to the Attachment 1B Mortgage Loans, together with its obligations as “Purchaser” (as such term is defined in the Purchase Agreement) to the extent relating to the Attachment 1B Mortgage Loans, and Depositor hereby accepts such assignment from Assignor and assumes such obligations.

3. Depositor hereby grants, transfers and assigns to Assignee all of its right, title and interest in, to and under the Sale and Servicing Agreement to the extent relating to the Attachment 1A Mortgage Loans, together with its obligations as “Purchaser” to the extent relating to the Attachment 1A Mortgage Loans, Depositor is released from all obligations under the Sale and Servicing Agreement, and Assignee hereby accepts such assignment from Depositor and assumes such obligations.

4. Depositor hereby grants, transfers and assigns to Assignee all of its right, title and interest in, to and under the Purchase Agreement to the extent relating to the Attachment 1B Mortgage Loans, together with its obligations as “Purchaser” (as such term is defined in the Purchase Agreement) to the extent relating to the Attachment 1B Mortgage Loans, Depositor is released from all obligations under the Purchase Agreement, and Assignee hereby accepts such assignment from Depositor and assumes such obligations.

5. Assignee agrees to be bound, as “Purchaser,” by all of the terms, covenants and conditions of the Sale and Servicing Agreement relating to the Attachment 1A Mortgage Loans, and from and after the date hereof, Assignee assumes for the benefit of each of Assignor, Depositor and the Bank all of Assignor's obligations as Purchaser thereunder in respect of the Attachment 1A Mortgage Loans, and Assignor is released from such obligations.

6. Assignee agrees to be bound, as “Purchaser” (as such term is defined in the Purchase Agreement), by all of the terms, covenants and conditions of the Purchase Agreement relating to the Attachment 1B Mortgage Loans, and from and after the date hereof, Assignee assumes for the benefit of each of Assignor, Depositor and the Bank all of Assignor's obligations as Purchaser thereunder in respect of the Attachment 1B Mortgage Loans, and Assignor is released from such obligations.

7. The Bank hereby acknowledges the foregoing assignments and assumptions and agrees that Assignee shall be the “Purchaser” under both the Sale and Servicing Agreement with respect to the Attachment 1A Mortgage Loans and the Purchase Agreement with respect to the Attachment 1B Mortgage Loans.

Representations and Warranties

8. Assignor warrants and represents to, and covenants with, Depositor, Assignee and the Bank as of the date hereof that:

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(a) Attached hereto as Attachment 2A is a true and accurate copy of the Sale and Servicing Agreement, and as Attachment 2B is a true and accurate copy of the Purchase Agreement, each of which agreement is in full force and effect as of the date hereof and the provisions of which have not been waived, amended or modified in any respect, nor has any notice of termination been given thereunder;

(b) Assignor is the lawful owner of its interests, rights and obligations under the Sale and Servicing Agreement to the extent of the Attachment 1A Mortgage Loans and the Purchase Agreement to the extent of the Attachment 1B Mortgage Loans, in each case free and clear from any and all claims and encumbrances whatsoever, and upon the transfer of such interests, rights and obligations to Assignee as contemplated herein, Assignee shall have good title to all of Assignee's interests, rights and obligations under the Sale and Servicing Agreement to the extent of the Attachment 1A Mortgage Loans and the Purchase Agreement to the extent of the Attachment 1B Mortgage Loans, in each case free and clear of all liens, claims and encumbrances;

(c) There are no offsets, counterclaims or other defenses available to the Bank with respect to the Sale and Servicing Agreement or the Purchase Agreement;

(d) Assignor 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 enter into and perform its obligations under each of the Sale and Servicing Agreement and the Purchase Agreement;

(e) Assignor has full corporate power and authority to execute, deliver and perform its obligations under this Agreement, and to consummate the transactions set forth herein. The consummation of the transactions contemplated by this 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 Agreement and the consummation by it of the transactions contemplated hereby, have been duly authorized by all necessary corporate action on the part of Assignor. This Agreement has been duly executed and delivered by Assignor and, upon the due authorization, execution and delivery by the other parties hereto, 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 generally, and by general principles of equity regardless of whether enforceability is considered in a proceeding in equity or at law; and

(f) No 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 Agreement, or the consummation by it of the transactions contemplated hereby.

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9. Depositor warrants and represents to, and covenants with, Assignor, Assignee and the Bank that as of the date hereof:

(a) Depositor is a Delaware corporation duly organized, validly existing and in good standing under the laws of the jurisdiction of its incorporation;

(b) Depositor has full corporate power and authority to execute, deliver and perform its obligations under this Agreement, and to consummate the transactions set forth herein. The consummation of the transactions contemplated by this Agreement is in the ordinary course of Depositor’s business and will not conflict with, or result in a breach of, any of the terms, conditions or provisions of Depositor’s charter or by-laws or any legal restriction, or any material agreement or instrument to which Depositor 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 Depositor or its property is subject. The execution, delivery and performance by Depositor of this Agreement and the consummation by it of the transactions contemplated hereby, have been duly authorized by all necessary corporate action on part of Depositor. This Agreement has been duly executed and delivered by Depositor and, upon the due authorization, execution and delivery by the other parties hereto, will constitute the valid and legally binding obligation of Depositor enforceable against Depositor 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; and

(c) No consent, approval, order or authorization of, or declaration, filing or registration with, any governmental entity is required to be obtained or made by Depositor in connection with the execution, delivery or performance by Depositor of this Agreement, or the consummation by it of the transactions contemplated hereby other than any that have been obtained or made.

10. Assignee warrants and represents to, and covenants with, Assignor, Depositor and the Bank that as of the date hereof:

(a) Assignee is a federal savings bank duly organized, validly existing and in good standing under the laws of the jurisdiction of its organization; and

(b) Assignee has been directed to enter into this Agreement pursuant to the provisions of the Pooling and Servicing Agreement. The execution, delivery and performance by Assignee of this Agreement and the consummation by it of the transactions contemplated hereby, have been duly authorized by all necessary action on part of Assignee. This Agreement has been duly executed and delivered by Assignee and, upon the due authorization, execution and delivery by the other parties hereto, 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.

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11. The Bank warrants and represents to, and covenants with, Assignor, Depositor and Assignee as of the date hereof that:

(a) Attached hereto as Attachment 2A is a true and accurate copy of the Sale and Servicing Agreement and as Attachment 2B is a true and accurate copy of the Purchase Agreement, each of which agreement is in full force and effect as of the date hereof and the provisions of which have not been waived, amended or modified in any respect, nor has any notice of termination been given thereunder;

(b) The Bank 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 Mortgage Loans pursuant to the Sale and Servicing Agreement and otherwise to perform its obligations under the Sale and Servicing Agreement and the Purchase Agreement;

(c) The Bank has full corporate power and authority to execute, deliver and perform its obligations under this Agreement, and to consummate the transactions set forth herein. The consummation of the transactions contemplated by this Agreement is in the ordinary course of the Bank’s business and will not conflict with, or result in a breach of, any of the terms, conditions or provisions of the Bank’s charter or by-laws or any legal restriction, or any material agreement or instrument to which the Bank 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 the Bank or its property is subject. The execution, delivery and performance by the Bank of this Agreement and the consummation by it of the transactions contemplated hereby, have been duly authorized by all necessary corporate action on part of the Bank. This Agreement has been duly executed and delivered by the Bank and, upon the due authorization, execution and delivery by Assignor, Assignee and the Depositor, will constitute the valid and legally binding obligation of the Bank enforceable against the Bank 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; and

(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 the Bank in connection with the execution, delivery or performance by the Bank of this Agreement, or the consummation by it of the transactions contemplated hereby.

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Restated Bank Representations and Warranties

12. The Bank hereby restates to Depositor and Assignee (a) the representations and warranties set forth in Subsection 7.01 of the Sale and Servicing Agreement with respect to each Attachment 1A Mortgage Loan as of the related Closing Date (as such term is defined in the Sale and Servicing Agreement), (b) the representations and warranties set forth in Subsection 7.02 of the Sale and Servicing Agreement as of the date hereof, with respect to each Attachment 1A Mortgage Loan, (c) the representations and warranties set forth in Subsection 7.01 of the Purchase Agreement with respect to each Attachment 1B Mortgage Loan as of the related Closing Date (as such term is defined in the Purchase Agreement) and (d) the representations and warranties set forth in Subsection 7.02 of the Purchase Agreement as of the date hereof, with respect to each Attachment 1B Mortgage Loan, in each case as if such representations and warranties were set forth herein in full.

In the event of a breach of any representations and warranties referred to in clauses (a) or (b) above as of the date specified, Assignee shall be entitled to all the remedies under the Sale and Servicing Agreement, subject to the rights of the Controlling Holder pursuant to Section 16.

Repurchase by Assignor Upon Certain Breaches of Representations and Warranties

13. (a) Assignor hereby covenants and agrees that, if a breach of any representation and warranty set forth in Subsection 7.01 of the Sale and Servicing Agreement or Subsection 7.01 of the Purchase Agreement exists on the date hereof that materially and adversely affects the value of any Mortgage Loan or the interest of Assignee in any Mortgage Loan and such breach did not exist as of the Closing Date of that Mortgage Loan, Assignor shall have a period of 60 days from the earlier of either discovery by or receipt of written notice from Assignee to Assignor of such breach within which to correct or cure such breach. Each determination as to whether there has been such a breach shall be conducted on a Mortgage Loan-by-Mortgage Loan basis. A breach of representations and warranties in Subsections 7.01(h), (bb), and (vv) of the Sale and Servicing Agreement or the Purchase Agreement shall be deemed to materially and adversely affect the value of the related Mortgage Loan or the interest of the Assignee therein. Assignor hereby covenants and agrees that if any breach cannot be corrected or cured within such 60 day period, then Assignor shall, at its option, (i) substitute a mortgage loan for the defective Mortgage Loan in accordance with the Sale and Servicing Agreement or the Purchase Agreement, as applicable, (ii) repurchase the related Mortgage Loan at the Repurchase Price or (iii) except for a breach of a representation and warranty in Subsection 7.01(bb) of the Sale and Servicing Agreement or the Purchase Agreement, make an indemnification payment in an amount equal to the reduction in value of such Mortgage Loan as a result of such breach not later than 90 days after its discovery or receipt of notice of such breach and in the case of clauses (ii) and (iii) above, by wire transfer of immediately available funds to such account as Assignee shall specify to Assignor.

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(b) Assignor and Assignee agree that the resolution of any controversy or claim arising out of or relating to an obligation or alleged obligation of Assignor to repurchase a Mortgage Loan or Mortgage Loans pursuant to Section 13(a) above shall be by Arbitration administered by the American Arbitration Association. If any such controversy or claim has not been resolved to the satisfaction of both Assignor and Assignee, either party may commence Arbitration to resolve the dispute; provided that a party may commence Arbitration with respect to one or more unresolved allegations only during the months of January, April, July and October, and all matters with respect to which Arbitration has been commenced in any such month shall be heard in a single Arbitration in the immediately following month or as soon as practicable thereafter; and provided further that if any Arbitration arising out of or relating to an obligation or alleged obligation of the Bank to repurchase a Mortgage Loan relating to the same representation and warranty, has commenced and is continuing, then such Arbitration shall be joined with the Arbitration commenced hereunder.

(c) To commence Arbitration, the moving party shall deliver written notice to the other party that it has elected to pursue Arbitration in accordance with this Section 13, provided that if Assignor has not responded to Assignee's notification of a breach of a representation and warranty, Assignee shall not commence Arbitration with respect to that breach before 60 days following such notification in order to provide Assignor with an opportunity to respond to such notification. Within ten Business Days after a party has provided notice that it has elected to pursue Arbitration, each party may submit the names of one or more proposed Arbitrators to the other party in writing. If the parties have not agreed on the selection of an Arbitrator within five Business Days after the first such submission, then the party commencing Arbitration shall, within the next five Business Days, notify the American Arbitration Association in San Francisco, California and request that it appoint a single Arbitrator with experience in arbitrating disputes arising in the financial services industry.

(d) It is the intention of the parties that Arbitration shall be conducted in as efficient and cost-effective a manner as is reasonably practicable, without the burden of discovery. Accordingly, the Arbitrator will resolve the dispute on the basis of a review of the written correspondence between the parties (including any supporting materials attached to such correspondence) conveyed by the parties to each other in connection with the dispute prior to the delivery of notice to commence Arbitration; however, upon a showing of good cause, a party may request the Arbitrator to direct the production of such additional information, evidence and/or documentation from the parties that the Arbitrator deems appropriate. If requested by the Arbitrator or any party, any hearing with respect to an Arbitration shall be conducted by video conference or teleconference except upon the agreement of both parties or the request of the Arbitrator.

(e) The finding of the Arbitrator shall be final and binding upon the parties. Judgment upon any arbitration award rendered may be entered and enforced in any court of competent jurisdiction. The costs of the Arbitrator shall be shared equally between both parties. Each party, however, shall bear its own attorneys fees and costs in connection with the Arbitration.

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Recognition of Assignee

14. (a) From and after the date hereof, subject to clauses (b) and (c) and Sections 16 and 17 below, the Bank shall recognize Assignee as owner of the Mortgage Loans and will service the Mortgage Loans and perform its obligations hereunder for the benefit of the Assignee in accordance with the Sale and Servicing Agreement and the Purchase Agreement, each as modified hereby or as may be amended from time to time, as if Assignee and the Bank had entered into a separate servicing agreement for the purchase and servicing of the Mortgage Loans, the terms of which are incorporated herein by reference, as amended by this Agreement.

(b) From and after the date hereof, the Bank further agrees that the provisions of the Sale and Servicing Agreement shall apply to all of the Mortgage Loans as though all of the Mortgage Loans were sold by the Bank thereunder, and the Bank shall service all of the Mortgage Loans in accordance with the Sale and Servicing Agreement; provided, however, that Subsection 7.04 (Repurchase of Mortgage Loans with Early Payment Default) and Subsection 7.05 (Purchase Price Protection) of the Purchase Agreement shall apply to the Attachment 1B Mortgage Loans as though set forth in the Sale and Servicing Agreement.

(c) It is the intention of Assignor, Depositor, the Bank and Assignee that this Agreement, which includes the Sale and Servicing Agreement, shall constitute a separate and distinct servicing agreement, and the entire servicing agreement, between the Bank and Assignee to the extent of the Mortgage Loans and shall be binding upon and for the benefit of the respective successors and assigns of the parties hereto.

15. The Mortgage Loans shall be serviced by the Bank for Assignee in accordance with all applicable state, federal and local laws as well as in conformity with the provisions of the applicable Mortgages and Mortgage Notes, and pursuant to the terms and conditions of this Agreement.

Continuing Rights and Responsibilities

16. (a) Controlling Holder Rights. The Bank agrees and acknowledges that Sequoia Mortgage Funding Corporation, an Affiliate of the Depositor, in its capacity as the initial Controlling Holder pursuant to the Pooling and Servicing Agreement, and for so long as it is the Controlling Holder, will assume all of Assignee's rights and all related responsibilities as Purchaser under each of the following sections of the Sale and Servicing Agreement:

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Sale and Servicing Agreement:

Section or Subsection	Matter
7.03, other than 7.03(c)	Repurchase and Substitution
11.20	Seller and Servicer Shall Provide Access and Information as Reasonably Required

(b) Notwithstanding Sections 1 and 2 above, Assignor reserves its rights under, and does not assign to Assignee or Depositor, the ongoing rights to take action and the responsibilities of the Purchaser under the sections of the Purchase Agreement and the Sale and Servicing Agreement listed below:

Purchase Agreement:

Section	Matter
7.04 7.05	Repurchase of Mortgage Loans with Early Payment Default Purchase Price Protection

Sale and Servicing Agreement:

Subsection	Matter
7.05	Purchase Price Protection
Addendum I	Regulation AB Compliance Addendum

(c) In addition, the Bank agrees to furnish to Assignor and to Wells Fargo Bank, N.A., as master servicer or securities administrator under the Pooling and Servicing Agreement (the “Master Servicer”), copies of reports, notices, statements and other communications required to be delivered to the Purchaser by the Bank pursuant to any of the sections of the Sale and Servicing Agreement referred to above and under the following sections, at the times therein specified:

Sale and Servicing Agreement:

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Subsection
11.09	Transfer of Accounts
11.16	Statements to the Purchaser
Subsection 2.04 of Addendum I	Servicer Compliance Statement
Subsection 2.05 of Addendum I	Report on Assessment of Compliance and Attestation

(d) If there is no Controlling Holder under the Pooling and Servicing Agreement, then all rights and responsibilities assumed by the Controlling Holder pursuant to Section 16(a) shall terminate and revert to Assignee. Assignor will provide thirty (30) days notice to the Bank of any such termination of which Assignor has knowledge. Upon the first exercise of an enforcement of any rights pursuant to Section 16(a), Assignee shall notify (or cause the Master Servicer to notify) the Bank that there is no longer a Controlling Holder.

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Amendments to Sale and Servicing Agreement

17. The parties agree that the Sale and Servicing Agreement shall be amended, solely with respect to the Mortgage Loans, as follows:

(a) Definitions.

(i) The definitions of “Arbitration,” “Business Day,” “Eligible Account,” “Eligible Investment,“ “Opinion of Counsel,” “Rating Agencies,” “Repurchase Price” and “Servicing Fee Rate” set forth in Section 1 of the Sale and Servicing Agreement shall be deleted and replaced in their entirety as follows, and the following definitions of “Affiliate,” “Clean-up Call,” “Controlling Holder,” “Principal Forbearance Amount,” “Securities Administrator” and “Servicing Modification” shall be added to Section 1 of the Sale and Servicing Agreement:

Affiliate: With respect to any specified Person, another Person controlling or controlled by or under common control with such specified Person. For the purposes of this definition, “control” when used with respect to any specified Person means the power to direct the management and policies of such Person, directly or indirectly, whether through the ownership of voting securities, by contract or otherwise; and the terms “controlling” and “controlled” have meanings correlative to the foregoing.

Arbitration: Arbitration in accordance with the then governing Commercial Arbitration Rules of the American Arbitration Association and administered by the American Arbitration Association, which shall be conducted in San Francisco, California or other place mutually acceptable to the parties to the arbitration.

Business Day: Any day other than (i) a Saturday or a Sunday, (ii) a legal holiday in the states of California, Delaware, Maryland, Minnesota, Missouri or New York, (iii) a day on which banks in the states of California, Delaware, Maryland, Minnesota, Missouri or New York, are authorized or obligated by law or executive order to be closed or (iv) a day on which the New York Stock Exchange or the Federal Reserve Bank of New York is closed.

Clean-up Call: The optional purchase of the mortgage loans subject to the Pooling and Servicing Agreement and all property acquired in respect of any such mortgage loan remaining in the trust fund created pursuant to the Pooling and Servicing Agreement on any date on which the aggregate stated principal balance is less than 10% of the aggregate stated principal balance as of January 1, 2013, in accordance with the Pooling and Servicing Agreement.

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Controlling Holder: At any time, the holder of the majority of the class principal amount of the most subordinate class of certificates issued pursuant to the Pooling and Servicing Agreement or, if the class principal amount of the most subordinate class of certificates issued pursuant to the Pooling and Servicing Agreement is zero, the holder of the majority of the class principal amount of the second most subordinate class of certificates issued pursuant to the Pooling and Servicing Agreement. If the class principal amount of the second most subordinate class of certificates issued pursuant to the Pooling and Servicing Agreement is zero, then no entity will have any rights as a Controlling Holder.

Eligible Account: Any account or accounts maintained with a federal or state chartered depository institution or trust company the debt obligations of which (or, in the case of a depository institution or trust company that is the principal subsidiary of a holding company, the debt obligations of such holding company) satisfy each of the following criteria: (1) the short-term unsecured debt obligations of such entity are rated in the highest rating category of Fitch, Inc. (“Fitch”) and Standard & Poor’s Ratings Services (“S&P”) and the long-term unsecured debt obligations of such entity are rated in one of the two highest rating categories of Fitch and S&P and (2) if the unsecured debt obligations of such entity are rated by Kroll Bond Rating Agency, Inc. (“KBRA”), then the short-term unsecured debt obligations of such entity are rated in the highest rating category of KBRA and the long-term unsecured debt obligations of such entity are rated in one of the three highest rating categories of KBRA. If the ratings no longer satisfy each of these criteria, the funds on deposit therewith in connection with this transaction shall be transferred to an Eligible Account within 30 days of such downgrade. Eligible Accounts may bear interest.

Eligible Investments: At any time, any one or more of the following obligations and securities:

(i) direct obligations of, and obligations fully guaranteed by the United States of America which are backed by the full faith and credit of the United States of America;

(ii) (a) demand or time deposits, federal funds or bankers’ acceptances issued by any depository institution or trust company incorporated under the laws of the United States of America or any state thereof and subject to supervision and examination by federal and/or state banking authorities, provided that the commercial paper and/or the short-term deposit rating and/or the long-term unsecured debt obligations or deposits of such depository institution or trust company at the time of such investment or contractual commitment providing for such investment are rated in the highest rating category by the Rating Agencies for long-term unsecured debt with a maturity of more than one year or in the highest rating category by the Rating Agencies with respect to short-term obligations (provided that, short-term obligations with a maturity of at least 60 days are rated “A-1+” by S&P) and (b) any other demand or time deposit or certificate of deposit that is fully insured by the FDIC;

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(iii) repurchase obligations with a term not to exceed thirty (30) days and with respect to any security described in clause (i) above and entered into with a depository institution or trust company (acting as principal) described in clause (ii)(a) above;

(iv) securities bearing interest or sold at a discount issued by any corporation incorporated under the laws of the United States of America or any state thereof that are rated in the highest rating category by the Rating Agencies for long-term unsecured debt with a maturity of more than one year or in the highest rating category by the Rating Agencies with respect to short-term obligations (provided that, short-term obligations with a maturity of at least 60 days are rated “A-1+” by S&P), in each case at the time of such investment or contractual commitment providing for such investment; provided, however, that securities issued by any particular corporation will not be Eligible Investments to the extent that investments therein will cause the then outstanding principal amount of securities issued by such corporation and held as Eligible Investments to exceed 10% of the aggregate outstanding principal balances of all of the Mortgage Loans and Eligible Investments;

(v) commercial paper (including both non-interest-bearing discount obligations and interest-bearing obligations payable on demand or on a specified date not more than one year after the date of issuance thereof) that is rated in the highest rating category by the Rating Agencies for long-term unsecured debt with a maturity of more than one year or in the highest rating category by the Rating Agencies with respect to short-term obligations (provided that short-term obligations with a maturity of at least 60 days are rated “A-1+” by S&P), in each case the time of such investment; and

(vi) any money market funds rated in one of the two highest rating categories by the Rating Agencies for long-term unsecured debt with a maturity of more than one year or in the highest rating category by the Rating Agencies with respect to short-term obligations (provided that, with respect to S&P, shares of a money market fund are rated “AAAm”);

provided, however, that no instrument or security shall be an Eligible Investment if such instrument or security evidences a right to receive only interest payments with respect to the obligations underlying such instrument or if such security provides for payment of both principal and interest with a yield to maturity in excess of 120% of the yield to maturity at par or if such instrument or security is purchased at a price greater than par.

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Opinion of Counsel: A written opinion of counsel, who may be salaried counsel for the Person on behalf of whom the opinion is being given, reasonably acceptable to each Person to whom such opinion is addressed, and which must be Independent outside counsel with respect to any such opinion of counsel concerning the taxation or the federal income tax status of each REMIC.

Principal Forbearance Amount: With respect to a Mortgage Loan that was the subject of a Servicing Modification, the amount, if any, of principal of the Mortgage Loan that has been deferred and that does not accrue interest.

Rating Agencies: Fitch, Inc. (“Fitch”), Kroll Bond Rating Agency, Inc. (“KBRA”) and Standard & Poor’s Ratings Services (“S&P”); provided, however, that references to “Rating Agencies” as used in the definition of “Eligible Investments” shall not include KBRA unless KBRA rates the applicable entity or investment.

Repurchase Price: With respect to any Mortgage Loan, a price equal to (i) the unpaid principal balance of the Mortgage Loan, plus (ii) interest on such unpaid principal balance at the related Mortgage Loan Remittance Rate from the last date through which interest was last paid by or on behalf of the Mortgagor to the last day of the month in which such repurchase occurs, plus (iii) reasonable and customary third party expenses incurred in connection with the transfer of the Mortgage Loan being repurchased, minus (iv) any amounts received in respect of such repurchased Mortgage Loan and being held in the Custodial Account for future distribution in connection with such Mortgage Loan; which Repurchase Price proceeds shall be deposited in the Custodial Account for withdrawal by the Servicer in accordance with Subsection 11.05; provided, however, that if at the time of repurchase the Servicer is not the Seller or an Affiliate of the Seller, the amount described in clause (ii) shall be computed as the sum of (a) the Mortgage Loan Remittance Rate and (b) the Servicing Fee Rate.

Securities Administrator: Wells Fargo Bank, N.A., not in its individual capacity but solely as Securities Administrator under the Pooling and Servicing Agreement, or any successor in interest, or if any successor Securities Administrator shall be appointed as provided in the Pooling and Servicing Agreement, then such successor Securities Administrator.

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Servicing Fee Rate: With respect to each Mortgage Loan, the per annum rate set forth on the related Mortgage Loan Schedule or if not specified thereon, in the related PPTL, which rate shall be increased by the amount of any increase in the Mortgage Interest Rate for any such Mortgage Loan pursuant to the terms of the related Mortgage Note due to the termination of an automatic debit or direct deposit account.

Servicing Modification: Any reduction of the Mortgage Interest Rate on or the outstanding principal balance of a Mortgage Loan, any extension of the final maturity date of a Mortgage Loan, any increase to the outstanding principal balance of a Mortgage Loan by adding to the Stated Principal Balance unpaid principal and interest and other amounts owing under the Mortgage Loan, any Principal Forbearance Amount and any other modification, in each case pursuant to a modification of a Mortgage Loan that is in default or for which, in the judgment of the Servicer, default is reasonably foreseeable in accordance with the Sale and Servicing Agreement.

(b) Servicing Standard. In servicing the Mortgage Loans in accordance with this Agreement and Customary Servicing Procedures, the Servicer shall service the Mortgage Loans with a view to the best interests of all holders of the Sequoia Mortgage Trust 2013-2 Mortgage Pass-Through Certificates as a single class.

(c) Segregated Custodial Account. The Servicer shall establish a Custodial Account pursuant to Subsection 11.04 of the Sale and Servicing Agreement which shall be titled “First Republic Bank, in trust for Christiana Trust, a division of Wilmington Savings Fund Society, FSB, as trustee of the Sequoia Mortgage Trust 2013-2” (the “2013-2 Custodial Account”), which shall be the Custodial Account under this Agreement for all purposes. If the 2013-2 Custodial Account is no longer an Eligible Account, the Servicer shall transfer the 2013-2 Custodial Account to an account that is an Eligible Account. The 2013-2 Custodial Account shall qualify as an Eligible Account.

(d) Determination of Breach of Representations and Warranties. The following sentence shall be added as the new third sentence of Subsection 7.03(a):

Each determination as to whether there has been such a breach shall be conducted on a Mortgage Loan-by-Mortgage Loan basis.

(e) Helping Families Act Notice. The following sentence shall be added at the end of Subsection 6.04:

In connection with any Mortgage Loan (i) repurchased by First Republic Bank from the trust created by the Pooling and Servicing Agreement (the “Trust”) or (ii) purchased in the exercise of a Clean-up Call, First Republic Bank shall furnish to the related borrower, within thirty (30) days following the date of such repurchase, the notice required by, and in accordance with, Section 404 of the Helping Families Act.

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(f) Transfer of Eligible Investments. The following sentences shall be added at the end of the last paragraph of Subsection 11.04:

Notwithstanding anything to the contrary in this Agreement, for all Eligible Investments rated at least "F1/A+"(short/long) that have terms greater than 60 days, in the event of a downgrade of such Eligible Investment below "F1" (or "A+" if no short term rating) Servicer agrees to remove such Eligible Investment within 60 days of such downgrade. Servicer acknowledges and agrees that Servicer shall bear any losses incurred with respect to removal of such Eligible Investment following such a downgrade and that any losses shall be immediately deposited by the Servicer in the 2013-2 Custodial Account, as appropriate, out of the Servicer’s own funds, with no right to reimbursement therefor.

(g) Transfer of Accounts. The second sentence of Subsection 11.09 shall be deleted and replaced in its entirety as follows:

Pursuant to Subsections 11.04 and 11.06, such transfer shall be made only with the Purchaser’s approval, which shall not unreasonably be withheld.

(h) Form of Monthly Report. The Servicer shall provide monthly accounting reports to the Purchaser and Master Servicer, pursuant to Subsection 11.16 of the Sale and Servicing Agreement, with the information required by the monthly reporting format of the Master Servicer as previously provided to the Servicer by Assignor. Such reports shall be provided not later than the fifth (5^th) Business Day of each calendar month.

(i) Shorter Cure Period for Failure to Provide Distribution Data. An additional “Event of Default” shall be listed in Subsection 13.01, to be inserted after clause (h), to read in its entirety as follows:

or (i) Servicer shall fail to provide to Purchaser the data required to be provided pursuant to the first paragraph of Subsection 11.16 and such failure shall continue for three Business Days after notice of such failure has been given to Servicer by Purchaser;

(j) Clean-up Call. A new Section 33 shall be added to the Sale and Servicing Agreement, to read in its entirety as follows:

SECTION 33. Clean-up Call. In the event a Clean-up Call is exercised, the purchaser of the remaining Mortgage Loans (a) shall have all right, title and interest in, to and under the Sale and Servicing Agreement to the extent relating to such Mortgage Loans and (b) shall be bound as “Purchaser” under the Sale and Servicing Agreement from and after the date it exercises the Clean-up Call. The remaining Mortgage Loans shall be serviced by the Bank for such purchaser in accordance with the terms and conditions of the Sale and Servicing Agreement.

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(k) REMIC Provisions.

(i) The following definition of “REMIC Provisions” is hereby added to Section 1 of the Sale and Servicing Agreement:

REMIC Provisions: Sections 860A through 860G of the Internal Revenue Code; such other provisions of the Code as relate to an entity created thereunder; the regulations promulgated pursuant such sections and provisions of the Code; and published guidance issued by the Internal Revenue Service relating to such Code sections and regulations.

(ii) The following paragraph shall be added to the end of Subsection 11.13, to read in its entirety as follows:

If a Mortgage Loan is held by a REMIC, the Servicer shall not acquire any real property (or personal property incident to such real property) in respect of such Mortgage Loan except in connection with a default or imminent default of such Mortgage Loan. In the event that a REMIC acquires any real property (or personal property incident to such real property) in connection with a default or imminent default of a Mortgage Loan, such property shall be disposed of by the Servicer as soon as practicable in a manner that, consistent with prudent mortgage loan servicing practices, maximizes the net present value of the recovery to the Trust, but in any event within three years after its acquisition by such REMIC unless the Servicer provides to the Purchaser and the Securities Administrator an Opinion of Counsel to the effect that the holding by such REMIC of such Mortgaged Property subsequent to three years after its acquisition will not result in the imposition of taxes on “prohibited transactions” on such REMIC as defined in Section 860F of the Code or under the law of any state in which real property securing a Mortgage Loan owned by such REMIC is located or cause such REMIC to fail to qualify as a REMIC for federal income tax purposes or for state tax purposes under the laws of any state in which real property securing a Mortgage Loan owned by such REMIC is located at any time that any mortgage pass-through certificates representing interests in such REMIC are outstanding. The Servicer shall conserve, protect and operate each such property for such REMIC solely for the purpose of its prompt disposition and sale in a manner which does not cause such property to fail to qualify as “foreclosure property” within the meaning of Section 860G(a)(8) or result in the receipt by such REMIC of any “income from non-permitted assets” within the meaning of Section 860F(a)(2)(B) of the Code or any “net income from foreclosure property” which is subject to taxation under the REMIC Provisions. Pursuant to its efforts to sell such property, the Servicer shall either itself or through an agent selected by the Servicer protect and conserve such property in the same manner and to such extent as is customary in the locality where such property is located and may, incident to its conservation and protection of the assets of the Trust, rent the same, or any part thereof, as the Servicer deems to be in the best interest of the Trust for the period prior to the sale of such property. Additionally, the Servicer shall perform the tax withholding and shall file information returns with respect to the receipt of mortgage interests received in a trade or business, the reports of foreclosures and abandonments of any Mortgaged Property and the information returns relating to cancellation of indebtedness income with respect to any Mortgaged Property required by Sections 6050H, 6050J and 6050P, respectively, of the Code, and deliver to the Purchaser and the Securities Administrator an Officers’ Certificate on or before March 31 of each year stating that such reports have been filed. Such reports shall be in form and substance sufficient to meet the reporting requirements imposed by Sections 6050H, 6050J and 6050P of the Code.

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(iii) The following additional provisions shall be added after Subsection 11.23, to read in its entirety as follows:

Subsection 11.24 Compliance with REMIC Provisions. If a REMIC election has been made with respect to the arrangement under which the Mortgage Loans and REO Property are held, the Servicer shall not take any action, cause the REMIC to take any action or fail to take (or fail to cause to be taken) any action that, under the REMIC Provisions, if taken or not taken, as the case may be, could (i) endanger the status of the REMIC 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 “contribution” to a REMIC set forth in Section 860G(d) of the Code unless the Servicer has received an Opinion of Counsel (at the expense of the party seeking to take such actions) to the effect that the contemplated action will not endanger such REMIC status or result in the imposition of any such tax.

(l) Avoidance of Consolidation.

(i) The following Subsection 7.06 shall be added at the end of Section 7, to read in its entirety as follows:

Subsection 7.06 Avoidance of Consolidation.

(a) The Servicer covenants and agrees that it shall not hold or purchase any certificate (a “Certificate”) issued by the Trust if its holding or purchase of such Certificate (or interest therein) would cause the Servicer to be required to consolidate any assets of the Trust on its financial statements under U.S. generally accepted accounting principles (“Consolidate” or “Consolidation”). The Servicer shall be deemed to have represented by virtue of its purchase or holding of such Certificate (or interest therein) that its holding or purchase of such Certificate (or interest therein) will not cause the Servicer to be required to Consolidate any assets of the Trust on its financial statements.

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If the Servicer's holding or purchase of a Certificate (or interest therein) does in fact cause such Consolidation, then the last preceding transferee that is not required to Consolidate shall be restored, to the extent permitted by law, to all rights and obligations as owner of such Certificate retroactive to the date of such transfer of such Certificate. If the Servicer holds or purchases a Certificate (or interest therein) in violation of the restrictions in this Subsection 7.06 and to the extent that the retroactive restoration of the rights of the owner of such Certificate as described in the immediately preceding sentence shall be invalid, illegal or unenforceable, then the Securities Administrator shall have the right, without notice to the owner or any prior owner of such Certificate, to sell such Certificate to a purchaser selected by the Securities Administrator on such terms as the Securities Administrator may choose. The Servicer shall promptly endorse and deliver such Certificate (or otherwise transfer a book-entry Certificate) in accordance with the instructions of the Securities Administrator. The proceeds of such sale, net of the commissions (which may include commissions payable to the Securities Administrator or its Affiliates), expenses and taxes due, if any, shall be remitted by the Securities Administrator to the Servicer. The terms and conditions of any sale under this Subsection 7.06 shall be determined in the sole discretion of the Securities Administrator, and the Securities Administrator shall not be liable to any owner of a Certificate as a result of its exercise of such discretion. The Servicer shall indemnify and hold harmless the Depositor and the Trust from and against any and all losses, liabilities, claims, costs or expenses incurred by such parties as a result of such holding or purchase resulting in a Consolidation.

(b) The Servicer covenants and agrees that it shall not transfer its servicing rights and duties under this Agreement and the Sale and Servicing Agreement to an insured depository institution, as such term is defined in the Federal Deposit Insurance Act (an “IDI”) (an IDI in such capacity, an “IDI Servicer Transferee”) unless the Purchaser and the Servicer shall have received a representation from the IDI Servicer Transferee that the acquisition of such servicing rights and duties will not cause the IDI Servicer Transferee to be required to Consolidate any assets of the Trust on its financial statements. Any IDI Servicer Transferee shall be deemed to have represented by virtue of its acquisition of such servicing rights and duties that such acquisition will not cause Consolidation. Any IDI Servicer Transferee who acquires such servicing rights and duties without providing the representation described above or whose acquisition of such servicing rights and duties has required it to Consolidate any assets of the Trust on its financial statements shall indemnify and hold harmless the Servicer, the Depositor and the Trust from and against any and all losses, liabilities, claims, costs or expenses incurred by such parties as a result of such acquisition.

(ii) An additional “Event of Default” shall be listed in Subsection 13.01, to be inserted after clause (i) added in Section 17(i) of this Agreement above, to read in its entirety as follows:

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or (j)(A) the purchase or holding by the Servicer of any Certificate such that the Servicer is required to Consolidate any assets of the Trust on its financial statements, provided that such purchase or holding of a Certificate shall not constitute an Event of Default if, within 45 days of (1) the date of such purchase or acquisition or (2) if such requirement to Consolidate is not effective on the date of such purchase or acquisition, the date the Servicer becomes aware of such requirement to Consolidate, the Servicer causes such requirement to Consolidate not to apply; or (B) the failure of the Servicer to obtain from an IDI Servicer Transferee the representation described in Section 7.06(b) prior to the transfer to such IDI Servicer Transferee of any servicing rights or duties.

(m) Foreclosure Proceedings. The first sentence of Subsection 11.13 is hereby deleted and replaced in its entirety with the following:

Subject to Subsection 11.02, in the event that title to the Mortgaged Property is acquired in foreclosure or by deed in lieu of foreclosure, the deed or certificate of sale shall be taken in the name of the Trust, where permitted by applicable law or regulation, and where not so permitted, in the name of the trustee of the Trust or its nominee.

(n) Modification Payment Plans and Foreclosure Approvals.

(i) The first sentence of the fifth paragraph of Subsection 11.01 is hereby deleted and replaced in its entirety with the following:

Consistent with the terms of this Agreement, and subject to the REMIC Provisions if the Mortgage Loans have been transferred to a REMIC, the Servicer may waive, modify or vary any term of any Mortgage Loan or consent to the postponement of strict compliance with any such term or in any manner grant indulgence to any Mortgagor; provided, however, that the Servicer shall not enter into any payment plan or agreement to modify payments with a Mortgagor lasting more than twelve (12) months or permit any modification with respect to any Mortgage Loan that would change the Mortgage Interest Rate, the Lifetime Rate Cap (if applicable), the Initial Rate Cap (if applicable), the Periodic Rate Cap (if applicable) or the Gross Margin (if applicable), agree to the capitalization of arrearages, including interest, fees or expenses owed under the Mortgage Loan, make any future advances or extend the final maturity date with respect to such Mortgage Loan (provided that the Servicer shall in no event extend the final maturity date past February 25, 2043 or, if such 25th day is not a Business Day, the next succeeding Business Day), or accept substitute or additional collateral or release any collateral for such Mortgage Loan, unless (1) the Mortgagor is in default with respect to the Mortgage Loan, or such default is, in the judgment of the Servicer, imminent, (2) the modification is in accordance with the customary procedures of the Servicer, which may change from time to time, or industry-accepted programs, and (3) the Purchaser has approved such action.

20

(ii) The third sentence of the last paragraph of Subsection 11.01 is hereby deleted and replaced in its entirety with the following:

In the event (a) the environmental inspection report indicates that the Mortgaged Property is contaminated by hazardous or toxic substances or wastes and (b) the Purchaser provides written approval for the Servicer to proceed with foreclosure or acceptance of a deed in lieu of foreclosure, the Servicer shall be reimbursed for all reasonable costs associated with such foreclosure or acceptance of a deed in lieu of foreclosure and any related environmental clean up costs, as applicable, from the related Liquidation Proceeds, or if the Liquidation Proceeds are insufficient fully to reimburse the Servicer, the Servicer shall be entitled to be reimbursed from amounts in the Custodial Account pursuant to Subsection 11.05 hereof.

(o) Servicer Reports. The Servicer shall provide monthly reports to the Purchaser pursuant to Subsection 11.16 of the Sale and Servicing Agreement in the formats attached hereto as Exhibits 10 and 11, or in such other format as the Servicer, the Purchaser and the Depositor shall agree in writing.

(p) Assumption Agreements. The first sentence of Subsection 11.18 is hereby deleted and replaced in its entirety with the following:

The Servicer will use its best efforts to enforce any “due-on-sale” provision contained in any Mortgage or Mortgage Note; provided that, subject to the Purchaser’s prior approval for the release of liability from the original borrower, the Servicer shall permit such assumption if so required in accordance with the terms of the Mortgage or the Mortgage Note.

(q) Indemnification Expenses. The first sentence of Subsection 12.01(b) is hereby deleted and replaced in its entirety with the following:

The Servicer shall immediately notify the Purchaser if a claim is made by a third party with respect to this Agreement or the Mortgage Loans, and the Servicer shall assume the defense of any such claim and pay all expenses in connection therewith, including counsel fees.

(r) Broker’s Price Opinion. If, in accordance with the Pooling and Servicing Agreement, the Trustee has received notice that any governmental entity intends to acquire a Mortgage Loan through the exercise of its power of eminent domain, and if there is no longer a Controlling Holder, the Servicer, promptly upon the request and at the expense of the Trustee, shall obtain a valuation on the related Mortgaged Property in the form of a broker’s price opinion, and provide the results of such valuation to the Trustee.

21

(s) The rights under the Purchase Agreement and the Sale and Servicing Agreement assigned to the Depositor and the Assignee pursuant to this Agreement shall be under the Purchase Agreement and the Sale and Servicing Agreement as amended by this Agreement.

Miscellaneous

18. All demands, notices and communications related to the Mortgage Loans, the Sale and Servicing Agreement and this Agreement shall be in writing and shall be deemed to have been duly given if personally delivered at or mailed by registered mail, postage prepaid, as follows:

(a) In the case of the Bank,

First Republic Bank

111 Pine Street

San Francisco, CA 94111

Attention: Tony Sachs

with a copy to the General Counsel at the same address

(b) In the case of Assignee,

Christiana Trust, a division of Wilmington Savings Fund Society, FSB

500 Delaware Avenue, 11th Floor

Wilmington, Delaware, 19801

Attention: Corporate Trust – Sequoia Mortgage Trust 2013-2

(c) In the case of Depositor,

Sequoia Residential Funding, Inc.

One Belvedere Place, Suite 360

Mill Valley, California 94941

Attention: William Moliski

with a copy to

General Counsel at the same address

(d) In the case of Assignor,

Redwood Residential Acquisition Corporation

One Belvedere Place, Suite 360

Mill Valley, California 94941

Attention: William Moliski

22

with a copy to

General Counsel at the same address

(e) In the case of Master Servicer,

Wells Fargo Bank, N.A.

9062 Old Annapolis Road

Columbia, Maryland 21045

Telephone number: (410) 884-2000

Facsimile number: (410) 715-2380

Attention: Client Manager -- Sequoia Mortgage Trust 2013-2

(f) In the case of the initial Controlling Holder,

Sequoia Mortgage Funding Corporation

One Belvedere Place, Suite 360

Mill Valley, California 94941

Attention: William Moliski

with a copy to

General Counsel at the same address

19. This Agreement shall be construed in accordance with the laws of the State of New York, except to the extent preempted by Federal law, and the obligations, rights and remedies of the parties hereunder shall be determined in accordance with such laws, without regard to the conflicts of laws provisions of the State of New York or any other jurisdiction.

20. No term or provision of this 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.

21. This Agreement shall inure to the benefit of the successors and assigns of the parties hereto. Any entity into which Assignor, Depositor, Assignee or the Bank may be merged or consolidated shall, without the requirement for any further writing, be deemed Assignor, Depositor, Assignee or the Bank, respectively, hereunder.

22. This Agreement shall survive the conveyance of the Mortgage Loans, the assignment of each of the Sale and Servicing Agreement to the extent of the Attachment 1A Mortgage Loans and the assignment of the Purchase Agreement to the extent of the Attachment 1B Mortgage Loans by Assignor to Depositor and by Depositor to Assignee, and the termination of each of the Sale and Servicing Agreement and the Purchase Agreement.

23

23. This 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.

24. The Controlling Holder under the Pooling and Servicing Agreement is an express third party beneficiary of this Agreement, and shall have the same power and ability to exercise and enforce the rights stated to be provided to it hereunder as if it were a signatory hereto. The Bank hereby consents to such exercise and enforcement.

25. It is expressly understood and agreed by the parties hereto that insofar as this Agreement is executed by the Trustee (i) this Agreement is executed and delivered by Christiana Trust, a division of Wilmington Savings Fund Society, FSB (“Christiana Trust”) not in its individual capacity but solely as Trustee on behalf of the trust created by the Pooling and Servicing Agreement referred to herein (the “Trust”) in the exercise of the powers and authority conferred upon and vested in it, and as directed in the Pooling and Servicing Agreement, (ii) each of the undertakings and agreements herein made on behalf of the Trust is made and intended not as a personal undertaking or agreement of or by Christiana Trust but is made and intended for purposes of binding only the Trust, (iii) nothing herein contained shall be construed as creating any liability on the part of Christiana Trust, individually or personally, to perform any covenant either express or implied in this Agreement, all such liability, if any, being expressly waived by the parties hereto and by any person claiming by, through or under the parties hereto, and (iv) under no circumstances shall Christiana Trust in its individual capacity or in its capacity as Trustee be personally liable for the payment of any indebtedness, amounts or expenses owed by the Purchaser under the Sale and Servicing Agreement (such indebtedness, expenses and other amounts being payable solely from and to the extent of funds of the Trust) or be personally liable for the breach or failure of any obligation, representation, warranty or covenant made under this Agreement or any other related documents.

26. Master Servicer. The Bank hereby acknowledges that the Assignee has appointed Wells Fargo Bank, N.A. to act as master servicer and securities administrator under the Pooling and Servicing Agreement and hereby agrees to treat all inquiries, demands, instructions, authorizations and other communications from the Master Servicer as if the same had been received from the Assignee. The Master Servicer, acting on behalf of the Assignee, shall have the rights of the Assignee as the Purchaser under this Agreement, including, without limitation, the right to enforce the obligations of the Bank and the Servicer hereunder and under the Sale and Servicing Agreement and the right to exercise the remedies of the Purchaser hereunder and under the Sale and Servicing Agreement, other than the rights assumed by the Controlling Holder assumed under Section 13(a) above.

24

The Bank shall make all remittances due by it to the Purchaser with respect to the Mortgage Loans to the following account by wire transfer of immediately available funds:

Wells Fargo Bank, N.A.

San Francisco, California

ABA# 121-000-248

Account #3970771416

Account Name: SAS Clearing

FFC: Account #39116400, Sequoia Mortgage Trust 2013-2 Distribution Account

27. The Bank acknowledges that the custodian will be Wells Fargo Bank, N.A. acting pursuant to the Custodial Agreement. Requests for Mortgage Loan Documents required by the Bank to perform its duties under the Sale and Servicing Agreement shall be directed to Wells Fargo Bank, N.A., as custodian, using the form of Request for Release in the form of Exhibit F hereto. The Bank shall provide the Custodian with the specimen signatures of the Bank's authorized servicing representatives using the form in Exhibit D-3 hereto. Notwithstanding Section 10 of the Sale and Servicing Agreement, the Bank shall pay shipping expenses for any Mortgage Loan Documents if there has been a breach of any representation or warranty made with respect to the related Mortgage Loan in Subsection 7.01 of the Sale and Servicing Agreement.

28. Helping Families Act Notice. Assignor hereby requests that the Bank furnish each Mortgagor with the notice described in Subsection 6.04 of the Sale and Servicing Agreement, in the form attached as Exhibit 8 thereto and using Christiana Trust, a division of Wilmington Savings Fund Society, FSB, as trustee of the Sequoia Mortgage Trust 2013-2 as the investor name, in accordance with the terms of Subsection 6.04 therein, and the Bank hereby covenants that it shall furnish each Mortgagor with such notice as provided therein. Assignor and Assignee each agree that it will not send such notices to the Mortgagors.

29. Rule 17g-5 Compliance. The Bank hereby agrees that it shall provide information with respect to the Mortgage Loans or the origination or servicing thereof to any Rating Agency or nationally recognized statistical rating organization (“NRSRO”) via electronic mail at rmbs17g5informationprovider@wellsfargo.com, with a subject reference of “SEMT 2013-2” and an identification of the type of information being provided in the body of such electronic mail. The Securities Administrator, as the initial Rule 17g-5 Information Provider (the “Rule 17g-5 Information Provider”) shall notify the Bank in writing of any change in the identity or contact information of the Rule 17g-5 Information Provider. The Bank shall have no liability for (i) the Rule 17g-5 Information Provider’s failure to post information provided by it in accordance with the terms of this Agreement or (ii) any malfunction or disabling of the website maintained by the Rule 17g-5 Information Provider. None of the foregoing restrictions in this Section 29 prohibit or restrict oral or written communications, or providing information, between the Bank, on the one hand, and any Rating Agency or NRSRO, on the other hand, with regard to (i) such Rating Agency’s or NRSRO’s review of the ratings it assigns to the Bank, (ii) such Rating Agency’s or NRSRO’s approval of the Bank as a residential mortgage master, special or primary servicer, or (iii) such Rating Agency’s or NRSRO’s evaluation of the Bank’s servicing operations in general; provided, however, that the Bank shall not provide any information relating to the Mortgage Loans to such Rating Agency or NRSRO in connection with such review and evaluation by such Rating Agency or NRSRO unless: (x) borrower, property or deal specific identifiers are redacted; or (y) such information has already been provided to the Rule 17g-5 Information Provider.

25

IN WITNESS WHEREOF, the parties hereto have executed this Agreement the day and year first above written.

REDWOOD RESIDENTIAL ACQUISITION CORPORATION

Assignor

By:

Name:

Title:

SEQUOIA RESIDENTIAL FUNDING, INC.

Depositor

By:

Name:

Title:

ASSIGNEE:

Christiana Trust, a division of
Wilmington Savings Fund Society, FSB,
not in its individual capacity but solely as Trustee,

Assignee

By:

Name:

Title:

FIRST REPUBLIC BANK

By:

Name:

Title:

Accepted and agreed to by:

WELLS FARGO BANK, N.A.

Master Servicer

By:

Name:

Title:

Signature Page to Assignment, Assumption and Recognition Agreement – First Republic (SEMT 2013-2)

26

ATTACHMENT 1A

MORTGAGE LOAN SCHEDULE

	1	2	3	4	5	6	7	8	9	10	11
	Primary Servicer	Servicing Fee %	Servicing Fee—Flatdollar	Servicing Advance Methodology	Originator	Loan Group	Loan Number	Amortization Type	Lien Position	HELOC Indicator	Loan Purpose
1	1002338	0.002500			1002338		12-489637-9	1	1	0	3
2	1002338	0.002500			1002338		12-489414-3	1	1	0	9
3	1002338	0.002500			1002338		12-492755-4	1	1	0	3
4	1002338	0.002500			1002338		12-491344-8	1	1	0	9
5	1002338	0.002500			1002338		12-493669-6	1	1	0	7
6	1002338	0.002500			1002338		12-494616-6	1	1	0	7
7	1002338	0.002500			1002338		12-493122-6	1	1	0	9
8	1002338	0.002500			1002338		12-493367-7	1	1	0	7
9	1002338	0.002500			1002338		12-493269-5	1	1	0	7
10	1002338	0.002500			1002338		12-493537-5	1	1	0	7
11	1002338	0.002500			1002338		12-492305-8	1	1	0	3
12	1002338	0.002500			1002338		12-494154-8	1	1	0	7
13	1002338	0.002500			1002338		12-494199-3	1	1	0	7
14	1002338	0.002500			1002338		12-492532-7	1	1	0	7

	12	13	14	15	16	17	18	19	20
	Cash Out Amount	Total Origination and Discount Points	Covered/High Cost Loan Indicator	Relocation Loan Indicator	Broker Indicator	Channel	Escrow Indicator	Senior Loan Amount(s)	Loan Type of Most Senior Lien
1						1	0	0
2						1	0	0
3						1	0	0
4						1	0	0
5						1	0	0
6						1	0	0
7						1	0	0
8						1	0	0
9						1	0	0
10						1	0	0
11						1	0	0
12						1	0	0
13						1	0	0
14						1	0	0

	21	22	23	24	25	26	27	28
	Hybrid Period of Most Senior Lien (in months)	Neg Am Limit of Most Senior Lien	Junior Mortgage Balance	Origination Date of Most Senior Lien	Origination Date	Original Loan Amount	Original Interest Rate	Original Amortization Term
1			0.00		20120910	330000.00	0.041500	240
2			0.00		20121024	1200000.00	0.039500	360
3			0.00		20121115	670000.00	0.038000	360
4			0.00		20121113	670000.00	0.038000	360
5			0.00		20121128	1532000.00	0.038000	360
6			0.00		20121115	532000.00	0.036500	360
7			0.00		20121107	1200000.00	0.037500	360
8			300000.00		20121107	600000.00	0.038000	360
9			522500.00		20121109	1000000.00	0.038000	360
10			0.00		20121204	1650000.00	0.036500	360
11			0.00		20121114	2000000.00	0.035500	360
12			0.00		20121101	1568000.00	0.035500	360
13			0.00		20121109	1001250.00	0.035500	360
14			0.00		20121115	506250.00	0.037500	360

	29	30	31	32	33	34	35	36	37
	Original Term to Maturity	First Payment Date of Loan	Interest Type Indicator	Original Interest Only Term	Buy Down Period	HELOC Draw Period	Current Loan Amount	Current Interest Rate	Current Payment Amount Due
1	240	20121101	1	0	0		327336.80	0.041500	2025.91
2	360	20121201	1	0	0		1198255.55	0.039500	5694.45
3	360	20130101	1	0	0		670000.00	0.038000	3121.91
4	360	20130101	1	0	0		670000.00	0.038000	3121.91
5	360	20130101	1	120	0		1532000.00	0.038000	4851.33
6	360	20130101	1	0	0		532000.00	0.036500	2433.68
7	360	20130101	1	0	0		1200000.00	0.037500	5557.39
8	360	20130101	1	120	0		600000.00	0.038000	1900.00
9	360	20130101	1	120	0		1000000.00	0.038000	3166.67
10	360	20130201	1	0	0		1650000.00	0.036500	7548.08
11	360	20130101	1	0	0		1996879.86	0.035500	9036.81
12	360	20130101	1	0	0		1568000.00	0.035500	7084.86
13	360	20130101	1	0	0		1001250.00	0.035500	4524.05
14	360	20130101	1	0	0		506250.00	0.037500	2344.52

	38	39	40	41	42	43	44	45	46
	Interest Paid Through Date	Current Payment Status	Index Type	ARM Look-back Days	Gross Margin	ARM Round Flag	ARM Round Factor	Initial Fixed Rate Period	Initial Interest Rate Cap (Change Up)
1	20121201	0	0
2	20121201	0	0
3	20121201	0	0
4	20121201	0	0
5	20121201	0	0
6	20121201	0	0
7	20121201	0	0
8	20121201	0	0
9	20121201	0	0
10	20121201	0	0
11	20121201	0	0
12	20121201	0	0
13	20121201	0	0
14	20121201	0	0

	47	48	49	50	51	52	53	54	55
	Initial Interest Rate Cap (Change Down)	Subsequent Interest Rate Reset Period	Subsequent Interest Rate Cap (Change Down)	Subsequent Interest Rate Cap (Change Up)	Lifetime Maximum Rate (Ceiling)	Lifetime Minimum Rate (Floor)	Negative Amortization Limit	Initial Negative Amortization Recast Period	Subsequent Negative Amortization Recast Period
1
2
3
4
5
6
7
8
9
10
11
12
13
14

	56	57	58	59	60	61	62	63	64
	Initial Fixed Payment Period	Subsequent Payment Reset Period	Initial Periodic Payment Cap	Subsequent Periodic Payment Cap	Initial Minimum Payment Reset Period	Subsequent Minimum Payment Reset Period	Option ARM Indicator	Options at Recast	Initial Minimum Payment
1
2
3
4
5
6
7
8
9
10
11
12
13
14

	65	66	67	68	69	70	71	72
	Current Minimum Payment	Prepayment Penalty Calculation	Prepayment Penalty Type	Prepayment Penalty Total Term	Prepayment Penalty Hard Term	Primary Borrower ID	Number of Mortgaged Properties	Total Number of Borrowers
1		99	99	60		685	3
2		99	99	60		150	1
3		99	99	60		8	2
4		99	99	60		291	1
5		99	99	60		51	2
6				0		611	2
7		99	99	60		303	1
8		99	99	60		78	3
9		99	99	60		174	2
10		99	99	60		554	1
11		99	99	60		669	2
12		99	99	60		563	1
13		99	99	60		572	2
14		99	99	60		57	1

	73	74	75	76	77	78	79	80	81
	Self-employment Flag	Current ‘Other’ Monthly Payment	Length of Employment: Borrower	Length of Employment: Co- Borrower	Years in Home	FICO Model Used	Most Recent FICO Date	Primary Wage Earner Original FICO: Equifax	Primary Wage Earner Original FICO: Experian
1	1		36		0	1
2	0		12		0	1
3	1		0	17	10	1
4	0		1.25		1	1
5	0		0	6	0	1
6	0		7	2	0	1
7	0		0		10	1
8	0		0		0	1
9	0		1		0	1
10	0		2		0	1
11	1		11		8	1
12	0		6		0	1
13	0		2		0	1
14	0		4.5	4.5	0	1

	82	83	84	85	86	87	88	89
	Primary Wage Earner Original FICO: TransUnion	Secondary Wage Earner Original FICO: Equifax	Secondary Wage Earner Original FICO: Experian	Secondary Wage Earner Original FICO: TransUnion	Original Primary Borrower FICO	Most Recent Primary Borrower FICO	Most Recent Co- Borrower FICO	Most Recent FICO Method
1					793
2					788
3					758
4					712
5					770
6					803
7					773
8					799
9					807
10					752
11					793
12					803
13					744
14					802

	90	91	92	93	94	95	96	97
	VantageScore: Primary Borrower	VantageScore: Co- Borrower	Most Recent VantageScore Method	VantageScore Date	Credit Report: Longest Trade Line	Credit Report: Maximum Trade Line	Credit Report: Number of Trade Lines	Credit Line Usage Ratio
1
2
3
4
5
6
7
8
9
10
11
12
13
14

	98	99	100	101	102	103	104	105
	Most Recent 12- month Pay History	Months Bankruptcy	Months Foreclosure	Primary Borrower Wage Income	Co-Borrower Wage Income	Primary Borrower Other Income	Co-Borrower Other Income	All Borrower Wage Income
1	000000000000			3307.00		0.00		3307.00
2	000000000000			26886.08	0.00	0.00	0.00	26886.08
3	000000000000			0.00	20487.00	0.00	0.00	20487.00
4	000000000000			18055.54		0.00		18055.54
5	000000000000			0.00	9583.00	0.00	51667.00	9583.00
6	000000000000			18515.46	0.00	0.00	1176.08	18515.46
7	000000000000			40954.92	0.00	4411.67	0.00	40954.92
8	000000000000			3710.00		0.00		3710.00
9	000000000000			44795.00	0.00	0.00	0.00	44795.00
10	000000000000			13938.76	0.00	10624.00	0.00	13938.76
11	000000000000			8333.34		42426.92		8333.34
12	000000000000			141926.79	0.00	0.00	0.00	141926.79
13	000000000000			31636.00	0.00	0.00	0.00	31636.00
14	000000000000			10416.66	8750.00	2957.00	1243.62	19166.66

	106	107	108	109	110	111	112	113	114
	All Borrower Total Income	4506-T Indicator	Borrower Income Verification Level	Co-Borrower Income Verification	Borrower Employment Verification	Co-Borrower Employment Verification	Borrower Asset Verification	Co-Borrower Asset Verification	Liquid / Cash Reserves
1	3307.00	0	4		2		4		400954.00
2	26886.08	0	5		3		4		1090071.66
3	20487.00	1	5		3		4		1398593.21
4	18055.54	0	5		3		4		1331583.18
5	61250.00	0	5		2		4		525772.01
6	19691.54	1	5		3		4		925076.27
7	45366.59	0	5		2		4		161824.70
8	3710.00	0	5		2		4		850173.38
9	44795.00	1	5		3		4		152995.94
10	24562.76	0	5		3		4		8841603.90
11	50760.26	0	4		2		4		1180123.78
12	141926.79	0	5		2		4		744676.77
13	31636.00	0	5		2		4		2208429.46
14	23367.28	0	5		2		4		243703.75

	115	116	117	118	119	120	121	122	123
	Monthly Debt All Borrowers	Originator DTI	Fully Indexed Rate	Qualification Method	Percentage of Down Payment from Borrower Own Funds	City	State	Postal Code	Property Type
1	183.35	0.055442				LOS GATOS	CA	95032	3
2	11150.79	0.414742				CHAPPAQUA	NY	10514	1
3	4607.08	0.224878				Cambridge	MA	02138	13
4	6123.34	0.339139				KATONAH	NY	10536	1
5	12328.40	0.201280			100.000000	BROOKLINE	MA	02467	1
6	7461.03	0.378895			100.000000	HEALDSBURG	CA	95448	1
7	8360.52	0.184288				LAGUNA BEACH	CA	92651	1
8	1539.38	0.414928			100.000000	BROOKLYN	NY	11205	15
9	17368.95	0.387743			65.482400	CALABASAS	CA	91302	1
10	9084.51	0.369849			100.000000	Brooklyn	NY	11201	12
11	12101.09	0.238397				NEWPORT BEACH	CA	92625	7
12	17272.92	0.121703			100.000000	SONOMA	CA	95476	1
13	11754.07	0.371541				NEWPORT BEACH	CA	92661	1
14	3878.20	0.165967				Canton	MA	02021	1

	124	125	126	127	128	129	130	131	132
	Occupancy	Sales Price	Original Appraised Property Value	Original Property Valuation Type	Original Property Valuation Date	Original Automated Valuation Model (AVM) Model Name	Original AVM Confidence Score	Most Recent Property Value2	Most Recent Property Valuation Type
1	3		550000.00	3	20120822
2	1		2325000.00	3	20120813
3	1		1500000.00	3	20121024
4	1		1300000.00	3	20120924
5	1	1915000.00	1925000.00	3	20121031
6	2	709950.00	735000.00	3	20121105
7	1		2142000.00	3	20121016
8	1	2275000.00	2275000.00	3	20121014
9	1	2030000.00	2030000.00	3	20121018
10	1	3300000.00	3350000.00	3	20121026
11	1		3540000.00	3	20120928
12	1	1960000.00	1960000.00	3	20121025
13	1	1335000.00	1335000.00	3	20121030
14	1	675000.00	675000.00	3	20121003

	133	134	135	136	137	138	139	140	141
	Most Recent Property Valuation Date	Most Recent AVM Model Name	Most Recent AVM Confidence Score	Original CLTV	Original LTV	Original Pledged Assets	Mortgage Insurance Company Name	Mortgage Insurance Percent	MI: Lender or Borrower Paid?
1				0.600000	0.600000	0	0	0
2				0.516100	0.516100	0	0	0
3				0.446600	0.446600	0	0	0
4				0.515300	0.515300	0	0	0
5				0.800000	0.800000	0	0	0
6				0.749300	0.749300	0	0	0
7				0.560200	0.560200	0	0	0
8				0.395600	0.263700	0	0	0
9				0.750000	0.492600	0	0	0
10				0.500000	0.500000	0	0	0
11				0.564900	0.564900	0	0	0
12				0.800000	0.800000	0	0	0
13				0.750000	0.750000	0	0	0
14				0.750000	0.750000	0	0	0

	142	143	144	145	146	147	148	149
	Pool Insurance Co. Name	Pool Insurance Stop Loss %	MI Certificate Number	Updated DTI (Front-end)	Updated DTI (Back-end)	Modification Effective Payment Date	Total Capitalized Amount	Total Deferred Amount
1
2
3
4
5
6
7
8
9
10
11
12
13
14

	150	151	152	153	154	155	156	157
	Pre-Modification Interest (Note) Rate	Pre-Modification P&I Payment	Pre-Modification Initial Interest Rate Change Downward Cap	Pre-Modification Subsequent Interest Rate Cap	Pre-Modification Next Interest Rate Change Date	Pre-Modification I/O Term	Forgiven Principal Amount	Forgiven Interest Amount
1
2
3
4
5
6
7
8
9
10
11
12
13
14

	158	159	160	161	162	163	164
	Number of Modifications	Cash To/From Brrw at Closing	Brrw - Yrs at in Industry	CoBrrw - Yrs at in Industry	Junior Mortgage Drawn Amount	Maturity Date	Primary Borrower Wage Income (Salary)
1			36		0	20321001	3307
2			12		0	20421101	26886.08
3			0	32		20421201	0
4			18		0	20421201	18055.54
5			0	6	0	20421201	0
6			30	10	0	20421201	18515.46
7			0		0	20421201	40954.92
8			0		300000	20421201	3710
9			20		5364	20421201	44795
10			3		0	20430101	13938.76
11			25		0	20421201	8333.34
12			25		0	20421201	141926.79
13			2			20421201	31636
14			10	10		20421201	10416.66

	165	166	167	168	169	170	171	172
	Primary Borrower Wage Income (Bonus)	Primary Borrower Wage Income (Commission)	Co-Borrower Wage Income (Salary)	Co-Borrower Wage Income (Bonus)	Co-Borrower Wage Income (Commission)	Originator Doc Code	RWT Income Verification	RWT Asset Verification
1	0	0	0	0	0	Full	Two Years	Two Months
2	0	0	0	0	0	Full	Two Years	Two Months
3	0	0	20487	0	0	Full	Two Years	Two Months
4	0	0	0	0	0	Full	Two Years	Two Months
5	0	0	9583	0	0	Full	Two Years	Two Months
6	0	0	0	0	1176.08	Full	Two Years	Two Months
7	0	0	0	0	0	Full	Two Years	Two Months
8	0	0	0	0	0	Full	Two Years	Two Months
9	0	0	0	0	0	Full	Two Years	Two Months
10	0	0	0	0	0	Full	Two Years	Two Months
11	0	0	0	0	0	Full	Two Years	Two Months
12	0	0	0	0	0	Full	Two Years	Two Months
13	0	0	0	0	0	Full	Two Years	Two Months
14	2957	0	8750	1243.62	0	Full	Two Years	Two Months

ATTACHMENT 1B

MORTGAGE LOAN SCHEDULE

	1	2	3	4	5	6	7	8	9
	Primary Servicer	Servicing Fee %	Servicing Fee—Flatdollar	Servicing Advance Methodology	Originator	Loan Group	Loan Number	Amortization Type	Lien Position
1	1002338	0.002500			1002338		12-114179-5	1	1
2	1002338	0.002500			1002338		12-114425-2	1	1
3	1002338	0.002500			1002338		12-114460-9	1	1
4	1002338	0.002500			1002338		12-463515-7	1	1
5	1002338	0.002500			1002338		12-464699-8	1	1
6	1002338	0.002500			1002338		12-465011-5	1	1
7	1002338	0.002500			1002338		12-465452-1	1	1
8	1002338	0.002500			1002338		12-465719-3	1	1
9	1002338	0.002500			1002338		12-466486-8	1	1
10	1002338	0.002500			1002338		12-467557-5	1	1
11	1002338	0.002500			1002338		12-467694-6	1	1
12	1002338	0.002500			1002338		12-468150-8	1	1
13	1002338	0.002500			1002338		12-468456-9	1	1
14	1002338	0.002500			1002338		12-470267-6	1	1
15	1002338	0.002500			1002338		12-470446-6	1	1
16	1002338	0.002500			1002338		12-470736-0	1	1
17	1002338	0.002500			1002338		12-471014-1	1	1
18	1002338	0.002500			1002338		12-471572-8	1	1
19	1002338	0.002500			1002338		12-472076-9	1	1
20	1002338	0.002500			1002338		12-472416-7	1	1
21	1002338	0.002500			1002338		12-472593-3	1	1
22	1002338	0.002500			1002338		12-472738-4	1	1
23	1002338	0.002500			1002338		12-474057-7	1	1
24	1002338	0.002500			1002338		12-474156-7	1	1
25	1002338	0.002500			1002338		12-474195-5	1	1
26	1002338	0.002500			1002338		12-474562-6	1	1
27	1002338	0.002500			1002338		12-474578-2	1	1
28	1002338	0.002500			1002338		12-474592-3	1	1
29	1002338	0.002500			1002338		12-474611-1	1	1
30	1002338	0.002500			1002338		12-474940-4	1	1
31	1002338	0.002500			1002338		12-475305-9	1	1
32	1002338	0.002500			1002338		12-475537-7	1	1
33	1002338	0.002500			1002338		12-475702-7	1	1
34	1002338	0.002500			1002338		12-475837-1	1	1
35	1002338	0.002500			1002338		12-475854-6	1	1
36	1002338	0.002500			1002338		12-475896-7	1	1
37	1002338	0.002500			1002338		12-476041-9	1	1
38	1002338	0.002500			1002338		12-476098-9	1	1
39	1002338	0.002500			1002338		12-476200-1	1	1
40	1002338	0.002500			1002338		12-476440-3	1	1
41	1002338	0.002500			1002338		12-476524-4	1	1
42	1002338	0.002500			1002338		12-476525-1	1	1
43	1002338	0.002500			1002338		12-476605-1	1	1
44	1002338	0.002500			1002338		12-476632-5	1	1
45	1002338	0.002500			1002338		12-476634-1	1	1
46	1002338	0.002500			1002338		12-476766-1	1	1
47	1002338	0.002500			1002338		12-476767-9	1	1
48	1002338	0.002500			1002338		12-476830-5	1	1
49	1002338	0.002500			1002338		12-477065-7	1	1
50	1002338	0.002500			1002338		12-477133-3	1	1
51	1002338	0.002500			1002338		12-477456-8	1	1
52	1002338	0.002500			1002338		12-477631-6	1	1
53	1002338	0.002500			1002338		12-477879-1	1	1
54	1002338	0.002500			1002338		12-478155-5	1	1
55	1002338	0.002500			1002338		12-478254-6	1	1
56	1002338	0.002500			1002338		12-478572-1	1	1
57	1002338	0.002500			1002338		12-478604-2	1	1
58	1002338	0.002500			1002338		12-478611-7	1	1
59	1002338	0.002500			1002338		12-478637-2	1	1
60	1002338	0.002500			1002338		12-478748-7	1	1
61	1002338	0.002500			1002338		12-479221-4	1	1
62	1002338	0.002500			1002338		12-479290-9	1	1
63	1002338	0.002500			1002338		12-479368-3	1	1
64	1002338	0.002500			1002338		12-479386-5	1	1
65	1002338	0.002500			1002338		12-479893-0	1	1
66	1002338	0.002500			1002338		12-479908-6	1	1
67	1002338	0.002500			1002338		12-479990-4	1	1
68	1002338	0.002500			1002338		12-479991-2	1	1
69	1002338	0.002500			1002338		12-480001-7	1	1
70	1002338	0.002500			1002338		12-480090-0	1	1
71	1002338	0.002500			1002338		12-480441-5	1	1
72	1002338	0.002500			1002338		12-480451-4	1	1
73	1002338	0.002500			1002338		12-480525-5	1	1
74	1002338	0.002500			1002338		12-480643-6	1	1
75	1002338	0.002500			1002338		12-480678-2	1	1
76	1002338	0.002500			1002338		12-480961-2	1	1
77	1002338	0.002500			1002338		12-481023-0	1	1
78	1002338	0.002500			1002338		12-481217-8	1	1
79	1002338	0.002500			1002338		12-481363-0	1	1
80	1002338	0.002500			1002338		12-481370-5	1	1
81	1002338	0.002500			1002338		12-481371-3	1	1
82	1002338	0.002500			1002338		12-481527-0	1	1
83	1002338	0.002500			1002338		12-481675-7	1	1
84	1002338	0.002500			1002338		12-481898-5	1	1
85	1002338	0.002500			1002338		12-481933-0	1	1
86	1002338	0.002500			1002338		12-482270-6	1	1
87	1002338	0.002500			1002338		12-482314-2	1	1
88	1002338	0.002500			1002338		12-482330-8	1	1
89	1002338	0.002500			1002338		12-482369-6	1	1
90	1002338	0.002500			1002338		12-482438-9	1	1
91	1002338	0.002500			1002338		12-482529-5	1	1
92	1002338	0.002500			1002338		12-482530-3	1	1
93	1002338	0.002500			1002338		12-482705-1	1	1
94	1002338	0.002500			1002338		12-482857-0	1	1
95	1002338	0.002500			1002338		12-482897-6	1	1
96	1002338	0.002500			1002338		12-482952-9	1	1
97	1002338	0.002500			1002338		12-483018-8	1	1
98	1002338	0.002500			1002338		12-483065-9	1	1
99	1002338	0.002500			1002338		12-483081-6	1	1
100	1002338	0.002500			1002338		12-483102-0	1	1
101	1002338	0.002500			1002338		12-483303-4	1	1
102	1002338	0.002500			1002338		12-483321-6	1	1
103	1002338	0.002500			1002338		12-483427-1	1	1
104	1002338	0.002500			1002338		12-483477-6	1	1
105	1002338	0.002500			1002338		12-483542-7	1	1
106	1002338	0.002500			1002338		12-483596-3	1	1
107	1002338	0.002500			1002338		12-483605-2	1	1
108	1002338	0.002500			1002338		12-483668-0	1	1
109	1002338	0.002500			1002338		12-483946-0	1	1
110	1002338	0.002500			1002338		12-484241-5	1	1
111	1002338	0.002500			1002338		12-484264-7	1	1
112	1002338	0.002500			1002338		12-484280-3	1	1
113	1002338	0.002500			1002338		12-484437-9	1	1
114	1002338	0.002500			1002338		12-484452-8	1	1
115	1002338	0.002500			1002338		12-484529-3	1	1
116	1002338	0.002500			1002338		12-484534-3	1	1
117	1002338	0.002500			1002338		12-484643-2	1	1
118	1002338	0.002500			1002338		12-484807-3	1	1
119	1002338	0.002500			1002338		12-484848-7	1	1
120	1002338	0.002500			1002338		12-484906-3	1	1
121	1002338	0.002500			1002338		12-484957-6	1	1
122	1002338	0.002500			1002338		12-484987-3	1	1
123	1002338	0.002500			1002338		12-485079-8	1	1
124	1002338	0.002500			1002338		12-485082-2	1	1
125	1002338	0.002500			1002338		12-485094-7	1	1
126	1002338	0.002500			1002338		12-485153-1	1	1
127	1002338	0.002500			1002338		12-485206-7	1	1
128	1002338	0.002500			1002338		12-485229-9	1	1
129	1002338	0.002500			1002338		12-485247-1	1	1
130	1002338	0.002500			1002338		12-485265-3	1	1
131	1002338	0.002500			1002338		12-485269-5	1	1
132	1002338	0.002500			1002338		12-485293-5	1	1
133	1002338	0.002500			1002338		12-485309-9	1	1
134	1002338	0.002500			1002338		12-485374-3	1	1
135	1002338	0.002500			1002338		12-485394-1	1	1
136	1002338	0.002500			1002338		12-485412-1	1	1
137	1002338	0.002500			1002338		12-485418-8	1	1
138	1002338	0.002500			1002338		12-485426-1	1	1
139	1002338	0.002500			1002338		12-485431-1	1	1
140	1002338	0.002500			1002338		12-485453-5	1	1
141	1002338	0.002500			1002338		12-485490-7	1	1
142	1002338	0.002500			1002338		12-485499-8	1	1
143	1002338	0.002500			1002338		12-485507-8	1	1
144	1002338	0.002500			1002338		12-485571-4	1	1
145	1002338	0.002500			1002338		12-485579-7	1	1
146	1002338	0.002500			1002338		12-485585-4	1	1
147	1002338	0.002500			1002338		12-485612-6	1	1
148	1002338	0.002500			1002338		12-485662-1	1	1
149	1002338	0.002500			1002338		12-485733-0	1	1
150	1002338	0.002500			1002338		12-485747-0	1	1
151	1002338	0.002500			1002338		12-485767-8	1	1
152	1002338	0.002500			1002338		12-485779-3	1	1
153	1002338	0.002500			1002338		12-485793-4	1	1
154	1002338	0.002500			1002338		12-485814-8	1	1
155	1002338	0.002500			1002338		12-485844-5	1	1
156	1002338	0.002500			1002338		12-485849-4	1	1
157	1002338	0.002500			1002338		12-485878-3	1	1
158	1002338	0.002500			1002338		12-485913-8	1	1
159	1002338	0.002500			1002338		12-485965-8	1	1
160	1002338	0.002500			1002338		12-485986-4	1	1
161	1002338	0.002500			1002338		12-486026-8	1	1
162	1002338	0.002500			1002338		12-486168-8	1	1
163	1002338	0.002500			1002338		12-486205-8	1	1
164	1002338	0.002500			1002338		12-486218-1	1	1
165	1002338	0.002500			1002338		12-486219-9	1	1
166	1002338	0.002500			1002338		12-486238-9	1	1
167	1002338	0.002500			1002338		12-486239-7	1	1
168	1002338	0.002500			1002338		12-486297-5	1	1
169	1002338	0.002500			1002338		12-486300-7	1	1
170	1002338	0.002500			1002338		12-486312-2	1	1
171	1002338	0.002500			1002338		12-486376-7	1	1
172	1002338	0.002500			1002338		12-486409-6	1	1
173	1002338	0.002500			1002338		12-486446-8	1	1
174	1002338	0.002500			1002338		12-486472-4	1	1
175	1002338	0.002500			1002338		12-486526-7	1	1
176	1002338	0.002500			1002338		12-486558-0	1	1
177	1002338	0.002500			1002338		12-486559-8	1	1
178	1002338	0.002500			1002338		12-486571-3	1	1
179	1002338	0.002500			1002338		12-486583-8	1	1
180	1002338	0.002500			1002338		12-486607-5	1	1
181	1002338	0.002500			1002338		12-486619-0	1	1
182	1002338	0.002500			1002338		12-486623-2	1	1
183	1002338	0.002500			1002338		12-486742-0	1	1
184	1002338	0.002500			1002338		12-486766-9	1	1
185	1002338	0.002500			1002338		12-486824-6	1	1
186	1002338	0.002500			1002338		12-486833-7	1	1
187	1002338	0.002500			1002338		12-486853-5	1	1
188	1002338	0.002500			1002338		12-486868-3	1	1
189	1002338	0.002500			1002338		12-486897-2	1	1
190	1002338	0.002500			1002338		12-487005-1	1	1
191	1002338	0.002500			1002338		12-487020-0	1	1
192	1002338	0.002500			1002338		12-487036-6	1	1
193	1002338	0.002500			1002338		12-487154-7	1	1
194	1002338	0.002500			1002338		12-487238-8	1	1
195	1002338	0.002500			1002338		12-487247-9	1	1
196	1002338	0.002500			1002338		12-487260-2	1	1
197	1002338	0.002500			1002338		12-487262-8	1	1
198	1002338	0.002500			1002338		12-487363-4	1	1
199	1002338	0.002500			1002338		12-487463-2	1	1
200	1002338	0.002500			1002338		12-487522-5	1	1
201	1002338	0.002500			1002338		12-487532-4	1	1
202	1002338	0.002500			1002338		12-487534-0	1	1
203	1002338	0.002500			1002338		12-487564-7	1	1
204	1002338	0.002500			1002338		12-487634-8	1	1
205	1002338	0.002500			1002338		12-487637-1	1	1
206	1002338	0.002500			1002338		12-487689-2	1	1
207	1002338	0.002500			1002338		12-487704-9	1	1
208	1002338	0.002500			1002338		12-487881-5	1	1
209	1002338	0.002500			1002338		12-487883-1	1	1
210	1002338	0.002500			1002338		12-487884-9	1	1
211	1002338	0.002500			1002338		12-487923-5	1	1
212	1002338	0.002500			1002338		12-487937-5	1	1
213	1002338	0.002500			1002338		12-487940-9	1	1
214	1002338	0.002500			1002338		12-487979-7	1	1
215	1002338	0.002500			1002338		12-488009-2	1	1
216	1002338	0.002500			1002338		12-488097-7	1	1
217	1002338	0.002500			1002338		12-488176-9	1	1
218	1002338	0.002500			1002338		12-488184-3	1	1
219	1002338	0.002500			1002338		12-488237-9	1	1
220	1002338	0.002500			1002338		12-488238-7	1	1
221	1002338	0.002500			1002338		12-488261-9	1	1
222	1002338	0.002500			1002338		12-488279-1	1	1
223	1002338	0.002500			1002338		12-488297-3	1	1
224	1002338	0.002500			1002338		12-488394-8	1	1
225	1002338	0.002500			1002338		12-488401-1	1	1
226	1002338	0.002500			1002338		12-488415-1	1	1
227	1002338	0.002500			1002338		12-488420-1	1	1
228	1002338	0.002500			1002338		12-488460-7	1	1
229	1002338	0.002500			1002338		12-488464-9	1	1
230	1002338	0.002500			1002338		12-488485-4	1	1
231	1002338	0.002500			1002338		12-488508-3	1	1
232	1002338	0.002500			1002338		12-488513-3	1	1
233	1002338	0.002500			1002338		12-488629-7	1	1
234	1002338	0.002500			1002338		12-488708-9	1	1
235	1002338	0.002500			1002338		12-488738-6	1	1
236	1002338	0.002500			1002338		12-488742-8	1	1
237	1002338	0.002500			1002338		12-488780-8	1	1
238	1002338	0.002500			1002338		12-488782-4	1	1
239	1002338	0.002500			1002338		12-488821-0	1	1
240	1002338	0.002500			1002338		12-488823-6	1	1
241	1002338	0.002500			1002338		12-488838-4	1	1
242	1002338	0.002500			1002338		12-488894-7	1	1
243	1002338	0.002500			1002338		12-488901-0	1	1
244	1002338	0.002500			1002338		12-488921-8	1	1
245	1002338	0.002500			1002338		12-488925-9	1	1
246	1002338	0.002500			1002338		12-488962-2	1	1
247	1002338	0.002500			1002338		12-488975-4	1	1
248	1002338	0.002500			1002338		12-488989-5	1	1
249	1002338	0.002500			1002338		12-488995-2	1	1
250	1002338	0.002500			1002338		12-489061-2	1	1
251	1002338	0.002500			1002338		12-489068-7	1	1
252	1002338	0.002500			1002338		12-489072-9	1	1
253	1002338	0.002500			1002338		12-489091-9	1	1
254	1002338	0.002500			1002338		12-489101-6	1	1
255	1002338	0.002500			1002338		12-489127-1	1	1
256	1002338	0.002500			1002338		12-489140-4	1	1
257	1002338	0.002500			1002338		12-489148-7	1	1
258	1002338	0.002500			1002338		12-489154-5	1	1
259	1002338	0.002500			1002338		12-489161-0	1	1
260	1002338	0.002500			1002338		12-489165-1	1	1
261	1002338	0.002500			1002338		12-489173-5	1	1
262	1002338	0.002500			1002338		12-489222-0	1	1
263	1002338	0.002500			1002338		12-489248-5	1	1
264	1002338	0.002500			1002338		12-489257-6	1	1
265	1002338	0.002500			1002338		12-489321-0	1	1
266	1002338	0.002500			1002338		12-489327-7	1	1
267	1002338	0.002500			1002338		12-489329-3	1	1
268	1002338	0.002500			1002338		12-489340-0	1	1
269	1002338	0.002500			1002338		12-489349-1	1	1
270	1002338	0.002500			1002338		12-489358-2	1	1
271	1002338	0.002500			1002338		12-489434-1	1	1
272	1002338	0.002500			1002338		12-489457-2	1	1
273	1002338	0.002500			1002338		12-489462-2	1	1
274	1002338	0.002500			1002338		12-489512-4	1	1
275	1002338	0.002500			1002338		12-489552-0	1	1
276	1002338	0.002500			1002338		12-489557-9	1	1
277	1002338	0.002500			1002338		12-489580-1	1	1
278	1002338	0.002500			1002338		12-489595-9	1	1
279	1002338	0.002500			1002338		12-489647-8	1	1
280	1002338	0.002500			1002338		12-489720-3	1	1
281	1002338	0.002500			1002338		12-489729-4	1	1
282	1002338	0.002500			1002338		12-489741-9	1	1
283	1002338	0.002500			1002338		12-489762-5	1	1
284	1002338	0.002500			1002338		12-489857-3	1	1
285	1002338	0.002500			1002338		12-489866-4	1	1
286	1002338	0.002500			1002338		12-489868-0	1	1
287	1002338	0.002500			1002338		12-489880-5	1	1
288	1002338	0.002500			1002338		12-489883-9	1	1
289	1002338	0.002500			1002338		12-489884-7	1	1
290	1002338	0.002500			1002338		12-489900-1	1	1
291	1002338	0.002500			1002338		12-489906-8	1	1
292	1002338	0.002500			1002338		12-489913-4	1	1
293	1002338	0.002500			1002338		12-489918-3	1	1
294	1002338	0.002500			1002338		12-489921-7	1	1
295	1002338	0.002500			1002338		12-489929-0	1	1
296	1002338	0.002500			1002338		12-489954-8	1	1
297	1002338	0.002500			1002338		12-489975-3	1	1
298	1002338	0.002500			1002338		12-489992-8	1	1
299	1002338	0.002500			1002338		12-490076-7	1	1
300	1002338	0.002500			1002338		12-490173-2	1	1
301	1002338	0.002500			1002338		12-490180-7	1	1
302	1002338	0.002500			1002338		12-490210-2	1	1
303	1002338	0.002500			1002338		12-490271-4	1	1
304	1002338	0.002500			1002338		12-490272-2	1	1
305	1002338	0.002500			1002338		12-490306-8	1	1
306	1002338	0.002500			1002338		12-490309-2	1	1
307	1002338	0.002500			1002338		12-490346-4	1	1
308	1002338	0.002500			1002338		12-490358-9	1	1
309	1002338	0.002500			1002338		12-490359-7	1	1
310	1002338	0.002500			1002338		12-490437-1	1	1
311	1002338	0.002500			1002338		12-490441-3	1	1
312	1002338	0.002500			1002338		12-490473-6	1	1
313	1002338	0.002500			1002338		12-490476-9	1	1
314	1002338	0.002500			1002338		12-490484-3	1	1
315	1002338	0.002500			1002338		12-490508-9	1	1
316	1002338	0.002500			1002338		12-490512-1	1	1
317	1002338	0.002500			1002338		12-490516-2	1	1
318	1002338	0.002500			1002338		12-490627-7	1	1
319	1002338	0.002500			1002338		12-490664-0	1	1
320	1002338	0.002500			1002338		12-490686-3	1	1
321	1002338	0.002500			1002338		12-490736-6	1	1
322	1002338	0.002500			1002338		12-490961-0	1	1
323	1002338	0.002500			1002338		12-491000-6	1	1
324	1002338	0.002500			1002338		12-491008-9	1	1
325	1002338	0.002500			1002338		12-491019-6	1	1
326	1002338	0.002500			1002338		12-491050-1	1	1
327	1002338	0.002500			1002338		12-491139-2	1	1
328	1002338	0.002500			1002338		12-491162-4	1	1
329	1002338	0.002500			1002338		12-491348-9	1	1
330	1002338	0.002500			1002338		12-491408-1	1	1
331	1002338	0.002500			1002338		12-491410-7	1	1
332	1002338	0.002500			1002338		12-491430-5	1	1
333	1002338	0.002500			1002338		12-491468-5	1	1
334	1002338	0.002500			1002338		12-491551-8	1	1
335	1002338	0.002500			1002338		12-491605-2	1	1
336	1002338	0.002500			1002338		12-491992-4	1	1
337	1002338	0.002500			1002338		12-492129-2	1	1
338	1002338	0.002500			1002338		12-492178-9	1	1
339	1002338	0.002500			1002338		12-492367-8	1	1
340	1002338	0.002500			1002338		12-492381-9	1	1
341	1002338	0.002500			1002338		12-492475-9	1	1
342	1002338	0.002500			1002338		12-492539-2	1	1
343	1002338	0.002500			1002338		12-492580-6	1	1
344	1002338	0.002500			1002338		22-462801-2	1	1

	10	11	12	13	14	15	16	17	18
	HELOC Indicator	Loan Purpose	Cash Out Amount	Total Origination and Discount Points	Covered/High Cost Loan Indicator	Relocation Loan Indicator	Broker Indicator	Channel	Escrow Indicator
1	0	9						1	0
2	0	7						1	5
3	0	7						1	0
4	0	9						1	0
5	0	9						1	0
6	0	3						1	0
7	0	7						1	0
8	0	9						1	0
9	0	9						1	0
10	0	7						1	0
11	0	7						1	0
12	0	7						1	0
13	0	3						1	5
14	0	9						1	0
15	0	6						1	0
16	0	9						1	0
17	0	6						1	0
18	0	7						1	0
19	0	7						1	0
20	0	7						1	0
21	0	7						1	0
22	0	7						1	5
23	0	9						1	0
24	0	9						1	0
25	0	9						1	0
26	0	3						1	0
27	0	3						1	0
28	0	9						1	0
29	0	9						1	0
30	0	9						1	0
31	0	3						1	0
32	0	7						1	0
33	0	7						1	0
34	0	3						1	0
35	0	9						1	0
36	0	7						1	5
37	0	9						1	5
38	0	7						1	5
39	0	7						1	0
40	0	9						1	0
41	0	9						1	0
42	0	7						1	0
43	0	9						1	0
44	0	6						1	0
45	0	7						1	0
46	0	3						1	0
47	0	7						1	0
48	0	9						1	0
49	0	9						1	0
50	0	9						1	0
51	0	9						1	5
52	0	3						1	0
53	0	3						1	0
54	0	3						1	0
55	0	9						1	0
56	0	7						1	0
57	0	9						1	0
58	0	9						1	0
59	0	9						1	0
60	0	9						1	0
61	0	9						1	0
62	0	3						1	0
63	0	7						1	0
64	0	7						1	0
65	0	7						1	0
66	0	3						1	0
67	0	9						1	0
68	0	7						1	0
69	0	9						1	0
70	0	9						1	0
71	0	7						1	0
72	0	3						1	0
73	0	7						1	0
74	0	3						1	0
75	0	9						1	0
76	0	7						1	0
77	0	9						1	0
78	0	9						1	0
79	0	9						1	0
80	0	9						1	0
81	0	3						1	0
82	0	3						1	0
83	0	7						1	0
84	0	9						1	0
85	0	9						1	0
86	0	9						1	0
87	0	9						1	0
88	0	7						1	0
89	0	9						1	0
90	0	9						1	0
91	0	9						1	0
92	0	9						1	0
93	0	3						1	0
94	0	6						1	0
95	0	9						1	0
96	0	9						1	0
97	0	6						1	0
98	0	3						1	0
99	0	9						1	0
100	0	7						1	0
101	0	9						1	5
102	0	6						1	0
103	0	7						1	5
104	0	6						1	0
105	0	9						1	5
106	0	9						1	5
107	0	3						1	0
108	0	3						1	0
109	0	7						1	0
110	0	3						1	0
111	0	9						1	0
112	0	3						1	0
113	0	3						1	0
114	0	7						1	0
115	0	7						1	0
116	0	6						1	0
117	0	6						1	0
118	0	9						1	0
119	0	3						1	0
120	0	7						1	0
121	0	7						1	0
122	0	7						1	0
123	0	3						1	0
124	0	9						1	0
125	0	9						1	0
126	0	9						1	0
127	0	3						1	0
128	0	7						1	0
129	0	7						1	0
130	0	6						1	0
131	0	6						1	0
132	0	7						1	5
133	0	9						1	0
134	0	9						1	0
135	0	6						1	0
136	0	7						1	0
137	0	3						1	0
138	0	3						1	0
139	0	6						1	0
140	0	6						1	0
141	0	9						1	0
142	0	7						1	0
143	0	6						1	0
144	0	7						1	0
145	0	3						1	0
146	0	9						1	0
147	0	7						1	0
148	0	9						1	0
149	0	3						1	0
150	0	7						1	0
151	0	7						1	0
152	0	7						1	0
153	0	7						1	0
154	0	9						1	0
155	0	9						1	0
156	0	9						1	0
157	0	7						1	5
158	0	7						1	0
159	0	9						1	0
160	0	3						1	0
161	0	7						1	0
162	0	6						1	0
163	0	3						1	0
164	0	7						1	0
165	0	9						1	0
166	0	6						1	0
167	0	9						1	0
168	0	3						1	0
169	0	9						1	0
170	0	7						1	0
171	0	7						1	0
172	0	3						1	0
173	0	7						1	0
174	0	9						1	0
175	0	6						1	0
176	0	3						1	0
177	0	9						1	0
178	0	9						1	0
179	0	7						1	0
180	0	9						1	0
181	0	3						1	0
182	0	3						1	0
183	0	7						1	0
184	0	9						1	0
185	0	3						1	0
186	0	7						1	0
187	0	3						1	0
188	0	9						1	0
189	0	9						1	0
190	0	9						1	0
191	0	6						1	5
192	0	7						1	0
193	0	7						1	0
194	0	7						1	0
195	0	6						1	5
196	0	3						1	0
197	0	7						1	0
198	0	9						1	0
199	0	3						1	0
200	0	9						1	0
201	0	7						1	0
202	0	7						1	0
203	0	7						1	0
204	0	9						1	0
205	0	9						1	0
206	0	7						1	0
207	0	7						1	0
208	0	3						1	0
209	0	9						1	5
210	0	7						1	0
211	0	7						1	0
212	0	7						1	0
213	0	7						1	0
214	0	9						1	0
215	0	3						1	0
216	0	7						1	0
217	0	9						1	0
218	0	3						1	0
219	0	9						1	0
220	0	7						1	0
221	0	7						1	0
222	0	9						1	0
223	0	7						1	0
224	0	7						1	5
225	0	9						1	0
226	0	3						1	0
227	0	9						1	0
228	0	7						1	0
229	0	9						1	0
230	0	7						1	0
231	0	9						1	5
232	0	9						1	0
233	0	7						1	0
234	0	9						1	0
235	0	9						1	0
236	0	9						1	4
237	0	7						1	0
238	0	7						1	5
239	0	9						1	0
240	0	9						1	0
241	0	9						1	0
242	0	9						1	0
243	0	7						1	0
244	0	9						1	0
245	0	3						1	0
246	0	7						1	0
247	0	9						1	0
248	0	9						1	0
249	0	9						1	0
250	0	7						1	0
251	0	7						1	0
252	0	9						1	5
253	0	7						1	0
254	0	9						1	0
255	0	9						1	0
256	0	7						1	0
257	0	9						1	0
258	0	9						1	0
259	0	9						1	0
260	0	9						1	0
261	0	9						1	0
262	0	9						1	0
263	0	7						1	0
264	0	7						1	0
265	0	9						1	0
266	0	9						1	0
267	0	7						1	0
268	0	7						1	0
269	0	9						1	0
270	0	7						1	0
271	0	3						1	0
272	0	6						1	0
273	0	3						1	0
274	0	7						1	0
275	0	9						1	0
276	0	3						1	0
277	0	9						1	0
278	0	7						1	0
279	0	7						1	0
280	0	9						1	0
281	0	9						1	0
282	0	3						1	0
283	0	3						1	0
284	0	7						1	0
285	0	9						1	0
286	0	9						1	0
287	0	7						1	0
288	0	6						1	0
289	0	6						1	0
290	0	9						1	0
291	0	9						1	0
292	0	9						1	0
293	0	3						1	0
294	0	9						1	0
295	0	6						1	5
296	0	7						1	0
297	0	9						1	0
298	0	3						1	0
299	0	3						1	0
300	0	3						1	0
301	0	9						1	0
302	0	9						1	0
303	0	7						1	0
304	0	7						1	0
305	0	9						1	0
306	0	7						1	0
307	0	7						1	0
308	0	9						1	0
309	0	7						1	0
310	0	9						1	0
311	0	6						1	0
312	0	7						1	0
313	0	7						1	0
314	0	9						1	0
315	0	3						1	0
316	0	3						1	0
317	0	9						1	0
318	0	7						1	0
319	0	9						1	5
320	0	6						1	0
321	0	9						1	0
322	0	7						1	0
323	0	7						1	5
324	0	9						1	0
325	0	7						1	0
326	0	9						1	0
327	0	6						1	0
328	0	3						1	5
329	0	9						1	0
330	0	7						1	4
331	0	7						1	0
332	0	7						1	0
333	0	7						1	0
334	0	6						1	0
335	0	6						1	0
336	0	7						1	0
337	0	7						1	5
338	0	6						1	0
339	0	7						1	0
340	0	7						1	0
341	0	7						1	0
342	0	7						1	0
343	0	7						1	0
344	0	3						1	5

	19	20	21	22	23	24	25	26	27
	Senior Loan Amount(s)	Loan Type of Most Senior Lien	Hybrid Period of Most Senior Lien (in months)	Neg Am Limit of Most Senior Lien	Junior Mortgage Balance	Origination Date of Most Senior Lien	Origination Date	Original Loan Amount	Original Interest Rate
1	0				0.00		20100930	283000.00	0.041500
2	0				0.00		20120725	672000.00	0.040000
3	0				176000.00		20120910	1000000.00	0.038000
4	0				230000.00		20101122	2500000.00	0.047500
5	0				100000.00		20101104	729750.00	0.042500
6	0				0.00		20101123	3358688.00	0.042500
7	0				0.00		20101112	715000.00	0.044000
8	0				500000.00		20101207	297000.00	0.041500
9	0				18500.00		20110127	57077.00	0.046000
10	0				228750.00		20110330	423750.00	0.047000
11	0				658000.00		20110214	729500.00	0.047500
12	0				0.00		20110208	268000.00	0.046500
13	0				0.00		20110228	350000.00	0.047000
14	0				500000.00		20110504	125000.00	0.034000
15	0				0.00		20110516	1100000.00	0.050000
16	0				0.00		20110526	2000000.00	0.050000
17	0				0.00		20111209	417000.00	0.037000
18	0				0.00		20110728	1100000.00	0.046000
19	0				0.00		20110630	475000.00	0.048000
20	0				0.00		20120214	1000000.00	0.050000
21	0				0.00		20110712	660000.00	0.042500
22	0				0.00		20110715	500000.00	0.041000
23	0				0.00		20110909	720000.00	0.039500
24	0				0.00		20111123	1500000.00	0.043500
25	0				250000.00		20111003	645000.00	0.041000
26	0				245000.00		20110930	415000.00	0.038500
27	0				250000.00		20111202	684000.00	0.041500
28	0				0.00		20110927	729750.00	0.041500
29	0				110250.00		20111222	720000.00	0.040000
30	0				0.00		20111025	410000.00	0.042000
31	0				0.00		20111206	410000.00	0.042500
32	0				0.00		20111005	800000.00	0.041250
33	0				0.00		20120302	146250.00	0.041000
34	0				0.00		20111027	200000.00	0.042000
35	0				0.00		20111227	400000.00	0.037500
36	0				208000.00		20120412	1100000.00	0.044000
37	0				0.00		20111227	222000.00	0.038500
38	0				0.00		20111005	720000.00	0.038750
39	0				0.00		20111104	417000.00	0.040000
40	0				0.00		20111205	1090000.00	0.044000
41	0				65000.00		20111227	545000.00	0.042000
42	0				106650.00		20111021	568800.00	0.042500
43	0				0.00		20111107	530149.00	0.042000
44	0				0.00		20111121	161250.00	0.037500
45	0				0.00		20111130	162000.00	0.037500
46	0				0.00		20111121	461300.00	0.030000
47	0				0.00		20111121	159750.00	0.030000
48	0				0.00		20111207	251000.00	0.040000
49	0				187000.00		20111114	729000.00	0.041250
50	0				573000.00		20111214	417000.00	0.040000
51	0				0.00		20111221	468800.00	0.042000
52	0				710000.00		20120312	417000.00	0.040000
53	0				0.00		20111222	3000000.00	0.045000
54	0				0.00		20120117	200000.00	0.047500
55	0				0.00		20120319	678000.00	0.043500
56	0				0.00		20120531	826000.00	0.041250
57	0				0.00		20120301	165000.00	0.046500
58	0				0.00		20120301	197000.00	0.046500
59	0				0.00		20120301	270000.00	0.046500
60	0				0.00		20120125	2500000.00	0.043000
61	0				0.00		20120412	2400000.00	0.036000
62	0				1000000.00		20120203	417000.00	0.036000
63	0				0.00		20120403	340000.00	0.037500
64	0				0.00		20120127	392000.00	0.040000
65	0				0.00		20120210	417000.00	0.037500
66	0				0.00		20120320	205000.00	0.038500
67	0				0.00		20120605	650000.00	0.043500
68	0				0.00		20120210	850000.00	0.042000
69	0				0.00		20120426	1900000.00	0.040500
70	0				0.00		20120330	187500.00	0.042500
71	0				0.00		20120426	920000.00	0.041000
72	0				0.00		20120316	355000.00	0.036000
73	0				0.00		20120228	154000.00	0.041500
74	0				0.00		20120410	300000.00	0.038500
75	0				500000.00		20120330	625000.00	0.036500
76	0				0.00		20120509	600000.00	0.041000
77	0				200000.00		20120416	727000.00	0.041000
78	0				0.00		20120905	678750.00	0.041500
79	0				0.00		20120419	250000.00	0.038000
80	0				275000.00		20120417	1300500.00	0.040000
81	0				0.00		20120315	1000000.00	0.041250
82	0				200000.00		20120405	348000.00	0.036500
83	0				0.00		20120309	512625.00	0.041500
84	0				0.00		20120417	706000.00	0.039500
85	0				250000.00		20120620	1000000.00	0.040000
86	0				500000.00		20120801	1000000.00	0.039500
87	0				250000.00		20120416	625000.00	0.037500
88	0				787500.00		20120424	1800000.00	0.040000
89	0				0.00		20120409	825000.00	0.042000
90	0				0.00		20120830	992000.00	0.040000
91	0				0.00		20120410	895000.00	0.040500
92	0				350000.00		20120504	350000.00	0.035500
93	0				0.00		20120503	1500000.00	0.042500
94	0				0.00		20120413	265000.00	0.035000
95	0				0.00		20120518	312000.00	0.041000
96	0				400000.00		20120702	895000.00	0.039000
97	0				100000.00		20120502	1400000.00	0.040000
98	0				0.00		20120426	161000.00	0.037500
99	0				0.00		20120418	857000.00	0.040000
100	0				0.00		20120515	1100000.00	0.035000
101	0				0.00		20120612	900000.00	0.042000
102	0				0.00		20120418	244000.00	0.038000
103	0				0.00		20120417	880000.00	0.041500
104	0				0.00		20120611	2000000.00	0.038500
105	0				0.00		20120510	625500.00	0.037000
106	0				0.00		20120507	417000.00	0.037500
107	0				0.00		20120524	125000.00	0.038750
108	0				0.00		20120727	800000.00	0.041500
109	0				0.00		20120907	1380000.00	0.038500
110	0				0.00		20120628	950000.00	0.042000
111	0				0.00		20120628	700000.00	0.042000
112	0				0.00		20120809	3375000.00	0.037500
113	0				140000.00		20120720	180000.00	0.037000
114	0				0.00		20120521	1000000.00	0.041000
115	0				0.00		20120531	384000.00	0.038500
116	0				0.00		20120510	800000.00	0.041500
117	0				0.00		20120607	993750.00	0.041250
118	0				0.00		20120614	150000.00	0.035500
119	0				0.00		20120612	265000.00	0.039500
120	0				0.00		20120605	404000.00	0.038000
121	0				250000.00		20120720	1100000.00	0.042000
122	0				0.00		20120529	920000.00	0.039500
123	0				0.00		20120607	900000.00	0.042500
124	0				155000.00		20120614	721000.00	0.042000
125	0				850000.00		20120612	890000.00	0.041000
126	0				0.00		20120618	1275000.00	0.041500
127	0				0.00		20120614	1000000.00	0.042000
128	0				0.00		20120824	1100000.00	0.038000
129	0				0.00		20120530	2680000.00	0.038000
130	0				200000.00		20120524	1200000.00	0.041500
131	0				0.00		20120731	1125000.00	0.041500
132	0				0.00		20120525	925000.00	0.042000
133	0				0.00		20120626	675000.00	0.040500
134	0				150000.00		20120719	724000.00	0.040000
135	0				0.00		20120606	984000.00	0.042500
136	0				100000.00		20120605	1700000.00	0.042000
137	0				0.00		20120626	935000.00	0.043000
138	0				0.00		20120625	550000.00	0.043000
139	0				0.00		20120604	798750.00	0.039500
140	0				0.00		20120612	835000.00	0.040000
141	0				250000.00		20120622	830000.00	0.033750
142	0				0.00		20121004	1609300.00	0.038000
143	0				0.00		20120525	1230000.00	0.040000
144	0				0.00		20120529	1200000.00	0.042500
145	0				0.00		20120611	755000.00	0.043500
146	0				0.00		20120703	750000.00	0.043500
147	0				0.00		20120626	1524000.00	0.040500
148	0				100000.00		20120702	815000.00	0.043500
149	0				0.00		20120621	585000.00	0.043500
150	0				1200000.00		20120604	1000000.00	0.040000
151	0				0.00		20120928	1075000.00	0.039000
152	0				0.00		20120606	3600000.00	0.037500
153	0				0.00		20120604	900000.00	0.043000
154	0				0.00		20120712	1300000.00	0.043000
155	0				0.00		20120615	122000.00	0.038000
156	0				0.00		20120710	790000.00	0.040000
157	0				0.00		20120531	2310000.00	0.042000
158	0				0.00		20120730	1687500.00	0.039000
159	0				105000.00		20120702	815000.00	0.040500
160	0				0.00		20120706	1500000.00	0.040500
161	0				439200.00		20120606	1000000.00	0.041000
162	0				0.00		20120604	3000000.00	0.039500
163	0				150000.00		20120626	1100000.00	0.033750
164	0				0.00		20120622	1050000.00	0.040500
165	0				0.00		20120629	1425000.00	0.043000
166	0				250000.00		20120613	840000.00	0.038500
167	0				200000.00		20120620	1000000.00	0.041500
168	0				0.00		20120801	2100000.00	0.032500
169	0				0.00		20120715	940000.00	0.041500
170	0				708000.00		20120613	500000.00	0.042000
171	0				0.00		20120619	60000.00	0.042500
172	0				0.00		20120622	1500000.00	0.041500
173	0				0.00		20120727	1157600.00	0.038000
174	0				0.00		20120720	620000.00	0.042500
175	0				0.00		20120620	1560000.00	0.038500
176	0				0.00		20120705	940000.00	0.040500
177	0				50000.00		20120803	910000.00	0.040500
178	0				0.00		20120823	680000.00	0.041500
179	0				200000.00		20120731	600000.00	0.038000
180	0				0.00		20120807	807500.00	0.042000
181	0				500000.00		20120719	835000.00	0.042000
182	0				0.00		20120713	290000.00	0.038000
183	0				1115000.00		20120625	3500000.00	0.040500
184	0				0.00		20120724	1040000.00	0.043000
185	0				1000000.00		20120716	2000000.00	0.038500
186	0				0.00		20120628	1150000.00	0.040500
187	0				0.00		20120720	960000.00	0.041000
188	0				414000.00		20120718	1500000.00	0.033750
189	0				0.00		20120723	925000.00	0.040500
190	0				400000.00		20120822	1485000.00	0.039000
191	0				0.00		20121001	653600.00	0.037000
192	0				0.00		20120702	1344000.00	0.038000
193	0				0.00		20120703	850000.00	0.038000
194	0				0.00		20120716	1120000.00	0.039500
195	0				300000.00		20120913	1200000.00	0.039500
196	0				0.00		20120628	1500000.00	0.040500
197	0				0.00		20120628	500000.00	0.043000
198	0				0.00		20120725	941000.00	0.040500
199	0				0.00		20120809	330000.00	0.034500
200	0				740000.00		20120802	1560000.00	0.040000
201	0				0.00		20120713	799200.00	0.039000
202	0				0.00		20120710	767200.00	0.039500
203	0				0.00		20120821	1800000.00	0.042000
204	0				0.00		20120904	1135000.00	0.040000
205	0				750000.00		20120813	890000.00	0.039000
206	0				0.00		20120705	1108000.00	0.038000
207	0				0.00		20120702	1165500.00	0.039000
208	0				0.00		20120730	800000.00	0.039500
209	0				0.00		20120816	950000.00	0.041000
210	0				0.00		20120830	3150000.00	0.041000
211	0				0.00		20120727	1188000.00	0.040000
212	0				0.00		20120713	2000000.00	0.039000
213	0				0.00		20120712	700000.00	0.040500
214	0				0.00		20120918	525000.00	0.040000
215	0				0.00		20120806	1100000.00	0.039000
216	0				0.00		20120814	1200000.00	0.033000
217	0				100000.00		20120816	850000.00	0.040000
218	0				100000.00		20120912	1000000.00	0.043000
219	0				0.00		20120823	1335000.00	0.044500
220	0				0.00		20120817	620680.00	0.039500
221	0				0.00		20120807	872000.00	0.039500
222	0				0.00		20120724	727500.00	0.041000
223	0				0.00		20120718	1048000.00	0.040500
224	0				0.00		20120716	860000.00	0.039000
225	0				0.00		20120822	1090000.00	0.039000
226	0				0.00		20120817	650000.00	0.046500
227	0				100000.00		20120830	800000.00	0.042000
228	0				0.00		20120724	1060000.00	0.040500
229	0				142000.00		20120815	1087945.00	0.039000
230	0				0.00		20120830	2350000.00	0.038500
231	0				50000.00		20120803	995000.00	0.041500
232	0				0.00		20120918	1180000.00	0.038500
233	0				0.00		20120829	580000.00	0.040000
234	0				100000.00		20120822	988000.00	0.040500
235	0				0.00		20121001	711000.00	0.040000
236	0				100000.00		20120828	1000000.00	0.037500
237	0				0.00		20120726	936000.00	0.040000
238	0				0.00		20120801	1088000.00	0.038500
239	0				0.00		20120906	597023.00	0.040000
240	0				1250000.00		20120913	925000.00	0.038500
241	0				0.00		20120824	1090000.00	0.040500
242	0				250000.00		20120907	718000.00	0.040500
243	0				150000.00		20120726	850000.00	0.039500
244	0				0.00		20120905	810000.00	0.037500
245	0				0.00		20120914	900000.00	0.038000
246	0				0.00		20120807	1341600.00	0.039500
247	0				0.00		20120831	1000000.00	0.038000
248	0				0.00		20120904	913000.00	0.038500
249	0				400000.00		20120822	950000.00	0.040000
250	0				0.00		20120731	825000.00	0.039000
251	0				0.00		20120801	900000.00	0.039500
252	0				0.00		20120920	159000.00	0.037500
253	0				0.00		20120810	1200000.00	0.034000
254	0				0.00		20120907	225000.00	0.039000
255	0				500000.00		20121002	1100000.00	0.040000
256	0				0.00		20120806	999200.00	0.039500
257	0				0.00		20120906	970000.00	0.038000
258	0				0.00		20120822	2000000.00	0.042000
259	0				0.00		20120824	978000.00	0.041000
260	0				0.00		20120820	857000.00	0.042000
261	0				150000.00		20120828	1257000.00	0.039000
262	0				0.00		20121001	787500.00	0.038500
263	0				0.00		20120905	2000000.00	0.037000
264	0				0.00		20120813	1837500.00	0.038500
265	0				0.00		20120904	1000000.00	0.038000
266	0				0.00		20120911	970000.00	0.040000
267	0				0.00		20120810	2000000.00	0.038500
268	0				0.00		20120802	920000.00	0.039500
269	0				500000.00		20120928	890000.00	0.040000
270	0				0.00		20120820	417000.00	0.037500
271	0				0.00		20120830	765000.00	0.040000
272	0				0.00		20120905	432000.00	0.038500
273	0				500000.00		20120907	2000000.00	0.040500
274	0				100000.00		20120928	1100000.00	0.039000
275	0				750000.00		20120831	1000000.00	0.039500
276	0				0.00		20120906	1100000.00	0.038500
277	0				0.00		20120913	525000.00	0.043000
278	0				275000.00		20120905	1300000.00	0.036000
279	0				0.00		20120914	700000.00	0.038000
280	0				0.00		20121005	579000.00	0.034500
281	0				0.00		20120827	920000.00	0.038000
282	0				0.00		20120919	812500.00	0.036000
283	0				0.00		20120917	743000.00	0.037500
284	0				0.00		20120817	1144000.00	0.036000
285	0				0.00		20120917	666000.00	0.039000
286	0				0.00		20121002	931000.00	0.039000
287	0				0.00		20120928	581250.00	0.039000
288	0				0.00		20120820	536000.00	0.037500
289	0				0.00		20120904	993000.00	0.038000
290	0				0.00		20120914	890000.00	0.039000
291	0				0.00		20120829	1800000.00	0.042000
292	0				0.00		20120917	720000.00	0.040000
293	0				0.00		20120921	2000000.00	0.037500
294	0				0.00		20120910	724000.00	0.039000
295	0				0.00		20120816	1788000.00	0.035500
296	0				0.00		20120810	750000.00	0.038500
297	0				0.00		20120904	1000000.00	0.037500
298	0				150000.00		20120910	790000.00	0.038000
299	0				172500.00		20120910	1000000.00	0.038500
300	0				250000.00		20120926	1000000.00	0.040000
301	0				0.00		20120914	1385000.00	0.041500
302	0				0.00		20120910	1090000.00	0.038000
303	0				0.00		20120831	1500000.00	0.036500
304	0				0.00		20120830	1500000.00	0.037500
305	0				281000.00		20120919	707000.00	0.041000
306	0				0.00		20120827	840000.00	0.037500
307	0				215000.00		20121003	765000.00	0.037500
308	0				0.00		20120924	1254000.00	0.038500
309	0				0.00		20120817	1212000.00	0.036500
310	0				0.00		20120927	635000.00	0.040000
311	0				0.00		20120824	2000000.00	0.037000
312	0				0.00		20120823	1000000.00	0.039500
313	0				0.00		20120829	1500000.00	0.043000
314	0				0.00		20121002	850000.00	0.036500
315	0				0.00		20120917	750000.00	0.039000
316	0				0.00		20120917	750000.00	0.039000
317	0				0.00		20120917	500000.00	0.038000
318	0				0.00		20120907	1650000.00	0.039500
319	0				0.00		20120921	109500.00	0.042000
320	0				0.00		20120830	720000.00	0.036500
321	0				0.00		20120913	1380000.00	0.037500
322	0				0.00		20120920	750000.00	0.039500
323	0				0.00		20121004	1152000.00	0.039000
324	0				235000.00		20120927	1980000.00	0.040500
325	0				0.00		20120918	1100000.00	0.042500
326	0				0.00		20120917	1197900.00	0.038500
327	0				500000.00		20120912	1200000.00	0.037500
328	0				0.00		20120907	1062000.00	0.046000
329	0				700000.00		20120926	794000.00	0.040000
330	0				490000.00		20120918	1376500.00	0.038500
331	0				0.00		20120906	1080000.00	0.039000
332	0				0.00		20121005	900000.00	0.037500
333	0				0.00		20120918	1000000.00	0.035500
334	0				0.00		20120914	1012000.00	0.039000
335	0				0.00		20120917	795000.00	0.038000
336	0				600000.00		20120921	1500000.00	0.036500
337	0				0.00		20120924	760000.00	0.037500
338	0				0.00		20120928	784800.00	0.036000
339	0				0.00		20121001	1690000.00	0.037500
340	0				0.00		20121002	788500.00	0.039500
341	0				0.00		20121002	620000.00	0.037500
342	0				0.00		20121005	1475000.00	0.035500
343	0				0.00		20121003	2000000.00	0.037000
344	0				0.00		20111202	475000.00	0.047500

	28	29	30	31	32	33	34	35	36
	Original Amortization Term	Original Term to Maturity	First Payment Date of Loan	Interest Type Indicator	Original Interest Only Term	Buy Down Period	HELOC Draw Period	Current Loan Amount	Current Interest Rate
1	360	360	20101201	1	0	0		272219.98	0.041500
2	360	360	20120901	1	0	0		667126.42	0.040000
3	360	360	20121101	1	0	0		995507.07	0.038000
4	360	360	20110101	1	0	0		2417515.10	0.047500
5	360	360	20110101	1	0	0		703516.97	0.042500
6	360	360	20110101	1	0	0		3237950.84	0.042500
7	360	360	20110101	1	0	0		689945.52	0.044000
8	360	360	20110201	1	0	0		286593.55	0.041500
9	360	360	20110401	1	0	0		55385.67	0.046000
10	360	360	20110501	1	0	0		411997.42	0.047000
11	360	360	20110401	1	0	0		708446.24	0.047500
12	360	360	20110401	1	0	0		260129.51	0.046500
13	360	360	20110501	1	0	0		336442.67	0.047000
14	360	360	20110701	1	0	0		121097.76	0.034000
15	360	360	20110701	1	120	0		1100000.00	0.046500
16	360	360	20110801	1	0	0		1953160.08	0.046000
17	360	360	20120201	1	0	0		409266.05	0.037000
18	360	360	20110901	1	0	0		1075062.85	0.046000
19	360	360	20110801	1	0	0		463970.69	0.048000
20	360	360	20110901	1	0	0		977401.28	0.043000
21	360	360	20110901	1	0	0		644095.89	0.042500
22	360	360	20110901	1	0	0		487635.15	0.041000
23	360	360	20111101	1	0	0		703932.98	0.039500
24	360	360	20120101	1	0	0		1473032.56	0.043500
25	360	360	20111201	1	0	0		631931.94	0.041000
26	360	360	20111201	1	0	0		406220.96	0.038500
27	360	360	20120201	1	0	0		672265.05	0.041500
28	360	360	20111201	1	0	0		715092.66	0.041500
29	360	360	20120201	1	0	0		707320.41	0.040000
30	360	360	20111201	1	0	0		401836.17	0.042000
31	360	360	20120201	1	0	0		402060.51	0.042500
32	360	360	20111201	1	0	0		783474.05	0.037500
33	360	360	20120501	1	0	0		144361.41	0.041000
34	360	360	20120101	1	0	0		196308.60	0.042000
35	360	360	20120301	1	0	0		393268.31	0.037500
36	360	360	20120201	1	0	0		1069763.60	0.041000
37	360	360	20120301	1	0	0		218327.87	0.038500
38	360	360	20111201	1	0	0		704834.30	0.038750
39	360	360	20120101	1	0	0		409031.07	0.040000
40	360	360	20120201	1	0	0		1072102.33	0.044000
41	360	360	20120301	1	0	0		536518.47	0.042000
42	360	360	20120101	1	0	0		558393.08	0.042500
43	360	360	20120101	1	0	0		520364.21	0.042000
44	360	360	20120101	1	0	0		158031.72	0.037500
45	360	360	20120201	1	0	0		159021.15	0.037500
46	360	360	20120101	1	0	0		450853.29	0.030000
47	360	360	20120101	1	0	0		156132.15	0.030000
48	360	360	20120201	1	0	0		246579.70	0.040000
49	360	360	20120101	1	0	0		715367.99	0.041250
50	360	360	20120201	1	0	0		409656.38	0.040000
51	360	360	20120201	1	0	0		460827.04	0.042000
52	360	360	20120501	1	0	0		411519.87	0.040000
53	360	360	20120201	1	0	0		2951603.20	0.045000
54	360	360	20120301	1	0	0		197176.61	0.047500
55	360	360	20120501	1	0	0		669622.47	0.043500
56	360	360	20120701	1	0	0		817768.65	0.041250
57	360	360	20120501	1	0	0		163067.33	0.046500
58	360	360	20120501	1	0	0		194692.56	0.046500
59	360	360	20120501	1	0	0		266837.57	0.046500
60	360	360	20120401	1	0	0		2460255.96	0.043000
61	360	360	20120601	1	0	0		2369994.44	0.036000
62	360	360	20120401	1	0	0		410463.45	0.036000
63	360	360	20120601	1	0	0		335858.10	0.037500
64	360	360	20120301	1	0	0		385682.59	0.040000
65	360	360	20120401	1	0	0		410630.20	0.037500
66	360	360	20120501	1	0	0		202234.54	0.038500
67	360	360	20120801	1	0	0		644674.76	0.043500
68	360	360	20120401	1	0	0		837995.64	0.042000
69	360	360	20120701	1	0	0		1880813.86	0.040500
70	360	360	20120501	1	0	0		185141.84	0.042500
71	360	360	20120601	1	0	0		909457.80	0.041000
72	360	360	20120501	1	0	0		349999.28	0.036000
73	360	360	20120401	1	0	0		151805.90	0.041500
74	360	360	20120601	1	0	0		296408.43	0.038500
75	360	360	20120601	1	0	0		617253.19	0.036500
76	360	360	20120701	1	0	0		593994.32	0.041000
77	360	360	20120601	1	0	0		718669.33	0.041000
78	360	360	20121101	1	0	0		675883.85	0.041500
79	360	360	20120601	1	0	0		246980.83	0.038000
80	360	360	20120601	1	0	0		1285333.62	0.040000
81	360	360	20120501	1	0	0		987143.24	0.041250
82	360	360	20120601	1	0	0		342921.12	0.036500
83	360	360	20120501	1	0	0		506063.20	0.041500
84	360	360	20120601	1	0	0		692770.48	0.039500
85	360	360	20120801	1	0	0		991282.68	0.040000
86	360	360	20121001	1	0	0		994156.37	0.039500
87	360	360	20120701	1	0	0		618348.41	0.037500
88	360	360	20120701	1	120	0		1800000.00	0.040000
89	360	360	20120601	1	0	0		815711.62	0.042000
90	360	360	20121101	1	0	0		987697.81	0.040000
91	360	360	20120601	1	0	0		884653.71	0.040500
92	360	360	20120701	1	0	0		346143.68	0.035500
93	360	360	20120701	1	0	0		1485379.18	0.042500
94	360	360	20120601	1	0	0		261629.32	0.035000
95	360	360	20120701	1	0	0		300850.26	0.041000
96	360	360	20120901	1	0	0		888393.74	0.039000
97	360	360	20120701	1	0	0		1385737.95	0.040000
98	360	360	20120601	1	0	0		159038.69	0.037500
99	360	360	20120601	1	0	0		847005.72	0.040000
100	360	360	20120701	1	0	0		1087775.28	0.035000
101	360	360	20120801	1	0	0		892427.05	0.042000
102	360	360	20120601	1	0	0		241053.31	0.038000
103	360	360	20120601	1	0	0		870004.62	0.041500
104	360	360	20120801	1	0	0		1982099.95	0.038500
105	360	360	20120701	1	0	0		613806.19	0.037000
106	360	360	20120701	1	0	0		412562.05	0.037500
107	360	360	20120701	1	0	0		123698.37	0.038750
108	360	360	20121001	1	0	0		795488.01	0.041500
109	360	360	20121101	1	0	0		1373854.15	0.038500
110	360	360	20120901	1	0	0		943350.26	0.042000
111	360	360	20120901	1	0	0		695100.17	0.042000
112	360	360	20121001	1	120	0		3370000.00	0.037500
113	360	360	20120901	1	0	0		177611.60	0.037000
114	360	360	20120701	1	0	0		989990.60	0.041000
115	360	360	20120701	1	0	0		379983.90	0.038500
116	360	360	20120701	1	0	0		792062.89	0.041500
117	360	360	20120801	1	0	0		985276.30	0.041250
118	360	360	20120801	1	0	0		148585.46	0.035500
119	360	360	20120801	1	0	0		262669.45	0.039500
120	360	360	20120801	1	0	0		400352.41	0.038000
121	360	360	20120901	1	120	0		1100000.00	0.042000
122	360	360	20120801	1	0	0		911909.17	0.039500
123	360	360	20120801	1	120	0		900000.00	0.042500
124	360	360	20120801	1	0	0		714933.21	0.042000
125	360	360	20120801	1	0	0		882377.33	0.041000
126	360	360	20120901	1	0	0		1265995.72	0.041500
127	360	360	20120801	1	120	0		1000000.00	0.042000
128	360	360	20121101	1	0	0		1095057.76	0.038000
129	360	360	20120701	1	0	0		2651725.59	0.038000
130	360	360	20120801	1	120	0		1200000.00	0.041500
131	360	360	20120901	1	0	0		1117055.02	0.041500
132	360	360	20120701	1	0	0		914653.84	0.042000
133	360	360	20120901	1	0	0		670147.74	0.040500
134	360	360	20120901	1	0	0		718749.33	0.040000
135	360	360	20120801	1	0	0		975793.49	0.042500
136	360	360	20120801	1	0	0		1685695.55	0.042000
137	360	360	20120901	1	0	0		928570.92	0.043000
138	360	360	20120801	1	0	0		539990.12	0.043000
139	360	360	20120801	1	0	0		791725.50	0.039500
140	360	360	20120801	1	0	0		827721.05	0.040000
141	360	360	20120901	1	0	0		823287.22	0.033750
142	360	360	20121201	1	0	0		1604487.31	0.038000
143	360	360	20120701	1	0	0		1217469.79	0.040000
144	360	360	20120801	1	0	0		1189992.07	0.042500
145	360	360	20120801	1	0	0		748814.54	0.043500
146	360	360	20120901	1	0	0		744888.87	0.043500
147	360	360	20120801	1	0	0		1510831.47	0.040500
148	360	360	20120901	1	120	0		815000.00	0.043500
149	360	360	20120801	1	0	0		580207.31	0.043500
150	360	360	20120801	1	0	0		814442.67	0.040000
151	360	360	20121101	1	0	0		1070254.54	0.039000
152	360	360	20120801	1	120	0		3600000.00	0.037500
153	360	360	20120801	1	120	0		900000.00	0.043000
154	360	360	20120901	1	0	0		1291061.17	0.043000
155	360	360	20120801	1	0	0		120898.50	0.038000
156	360	360	20120901	1	0	0		784270.64	0.040000
157	360	360	20120801	1	0	0		2290562.82	0.042000
158	360	360	20120901	1	0	0		1675044.12	0.039000
159	360	360	20120901	1	0	0		809141.37	0.040500
160	360	360	20120901	1	0	0		1489217.27	0.040500
161	360	360	20120801	1	0	0		991435.19	0.041000
162	360	360	20120801	1	0	0		2973616.99	0.039500
163	360	360	20120901	1	120	0		1100000.00	0.033750
164	360	360	20120801	1	0	0		1040927.17	0.040500
165	360	360	20120901	1	0	0		1415201.68	0.043000
166	360	360	20120801	1	0	0		832481.98	0.038500
167	360	360	20120801	1	0	0		991510.65	0.041500
168	360	360	20121001	1	120	0		2100000.00	0.032500
169	360	360	20120901	1	0	0		933361.51	0.041500
170	360	360	20120801	1	0	0		495792.81	0.042000
171	360	360	20120801	1	0	0		59293.28	0.042500
172	360	360	20120801	1	0	0		1487266.03	0.041500
173	360	360	20120901	1	0	0		1148904.11	0.038000
174	360	360	20120901	1	0	0		615698.66	0.042500
175	360	360	20120801	1	0	0		1502315.39	0.038500
176	360	360	20120901	1	0	0		933242.79	0.040500
177	360	360	20121001	1	0	0		904775.58	0.040500
178	360	360	20121001	1	0	0		676164.80	0.041500
179	360	360	20120901	1	0	0		595492.79	0.038000
180	360	360	20121001	1	0	0		802986.09	0.042000
181	360	360	20120901	1	0	0		829155.23	0.042000
182	360	360	20120901	1	0	0		287821.51	0.038000
183	360	360	20120901	1	0	0		3474840.29	0.040500
184	360	360	20120901	1	120	0		1040000.00	0.043000
185	360	360	20120901	1	0	0		1985107.23	0.038500
186	360	360	20120901	1	0	0		1141733.25	0.040500
187	360	360	20120901	1	0	0		953159.88	0.041000
188	360	360	20120901	1	120	0		1500000.00	0.033750
189	360	360	20120901	1	0	0		918350.65	0.040500
190	360	360	20121001	1	0	0		1476245.32	0.039000
191	360	360	20121201	1	0	0		651610.65	0.037000
192	360	360	20120901	1	0	0		1333903.91	0.038000
193	360	360	20120901	1	0	0		843614.83	0.038000
194	360	360	20120901	1	0	0		1111805.47	0.039500
195	360	360	20121101	1	120	0		1200000.00	0.039500
196	360	360	20120901	1	120	0		1500000.00	0.040500
197	360	360	20120901	1	120	0		500000.00	0.043000
198	360	360	20120901	1	120	0		941000.00	0.040500
199	360	360	20121001	1	0	0		327895.30	0.034500
200	360	360	20121001	1	0	0		1550964.23	0.040000
201	360	360	20120901	1	0	0		793300.88	0.039000
202	360	360	20120901	1	0	0		761586.76	0.039500
203	360	360	20121001	1	120	0		1800000.00	0.042000
204	360	360	20121101	1	0	0		1130077.61	0.040000
205	360	360	20121001	1	0	0		884753.09	0.039000
206	360	360	20120901	1	0	0		1099676.73	0.038000
207	360	360	20120901	1	0	0		1156897.14	0.039000
208	360	360	20121001	1	0	0		795325.11	0.039500
209	360	360	20121001	1	0	0		944594.14	0.041000
210	360	360	20121001	1	0	0		3132075.40	0.041000
211	360	360	20121001	1	0	0		1181118.89	0.040000
212	360	360	20120901	1	0	0		1985237.51	0.039000
213	360	360	20120901	1	0	0		694968.05	0.040500
214	360	360	20121101	1	0	0		522723.11	0.040000
215	360	360	20121001	1	0	0		1093515.04	0.039000
216	360	360	20121001	1	0	0		1192145.79	0.033000
217	360	360	20121001	1	0	0		845076.63	0.040000
218	360	360	20121101	1	120	0		1000000.00	0.043000
219	360	360	20121001	1	120	0		1335000.00	0.044500
220	360	360	20121001	1	0	0		617052.98	0.039500
221	360	360	20121001	1	0	0		866904.35	0.039500
222	360	360	20120901	1	0	0		722316.49	0.041000
223	360	360	20120901	1	120	0		1048000.00	0.040500
224	360	360	20120901	1	0	0		853652.12	0.039000
225	360	360	20121001	1	120	0		1090000.00	0.039000
226	360	360	20121001	1	0	0		646649.02	0.046500
227	360	360	20121101	1	0	0		796651.89	0.042000
228	360	360	20120901	1	0	0		1052380.19	0.040500
229	360	360	20121001	1	0	0		1081531.10	0.039000
230	360	360	20121001	1	0	0		2336023.25	0.038500
231	360	360	20121001	1	0	0		989388.21	0.041500
232	360	360	20121101	1	120	0		1180000.00	0.038500
233	360	360	20121001	1	0	0		576640.54	0.040000
234	360	360	20121001	1	0	0		982327.81	0.040500
235	360	360	20121201	1	120	0		711000.00	0.040000
236	360	360	20121101	1	0	0		995467.38	0.037500
237	360	360	20121001	1	0	0		930578.52	0.040000
238	360	360	20121001	1	0	0		1081529.05	0.038500
239	360	360	20121101	1	0	0		594433.78	0.040000
240	360	360	20121101	1	0	0		920880.50	0.038500
241	360	360	20121001	1	0	0		1083742.22	0.040500
242	360	360	20121101	1	0	0		714913.62	0.040500
243	360	360	20120901	1	0	0		843780.93	0.039500
244	360	360	20121101	1	0	0		806328.58	0.037500
245	360	360	20121101	1	0	0		739479.20	0.038000
246	360	360	20121001	1	0	0		1333760.20	0.039500
247	360	360	20121101	1	0	0		995507.07	0.038000
248	360	360	20121101	1	0	0		908933.95	0.038500
249	360	360	20121001	1	0	0		943094.46	0.040000
250	360	360	20121001	1	0	0		820136.27	0.039000
251	360	360	20121001	1	0	0		894740.74	0.039500
252	360	360	20121101	1	0	0		157296.67	0.037500
253	360	360	20121001	1	0	0		1192280.14	0.034000
254	360	360	20121101	1	0	0		224006.75	0.039000
255	360	360	20121201	1	0	0		1096824.91	0.040000
256	360	360	20121001	1	0	0		993361.05	0.039500
257	360	360	20121101	1	0	0		965641.86	0.038000
258	360	360	20121001	1	120	0		2000000.00	0.042000
259	360	360	20121001	1	0	0		972434.80	0.041000
260	360	360	20121001	1	120	0		816862.51	0.042000
261	360	360	20121101	1	0	0		1251451.15	0.039000
262	360	360	20121201	1	0	0		781654.41	0.038500
263	360	360	20121101	1	0	0		1990854.89	0.037000
264	360	360	20121001	1	120	0		1837500.00	0.038500
265	360	360	20121101	1	0	0		995507.07	0.038000
266	360	360	20121101	1	0	0		965793.21	0.040000
267	360	360	20121001	1	120	0		2000000.00	0.038500
268	360	360	20121001	1	0	0		914623.85	0.039500
269	360	360	20121201	1	0	0		887431.06	0.040000
270	360	360	20121001	1	0	0		414475.90	0.037500
271	360	360	20121101	1	0	0		761682.28	0.040000
272	360	360	20121101	1	0	0		430076.06	0.038500
273	360	360	20121101	1	0	0		1991402.90	0.040500
274	360	360	20121101	1	0	0		1095144.18	0.039000
275	360	360	20121101	1	0	0		995624.49	0.039500
276	360	360	20121101	1	120	0		1100000.00	0.038500
277	360	360	20121101	1	0	0		522841.79	0.043000
278	360	360	20121101	1	0	0		1293950.72	0.036000
279	360	360	20121101	1	0	0		696854.94	0.038000
280	360	360	20121201	1	0	0		577158.93	0.034500
281	360	360	20121001	1	0	0		914479.93	0.038000
282	360	360	20121101	1	0	0		808719.18	0.036000
283	360	360	20121101	1	0	0		739632.28	0.037500
284	360	360	20121001	1	0	0		1136891.49	0.036000
285	360	360	20121101	1	0	0		651377.94	0.039000
286	360	360	20121201	1	0	0		928264.58	0.039000
287	360	360	20121101	1	0	0		578684.12	0.039000
288	360	360	20121001	1	0	0		532755.64	0.037500
289	360	360	20121101	1	0	0		988538.53	0.038000
290	360	360	20121101	1	0	0		886071.21	0.039000
291	360	360	20121101	1	120	0		1800000.00	0.042000
292	360	360	20121101	1	0	0		716877.41	0.040000
293	360	360	20121101	1	0	0		1990934.77	0.037500
294	360	360	20121101	1	0	0		720804.00	0.039000
295	360	360	20121001	1	0	0		1776792.75	0.035500
296	360	360	20121001	1	0	0		745539.31	0.038500
297	360	360	20121101	1	0	0		995467.38	0.037500
298	360	360	20121101	1	0	0		786450.58	0.038000
299	360	360	20121101	1	0	0		995546.47	0.038500
300	360	360	20121201	1	0	0		997113.54	0.040000
301	360	360	20121101	1	120	0		1385000.00	0.041500
302	360	360	20121101	1	0	0		1085102.70	0.038000
303	360	360	20121001	1	0	0		1490760.35	0.036500
304	360	360	20121101	1	0	0		1493201.08	0.037500
305	360	360	20121101	1	0	0		703987.81	0.041000
306	360	360	20121101	1	0	0		836192.59	0.037500
307	360	360	20121201	1	0	0		762691.97	0.037500
308	360	360	20121201	1	0	0		1250282.83	0.038500
309	360	360	20121001	1	0	0		1204534.38	0.036500
310	360	360	20121201	1	0	0		633167.11	0.040000
311	360	360	20121001	1	0	0		1982363.31	0.037000
312	360	360	20121001	1	0	0		994156.37	0.039500
313	360	360	20121101	1	0	0		1493833.72	0.043000
314	360	360	20121201	1	0	0		847390.05	0.036500
315	360	360	20121101	1	0	0		746689.20	0.039000
316	360	360	20121101	1	0	0		746689.20	0.039000
317	360	360	20121101	1	0	0		492729.75	0.038000
318	360	360	20121101	1	0	0		1642780.42	0.039500
319	360	360	20121101	1	0	0		109041.71	0.042000
320	360	360	20121101	1	0	0		716678.79	0.036500
321	360	360	20121101	1	0	0		1373744.99	0.037500
322	360	360	20121101	1	0	0		746718.38	0.039500
323	360	360	20121201	1	0	0		1148615.27	0.039000
324	360	360	20121201	1	0	0		1974335.48	0.040500
325	360	360	20121101	1	0	0		1095437.36	0.042500
326	360	360	20121101	1	0	0		1192565.13	0.038500
327	360	360	20121101	1	0	0		1194560.87	0.037500
328	360	360	20121101	1	0	0		1057864.32	0.046000
329	360	360	20121201	1	0	0		791708.16	0.040000
330	360	360	20121101	1	120	0		1376500.00	0.038500
331	360	360	20121101	1	0	0		1075232.48	0.039000
332	360	360	20121201	1	0	0		897284.66	0.037500
333	360	360	20121101	1	0	0		995305.91	0.035500
334	360	360	20121101	1	0	0		1007532.65	0.039000
335	360	360	20121101	1	0	0		791428.10	0.038000
336	360	360	20121201	1	120	0		1500000.00	0.036500
337	360	360	20121101	1	0	0		756555.21	0.037500
338	360	360	20121201	1	0	0		782369.04	0.036000
339	360	360	20121201	1	120	0		1690000.00	0.037500
340	360	360	20121201	1	120	0		788500.00	0.039500
341	360	360	20121201	1	0	0		618129.44	0.037500
342	360	360	20121201	1	0	0		1470390.97	0.035500
343	360	360	20121201	1	120	0		2000000.00	0.037000
344	360	360	20120201	1	0	0		467670.34	0.047500

	37	38	39	40	41	42	43	44	45	46
	Current Payment Amount Due	Interest Paid Through Date	Current Payment Status	Index Type	ARM Look-back Days	Gross Margin	ARM Round Flag	ARM Round Factor	Initial Fixed Rate Period	Initial Interest Rate Cap (Change Up)
1	1375.67	20121201	0	0
2	3208.23	20121201	0	0
3	4659.57	20121201	0	0
4	13041.18	20121201	0	0
5	3589.93	20121201	0	0
6	16522.73	20121201	0	0
7	3580.44	20121201	0	0
8	1443.73	20121201	0	0
9	292.60	20121201	0	0
10	2197.73	20121201	0	0
11	3805.42	20121201	0	0
12	1381.91	20121201	0	0
13	1815.23	20121201	0	0
14	554.35	20121201	0	0
15	4262.50	20121201	0	0
16	10736.43	20121201	0	0
17	1919.38	20121201	0	0
18	5639.09	20121201	0	0
19	2492.16	20121201	0	0
20	4967.61	20121201	0	0
21	3246.80	20121201	0	0
22	2415.99	20121201	0	0
23	3416.67	20121201	0	0
24	7467.18	20121201	0	0
25	3116.63	20121201	0	0
26	1945.55	20121201	0	0
27	3324.95	20121201	0	0
28	3547.34	20121201	0	0
29	3437.39	20121201	0	0
30	2004.97	20121201	0	0
31	2016.95	20121201	0	0
32	3877.20	20121201	0	0
33	706.68	20121201	0	0
34	978.03	20121201	0	0
35	1852.46	20121201	0	0
36	5316.77	20121201	0	0
37	1040.75	20121201	0	0
38	3385.71	20121201	0	0
39	1990.82	20121201	0	0
40	5458.29	20121201	0	0
41	2665.14	20121201	0	0
42	2798.15	20121201	0	0
43	2592.52	20121201	0	0
44	746.77	20121201	0	0
45	750.25	20121201	0	0
46	1944.86	20121201	0	0
47	673.51	20121201	0	0
48	1198.31	20121201	0	0
49	3533.10	20121201	0	0
50	1990.82	20121201	0	0
51	2292.51	20121201	0	0
52	1990.82	20121201	0	0
53	15200.56	20121201	0	0
54	1043.29	20121201	0	0
55	3375.16	20121201	0	0
56	4003.21	20121201	0	0
57	850.80	20121201	0	0
58	1015.80	20121201	0	0
59	1392.22	20121201	0	0
60	12371.79	20121201	0	0
61	10911.49	20121201	0	0
62	1895.87	20121201	0	0
63	1574.59	20121201	0	0
64	1871.47	20121201	0	0
65	1931.19	20121201	0	0
66	961.06	20121201	0	0
67	3235.78	20121201	0	0
68	4156.65	20121201	0	0
69	9125.74	20121201	0	0
70	922.39	20121201	0	0
71	4445.43	20121201	0	0
72	1613.99	20121201	0	0
73	748.60	20121201	0	0
74	1406.42	20121201	0	0
75	2859.12	20121201	0	0
76	2899.19	20121201	0	0
77	3512.85	20121201	0	0
78	3299.43	20121201	0	0
79	1164.89	20121201	0	0
80	6208.79	20121201	0	0
81	4846.50	20121201	0	0
82	1591.96	20121201	0	0
83	2491.89	20121201	0	0
84	3350.23	20121201	0	0
85	4774.15	20121201	0	0
86	4745.37	20121201	0	0
87	2894.47	20121201	0	0
88	6000.00	20121201	0	0
89	4034.39	20121201	0	0
90	4735.96	20121201	0	0
91	4298.71	20121201	0	0
92	1581.44	20121201	0	0
93	7379.10	20121201	0	0
94	1189.97	20121201	0	0
95	1507.58	20121201	0	0
96	4221.43	20121201	0	0
97	6683.81	20121201	0	0
98	745.62	20121201	0	0
99	4091.45	20121201	0	0
100	4939.49	20121201	0	0
101	4401.15	20121201	0	0
102	1136.94	20121201	0	0
103	4277.71	20121201	0	0
104	9376.16	20121201	0	0
105	2879.07	20121201	0	0
106	1931.19	20121201	0	0
107	587.80	20121201	0	0
108	3888.83	20121201	0	0
109	6469.55	20121201	0	0
110	4645.66	20121201	0	0
111	3423.12	20121201	0	0
112	10531.25	20121201	0	0
113	828.51	20121201	0	0
114	4831.98	20121201	0	0
115	1800.22	20121201	0	0
116	3888.83	20121201	0	0
117	4816.21	20121201	0	0
118	677.76	20121201	0	0
119	1257.52	20121201	0	0
120	1882.47	20121201	0	0
121	3850.00	20121201	0	0
122	4365.74	20121201	0	0
123	3187.50	20121201	0	0
124	3525.81	20121201	0	0
125	4300.47	20121201	0	0
126	6197.82	20121201	0	0
127	3500.00	20121201	0	0
128	5125.53	20121201	0	0
129	12487.66	20121201	0	0
130	4150.00	20121201	0	0
131	5468.66	20121201	0	0
132	4523.41	20121201	0	0
133	3242.04	20121201	0	0
134	3456.49	20121201	0	0
135	4840.69	20121201	0	0
136	8313.29	20121201	0	0
137	4627.05	20121201	0	0
138	2721.79	20121201	0	0
139	3790.37	20121201	0	0
140	3986.42	20121201	0	0
141	3669.40	20121201	0	0
142	7498.65	20121201	0	0
143	5872.21	20121201	0	0
144	5903.28	20121201	0	0
145	3758.48	20121201	0	0
146	3733.59	20121201	0	0
147	7319.81	20121201	0	0
148	2954.38	20121201	0	0
149	2912.20	20121201	0	0
150	4774.15	20121201	0	0
151	5070.43	20121201	0	0
152	11250.00	20121201	0	0
153	3225.00	20121201	0	0
154	6433.33	20121201	0	0
155	568.47	20121201	0	0
156	3771.58	20121201	0	0
157	11296.30	20121201	0	0
158	7959.40	20121201	0	0
159	3914.46	20121201	0	0
160	7204.54	20121201	0	0
161	4831.98	20121201	0	0
162	14236.12	20121201	0	0
163	3093.75	20121201	0	0
164	5043.17	20121201	0	0
165	7051.92	20121201	0	0
166	3937.99	20121201	0	0
167	4861.03	20121201	0	0
168	5687.50	20121201	0	0
169	4569.37	20121201	0	0
170	2445.09	20121201	0	0
171	295.16	20121201	0	0
172	7291.55	20121201	0	0
173	5393.92	20121201	0	0
174	3050.03	20121201	0	0
175	7313.41	20121201	0	0
176	4514.84	20121201	0	0
177	4370.75	20121201	0	0
178	3305.50	20121201	0	0
179	2795.74	20121201	0	0
180	3948.81	20121201	0	0
181	4083.29	20121201	0	0
182	1351.28	20121201	0	0
183	16810.58	20121201	0	0
184	3726.67	20121201	0	0
185	9376.16	20121201	0	0
186	5523.48	20121201	0	0
187	4638.70	20121201	0	0
188	4218.75	20121201	0	0
189	4442.80	20121201	0	0
190	7004.27	20121201	0	0
191	3008.41	20121201	0	0
192	6262.47	20121201	0	0
193	3960.64	20121201	0	0
194	5314.82	20121201	0	0
195	3950.00	20121201	0	0
196	5062.50	20121201	0	0
197	1791.67	20121201	0	0
198	3175.88	20121201	0	0
199	1472.65	20121201	0	0
200	7447.68	20121201	0	0
201	3769.57	20121201	0	0
202	3640.65	20121201	0	0
203	6300.00	20121201	0	0
204	5418.66	20121201	0	0
205	4197.85	20121201	0	0
206	5162.81	20121201	0	0
207	5497.29	20121201	0	0
208	3796.30	20121201	0	0
209	4590.38	20121201	0	0
210	15220.75	20121201	0	0
211	5671.69	20121201	0	0
212	9433.36	20121201	0	0
213	3362.12	20121201	0	0
214	2506.43	20121201	0	0
215	5188.35	20121201	0	0
216	5255.46	20121201	0	0
217	4058.03	20121201	0	0
218	3583.33	20121201	0	0
219	4950.63	20121201	0	0
220	2945.36	20121201	0	0
221	4137.96	20121201	0	0
222	3515.27	20121201	0	0
223	3537.00	20121201	0	0
224	4056.35	20121201	0	0
225	3542.50	20121201	0	0
226	3351.64	20121201	0	0
227	3912.14	20121201	0	0
228	5091.20	20121201	0	0
229	5131.49	20121201	0	0
230	11016.99	20121201	0	0
231	4836.73	20121201	0	0
232	3785.83	20121201	0	0
233	2769.01	20121201	0	0
234	4745.39	20121201	0	0
235	2370.00	20121201	0	0
236	4631.16	20121201	0	0
237	4468.61	20121201	0	0
238	5100.63	20121201	0	0
239	2850.28	20121201	0	0
240	4336.48	20121201	0	0
241	5235.30	20121201	0	0
242	3448.57	20121201	0	0
243	4033.57	20121201	0	0
244	3751.24	20121201	0	0
245	4193.62	20121201	0	0
246	6366.39	20121201	0	0
247	4659.57	20121201	0	0
248	4280.22	20121201	0	0
249	4535.45	20121201	0	0
250	3891.26	20121201	0	0
251	4270.84	20121201	0	0
252	736.35	20121201	0	0
253	5321.77	20121201	0	0
254	1061.25	20121201	0	0
255	5251.57	20121201	0	0
256	4741.58	20121201	0	0
257	4519.79	20121201	0	0
258	7000.00	20121201	0	0
259	4725.68	20121201	0	0
260	2859.02	20121201	0	0
261	5928.87	20121201	0	0
262	3691.86	20121201	0	0
263	9205.66	20121201	0	0
264	5895.31	20121201	0	0
265	4659.57	20121201	0	0
266	4630.93	20121201	0	0
267	6416.67	20121201	0	0
268	4365.74	20121201	0	0
269	4249.00	20121201	0	0
270	1931.19	20121201	0	0
271	3652.23	20121201	0	0
272	2025.25	20121201	0	0
273	9606.05	20121201	0	0
274	5188.35	20121201	0	0
275	4745.37	20121201	0	0
276	3529.17	20121201	0	0
277	2598.08	20121201	0	0
278	5910.39	20121201	0	0
279	3261.70	20121201	0	0
280	2583.84	20121201	0	0
281	4286.81	20121201	0	0
282	3693.99	20121201	0	0
283	3440.95	20121201	0	0
284	5201.14	20121201	0	0
285	3141.31	20121201	0	0
286	4391.23	20121201	0	0
287	2741.57	20121201	0	0
288	2482.30	20121201	0	0
289	4626.96	20121201	0	0
290	4197.85	20121201	0	0
291	6300.00	20121201	0	0
292	3437.39	20121201	0	0
293	9262.31	20121201	0	0
294	3414.88	20121201	0	0
295	8078.91	20121201	0	0
296	3516.06	20121201	0	0
297	4631.16	20121201	0	0
298	3681.06	20121201	0	0
299	4688.08	20121201	0	0
300	4774.15	20121201	0	0
301	4789.79	20121201	0	0
302	5078.94	20121201	0	0
303	6861.89	20121201	0	0
304	6946.73	20121201	0	0
305	3416.21	20121201	0	0
306	3890.17	20121201	0	0
307	3542.83	20121201	0	0
308	5878.86	20121201	0	0
309	5544.41	20121201	0	0
310	3031.59	20121201	0	0
311	9205.66	20121201	0	0
312	4745.37	20121201	0	0
313	7423.07	20121201	0	0
314	3888.41	20121201	0	0
315	3537.51	20121201	0	0
316	3537.51	20121201	0	0
317	2329.79	20121201	0	0
318	7829.86	20121201	0	0
319	535.47	20121201	0	0
320	3293.71	20121201	0	0
321	6391.00	20121201	0	0
322	3559.03	20121201	0	0
323	5433.62	20121201	0	0
324	9509.99	20121201	0	0
325	5411.34	20121201	0	0
326	5615.85	20121201	0	0
327	5557.39	20121201	0	0
328	5444.28	20121201	0	0
329	3790.68	20121201	0	0
330	4416.27	20121201	0	0
331	5094.02	20121201	0	0
332	4168.04	20121201	0	0
333	4518.40	20121201	0	0
334	4773.28	20121201	0	0
335	3704.36	20121201	0	0
336	4562.50	20121201	0	0
337	3519.68	20121201	0	0
338	3568.06	20121201	0	0
339	5281.25	20121201	0	0
340	2595.48	20121201	0	0
341	2871.32	20121201	0	0
342	6664.65	20121201	0	0
343	6166.67	20121201	0	0
344	2477.82	20121201	0	0

	47	48	49	50	51	52	53	54
	Initial Interest Rate Cap (Change Down)	Subsequent Interest Rate Reset Period	Subsequent Interest Rate Cap (Change Down)	Subsequent Interest Rate Cap (Change Up)	Lifetime Maximum Rate (Ceiling)	Lifetime Minimum Rate (Floor)	Negative Amortization Limit	Initial Negative Amortization Recast Period
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
29
30
31
32
33
34
35
36
37
38
39
40
41
42
43
44
45
46
47
48
49
50
51
52
53
54
55
56
57
58
59
60
61
62
63
64
65
66
67
68
69
70
71
72
73
74
75
76
77
78
79
80
81
82
83
84
85
86
87
88
89
90
91
92
93
94
95
96
97
98
99
100
101
102
103
104
105
106
107
108
109
110
111
112
113
114
115
116
117
118
119
120
121
122
123
124
125
126
127
128
129
130
131
132
133
134
135
136
137
138
139
140
141
142
143
144
145
146
147
148
149
150
151
152
153
154
155
156
157
158
159
160
161
162
163
164
165
166
167
168
169
170
171
172
173
174
175
176
177
178
179
180
181
182
183
184
185
186
187
188
189
190
191
192
193
194
195
196
197
198
199
200
201
202
203
204
205
206
207
208
209
210
211
212
213
214
215
216
217
218
219
220
221
222
223
224
225
226
227
228
229
230
231
232
233
234
235
236
237
238
239
240
241
242
243
244
245
246
247
248
249
250
251
252
253
254
255
256
257
258
259
260
261
262
263
264
265
266
267
268
269
270
271
272
273
274
275
276
277
278
279
280
281
282
283
284
285
286
287
288
289
290
291
292
293
294
295
296
297
298
299
300
301
302
303
304
305
306
307
308
309
310
311
312
313
314
315
316
317
318
319
320
321
322
323
324
325
326
327
328
329
330
331
332
333
334
335
336
337
338
339
340
341
342
343
344

	55	56	57	58	59	60	61	62	63
	Subsequent Negative Amortization Recast Period	Initial Fixed Payment Period	Subsequent Payment Reset Period	Initial Periodic Payment Cap	Subsequent Periodic Payment Cap	Initial Minimum Payment Reset Period	Subsequent Minimum Payment Reset Period	Option ARM Indicator	Options at Recast
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
29
30
31
32
33
34
35
36
37
38
39
40
41
42
43
44
45
46
47
48
49
50
51
52
53
54
55
56
57
58
59
60
61
62
63
64
65
66
67
68
69
70
71
72
73
74
75
76
77
78
79
80
81
82
83
84
85
86
87
88
89
90
91
92
93
94
95
96
97
98
99
100
101
102
103
104
105
106
107
108
109
110
111
112
113
114
115
116
117
118
119
120
121
122
123
124
125
126
127
128
129
130
131
132
133
134
135
136
137
138
139
140
141
142
143
144
145
146
147
148
149
150
151
152
153
154
155
156
157
158
159
160
161
162
163
164
165
166
167
168
169
170
171
172
173
174
175
176
177
178
179
180
181
182
183
184
185
186
187
188
189
190
191
192
193
194
195
196
197
198
199
200
201
202
203
204
205
206
207
208
209
210
211
212
213
214
215
216
217
218
219
220
221
222
223
224
225
226
227
228
229
230
231
232
233
234
235
236
237
238
239
240
241
242
243
244
245
246
247
248
249
250
251
252
253
254
255
256
257
258
259
260
261
262
263
264
265
266
267
268
269
270
271
272
273
274
275
276
277
278
279
280
281
282
283
284
285
286
287
288
289
290
291
292
293
294
295
296
297
298
299
300
301
302
303
304
305
306
307
308
309
310
311
312
313
314
315
316
317
318
319
320
321
322
323
324
325
326
327
328
329
330
331
332
333
334
335
336
337
338
339
340
341
342
343
344

	64	65	66	67	68	69	70	71
	Initial Minimum Payment	Current Minimum Payment	Prepayment Penalty Calculation	Prepayment Penalty Type	Prepayment Penalty Total Term	Prepayment Penalty Hard Term	Primary Borrower ID	Number of Mortgaged Properties
1					0		344	1
2			6	1	60	60	749	1
3			6	1	60	60	566	1
4			20	1	60	60	128	1
5					0		695	1
6					0		16	1
7					0		571	1
8					0		556	1
9					0		619	1
10					0		200	1
11					0		149	1
12					0		532	1
13					0		535	1
14					0		319	1
15			6	1	60	60	472	1
16			98	1	60	60	594	1
17					0		239	1
18			6	1	60	60	59	1
19			98	1	48	48	363	1
20					0		534	1
21					0		641	1
22					0		533	1
23					0		162	1
24			98	1	60	60	672	1
25					0		258	1
26					0		158	2
27			98	1	60	60	625	2
28					0		678	1
29					0		223	1
30					0		457	1
31			6	1	48	48	343	1
32			15	1	60	60	720	1
33					0		376	1
34					0		690	1
35					0		196	1
36			99	99	60		233	1
37					0		13	1
38					0		700	1
39					0		113	1
40					0		197	1
41					0		586	1
42					0		99	1
43					0		763	1
44					0		15	1
45					0		109	1
46					0		74	2
47					0		74	1
48					0		602	1
49					0		689	1
50					0		87	1
51					0		504	1
52					0		528	1
53			6	1	60	60	768	1
54					0		184	3
55					0		224	1
56			20	1	60	60	382	1
57					0		31	3
58					0		31	3
59					0		31	3
60			6	1	60	60	624	1
61			20	1	60	60	638	1
62					0		370	1
63					0		138	1
64					0		60	1
65					0		702	1
66					0		564	1
67			20	1	60	60	44	1
68			15	1	60	60	642	1
69					0		340	1
70					0		69	1
71			20	1	60	60	6	1
72			6	1	36	36	378	1
73			6	1	60	60	247	1
74					0		62	1
75					0		236	1
76			20	1	60	60	357	1
77			6	1	60	60	165	1
78			6	1	60	60	620	1
79					0		74	2
80			20	1	60	60	549	1
81			6	1	60	60	461	1
82					0		708	1
83			6	1	60	60	605	1
84					0		559	1
85					0		119	2
86			6	1	60	60	50	1
87					0		89	2
88			6	1	60	60	569	1
89			6	1	60	60	298	1
90			6	1	60	60	33	1
91			6	1	60	60	614	1
92					0		697	1
93			6	1	60	60	590	1
94					0		628	1
95					0		356	1
96			6	1	60	60	226	1
97			6	1	36	36	130	1
98					0		109	1
99					0		598	1
100			6	1	60	60	81	2
101			20	1	60	60	665	1
102					0		270	1
103			20	1	60	60	153	1
104			20	1	60	60	347	1
105					0		717	1
106					0		280	1
107					0		54	1
108			6	1	60	60	246	1
109			6	1	60	60	769	1
110			6	1	60	60	582	1
111			6	1	60	60	582	1
112			6	1	36	36	155	1
113					0		126	1
114			6	1	60	60	542	1
115			6	1	60	60	770	1
116			20	1	60	60	195	1
117			20	1	60	60	304	1
118					0		393	1
119					0		107	1
120					0		738	1
121			6	1	60	60	673	2
122			20	1	60	60	106	1
123			6	1	60	60	358	1
124			6	1	60	60	429	1
125			6	1	60	60	584	1
126			6	1	60	60	120	1
127			20	1	60	60	470	1
128			6	1	60	60	442	1
129					0		72	1
130			6	1	60	60	743	1
131			6	1	36	36	360	1
132			20	1	60	60	636	1
133			6	1	60	60	484	1
134			6	1	60	60	558	1
135			6	1	60	60	175	1
136			6	1	60	60	390	1
137					0		383	1
138			6	1	60	60	573	1
139			6	1	60	60	775	1
140			20	1	60	60	392	1
141			6	1	60	60	115	1
142			6	1	60	60	221	1
143			20	1	60	60	3	1
144			20	1	60	60	728	1
145			15	1	60	60	732	1
146			99	99	60		714	1
147			20	1	60	60	491	1
148			6	1	60	60	659	1
149			20	1	60	60	746	1
150			20	1	60	60	616	1
151			6	1	60	60	219	1
152			20	1	36	36	329	1
153			20	1	60	60	98	1
154			6	1	60	60	688	1
155					0		393	1
156			6	1	60	60	560	1
157			6	1	60	60	593	1
158			6	1	60	60	118	1
159			6	1	60	60	400	1
160			6	1	60	60	110	1
161			15	1	60	60	541	1
162			20	1	60	60	767	1
163					0		667	1
164			6	1	60	60	539	1
165			6	1	60	60	433	1
166			20	1	60	60	189	1
167			6	1	60	60	761	1
168					0		772	1
169			6	1	60	60	691	1
170			6	1	60	60	63	1
171					0		432	1
172			20	1	60	60	653	1
173			6	1	60	60	269	1
174			6	1	60	60	75	1
175			6	1	60	60	494	1
176			6	1	60	60	409	1
177			6	1	60	60	551	1
178			6	1	60	60	617	1
179					0		173	1
180			6	1	60	60	122	1
181			6	1	60	60	658	1
182			20	1	60	60	679	1
183			6	1	60	60	341	1
184			6	1	60	60	170	1
185			6	1	60	60	580	1
186			6	1	60	60	675	3
187			6	1	36	36	540	1
188					0		660	1
189			6	1	60	60	186	1
190			6	1	60	60	643	1
191			6	1	60	60	248	1
192			6	1	60	60	79	1
193			20	1	60	60	213	1
194			6	1	60	60	310	1
195			6	1	60	60	500	1
196			6	1	60	60	190	1
197			6	1	60	60	190	2
198			6	1	60	60	397	1
199					0		46	1
200			6	1	60	60	615	2
201			6	1	60	60	581	1
202			6	1	60	60	635	1
203			6	1	60	60	116	1
204					0		724	2
205					0		80	1
206			6	1	60	60	694	1
207			6	1	60	60	644	1
208			6	1	60	60	499	2
209			6	1	60	60	648	1
210			6	1	60	60	67	1
211			6	1	60	60	601	1
212			6	1	60	60	766	1
213			6	1	60	60	125	1
214					0		699	1
215			6	1	60	60	379	1
216			6	1	60	60	249	1
217			6	1	60	60	565	1
218			6	1	60	60	198	1
219			6	1	60	60	637	1
220			6	1	60	60	229	1
221			6	1	60	60	651	1
222			6	1	60	60	547	1
223			6	1	60	60	737	1
224			6	1	60	60	243	1
225			6	1	60	60	686	1
226			6	1	60	60	587	1
227			6	1	60	60	2	1
228			99	99	60		751	1
229			6	1	60	60	214	1
230			6	1	60	60	661	1
231			6	1	60	60	606	1
232					0		657	1
233			6	1	60	60	4	1
234			6	1	60	60	709	1
235			6	1	60	60	129	1
236			6	1	60	60	336	1
237			6	1	60	60	367	1
238			6	1	60	60	676	1
239			6	1	60	60	202	1
240			6	1	60	60	626	1
241			6	1	60	60	235	1
242			6	1	60	60	519	1
243			6	1	60	60	765	1
244					0		752	1
245			6	1	60	60	704	1
246			6	1	60	60	577	4
247			6	1	60	60	232	1
248			6	1	60	60	759	1
249					0		328	1
250			6	1	60	60	330	1
251			6	1	60	60	544	1
252			6	1	60	60	176	1
253			6	1	60	60	84	1
254					0		373	1
255			6	1	60	60	662	1
256			6	1	60	60	324	1
257			6	1	60	60	48	1
258			6	1	60	60	654	1
259			6	1	60	60	604	3
260			6	1	60	60	698	1
261			6	1	60	60	543	1
262			6	1	60	60	183	1
263			6	1	60	60	216	1
264			6	1	60	60	591	1
265			6	1	60	60	576	1
266			6	1	60	60	32	1
267			6	1	60	60	711	1
268			6	1	60	60	538	1
269			6	1	60	60	703	1
270					0		652	1
271			6	1	60	60	692	1
272			6	1	60	60	366	1
273			6	1	60	60	683	1
274			6	1	60	60	41	1
275			6	1	60	60	509	1
276			6	1	60	60	760	1
277					0		696	1
278			6	1	60	60	475	1
279			6	1	60	60	24	1
280			6	1	60	60	629	1
281			6	1	60	60	321	1
282			6	1	60	60	600	1
283			6	1	60	60	707	1
284			6	1	60	60	762	1
285					0		92	3
286			6	1	60	60	693	1
287			6	1	60	60	315	1
288			6	1	60	60	710	1
289			6	1	60	60	252	1
290			6	1	60	60	655	1
291			6	1	60	60	585	1
292			6	1	60	60	385	1
293			6	1	60	60	631	1
294			6	1	60	60	750	1
295					0		596	3
296			6	1	60	60	332	1
297			6	1	60	60	568	1
298			6	1	60	60	609	1
299			6	1	60	60	650	1
300			6	1	60	60	211	1
301			6	1	60	60	164	1
302			6	1	60	60	570	1
303			6	1	60	60	70	1
304			6	1	60	60	463	1
305			6	1	60	60	705	1
306			6	1	60	60	758	1
307					0		7	1
308			6	1	60	60	583	1
309			6	1	60	60	166	1
310			6	1	60	60	645	2
311			6	1	60	60	589	1
312			6	1	60	60	448	1
313			6	1	60	60	663	3
314			6	1	60	60	505	1
315			6	1	60	60	663	1
316			6	1	60	60	663	1
317			6	1	60	60	574	1
318			6	1	60	60	47	3
319					0		503	1
320			6	1	60	60	234	1
321					0		684	1
322			6	1	60	60	306	2
323			6	1	60	60	43	1
324			6	1	60	60	228	1
325			6	1	60	60	83	1
326			6	1	60	60	633	1
327			6	1	60	60	185	1
328			6	1	60	60	47	3
329			6	1	60	60	117	1
330			6	1	60	60	477	1
331			6	1	60	60	670	1
332			6	1	60	60	5	1
333			6	1	60	60	199	1
334			6	1	60	60	757	1
335			6	1	60	60	555	1
336			6	1	60	60	401	1
337			6	1	30	30	713	1
338			6	1	60	60	745	1
339			6	1	60	60	727	1
340			6	1	60	60	193	1
341			6	1	60	60	282	1
342			6	1	60	60	395	1
343			6	1	60	60	209	1
344					0		680	4

	72	73	74	75	76	77	78	79	80
	Total Number of Borrowers	Self-employment Flag	Current ‘Other’ Monthly Payment	Length of Employment: Borrower	Length of Employment: Co- Borrower	Years in Home	FICO Model Used	Most Recent FICO Date	Primary Wage Earner Original FICO: Equifax
1		0		2	0	2	1	20100727
2		0		1	5	4	1	20120702
3		0		1	0	15	1	20120726
4		0		16	5	1	1	20100824
5		1		2	0	7	1	20100930
6		1		25	0	2	1	20100824
7		1		10	10	15	1	20111110
8		0		8	0	40	1	20101021
9		0		0	0	22	1	20090219
10		0		10	0	7	1	20101228
11		1		22	0	38	1	20101227
12		1		14	0	1	1	20110113
13		1		8	0	3	1	20110202
14		1		10	0	7	1	20110311
15		0		6	0	2	1	20110420
16		1		6	6	1	1	20110502
17		0		7	0	7	1	20111123
18		1		7	0	6	1	20110525
19		1		20	5	0	1	20110609
20		1		28	0	0	1	20110620
21		1		0	0	40	1	20110421
22		1		50	0	5	1	20110629
23		1		50	1	2	1	20110808
24		1		12	0	5	1	20110810
25		0		0	0	5	1	20110811
26		1		1	0	18	1	20110817
27		1		20	0	17	1	20110819
28		0		20	0	20	1	20110819
29		0		3	5	4	1	20111214
30		1		10	0	1	1	20110829
31		0		5	5	4	1	20110817
32		0		2	0	3	1	20110914
33		0		11	0	7	1	20110919
34		1		24	10	15	1	20110922
35		1		4	12	3	1	20110915
36		0		13	7	5	1	20110923
37		0		5	0	1	1	20110927
38		0		8	0	0	1	20101028
39		0		12	1	5	1	20110930
40		0		4	0	2	1	20111005
41		0		7	18	7	1	20111007
42		0		35	30	8	1	20111003
43		0		3	2	2	1	20111007
44		0		8	0	8	1	20111012
45		0		17	7	1	1	20111012
46		0		15	0	0	1	20111003
47		0		15	0	16	1	20111003
48		0		10	0	7	1	20111017
49		0		21	10	4	1	20111025
50		0		0	0	20	1	20111025
51		1		3	5	9	1	20111031
52		0		4	0	5	1	20111104
53		0		5	0	1	1	20111110
54		0		5	0	4	1	20111020
55		1		8	0	4	1	20111124
56		0		3	0	5	1	20110514
57		1		30	0	3	1	20111202
58		1		30	0	3	1	20111202
59		1		30	0	3	1	20111202
60		0		12	1	11	1	20111207
61		1		20	1	7	1	20111220
62		1		5	0	7	1	20100922
63		0		5	0	2	1	20111220
64		0		2	1	2	1	20111205
65		0		8	0	4	1	20120112
66		0		16	12	6	1	20120112
67		0		20	0	7	1	20120529
68		1		11	0	2	1	20120106
69		0		12	0	3	1	20120117
70		0		4	0	0	1	20120126
71		0		2	0	5	1	20120411
72		1		0	0	15	1	20120126
73		0		0	0	0	1	20120127
74		0		1	0	6	1	20120131
75		1		9	9	14	1	20120201
76		0		2	0	8	1	20120207
77		0		14	0	0	1	20120208
78		0		27	22	7	1	20120814
79		0		15	0	17	1	20120216
80		1		12	0	13	1	20120216
81		0		1	0	7	1	20120216
82		1		28	5	17	1	20120221
83		1		20	1	13	1	20120224
84		0		6	2	2	1	20120228
85		0		10	0	7	1	20120301
86		0		15	0	8	1	20120620
87		0		4	1	4	1	20120307
88		0		27	17	10	1	20120228
89		0		1	0	9	1	20120308
90		1		8	3	6	1	20120815
91		0		11	0	2	1	20120305
92		1		14	0	14	1	20120303
93		1		40	0	33	1	20120315
94		0		4	0	4	1	20120206
95		1		10	10	0	1	20120127
96		0		10	18	9	1	20120320
97		0		1	2	2	1	20120321
98		0		17	7	1	1	20120322
99		0		23	12	2	1	20120322
100		1		10	3	2	1	20120322
101		0		18	0	7	1	20120326
102		0		12	10	0	1	20120326
103		0		14	0	11	1	20120322
104		0		21	2	2	1	20120518
105		1		10	0	16	1	20120326
106		0		1	0	8	1	20120330
107		0		14	20	18	1	20120402
108		0		5	6	1	1	20120710
109		0		5	0	3	1	20120820
110		1		40	35	3	1	20120416
111		1		40	35	3	1	20120416
112		1		11	9	3	1	20120416
113		0		0	0	2	1	20120418
114		0		0	0	9	1	20120410
115		0		5	0	1	1	20120412
116		0		6	0	8	1	20120420
117		0		3	1	1	1	20120424
118		0		7	16	24	1	20120423
119		0		10	2	20	1	20120417
120		0		8	0	8	1	20120215
121		0		6	10	13	1	20120501
122		0		5	1	1	1	20120501
123		0		41	0	32	1	20120502
124		0		1	3	1	1	20120502
125		0		8	0	17	1	20120502
126		0		10	5	7	1	20120503
127		1		2	3	3	1	20120501
128		0		4	0	2	1	20120723
129		1		16	0	3	1	20120504
130		0		11	0	3	1	20120418
131		0		5	8	2	1	20120503
132		1		15	15	0	1	20120502
133		1		30	0	20	1	20120426
134		0		7	3	1	1	20110202
135		0		3	0	2	1	20120508
136		0		3	15	9	1	20120507
137		1		47	38	7	1	20120508
138		1		38	0	32	1	20120508
139		0		3	0	2	1	20120508
140		0		1	7	3	1	20120508
141		1		31	0	19	1	20120809
142		1		16	16	1	1	20120906
143		0		9	0	2	1	20120510
144		1		5	12	9	1	20120502
145		0		21	0	8	1	20120504
146		0		10	4	5	1	20120511
147		0		1	30	26	1	20120413
148		0		9	0	7	1	20120514
149		0		4	0	3	1	20120425
150		0		10	3	12	1	20111130
151		0		2	0	1	1	20120515
152		1		18	0	8	1	20120522
153		0		22	16	23	1	20120515
154		1		20	10	9	1	20120516
155		0		7	0	24	1	20120423
156		0		7	3	2	1	20120516
157		0		4	0	7	1	20110726
158		0		12	3	4	1	20120517
159		0		7	0	3	1	20120518
160		1		20	0	5	1	20120518
161		1		23	23	1	1	20120521
162		0		12	7	11	1	20120522
163		0		18	0	15	1	20120522
164		0		20	7	3	1	20120523
165		0		0	0	4	1	20120521
166		0		4	2	2	1	20120521
167		1		10	20	10	1	20120523
168		1		14	10	11	1	20120525
169		0		3	17	5	1	20120524
170		0		0	1	19	1	20120523
171		0		0	0	2	1	20120525
172		1		15	9	2	1	20120525
173		0		9	0	7	1	20120524
174		0		17	1	12	1	20120503
175		0		3	0	3	1	20120529
176		0		2	15	6	1	20120524
177		1		30	0	4	1	20120529
178		0		8	0	11	1	20120521
179		0		1	0	5	1	20120718
180		0		4	0	2	1	20120531
181		0		10	10	30	1	20120531
182		0		0	0	31	1	20120530
183		0		1	0	1	1	20120604
184		0		0	0	7	1	20120604
185		0		24	2	14	1	20120605
186		1		16	5	15	1	20120605
187		0		2	0	7	1	20120604
188		1		23	0	1	1	20120605
189		0		3	2	1	1	20120606
190		1		4	0	8	1	20120605
191		0		0	0	2	1	20120604
192		1		2	0	1	1	20120517
193		0		6	0	18	1	20110611
194		1		13	13	3	1	20120409
195		0		3	3	3	1	20120612
196		0		20	0	20	1	20120612
197		0		20	0	20	1	20120612
198		0		0	0	3	1	20120531
199		0		3	3	8	1	20120615
200		0		16	0	9	1	20120618
201		0		5	0	1	1	20120618
202		0		5	0	6	1	20120615
203		0		4	10	10	1	20120618
204		0		3	6	2	1	20120619
205		0		7	3	16	1	20120619
206		0		1	0	3	1	20120620
207		1		15	15	6	1	20120615
208		0		0	25	1	1	20120614
209		0		1	35	12	1	20120614
210		0		9	0	3	1	20120622
211		0		7	6	3	1	20120622
212		0		1	1	2	1	20120622
213		0		0	2	8	1	20120626
214		1		5	0	1	1	20120626
215		0		9	16	1	1	20120521
216		0		0	0	4	1	20120626
217		0		12	5	7	1	20120628
218		0		11	4	16	1	20120628
219		1		5	8	4	1	20120625
220		0		1	2	7	1	20120702
221		1		2	0	7	1	20120621
222		0		6	6	9	1	20120702
223		1		10	5	7	1	20120703
224		0		6	9	7	1	20120620
225		0		5	3	1	1	20120629
226		1		38	32	21	1	20120810
227		0		1	3	1	1	20120709
228		1		10	0	10	1	20120706
229		0		8	0	8	1	20120706
230		0		2	0	0	1	20120628
231		0		3	4	7	1	20120709
232		1		0	0	10	1	20120709
233		1		24	0	17	1	20120705
234		0		17	0	7	1	20120712
235		1		27	0	3	1	20120625
236		0		2	8	5	1	20120711
237		1		35	10	7	1	20120213
238		0		12	15	5	1	20120713
239		0		3	0	11	1	20120712
240		0		1	24	3	1	20120713
241		0		3	0	3	1	20120627
242		0		0	0	8	1	20120711
243		0		7	15	3	1	20120724
244		0		0	2	2	1	20120710
245		0		8	0	13	1	20120713
246		1		12	0	1	1	20120706
247		1		10	0	4	1	20120814
248		1		13	11	2	1	20120717
249		0		8	6	8	1	20120713
250		0		9	10	2	1	20120712
251		0		16	2	10	1	20120718
252		0		1	5	3	1	20120717
253		0		1	0	1	1	20120806
254		0		0	0	7	1	20120709
255		1		8	2	3	1	20120719
256		0		1	5	2	1	20120719
257		0		31	0	4	1	20120618
258		1		4	2	1	1	20120719
259		1		11	4	10	1	20120718
260		0		2	2	1	1	20120718
261		1		3	4	8	1	20120717
262		1		7	6	3	1	20120924
263		0		10	0	1	1	20120720
264		1		14	0	2	1	20120720
265		0		10	0	8	1	20120625
266		0		14	0	14	1	20120723
267		1		12	12	7	1	20120723
268		0		11	0	1	1	20120723
269		0		0	0	15	1	20120717
270		1		40	0	6	1	20120723
271		0		1	0	1	1	20120724
272		0		0	0	2	1	20120718
273		1		25	0	14	1	20120725
274		0		3	8	11	1	20120820
275		1		11	0	2	1	20120719
276		0		4	6	13	1	20120725
277		0		14	0	4	1	20120718
278		0		20	0	17	1	20120628
279		0		10	0	14	1	20120713
280		0		2	0	18	1	20120724
281		0		9	2	2	1	20120727
282		1		12	6	18	1	20120718
283		0		7	12	10	1	20120724
284		0		1	2	4	1	20120731
285		0		6	0	2	1	20120731
286		0		1	5	3	1	20120721
287		1		20	0	20	1	20120731
288		0		1	13	2	1	20120731
289		0		0	0	4	1	20120731
290		0		2	0	5	1	20120730
291		0		14	4	1	1	20120731
292		1		1	0	1	1	20120730
293		1		6	0	2	1	20120731
294		0		1	7	0	1	20120731
295		1		5	0	3	1	20120801
296		1		5	8	2	1	20120724
297		1		9	9	4	1	20120727
298		1		15	0	2	1	20120814
299		0		21	15	20	1	20120802
300		0		3	8	7	1	20120803
301		0		5	0	7	1	20120904
302		0		1	3	1	1	20120802
303		0		14	0	11	1	20120801
304		0		17	7	2	1	20120720
305		0		19	0	9	1	20120731
306		0		0	0	4	1	20120806
307		0		0	15	10	1	20120807
308		0		3	8	7	1	20120807
309		0		0	4	3		20120807
310		0		1	0	10	1	20120808
311		0		1	0	4	1	20120806
312		0		4	7	1	1	20120809
313		1		9	1	16	1	20120808
314		0		10	0	25	1	20120809
315		1		9	1	16	1	20120808
316		1		9	1	16	1	20120808
317		0		19	0	3	1	20120809
318		0		10	2	9	1	20120809
319		0		0	0	7	1	20120813
320		0		0	0	3	1	20120813
321		1		15	0	2	1	20120814
322		0		1	9	2	1	20120822
323		0		2	0	1	1	20120820
324		0		16	24	2	1	20120817
325		0		6	0	1	1	20120815
326		0		7	12	2	1	20120820
327		0		4	4	1	1	20120822
328		0		10	2	9	1	20120809
329		0		1	19	9	1	20120827
330		0		1	7	5	1	20120828
331		0		6	0	8	1	20120829
332		0		12	0	3	1	20120829
333		0		2	0	8	1	20120806
334		0		2	2	4	1	20120830
335		0		3	11	2	1	20120830
336		0		4	0	4	1	20120910
337		0		4	4	2	1	20120912
338		0		7	0	7	1	20120911
339		0		11	0	10	1	20120917
340		0		0	0	12	1	20120917
341		0		7	11	2	1	20120829
342		0		1	1	2	1	20120920
343		0		1	4	4	1	20120921
344		1		33	0	11	1	20111102

	81	82	83	84	85	86	87	88	89
	Primary Wage Earner Original FICO: Experian	Primary Wage Earner Original FICO: TransUnion	Secondary Wage Earner Original FICO: Equifax	Secondary Wage Earner Original FICO: Experian	Secondary Wage Earner Original FICO: TransUnion	Original Primary Borrower FICO	Most Recent Primary Borrower FICO	Most Recent Co- Borrower FICO	Most Recent FICO Method
1						809	809		3
2						799
3						800
4						766	799		3
5						772	795		3
6						777
7						812	782		3
8						820	794		3
9						820	685		3
10						710	798		3
11						726	806		3
12						817	818		3
13						727	768		3
14						800	781		3
15						771	699		3
16						788	780		3
17						787	707		3
18						795	770		3
19						746	747		3
20						807	810		3
21						784	788		3
22						798	810		3
23						788	782		3
24						791	780		3
25						810	785		3
26						805	778		3
27						772	777		3
28						809	807		3
29						777	794		3
30						790	783		3
31						752	771		3
32						800	789		3
33						786	783		3
34						803	807		3
35						751
36						800	768		3
37						770	778		3
38						791	777		3
39						748	760		3
40						792	727		3
41						781	768		3
42						760	729		3
43						810	804		3
44						802	797		3
45						778	744		3
46						793	737		3
47						804	737		3
48						814	805		3
49						770
50						790	799		3
51						811	805		3
52						772	757		3
53						675	666		3
54						752	732		3
55						759	750		3
56						780	735		3
57						701	672		3
58						701	672		3
59						701	672		3
60						795	799		3
61						766	777		3
62						816	726		3
63						750	749		3
64						714	671		3
65						717	725		3
66						795	798		3
67						797	781		3
68						793	799		3
69						717	707		3
70						778	782		3
71						746	772		3
72						825	795		3
73						789	788		3
74						782	773		3
75						774	772		3
76						728	762		3
77						790	771		3
78						772
79						793	737		3
80						772	779		3
81						781	789		3
82						793	805		3
83						694	705		3
84						771	749		3
85						800	787		3
86						751
87						763	776		3
88						818	794		3
89						796	809		3
90						771
91						777	773		3
92						787	707		3
93						807	790		3
94						781	763		3
95						763	780		3
96						800	793		3
97						797	790		3
98						758
99						813
100						809	792		3
101						724	720		3
102						816	798		3
103						750	755		3
104						787	789		3
105						810	812		3
106						717	756		3
107						806	796		3
108						797
109						779
110						771	789		3
111						771	789		3
112						766
113						808	802		3
114						819	801		3
115						765	784		3
116						803	797		3
117						777	699		3
118						804	796		3
119						792	789		3
120						785	766		3
121						762
122						787	752		3
123						812	801		3
124						799	791		3
125						784	779		3
126						809	765		3
127						778	765		3
128						797
129						715	690		3
130						729	685		3
131						773
132						781
133						796	801		3
134						753
135						731	726		3
136						785	802		3
137						778	802		3
138						772	792		3
139						796	719		3
140						798	732		3
141						763	743		3
142						746
143						786
144						811	728		3
145						786	770		3
146						800	730		3
147						778	719		3
148						761	742		3
149						791	770		3
150						786	790		3
151						790
152						753	798		3
153						790	751		3
154						799	797		3
155						804	796		3
156						783	796		3
157						746	693		3
158						700	690		3
159						772	764		3
160						749	750		3
161						795	778		3
162						799	777		3
163						727	739		3
164						768	766		3
165						795	791		3
166						772	783		3
167						786	786		3
168						783
169						768	772		3
170						788	737		3
171						758	743		3
172						770	767		3
173						780	757		3
174						791	779		3
175						791	801		3
176						794
177						761
178						755
179						789
180						770
181						797	779		3
182						780	802		3
183						697	674		3
184						800
185						732	788		3
186						779	769		3
187						798
188						792
189						791	778		3
190						748
191						760
192						751	663		3
193						802	786		3
194						763	750		3
195						784
196						765	778		3
197						766	778		3
198						788
199						816
200						793
201						802	751		3
202						760	780		3
203						738
204						792
205						792
206						716	737		3
207						802	814		3
208						814
209						785
210						809
211						792
212						749	713		3
213						811	786		3
214						808
215						793
216						775
217						782
218						777
219						767
220						817
221						741
222						787	765		3
223						789	780		3
224						811	766		3
225						783
226						808
227						751
228						767
229						800
230						792
231						796
232						822
233						798
234						801
235						762
236						787
237						795
238						775
239						809
240						806
241						800
242						782
243						814
244						798
245						800
246						770
247						809
248						804
249						799
250						809
251						793
252						764
253						757
254						816
255						812
256						792
257						808
258						781
259						801
260						808
261						753
262						787
263						799
264						728
265						783
266						790
267						802
268						798
269						723
270						815
271						773
272						702
273						768
274						766
275						802
276						795
277						788
278						780
279						790
280						800
281						800
282						795
283						798
284						789
285						786
286						761
287						773
288						796
289						779
290						778
291						786
292						815
293						796
294						784
295						786
296						803
297						793
298						787
299						775
300						789
301						765
302						779
303						789
304						739
305						791
306						798
307						752
308						801
309						804
310						794
311						775
312						817
313						797
314						805
315						797
316						797
317						797
318						777
319						813
320						788
321						737
322						799
323						769
324						803
325						802
326						807
327						804
328						777
329						779
330						762
331						790
332						782
333						794
334						777
335						732
336						780
337						785
338						801
339						778
340						803
341						793
342						798
343						798
344						811	785		3

	90	91	92	93	94	95	96	97	98
	VantageScore: Primary Borrower	VantageScore: Co- Borrower	Most Recent VantageScore Method	VantageScore Date	Credit Report: Longest Trade Line	Credit Report: Maximum Trade Line	Credit Report: Number of Trade Lines	Credit Line Usage Ratio	Most Recent 12- month Pay History
1									000000000000
2									000000000000
3									000000000000
4									000000000000
5									000000000000
6									000000000000
7									000000000000
8									000000000000
9									000000000000
10									000000000000
11									000000000000
12									000000000000
13									000000000000
14									000000000000
15									000000000000
16									000000000000
17									000000000000
18									000000000000
19									000000000000
20									000000000000
21									000000000000
22									000000000000
23									000000000000
24									000000000000
25									000000000000
26									000000000000
27									000000000000
28									000000000000
29									000000000000
30									000000000000
31									000000000000
32									000000000000
33									000000000000
34									000000000000
35									000000000000
36									000000000000
37									000000000000
38									000000000000
39									000000000000
40									000000000000
41									000000000000
42									000000000000
43									000000000000
44									000000000000
45									000000000000
46									000000000000
47									000000000000
48									000000000000
49									000000000000
50									000000000000
51									000000000000
52									000000000000
53									000000000000
54									000000000000
55									000000000000
56									000000000000
57									000000000000
58									000000000000
59									000000000000
60									000000000000
61									000000000000
62									000000000000
63									000000000000
64									000000000000
65									000000000000
66									000000000000
67									000000000000
68									000000000000
69									000000000000
70									000000000000
71									000000000000
72									000000000000
73									000000000000
74									000000000000
75									000000000000
76									000000000000
77									000000000000
78									000000000000
79									000000000000
80									000000000000
81									000000000000
82									000000000000
83									000000000000
84									000000000000
85									000000000000
86									000000000000
87									000000000000
88									000000000000
89									000000000000
90									000000000000
91									000000000000
92									000000000000
93									000000000000
94									000000000000
95									000000000000
96									000000000000
97									000000000000
98									000000000000
99									000000000000
100									000000000000
101									000000000000
102									000000000000
103									000000000000
104									000000000000
105									000000000000
106									000000000000
107									000000000000
108									000000000000
109									000000000000
110									000000000000
111									000000000000
112									000000000000
113									000000000000
114									000000000000
115									000000000000
116									000000000000
117									000000000000
118									000000000000
119									000000000000
120									000000000000
121									000000000000
122									000000000000
123									000000000000
124									000000000000
125									000000000000
126									000000000000
127									000000000000
128									000000000000
129									000000000000
130									000000000000
131									000000000000
132									000000000000
133									000000000000
134									000000000000
135									000000000000
136									000000000000
137									000000000000
138									000000000000
139									000000000000
140									000000000000
141									000000000000
142									000000000000
143									000000000000
144									000000000000
145									000000000000
146									000000000000
147									000000000000
148									000000000000
149									000000000000
150									000000000000
151									000000000000
152									000000000000
153									000000000000
154									000000000000
155									000000000000
156									000000000000
157									000000000000
158									000000000000
159									000000000000
160									000000000000
161									000000000000
162									000000000000
163									000000000000
164									000000000000
165									000000000000
166									000000000000
167									000000000000
168									000000000000
169									000000000000
170									000000000000
171									000000000000
172									000000000000
173									000000000000
174									000000000000
175									000000000000
176									000000000000
177									000000000000
178									000000000000
179									000000000000
180									000000000000
181									000000000000
182									000000000000
183									000000000000
184									000000000000
185									000000000000
186									000000000000
187									000000000000
188									000000000000
189									000000000000
190									000000000000
191									000000000000
192									000000000000
193									000000000000
194									000000000000
195									000000000000
196									000000000000
197									000000000000
198									000000000000
199									000000000000
200									000000000000
201									000000000000
202									000000000000
203									000000000000
204									000000000000
205									000000000000
206									000000000000
207									000000000000
208									000000000000
209									000000000000
210									000000000000
211									000000000000
212									000000000000
213									000000000000
214									000000000000
215									000000000000
216									000000000000
217									000000000000
218									000000000000
219									000000000000
220									000000000000
221									000000000000
222									000000000000
223									000000000000
224									000000000000
225									000000000000
226									000000000000
227									000000000000
228									000000000000
229									000000000000
230									000000000000
231									000000000000
232									000000000000
233									000000000000
234									000000000000
235									000000000000
236									000000000000
237									000000000000
238									000000000000
239									000000000000
240									000000000000
241									000000000000
242									000000000000
243									000000000000
244									000000000000
245									000000000000
246									000000000000
247									000000000000
248									000000000000
249									000000000000
250									000000000000
251									000000000000
252									000000000000
253									000000000000
254									000000000000
255									000000000000
256									000000000000
257									000000000000
258									000000000000
259									000000000000
260									000000000000
261									000000000000
262									000000000000
263									000000000000
264									000000000000
265									000000000000
266									000000000000
267									000000000000
268									000000000000
269									000000000000
270									000000000000
271									000000000000
272									000000000000
273									000000000000
274									000000000000
275									000000000000
276									000000000000
277									000000000000
278									000000000000
279									000000000000
280									000000000000
281									000000000000
282									000000000000
283									000000000000
284									000000000000
285									000000000000
286									000000000000
287									000000000000
288									000000000000
289									000000000000
290									000000000000
291									000000000000
292									000000000000
293									000000000000
294									000000000000
295									000000000000
296									000000000000
297									000000000000
298									000000000000
299									000000000000
300									000000000000
301									000000000000
302									000000000000
303									000000000000
304									000000000000
305									000000000000
306									000000000000
307									000000000000
308									000000000000
309									000000000000
310									000000000000
311									000000000000
312									000000000000
313									000000000000
314									000000000000
315									000000000000
316									000000000000
317									000000000000
318									000000000000
319									000000000000
320									000000000000
321									000000000000
322									000000000000
323									000000000000
324									000000000000
325									000000000000
326									000000000000
327									000000000000
328									000000000000
329									000000000000
330									000000000000
331									000000000000
332									000000000000
333									000000000000
334									000000000000
335									000000000000
336									000000000000
337									000000000000
338									000000000000
339									000000000000
340									000000000000
341									000000000000
342									000000000000
343									000000000000
344									000000000000

	99	100	101	102	103	104	105	106
	Months Bankruptcy	Months Foreclosure	Primary Borrower Wage Income	Co-Borrower Wage Income	Primary Borrower Other Income	Co-Borrower Other Income	All Borrower Wage Income	All Borrower Total Income
1			8325.40	0.00	0.00	0.00	8325.40	8325.40
2			5833.34	8220.90	0.00	0.00	14054.24	14054.24
3			12500.00	0.00	39908.97	0.00	12500.00	52408.97
4			24062.50	0.00	198667.40	0.00	24062.50	222729.90
5			20437.58	0.00	0.00	0.00	20437.58	20437.58
6			0.00	0.00	247247.30	0.00	0.00	247247.30
7			0.00	26444.20	24193.00	0.00	26444.20	50637.20
8			11455.00	74.51	2299.67	0.00	11529.51	13829.18
9			0.00	0.00	6953.17	0.00	0.00	6953.17
10			8831.33	0.00	3752.33	0.00	8831.33	12583.66
11			54749.50	0.00	0.00	0.00	54749.50	54749.50
12			18952.00	0.00	0.00	0.00	18952.00	18952.00
13			7392.95	0.00	0.00	0.00	7392.95	7392.95
14			75000.00	0.00	1976.00	0.00	75000.00	76976.00
15			20833.33	0.00	9898.00	0.00	20833.33	30731.33
16			0.00	0.00	76656.17	0.00	0.00	76656.17
17			16250.00	0.00	223.45	0.00	16250.00	16473.45
18			16666.67	0.00	8104.17	0.00	16666.67	24770.84
19			5962.33	2709.83	6901.25	1515.00	8672.16	17088.41
20			0.00	0.00	40973.42	0.00	0.00	40973.42
21			0.00	0.00	14250.25	0.00	0.00	14250.25
22			217068.00	0.00	0.00	0.00	217068.00	217068.00
23			0.00	0.00	0.00	20573.33	0.00	20573.33
24			0.00	0.00	40839.33	0.00	0.00	40839.33
25			0.00	68373.94	695.00	0.00	68373.94	69068.94
26			0.00	0.00	15176.91	0.00	0.00	15176.91
27			11784.00	0.00	30686.17	0.00	11784.00	42470.17
28			15000.00	0.00	11380.83	0.00	15000.00	26380.83
29			0.00	0.00	39004.01	0.00	0.00	39004.01
30			6277.54	0.00	9563.46	0.00	6277.54	15841.00
31			11033.92	6456.58	0.00	0.00	17490.50	17490.50
32			20834.14	0.00	12319.88	0.00	20834.14	33154.02
33			6008.06	0.00	0.00	0.00	6008.06	6008.06
34			31393.00	0.00	35396.00	0.00	31393.00	66789.00
35			0.00	2250.00	16163.00	0.00	2250.00	18413.00
36			106529.70	9473.94	4085.00	0.00	116003.64	120088.64
37			11833.34	0.00	0.00	0.00	11833.34	11833.34
38			74329.00	0.00	688.42	0.00	74329.00	75017.42
39			136774.00	0.00	0.00	0.00	136774.00	136774.00
40			18372.00	0.00	22979.00	0.00	18372.00	41351.00
41			12500.00	0.00	8702.17	0.00	12500.00	21202.17
42			10369.16	9196.00	0.00	0.00	19565.16	19565.16
43			17103.43	13811.42	0.00	0.00	30914.85	30914.85
44			10445.00	0.00	0.00	0.00	10445.00	10445.00
45			4651.61	5109.86	1391.44	0.00	9761.47	11152.91
46			8872.65	0.00	4164.73	0.00	8872.65	13037.38
47			12044.54	0.00	0.00	0.00	12044.54	12044.54
48			7916.67	0.00	0.00	0.00	7916.67	7916.67
49			0.00	12044.00	74404.50	10185.00	12044.00	96633.50
50			0.00	0.00	26916.73	0.00	0.00	26916.73
51			29166.66	0.00	0.00	0.00	29166.66	29166.66
52			34836.25	0.00	0.00	0.00	34836.25	34836.25
53			195833.36	0.00	0.00	0.00	195833.36	195833.36
54			25534.00	0.00	0.00	910.92	25534.00	26444.92
55			22694.00	0.00	0.00	0.00	22694.00	22694.00
56			11250.00	11666.00	0.00	0.00	22916.00	22916.00
57			12571.00	0.00	0.00	0.00	12571.00	12571.00
58			12571.00	0.00	0.00	0.00	12571.00	12571.00
59			12571.00	0.00	0.00	0.00	12571.00	12571.00
60			45095.83	0.00	0.00	0.00	45095.83	45095.83
61			7389.60	0.00	93442.61	0.00	7389.60	100832.21
62			0.00	0.00	42636.08	0.00	0.00	42636.08
63			15105.69	0.00	0.00	0.00	15105.69	15105.69
64			10833.34	5462.17	0.00	0.00	16295.51	16295.51
65			8666.67	0.00	0.00	0.00	8666.67	8666.67
66			1826.62	0.00	3207.84	0.00	1826.62	5034.46
67			20174.84	0.00	0.00	0.00	20174.84	20174.84
68			48763.00	0.00	0.00	0.00	48763.00	48763.00
69			14000.00	0.00	39679.42	0.00	14000.00	53679.42
70			32332.66	0.00	0.00	0.00	32332.66	32332.66
71			28242.28	0.00	0.00	0.00	28242.28	28242.28
72			2065.54	0.00	1014.38	0.00	2065.54	3079.92
73			6666.66	0.00	592.50	0.00	6666.66	7259.16
74			20833.00	0.00	2187.00	0.00	20833.00	23020.00
75			4018.33	0.00	17593.18	0.00	4018.33	21611.51
76			27311.45	0.00	0.00	0.00	27311.45	27311.45
77			50743.21	0.00	0.00	0.00	50743.21	50743.21
78			6266.67	4663.31	9268.42	0.00	10929.98	20198.40
79			6809.88	0.00	0.00	0.00	6809.88	6809.88
80			18075.17	0.00	17673.00	0.00	18075.17	35748.17
81			27825.00	0.00	616.29	0.00	27825.00	28441.29
82			0.00	10623.00	0.00	0.00	10623.00	10623.00
83			31600.00	0.00	124109.00	0.00	31600.00	155709.00
84			22916.67	15416.66	0.00	0.00	38333.33	38333.33
85			25000.00	0.00	17401.69	0.00	25000.00	42401.69
86			37999.91	0.00	12363.83	0.00	37999.91	50363.74
87			14083.33	11339.50	2791.67	0.00	25422.83	28214.50
88			0.00	2507.81	79691.58	0.00	2507.81	82199.39
89			17092.25	0.00	0.00	0.00	17092.25	17092.25
90			50695.31	0.00	0.00	0.00	50695.31	50695.31
91			50482.42	0.00	0.00	0.00	50482.42	50482.42
92			15043.07	0.00	68621.93	0.00	15043.07	83665.00
93			830.00	0.00	25469.17	0.00	830.00	26299.17
94			6287.50	0.00	0.00	0.00	6287.50	6287.50
95			5000.00	5000.00	8394.54	4016.25	10000.00	22410.79
96			0.00	0.00	56672.55	0.00	0.00	56672.55
97			144438.00	0.00	33540.00	9720.33	144438.00	187698.33
98			4651.61	5109.86	1391.44	0.00	9761.47	11152.91
99			17766.66	8717.25	991.13	0.00	26483.91	27475.04
100			5307.75	4659.36	19517.44	0.00	9967.11	29484.55
101			4711.22	0.00	13342.12	0.00	4711.22	18053.34
102			6019.00	0.00	0.00	0.00	6019.00	6019.00
103			6250.00	0.00	14166.67	0.00	6250.00	20416.67
104			76510.56	0.00	38801.75	0.00	76510.56	115312.31
105			0.00	0.00	30571.72	0.00	0.00	30571.72
106			8333.34	0.00	0.00	0.00	8333.34	8333.34
107			8901.40	5870.05	123.00	0.00	14771.45	14894.45
108			17829.12	0.00	0.00	4792.33	17829.12	22621.45
109			35952.22	0.00	0.00	0.00	35952.22	35952.22
110			13875.91	0.00	17662.92	0.00	13875.91	31538.83
111			11930.00	0.00	22047.00	0.00	11930.00	33977.00
112			0.00	25000.00	72466.63	0.00	25000.00	97466.63
113			0.00	0.00	5206.92	0.00	0.00	5206.92
114			30457.00	0.00	0.00	0.00	30457.00	30457.00
115			4709.25	0.00	0.00	0.00	4709.25	4709.25
116			16575.67	0.00	0.00	0.00	16575.67	16575.67
117			14581.29	0.00	1708.47	0.00	14581.29	16289.76
118			0.00	0.00	29100.79	0.00	0.00	29100.79
119			6621.44	5178.17	4289.75	0.00	11799.61	16089.36
120			10502.59	0.00	0.00	0.00	10502.59	10502.59
121			25000.00	13237.91	18380.32	0.00	38237.91	56618.23
122			10156.89	10494.05	0.00	4812.49	20650.94	25463.43
123			13476.54	0.00	2446.00	5072.03	13476.54	20994.57
124			13239.58	0.00	1361.58	1181.50	13239.58	15782.66
125			41965.32	0.00	0.00	0.00	41965.32	41965.32
126			15833.34	0.00	0.00	0.00	15833.34	15833.34
127			0.00	5000.00	18793.45	0.00	5000.00	23793.45
128			74345.80	0.00	0.00	0.00	74345.80	74345.80
129			48804.19	0.00	167348.50	0.00	48804.19	216152.69
130			30130.00	0.00	0.00	0.00	30130.00	30130.00
131			20185.00	22876.60	0.00	0.00	43061.60	43061.60
132			0.00	583.42	9378.92	4067.17	583.42	14029.51
133			0.00	0.00	35372.40	0.00	0.00	35372.40
134			15042.96	12600.17	0.00	0.00	27643.13	27643.13
135			22916.67	0.00	0.00	0.00	22916.67	22916.67
136			19583.34	23083.33	0.00	0.00	42666.67	42666.67
137			10625.00	5009.00	2180.00	3801.00	15634.00	21615.00
138			7514.75	0.00	9412.50	0.00	7514.75	16927.25
139			18750.00	0.00	0.00	0.00	18750.00	18750.00
140			14102.28	0.00	0.00	0.00	14102.28	14102.28
141			0.00	0.00	54776.75	0.00	0.00	54776.75
142			0.00	12500.00	181523.20	0.00	12500.00	194023.20
143			29866.17	0.00	0.00	0.00	29866.17	29866.17
144			16666.67	7948.32	3080.71	0.00	24614.99	27695.70
145			17198.85	0.00	0.00	0.00	17198.85	17198.85
146			11787.00	6500.00	0.00	0.00	18287.00	18287.00
147			34881.00	10833.00	0.00	0.00	45714.00	45714.00
148			14977.14	0.00	1953.81	0.00	14977.14	16930.95
149			0.00	0.00	15550.00	0.00	0.00	15550.00
150			25954.99	20592.32	71326.42	0.00	46547.31	117873.73
151			31985.00	0.00	0.00	0.00	31985.00	31985.00
152			10439.00	0.00	222098.90	0.00	10439.00	232537.90
153			30270.43	8526.00	0.00	0.00	38796.43	38796.43
154			34762.32	0.00	0.00	0.00	34762.32	34762.32
155			0.00	0.00	29100.79	0.00	0.00	29100.79
156			13982.00	0.00	9690.00	0.00	13982.00	23672.00
157			19199.83	0.00	33104.00	0.00	19199.83	52303.83
158			57004.72	0.00	0.00	0.00	57004.72	57004.72
159			39183.00	0.00	0.00	0.00	39183.00	39183.00
160			51983.34	0.00	0.00	0.00	51983.34	51983.34
161			23597.67	19360.63	0.00	0.00	42958.30	42958.30
162			90356.04	2774.00	0.00	8756.16	93130.04	101886.20
163			0.00	0.00	49684.33	0.00	0.00	49684.33
164			11667.07	5534.66	17502.63	0.00	17201.73	34704.36
165			8401.96	1175.16	8896.21	1542.00	9577.12	20015.33
166			38917.75	5778.08	0.00	0.00	44695.83	44695.83
167			38379.58	0.00	0.00	0.00	38379.58	38379.58
168			19125.00	0.00	32064.25	0.00	19125.00	51189.25
169			19166.66	1791.00	442.25	0.00	20957.66	21399.91
170			0.00	7650.93	6250.00	0.00	7650.93	13900.93
171			0.00	0.00	7028.17	0.00	0.00	7028.17
172			16137.50	44188.00	0.00	0.00	60325.50	60325.50
173			69444.00	0.00	0.00	0.00	69444.00	69444.00
174			0.00	0.00	47897.12	0.00	0.00	47897.12
175			8000.00	0.00	20833.00	0.00	8000.00	28833.00
176			12501.17	7401.96	0.00	0.00	19903.13	19903.13
177			40302.53	0.00	0.00	0.00	40302.53	40302.53
178			17596.00	0.00	0.00	0.00	17596.00	17596.00
179			42519.17	0.00	0.00	0.00	42519.17	42519.17
180			23569.46	0.00	0.00	0.00	23569.46	23569.46
181			0.00	0.00	17568.00	299.00	0.00	17867.00
182			0.00	0.00	7049.00	0.00	0.00	7049.00
183			133333.00	0.00	0.00	0.00	133333.00	133333.00
184			0.00	0.00	9723.94	0.00	0.00	9723.94
185			123274.10	14648.41	0.00	0.00	137922.51	137922.51
186			20461.83	2333.33	0.00	18562.27	22795.16	41357.43
187			42002.59	0.00	0.00	0.00	42002.59	42002.59
188			60623.83	0.00	0.00	0.00	60623.83	60623.83
189			4000.00	9177.00	5977.00	0.00	13177.00	19154.00
190			174784.30	0.00	0.00	0.00	174784.30	174784.30
191			10400.00	0.00	0.00	0.00	10400.00	10400.00
192			0.00	0.00	25370.00	0.00	0.00	25370.00
193			70572.00	0.00	0.00	0.00	70572.00	70572.00
194			16458.33	0.00	38419.58	38419.58	16458.33	93297.49
195			20833.34	13351.00	0.00	0.00	34184.34	34184.34
196			24458.00	0.00	6945.81	0.00	24458.00	31403.81
197			24458.00	0.00	6945.81	0.00	24458.00	31403.81
198			16687.65	0.00	62537.67	0.00	16687.65	79225.32
199			0.00	0.00	10603.36	0.00	0.00	10603.36
200			19112.49	0.00	18113.00	0.00	19112.49	37225.49
201			18628.25	0.00	0.00	0.00	18628.25	18628.25
202			18000.00	0.00	0.00	0.00	18000.00	18000.00
203			49500.17	0.00	0.00	0.00	49500.17	49500.17
204			5422.30	9700.31	0.00	11703.33	15122.61	26825.94
205			62500.00	0.00	6250.00	0.00	62500.00	68750.00
206			21250.00	0.00	0.00	0.00	21250.00	21250.00
207			2250.00	20761.32	0.00	0.00	23011.32	23011.32
208			6467.00	8557.59	0.00	0.00	15024.59	15024.59
209			1733.34	3466.66	7879.79	5784.33	5200.00	18864.12
210			126182.20	0.00	0.00	0.00	126182.20	126182.20
211			28326.00	12333.00	0.00	0.00	40659.00	40659.00
212			20000.00	0.00	9524.17	0.00	20000.00	29524.17
213			0.00	0.00	11305.00	3606.00	0.00	14911.00
214			0.00	0.00	8583.17	0.00	0.00	8583.17
215			18333.33	14583.34	0.00	0.00	32916.67	32916.67
216			22519.12	0.00	10196.00	0.00	22519.12	32715.12
217			0.00	4800.48	21407.00	0.00	4800.48	26207.48
218			21469.42	5000.00	0.00	0.00	26469.42	26469.42
219			6250.00	0.00	36777.75	0.00	6250.00	43027.75
220			17633.71	1810.50	0.00	0.00	19444.21	19444.21
221			0.00	0.00	25063.75	0.00	0.00	25063.75
222			21667.00	13520.00	1271.16	0.00	35187.00	36458.16
223			0.00	15578.66	12900.00	0.00	15578.66	28478.66
224			5926.84	20291.67	3066.00	0.00	26218.51	29284.51
225			22923.93	15058.67	0.00	0.00	37982.60	37982.60
226			0.00	0.00	142590.20	0.00	0.00	142590.20
227			8333.33	11666.67	0.00	0.00	20000.00	20000.00
228			21957.83	0.00	0.00	0.00	21957.83	21957.83
229			0.00	0.00	42376.33	0.00	0.00	42376.33
230			41413.75	0.00	4907.56	0.00	41413.75	46321.31
231			0.00	33333.33	0.00	0.00	33333.33	33333.33
232			24743.85	0.00	0.00	0.00	24743.85	24743.85
233			0.00	0.00	20950.44	0.00	0.00	20950.44
234			34858.75	0.00	0.00	0.00	34858.75	34858.75
235			0.00	0.00	16124.00	0.00	0.00	16124.00
236			13951.51	6862.76	0.00	0.00	20814.27	20814.27
237			2219.38	1665.01	6166.42	6566.33	3884.39	16617.14
238			12909.73	7916.67	0.00	0.00	20826.40	20826.40
239			4666.67	0.00	13296.95	0.00	4666.67	17963.62
240			0.00	0.00	39000.00	0.00	0.00	39000.00
241			18515.04	0.00	1129.17	0.00	18515.04	19644.21
242			0.00	0.00	17372.16	0.00	0.00	17372.16
243			17500.00	0.00	0.00	0.00	17500.00	17500.00
244			15324.57	7000.00	0.00	0.00	22324.57	22324.57
245			25835.32	0.00	13638.23	0.00	25835.32	39473.55
246			0.00	0.00	19440.67	0.00	0.00	19440.67
247			36000.00	968.00	0.00	1307.00	36968.00	38275.00
248			6377.50	0.00	14845.94	6891.25	6377.50	28114.69
249			0.00	16004.58	56513.67	0.00	16004.58	72518.25
250			21821.67	15000.00	0.00	0.00	36821.67	36821.67
251			25623.08	0.00	314.92	0.00	25623.08	25938.00
252			11458.20	0.00	0.00	0.00	11458.20	11458.20
253			20833.33	0.00	0.00	0.00	20833.33	20833.33
254			0.00	0.00	8557.16	0.00	0.00	8557.16
255			41623.05	6918.75	1375.00	0.00	48541.80	49916.80
256			19056.87	9352.43	0.00	0.00	28409.30	28409.30
257			11738.59	0.00	106737.10	0.00	11738.59	118475.69
258			0.00	13902.66	19865.31	0.00	13902.66	33767.97
259			5100.75	0.00	8166.41	0.00	5100.75	13267.16
260			15749.60	4787.16	0.00	0.00	20536.76	20536.76
261			36728.66	0.00	0.00	0.00	36728.66	36728.66
262			11401.00	0.00	0.00	0.00	11401.00	11401.00
263			50000.00	0.00	0.00	0.00	50000.00	50000.00
264			0.00	0.00	82467.00	0.00	0.00	82467.00
265			38775.50	0.00	0.00	0.00	38775.50	38775.50
266			20491.04	0.00	0.00	0.00	20491.04	20491.04
267			0.00	0.00	31502.00	17583.33	0.00	49085.33
268			16863.33	0.00	723.83	0.00	16863.33	17587.16
269			15131.96	0.00	7543.03	0.00	15131.96	22674.99
270			47871.19	0.00	0.00	0.00	47871.19	47871.19
271			5295.64	0.00	8250.00	0.00	5295.64	13545.64
272			14909.63	0.00	0.00	0.00	14909.63	14909.63
273			0.00	0.00	73941.51	0.00	0.00	73941.51
274			18333.37	0.00	1750.00	10293.61	18333.37	30376.98
275			0.00	0.00	37223.83	0.00	0.00	37223.83
276			16916.00	13564.00	0.00	0.00	30480.00	30480.00
277			8972.22	0.00	8196.76	0.00	8972.22	17168.98
278			0.00	0.00	58101.50	0.00	0.00	58101.50
279			64969.31	0.00	0.00	0.00	64969.31	64969.31
280			20192.31	0.00	0.00	0.00	20192.31	20192.31
281			25055.00	11591.67	0.00	0.00	36646.67	36646.67
282			19666.58	0.00	0.00	0.00	19666.58	19666.58
283			10674.00	10154.00	0.00	0.00	20828.00	20828.00
284			10416.67	18233.00	0.00	0.00	28649.67	28649.67
285			8097.52	0.00	5221.58	0.00	8097.52	13319.10
286			6666.66	11400.63	0.00	0.00	18067.29	18067.29
287			17654.76	0.00	1390.72	0.00	17654.76	19045.48
288			4583.32	18874.87	0.00	0.00	23458.19	23458.19
289			15000.00	0.00	0.00	0.00	15000.00	15000.00
290			10000.00	0.00	4302.00	0.00	10000.00	14302.00
291			7963.00	30170.42	0.00	16436.25	38133.42	54569.67
292			0.00	0.00	15031.75	0.00	0.00	15031.75
293			0.00	0.00	34985.02	0.00	0.00	34985.02
294			5877.75	6202.02	0.00	0.00	12079.77	12079.77
295			26109.48	0.00	3899.68	0.00	26109.48	30009.16
296			2625.00	0.00	18132.61	0.00	2625.00	20757.61
297			40952.39	5500.00	0.00	0.00	46452.39	46452.39
298			33571.42	0.00	0.00	0.00	33571.42	33571.42
299			24641.97	4480.00	0.00	0.00	29121.97	29121.97
300			25404.22	2050.12	0.00	0.00	27454.34	27454.34
301			30714.75	0.00	0.00	0.00	30714.75	30714.75
302			26118.08	13908.43	0.00	0.00	40026.51	40026.51
303			45619.70	0.00	0.00	0.00	45619.70	45619.70
304			20033.59	11128.75	0.00	0.00	31162.34	31162.34
305			22534.69	0.00	0.00	0.00	22534.69	22534.69
306			15833.33	0.00	0.00	0.00	15833.33	15833.33
307			0.00	0.00	51615.33	0.00	0.00	51615.33
308			34618.92	8226.27	0.00	0.00	42845.19	42845.19
309			0.00	50921.55	0.00	3896.04	0.00	54817.59
310			11675.98	0.00	13342.17	0.00	11675.98	25018.15
311			39887.82	0.00	7817.11	0.00	39887.82	47704.93
312			16666.67	11083.33	0.00	0.00	27750.00	27750.00
313			0.00	0.00	29503.25	0.00	0.00	29503.25
314			12809.58	0.00	15929.98	0.00	12809.58	28739.56
315			0.00	0.00	29503.25	0.00	0.00	29503.25
316			0.00	0.00	29503.25	0.00	0.00	29503.25
317			25337.08	0.00	3058.88	1345.13	25337.08	29741.09
318			14071.75	6437.50	8124.00	0.00	20509.25	28633.25
319			0.00	0.00	1800.53	0.00	0.00	1800.53
320			10000.00	0.00	0.00	0.00	10000.00	10000.00
321			0.00	0.00	89470.69	0.00	0.00	89470.69
322			13961.96	8866.66	0.00	0.00	22828.62	22828.62
323			62500.00	0.00	0.00	0.00	62500.00	62500.00
324			32074.80	15125.00	0.00	4796.80	47199.80	51996.60
325			0.00	0.00	74709.24	0.00	0.00	74709.24
326			21590.92	9992.96	0.00	0.00	31583.88	31583.88
327			51101.63	0.00	0.00	0.00	51101.63	51101.63
328			12493.97	6897.32	6339.00	0.00	19391.29	25730.29
329			20833.33	13773.83	0.00	0.00	34607.16	34607.16
330			13927.00	9678.00	0.00	3144.00	23605.00	26749.00
331			20907.71	0.00	0.00	0.00	20907.71	20907.71
332			31083.33	0.00	29458.00	0.00	31083.33	60541.33
333			20833.34	0.00	113.00	1199.67	20833.34	22146.01
334			12848.82	19166.67	0.00	0.00	32015.49	32015.49
335			15416.67	4696.25	0.00	0.00	20112.92	20112.92
336			40450.00	0.00	5000.00	0.00	40450.00	45450.00
337			6250.00	6250.00	3323.33	0.00	12500.00	15823.33
338			14805.22	0.00	0.00	0.00	14805.22	14805.22
339			20056.34	0.00	33536.51	0.00	20056.34	53592.85
340			0.00	0.00	44585.00	0.00	0.00	44585.00
341			18081.32	6524.37	0.00	0.00	24605.69	24605.69
342			14583.33	10416.68	7112.50	0.00	25000.01	32112.51
343			16882.37	38250.98	0.00	0.00	55133.35	55133.35
344			18604.31	0.00	3864.58	0.00	18604.31	22468.89

	107	108	109	110	111	112	113	114	115
	4506-T Indicator	Borrower Income Verification Level	Co-Borrower Income Verification	Borrower Employment Verification	Co-Borrower Employment Verification	Borrower Asset Verification	Co-Borrower Asset Verification	Liquid / Cash Reserves	Monthly Debt All Borrowers
1	1	5		2		3		289565.58	2636.65
2	1	5		2		3		179823.88	6688.41
3	0	5		3		3		1243521.11	11613.83
4	1	5		2		3		1963330.64	44857.80
5	1	4		2		3		1770153.90	9425.81
6	0	5		2		4		2752215.38	63270.58
7	0	4		2		3		3930944.00	18639.55
8	0	5		3		3		167883.91	5112.65
9	0	5		2		3		15607.79	689.75
10	1	5		2		3		218286.24	5783.45
11	1	4		2		3		260585.70	16145.63
12	0	3		2		3		3433354.23	4808.12
13	0	4		2		3		2972788.91	2926.13
14	0	4		2		3		1030964.98	20945.17
15	0	5		3		3		4956028.00	7738.15
16	0	4		2		3		5899803.44	18328.49
17	0	5		2		3		1343697.18	3350.70
18	0	5		2		3		1384868.91	9660.63
19	0	4		2		3		763631.50	5881.83
20	0	4		2		3		1313974.00	15520.73
21	0	4		2		3		2438250.95	5258.34
22	0	4		2		3		7683768.49	11157.30
23	1	5		2		4		2391219.00	5427.24
24	0	4		2		3		1076776.37	4214.62
25	0	5		3		3		414355.06	7618.30
26	0	4		2		3		697996.25	4748.86
27	0	4		2		3		11803493.40	6141.19
28	1	5		2		3		240752.04	4943.77
29	0	5		2		4		339255.20	7859.31
30	0	4		2		3		9160103.39	4296.08
31	0	5		2		4		60936.61	4613.99
32	1	5		2		3		3269448.49	11782.94
33	1	5		2		4		63021.55	3097.76
34	0	5		2		3		16323113.88	24164.26
35	0	4		2		3		107585.47	5417.10
36	0	5		2		4		1764521.40	9318.88
37	1	5		2		3		101686.20	4823.27
38	0	5		2		4		942097.24	14958.47
39	1	5		2		3		5407862.09	10134.95
40	0	5		2		4		79217.47	8613.41
41	0	5		2		3		257561.50	7399.56
42	0	5		2		3		929690.09	5681.72
43	1	5		2		4		208711.89	3867.45
44	0	5		2		3		140385.70	495.09
45	1	5		2		3		468023.02	4357.44
46	0	5		2		3		887619.82	1116.00
47	0	5		2		3		660239.84	1302.01
48	0	5		2		3		766011.27	3074.04
49	0	5		2		4		674375.66	20563.61
50	0	5		2		4		3447713.30	10029.17
51	0	5		2		3		358435.18	4832.92
52	0	5		2		3		333327.06	11565.64
53	1	5		2		3		1954533.02	35720.00
54	0	5		2		4		642302.00	6830.72
55	0	4		2		3		48695.24	5160.62
56	0	5		3		3		329276.34	4003.43
57	0	4		2		3		277810.71	1638.00
58	0	4		2		3		278913.87	1638.00
59	0	4		2		3		261831.84	1638.00
60	1	5		2		4		714394.19	17032.69
61	1	4		2		3		1331309.76	14368.59
62	0	4		2		3		2956295.33	12535.01
63	0	5		3		3		41671.51	3087.60
64	0	5		2		3		144847.23	5740.91
65	1	5		2		3		285480.21	3552.47
66	0	5		2		3		51495.49	1838.58
67	0	5		2		3		15642.07	8667.11
68	1	4		2		3		3459727.00	7763.07
69	1	5		2		4		13825767.00	14541.75
70	0	5		2		3		3516736.33	10996.34
71	0	5		2		3		213037.13	6281.08
72	0	4		2		3		176770.18	1817.15
73	0	5		2		3		29211.38	2201.70
74	0	5		2		3		1673205.86	15632.88
75	0	4		2		3		2957043.62	8988.23
76	0	5		2		3		310038.68	4061.21
77	0	5		2		4		166975.41	11848.54
78	0	5		2		3		467075.61	10266.85
79	1	5		2		4		372643.32	1643.91
80	0	5		2		3		377004.30	9351.72
81	0	5		2		3		1317703.58	12033.51
82	0	4		2		3		948564.32	4077.11
83	0	4		2		3		4014924.44	17719.68
84	0	5		2		4		5137320.50	5320.67
85	1	5		2		3		1347820.74	8208.97
86	0	5		3		4		2115094.89	19082.82
87	0	5		3		3		76531.59	6018.15
88	1	5		3		4		2150867.99	16423.44
89	0	5		2		3		198625.98	7790.65
90	1	5		2		3		1050001.83	10073.16
91	0	5		2		3		146807.37	6653.58
92	1	4		2		3		1816059.28	5429.86
93	0	4		2		4		168832.23	9664.94
94	0	5		2		3		206231.98	2159.76
95	0	4		2		3		151083.91	10506.18
96	0	5		2		3		1577619.31	9583.33
97	1	5		3		3		1156056.01	10079.40
98	1	5		2		3		538867.65	4358.56
99	0	5		2		3		273350.19	7756.20
100	0	4		2		3		1038968.25	10873.90
101	0	5		2		3		662628.22	1938.93
102	0	5		2		3		111809.31	2200.55
103	0	5		2		3		1325476.34	5710.54
104	0	5		2		3		7400707.07	15394.19
105	0	4		2		3		6589484.83	5013.76
106	0	5		2		3		321153.83	3382.50
107	0	5		2		3		37705.97	1199.00
108	0	5		2		3		340604.40	10073.33
109	1	5		2		4		1756194.11	9512.96
110	0	5		2		3		2291593.00	11940.60
111	1	5		2		3		3174282.25	13162.69
112	1	5		2		4		1163239.07	14122.91
113	0	5		2		3		255489.00	1944.26
114	0	5		2		3		6952197.50	11555.39
115	0	5		3		3		14442.17	2774.22
116	0	5		2		3		1566672.90	6048.46
117	1	5		2		3		223239.81	6919.89
118	0	5		2		3		9840980.05	2249.49
119	0	5		2		3		64979.59	1707.08
120	0	5		3		3		184023.27	3532.02
121	1	5		2		3		2595049.62	18644.38
122	1	5		2		3		529267.40	6426.97
123	0	5		3		3		2579680.04	4595.71
124	1	5		2		4		315376.60	5031.51
125	0	5		2		3		715212.84	16446.21
126	0	5		2		3		107876.45	6436.25
127	0	4		2		3		902319.00	6181.54
128	0	5		2		4		770215.73	18906.14
129	1	4		2		3		4935734.22	34411.51
130	0	5		2		3		976788.35	8632.25
131	0	5		2		4		1264266.14	7604.68
132	0	4		2		3		5501563.32	592.05
133	1	5		2		3		2015420.20	10456.08
134	1	5		2		3		1840178.03	6639.88
135	0	5		2		3		571844.50	7958.96
136	0	5		3		3		421960.92	14242.13
137	0	4		2		3		157598.18	6888.70
138	0	4		2		3		47914.11	5982.09
139	0	5		2		3		1179925.74	5476.88
140	0	5		2		3		879827.87	5695.91
141	1	5		2		3		1694885.23	8019.32
142	1	5		2		4		2548363.72	22836.53
143	0	5		2		3		3571504.51	7977.25
144	0	4		2		3		906062.64	10937.03
145	0	5		2		4		381782.24	5988.64
146	0	5		2		3		261995.40	5241.05
147	0	5		2		3		3698946.67	8470.80
148	1	5		2		3		1538748.30	6946.77
149	0	5		3		3		109148.50	6443.92
150	0	5		3		3		1918399.52	17339.23
151	0	5		2		3		393315.48	8239.34
152	1	4		2		4		2105679.31	17951.93
153	0	5		2		3		3264311.00	7902.83
154	0	5		2		3		5070409.73	13060.20
155	0	5		2		3		9842010.22	2252.40
156	0	5		2		3		213188.23	6318.06
157	1	5		3		3		2514515.81	22260.51
158	0	5		3		3		408704.80	11680.27
159	0	5		2		3		387081.32	7550.56
160	0	5		2		4		381312.00	9305.02
161	1	4		2		3		1396139.90	10344.36
162	1	5		2		3		2819710.19	21375.72
163	0	5		3		4		714272.19	7035.30
164	0	5		2		3		646142.48	14260.02
165	0	5		3		3		339100.72	9677.41
166	0	5		2		3		439176.69	8228.50
167	0	4		2		3		2199170.93	11283.60
168	0	5		2		3		68455.34	10294.16
169	0	5		2		3		167551.29	6676.77
170	0	5		2		3		1520403.00	6033.00
171	0	5		2		3		87664.20	2501.33
172	0	4		2		3		194115.22	14043.78
173	0	5		3		3		639242.53	6236.07
174	1	5		3		3		1217577.92	5206.42
175	0	5		2		4		605973.17	10861.39
176	0	5		2		4		283813.07	6617.79
177	0	5		2		3		751317.00	8318.44
178	1	5		2		4		275238.61	5637.76
179	0	5		3		3		106117.75	8440.06
180	1	5		3		3		202650.38	6870.50
181	1	5		2		3		2679529.42	7904.36
182	0	5		3		3		121033.10	1823.58
183	1	5		3		3		6790526.80	46119.88
184	0	5		3		3		5341728.83	4466.21
185	0	5		2		3		2964741.35	20329.78
186	1	5		2		3		2325615.24	4280.49
187	1	5		2		3		4541984.31	8341.71
188	0	5		2		3		880766.82	11203.28
189	1	5		3		4		597060.33	7134.87
190	0	5		2		4		1107653.02	15870.41
191	0	5		3		3		170871.04	4539.60
192	0	4		2		3		5597742.56	9450.33
193	0	5		2		3		5351736.91	8525.10
194	1	5		2		3		417586.57	10262.72
195	0	5		2		4		1864526.77	11168.02
196	0	5		2		3		676878.95	8815.05
197	0	5		2		3		1865815.95	8815.05
198	1	5		3		4		3362697.34	17342.42
199	0	5		3		3		332057.70	3585.00
200	1	5		3		4		1888273.06	13918.61
201	1	5		2		4		101521.81	6421.16
202	0	5		3		4		816119.05	4984.20
203	1	5		2		4		1791145.25	11860.24
204	0	5		2		4		96144.60	7465.66
205	1	5		3		3		4419563.84	12739.38
206	0	5		3		3		702694.13	7639.38
207	0	5		2		3		431755.00	10520.78
208	0	5		2		3		955876.78	3302.40
209	0	5		2		3		764165.31	6858.99
210	1	5		2		4		1185256.02	23633.93
211	0	5		2		3		507965.00	8485.53
212	1	5		2		3		639819.45	12937.49
213	1	5		3		3		1474691.60	6772.58
214	0	5		2		4		148749.89	3707.07
215	0	5		2		3		902266.24	7890.13
216	0	5		2		4		2504842.94	14355.39
217	1	5		2		3		97225.81	7073.40
218	0	5		2		3		1360696.13	5195.95
219	0	5		2		3		638646.82	12387.69
220	0	5		3		4		447947.34	3877.18
221	0	5		2		3		175375.59	6263.43
222	0	5		3		3		101394.71	8195.79
223	0	5		2		3		288597.29	9463.46
224	1	5		2		4		143052.47	6509.95
225	0	5		3		4		503980.01	5545.46
226	1	5		2		3		188140.43	18294.32
227	0	5		3		3		303443.52	6362.00
228	1	5		2		4		213284.62	6802.54
229	1	5		2		3		709351.08	8759.19
230	0	5		2		4		1840640.78	13831.54
231	1	5		3		3		335004.29	7150.00
232	1	5		2		3		5783967.05	8195.16
233	0	5		2		4		2182676.79	5248.09
234	0	5		2		3		693619.78	6926.43
235	1	5		2		4		1115433.00	5108.08
236	0	5		2		3		640820.45	7168.43
237	1	5		2		3		1891630.24	6606.97
238	1	5		2		3		695927.13	7559.98
239	0	5		2		4		1166740.08	5866.92
240	1	5		3		3		986635.43	11462.10
241	0	5		3		3		287387.78	7578.74
242	0	5		2		4		1349773.63	7589.90
243	1	5		2		4		2581193.93	5948.25
244	0	5		2		3		203517.90	6704.07
245	0	5		2		3		1792046.00	10002.60
246	0	5		2		4		368315.56	10768.19
247	0	5		2		3		910253.77	10682.55
248	0	5		2		3		267417.00	8164.51
249	0	5		3		3		220913.37	16896.75
250	1	5		2		4		1164367.27	7809.88
251	1	5		2		4		725540.97	4840.03
252	0	5		3		4		161837.07	2228.62
253	0	5		3		4		436641.67	8527.08
254	0	5		3		4		195731.61	2227.43
255	1	5		2		3		806272.39	11091.51
256	0	5		3		3		782901.49	6193.23
257	0	5		2		3		1284093.39	13506.23
258	0	5		2		3		5511016.80	10383.65
259	1	5		2		4		730148.12	4926.10
260	0	5		2		4		72299.66	7467.17
261	0	5		2		4		563355.11	12928.49
262	0	5		2		3		422540.83	5016.44
263	0	5		2		3		2822057.54	13225.00
264	0	5		2		3		4181940.21	9203.32
265	0	5		2		3		2128585.32	8313.47
266	0	5		2		4		519701.89	7173.91
267	0	5		2		4		706695.90	9360.57
268	0	5		2		4		714533.91	5914.56
269	0	5		2		3		478080.35	9274.07
270	0	5		2		4		675028.65	17128.31
271	0	5		3		3		310806.36	5400.65
272	0	5		2		4		143117.20	5272.05
273	0	5		2		4		86617.25	24437.67
274	0	5		2		3		616271.73	9158.66
275	1	5		2		4		916865.19	13586.70
276	1	5		2		4		1094694.00	6038.09
277	0	5		2		3		2388994.60	7200.67
278	0	5		2		4		2912778.50	16965.64
279	0	5		2		3		572602.92	7068.66
280	0	5		2		3		53456.83	4290.87
281	0	5		2		3		564353.60	6457.14
282	0	5		2		3		1038543.18	5504.68
283	1	5		3		4		859919.59	4755.03
284	0	5		2		4		267009.00	7405.94
285	0	5		2		3		494552.37	4745.60
286	0	5		2		4		333639.95	7131.16
287	0	5		2		4		777380.43	8128.61
288	1	5		2		4		3588719.32	8953.99
289	0	5		3		3		1004294.72	7312.50
290	0	5		2		3		1728101.47	6726.23
291	0	5		2		3		1438337.04	14957.55
292	1	5		2		3		3709710.11	3730.88
293	0	5		2		3		4140605.64	13924.04
294	0	5		2		4		384795.71	5531.33
295	0	5		2		4		3849933.19	11130.40
296	0	5		2		3		2386885.79	7854.68
297	0	5		2		3		396580.92	9076.80
298	0	5		2		4		52691.54	7885.93
299	0	5		3		4		1370940.43	9741.30
300	0	5		3		3		340056.27	8118.25
301	0	5		2		3		2811962.46	10218.80
302	0	5		3		3		284871.50	7420.91
303	0	5		3		3		684642.12	8553.69
304	1	5		2		3		193509.12	13016.51
305	0	5		2		3		742762.06	7923.20
306	0	5		3		4		271616.31	6746.58
307	0	5		2		3		480260.58	9646.91
308	0	5		3		3		618061.22	11144.03
309	0	5		2		3		467621.96	16768.70
310	1	5		3		4		1445679.25	6972.56
311	0	5		2		3		7870877.75	18418.87
312	0	5		2		3		366383.40	7320.45
313	1	5		2		4		22048665.00	14654.26
314	0	5		2		3		5122916.94	9107.57
315	1	5		2		4		23327536.41	13308.92
316	1	5		2		4		23327536.41	13308.92
317	0	5		2		3		1893927.18	5668.65
318	0	5		2		3		131438.75	10651.57
319	0	5		2		3		27891.29	500.19
320	0	5		3		3		358621.96	4425.00
321	0	5		2		4		2450719.98	10217.55
322	0	5		2		4		1703916.24	9551.49
323	0	5		3		3		645403.35	12481.25
324	0	5		2		3		2103513.08	15365.00
325	0	5		2		4		1324637.93	19088.21
326	0	5		2		3		551373.30	6954.77
327	0	5		2		4		1417700.76	10787.55
328	0	5		2		3		367985.49	10827.31
329	1	5		2		4		290704.01	10025.69
330	1	5		2		3		2190805.38	14206.39
331	0	5		2		4		430046.38	7323.97
332	0	5		3		4		1427571.99	10939.82
333	0	5		2		4		1367261.21	6324.90
334	0	5		3		4		454988.07	6819.30
335	0	5		2		3		106334.11	5448.59
336	0	5		2		3		196081.76	13734.99
337	0	5		3		3		2528080.54	6398.95
338	0	5		2		3		302258.82	4613.31
339	0	5		2		3		1795590.09	8703.48
340	0	5		3		4		4001121.82	16313.65
341	0	5		2		4		202959.40	6321.20
342	0	5		3		3		771593.26	9585.58
343	0	5		2		4		257398.62	28415.73
344	0	4		2		3		590727.06	1505.42

	116	117	118	119	120	121	122
	Originator DTI	Fully Indexed Rate	Qualification Method	Percentage of Down Payment from Borrower Own Funds	City	State	Postal Code
1	0.316700			100.000000	San Francisco	CA	94109
2	0.475900			100.000000	Redwood City	CA	94062
3	0.221600			100.000000	PIEDMONT	CA	94611
4	0.201400				Southampton	NY	11968
5	0.461200				Pleasanton	CA	94566
6	0.255900				Weston	MA	02493
7	0.368100			100.000000	Laguna Beach	CA	92651
8	0.369700				San Francisco	CA	94118
9	0.099200				San Diego	CA	92105
10	0.459600			100.000000	Miami Beach	FL	33140
11	0.294900			25.000000	Los Angeles	CA	90292
12	0.253700			100.000000	Portland	OR	97229
13	0.395800				Lake Oswego	OR	97034
14	0.272100				Bolinas	CA	94924
15	0.251800			100.000000	San Francisco	CA	94110
16	0.239100				Belvedere	CA	94920
17	0.203400			100.000000	Palo Alto	CA	94306
18	0.390000			100.000000	Brookline	MA	02467
19	0.344200			100.000000	Lexington	MA	02421
20	0.378800			100.000000	San Francisco	CA	94105
21	0.369000			100.000000	Sonoma	CA	95476
22	0.051400			100.000000	Ketchum	ID	83340
23	0.263800				Westlake Village	CA	91361
24	0.103200			100.000000	Hillsborough	CA	94010
25	0.110300				San Carlos	CA	94070
26	0.312900				San Francisco	CA	94114
27	0.144600				Los Angeles	CA	90291
28	0.187400				Burlingame	CA	94010
29	0.201500			100.000000	Orinda	CA	94563
30	0.271200				Tarrytown	NY	10591
31	0.263800				New York	NY	10021
32	0.355400			42.500000	Los Angeles	CA	90036
33	0.515600			100.000000	San Diego	CA	92104
34	0.361800				San Fernando	CA	91340
35	0.294200			100.000000	North Bergen	NJ	07047
36	0.077600			100.000000	Newton Center	MA	02459
37	0.407600				Los Angeles	CA	90017
38	0.199400				Sausalito	CA	94965
39	0.074100				Carmel by the Sea	CA	93921
40	0.208300			100.000000	Needham	MA	02492
41	0.349000				Berkeley	CA	94705
42	0.290400			100.000000	REDWOOD CITY	CA	94062
43	0.125100				Campbell	CA	95008
44	0.047400			100.000000	Boston	MA	02125
45	0.390700			25.000000	Boston	MA	02125
46	0.085600				Boston	MA	02120
47	0.108100				Dorchester	MA	02125
48	0.388300				Danville	CA	94526
49	0.212800			100.000000	Redwood City	CA	94062
50	0.372600				Los Angeles	CA	90020
51	0.165700				Kirkwood	CA	95646
52	0.332000				Cambridge	MA	02138
53	0.182400				East Hampton	NY	11937
54	0.258300				Medford	MA	02155
55	0.227400				San Francisco	CA	94131
56	0.174700			100.000000	New York	NY	10011
57	0.130300				Roxbury	MA	02119
58	0.130300				Roxbury	MA	02119
59	0.130300				Roxbury	MA	02119
60	0.377700				Rancho Santa Fe	CA	92067
61	0.142500				Tiburon	CA	94920
62	0.294000			100.000000	San Francisco	CA	94109
63	0.204400				New York	NY	10003
64	0.352300				Newtonville	MA	02460
65	0.409900			100.000000	Weston	MA	02493
66	0.365200				Los Angeles	CA	90015
67	0.429600				New York	NY	10065
68	0.159200			39.290000	San Francisco	CA	94118
69	0.270900				Wellesley	MA	02482
70	0.340100				Brighton	MA	02135
71	0.222400			100.000000	Needham	MA	02492
72	0.590000				San Anselmo	CA	94960
73	0.303300			100.000000	Cambridge	MA	02139
74	0.679100				Dennis	MA	02638
75	0.415900				Monte Sereno	CA	95030
76	0.148700				Chicago	IL	60647
77	0.233500				Holmdel	NJ	07733
78	0.508300			100.000000	SAN FRANCISCO	CA	94109
79	0.241400				BOSTON	MA	02136
80	0.261600				Rancho Santa Fe	CA	92067
81	0.423100				Woodside	CA	94062
82	0.383800				Berkeley	CA	94708
83	0.113800			100.000000	San Rafael	CA	94903
84	0.138800				San Francisco	CA	94158
85	0.193600				Brooklyn	NY	11215
86	0.378900				Boston	MA	02116
87	0.213300				San Francisco	CA	94114
88	0.199800			25.430000	Malibu	CA	90265
89	0.455800				San Rafael	CA	94901
90	0.198700			100.000000	DOVER	MA	02030
91	0.131800				Oakland	CA	94618
92	0.064900				Redondo Beach	CA	90277
93	0.367500				Los Angeles	CA	90049
94	0.343500				San Carlos	CA	94070
95	0.468800				Truckee	CA	96161
96	0.169100				Salinas	CA	93908
97	0.053700			100.000000	Newton	MA	02468
98	0.390800				Boston	MA	02130
99	0.282300				Oakland	CA	94611
100	0.368800			100.000000	Brookline	MA	02446
101	0.107400				Los Altos Hills	CA	94022
102	0.365600			100.000000	San Francisco	CA	94115
103	0.279700			100.000000	San Francisco	CA	94127
104	0.133500			100.000000	Los Altos	CA	94022
105	0.164000			100.000000	Larkspur	CA	94939
106	0.405900				San Francisco	CA	94110
107	0.080500				Tewksbury	MA	01876
108	0.445300				New York	NY	10028
109	0.264600			100.000000	MENLO PARK	CA	94025
110	0.378600				San Francisco	CA	94133
111	0.387400				Carmel	CA	93923
112	0.144900				San Francisco	CA	94133
113	0.373400				Corte Madera	CA	94925
114	0.379400			62.830000	San Francisco	CA	94105
115	0.589100			89.870000	Boston	MA	02215
116	0.364900			100.000000	San Francisco	CA	94118
117	0.424800			10.000000	Brooklyn	NY	11201
118	0.077300			100.000000	Mill Valley	CA	94941
119	0.106100				San Carlos	CA	94070
120	0.336300			100.000000	Acton	MA	01720
121	0.329300			100.000000	San Francisco	CA	94118
122	0.252400			20.610000	San Anselmo	CA	94960
123	0.218900				Palo Alto	CA	94303
124	0.318800				Menlo Park	CA	94025
125	0.391900				Palo Alto	CA	94301
126	0.406500				Burlingame	CA	94010
127	0.259800				Mill Valley	CA	94941
128	0.254300			100.000000	TRUCKEE	CA	96161
129	0.159200			20.710000	Brookline	MA	02445
130	0.286500			100.000000	Larkspur	CA	94939
131	0.176600			100.000000	Cambridge	MA	02138
132	0.042200			100.000000	San Francisco	CA	94105
133	0.295600				Tahoe City	CA	96145
134	0.240200				San Francisco	CA	94122
135	0.347300			100.000000	Moraga	CA	94556
136	0.333800			100.000000	Burlingame	CA	94010
137	0.318700				Los Angeles	CA	90066
138	0.353400				Venice	CA	90291
139	0.292100			100.000000	San Francisco	CA	94115
140	0.403900				Los Gatos	CA	95032
141	0.146400			100.000000	LOS ANGELES (ENCINO AREA)	CA	91316
142	0.117700			100.000000	NEW YORK	NY	10065
143	0.267100				Los Altos	CA	94024
144	0.394900			100.000000	San Francisco	CA	94127
145	0.348200				Los Angeles	CA	90048
146	0.286600				Santa Clara	CA	95051
147	0.185300			100.000000	Mill Valley	CA	94941
148	0.410300				Portola Valley	CA	94028
149	0.414400				San Francisco	CA	94117
150	0.147100			100.000000	San Francisco	CA	94118
151	0.257600			100.000000	WESTFIELD	NJ	07090
152	0.077200			25.000000	Los Angeles	CA	90077
153	0.203700			100.000000	San Francisco	CA	94115
154	0.375700				Kentfield	CA	94904
155	0.077400			100.000000	San Rafael	CA	94903
156	0.266900				Mill Valley	CA	94941
157	0.425600			100.000000	San Francisco	CA	94118
158	0.204900			100.000000	New York	NY	10023
159	0.192700				San Francisco	CA	94114
160	0.179000				Old Greenwich	CT	06870
161	0.240800			20.000000	Berkeley	CA	94705
162	0.209800			41.070000	San Francisco	CA	94123
163	0.141600				LOS ANGELES	CA	90035
164	0.410900			100.000000	Gearhart	OR	97138
165	0.483500				Calistoga	CA	94515
166	0.184100			100.000000	Tiburon	CA	94920
167	0.294000				Carpinteria	CA	93013
168	0.201100				LOS ANGELES	CA	90210
169	0.312000				San Carlos	CA	94070
170	0.434000			100.000000	San Rafael	CA	94901
171	0.355900			100.000000	Boston	MA	02115
172	0.232800				Newport Beach	CA	92660
173	0.089800			100.000000	Dover	MA	02032
174	0.108700				Hingham	MA	02043
175	0.376700			100.000000	Los Gatos	CA	95032
176	0.332500				San Francisco	CA	94127
177	0.206400				Palo Alto	CA	94303
178	0.320400			100.000000	SAN FRANCISCO	CA	94107
179	0.198500			100.000000	Medfield	MA	02052
180	0.291500				Studio City Area	CA	91604
181	0.442400				San Francisco	CA	94115
182	0.258700				Los Altos	CA	94024
183	0.345900				Irvine	CA	92603
184	0.459300				Larkspur	CA	94939
185	0.147400				Los Angeles	CA	90049
186	0.103500				San Francisco	CA	94123
187	0.198600				Redwood City	CA	94062
188	0.184800			100.000000	LOS ANGELES	CA	90064
189	0.372500				Ridgefield	CT	06877
190	0.090800			100.000000	KENTFIELD	CA	94904
191	0.436500			100.000000	BOSTON	MA	02116
192	0.372500			100.000000	Lexington	MA	02420
193	0.120800			100.000000	Harvey Cedars	NJ	08008
194	0.110000			100.000000	San Francisco	CA	94117
195	0.326700			100.000000	NEW YORK	NY	10128
196	0.280700				Palo Alto	CA	94301
197	0.280700			25.000000	Palo Alto	CA	94301
198	0.218900				Sonoma	CA	95476
199	0.338100				JAMAICA PLAIN	MA	02130
200	0.373900				San Francisco	CA	94118
201	0.344700			100.000000	Oak Park Area	CA	91377
202	0.276900			100.000000	Santa Monica	CA	90405
203	0.239600				New York	NY	10025
204	0.278300				SAN FRANCISCO	CA	94115
205	0.185300				San Francisco	CA	94123
206	0.359500			100.000000	Mountain View	CA	94041
207	0.457200			100.000000	Los Angeles	CA	90035
208	0.219800				San Francisco	CA	94123
209	0.363600			100.000000	MONTARA	CA	94037
210	0.187300			100.000000	BOSTON	MA	02116
211	0.208700			100.000000	Berkeley	CA	94708
212	0.438200				Palo Alto	CA	94306
213	0.454200			100.000000	Los Angeles	CA	90049
214	0.431900			100.000000	SAN FRANCISCO	CA	94107
215	0.239700				Larkspur	CA	94939
216	0.438800			100.000000	OAKLAND	CA	94618
217	0.269900				Belmont	CA	94002
218	0.196300				SAN FRANCISCO	CA	94114
219	0.287900				SAN FRANCISCO	CA	94123
220	0.199400			100.000000	Hingham	MA	02043
221	0.249900			100.000000	NAPA	CA	94558
222	0.224800				San Francisco	CA	94107
223	0.332300			100.000000	Greenbrae	CA	94904
224	0.222300				Oakland	CA	94610
225	0.146000			100.000000	TIBURON	CA	94920
226	0.128300				Piedmont	CA	94611
227	0.318100				ORINDA	CA	94563
228	0.309800				Oakland	CA	94705
229	0.206700				Irvine	CA	92603
230	0.298600			100.000000	RIVERSIDE	CT	06878
231	0.214500				Mountain View	CA	94040
232	0.331200			100.000000	CARMEL VALLEY	CA	93924
233	0.250500			100.000000	Natick	MA	01760
234	0.198700				SAN FRANCISCO	CA	94117
235	0.316800			100.000000	NEW YORK	NY	10075
236	0.344400				PORTOLA VALLEY	CA	94028
237	0.397600			100.000000	Mill Valley	CA	94941
238	0.363000			100.000000	Piedmont	CA	94610
239	0.326600			100.000000	LOS ALTOS	CA	94022
240	0.293900				LOS ALTOS HILLS	CA	94304
241	0.385800				Piedmont	CA	94611
242	0.436900				SAN FRANCISCO	CA	94133
243	0.339900			100.000000	San Francisco	CA	94131
244	0.300300			100.000000	HERMOSA BEACH	CA	90254
245	0.253400				SAN FRANCISCO	CA	94109
246	0.553900			100.000000	Palo Alto	CA	94301
247	0.279100				ALTADENA	CA	91001
248	0.290400				LOS ANGELES	CA	90024
249	0.233000				Los Angeles	CA	90064
250	0.212100			100.000000	San Carlos	CA	94070
251	0.186600				San Francisco	CA	94122
252	0.194500				JAMAICA PLAIN	MA	02130
253	0.409300			100.000000	PETALUMA	CA	94952
254	0.260300			100.000000	SANTA BARBARA	CA	93101
255	0.222200			100.000000	SAN DIEGO (DEL MAR AREA)	CA	92014
256	0.218000			100.000000	Redwood City	CA	94061
257	0.114000			100.000000	BIG SKY	MT	59716
258	0.307500				New York	NY	10011
259	0.371300			100.000000	SAN FRANCISCO	CA	94118
260	0.363600				San Francisco	CA	94122
261	0.352000				ATHERTON	CA	94027
262	0.440000			100.000000	STUDIO CITY	CA	91604
263	0.264500			100.000000	GREENWICH	CT	06831
264	0.111600			100.000000	Venice	CA	90291
265	0.214400			100.000000	GLEN ELLEN	CA	95442
266	0.350100				DOVER	MA	02030
267	0.190700			100.000000	Los Angeles	CA	90064
268	0.336300			100.000000	San Francisco	CA	94110
269	0.409000				LOS GATOS	CA	95032
270	0.357800			100.000000	Incline Village	NV	89451
271	0.398700				POWAY	CA	92064
272	0.353600			100.000000	HOBOKEN	NJ	07030
273	0.330500				HILLSBOROUGH	CA	94010
274	0.301500			100.000000	NEWTON	MA	02465
275	0.365000			100.000000	SAN FRANCISCO	CA	94121
276	0.198100				SARATOGA	CA	95070
277	0.419400				BELMONT	CA	94002
278	0.292000			100.000000	SAN FRANCISCO	CA	94133
279	0.108800			100.000000	FALMOUTH	MA	02540
280	0.212500			100.000000	BROOKLYN	NY	11211
281	0.176200				NEWTON	MA	02458
282	0.279900				SAN CARLOS	CA	94070
283	0.228300			100.000000	WALNUT CREEK	CA	94596
284	0.258500			100.000000	Lafayette	CA	94549
285	0.356300				SAN FRANCISCO	CA	94117
286	0.394700				SAN FRANCISCO	CA	94114
287	0.426800			100.000000	NEW YORK	NY	10036
288	0.381700			100.000000	SAN FRANCISCO	CA	94103
289	0.487500			100.000000	SAN FRANCISCO	CA	94158
290	0.470300			100.000000	SAN FRANCISCO	CA	94127
291	0.274100				HILLSBOROUGH	CA	94010
292	0.248200			100.000000	MENLO PARK	CA	94025
293	0.398000				LAGUNA BEACH	CA	92651
294	0.457900				TIBURON	CA	94920
295	0.370900			100.000000	SAN FRANICSCO	CA	94110
296	0.378400			100.000000	San Francisco	CA	94107
297	0.195400			100.000000	LARKSPUR	CA	94939
298	0.234900				HILLSBOROUGH	CA	94010
299	0.334500				TIBURON	CA	94920
300	0.295700				PORTOLA VALLEY	CA	94028
301	0.332700				SAN FRANCISCO	CA	94110
302	0.185400			100.000000	SAN FRANCISCO	CA	94114
303	0.187500			100.000000	BOSTON	MA	02118
304	0.417700			100.000000	SARATOGA	CA	95070
305	0.351600				DANVILLE	CA	94526
306	0.426100			100.000000	SAN FRANCISCO	CA	94103
307	0.186900			100.000000	MASHPEE	MA	02649
308	0.260100				MENLO PARK	CA	94025
309	0.305900			100.000000	Danville	CA	94526
310	0.278700				SAN FRANCISCO	CA	94118
311	0.386100			100.000000	MENLO PARK	CA	94025
312	0.263800			100.000000	CORTE MADERA	CA	94925
313	0.496700			100.000000	SAN FRANCISCO	CA	94117
314	0.316900			100.000000	SANTA BARBARA	CA	93108
315	0.451100				LOS ANGELES	CA	90049
316	0.451100				ALAMO	CA	94507
317	0.190600			100.000000	CARMEL	CA	93923
318	0.372000			100.000000	SAN FRANCISCO	CA	94133
319	0.277800				BOSTON	MA	02125
320	0.442500			100.000000	LOS ANGELES	CA	91607
321	0.114200			100.000000	PORTOLA VALLEY	CA	94028
322	0.418400			100.000000	BOSTON	MA	02118
323	0.199700			100.000000	TUXEDO PARK	NY	10987
324	0.295500				SAN FRANCISCO	CA	94118
325	0.255500			100.000000	SAN FRANCISCO	CA	94105
326	0.220200				MENLO PARK	CA	94025
327	0.211100			100.000000	TIBURON	CA	94920
328	0.420800				SAN FRANCISCO	CA	94109
329	0.289700			100.000000	SAN FRANCISCO	CA	94123
330	0.531100			100.000000	TIBURON	CA	94920
331	0.350300			100.000000	ORINDA	CA	94563
332	0.180700			100.000000	KENNEBUNK	ME	04043
333	0.285600			100.000000	BURLINGAME	CA	94010
334	0.213000			100.000000	SAN MATEO	CA	94402
335	0.270900			100.000000	GREENBRAE	CA	94904
336	0.302200			100.000000	SAN FRANCISCO	CA	94118
337	0.404400			100.000000	HONOLULU	HI	96821
338	0.311600			100.000000	SAN FRANCISCO	CA	94118
339	0.162400			100.000000	SAN FRANCISCO	CA	94133
340	0.365900			100.000000	OLYMPIC VALLEY	CA	96146
341	0.256900			100.000000	SAN FRANCISCO	CA	94117
342	0.298500			100.000000	MENLO PARK	CA	94025
343	0.515400			100.000000	SAN FRANCISCO	CA	94118
344	0.067000				Yountville	CA	94599

	123	124	125	126	127	128	129	130	131
	Property Type	Occupancy	Sales Price	Original Appraised Property Value	Original Property Valuation Type	Original Property Valuation Date	Original Automated Valuation Model (AVM) Model Name	Original AVM Confidence Score	Most Recent Property Value2
1	2	1		375000.00	3	20100914			599000
2	1	1	840000.00	840000.00	3	20120707
3	1	1	1470000.00	1470000.00	3	20120827
4	1	2		8500000.00	3	20100922
5	7	1		1750000.00	3	20101019			1750000
6	1	1		8000000.00	3	20100910
7	3	2	1100000.00	1100000.00	3	20101105			1000000
8	1	1		8250000.00	3	20101125
9	7	1		255000.00	3	20101206			260000
10	3	1	870000.00	870000.00	3	20110113			1100000
11	4	1	1850000.00	1850000.00	3	20110131			1855000
12	7	1	335000.00	335000.00	3	20110131			375000
13	1	1		650000.00	3	20110215			600000
14	1	2		1000000.00	3	20110427			740000
15	1	1	2280000.00	2280000.00	3	20110426			2280000
16	1	1		4500000.00	3	20110512
17	3	1	860000.00	860000.00	3	20111205			910000
18	1	1	2257500.00	2275000.00	3	20110708			2250000
19	3	1	699000.00	699000.00	3	20110617			580000
20	4	1	2495000.00	2500000.00	3	20110627			2500000
21	1	2	1300000.00	1300000.00	3	20110630			1500000
22	7	2	3200000.00	3200000.00	3	20110705			2955000
23	7	1		1300000.00	3	20110821			1350000
24	1	1		2350000.00	3	20111011			2150000
25	1	1		1205000.00	3	20110922			1198000
26	13	1		1550000.00	3	20110901			1600000
27	13	1		1750000.00	3	20110919			1625000
28	1	1		2300000.00	3	20110914			2140000
29	1	1		1070000.00	3	20110906			1100000
30	3	1		1765000.00	3	20110926			1750000
31	2	1		1425000.00	3	20111003			1250000
32	1	1	1390000.00	1390000.00	3	20110927			1300000
33	3	1	195000.00	195000.00	3	20110923
34	1	3		292000.00	3	20111015			295000
35	3	1		610000.00	3	20111031			525000
36	1	1	1635000.00	1650000.00	3	20111005			1610000
37	4	1		310000.00	3	20111213			330000
38	3	2	900000.00	900000.00	3	20111006			900000
39	1	2	3750000.00	3750000.00	3	20111019			3700000
40	1	1		1380000.00	3	20111031			1400000
41	1	1		970000.00	3	20111115
42	1	1	711000.00	711000.00	3	20121013			715000
43	1	1		708000.00	3	20111020			670000
44	3	3	215000.00	220000.00	3	20111024			250000
45	3	3	216000.00	220000.00	3	20111024			250000
46	13	3		770000.00	3	20111026			720000
47	3	1	213000.00	219000.00	3	20111101			250000
48	7	1		510000.00	3	20111101			540000
49	1	1		1145000.00	3	20110919
50	1	1		2700000.00	3	20111109			2300000
51	3	2		586000.00	3	20111115			599000
52	3	1		1262000.00	3	20111127
53	1	2		5069500.00	98	20111129
54	14	3		560000.00	3	20111217			515000
55	1	1		875000.00	3	20120216
56	2	1	1180000.00	1180000.00	3	20120424
57	14	3		278000.00	3	20111212
58	14	3		323000.00	3	20111212
59	14	3		564000.00	3	20111222
60	7	1		3500000.00	3	20111220
61	1	1		3000000.00	3	20120130
62	1	1		3800000.00	3	20120116
63	2	1	425000.00	425000.00	3	20120120
64	3	1	490000.00	490000.00	3	20120109			455000
65	3	1	750000.00	750000.00	3	20120123
66	1	1		275000.00	3	20120224
67	4	2		920000.00	3	20120213
68	1	1	1400000.00	1400000.00	3	20120120
69	1	1		5000000.00	3	20120217
70	3	3		250000.00	3	20100201
71	1	1	1150000.00	1200000.00	3	20120209
72	1	1		900000.00	3	20120227
73	3	3	278000.00	282000.00	3	20120213
74	1	2		580000.00	3	20120215
75	1	1		2500000.00	3	20120302
76	1	1	750000.00	750000.00	3	20120404
77	1	1		1240000.00	3	20120221
78	2	1		905000.00	3	20120813
79	13	1		325000.00	3	20120326
80	1	1		2260000.00	3	20120313
81	1	1		1800000.00	3	20120229
82	1	1		975000.00	3	20120313
83	1	2	683500.00	685000.00	3	20120228
84	4	1		925000.00	3	20120402
85	13	1		3400000.00	3	20120406
86	3	1		3000000.00	3	20120409
87	13	1		1400000.00	3	20120319
88	1	1	3450000.00	3450000.00	3	20120329
89	1	1		4200000.00	3	20120321
90	1	1		1240000.00	3	20120330
91	1	1		1300000.00	3	20120326
92	1	1		1160000.00	3	20120328
93	1	1		6850000.00	3	20120416
94	1	1	830000.00	830000.00	3	20120329
95	7	2		470000.00	3	20120416
96	1	1		2000000.00	3	20120404
97	1	1	2200000.00	2200000.00	3	20120410
98	4	3		230000.00	3	20111201
99	1	1		1185000.00	3	20120404
100	13	1	1563500.00	1575000.00	3	20120412
101	1	3		1700000.00	3	20120418
102	2	1	305000.00	305000.00	3	20120409
103	1	1	1105000.00	1106000.00	3	20120403
104	1	1	3225000.00	3225000.00	3	20120531
105	1	1		2550000.00	3	20120413
106	3	1		645000.00	3	20120416
107	3	1		192000.00	3	20120412
108	2	1		1900000.00	3	20120606
109	1	1	2330000.00	2330000.00	3	20120821
110	2	1		2200000.00	3	20120518
111	7	2		1000000.00	3	20120502
112	1	1		4500000.00	3	20120608
113	1	1		780000.00	3	20120509
114	4	1	2600000.00	2600000.00	3	20120426
115	4	1	480000.00	480000.00	3	20120501
116	1	1	1510000.00	1510000.00	3	20120430
117	4	1	1325000.00	1300000.00	3	20120516
118	1	1		1600000.00	3	20120504
119	1	3		470000.00	3	20120516
120	1	1	505000.00	506000.00	3	20120511
121	13	1	1890000.00	1890000.00	3	20120507
122	1	1	1150000.00	1150000.00	3	20120516
123	1	1		2000000.00	3	20120524
124	1	1		1320000.00	3	20120531
125	1	1		3100000.00	3	20120523
126	1	1		1700000.00	3	20120515
127	1	1		3000000.00	3	20120522
128	7	2	1500000.00	1750000.00	3	20120816
129	1	1	3350000.00	3700000.00	3	20120516
130	1	1	2060000.00	2060000.00	3	20120515
131	3	1	2125000.00	2125000.00	3	20120524
132	4	3	1925000.00	1925000.00	3	20120509
133	7	1		1240000.00	3	20120530
134	1	1		1375000.00	3	20120614
135	1	1	1230000.00	1250000.00	3	20120521
136	1	1	2400000.00	2400000.00	3	20120518
137	1	1		1500000.00	3	20120522
138	1	3		950000.00	3	20120525
139	3	1	1065000.00	1065000.00	3	20120521
140	1	1	1295000.00	1315000.00	3	20120605
141	1	1		1775000.00	3	20120524
142	4	2	2299000.00	2320000.00	3	20120605
143	1	1	1640000.00	1550000.00	3	20120516
144	7	1	1900000.00	1900000.00	3	20120518
145	1	1		1200000.00	3	20120530
146	1	1		1000000.00	3	20120605
147	1	1	1905000.00	1905000.00	3	20120521
148	1	1		2000000.00	3	20120805
149	3	1		1300000.00	3	20120521
150	1	1	3550000.00	3550000.00	3	20120521
151	1	1	1343805.00	1343805.00	3	20120914
152	1	1	4800000.00	4800000.00	3	20120518
153	3	1	14880000.00	1500000.00	3	20120523
154	7	1		6760000.00	3	20120612
155	3	3		215000.00	3	20120523
156	1	1		1200000.00	3	20120605
157	1	1	3300000.00	3800000.00	3	20120521
158	2	1	2812500.00	2812500.00	3	20120530
159	3	1		1150000.00	3	20120529
160	1	1		2500000.00	3	20120612
161	1	1	1799000.00	1799000.00	3	20120524
162	1	1	5100000.00	5100000.00	3	20120529
163	1	1		1750000.00	3	20120611
164	1	2	1400000.00	1400000.00	3	20120609
165	1	1		2350000.00	3	20120612
166	1	1	1540000.00	1540000.00	3	20120531
167	1	1		1700000.00	3	20120607
168	1	1		2800000.00	3	20120613
169	1	1		1250000.00	3	20120607
170	1	1	1510000.00	1510000.00	3	20110529
171	4	3	269500.00	270000.00	3	20120606
172	7	1		2600000.00	3	20120611
173	1	1	1447000.00	1447000.00	3	20120618
174	1	1		850000.00	3	20120619
175	1	1	1950000.00	1950000.00	3	20120606
176	1	1		1350000.00	3	20120613
177	1	1		1850000.00	3	20120626
178	3	1		900000.00	3	20120607
179	1	1	1050000.00	1050000.00	3	20120602
180	1	1		1125000.00	3	20120622
181	1	1		2900000.00	3	20120615
182	1	1		1325000.00	3	20120619
183	7	1	7100000.00	7100000.00	3	20120619
184	1	1		1625000.00	3	20120620
185	1	1		7250000.00	3	20120519
186	14	3	2000000.00	2050000.00	3	20120614
187	1	1		3000000.00	3	20120703
188	1	1		2400000.00	3	20120216
189	1	1		1200000.00	3	20120625
190	1	1		3500000.00	3	20120731
191	4	1	817000.00	820000.00	3	20120628
192	1	1	1680000.00	1680000.00	3	20120612
193	1	2	1750000.00	1775000.00	3	20120621
194	1	1	1400000.00	1400000.00	3	20120621
195	2	1	2000000.00	2000000.00	3	20120626
196	1	1		2950000.00	3	20120622
197	13	3	1995000.00	1995000.00	3	20120624
198	1	2		2000000.00	3	20120707
199	2	1		440000.00	3	20120709
200	13	1		3800000.00	3	20120627
201	7	1	999000.00	1000000.00	3	20120622
202	1	1	959000.00	960000.00	3	20120626
203	4	1	2662500.00	2662500.00	3	20120703
204	13	1		1550000.00	3	20120713
205	1	1		4900000.00	3	20120716
206	1	1	1385000.00	1385000.00	3	20120626
207	7	1	1665000.00	1665000.00	3	20120626
208	13	3		2200000.00	3	20120712
209	1	1		1500000.00	3	20120723
210	3	1	4500000.00	4500000.00	3	20120710
211	1	1	1485000.00	1485000.00	3	20120703
212	1	1	2790000.00	2718000.00	3	20120708
213	3	1	1325000.00	1325000.00	3	20120705
214	4	1		700000.00	3	20120906
215	1	1		1850000.00	3	20120711
216	1	1	1785000.00	1800000.00	3	20120706
217	1	1		1400000.00	3	20120717
218	1	1		1700000.00	3	20120709
219	1	3		2025000.00	3	20120716
220	1	1	775850.00	776000.00	3	20120719
221	1	1	1090000.00	1090000.00	3	20120707
222	3	1		970000.00	3	20120716
223	1	1	1310000.00	1310000.00	3	20120710
224	1	1	1075000.00	1075000.00	3	20120709
225	7	1		1820000.00	3	20120726
226	1	3		1250000.00	3	20120723
227	1	1		1200000.00	3	20120724
228	1	1	1325000.00	1325000.00	3	20120713
229	7	1		1620000.00	3	20120730
230	1	1	4000000.00	4200000.00	3	20120713
231	1	1		1625000.00	3	20120714
232	7	1		1550000.00	3	20120731
233	3	1	725000.00	730000.00	3	20120802
234	1	1		1550000.00	3	20120731
235	2	1		1200000.00	3	20120807
236	1	1		1500000.00	3	20120802
237	7	1	1170000.00	1170000.00	3	20120719
238	1	1	1360000.00	1360000.00	3	20120723
239	1	1		2300000.00	3	20120806
240	1	1		3000000.00	3	20120809
241	1	1		1620000.00	3	20120806
242	3	1		1685000.00	3	20120814
243	1	1	1735000.00	1735000.00	3	20120720
244	3	1		1100000.00	3	20120807
245	3	1		1600000.00	3	20120808
246	15	1	2064000.00	2100000.00	3	20120726
247	1	1		1200000.00	98	20120815
248	1	1		1340000.00	3	20120723
249	1	1		2650000.00	3	20120725
250	1	1	1625000.00	1575000.00	3	20120723
251	1	1	1125000.00	1125000.00	3	20120725
252	2	1		215000.00	3	20120813
253	1	1	1700000.00	1700000.00	3	20120724
254	3	1		700000.00	3	20120810
255	1	1		2300000.00	3	20120814
256	1	1	1249000.00	1249000.00	3	20120726
257	7	2		1899000.00	3	20120820
258	3	1		3300000.00	3	20120730
259	14	3		1400000.00	3	20120801
260	3	1		1250000.00	3	20120730
261	1	1		5100000.00	3	20120807
262	1	1		1100000.00	3	20120831
263	1	1	4400000.00	4400000.00	3	20120731
264	1	1	2625000.00	2625000.00	3	20120730
265	1	2		3000000.00	3	20120808
266	1	1		1300000.00	3	20120727
267	1	1	2525000.00	2525000.00	3	20120731
268	3	1	1150000.00	1150000.00	3	20120730
269	1	1		2700000.00	3	20120817
270	3	3	535000.00	523000.00	3	20120728
271	1	1		1150000.00	3	20120806
272	3	1	540000.00	540000.00	3	20120813
273	1	1		3900000.00	3	20120813
274	1	1	1950000.00	1950000.00	3	20120814
275	1	1		3300000.00	3	20120809
276	1	1		2200000.00	3	20120821
277	1	1		1000000.00	3	20120810
278	2	1	2100000.00	2100000.00	3	20120518
279	1	2	1030000.00	1050000.00	3	20120813
280	3	1		772000.00	3	20120814
281	1	1		1300000.00	3	20120501
282	1	1		1250000.00	3	20120810
283	1	1		1310000.00	3	20120809
284	1	1	1430000.00	1450000.00	3	20120808
285	14	1		1325000.00	3	20120820
286	1	1		1375000.00	3	20120813
287	4	2	775000.00	775000.00	3	20120810
288	3	1	678000.00	678000.00	3	20120810
289	4	1	1324000.00	1324000.00	3	20120814
290	1	1		2020000.00	3	20120809
291	1	1		2400000.00	3	20120813
292	1	1		2300000.00	3	20120824
293	7	1		3400000.00	3	20120813
294	1	1		980000.00	3	20120813
295	14	1	2235000.00	2235000.00	3	20120803
296	4	1	1120000.00	1120000.00	3	20120803
297	1	1		1375000.00	3	20120814
298	1	1		2850000.00	3	20120813
299	1	1		1675000.00	3	20120808
300	1	1		2475000.00	3	20120914
301	1	1		2300000.00	3	20120822
302	1	1		1950000.00	3	20120815
303	12	1	2150000.00	2170000.00	3	20120813
304	1	1	1900000.00	1900000.00	3	20100813
305	1	1		1375000.00	3	20120824
306	3	1	1050000.00	1050000.00	3	20120815
307	7	2	1380000.00	1400000.00	3	20120828
308	1	1		3500000.00	3	20120902
309	1	1	1515000.00	1515000.00	3	20120810
310	13	1		1310000.00	3	20120830
311	1	1	2750000.00	2750000.00	3	20120817
312	7	1	1250000.00	1250000.00	3	20120814
313	14	3	2860000.00	2895000.00	3	20120810
314	1	1		1950000.00	3	20120908
315	1	2		2400000.00	3	20120820
316	1	1		1725000.00	3	20120821
317	1	2		2700000.00	3	20120901
318	14	1	2200000.00	2200000.00	3	20120815
319	3	3		230000.00	3	20120904
320	1	1	952200.00	1025000.00	3	20120822
321	1	1		3100000.00	3	20120821
322	13	1	2525000.00	2550000.00	3	20120905
323	1	1	1440000.00	1825000.00	3	20120920
324	1	1		3800000.00	3	20120907
325	4	3	1700000.00	1700000.00	3	20120825
326	1	1		1760000.00	3	20120830
327	1	1	2425000.00	2425000.00	3	20120827
328	14	3		1800000.00	3	20120829
329	3	1		2250000.00	3	20120902
330	1	1	2440000.00	2440000.00	3	20120906
331	1	1	1350000.00	1350000.00	3	20120830
332	4	2	1210000.00	1200000.00	3	20120926
333	1	1	1536000.00	1536000.00	3	20120907
334	1	1	1265000.00	1265000.00	3	20120906
335	1	1	1145000.00	1145000.00	3	20120905
336	12	1	3535000.00	3535000.00	3	20120914
337	1	1	1760000.00	1760000.00	3	20120915
338	3	1	981000.00	981000.00	3	20120917
339	2	1	2600000.00	2600000.00	3	20120924
340	1	2	2050000.00	2050000.00	3	20120925
341	3	1	1020000.00	1020000.00	3	20120924
342	1	1	1975000.00	1975000.00	3	20120926
343	1	1	2715000.00	2715000.00	3	20120927
344	15	3		795000.00	3	20111129			625000

	132	133	134	135	136	137	138	139
	Most Recent Property Valuation Type	Most Recent Property Valuation Date	Most Recent AVM Model Name	Most Recent AVM Confidence Score	Original CLTV	Original LTV	Original Pledged Assets	Mortgage Insurance Company Name
1	10	20120730			0.754600	0.754600	0	0
2					0.800000	0.800000	0	0
3					0.800000	0.680200	0	0
4					0.321100	0.294100	0	0
5	10	20120728			0.474100	0.417000	0	0
6					0.419800	0.419800	0	0
7	10	20120730			0.650000	0.650000	0	0
8					0.096600	0.036000	0	0
9	10	20120730			0.296300	0.223800	0	0
10	5	20120911			0.750000	0.487000	0	0
11	10	20120730			0.750000	0.394300	0	0
12	10	20120729			0.800000	0.800000	0	0
13	5	20120808			0.538400	0.538400	0	0
14	9	20120816			0.625000	0.125000	0	0
15	10	20120730			0.482400	0.482400	0	0
16					0.444400	0.444400	0	0
17	10	20120728			0.484800	0.484800	0	0
18	5	20120917			0.487200	0.487200	0	0
19	9	20120815			0.679500	0.679500	0	0
20	10	20120729			0.400800	0.400800	0	0
21	10	20120731			0.507600	0.507600	0	0
22	10	20120731			0.156200	0.156200	0	0
23	5	20120915			0.553800	0.553800	0	0
24	10	20120730			0.638200	0.638200	0	0
25	10	20120730			0.742700	0.535200	0	0
26	10	20120730			0.425800	0.267700	0	0
27	5	20120808			0.533700	0.390800	0	0
28	5	20120808			0.317200	0.317200	0	0
29	10	20120727			0.775900	0.672800	0	0
30	10	20120730			0.232200	0.232200	0	0
31	9	20120921			0.287700	0.287700	0	0
32	10	20120726			0.575500	0.575500	0	0
33					0.750000	0.750000	0	0
34	10	20120730			0.684900	0.684900	0	0
35	9	20120815			0.655700	0.655700	0	0
36	5	20120807			0.800000	0.672700	0	0
37	10	20120727			0.716100	0.716100	0	0
38	10	20120731			0.800000	0.800000	0	0
39	9	20120919			0.111200	0.111200	0	0
40	5	20120809			0.789800	0.789800	0	0
41					0.628800	0.561800	0	0
42	5	20121026			0.950000	0.800000	0	0
43	10	20120730			0.748700	0.748700	0	0
44	10	20120730			0.750000	0.750000	0	0
45	10	20120730			0.750000	0.750000	0	0
46	10	20120730			0.599000	0.599000	0	0
47	10	20120730			0.750000	0.750000	0	0
48	10	20120726			0.492100	0.492100	0	0
49					0.800000	0.636600	0	0
50	9	20120919			0.366600	0.154400	0	0
51	10	20120730			0.800000	0.800000	0	0
52					0.893000	0.330400	0	0
53					0.591700	0.591700	0	0
54	10	20120730			0.357100	0.357100	0	0
55					0.774800	0.774800	0	0
56					0.700000	0.700000	0	0
57					0.593500	0.593500	0	0
58					0.609900	0.609900	0	0
59					0.478700	0.478700	0	0
60					0.714200	0.714200	0	0
61					0.800000	0.800000	0	0
62					0.372800	0.109700	0	0
63					0.800000	0.800000	0	0
64	10	20120730			0.800000	0.800000	0	0
65					0.556000	0.556000	0	0
66					0.745400	0.745400	0	0
67					0.706500	0.706500	0	0
68					0.607100	0.607100	0	0
69					0.380000	0.380000	0	0
70					0.750000	0.750000	0	0
71					0.800000	0.800000	0	0
72					0.394400	0.394400	0	0
73					0.553900	0.553900	0	0
74					0.517200	0.517200	0	0
75					0.450000	0.250000	0	0
76					0.800000	0.800000	0	0
77					0.747500	0.586200	0	0
78					0.750000	0.750000	0	0
79					0.769200	0.769200	0	0
80					0.697100	0.575400	0	0
81					0.555500	0.555500	0	0
82					0.562000	0.356900	0	0
83					0.750000	0.750000	0	0
84					0.763200	0.763200	0	0
85					0.367600	0.294100	0	0
86					0.500000	0.333300	0	0
87					0.625000	0.446400	0	0
88					0.750000	0.521700	0	0
89					0.196400	0.196400	0	0
90					0.800000	0.800000	0	0
91					0.688400	0.688400	0	0
92					0.603400	0.301700	0	0
93					0.218900	0.218900	0	0
94					0.319200	0.319200	0	0
95					0.663800	0.663800	0	0
96					0.647500	0.447500	0	0
97					0.681800	0.636300	0	0
98					0.700000	0.700000	0	0
99					0.723200	0.723200	0	0
100					0.703500	0.703500	0	0
101					0.529400	0.529400	0	0
102					0.800000	0.800000	0	0
103					0.796300	0.796300	0	0
104					0.620100	0.620100	0	0
105					0.245200	0.245200	0	0
106					0.646500	0.646500	0	0
107					0.651000	0.651000	0	0
108					0.421000	0.421000	0	0
109					0.592200	0.592200	0	0
110					0.431800	0.431800	0	0
111					0.700000	0.700000	0	0
112					0.750000	0.750000	0	0
113					0.410200	0.230700	0	0
114					0.384600	0.384600	0	0
115					0.800000	0.800000	0	0
116					0.529800	0.529800	0	0
117					0.764400	0.764400	0	0
118					0.093700	0.093700	0	0
119					0.563800	0.563800	0	0
120					0.800000	0.800000	0	0
121					0.714200	0.582000	0	0
122					0.800000	0.800000	0	0
123					0.450000	0.450000	0	0
124					0.663600	0.546200	0	0
125					0.561200	0.287000	0	0
126					0.750000	0.750000	0	0
127					0.333300	0.333300	0	0
128					0.733300	0.733300	0	0
129					0.800000	0.800000	0	0
130					0.679600	0.582500	0	0
131					0.529400	0.529400	0	0
132					0.480500	0.480500	0	0
133					0.544300	0.544300	0	0
134					0.635600	0.526500	0	0
135					0.800000	0.800000	0	0
136					0.750000	0.708300	0	0
137					0.623300	0.623300	0	0
138					0.578900	0.578900	0	0
139					0.750000	0.750000	0	0
140					0.644700	0.644700	0	0
141					0.608400	0.467600	0	0
142					0.700000	0.700000	0	0
143					0.793500	0.793500	0	0
144					0.631500	0.631500	0	0
145					0.629100	0.629100	0	0
146					0.750000	0.750000	0	0
147					0.800000	0.800000	0	0
148					0.457500	0.407500	0	0
149					0.450000	0.450000	0	0
150					0.619700	0.281600	0	0
151					0.799900	0.799900	0	0
152					0.750000	0.750000	0	0
153					0.600000	0.600000	0	0
154					0.192300	0.192300	0	0
155					0.567400	0.567400	0	0
156					0.658300	0.658300	0	0
157					0.700000	0.700000	0	0
158					0.600000	0.600000	0	0
159					0.800000	0.708600	0	0
160					0.600000	0.600000	0	0
161					0.800000	0.555800	0	0
162					0.588200	0.588200	0	0
163					0.714200	0.628500	0	0
164					0.750000	0.750000	0	0
165					0.606300	0.606300	0	0
166					0.707700	0.545400	0	0
167					0.705800	0.588200	0	0
168					0.750000	0.750000	0	0
169					0.752000	0.752000	0	0
170					0.800000	0.331100	0	0
171					0.222600	0.222600	0	0
172					0.576900	0.576900	0	0
173					0.800000	0.800000	0	0
174					0.729400	0.729400	0	0
175					0.800000	0.800000	0	0
176					0.696200	0.696200	0	0
177					0.518900	0.491800	0	0
178					0.755500	0.755500	0	0
179					0.761900	0.571400	0	0
180					0.717700	0.717700	0	0
181					0.460300	0.287900	0	0
182					0.218800	0.218800	0	0
183					0.650000	0.492900	0	0
184					0.640000	0.640000	0	0
185					0.413700	0.275800	0	0
186					0.575000	0.575000	0	0
187					0.320000	0.320000	0	0
188					0.797500	0.625000	0	0
189					0.770800	0.770800	0	0
190					0.538500	0.424200	0	0
191					0.800000	0.800000	0	0
192					0.800000	0.800000	0	0
193					0.485700	0.485700	0	0
194					0.800000	0.800000	0	0
195					0.750000	0.600000	0	0
196					0.508400	0.508400	0	0
197					0.250600	0.250600	0	0
198					0.470500	0.470500	0	0
199					0.750000	0.750000	0	0
200					0.605200	0.410500	0	0
201					0.800000	0.800000	0	0
202					0.800000	0.800000	0	0
203					0.676000	0.676000	0	0
204					0.732200	0.732200	0	0
205					0.334600	0.181600	0	0
206					0.800000	0.800000	0	0
207					0.700000	0.700000	0	0
208					0.363600	0.363600	0	0
209					0.633300	0.633300	0	0
210					0.700000	0.700000	0	0
211					0.800000	0.800000	0	0
212					0.735800	0.735800	0	0
213					0.528300	0.528300	0	0
214					0.750000	0.750000	0	0
215					0.594500	0.594500	0	0
216					0.672200	0.672200	0	0
217					0.678500	0.607100	0	0
218					0.647000	0.588200	0	0
219					0.659200	0.659200	0	0
220					0.800000	0.800000	0	0
221					0.800000	0.800000	0	0
222					0.750000	0.750000	0	0
223					0.800000	0.800000	0	0
224					0.800000	0.800000	0	0
225					0.598900	0.598900	0	0
226					0.520000	0.520000	0	0
227					0.750000	0.666600	0	0
228					0.800000	0.800000	0	0
229					0.759200	0.671500	0	0
230					0.587500	0.587500	0	0
231					0.643000	0.612300	0	0
232					0.761200	0.761200	0	0
233					0.800000	0.800000	0	0
234					0.701900	0.637400	0	0
235					0.592500	0.592500	0	0
236					0.733300	0.666600	0	0
237					0.800000	0.800000	0	0
238					0.800000	0.800000	0	0
239					0.259500	0.259500	0	0
240					0.725000	0.308300	0	0
241					0.672800	0.672800	0	0
242					0.574400	0.426100	0	0
243					0.576300	0.489900	0	0
244					0.736300	0.736300	0	0
245					0.562500	0.562500	0	0
246					0.650000	0.650000	0	0
247					0.833300	0.833300	0	0
248					0.681300	0.681300	0	0
249					0.509400	0.358400	0	0
250					0.523800	0.523800	0	0
251					0.800000	0.800000	0	0
252					0.739500	0.739500	0	0
253					0.705800	0.705800	0	0
254					0.321400	0.321400	0	0
255					0.695600	0.478200	0	0
256					0.800000	0.800000	0	0
257					0.510700	0.510700	0	0
258					0.606000	0.606000	0	0
259					0.698500	0.698500	0	0
260					0.685600	0.685600	0	0
261					0.275800	0.246400	0	0
262					0.715900	0.715900	0	0
263					0.454500	0.454500	0	0
264					0.700000	0.700000	0	0
265					0.333300	0.333300	0	0
266					0.746100	0.746100	0	0
267					0.792000	0.792000	0	0
268					0.800000	0.800000	0	0
269					0.514800	0.329600	0	0
270					0.797300	0.797300	0	0
271					0.665200	0.665200	0	0
272					0.800000	0.800000	0	0
273					0.641000	0.512800	0	0
274					0.615300	0.564100	0	0
275					0.530300	0.303000	0	0
276					0.500000	0.500000	0	0
277					0.525000	0.525000	0	0
278					0.750000	0.619000	0	0
279					0.679600	0.679600	0	0
280					0.750000	0.750000	0	0
281					0.707600	0.707600	0	0
282					0.650000	0.650000	0	0
283					0.567100	0.567100	0	0
284					0.800000	0.800000	0	0
285					0.502600	0.502600	0	0
286					0.677000	0.677000	0	0
287					0.750000	0.750000	0	0
288					0.790500	0.790500	0	0
289					0.750000	0.750000	0	0
290					0.440500	0.440500	0	0
291					0.750000	0.750000	0	0
292					0.313000	0.313000	0	0
293					0.588200	0.588200	0	0
294					0.738700	0.738700	0	0
295					0.800000	0.800000	0	0
296					0.669600	0.669600	0	0
297					0.727200	0.727200	0	0
298					0.329800	0.277100	0	0
299					0.700000	0.597000	0	0
300					0.505000	0.404000	0	0
301					0.602100	0.602100	0	0
302					0.558900	0.558900	0	0
303					0.697600	0.697600	0	0
304					0.789400	0.789400	0	0
305					0.718500	0.514100	0	0
306					0.800000	0.800000	0	0
307					0.710100	0.554300	0	0
308					0.358200	0.358200	0	0
309					0.800000	0.800000	0	0
310					0.484700	0.484700	0	0
311					0.727200	0.727200	0	0
312					0.800000	0.800000	0	0
313					0.524400	0.524400	0	0
314					0.435800	0.435800	0	0
315					0.312500	0.312500	0	0
316					0.434700	0.434700	0	0
317					0.185100	0.185100	0	0
318					0.750000	0.750000	0	0
319					0.476000	0.476000	0	0
320					0.756100	0.756100	0	0
321					0.445100	0.445100	0	0
322					0.297000	0.297000	0	0
323					0.800000	0.800000	0	0
324					0.582800	0.521000	0	0
325					0.647000	0.647000	0	0
326					0.680600	0.680600	0	0
327					0.701000	0.494800	0	0
328					0.590000	0.590000	0	0
329					0.664000	0.352800	0	0
330					0.764900	0.564100	0	0
331					0.800000	0.800000	0	0
332					0.750000	0.750000	0	0
333					0.651000	0.651000	0	0
334					0.800000	0.800000	0	0
335					0.694300	0.694300	0	0
336					0.594000	0.424300	0	0
337					0.431800	0.431800	0	0
338					0.800000	0.800000	0	0
339					0.650000	0.650000	0	0
340					0.384600	0.384600	0	0
341					0.607800	0.607800	0	0
342					0.746800	0.746800	0	0
343					0.736600	0.736600	0	0
344	5	20120821			0.597400	0.597400	0	0

	140	141	142	143	144	145	146	147	148
	Mortgage Insurance Percent	MI: Lender or Borrower Paid?	Pool Insurance Co. Name	Pool Insurance Stop Loss %	MI Certificate Number	Updated DTI (Front-end)	Updated DTI (Back-end)	Modification Effective Payment Date	Total Capitalized Amount
1	0
2	0
3	0
4	0
5	0
6	0
7	0
8	0
9	0
10	0
11	0
12	0
13	0
14	0
15	0							1/6/2012
16	0							1/9/2012
17	0
18	0
19	0
20	0							3/7/2012
21	0
22	0
23	0
24	0
25	0
26	0
27	0
28	0
29	0
30	0
31	0
32	0							6/21/2012
33	0
34	0
35	0
36	0							4/30/2012
37	0
38	0
39	0
40	0
41	0
42	0
43	0
44	0
45	0
46	0
47	0
48	0
49	0
50	0
51	0
52	0
53	0
54	0
55	0
56	0
57	0
58	0
59	0
60	0
61	0
62	0
63	0
64	0
65	0
66	0
67	0
68	0
69	0
70	0
71	0
72	0
73	0
74	0
75	0
76	0
77	0
78	0
79	0
80	0
81	0
82	0
83	0
84	0
85	0
86	0
87	0
88	0
89	0
90	0
91	0
92	0
93	0
94	0
95	0
96	0
97	0
98	0
99	0
100	0
101	0
102	0
103	0
104	0
105	0
106	0
107	0
108	0
109	0
110	0
111	0
112	0
113	0
114	0
115	0
116	0
117	0
118	0
119	0
120	0
121	0
122	0
123	0
124	0
125	0
126	0
127	0
128	0
129	0
130	0
131	0
132	0
133	0
134	0
135	0
136	0
137	0
138	0
139	0
140	0
141	0
142	0
143	0
144	0
145	0
146	0
147	0
148	0
149	0
150	0
151	0
152	0
153	0
154	0
155	0
156	0
157	0
158	0
159	0
160	0
161	0
162	0
163	0
164	0
165	0
166	0
167	0
168	0
169	0
170	0
171	0
172	0
173	0
174	0
175	0
176	0
177	0
178	0
179	0
180	0
181	0
182	0
183	0
184	0
185	0
186	0
187	0
188	0
189	0
190	0
191	0
192	0
193	0
194	0
195	0
196	0
197	0
198	0
199	0
200	0
201	0
202	0
203	0
204	0
205	0
206	0
207	0
208	0
209	0
210	0
211	0
212	0
213	0
214	0
215	0
216	0
217	0
218	0
219	0
220	0
221	0
222	0
223	0
224	0
225	0
226	0
227	0
228	0
229	0
230	0
231	0
232	0
233	0
234	0
235	0
236	0
237	0
238	0
239	0
240	0
241	0
242	0
243	0
244	0
245	0
246	0
247	0
248	0
249	0
250	0
251	0
252	0
253	0
254	0
255	0
256	0
257	0
258	0
259	0
260	0
261	0
262	0
263	0
264	0
265	0
266	0
267	0
268	0
269	0
270	0
271	0
272	0
273	0
274	0
275	0
276	0
277	0
278	0
279	0
280	0
281	0
282	0
283	0
284	0
285	0
286	0
287	0
288	0
289	0
290	0
291	0
292	0
293	0
294	0
295	0
296	0
297	0
298	0
299	0
300	0
301	0
302	0
303	0
304	0
305	0
306	0
307	0
308	0
309	0
310	0
311	0
312	0
313	0
314	0
315	0
316	0
317	0
318	0
319	0
320	0
321	0
322	0
323	0
324	0
325	0
326	0
327	0
328	0
329	0
330	0
331	0
332	0
333	0
334	0
335	0
336	0
337	0
338	0
339	0
340	0
341	0
342	0
343	0
344	0

	149	150	151	152	153	154	155	156
	Total Deferred Amount	Pre-Modification Interest (Note) Rate	Pre-Modification P&I Payment	Pre-Modification Initial Interest Rate Change Downward Cap	Pre-Modification Subsequent Interest Rate Cap	Pre-Modification Next Interest Rate Change Date	Pre-Modification I/O Term	Forgiven Principal Amount
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15		0.05	4583.33
16		0.05	10736.44
17
18
19
20		0.05	5368.22
21
22
23
24
25
26
27
28
29
30
31
32		0.04125	3708.19
33
34
35
36		0.044	5508.28
37
38
39
40
41
42
43
44
45
46
47
48
49
50
51
52
53
54
55
56
57
58
59
60
61
62
63
64
65
66
67
68
69
70
71
72
73
74
75
76
77
78
79
80
81
82
83
84
85
86
87
88
89
90
91
92
93
94
95
96
97
98
99
100
101
102
103
104
105
106
107
108
109
110
111
112
113
114
115
116
117
118
119
120
121
122
123
124
125
126
127
128
129
130
131
132
133
134
135
136
137
138
139
140
141
142
143
144
145
146
147
148
149
150
151
152
153
154
155
156
157
158
159
160
161
162
163
164
165
166
167
168
169
170
171
172
173
174
175
176
177
178
179
180
181
182
183
184
185
186
187
188
189
190
191
192
193
194
195
196
197
198
199
200
201
202
203
204
205
206
207
208
209
210
211
212
213
214
215
216
217
218
219
220
221
222
223
224
225
226
227
228
229
230
231
232
233
234
235
236
237
238
239
240
241
242
243
244
245
246
247
248
249
250
251
252
253
254
255
256
257
258
259
260
261
262
263
264
265
266
267
268
269
270
271
272
273
274
275
276
277
278
279
280
281
282
283
284
285
286
287
288
289
290
291
292
293
294
295
296
297
298
299
300
301
302
303
304
305
306
307
308
309
310
311
312
313
314
315
316
317
318
319
320
321
322
323
324
325
326
327
328
329
330
331
332
333
334
335
336
337
338
339
340
341
342
343
344

	157	158	159	160	161	162	163
	Forgiven Interest Amount	Number of Modifications	Cash To/From Brrw at Closing	Brrw - Yrs at in Industry	CoBrrw - Yrs at in Industry	Junior Mortgage Drawn Amount	Maturity Date
1				2			20401101
2				6	5		20420801
3				23	0	176000	20421001
4				27	9	230000	20401201
5				20	0	100000	20401201
6				25			20401201
7				10	20		20401201
8				57	0	0	20410101
9				0		16967	20410301
10				10		228750	20410401
11				22		658000	20410301
12				45			20410301
13				8			20410401
14				10	0	242661.22	20410601
15				6	0		20410601
16				15	6		20410701
17				7			20420101
18				10	0		20410801
19				32	5		20410701
20				28	0		20410801
21				0			20410801
22				50	0		20410801
23				62	1		20411001
24				12	35		20411201
25				15	16	250000	20411101
26				19		200000	20411101
27				20		250000	20420101
28				20	0		20411101
29				14	7	110250	20420101
30				10			20411101
31				5	20		20420101
32				6			20411101
33				17			20420401
34				24	10		20411201
35				10	15		20420201
36				13	18	208000	20420101
37				8			20420201
38				8			20411101
39				12	1		20411201
40				20	0		20420101
41				23	18	65000	20420201
42				35	30	106650	20411201
43				12	2		20411201
44				8			20411201
45				17	7		20420101
46				25			20411201
47				25			20411201
48				10			20420101
49				21	10	187000	20411201
50				0	0	71805.83	20420101
51				14	5		20420101
52				20	0	710000	20420401
53				5			20420101
54				20	0		20420201
55				25	0		20420401
56				20	0		20420601
57				30			20420401
58				30			20420401
59				30			20420401
60				20	1		20420301
61				20	1		20420501
62				5		80960.17	20420301
63				10			20420501
64				7	7		20420201
65				8			20420301
66				16	12		20420401
67				20			20420701
68				12			20420301
69				12			20420601
70				28	0		20420401
71				8	0		20420501
72				0			20420401
73				10			20420301
74				22	0		20420501
75				40	20	229039.06	20420501
76				2			20420601
77				14		200000	20420501
78				50	33		20421001
79				25			20420501
80				12		0	20420501
81				20			20420401
82				28	22	0	20420501
83				20	1		20420401
84				16	15		20420501
85				10	0	0	20420701
86				20		500000	20420901
87				13	15	0	20420601
88				27	26	787500	20420601
89				30			20420501
90				25	4		20421001
91				14	0		20420501
92				30	0	62930	20420601
93				40			20420601
94				8			20420501
95				10	10		20420601
96				30	35	251491	20420801
97				5	10	100000	20420601
98				17	7		20420501
99				30	25		20420501
100				15	6		20420601
101				35			20420701
102				12	10		20420501
103				14			20420501
104				21	2		20420701
105				10	0		20420601
106				16			20420601
107				20	20		20420601
108				20	6		20420901
109				5	0		20421001
110				40	35		20420801
111				46	35		20420801
112				21	13		20420901
113				0	0	139492.37	20420801
114				0			20420601
115				5			20420601
116				15			20420601
117				10	6		20420701
118				7	16		20420701
119				20	2		20420701
120				13	0		20420701
121				18	14	200000	20420801
122				5	8		20420701
123				41	0		20420701
124				15	30	155000	20420701
125				17	0	0	20420701
126				17	20		20420801
127				2	3		20420701
128				7	0		20421001
129				25			20420601
130				11	0	200000	20420701
131				5	8		20420801
132				15	15		20420601
133				40	0		20420801
134				22	25	0	20420801
135				5			20420701
136				13	15	100000	20420701
137				47	38		20420801
138				38			20420701
139				5	0		20420701
140				20	25		20420701
141				35	0	250000	20420801
142				16	16		20421101
143				11	0		20420601
144				10	12		20420701
145				21			20420701
146				10	6		20420801
147				1	30		20420701
148				15	0	100000	20420801
149				10	0		20420701
150				20	20	1200000	20420701
151				9	0		20421001
152				18	0		20420701
153				40	40		20420701
154				20	10		20420801
155				7			20420701
156				15	12		20420801
157				12			20420701
158				12	3		20420801
159				14		105000	20420801
160				24			20420801
161				23	23	439175	20420701
162				12	7		20420701
163				21	0	100000	20420801
164				20	7		20420701
165				0	0		20420801
166				12	2	250	20420701
167				10	20	200000	20420701
168				16	16		20420901
169				17	17		20420801
170				0	3	708000	20420701
171				0	0		20420701
172				15	9		20420701
173				15	0		20420801
174				17	1		20420801
175				8	0		20420701
176				20	20		20420801
177				30	0	50000	20420901
178				21			20420901
179				19		200000	20420801
180				4			20420901
181				10	10	500000	20420801
182				0	0		20420801
183				15	0	1115000	20420801
184				0			20420801
185				24	25	1000000	20420801
186				16	5		20420801
187				20	0		20420801
188				23	0	414000	20420801
189				12	8		20420801
190				15		400000	20420901
191				4			20421101
192				6			20420801
193				30	0		20420801
194				31	31		20420801
195				6	11	300000	20421001
196				20			20420801
197				20			20420801
198				0			20420801
199				3	3		20420901
200				16	0	740000	20420901
201				15	0		20420801
202				8			20420801
203				10	10		20420901
204				8	11		20421001
205				21	3	500000	20420901
206				22			20420801
207				15	15		20420801
208				0	25		20420901
209				1	35		20420901
210				10	0		20420901
211				7	11		20420901
212				20	1		20420801
213				0	2		20420801
214				5			20421001
215				19	20		20420901
216				0			20420901
217				24	16	100000	20420901
218				20	4	0	20421001
219				30	8		20420901
220				18	2		20420901
221				9	0		20420901
222				6	6		20420801
223				10	12		20420801
224				17	15		20420801
225				20	15		20420901
226				38	32		20420901
227				4	3	4051	20421001
228				13			20420801
229				13	0	142000	20420901
230				6	0		20420901
231				4	4	10035.95	20420901
232				0			20421001
233				24	0		20420901
234				17	0	100000	20420901
235				27			20421101
236				15	8	57834	20421001
237				35	10		20420901
238				22	15		20420901
239				20	0		20421001
240				42	26	514096	20421001
241				20	0		20420901
242				0	0	115598	20421001
243				17	15	150000	20420801
244				10	2		20421001
245				30	0		20421001
246				22			20420901
247				26	0		20421001
248				17	15		20421001
249				17	12	0	20420901
250				9	10		20420901
251				16	19		20420901
252				3	16		20421001
253				3	0		20420901
254				0	0		20421001
255				31	2	500000	20421101
256				8	8		20420901
257				45			20421001
258				4	10		20420901
259				20	4		20420901
260				8	6		20420901
261				10	8	150000	20421001
262				16	6		20421101
263				12	0		20421001
264				14			20420901
265				30			20421001
266				20	0		20421001
267				15	15		20420901
268				11			20420901
269				17		192046	20421101
270				40	0		20420901
271				6	0		20421001
272				7			20421001
273				25	0	500000	20421001
274				15	20	100000	20421001
275				18	0	750000	20421001
276				27	22		20421001
277				24			20421001
278				30		275000	20421001
279				12	0		20421001
280				7			20421101
281				9	2		20420901
282				12	27		20421001
283				20	27		20421001
284				7	7		20420901
285				6			20421001
286				8	7		20421101
287				33			20421001
288				2	33		20420901
289				12	0		20421001
290				17	0		20421001
291				14	18		20421001
292				1			20421001
293				20	0		20421001
294				5	7		20421001
295				5			20420901
296				40	8		20420901
297				9	9		20421001
298				15	0	150000	20421001
299				21	21	172500	20421001
300				16	8	250000	20421101
301				5			20421001
302				12	10		20421001
303				14			20420901
304				17	7		20421001
305				30	0	281000	20421001
306				5			20421001
307				25	23	215000	20421101
308				20	8		20421101
309				0	15		20420901
310				25	0		20421101
311				28			20420901
312				10	10		20420901
313				9	1		20421001
314				30			20421101
315				9	1		20421001
316				9	1		20421001
317				34	0		20421001
318				20	10		20421001
319				0			20421001
320				21	0		20421001
321				15			20421001
322				2	16		20421001
323				12	0		20421101
324				16	24	235000	20421101
325				30	0		20421001
326				13	14		20421001
327				10	6	500000	20421001
328				20	10		20421001
329				26	19	700000	20421101
330				12	9	490000	20421001
331				15			20421001
332				16	0		20421101
333				17	0		20421001
334				11	5		20421001
335				24	11		20421001
336				15	0	600000	20421101
337				17	20		20421001
338				7	0		20421101
339				20			20421101
340				0	0		20421101
341				12	11		20421101
342				13	15		20421101
343				20	7		20421101
344				37			20420101

	164	165	166	167	168	169	170	171	172
	Primary Borrower Wage Income (Salary)	Primary Borrower Wage Income (Bonus)	Primary Borrower Wage Income (Commission)	Co-Borrower Wage Income (Salary)	Co-Borrower Wage Income (Bonus)	Co-Borrower Wage Income (Commission)	Originator Doc Code	RWT Income Verification	RWT Asset Verification
1							Full	Two Years	One Month
2							Full	Two Years	One Month
3							Full	Two Years	One Month
4							Full	Two Years	One Month
5							Full	Two Years	One Month
6							Full	Two Years	Two Months
7							Full	Two Years	One Month
8							Full	Two Years	One Month
9							Full	Two Years	One Month
10							Full	Two Years	One Month
11							Full	Two Years	One Month
12							Full	One Year	One Month
13							Full	Two Years	One Month
14							Full	Two Years	One Month
15							Full	Two Years	One Month
16							Full	Two Years	One Month
17							Full	Two Years	One Month
18							Full	Two Years	One Month
19							Full	Two Years	One Month
20							Full	Two Years	One Month
21							Full	Two Years	One Month
22							Full	Two Years	One Month
23							Full	Two Years	Two Months
24							Full	Two Years	One Month
25							Full	Two Years	One Month
26							Full	Two Years	One Month
27							Full	Two Years	One Month
28							Full	Two Years	One Month
29							Full	Two Years	Two Months
30							Full	Two Years	One Month
31							Full	Two Years	Two Months
32							Full	Two Years	One Month
33							Full	Two Years	Two Months
34							Full	Two Years	One Month
35							Full	Two Years	One Month
36							Full	Two Years	Two Months
37							Full	Two Years	One Month
38							Full	Two Years	Two Months
39							Full	Two Years	One Month
40							Full	Two Years	Two Months
41							Full	Two Years	One Month
42							Full	Two Years	One Month
43							Full	Two Years	Two Months
44							Full	Two Years	One Month
45							Full	Two Years	One Month
46							Full	Two Years	One Month
47							Full	Two Years	One Month
48							Full	Two Years	One Month
49							Full	Two Years	Two Months
50							Full	Two Years	Two Months
51							Full	Two Years	One Month
52							Full	Two Years	One Month
53							Full	Two Years	One Month
54							Full	Two Years	Two Months
55							Full	Two Years	One Month
56							Full	Two Years	One Month
57							Full	Two Years	One Month
58							Full	Two Years	One Month
59							Full	Two Years	One Month
60							Full	Two Years	Two Months
61							Full	Two Years	One Month
62							Full	Two Years	One Month
63							Full	Two Years	One Month
64							Full	Two Years	One Month
65							Full	Two Years	One Month
66							Full	Two Years	One Month
67							Full	Two Years	One Month
68							Full	Two Years	One Month
69							Full	Two Years	Two Months
70							Full	Two Years	One Month
71							Full	Two Years	One Month
72							Full	Two Years	One Month
73							Full	Two Years	One Month
74							Full	Two Years	One Month
75							Full	Two Years	One Month
76							Full	Two Years	One Month
77							Full	Two Years	Two Months
78							Full	Two Years	One Month
79							Full	Two Years	Two Months
80							Full	Two Years	One Month
81							Full	Two Years	One Month
82							Full	Two Years	One Month
83							Full	Two Years	One Month
84							Full	Two Years	Two Months
85							Full	Two Years	One Month
86							Full	Two Years	Two Months
87							Full	Two Years	One Month
88							Full	Two Years	Two Months
89							Full	Two Years	One Month
90							Full	Two Years	One Month
91							Full	Two Years	One Month
92							Full	Two Years	One Month
93							Full	Two Years	Two Months
94							Full	Two Years	One Month
95							Full	Two Years	One Month
96							Full	Two Years	One Month
97							Full	Two Years	One Month
98							Full	Two Years	One Month
99							Full	Two Years	One Month
100							Full	Two Years	One Month
101							Full	Two Years	One Month
102							Full	Two Years	One Month
103							Full	Two Years	One Month
104							Full	Two Years	One Month
105							Full	Two Years	One Month
106							Full	Two Years	One Month
107							Full	Two Years	One Month
108							Full	Two Years	One Month
109							Full	Two Years	Two Months
110							Full	Two Years	One Month
111							Full	Two Years	One Month
112							Full	Two Years	Two Months
113							Full	Two Years	One Month
114							Full	Two Years	One Month
115							Full	Two Years	One Month
116							Full	Two Years	One Month
117							Full	Two Years	One Month
118							Full	Two Years	One Month
119							Full	Two Years	One Month
120							Full	Two Years	One Month
121							Full	Two Years	One Month
122							Full	Two Years	One Month
123							Full	Two Years	One Month
124							Full	Two Years	Two Months
125							Full	Two Years	One Month
126							Full	Two Years	One Month
127							Full	Two Years	One Month
128							Full	Two Years	Two Months
129							Full	Two Years	One Month
130							Full	Two Years	One Month
131							Full	Two Years	Two Months
132							Full	Two Years	One Month
133							Full	Two Years	One Month
134							Full	Two Years	One Month
135							Full	Two Years	One Month
136							Full	Two Years	One Month
137							Full	Two Years	One Month
138							Full	Two Years	One Month
139							Full	Two Years	One Month
140							Full	Two Years	One Month
141							Full	Two Years	One Month
142							Full	Two Years	Two Months
143							Full	Two Years	One Month
144							Full	Two Years	One Month
145							Full	Two Years	Two Months
146							Full	Two Years	One Month
147							Full	Two Years	One Month
148							Full	Two Years	One Month
149							Full	Two Years	One Month
150							Full	Two Years	One Month
151							Full	Two Years	One Month
152							Full	Two Years	Two Months
153							Full	Two Years	One Month
154							Full	Two Years	One Month
155							Full	Two Years	One Month
156							Full	Two Years	One Month
157							Full	Two Years	One Month
158							Full	Two Years	One Month
159							Full	Two Years	One Month
160							Full	Two Years	Two Months
161							Full	Two Years	One Month
162							Full	Two Years	One Month
163							Full	Two Years	Two Months
164							Full	Two Years	One Month
165							Full	Two Years	One Month
166							Full	Two Years	One Month
167							Full	Two Years	One Month
168							Full	Two Years	One Month
169							Full	Two Years	One Month
170							Full	Two Years	One Month
171							Full	Two Years	One Month
172							Full	Two Years	One Month
173							Full	Two Years	One Month
174							Full	Two Years	One Month
175							Full	Two Years	Two Months
176							Full	Two Years	Two Months
177							Full	Two Years	One Month
178							Full	Two Years	Two Months
179							Full	Two Years	One Month
180							Full	Two Years	One Month
181							Full	Two Years	One Month
182							Full	Two Years	One Month
183							Full	Two Years	One Month
184							Full	Two Years	One Month
185							Full	Two Years	One Month
186							Full	Two Years	One Month
187							Full	Two Years	One Month
188							Full	Two Years	One Month
189							Full	Two Years	Two Months
190							Full	Two Years	Two Months
191							Full	Two Years	One Month
192							Full	Two Years	One Month
193							Full	Two Years	One Month
194							Full	Two Years	One Month
195							Full	Two Years	Two Months
196							Full	Two Years	One Month
197							Full	Two Years	One Month
198							Full	Two Years	Two Months
199							Full	Two Years	One Month
200							Full	Two Years	Two Months
201							Full	Two Years	Two Months
202							Full	Two Years	Two Months
203							Full	Two Years	Two Months
204							Full	Two Years	Two Months
205							Full	Two Years	One Month
206							Full	Two Years	One Month
207							Full	Two Years	One Month
208							Full	Two Years	One Month
209							Full	Two Years	One Month
210							Full	Two Years	Two Months
211							Full	Two Years	One Month
212							Full	Two Years	One Month
213							Full	Two Years	One Month
214							Full	Two Years	Two Months
215							Full	Two Years	One Month
216							Full	Two Years	Two Months
217							Full	Two Years	One Month
218							Full	Two Years	One Month
219							Full	Two Years	One Month
220							Full	Two Years	Two Months
221							Full	Two Years	One Month
222							Full	Two Years	One Month
223							Full	Two Years	One Month
224							Full	Two Years	Two Months
225							Full	Two Years	Two Months
226							Full	Two Years	One Month
227							Full	Two Years	One Month
228							Full	Two Years	Two Months
229							Full	Two Years	One Month
230							Full	Two Years	Two Months
231							Full	Two Years	One Month
232							Full	Two Years	One Month
233							Full	Two Years	Two Months
234							Full	Two Years	One Month
235							Full	Two Years	Two Months
236							Full	Two Years	One Month
237							Full	Two Years	One Month
238							Full	Two Years	One Month
239							Full	Two Years	Two Months
240							Full	Two Years	One Month
241							Full	Two Years	One Month
242							Full	Two Years	Two Months
243							Full	Two Years	Two Months
244							Full	Two Years	One Month
245							Full	Two Years	One Month
246							Full	Two Years	Two Months
247							Full	Two Years	One Month
248							Full	Two Years	One Month
249							Full	Two Years	One Month
250							Full	Two Years	Two Months
251							Full	Two Years	Two Months
252							Full	Two Years	Two Months
253							Full	Two Years	Two Months
254							Full	Two Years	Two Months
255							Full	Two Years	One Month
256							Full	Two Years	One Month
257							Full	Two Years	One Month
258							Full	Two Years	One Month
259							Full	Two Years	Two Months
260							Full	Two Years	Two Months
261							Full	Two Years	Two Months
262							Full	Two Years	One Month
263							Full	Two Years	One Month
264							Full	Two Years	One Month
265							Full	Two Years	One Month
266							Full	Two Years	Two Months
267							Full	Two Years	Two Months
268							Full	Two Years	Two Months
269							Full	Two Years	One Month
270							Full	Two Years	Two Months
271							Full	Two Years	One Month
272							Full	Two Years	Two Months
273							Full	Two Years	Two Months
274							Full	Two Years	One Month
275							Full	Two Years	Two Months
276							Full	Two Years	Two Months
277							Full	Two Years	One Month
278							Full	Two Years	Two Months
279							Full	Two Years	One Month
280							Full	Two Years	One Month
281							Full	Two Years	One Month
282							Full	Two Years	One Month
283							Full	Two Years	Two Months
284							Full	Two Years	Two Months
285							Full	Two Years	One Month
286							Full	Two Years	Two Months
287							Full	Two Years	Two Months
288							Full	Two Years	Two Months
289							Full	Two Years	One Month
290							Full	Two Years	One Month
291							Full	Two Years	One Month
292							Full	Two Years	One Month
293							Full	Two Years	One Month
294							Full	Two Years	Two Months
295							Full	Two Years	Two Months
296							Full	Two Years	One Month
297							Full	Two Years	One Month
298							Full	Two Years	Two Months
299							Full	Two Years	Two Months
300							Full	Two Years	One Month
301							Full	Two Years	One Month
302							Full	Two Years	One Month
303							Full	Two Years	One Month
304							Full	Two Years	One Month
305							Full	Two Years	One Month
306							Full	Two Years	Two Months
307							Full	Two Years	One Month
308							Full	Two Years	One Month
309							Full	Two Years	One Month
310							Full	Two Years	Two Months
311							Full	Two Years	One Month
312							Full	Two Years	One Month
313							Full	Two Years	Two Months
314							Full	Two Years	One Month
315							Full	Two Years	Two Months
316							Full	Two Years	Two Months
317							Full	Two Years	One Month
318							Full	Two Years	One Month
319							Full	Two Years	One Month
320							Full	Two Years	One Month
321							Full	Two Years	Two Months
322							Full	Two Years	Two Months
323							Full	Two Years	One Month
324							Full	Two Years	One Month
325							Full	Two Years	Two Months
326							Full	Two Years	One Month
327							Full	Two Years	Two Months
328							Full	Two Years	One Month
329							Full	Two Years	Two Months
330							Full	Two Years	One Month
331							Full	Two Years	Two Months
332							Full	Two Years	Two Months
333							Full	Two Years	Two Months
334							Full	Two Years	Two Months
335							Full	Two Years	One Month
336							Full	Two Years	One Month
337							Full	Two Years	One Month
338							Full	Two Years	One Month
339							Full	Two Years	One Month
340							Full	Two Years	Two Months
341							Full	Two Years	Two Months
342							Full	Two Years	One Month
343							Full	Two Years	Two Months
344							Full	Two Years	One Month

ATTACHMENT 2A

SALE AND SERVICING AGREEMENT

Refer to Exhibit 10.1

ATTACHMENT 2B

PURCHASE AGREEMENT

EXECUTION VERSION

FLOW MORTGAGE LOAN SALE AND SERVICING AGREEMENT

between

FIRST REPUBLIC BANK

as Seller and as Servicer,

and

RBS FINANCIAL PRODUCTS INC. 

as Purchaser

September 7, 2012

Performing Residential Mortgage Loans

(Servicing Retained)

TABLE OF CONTENTS

		Page
SECTION 1.       Definitions.		1
SECTION 2.       Purchase and Conveyance.		12
SECTION 3.       Mortgage Loan Schedule.		12
SECTION 4.       Purchase Price.		12
SECTION 5.       Examination of Mortgage Files.		12
SECTION 6.       Delivery of Mortgage Loan Documents.		13
Subsection 6.01.	Possession of Mortgage Files.	13
Subsection 6.02.	Books and Records.	13
Subsection 6.03.	Delivery of Mortgage Loan Documents.	14
Subsection 6.04.	Helping Families Act Notice.	14
SECTION 7.       Representations, Warranties and Covenants; Remedies for Breach.		14
Subsection 7.01.	Representations and Warranties Regarding Individual Mortgage Loans.	14
Subsection 7.02.	Seller and Servicer Representations.	24
Subsection 7.03.	Repurchase; Substitution.	26
Subsection 7.04.	Repurchase of Mortgage Loans With Early Payment Default.	29
Subsection 7.05.	Purchase Price Protection.	29
SECTION 8.       Closing.		29
Subsection 8.01.	Closing Conditions.	29
Subsection 8.02.	Closing Documents.	30
SECTION 9.       [Reserved.]		31
SECTION 10.     Costs.		30
SECTION 11.     Administration and Servicing of Mortgage Loans.		31
Subsection 11.01.	Servicer to Act as Servicer; Subservicing.	31
Subsection 11.02.	Liquidation of Mortgage Loans.	33
Subsection 11.03.	Collection of Mortgage Loan Payments.	33
Subsection 11.04.	Establishment of Custodial Account; Deposits in Custodial Account.	33
Subsection 11.05.	Withdrawals From the Custodial Account.	35
Subsection 11.06.	Establishment of Escrow Account; Deposits in Escrow Account.	36
Subsection 11.07.	Withdrawals From Escrow Account.	36

i

TABLE OF CONTENTS

(continued)

		Page
Subsection 11.08.	Payment of Taxes, Insurance and Other Charges; Collections Thereunder.	36
Subsection 11.09.	Transfer of Accounts.	37
Subsection 11.10.	Maintenance of Hazard Insurance.	37
Subsection 11.11.	Maintenance of Primary Mortgage Insurance Policy; Claims.	38
Subsection 11.12.	Fidelity Bond; Errors and Omissions Insurance.	38
Subsection 11.13.	Title, Management and Disposition of REO Property.	39
Subsection 11.14.	Servicing Compensation.	39
Subsection 11.15.	Distributions.	39
Subsection 11.16.	Statements to the Purchaser.	40
Subsection 11.17.	Advances by the Servicer.	40
Subsection 11.18.	Assumption Agreements.	40
Subsection 11.19.	Satisfaction of Mortgages and Release of Mortgage Files.	41
Subsection 11.20.	Seller and Servicer Shall Provide Access and Information as Reasonably Required.	41
Subsection 11.21.	Inspections.	42
Subsection 11.22.	Restoration of Mortgaged Property.	42
Subsection 11.23.	Fair Credit Reporting Act.	42
Subsection 11.24.	Statement as to Compliance.	43
Subsection 11.25.	Independent Public Accountants’ Servicing Report.	43
SECTION 12.     The Servicer.		43
Subsection 12.01.	Indemnification; Third Party Claims.	43
Subsection 12.02.	Merger or Consolidation of the Servicer.	44
Subsection 12.03.	Limitation on Liability of the Servicer and Others.	44
Subsection 12.04.	Seller and Servicer Not to Resign.	44
SECTION 13.     Default.		44
Subsection 13.01.	Events of Default.	44
Subsection 13.02.	Waiver of Default.	46
SECTION 14.     Termination.		46
Subsection 14.01.	Termination.	46
Subsection 14.02.	Successors to the Servicer.	46
SECTION 15.     Notices.		47
SECTION 16.     Severability Clause.		48

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TABLE OF CONTENTS

(continued)

		Page
SECTION 17.	No Partnership.	48
SECTION 18.	Counterparts.	48
SECTION 19.	Governing Law; Choice of Forum; Waiver of Jury Trial.	48
SECTION 20.	Intention of the Parties.	49
SECTION 21.	Waivers.	49
SECTION 22.	Exhibits.	49
SECTION 23.	General Interpretive Principles.	49
SECTION 24.	Reproduction of Documents.	50
SECTION 25.	Amendment.	50
SECTION 26.	Confidentiality.	50
SECTION 27.	Entire Agreement.	50
SECTION 28.	Further Agreements.	50
SECTION 29.	Successors and Assigns.	51
SECTION 30.	Non-Solicitation.	51
SECTION 31.	Protection of Consumer Information.	51
SECTION 32.	Cooperation of the Company with a Reconstitution; Regulation AB Compliance.	52

EXHIBITS

EXHIBIT 1	MORTGAGE LOAN DOCUMENTS
EXHIBIT 2	CONTENTS OF EACH MORTGAGE FILE
EXHIBIT 3	UNDERWRITING GUIDELINES
EXHIBIT 4	MORTGAGE LOAN SCHEDULE DATA FIELDS
EXHIBIT 5	FORM OF MONTHLY REMITTANCE REPORT
EXHIBIT 6	FORM OF PPTL
EXHIBIT 7	[RESERVED]
EXHIBIT 8	FORM OF NOTICE OF SALE OF OWNERSHIP OF MORTGAGE LOAN
EXHIBIT 9	[RESERVED]
ADDENDUM I	REGULATION AB COMPLIANCE ADDENDUM

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FLOW MORTGAGE LOAN SALE AND SERVICING AGREEMENT

THIS FLOW MORTGAGE LOAN SALE AND SERVICING AGREEMENT (the “Agreement”), dated as of September 7, 2012, is hereby executed by and between RBS FINANCIAL PRODUCTS INC., a Delaware corporation, having an office at 600 Washington Boulevard, Stamford, CT 06901, as purchaser (the “Purchaser”), and FIRST REPUBLIC BANK, a California corporation having an office at 111 Pine Street, San Francisco, California 94111, as seller (the “Seller”) and as servicer (the “Servicer”).

WITNESSETH:

WHEREAS, the Seller has agreed to sell from time to time to the Purchaser, and the Purchaser has agreed to purchase from time to time from the Seller, certain conventional, residential, first-lien mortgage loans (the “Mortgage Loans”) as described herein on a servicing-retained basis, and which shall be delivered as whole loans as provided herein; and

WHEREAS, the Mortgage Loans will be sold by the Seller and purchased by the Purchaser as pools or groups of whole loans, servicing retained (each, a “Mortgage Loan Package”) on the various Closing Dates as provided herein; and

WHEREAS, each of the Mortgage Loans will be secured by a mortgage, deed of trust or other security instrument creating a first lien on a Mortgaged Property located in the jurisdiction indicated on the related Mortgage Loan Schedule which will be annexed to a PPTL (as defined herein) on the related Closing Date; and

WHEREAS, the Purchaser, the Seller and the Servicer wish to prescribe the manner of the conveyance, servicing and control of the Mortgage Loans;

NOW, THEREFORE, in consideration of the premises and mutual agreements set forth herein, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Purchaser, the Seller and the Servicer agree as follows:

SECTION 1. Definitions.

For purposes of this Agreement, the following capitalized terms shall have the respective meanings set forth below.

Adjustable Rate Mortgage Loan: A Mortgage Loan purchased pursuant to this Agreement which provides for the adjustment of the Mortgage Interest Rate payable in respect thereto.

Adjustment Date: As to each Adjustable Rate Mortgage Loan, the date on which the Mortgage Interest Rate is adjusted in accordance with the terms of the related Mortgage Note and Mortgage.

Agency Transfer: As defined in Section 32 of this Agreement.

Agreement: This Flow Mortgage Loan Sale and Servicing Agreement including all exhibits, schedules, amendments and supplements hereto.

ALTA: The American Land Title Association or any successor thereto.

Anti-Money Laundering Laws: As defined in Section 7.01(h).

Applicable Law: All applicable federal, state or local laws, rules and regulations and any other applicable requirements of any government or agency or instrumentality.

Appraised Value: With respect to any Mortgaged Property, the lesser of (i) the value (or Reconciled Market Value if more than one appraisal is received) thereof as determined by a Qualified Appraiser at the time of origination of the Mortgage Loan, and (ii) the purchase price paid for the related Mortgaged Property by the Mortgagor with the proceeds of the Mortgage Loan; provided, however, that in the case of a Refinanced Mortgage Loan, such value (or Reconciled Market Value if more than one appraisal is received) of the Mortgaged Property is based solely upon the value determined by an appraisal or appraisals made for the originator of such Refinanced Mortgage Loan at the time of origination of such Refinanced Mortgage Loan by a Qualified Appraiser.

Arbitration: Arbitration in accordance with the then governing Commercial Arbitration Rules of the American Arbitration Association, which shall be conducted in New York, New York or other place mutually acceptable to the parties to the arbitration.

Arbitrator: A person who is not affiliated with the Seller, Purchaser or Servicer, who is a member of the American Arbitration Association.

Assignment of Mortgage: An individual assignment of the Mortgage, notice of transfer or equivalent instrument in recordable form, sufficient under the laws of the jurisdiction in which the related Mortgaged Property is located to give record notice of the sale of the Mortgage to the Purchaser.

Assumed Principal Balance: As to each Mortgage Loan as of any date of determination, (i) the principal balance of the Mortgage Loan outstanding as of the Cut-off Date after application of payments due on or before the Cut-off Date, whether or not received, minus (ii) all amounts previously distributed to the Purchaser with respect to the Mortgage Loan pursuant to Subsection 11.15 and representing (a) payments or other recoveries of principal or (b) advances of scheduled principal payments made pursuant to Subsection 11.17.

Balloon Mortgage Loan: A Mortgage Loan that provided on the date of origination for monthly payments up to but not including the maturity date based on an amortization extending beyond its maturity date.

Balloon Payment: With respect to any Balloon Mortgage Loan as of any date of determination, the final payment payable on the maturity of such Mortgage Loan, which shall include the entire remaining principal balance.

Business Day: Any day other than (i) a Saturday or a Sunday, or (ii) a legal holiday in the State of New York or the State of California, or (iii) a day on which banks in the State of New York or the State of California are authorized or obligated by law or executive order to be closed.

Closing Date: The date or dates, set forth in the related PPTL, on which the Purchaser will purchase and the Seller will sell the Mortgage Loans identified therein.

CLTA: The California Land Title Association or any other successor thereto.

CLTV: Combined Loan-to-Value Ratio.

Code: The Internal Revenue Code of 1986, as amended, or any successor statute thereto.

Commission: The United States Securities and Exchange Commission.

Condemnation Proceeds: All awards, compensation and settlements in respect of a taking (whether permanent or temporary) of all or part of a Mortgaged Property by exercise of the power of condemnation or the right of eminent domain, to the extent not required to be released to a Mortgagor in accordance with the terms of the related Mortgage Loan Documents.

Consumer Information: Any personally identifiable information in any form (written electronic or otherwise) relating to a Mortgagor, including, but not limited to: a Mortgagor’s name, address, telephone number, Mortgage Loan number, Mortgage Loan payment history, delinquency status, insurance carrier or payment information, tax amount or payment information; the fact that the Mortgagor has a relationship with the Seller or the originator of the related Mortgage Loan; and any other non-public personally identifiable information.

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Convertible Mortgage Loan: An Adjustable Rate Mortgage Loan that by its terms and subject to certain conditions allows the Mortgagor to convert the adjustable Mortgage Interest Rate thereon to a fixed Mortgage Interest Rate.

Cooperative Corporation: With respect to any Cooperative Loan, the cooperative apartment corporation that holds legal title to the related Cooperative Project and grants occupancy rights to units therein to stockholders through Cooperative Leases or similar arrangements.

Cooperative Lease: The lease on a Cooperative Unit evidencing the possessory interest of the owner of the Cooperative Shares in such Cooperative Unit.

Cooperative Loan: A Mortgage Loan that is secured by a first lien on and perfected security interest in Cooperative Shares and the related Cooperative Lease granting exclusive rights to occupy the related Cooperative Unit in the building owned by the related Cooperative Corporation.

Cooperative Project: With respect to any Cooperative Loan, all real property and improvements thereto and rights therein and thereto owned by a Cooperative Corporation including without limitation the land, separate dwelling units and all common elements.

Cooperative Shares: With respect to any Cooperative Loan, the shares of stock issued by a Cooperative Corporation and allocated to a Cooperative Unit and represented by a stock certificate.

Cooperative Unit: With respect to a Cooperative Loan, a specific unit in a Cooperative Project.

Credit Score: With respect to any Mortgage Loan, the credit score of the related primary Mortgagor provided by Experian/Fair Isaac or such other organization acceptable to the Purchaser providing credit scores at the time of origination of such Mortgage Loan. If two credit scores are obtained, the Credit Score shall be the lower of the two credit scores. If three credit scores are obtained, the Credit Score shall be the middle of the three credit scores. There is only one (1) Credit Score for any loan regardless of the number of borrowers and/or applicants. The minimum Credit Score for each Mortgage Loan will be in accordance with the Seller's Underwriting Guidelines.

Custodial Account: As defined in Subsection 11.04.

Custodial Account Letter Agreement: Written confirmation of the existence of the Custodial Account.

Customary Servicing Procedures: With respect to any Mortgage Loan, those mortgage servicing practices (including collection procedures) of prudent mortgage banking institutions which service mortgage loans of the same type as such Mortgage Loan in the jurisdiction where the related Mortgaged Property is located, and which are in accordance with Fannie Mae servicing practices and procedures for MBS pool mortgages, as defined in the Fannie Mae Guides including future updates, or as such mortgage servicing practices may change from time to time, in all cases consistent with Applicable Law.

Cut-off Date: With respect to each Mortgage Loan, the first day of the month of the related Closing Date as set forth in the related PPTL.

Deleted Mortgage Loan: A Mortgage Loan replaced or to be replaced with a Substitute Mortgage Loan in accordance with this Agreement.

Determination Date: With respect to each Remittance Date, the 15th day (or, if such 15th day is not a Business Day, the preceding Business Day) of the month in which such Remittance Date occurs.

Due Date: The day of the month on which the Monthly Payment is due on a Mortgage Loan, exclusive of any days of grace.

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Due Period: With respect to each Remittance Date, the period beginning on the second day of the month preceding the month of the Remittance Date, and ending on the first day of the month of the Remittance Date.

Eligible Account: Any of (i) an account or accounts maintained with a federal or state chartered depository institution or trust company the short-term unsecured debt obligations of which (or, in the case of a depository institution or trust company that is the principal subsidiary of a holding company, the debt obligations of such holding company) have the highest short-term ratings of each Rating Agency at the time any amounts are held on deposit therein, or (ii) a trust account or accounts maintained with the trust department of a federal or state chartered depository institution or trust company, acting in its fiduciary capacity the short-term unsecured debt obligations of which have the highest short-term ratings of each Rating Agency at the time any amounts are held on deposit therein or (iii) any other account acceptable to each Rating Agency. If the short-term credit rating of the depository institution or trust company that maintains the account or accounts falls below the highest short-term rating of any Rating Agency, the funds on deposit therewith in connection with this transaction shall be transferred to an Eligible Account within 30 days of such downgrade.

Eligible Investments: Any one or more of the following obligations or securities:

(i)          direct obligations of, and obligations fully guaranteed by the United States of America or any agency or instrumentality of the United States of America the obligations of which are backed by the full faith and credit of the United States of America;

(ii)         (a) demand or time deposits, federal funds or bankers' acceptances issued by any depository institution or trust company incorporated under the laws of the United States of America or any state thereof and subject to supervision and examination by federal and/or state banking authorities, provided that the commercial paper and/or the short-term deposit rating and/or the long-term unsecured debt obligations or deposits of such depository institution or trust company at the time of such investment or contractual commitment providing for such investment are rated in one of the two highest rating categories by each Rating Agency for long-term unsecured debt or in the highest rating category with respect to short-term obligations and (b) any other demand or time deposit or certificate of deposit that is fully insured by the FDIC;

(iii)        repurchase obligations with a term not to exceed thirty (30) days and with respect to (a) any security described in clause (i) above and entered into with a depository institution or trust company (acting as principal) described in clause (ii)(a) above;

(iv)        securities bearing interest or sold at a discount issued by any corporation incorporated under the laws of the United States of America or any state thereof that are rated in one of the two highest rating categories by each Rating Agency for long-term unsecured debt or in the highest rating category with respect to short-term obligations at the time of such investment or contractual commitment providing for such investment; provided, however, that securities issued by any particular corporation will not be Eligible Investments to the extent that investments therein will cause the then outstanding principal amount of securities issued by such corporation and held as Eligible Investments to exceed 10% of the aggregate outstanding principal balances of all of the Mortgage Loans and Eligible Investments;

(v)         commercial paper (including both non-interest-bearing discount obligations and interest-bearing obligations payable on demand or on a specified date not more than one year after the date of issuance thereof) that is rated in the highest rating categories by each Rating Agency at the time of such investment;

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(vi)        any other demand, money market or time deposit, obligation, security or investment as may be acceptable to each Rating Agency as evidenced in writing by each Rating Agency; and

(vii)       any money market funds the collateral of which consists of obligations fully guaranteed by the United States of America or any agency or instrumentality of the United States of America the obligations of which are backed by the full faith and credit of the United States of America (which may include repurchase obligations secured by collateral described in clause (i)) and other securities and which money market funds are rated in one of the two highest rating categories by each Rating Agency for long-term unsecured debt or in the highest rating category with respect to short-term obligations.

provided, however, that no instrument or security shall be an Eligible Investment if such instrument or security evidences a right to receive only interest payments with respect to the obligations underlying such instrument or if such security provides for payment of both principal and interest with a yield to maturity in excess of 120% of the yield to maturity at par or if such investment or security is purchased at a price greater than par.

Escrow Account: As defined in Subsection 11.06.

Escrow Account Letter Agreement: Written confirmation of the existence of the Escrow Account.

Escrow Payments: The amounts constituting ground rents, taxes, assessments, Primary Mortgage Insurance Policy premiums, fire and hazard insurance premiums, flood insurance premiums, condominium charges and other payments as may be required to be escrowed by the Mortgagor with the Mortgagee pursuant to the terms of any Mortgage Note or Mortgage.

Event of Default: Any one of the conditions or circumstances enumerated in Subsection 13.01.

Fannie Mae: The entity formerly known as the Federal National Mortgage Association or any successor thereto.

Fannie Mae Guides: The Fannie Mae Selling Guide and the Fannie Mae Servicing Guide and all amendments or additions thereto in effect as of any date of determination.

FDIC: The Federal Deposit Insurance Corporation or any successor thereto.

FDPA: The Flood Disaster Protection Act of 1973, as amended.

FHFA: The Federal Housing Finance Agency or any successors thereto.

Fidelity Bond: The fidelity bond required to be obtained by the Servicer pursuant to Subsection 11.12.

FIRREA: The Financial Institutions Reform, Recovery, and Enforcement Act of 1989, as amended and in effect from time to time.

First Remittance Date: With respect to each Mortgage Loan Package, the 18th day (or if such 18th day is not a Business Day, the first Business Day immediately preceding such 18th day) of the calendar month immediately following the Closing Date; provided, however, if the Transfer Date is not one (1) or more Business Days prior to the first day of such calendar month, such date will be the 18th day (or if such 18th day is not a Business Day, the first Business Day immediately preceding such 18th day) of the next succeeding calendar month.

Freddie Mac: The entity formerly known as the Federal Home Loan Mortgage Corporation or any successor thereto.

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Freddie Mac Guide: The Freddie Mac Single Family Seller/Servicer Guide and all amendments or additions thereto in effect as of any date of determination.

Full Prepayment: Any payment of the entire principal balance of a Mortgage Loan which is received in advance of its scheduled Due Date and is not accompanied by an amount of interest representing scheduled interest due on any date or dates in any month or months subsequent to the month of prepayment.

GAAP: Generally accepted accounting principles consistently applied.

Gross Margin: With respect to any Adjustable Rate Mortgage Loan, the fixed percentage amount set forth in the related Mortgage Note and the Mortgage Loan Schedule that is added to the Index on each Adjustment Date in accordance with the terms of the related Mortgage Note to determine the new Mortgage Interest Rate for such Mortgage Loan.

Helping Families Act: The Helping Families Save Their Homes Act of 2009, as amended and in effect from time to time.

HUD: The United States Department of Housing and Urban Development or any successor thereto.

Index: With respect to any Adjustable Rate Mortgage Loan, the index identified on the Mortgage Loan Schedule and set forth in the related Mortgage Note for the purpose of calculating the Mortgage Interest Rate thereon.

Initial Rate Cap: With respect to each Adjustable Rate Mortgage Loan and the initial Adjustment Date therefor, a number of percentage points per annum that is set forth in the Mortgage Loan Schedule and in the related Mortgage Note, which is the maximum amount by which the Mortgage Interest Rate for such Adjustable Rate Mortgage Loan may increase or decrease from the Mortgage Interest Rate in effect immediately prior to such Adjustment Date.

Insurance Proceeds: With respect to each Mortgage Loan, proceeds of insurance policies, including any Primary Mortgage Insurance Policy, insuring the Mortgage Loan or the related Mortgaged Property.

IO Adjustable Rate Mortgage Loan: An Adjustable Rate Mortgage Loan with respect to which accrued interest only is payable by a Mortgagor on each Due Date until the IO Conversion Date.

IO Conversion Date: With respect to an IO Adjustable Rate Mortgage Loan, the date that references the end of the “interest only period” applicable thereto.

Lifetime Rate Cap: As to each Adjustable Rate Mortgage Loan, the maximum Mortgage Interest Rate which shall be as permitted in accordance with the provisions of the related Mortgage Note.

Liquidation Proceeds: The proceeds received in connection with the liquidation of a defaulted Mortgage Loan through trustee’s sale, foreclosure sale or otherwise, other than amounts received following the acquisition of REO Property, Insurance Proceeds and Condemnation Proceeds.

Loan-to-Value Ratio: With respect to any Mortgage Loan as of any date of determination, the ratio, expressed as a percentage, on such date of the outstanding principal balance of the Mortgage Loan to the Appraised Value of the related Mortgaged Property.

LPMI: Lender paid mortgage insurance.

LTV: Loan-to-Value Ratio.

Master Servicer: With respect to any Securitization Transaction, the “master servicer,” if any, identified in the related transaction documents.

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MERS: Mortgage Electronic Registration Systems, Inc., a corporation organized and existing under the laws of the State of Delaware, or any successor thereto.

MERS Mortgage Loan: Any Mortgage Loan registered with MERS on the MERS System.

MERS System: The system of recording transfers of mortgages electronically maintained by MERS.

MIN: The Mortgage Identification Number for any MERS Mortgage Loan.

Minimum Interest Rate: With respect to each Adjustable Rate Mortgage Loan, a rate that is set forth on the Mortgage Loan Schedule and in the related Mortgage Note and is the minimum interest rate to which the Mortgage Interest Rate on such Mortgage Loan may be decreased.

Monthly Payment: With respect to each Mortgage Loan, the scheduled monthly payment due on any Due Date allocable to principal and/or interest pursuant to the terms of the related Mortgage Note.

Mortgage: The mortgage, deed of trust or other instrument creating a first lien on a Mortgaged Property securing a Mortgage Note; provided, that, with respect to real property located in jurisdictions in which the use of leasehold estates for residential properties is a widely accepted practice, the mortgage, deed of trust or other instrument securing the Mortgage Note may secure and create a first lien upon a leasehold estate of the Mortgagor.

Mortgage File: With respect to each Mortgage Loan, all documents directly involved in and/or used to make decisions with respect to the origination, underwriting (including documented compensating factors pertaining to exceptions) and servicing of the Mortgage Loan, including but not limited to the documents specified in Exhibit 2, and any additional documents required to be added to the Mortgage File pursuant to this Agreement.

Mortgage Interest Rate: With respect to each Mortgage Loan, the annual rate at which interest accrues on such Mortgage Loan from time to time in accordance with the provisions of the related Mortgage Note, including, but not limited to, the limitations on such interest rate imposed by the Initial Rate Cap, the Periodic Rate Cap, the Minimum Interest Rate and the Lifetime Rate Cap, if any.

Mortgage Loan: An individual Mortgage Loan which is the subject of this Agreement, each Mortgage Loan originally sold and subject to this Agreement being identified on the related Mortgage Loan Schedule, which Mortgage Loan includes without limitation the Mortgage File, the Monthly Payments, Principal Prepayments, Liquidation Proceeds, Condemnation Proceeds, Insurance Proceeds, REO Disposition Proceeds, any escrow accounts related to the Mortgage Loan and all other rights, benefits, proceeds and obligations arising from or in connection with such Mortgage Loan, excluding replaced or repurchased mortgage loans.

Mortgage Loan Documents: With respect to any Mortgage Loan, the documents listed in Exhibit 1 hereto.

Mortgage Loan Package: The pool or group of whole loans purchased on a Closing Date, as described in the Mortgage Loan Schedule annexed to the related PPTL.

Mortgage Loan Remittance Rate: With respect to any Mortgage Loan as of any date of determination, the annual rate of interest payable to the Purchaser, which shall be equal to the then applicable related Mortgage Interest Rate minus the related Servicing Fee Rate.

Mortgage Loan Schedule: The schedule of Mortgage Loans for each Mortgage Loan Package subject to this Agreement identified on a Schedule I to the related PPTL setting forth each of the applicable Mortgage Loan Schedule Data Fields.

Mortgage Loan Schedule Data Fields: The schedule of data fields with respect to each Mortgage Loan, set forth on Exhibit 4.

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Mortgage Note: The note or other evidence of the indebtedness of a Mortgagor secured by a Mortgage or, in the case of a Cooperative Loan, secured by the Cooperative Shares and the Cooperative Lease.

Mortgaged Property: The Mortgagor’s property securing repayment of a related Mortgage Note, consisting of either (i) a fee simple interest in a single parcel of real property improved by a Residential Dwelling, or (ii) in the case of a Cooperative Loan, the related Cooperative Shares and Cooperative Lease, securing the indebtedness of the Mortgagor under the related Mortgage Note, or the related Cooperative Unit, as applicable.

Mortgagee: The mortgagee or beneficiary named in the Mortgage and the successors and assigns of such mortgagee or beneficiary.

Mortgagor: The obligor on a Mortgage Note, who is an owner of the Mortgaged Property and the grantor or mortgagor named in the Mortgage and such grantor’s or mortgagor’s successors in title to the Mortgaged Property.

Officer’s Certificate: A certificate signed by the Chairman of the Board, the Vice Chairman of the Board, a President or a Vice President of the Person on behalf of whom such certificate is being delivered.

Opinion of Counsel: A written opinion of counsel, who may be salaried counsel for the Person on behalf of whom the opinion is being given (unless the opinion addresses REMIC or other tax matters, in which case the opinion must be provided by independent outside counsel experienced in such matters), reasonably acceptable to each Person to whom such opinion is addressed.

P&I Advance: As defined in Subsection 11.17.

Partial Prepayment: Any payment of principal on a Mortgage Loan, other than a Full Prepayment, which is received in advance of its scheduled Due Date and is not accompanied by an amount of interest representing scheduled interest due on any date or dates in any month or months subsequent to the month of prepayment.

Periodic Rate Cap: As to each Adjustable Rate Mortgage Loan, the maximum increase or decrease in the Mortgage Interest Rate, on any Adjustment Date as provided in the related Mortgage Note, if applicable.

Person: An individual, corporation, partnership, joint venture, association, joint-stock company, limited liability company, trust, unincorporated organization or government or any agency or political subdivision thereof.

Pledge Agreement: The specific agreement creating a first lien on and pledge of the Cooperative Shares and the related Cooperative Lease securing a Cooperative Loan.

Prepayment Penalty: With respect to each Mortgage Loan, the penalty if the Mortgagor prepays such Mortgage Loan as provided in the related Mortgage Note or Mortgage.

Prepayment Interest Shortfall: As to any Remittance Date and any Mortgage Loan, (a) if such Mortgage Loan was the subject of a Full Prepayment during the related Principal Prepayment Period, the excess of one month’s interest (adjusted to the Mortgage Loan Remittance Rate) on the Assumed Principal Balance of such Mortgage Loan outstanding immediately prior to such prepayment, over the amount of interest (adjusted to the Mortgage Loan Remittance Rate) actually paid by the Mortgagor in respect of such Principal Prepayment Period, and (b) if such Mortgage Loan was the subject of a Partial Prepayment during the related Principal Prepayment Period, an amount equal to the excess of one month’s interest at the Mortgage Loan Remittance Rate on the amount of such Partial Prepayment, over the amount of interest actually paid by the Mortgagor in respect of such Partial Prepayment during such Principal Prepayment Period.

Primary Mortgage Insurance Policy: A policy of primary mortgage guaranty insurance.

Principal Prepayment: Any full or partial payment or other recovery of principal on a Mortgage Loan which is received in advance of its scheduled Due Date, including any Prepayment Penalty or premium thereon and which is not accompanied by an amount of interest representing scheduled interest due on any date or dates in any month or months subsequent to the month of prepayment.

8

Principal Prepayment Period: As to any Remittance Date, the calendar month preceding the calendar month in which such Remittance Date occurs.

Purchase Price: The price paid on the related Closing Date by the Purchaser to the Seller pursuant to this Agreement in exchange for the Mortgage Loans included in the related Mortgage Loan Package, as calculated pursuant to Section 4 and the related PPTL.

Purchase Price Percentage: For each Mortgage Loan included in a Mortgage Loan Package, the percentage of par set forth in the related PPTL that is used to calculate the Purchase Price of the Mortgage Loans included in such Mortgage Loan Package.

PPTL: With respect to each Mortgage Loan and Mortgage Loan Package, the Purchase Price and Terms Letter, substantially in the form of Exhibit 6 attached hereto, confirming the sale by Seller and the purchase by the Purchaser of the Mortgage Loan Package on the related Closing Date.

Purchaser: The Person listed as such in the initial paragraph of this Agreement, together with its successors and assigns as permitted under the terms of this Agreement.

Qualified Appraiser: With respect to each Mortgage Loan, an appraiser, duly appointed by the originator, who had no interest, direct or indirect in the Mortgaged Property or in any loan made on the security thereof, and whose compensation is not affected by the approval or disapproval of the Mortgage Loan, and such appraiser and the appraisal made by such appraiser both satisfy the requirements of Fannie Mae or Freddie Mac and Title XI of FIRREA and the regulations promulgated thereunder, all as in effect on the date the Mortgage Loan was originated.

Qualified Insurer: An insurance company duly qualified as such under the laws of the states in which the Mortgaged Properties are located, duly authorized and licensed in such states to transact the applicable insurance business and to write the insurance provided by the insurance policy issued by it, approved as an insurer by Fannie Mae and Freddie Mac.

Rating Agencies: Standard & Poor’s Ratings Services, a Standard & Poor’s Financial Services LLC business, Moody’s Investors Service, Inc., Fitch, Inc., DBRS, Inc. and, if specified in any related Securitization Transaction, any other nationally recognized statistical rating organization or their respective successors, or any successor in interest thereto.

Reconciled Market Value: The estimated market value of the Mortgaged Property or REO Property that is reasonably determined by the Servicer based on different results obtained from different permitted valuation methods or at different time periods, all in accordance with Customary Servicing Procedures.

Reconstitution Agreement: The agreement or agreements entered into by the Seller and the Purchaser and/or certain third parties on the Reconstitution Date or Reconstitution Dates with respect to any or all of the Mortgage Loans serviced hereunder, in connection with a Whole Loan Transfer or a Securitization Transaction as provided in Subsection 32.01.

Reconstitution Date: The date or dates on which any or all of the Mortgage Loans serviced under this Agreement shall be removed from this Agreement and reconstituted as part of a Whole Loan Transfer or Securitization Transaction pursuant to Section 32 hereof. On such date, the Mortgage Loans transferred shall cease to be covered by this Agreement and the Seller shall service such Mortgage Loans under the Reconstitution Agreement and shall cease to service such Mortgage Loans under this Agreement.

Record Date: The close of business of the last Business Day of the month preceding the month of the related Remittance Date.

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Refinanced Mortgage Loan: A Mortgage Loan which was made to a Mortgagor who owned the Mortgaged Property prior to the origination of such Mortgage Loan and the proceeds of which were used in whole or part to satisfy an existing mortgage.

Regulation AB: Subpart 229.1100 – Asset Backed Securities (Regulation AB), 17 C.F.R. §§229.1100-229.1123, as such may be amended from time to time, and subject to such clarification and interpretation as have been provided by the Commission in the adopting release (Asset-Backed Securities, Securities Act Release No. 33-8518, 70 Fed. Reg. 1,506, 1,531 (Jan. 7, 2005)) or by the staff of the Commission, or as may be provided by the Commission or its staff from time to time.

Regulation AB Compliance Addendum: Addendum I attached hereto and incorporated herein by reference thereto.

REMIC: A “real estate mortgage investment conduit” within the meaning of Section 860D of the Code.

Remittance Date: The 18th day (or if such 18th day is not a Business Day, the first Business Day immediately preceding such 18th day) of any month, beginning with the First Remittance Date with respect to each Mortgage Loan Package.

REO Disposition: The final sale by the Servicer or the Purchaser of an REO Property.

REO Disposition Proceeds: All amounts received with respect to an REO Disposition pursuant to Subsection 11.13.

REO Property: A Mortgaged Property acquired by the Servicer through foreclosure or deed in lieu of foreclosure, as described in Subsection 11.13.

Repurchase Price: With respect to any Mortgage Loan, a price equal to (i) the product of the Purchase Price Percentage and the Stated Principal Balance of the Mortgage Loan, plus, (ii) interest on such outstanding principal balance at the related Mortgage Loan Remittance Rate from the last date through which interest was last paid and distributed to the Purchaser to the last day of the month in which such repurchase occurs, plus, (iii) reasonable and customary third party expenses incurred in connection with the transfer of the Mortgage Loan being repurchased; provided, however, that if at the time of repurchase the Servicer is not the Seller or an affiliate of the Seller, the amount described in clause (ii) shall be computed at the sum of (a) the Mortgage Loan Remittance Rate and (b) the Servicing Fee Rate.

Residential Dwelling: Any one of the following: (i) a detached one-family dwelling, (ii) a detached two- to four-family dwelling, (iii) a one-family dwelling unit in a condominium project or (iv) a one-family dwelling in a planned unit development, none of which is a mobile or manufactured home.

Rule 15Ga-1: Rule 15Ga-1 under the Securities Exchange Act of 1934.

Securities Act: The Securities Act of 1933, as amended.

Securitization Transaction: Any transaction involving either (1) a sale or other transfer of some or all of the Mortgage Loans directly or indirectly by the Purchaser to an issuing entity in connection with an issuance of publicly offered or privately placed, rated or unrated mortgage-backed securities or (2) an issuance of publicly offered or privately placed, rated or unrated securities, the payments on which are determined primarily by reference to one or more portfolios of residential mortgage loans consisting, in whole or in part, of some or all of the Mortgage Loans.

Seller: First Republic Bank, or its successor in interest or any successor to the Seller under this Agreement appointed as herein provided.

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Servicer: First Republic Bank, or its successor in interest or any successor to the Servicer under this Agreement appointed as herein provided.

Servicing Advances: All customary, reasonable and necessary out-of-pocket costs and expenses incurred in the performance by the Servicer of its servicing obligations, including, but not limited to, the cost of (a) the preservation, restoration and protection of the Mortgaged Property, (b) any enforcement or judicial proceedings, including foreclosures, (c) the management and liquidation of the Mortgaged Property if the Mortgaged Property is acquired in satisfaction of the Mortgage, and (d) payments made by the Servicer with respect to a Mortgaged Property pursuant to Subsection 11.08.

Servicing Fee: With respect to each Mortgage Loan, the amount of the annual fee the Purchaser shall pay to the Servicer, which shall, for each month, be equal to one-twelfth of the product of the applicable Servicing Fee Rate and the Stated Principal Balance of such Mortgage Loan. Such fee shall be payable monthly, computed on the basis of the same principal amount and period respecting which any related interest payment on a Mortgage Loan is computed. The obligation of the Purchaser to pay the Servicing Fee is limited to, and payable solely from, the interest portion (including recoveries with respect to interest from Liquidation Proceeds, Condemnation Proceeds, Insurance Proceeds and other proceeds, to the extent permitted by Subsection 11.05) of related Monthly Payments collected by the Servicer, or as otherwise provided under Subsection 11.05.

Servicing Fee Rate: With respect to each Mortgage Loan, the per annum rate set forth on the related Mortgage Loan Schedule or if not specified thereon, in the related PPTL, which such rate will be increased by the amount of any increase in the Mortgage Interest Rate for any such Mortgage Loan pursuant to the terms of the related Mortgage Note due to the termination of an automatic debit or direct deposit account.

Servicing Officer: Any officer of the Servicer involved in, or responsible for, the administration and servicing of the Mortgage Loans whose name appears on a list of servicing officers furnished to the Purchaser by the Servicer, as such list may be amended from time to time.

Stated Principal Balance: As to any Mortgage Loan and date of determination, the unpaid principal balance of such Mortgage Loan as of the most recent Due Date as determined by the amortization schedule for the Mortgage Loan at the time relating thereto (before any adjustment to such amortization schedule by reason of any moratorium or similar waiver or grace period) after giving effect to any previous modification to the Mortgage Loan, Principal Prepayments and Liquidation Proceeds allocable to principal and to the payment of principal due on such Due Date (but not unscheduled Principal Prepayments received on such Due Date) and irrespective of any delinquency in payment by the related Mortgagor.

Substitute Mortgage Loan: A mortgage loan substituted by the Seller for a Deleted Mortgage Loan which must, on the date of such substitution, be approved by the Purchaser and meet the conditions described in Section 7.03(b) of this Agreement.

Transfer Date: The date or dates, set forth in the related PPTL, on which the servicing related provisions of this Agreement will become effective and the Servicer will begin servicing the Mortgage Loans for the benefit of the Purchaser.

Underwriting Guidelines: The written underwriting guidelines in effect as of the origination date of such Mortgage Loans, attached hereto as Exhibit 3, as may be updated and incorporated into Exhibit 3 from time to time by attaching such updates to the PPTL.

USA Patriot Act: Uniting and Strengthening America by Providing Appropriate Tools Required to Intercept and Obstruct Terrorism Act of 2001, as amended.

USPAP: The Uniform Standards of Professional Appraisal Practice, as amended and in effect from time to time.

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Whole Loan Transfer: Any sale or transfer by the Purchaser of some or all of the Mortgage Loans (including an Agency Transfer), other than a Securitization Transaction.

SECTION 2. Purchase and Conveyance.

The Seller agrees to sell and the Purchaser agrees to purchase from time to time, without recourse, but subject to the terms of this Agreement and on a servicing retained basis, all right, title and interest of the Seller in and to the Mortgage Loans in a Mortgage Loan Package having a Stated Principal Balance in an amount as set forth in the related PPTL, or in such other amount as agreed by the Purchaser and the Seller as evidenced by the actual aggregate principal balance of the Mortgage Loan Package accepted by the Purchaser on the related Closing Date, together with the related Mortgage Files and all rights and obligations arising under the documents contained therein, other than the servicing rights to such Mortgage Loans.

With respect to each Mortgage Loan, the Purchaser shall own and be entitled to (1) the principal portion of all Monthly Payments due after the related Cut-off Date, (2) all other recoveries of principal collected after the related Cut-off Date (provided, however, that the principal portion of all Monthly Payments due on or before the related Cut-off Date and collected by the Seller or any successor servicer after the related Cut-off Date shall belong to the Seller), and (3) all payments of interest on the Mortgage Loans at the Mortgage Loan Remittance Rate (minus that portion of any such payment which is allocable to the period prior to the related Cut-off Date).

SECTION 3. Mortgage Loan Schedule.

The Seller shall deliver the Mortgage Loan Schedule (which will be annexed to the related PPTL and delivered in electronic form) to the Purchaser at least two (2) Business Days prior to the related Closing Date.

SECTION 4. Purchase Price.

The Purchase Price for the Mortgage Loans being acquired on a Closing Date shall be equal to the sum of (a) the product of (i) the Purchase Price Percentage stated in the related PPTL (subject to adjustment as provided therein) and (ii) the aggregate unpaid principal balance as of the Cut-off Date of the Mortgage Loans listed on the related Mortgage Loan Schedule, plus (b) an amount equal to accrued interest on the unpaid principal balance of each Mortgage Loan at the Mortgage Loan Remittance Rate of such Mortgage Loan from the date through which interest on such Mortgage Loan has been paid through the day prior to the related Closing Date, both inclusive (with interest calculated on the basis of a three hundred sixty (360)-day year consisting of twelve (12) thirty (30)-day months) (the “Purchase Price”). If so provided in the related PPTL, portions of the Mortgage Loans shall be priced separately.

The Purchase Price as set forth in the preceding paragraph for the Mortgage Loans shall be paid on the related Closing Date by wire transfer of immediately available funds.

SECTION 5. Examination of Mortgage Files.

The Seller shall, at the direction of the Purchaser, deliver to the Purchaser or its designee in escrow, for examination with respect to each Mortgage Loan to be purchased on the related Closing Date, the related Mortgage File in hard copy or in digital format. Such examination may be made by the Purchaser or its designee at any reasonable time before or after the related Closing Date. In connection with any such examination, the Purchaser and its designee may contact any Mortgagor or any employer of a Mortgagor or any other third party only for the express purpose of verification of employment information in the Mortgage File, without the prior written consent of the Seller. If the Purchaser makes such examination prior to the Closing Date and identifies any Mortgage Loans that do not conform to the terms of the related PPTL, the terms of this Agreement or the Purchaser's underwriting standards, such Mortgage Loans may, at the Purchaser's option, be rejected for purchase by the Purchaser. If not purchased by the Purchaser, such Mortgage Loans shall be deleted from the related Mortgage Loan Schedule. The Purchaser may, at its option and without notice to the Seller, purchase all or part of the Mortgage Loan package without conducting any partial or complete examination. The fact that the Purchaser has conducted or has determined not to conduct any partial or complete examination of the Mortgage Files shall not affect the Purchaser’s (or any of its successors’) rights to demand repurchase or other relief or remedy provided for in this Agreement.

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SECTION 6. Delivery of Mortgage Loan Documents.

Subsection 6.01.         Possession of Mortgage Files.

Originals or copies of all documents listed on Exhibit 2 and comprising the Mortgage File, other than the Mortgage Loan Documents, shall be delivered to the Purchaser or its designee on or prior to the related Closing Date. Originals of the contents of each Mortgage File not delivered to the Purchaser or the custodian appointed by the Purchaser are and shall be held in trust by the Servicer for the benefit of the Purchaser as the owner thereof and shall be available for review by the Purchaser upon request. The Servicer’s possession of any portion of each such Mortgage File is at the will of the Purchaser for the sole purpose of facilitating servicing of the Mortgage Loans pursuant to this Agreement, and such retention and possession by the Servicer shall be in a custodial capacity only. The ownership of each Mortgage Note, Mortgage and the contents of each Mortgage File is vested in the Purchaser and the ownership of all records and documents with respect to the related Mortgage Loan prepared by or which come into the possession of the Servicer shall immediately vest in the Purchaser and shall be retained and maintained, in trust, by the Servicer at the will of the Purchaser in such custodial capacity only. The copies of the Mortgage File retained by the Servicer with respect to each Mortgage Loan pursuant to this Agreement shall be appropriately identified in the Servicer’s computer system to reflect clearly the ownership of such related Mortgage Loan by the Purchaser. The Servicer shall release from its custody the contents of any Mortgage File retained by it only in accordance with this Agreement, except when such release is required in connection with a repurchase of any such Mortgage Loan pursuant to Subsection 7.03 of this Agreement or if required under Applicable Law.

Any review by the Purchaser or its designee of the Mortgage Files shall in no way alter or reduce the Seller’s obligations hereunder.

If the Purchaser or its designee discovers any defect that is a breach of a representation or warranty contained in Section 7.01 or Section 7.02 herein with respect to any document constituting part of a Mortgage File, the Purchaser shall, or shall cause its designee to, give written specification of such defect to the Seller and the Seller shall cure or repurchase such Mortgage Loan in accordance with Section 7.03.

Subsection 6.02.         Books and Records.

The sale of each Mortgage Loan will be reflected on the Seller’s balance sheet and other financial statements as a sale of assets by the Seller. The Seller shall maintain a complete set of books and records for the Mortgage Loans sold by it which shall be appropriately identified in the Seller’s computer system to clearly reflect the ownership of the Mortgage Loans by the Purchaser.

The Purchaser shall have the right, at its expense, upon reasonable notice to the Seller, during business hours or at such other times as might be reasonable under applicable circumstances, to examine and audit any and all of the books, records or other information of the Seller whether held by the Seller or by another on behalf of the Seller which relate to the Mortgage Loans or the performance or observance by the Seller of the terms, covenants or conditions of this Agreement, and to discuss such books, records or other information with an officer or employee of the Seller who is knowledgeable about the matters contained therein, upon Purchaser's reasonable request.

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Subsection 6.03.         Delivery of Mortgage Loan Documents.

The Seller shall deliver and release to the Purchaser or the custodian appointed by the Purchaser the Mortgage Loan Documents no later than five (5) Business Days prior to the related Closing Date or, upon the request of the Purchaser, earlier, if necessary or desirable to facilitate a review. If the Seller cannot deliver the original recorded Mortgage Loan Documents on the related Closing Date, the Seller shall, promptly upon receipt thereof and in any case not later than 120 days from the Closing Date, deliver such original recorded documents to the Purchaser or the appointed custodian (unless the Seller is delayed in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office). If delivery is not completed within 120 days of the related Closing Date solely because such documents shall not have been returned by the appropriate recording office, the Seller shall deliver such document to Purchaser, or the appointed custodian, within such time period as specified in a Seller’s Officer’s Certificate. In the event that documents have not been received by the date specified in the Seller’s Officer’s Certificate, a subsequent Seller’s Officer’s Certificate shall be delivered by such date specified in the prior Seller’s Officer’s Certificate, stating a revised date for receipt of documentation. The procedure shall be repeated until the documents have been received and delivered. The Seller shall use its best efforts to effect delivery of all delayed recorded documents within 180 days of the related Closing Date. If delivery of all Mortgage Loan Documents with respect to any Mortgage Loan is not completed within 360 days of the related Closing Date then, at Purchaser’s option, the Seller shall repurchase such Mortgage Loan in such manner set forth in Section 7.03.

The Seller shall forward to the Purchaser, or its designee, original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into within one week of their execution and shall also provide the original of any document submitted for recordation or a copy of such document certified by the appropriate public recording office to be a true and complete copy of the original within five (5) days of its return from the appropriate public recording office.

Subsection 6.04.         Helping Families Act Notice.

Within thirty (30) days following the Closing Date in respect of a Mortgage Loan, the Seller shall furnish to the borrower of such Mortgage Loan the notice required by, and in accordance with, Section 404 of the Helping Families Act. In addition, in connection with any Securitization Transaction with respect to any of the Mortgage Loans, the Seller shall furnish to each related borrower, within thirty (30) days following the closing date with respect to such Securitization Transaction, a notice with respect to such assignment substantially in the form of Exhibit 8 attached hereto (using information provided to Seller by Purchaser), which notice shall identify the Securitization Transaction trust as the new owner of the Mortgage Loan and include any other information required by the Helping Families Act.

SECTION 7. Representations, Warranties and Covenants; Remedies for Breach.

Subsection 7.01.         Representations and Warranties Regarding Individual Mortgage Loans.

The Seller and, solely as specified below, the Servicer, hereby represent and warrant to the Purchaser that, as to each Mortgage Loan, as of the related Closing Date or such other date specified herein:

(a)          Property Valuation: Each Mortgage File contains a written appraisal prepared by an appraiser licensed or certified by the applicable governmental body in which the mortgaged property is located and in accordance with the requirements of Title XI of FIRREA. The appraisal was written, in form and substance, to (i) customary Fannie Mae or Freddie Mac standards for mortgage loans of the same type as such Mortgage Loans and (ii) USPAP standards, and satisfies applicable legal and regulatory requirements. The appraisal was made and signed prior to the final approval of the Mortgage Loan application. The person performing any property valuation (including an appraiser) received no benefit from, and such person's compensation or flow of business from the originator was not affected by, the approval or disapproval of the Mortgage Loan. The selection of the person performing the property valuation was made independently of the broker (where applicable) and the originator's loan sales and loan production personnel. The selection of the appraiser met the criteria of Fannie Mae and Freddie Mac for selecting an independent appraiser.

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(b)          Income/Employment/Assets: With respect to each Mortgage Loan the originator verified the borrower's income, employment, and assets in accordance with its written Underwriting Guidelines and employed procedures designed to authenticate the documentation supporting such income, employment, and assets.

(c)          Occupancy: The originator has given due consideration to factors, including but not limited to, other real estate owned by the borrower, commuting distance to work, appraiser comments and notes, the location of the property and any difference between the mailing address active in the servicing system and the subject property address to evaluate whether the occupancy status of the property as represented by the borrower is reasonable. All owner occupied properties are occupied by the owner as of the Closing Date.

(d)          Data: The information set forth in the related Mortgage Loan Schedule, including any diskette or other related data tapes sent to the Purchaser, is complete, true and correct in all material respects. The information on the Mortgage Loan Schedule and the information provided are consistent with the contents of the originator's and the Seller’s records and the Mortgage File. Any seller or builder concession has been subtracted from the appraised value of the mortgaged property for purposes of determining the LTV and CLTV. Except for information specified to be as of the origination date of the Mortgage Loan, the Mortgage Loan Schedule contains the most current information possessed by the originator and the Seller. No appraisal or other property valuation referred to or used to determine any data listed on the Mortgage Loan Schedule was more than 3 months old at the time of the Mortgage Loan closing.

(e)           Fraud: No fraud; material misrepresentation, error or omission; negligence or similar occurrence has taken place in connection with the origination or servicing of the Mortgage Loan on the part of (1) the originator, (2) the borrower, (3) any mortgage broker or correspondent, (4) any appraiser, escrow agent, closing attorney, title company or other party involved in the origination of the Mortgage Loan or in the application for any insurance in relation to such Mortgage Loan or (5) the Servicer.

(f)           Underwriting: Each Mortgage Loan either (i) was underwritten in conformance with the originator's Underwriting Guidelines in effect at the time of origination without regard to any underwriter discretion or (ii) if not underwritten in conformance with the originator's guidelines, has reasonable and documented compensating factors. The methodology used in underwriting the extension of credit for the Mortgage Loan includes objective mathematical principles that relate to the relationship between the borrower's income, assets and liabilities and the proposed payment. The credit score used in applying the originator's Underwriting Guidelines was the Credit Score.

(g)          Mortgage Insurance: Except as indicated for pledged asset loans, if a Mortgage Loan has an LTV greater than 80%, the Mortgage Loan has mortgage insurance in accordance with the terms of the Fannie Mae Guide or the Freddie Mac Guide and is insured as to payment defaults by a Primary Mortgage Insurance Policy issued by a Qualified Insurer. All provisions of such Primary Mortgage Insurance Policy have been and are being complied with, such policy is in full force and effect and all premiums due thereunder have been paid. No action, inaction or event has occurred and no state of facts exists that has, or will result in the exclusion from, denial of, or defense to coverage. Any Mortgage Loan subject to a Primary Mortgage Insurance Policy obligates the Mortgagor thereunder to maintain the Primary Mortgage Insurance Policy and to pay all premiums and charges in connection therewith. To the extent a Mortgage Loan is insured under an LPMI policy, the Mortgage Interest Rate for the Mortgage Loan as set forth on the related Mortgage Loan Schedule is net of any such premium.

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(h)          Regulatory Compliance: Any and all requirements of any federal, state or local law including, without limitation, usury, truth-in-lending, real estate settlement procedures, consumer credit protection, equal credit opportunity, fair housing, or disclosure laws applicable to the Mortgage Loan have been complied with in all material respects. The servicing of each Mortgage Loan prior to the related Closing Date complied in all material respects with all then-applicable federal, state and local laws. No Mortgage Loan is a “high cost” or “covered” loan, as defined by any applicable federal, state or local predatory or abusive lending law, and no Mortgage Loan has a percentage listed under the Indicative Loss Severity Column (the column that appears in the Standard & Poor's Anti-Predatory Lending Law Update Table, included in the then-current Standard & Poor's LEVELS® Glossary of Terms on Appendix E). No Mortgage Loan secured by property located in the State of Georgia was originated on or after October 1, 2002 and prior to March 7, 2003. No Mortgage Loan originated on or after March 7, 2003 is a “high cost home loan” as defined under the Georgia Fair Lending Act. No borrower was encouraged or required to select a loan product offered by an originator that was a higher cost product designed for less-creditworthy borrowers, unless at the time of the Mortgage Loan's origination, such borrower did not qualify, taking into account credit history and debt-to-income ratios, for a lower cost credit product then offered by such originator or any affiliate of such originator. There does not exist on the related Mortgaged Property any hazardous substances, hazardous wastes or solid wastes, as such terms are defined in the Comprehensive Environmental Response Compensation and Liability Act, the Resource Conservation and Recovery Act of 1976, or other federal, state or local environmental legislation including, without limitation, asbestos. There is no pending action or proceeding directly involving the Mortgaged Property in which compliance with any environmental law, rule or regulation is an issue; there is no violation of any environmental law, rule or regulation with respect to the Mortgaged Property; and nothing further remains to be done to satisfy in full all requirements of each such law, rule or regulation constituting a prerequisite to use and enjoyment of such Mortgaged Property. The Seller has complied with all applicable anti-money laundering laws and regulations, including without limitation the USA Patriot Act of 2001 (collectively, the “Anti-Money Laundering Laws”); the Seller has established an anti-money laundering compliance program as required by the Anti-Money Laundering Laws, has conducted the requisite due diligence in connection with the origination of each Mortgage Loan for purposes of the Anti-Money Laundering Laws, including with respect to the legitimacy of the applicable Mortgagor and the origin of the assets used by said Mortgagor to purchase the property in question, and maintains, and will maintain, sufficient information to identify the applicable Mortgagor for purposes of the Anti-Money Laundering Laws. Any breach of any representations made in this clause (h) shall be deemed to materially and adversely affect the value of the Mortgage Loan and shall require a repurchase of the affected Mortgage Loan to the extent such breach is not cured as set forth in Section 7.03(a).

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(i)           Borrower: As of the related Closing Date, the Mortgagor is not in bankruptcy and is not insolvent and no circumstances or conditions exist with respect to the Mortgage, the Mortgaged Property, the Mortgagor or the Mortgagor's credit standing that could reasonably be expected to cause investors to regard the Mortgage Loan as an unacceptable investment, cause the Mortgage Loan to become delinquent or materially adversely affect the value or marketability of the Mortgage Loan. The Mortgagor is either (1) a natural person who is legally permitted to reside in the United States, (2) an inter-vivos trust acceptable to Fannie Mae or (3) a borrower with respect to a Mortgage Loan that is subject to a personal guaranty. No borrower had a prior bankruptcy in the last seven years. No borrower previously owned a property in the last seven years that was the subject of a foreclosure during the time the borrower was the owner of record.

(j)           Source of Loan Payments: No loan payment has been escrowed as part of the loan proceeds on behalf of the borrower. No payments due and payable under the terms of the Mortgage Note and Mortgage or deed of trust, except for seller or builder concessions, have been paid by any person who was involved in, or benefited from, the sale or purchase of the Mortgaged Property or the origination, refinancing, sale, purchase or servicing of the Mortgage Loan other than the borrower.

(k)          Down Payment: The borrower has contributed at least 5% of the Purchase Price with his/her own funds.

(l)           No Prior Liens: The Seller is the sole owner and holder of the Mortgage Loan and the indebtedness evidenced by the Mortgage Note, and upon recordation the Purchaser or its designee will be the owner of record of the Mortgage and the indebtedness evidenced by the Mortgage Note, and upon the sale of the Mortgage Loan to the Purchaser, the Seller will retain the Mortgage File in trust for the Purchaser. Each sale of the Mortgage Loan from any prior owner or the Seller was in exchange for fair equivalent value, and the prior owner or the Seller, as applicable, was solvent both prior to and after the transfer and had sufficient capital to pay and was able to pay its debts as they would generally mature. Immediately prior to the transfer and assignment to the Purchaser on the related Closing Date, the Mortgage Loan, including the Mortgage Note and the Mortgage, was not subject to an assignment or pledge, and the Seller had good and marketable title to and was the sole owner thereof and had full right to transfer and sell the Mortgage Loan to the Purchaser free and clear of any encumbrance, equity, lien, pledge, charge, claim or security interest. The Seller has the full right and authority subject to no interest or participation of, or agreement with, any other party, to sell and assign the Mortgage Loan pursuant to this Agreement and following the sale of the Mortgage Loan, the Purchaser will own such Mortgage Loan free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest. The Seller intends to relinquish all rights to possess, control and monitor the Mortgage Loan, except for purposes of servicing the Mortgage Loan as set forth in this Agreement.

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(m)          Enforceability and Priority of Lien: The related Mortgage is a valid, subsisting, enforceable and perfected first lien on the Mortgaged Property, including all buildings on the Mortgaged Property, and all installations and mechanical, electrical, plumbing, heating and air conditioning systems affixed to such buildings, and all additions, alterations and replacements made at any time with respect to the foregoing securing the Mortgage Note's original principal balance. The Mortgage and the Mortgage Note do not contain any evidence of any security interest or other interest or right thereto. Such lien is free and clear of all adverse claims, liens and encumbrances having priority over the first lien of the Mortgage subject only to (1) the lien of non-delinquent current real property taxes and assessments not yet due and payable, (2) covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording which are acceptable to mortgage lending institutions generally and which do not adversely affect the appraised value of the Mortgaged Property as set forth in such appraisal and (3) other matters to which like properties are commonly subject which do not materially interfere with the benefits of the security intended to be provided by the Mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property. Any security agreement, chattel mortgage or equivalent document related to and delivered in connection with the Mortgage Loan establishes and creates a valid, subsisting, enforceable and perfected first lien and first priority security interest on the property described therein, and the Seller has the full right to sell and assign the same to the Purchaser. There are no mechanics' or similar liens or claims which have been filed for work, labor or material (and no rights are outstanding that under law could give rise to such liens) affecting the related Mortgaged Property which are or may be liens prior to or equal to the lien of the related Mortgage. The related original Mortgage has been recorded or is in the process of being recorded.

(n)          Complete Mortgage Files: Except as provided in Section 6.03, the Mortgage Note, the Mortgage, the Assignment of Mortgage and the other Mortgage Loan Documents set forth in Exhibit 2 and required to be delivered on the related Closing Date have been delivered to the Purchaser or its designee in compliance with the specific requirements of this Agreement. With respect to each Mortgage Loan, the Seller is in possession of a complete Mortgage File including all documents used in the qualification of the borrower except for such documents as have been delivered to the Purchaser or its designee. In the event the Mortgage is a deed of trust, a trustee, authorized and duly qualified under Applicable Law to serve as such, has been properly designated, is named in the Mortgage and currently so serves, and no fees or expenses are or will become payable by the Purchaser to the trustee under the deed of trust, except in connection with a trustee's sale after default by the borrower.

(o)          No Modifications: The terms of the Mortgage Note and the Mortgage have not been impaired, waived, altered or modified in any material respect, except by a written instrument that, if required by Applicable Law, has been recorded or is in the process of being recorded. The substance of any such waiver, alteration or modification has been approved by the issuer of any related Primary Mortgage Insurance Policy and title insurance policy, to the extent required by such policies, the terms of such waiver, alteration or modification have been reflected in the Mortgage Loan Schedule and the written instrument reflecting such terms has been included in the Mortgage File. No Mortgagor has been released, in whole or in part, from the terms of the Mortgage Note and the Mortgage, except in connection with an assumption agreement which is part of the Mortgage File and the terms of which are reflected in the related Mortgage Loan Schedule. The Mortgage has not been satisfied, canceled or subordinated, in whole or in part, or rescinded, and the Mortgaged Property has not been released from the lien of the Mortgage, in whole or in part, nor has any instrument been executed that would effect any such release, cancellation, subordination or rescission. The Seller has not waived the performance by the Mortgagor of any action, if the Mortgagor's failure to perform such action would cause the Mortgage Loan to be in default, nor has the Seller waived any default resulting from any action or inaction by the Mortgagor.

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(p)           Taxes Paid: All taxes, governmental assessments, insurance premiums, water, sewer and municipal charges, leasehold payments or ground rents which previously became due and owing have been paid by the borrower, or escrow funds from the borrower have been established in an amount sufficient to pay for every such escrowed item which remains unpaid and which has been assessed but is not yet due and payable.

(q)           No Damage/Condemnation: Each Mortgaged Property is undamaged by waste, fire, hurricane, earthquake or earth movement, windstorm, flood, tornado or other casualty adversely affecting the value of a Mortgaged Property or the use for which the premises were intended, and each Mortgaged Property is in substantially the same condition it was at the time the most recent Appraised Value was obtained. There is no proceeding pending or threatened for the total or partial condemnation of any Mortgaged Property.

(r)            Fee Simple Estate / No Encroachments / Compliance with Zoning: The Mortgage creates a first lien or a first priority ownership interest in the Mortgaged Property securing the related Mortgage Note. All improvements subject to the Mortgage which were considered in determining the Appraised Value of the Mortgaged Property lie wholly within the boundaries and building restriction lines of the Mortgaged Property (and wholly within the project with respect to a condominium unit), no improvements on adjoining properties encroach upon the Mortgaged Property except those which are insured against by the title insurance policy referred to in clause (v) below and all improvements on the property comply with all applicable building, zoning and subdivision laws, regulations and ordinances.

(s)           Legally Occupied: As of the related Closing Date, the Mortgaged Property is lawfully occupied under Applicable Law, and all inspections, licenses and certificates required to be made or issued with respect to all occupied portions of the Mortgaged Property and, with respect to the use and occupancy of the same, including but not limited to certificates of occupancy and fire underwriting certificates, have been made or obtained from the appropriate authorities.

(t)            Mortgage Loan Legal and Binding: The Mortgage Note, the Mortgage, any intervening assignments of the Mortgage and other agreements executed in connection therewith are original and genuine and each is the legal, valid and binding obligation of the maker thereof, enforceable in all respects in accordance with its terms subject to bankruptcy, insolvency, moratorium, reorganization and other laws of general application affecting the rights of creditors and by general equitable principles. The Seller has taken all action necessary to transfer such rights of enforceability to the Purchaser. All parties to the Mortgage Note, the Mortgage, any intervening assignments of the Mortgage and other agreements executed in connection therewith, had the legal capacity to enter into the Mortgage Loan and to execute and deliver the Mortgage Note and the Mortgage. The Mortgage Note and the Mortgage have been duly and properly executed by such parties.

(u)           Proceeds Fully Disbursed / Recording Fees Paid: The proceeds of the Mortgage Loan have been fully disbursed and there is no requirement for future advances thereunder, and any and all requirements as to completion of any on-site or off-site improvements and as to disbursements of any escrow funds therefor have been complied with. All costs, fees and expenses incurred in making or closing the Mortgage Loan and the recording of the Mortgage were paid or are in the process of being paid, and the Mortgagor is not entitled to any refund of any amounts paid or due under the Mortgage Note or Mortgage.

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(v)         Existence of Title Insurance: Each Mortgage Loan (except (1) any Mortgage Loan secured by a Mortgaged Property located in any jurisdiction as to which an opinion of counsel of the type customarily rendered in such jurisdiction in lieu of title insurance is instead received and (2) any Mortgage Loan secured by Cooperative Shares) is covered by an ALTA lender's title insurance policy or other form of policy or insurance generally acceptable to Fannie Mae or Freddie Mac, issued by a title insurer acceptable to Fannie Mae or Freddie Mac and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring (subject to the exceptions contained in (m)(1), (2) and (3) above) the Seller, its successors and assigns, as to the first priority lien of the Mortgage in the original principal amount of the Mortgage Loan. Additionally, such policy affirmatively insures ingress and egress to and from the Mortgaged Property. Where required by applicable state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. The Seller, its successors and assigns, are the sole insureds of such lender's title insurance policy; such title insurance policy has been duly and validly endorsed to the Purchaser or the assignment to the Purchaser of the Seller's interest therein does not require the consent of or notification to the insurer; and such lender's title insurance policy is in full force and effect and will be in full force and effect upon the consummation of the transactions contemplated by this Agreement and the related PPTL. No claims have been made under such lender's title insurance policy, and no prior holder of the related Mortgage, including the Seller, has done, by act or omission, anything which would impair the coverage of such lender's title insurance policy. No originator, seller or prior owner of a mortgage loan or other Person has provided or received any unlawful fee, commission, kickback, or other compensation or value of any kind in connection with the title insurance policy.

(w)          Hazard Insurance: All buildings or other customarily insured improvements upon the Mortgaged Property are insured by an insurer acceptable under the Fannie Mae Guides, against loss by fire, hazards of extended coverage and such other hazards as are provided for in the Fannie Mae Guides or by the Freddie Mac Guides, in an amount representing coverage not less than the lesser of (i) the maximum insurable value of the improvements securing such Mortgage Loans and (ii) the greater of (a) the outstanding principal balance of the Mortgage Loan and (b) an amount such that the proceeds thereof shall be sufficient to prevent the Mortgagor and/or the Mortgagee from becoming a co-insurer. If the Mortgaged Property is a condominium unit, it is included under the coverage afforded by a blanket policy for the project. If required by the FDPA, the Mortgage Loan is covered by a flood insurance policy meeting the requirements of the current guidelines of the Federal Insurance Administration and conforming to Fannie Mae and Freddie Mac requirements, in an amount not less than the amount required by the FDPA. Such policy was issued by an insurer acceptable under the Fannie Mae Guides or the Freddie Mac Guides. The Mortgage obligates the Mortgagor thereunder to maintain all such insurance at the Mortgagor's cost and expense, and upon the Mortgagor's failure to do so, authorizes the holder of the Mortgage to maintain such insurance at the Mortgagor's cost and expense and to seek reimbursement therefor from the Mortgagor. All such standard hazard and flood policies are in full force and effect and on the date of origination contained a standard mortgagee clause naming the Seller and its successors in interest and assigns as loss payee; such clause is still in effect and all premiums due on any such policies have been paid in full. No obligated party or borrower, or any other Person, has engaged in any act or omission that would impair the coverage of any such insurance policy, the benefits of the endorsement provided for therein, or the validity and binding effect of either, including, without limitation, the provision or receipt of any unlawful fee, commission, kickback, or other compensation or value of any kind. No action, inaction, or event has occurred and no state of facts exists or has existed that has resulted or will result in the exclusion from, denial of, or defense to coverage under any such insurance policies, regardless of the cause of such failure of coverage.

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(x)          No Default: There is no default, breach, violation or event of acceleration existing under the Mortgage or the related Mortgage Note and no event which, with the passage of time or with notice and the expiration of any grace or cure period, would constitute a default, breach, violation or event permitting acceleration; and neither the Seller nor any prior mortgagee has waived any default, breach, violation or event permitting acceleration. No foreclosure action is currently threatened or has been commenced with respect to any Mortgaged Property.

(y)          No Rescission: The Mortgage Note and the Mortgage are not subject to any right of rescission, set-off, counterclaim or defense, including, without limitation, the defense of usury, nor will the operation of any of the terms of the Mortgage Note or the Mortgage, or the exercise of any right thereunder, render the Mortgage Note or Mortgage unenforceable, in whole or in part, or subject to any right of rescission, set-off, counterclaim or defense, including the defense of usury, and no such right of rescission, set-off, counterclaim or defense has been asserted with respect thereto. The Mortgagor was not a debtor at the time of origination of the Mortgage Loan and is not currently a debtor in any state or federal bankruptcy or insolvency proceeding.

(z)          Enforceable Right of Foreclosure: The Mortgage relating to a Mortgaged Property contains customary and enforceable provisions such as to render the rights and remedies of the holder thereof adequate for the realization against such Mortgaged Property of the benefits of the security provided thereby. There is no homestead or other exemption available to the Mortgagor which would interfere with the right to sell the Mortgaged Property at a trustee's sale or the right to foreclose on the Mortgage.

(aa)         Mortgaged Property is 1-4 Family: The Mortgaged Property consists of a single parcel of real property with a detached single family residence erected thereon, or a townhouse, or a two-to four-family dwelling, or an individual condominium unit in a condominium project, or an individual unit in a planned unit development or a de minimis planned unit development or, in the case of a Cooperative Loan, consists of the related Cooperative Unit; provided, however, that no residence or dwelling is a mobile or manufactured home. As of the date of origination, no portion of the Mortgaged Property was used for commercial purposes, and since the date of origination no portion of the Mortgaged Property has been used for commercial purposes.

(bb)         Mortgage Loan Qualifies for REMIC: Each Mortgage Loan constitutes a qualified mortgage under Section 860G(a)(3)(A) of the Code and Treasury Regulations Section 1.860G-2(a)(l).

(cc)         Lost Note Affidavit: With respect to any Mortgage Loan as to which an affidavit has been delivered to the Purchaser certifying that the original Mortgage Note is no longer in existence, if such Mortgage Loan is subsequently in default, the enforcement of such Mortgage Loan will not be materially adversely affected by the absence of the original Mortgage Note;

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(dd)         Doing Business: All parties which have had any interest in the Mortgage, whether as Mortgagee, assignee, pledgee or otherwise, are (or, during the period in which they held and disposed of such interest, were) (A) in compliance with any and all applicable licensing requirements of the laws of the state wherein the Mortgaged Property is located and (B) (1) organized under the laws of such state, (2) qualified to do business in such state, (3) a federal savings and loan association, a national bank, a Federal Home Loan Bank or a savings bank having principal offices in such state or (4) not doing business in such state.

(ee)         Loans Current / Prior Delinquencies: All payments due on a Mortgage Loan on or prior to the related Closing Date have been made as of the related Closing Date, such Mortgage Loan is not delinquent in payment by more than thirty (30) days and no payment with respect to such Mortgage Loan has been delinquent during the preceding twelve-month period; no payment made on such Mortgage Loan has been dishonored; there are no material defaults under the terms of such Mortgage Loan; and neither the Seller nor any other party has advanced funds or induced, solicited or knowingly received any advance of funds from a party other than the owner of the Mortgaged Property subject to the Mortgage, directly or indirectly, for the payment of any amount required by the Mortgage Loan.

(ff)          [Reserved.]

(gg)        Acceleration of Payments: The Mortgage contains the usual and enforceable provisions of the originator at the time of origination for the acceleration of the payment of the unpaid principal amount of the Mortgage Loan if the related Mortgaged Property is sold without the prior consent of the Mortgagee thereunder.

(hh)         [Reserved.]

(ii)          Leasehold Interest Representation And Warranty: To the extent the Mortgage Loan is secured by a leasehold interest: (1) the borrower is the owner of a valid and subsisting interest as tenant under the lease and is not in default thereunder, (2) the lease is in full force and effect, and is unmodified, (3) all rents and other charges have been paid when due, (4) the lessor under the lease is not in default, (5) the execution, delivery, and performance of the Mortgage do not require the consent (other than the consents that have been obtained and are in full force and effect) under, and will not violate or cause a default under, the terms of the lease, (6) the lease is assignable or transferable, (7) the term of such lease does not terminate earlier than five years after the maturity date of the Mortgage Note, (8) the lease does not provide for termination of the lease in the event of the borrower's default without written notice to the Mortgagee and a reasonable opportunity to cure the default, (9) the lease permits the mortgaging of the related Mortgaged Property and (10) the lease protects the Mortgagee's interests in the event of a property condemnation.

(jj)           Sole Collateral: With respect to any Mortgage Loan that is not a Cooperative Loan, as of the related Closing Date, the Mortgage Note is not and has not been secured by any collateral other than the lien of the corresponding Mortgage and the security interest of any applicable security agreement or chattel mortgage referred to in clause (m) above, and such collateral does not serve as security for any other obligation.

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(kk)         Full Disclosure: The Mortgagor has executed a statement to the effect that the Mortgagor has received all disclosure materials required by Applicable Law with respect to the making of fixed rate or adjustable rate mortgage loans, as applicable.

(ll)          No Graduated Payments: The Mortgage Loan does not contain “graduated payment” features, does not have a shared appreciation or other contingent interest feature and does not contain any buydown provisions.

(mm)       No Negative Amortization Loans, All 30 Year Mortgages: The Mortgage Loans have an original term to maturity of not more than 30 years, with interest payable in arrears on the first day of each month. Each Mortgage Note requires a monthly payment which is sufficient to fully amortize the original principal balance over the original term thereof (except in the case of interest only loans) and to pay interest at the related Mortgage Interest Rate. No Mortgage Loan contains terms or provisions which would result in negative amortization.

(nn)         Recordable: As to any Mortgage Loan which is not a MERS Mortgage Loan, the Assignment of Mortgage is in recordable form and is acceptable for recording under the laws of the jurisdiction in which the Mortgaged Property is located.

(oo)        Payment Terms: Payments on the Mortgage Loan commenced no more than sixty (60) days after the funds were disbursed in connection with the Mortgage Loan. The Mortgage Note is payable on the first day of each month in equal monthly installments of principal and interest (if not an interest only loan), with interest calculated and payable in arrears, sufficient to amortize the Mortgage Loan fully by the stated maturity date, over an original term of not more than thirty years from commencement of amortization.

(pp)         [Reserved.]

(qq)         Servicemembers’ Civil Relief Act: The Mortgagor has not notified the Seller that it is requesting relief under the Servicemembers' Civil Relief Act, and the Seller has no knowledge of any relief requested or allowed to the Mortgagor under the Servicemembers' Civil Relief Act.

(rr)          Construction: As of the related Closing Date, no Mortgage Loan was in construction or rehabilitation status and no trade-in or exchange of a Mortgaged Property has been facilitated.

(ss)         Qualified Lender: The Mortgage Loan was originated by a savings and loan association, a savings bank, a commercial bank, credit union, insurance company or similar institution supervised and examined by a federal or state authority.

(tt)          No Ground Leases: No Mortgaged Property is subject to a ground lease.

(uu)        No Additional Fees: With respect to any broker fees collected and paid on any of the Mortgage Loans, all such fees have been properly assessed to the Mortgagor and no claims will arise as to such fees that are double charged and for which the Mortgagor would be entitled to reimbursement.

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(vv)         Home Ownership and Equity Protection Act 1994: None of the Mortgage Loans are subject to the Home Ownership and Equity Protection Act of 1994 or any comparable state law.

(ww)       No Single Credit Insurance: None of the proceeds of the Mortgage Loan were used to finance single premium credit insurance policies.

(xx)         Principal Advances: Any principal advances made to the Mortgagor prior to the related Closing Date have been consolidated with the outstanding principal amount secured by the Mortgage, and the secured principal amount, as consolidated, bears a single interest rate and single repayment term. The lien of the Mortgage securing the consolidated principal amount is expressly insured as having first lien priority by a title insurance policy, an endorsement to the policy insuring the Mortgagee's consolidated interest or by other title evidence acceptable to Fannie Mae and Freddie Mac. The consolidated principal amount does not exceed the original principal amount of the Mortgage Loan.

(yy)        Interest Calculation: Interest on each Mortgage Loan is calculated on the basis of a 360-day year consisting of twelve 30-day months.

(zz)         No Balloon Loans: No Mortgage Loan is a Balloon Mortgage Loan.

(aaa)       MERS Loans: With respect to each MERS Mortgage Loan, a MIN has been assigned by MERS and such MIN is accurately provided on the Mortgage Loan Schedule. The related Assignment of Mortgage to MERS has been duly and properly recorded. With respect to each MERS Mortgage Loan, the Seller has not received any notice of liens or legal actions with respect to such Mortgage Loan and no such notices have been electronically posted by MERS.

(bbb)      Credit Reporting: With respect to each Mortgage Loan which has been (or becomes) delinquent 30 days or more at least once since origination, the Seller has fully and accurately furnished complete (favorable or unfavorable) information on the related borrower credit files to Equifax, Experian and Trans Union Credit Information in accordance with the Fair Credit Reporting Act and its implementing regulations.

Subsection 7.02.         Seller and Servicer Representations.

The Seller and the Servicer hereby represent and warrant to the Purchaser that, as to itself as of the related Closing Date:

(a)          It is a California corporation, duly organized, validly existing, and in good standing under the laws of the United States and has all licenses necessary to carry on its business as now being conducted and is licensed, qualified and in good standing in the states where the Mortgaged Property is located if the laws of such state require licensing or qualification in order to conduct business of the type conducted by it. It is an approved seller/servicer in good standing of conventional residential mortgage loans for Fannie Mae or Freddie Mac. It has corporate power and authority to execute and deliver this Agreement and to perform in accordance herewith; the execution, delivery and performance of this Agreement (including all instruments of transfer to be delivered pursuant to this Agreement) by it and the consummation of the transactions contemplated hereby have been duly and validly authorized. This Agreement, assuming due authorization, execution and delivery by the Purchaser, evidences the legal, valid, binding and enforceable obligation of it, subject to Applicable Law except as enforceability may be limited by (i) bankruptcy, insolvency, liquidation, receivership, moratorium, reorganization or other similar laws affecting the enforcement of the rights of creditors and (ii) general principles of equity, whether enforcement is sought in a proceeding in equity or at law. All requisite corporate action has been taken by it to make this Agreement valid and binding upon it in accordance with the terms of this Agreement.

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(b)          No consent, approval, authorization or order is required for the transactions contemplated by this Agreement from any court, governmental agency or body, or federal or state regulatory authority having jurisdiction over it or, if required, such consent, approval, authorization or order has been or will, prior to the related Closing Date, be obtained.

(c)          The consummation of the transactions contemplated by this Agreement are in its ordinary course of business and will not result in the breach of any term or provision of its articles of association or by-laws or result in the breach of any term or provision of, or conflict with or constitute a default under or result in the acceleration of any obligation under, any agreement, indenture or loan or credit agreement or other instrument to which it or its property is subject, or result in the violation of any law, rule, regulation, order, judgment or decree to which it or its property is subject.

(d)          Its transfer, assignment and conveyance of the Mortgage Notes and the Mortgages pursuant to this Agreement are not subject to the bulk transfer or any similar statutory provisions in effect in any applicable jurisdiction.

(e)          There is no action, suit, proceeding or investigation pending or, to its best knowledge, threatened against it which, either individually or in the aggregate, would result in any material adverse change in its business, operations, financial condition, properties or assets, or in any material impairment of its right or ability to carry on its business substantially as now conducted or which would draw into question the validity of this Agreement or the Mortgage Loans or of any action taken or to be taken in connection with its obligations contemplated herein, or which would materially impair its ability to perform under the terms of this Agreement.

(f)          The Seller is not in material default under any agreement, contract, instrument or indenture to which the Seller is a party or by which it (or any of its assets) is bound, which default would have a material adverse effect on the ability of the Seller to perform under this Agreement, nor has any event occurred which, with the giving of notice, the lapse of time or both, would constitute a default under any such agreement, contract, instrument or indenture and have a material adverse effect on the ability of the Seller to perform its obligations under this Agreement.

(g)          It does not believe, nor does it have any reason or cause to believe, that it cannot perform each and every covenant contained in this Agreement.

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(h)           It acknowledges and agrees that the Servicing Fee shall be treated by the Servicer, for accounting and tax purposes, as compensation for the servicing and administration of the Mortgage Loans pursuant to this Agreement.

(i)            It has determined that the disposition of the Mortgage Loans pursuant to this Agreement will be afforded sale treatment for accounting and tax purposes.

(j)            It is solvent and the sale of the Mortgage Loans will not cause it to become insolvent. The sale of the Mortgage Loans is not undertaken with the intent to hinder, delay or defraud any of its creditors.

(k)           It has not dealt with any broker, investment banker, agent or other person that may be entitled to any commission or compensation in connection with the sale of the Mortgage Loans.

(l)            Neither this Agreement nor any statement, report or other agreement, document or instrument furnished or to be furnished pursuant to this Agreement contains any materially untrue statement of fact or omits to state a fact necessary to make the statements contained therein not misleading.

Subsection 7.03.         Repurchase; Substitution.

(a)           It is understood and agreed that the representations and warranties set forth in Sections 7.01 and 7.02 shall survive the sale of the Mortgage Loans and delivery of the Mortgage File to the Purchaser, or its designee, and shall inure to the benefit of the Purchaser, notwithstanding any restrictive or qualified endorsement on any Mortgage Note or Assignment or the examination, or lack of examination, of any Mortgage Loan Document. Upon discovery by the Seller, the Servicer or the Purchaser of a breach of any of the foregoing representations and warranties which materially and adversely affects the value of the Mortgage Loans or the interest of the Purchaser in the Mortgage Loans (or which materially and adversely affects the value of a particular Mortgage Loan or the interest of the Purchaser in a particular Mortgage Loan in the case of a representation and warranty relating to such particular Mortgage Loan), the party discovering such breach shall give prompt written notice to the other. A breach of representations and warranties in Sections 7.01(h), (bb), and (vv) shall be deemed to materially and adversely affect the value of the related Mortgage Loan or the interest of the Purchaser in any Mortgage Loan. The Seller shall have a period of sixty (60) days from the earlier of its discovery or its receipt of notice of any such breach within which to correct or cure such breach. The Seller hereby covenants and agrees that if any such breach is not corrected or cured within such sixty (60) day period, the Seller shall, at the Purchaser’s option, (i) repurchase such Mortgage Loan at the Repurchase Price, (ii) substitute a mortgage loan for the defective Mortgage Loan as provided below or (iii) except for a breach of the representation and warranty in Section 7.01(bb), make an indemnification payment in an amount equal to the reduction in value of such Mortgage Loan as a result of such breach, such payment to be made in the manner set forth above in respect of the Purchase Price of a repurchased Mortgage Loan. In the event that any such breach shall involve any representation or warranty set forth in Section 7.02, and such breach is not cured within sixty (60) days of the earlier of either discovery by or notice to the Seller of such breach, all Mortgage Loans shall, at the option of the Purchaser, be repurchased by the Seller at the Repurchase Price. Any such repurchase shall be accomplished by transfer of the amount of the Repurchase Price to the Custodial Account.

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(b)          If the Seller is required to repurchase any Mortgage Loan pursuant to this Subsection 7.03 as a result of a breach of any of the representations and warranties set forth in Subsection 7.01, the Seller may, with the Purchaser’s prior consent, within two (2) years from the related Closing Date, remove such defective Mortgage Loan from the terms of this Agreement and substitute another mortgage loan for such defective Mortgage Loan, in lieu of repurchasing such defective Mortgage Loan. Any Substitute Mortgage Loan shall (a) have a principal balance at the time of substitution not in excess of the principal balance of the Deleted Mortgage Loan (the amount of any difference, plus one month’s interest thereon at the Mortgage Loan Remittance Rate borne by the Deleted Mortgage Loan, being paid by the Seller and deemed to be a Principal Prepayment to an account designated by the Purchaser), (b) have a Mortgage Interest Rate not less than, and not more than one percentage point greater than, the Mortgage Interest Rate of the Deleted Mortgage Loan, (c) have a remaining term to stated maturity not later than, and not more than one year less than, the remaining term to stated maturity of the Deleted Mortgage Loan, (d) be, in the reasonable determination of the Purchaser, of the same type, quality and character (including location of the Mortgaged Property) as the Deleted Mortgage Loan as if the breach had not occurred, (e) have a Loan-to-Value Ratio at origination no greater than that of the Deleted Mortgage Loan, (f) have the same lien priority as that of the Deleted Mortgage Loan and (g) be, in the reasonable determination of the Purchaser, in material compliance with the representations and warranties contained in this Agreement and described in Subsection 7.01 as of the date of substitution.

(c)          The Seller shall amend the related Mortgage Loan Schedule to reflect the withdrawal of the Deleted Mortgage Loan from this Agreement and the substitution of such substitute Mortgage Loan therefor. Upon such amendment, the Purchaser shall review the Mortgage File delivered to it relating to the substitute Mortgage Loan. The Monthly Payment on a substitute Mortgage Loan due on the Due Date in the month of substitution shall be the property of the Seller and the Monthly Payment on the Deleted Mortgage Loan for which the substitution is made due on such date shall be the property of the Purchaser.

(d)          In addition to such cure, repurchase and substitution obligation, the Seller shall indemnify the Purchaser and hold it harmless against any losses, damages, penalties, fines, forfeitures, reasonable and necessary legal fees and related costs, judgments, and other costs and expenses resulting from any claim, demand, defense or assertion based on or grounded upon, or resulting from, a breach of the Seller’s representations and warranties contained in Subsection 7.01 or 7.02. The Purchaser promptly shall notify the Seller if a claim is made by a third party with respect to a breach of the Seller’s representations and warranties contained in Subsections 7.01 or 7.02 and the Seller shall assume (with the prior written consent of the Purchaser) the defense of any such claim and pay all expenses in connection therewith, including counsel fees, and promptly pay, discharge and satisfy any judgment or decree which may be entered against it or the Purchaser in respect of such claim. The Seller shall follow any written instructions received from the Purchaser in connection with such claim. In addition, the Seller shall promptly pay or reimburse the Purchaser for any losses, damages, penalties, fines, forfeitures, reasonable and necessary legal fees and related costs, judgments, and other costs and expenses related to any such claim as such amounts are incurred by the Purchaser upon receipt of written notice from the Purchaser. For purposes of this paragraph, “Purchaser” shall mean the Person then acting as the Purchaser under this Agreement and any and all Persons who previously were “Purchasers” under this Agreement.

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It is understood and agreed that the obligations of the Seller set forth in this Subsection 7.03 to cure, repurchase or substitute for a defective Mortgage Loan, and to indemnify Purchaser pursuant to this Subsection 7.03, constitute the sole remedies of the Purchaser respecting a breach of the foregoing representations and warranties. If the Seller agrees that a breach of a representation or warranty set forth in Subsections 7.01 or 7.02 exists that materially and adversely affects the value of a particular Mortgage Loan or the interest of the Purchaser in a particular Mortgage Loan, and the Seller fails to cure, repurchase or substitute for the defective Mortgage Loan accordance with this Subsection 7.03 or to indemnify Purchaser pursuant to this Subsection 7.03, that failure shall be an Event of Default and the Purchaser shall be entitled to pursue all available remedies. No provision of this paragraph shall affect the rights of the Purchaser to terminate this Agreement for cause, as set forth in Subsections 13.01 and 14.01.

(e)          Any cause of action against the Seller or the Servicer, as applicable, relating to or arising out of the breach of any representations and warranties made in Subsections 7.01 and 7.02 shall accrue as to any Mortgage Loan upon (i) notice thereof by the Purchaser to the Seller or the Servicer, as applicable, (ii) failure by the Seller or the Servicer, as applicable, to cure such breach or repurchase such Mortgage Loan as specified above, and (iii) demand upon the Seller or the Servicer, as applicable, by the Purchaser for compliance with this Agreement.

(f)          In the event that any Mortgage Loan is held by a REMIC, notwithstanding any contrary provision of this Agreement, with respect to any Mortgage Loan that is not in default or as to which no default is imminent, Purchaser may, in connection with any repurchase or substitution of a defective Mortgage Loan pursuant to this Subsection 7.03, require that the Seller deliver, at the Seller’s expense, an Opinion of Counsel to the effect that such repurchase or substitution will not (i) result in the imposition of taxes on “prohibited transactions” of such REMIC (as defined in Section 860F of the Code) or otherwise subject the REMIC to tax, or (ii) cause the REMIC to fail to qualify as a REMIC at any time.

(g)          With respect to any Mortgage Loan listed as having mortgage insurance on the Mortgage Loan Schedule, regardless of whether the insurance is borrower paid or lender paid, if the mortgage insurer rejects, denies, or rescinds a claim on the basis of any defect in connection with the origination of the Mortgage Loan or the servicing of the Mortgage Loan prior to the Closing Date (a “mortgage insurer rejection”), other than as a result of the mortgage insurer’s breach of its obligations or as a result of the mortgage insurer's insolvency, the Seller shall either repurchase such Mortgage Loan at the Repurchase Price or pay the Trust the amount of such claim within thirty (30) days from the date of such mortgage insurer rejection.

(h)          The parties agree that the resolution of any controversy or claim arising out of or relating to an obligation or alleged obligation of the Seller to repurchase a Mortgage Loan due to a breach of a representation or warranty contained in Section 7.01 hereof shall be by Arbitration.

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If any allegation of a breach of a representation or warranty made in Section 7.01 has not been resolved to the satisfaction of both the Purchaser and the Seller, either party may commence Arbitration to resolve the dispute; provided that a party may commence Arbitration with respect to one or more unresolved allegations only during the months of January, April, July and October, and all matters with respect to which Arbitration has been commenced in any such month shall be heard in a single Arbitration in the immediately following month or as soon as practicable thereafter. To commence Arbitration, the moving party shall deliver written notice to the other party that it has elected to pursue Arbitration in accordance with this Section 7.03(h), provided that if the Seller has not responded to the Purchaser's notification of a breach of a representation and warranty, the Purchaser shall not commence Arbitration with respect to that breach before 60 days following such notification in order to provide the Seller with an opportunity to respond to such notification. Within 10 Business Days after a party has provided notice that it has elected to pursue Arbitration, each party may submit the names of one or more proposed Arbitrators to the other party in writing. If the parties have not agreed on the selection of an Arbitrator within five Business Days after the first such submission, then the party commencing Arbitration shall, within the next 5 business days, notify the American Arbitration Association in New York, New York and request that it appoint a single Arbitrator with experience in arbitrating disputes arising in the financial services industry.

It is the intention of the parties that Arbitration shall be conducted in as efficient and cost-effective a manner as is reasonably practicable, without the burden of discovery. Accordingly, the Arbitrator will resolve the dispute on the basis of a review of the written correspondence between the parties (including any supporting materials attached to such correspondence) conveyed by the parties to each other in connection with the dispute prior to the delivery of notice to commence Arbitration; however, upon a showing of good cause, a party may request the Arbitrator to direct the production of such additional information, evidence and/or documentation from the parties that the Arbitrator deems appropriate. If requested by the Arbitrator or any party, any hearing with respect to an Arbitration shall be conducted by video conference or teleconference except upon the agreement of both parties or the request of the Arbitrator.

The finding of the Arbitrator shall be final and binding upon the parties. Judgment upon any arbitration award rendered may be entered and enforced in any court of competent jurisdiction. The costs of the Arbitrator shall be shared equally between both parties. Each party, however, shall bear its own attorneys’ fees and costs in connection with the Arbitration.

Subsection 7.04.         Repurchase of Mortgage Loans With Early Payment Default.

With respect to any Mortgage Loan, if the related Mortgagor fails to make either the first (1^st), second (2^nd) or third (3^rd) Monthly Payment due after the Closing Date within thirty (30) days from when such Monthly Payment was due and such failure is solely due to the fault of the Mortgagor and not to an administrative error by the Servicer, then, in any such case, the Seller shall, within thirty (30) days of receipt of notice from the Purchaser, repurchase such Mortgage Loan from the Purchaser at the Repurchase Price, which shall be paid as provided in Subsection 7.03 hereof.

Subsection 7.05.         Purchase Price Protection.

With respect to any Mortgage Loan that prepays in full during the ninety (90) day period from and after the related Closing Date, the Seller shall reimburse the Purchaser, within five (5) Business Days of notice of such prepayment in full, the excess of (i) the Purchase Price for such Mortgage Loan and (ii) the outstanding principal balance of such Mortgage Loan as of the Cut-off Date.

SECTION 8. Closing.

Subsection 8.01.         Closing Conditions.

The closing for the purchase and sale of each Mortgage Loan Package shall take place on the respective Closing Date. The closing shall be either by telephone, confirmed by letter or wire as the parties hereto shall agree, or conducted in person, at such place as the parties hereto shall agree.

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The closing for each Mortgage Loan Package shall be subject to the satisfaction of each of the following conditions:

(a)           the Purchaser shall have received, or the Purchaser's attorney shall have received, in escrow, all closing documents as specified in Section 8.02, duly executed by all signatories other than the Purchaser;

(b)          all of the representations and warranties of the Seller under this Agreement shall be true and correct as of the related Closing Date (or, with respect to Subsection 7.01, such other date specified therein) in all material respects and no default shall have occurred hereunder which, with notice or the passage of time or both, would constitute an Event of Default hereunder;

(c)           the Purchaser shall have received from the custodian an initial certification with respect to its receipt of the Mortgage Loan Documents for the related Mortgage Loans; and

(d)          all other terms and conditions of this Agreement and the related PPTL to be satisfied by the Seller shall have been complied with in all material respects.

Upon satisfaction of the foregoing conditions, the Purchaser shall pay to the Seller on such Closing Date the Purchase Price for the related Mortgage Loan Package, plus accrued interest pursuant to Section 4 of this Agreement.

Subsection 8.02.         Closing Documents.

(a)          On or before the initial Closing Date, the Seller shall submit to the Purchaser fully executed originals of the following documents:

(i)          this Agreement, in four counterparts;

(ii)         a Custodial Account Letter Agreement;

(iii)        an Escrow Account Letter Agreement; and

(b)          On or before each Closing Date, the Seller shall submit to the Purchaser fully executed originals of the following documents:

(i)          the related PPTL executed by the Seller and a funding memorandum setting forth the Purchase Price(s), and the accrued interest thereon, for the Mortgage Loan Package;

(ii)         the related Mortgage Loan Schedule and an electronic data file containing information on a loan-level basis; and

(iii)        a certificate or other evidence of merger or change of name, signed or stamped by the applicable regulatory authority, if any of the Mortgage Loans were acquired by the Seller by merger or acquired or originated by the Seller while conducting business under a name other than its present name, if applicable.

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SECTION 9. [Reserved.]

SECTION 10. Costs.

The Seller and the Servicer shall pay any commissions due their salespeople and the legal fees and expenses of their attorneys. The Purchaser shall pay the cost of delivering the Mortgage Files to the Purchaser or its designee, the cost of recording the Assignments of Mortgage, any custodial fees incurred in connection with the release of any Mortgage Loan Documents as may be required by the servicing activities hereunder and all other costs and expenses incurred in connection with the sale of the Mortgage Loans by the Seller to the Purchaser, including without limitation the Purchaser’s attorneys’ fees. The Seller shall pay the cost of delivering the Mortgage Loan Documents to the Purchaser or its designee for each related Closing Date.

SECTION 11. Administration and Servicing of Mortgage Loans.

Subsection 11.01.         Servicer to Act as Servicer; Subservicing.

Effective as of each related Transfer Date, the Servicer, as an independent contractor, shall service and administer the Mortgage Loans on behalf of the Purchaser and in the best interest of the Purchaser (as determined by the Servicer in its reasonable judgment) in accordance with this Agreement, Customary Servicing Procedures, Applicable Laws and the terms of the Mortgage Notes and Mortgages, and shall have full power and authority, acting alone or through subservicers or agents, to do or cause to be done any and all things in connection with such servicing and administration which the Servicer may deem necessary or desirable and consistent with the terms of this Agreement. The Servicer may perform its servicing responsibilities through agents or independent contractors, but shall not thereby be released from any of its responsibilities hereunder. Notwithstanding anything to the contrary, the Servicer may delegate any of its duties under this Agreement to one or more of its affiliates without regard to any of the requirements of this section; provided, however, that the Servicer shall not be released from any of its responsibilities hereunder by virtue of such delegation. The Mortgage Loans may be subserviced by one or more unaffiliated subservicers on behalf of the Servicer provided each subservicer is a Fannie Mae approved seller/servicer or a Freddie Mac approved seller/servicer in good standing and no event has occurred, including but not limited to a change in insurance coverage, that would make it unable to comply with the eligibility requirements for seller/servicers imposed by Fannie Mae or Freddie Mac, or which would require notification to Fannie Mae or Freddie Mac. The Servicer shall pay all fees and expenses of the subservicer from its own funds (provided that any such expenditures that would constitute Servicing Advances if made by the Servicer hereunder shall be reimbursable to the Servicer as Servicing Advances), and the subservicer’s fee shall not exceed the Servicing Fee.

At the cost and expense of the Servicer, without any right of reimbursement from the Custodial Account, the Servicer shall be entitled to terminate the rights and responsibilities of a subservicer and arrange for any servicing responsibilities to be performed by a successor subservicer meeting the requirements in the preceding paragraph; provided, however, that nothing contained herein shall be deemed to prevent or prohibit the Servicer, at the Servicer’s option, from electing to service the related Mortgage Loans itself. If the Servicer’s responsibilities and duties under this Agreement are terminated and if requested to do so by the Purchaser, the Servicer shall at its own cost and expense terminate the rights and responsibilities of the subservicer as soon as is reasonably possible. The Servicer shall pay all fees, expenses or penalties necessary in order to terminate the rights and responsibilities of the subservicer from the Servicer’s own funds without reimbursement from the Purchaser.

The Servicer shall be entitled to enter into an agreement with the subservicer for indemnification of the Servicer by the subservicer and nothing contained in this Agreement shall be deemed to limit or modify such indemnification.

Any subservicing agreement and any other transactions or services relating to the Mortgage Loans involving the subservicer shall be deemed to be between the subservicer and Servicer alone, and the Purchaser shall have no obligations, duties or liabilities with respect to the subservicer including any obligation, duty or liability to pay the subservicer’s fees and expenses. For purposes of distributions and advances by the Servicer pursuant to this Agreement, the Servicer shall be deemed to have received a payment on a Mortgage Loan when the subservicer has received such payment. The Servicer shall not make any amendment to any agreement with a subservicer if such amendment is not consistent with or violates the provisions of this Agreement, or if such amendment could be reasonably expected to be materially adverse to the interests of the Purchaser.

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Consistent with the terms of this Agreement, and subject to the REMIC Provisions if the Mortgage Loans have been transferred to a REMIC, the Servicer may waive, modify or vary any term of any Mortgage Loan or consent to the postponement of strict compliance with any such term or in any manner grant indulgence to any Mortgagor; provided, however, that the Servicer shall not enter into any payment plan or agreement to modify payments with a Mortgagor lasting more than six (6) months or permit any modification with respect to any Mortgage Loan that would change the Mortgage Interest Rate, the Lifetime Rate Cap (if applicable), the Initial Rate Cap (if applicable), the Periodic Rate Cap (if applicable) or the Gross Margin (if applicable), agree to the capitalization of arrearages, including interest, fees or expenses owed under the Mortgage Loan, make any future advances or extend the final maturity date with respect to such Mortgage Loan, or accept substitute or additional collateral or release any collateral for such Mortgage Loan, unless (1) the Mortgagor is in default with respect to the Mortgage Loan, or such default is, in the judgment of the Servicer, imminent, (2) the modification is in accordance with the customary procedures of the Servicer, which may change from time to time, or industry-accepted programs, and (3) the Purchaser has approved such action. Additionally, the Servicer shall not accept any deed-in-lieu of, short pay-off, or sale of any Mortgaged Property, in which the sale proceeds are less than the unpaid principal balance of the related Mortgage Loan unless the Purchaser has approved such action. Further, the Servicer shall not defer or forgive the payment of any principal or interest or change the outstanding principal amount (except to reflect actual payments of principal) unless the Purchaser has approved such action. Any capitalization of arrearages of interest, fees and expenses in excess of 10% of the outstanding unpaid principal balance of the related Mortgage Loan immediately prior to the capitalization shall be made only after the Servicer has received the express written consent of the Purchaser. Without limiting the generality of the foregoing, the Servicer in its own name or acting through subservicers or agents is hereby authorized and empowered by the Purchaser when the Servicer believes it appropriate and reasonable in its best judgment, to execute and deliver, on behalf of itself or the Purchaser, all instruments of satisfaction or cancellation, or of partial or full release and discharge, and all other comparable instruments, with respect to the Mortgage Loans and the Mortgaged Properties and to institute foreclosure proceedings or obtain a deed-in-lieu of foreclosure so as to convert the ownership of such properties, and to hold or cause to be held title to such properties, on behalf of the Purchaser pursuant to the provisions of Subsection 11.13. Notwithstanding anything to the contrary in this Agreement, the Servicer shall not make or permit any modification, waiver or amendment of any term of a Mortgage Loan that could cause any REMIC holding such Mortgage Loan to fail to qualify as a REMIC or result in the imposition of any tax under Section 860F(a) or 860G(d) of the Code on any REMIC holding such Mortgage Loan.

The Purchaser shall furnish to the Servicer, upon request, any powers of attorney and other documents reasonably necessary or appropriate to enable the Servicer to carry out its servicing and administrative duties under this Agreement.

Whether in connection with the foreclosure of a Mortgage Loan or otherwise, the Servicer shall from its own funds make all necessary and proper Servicing Advances; provided, however, that the Servicer is not required to make a Servicing Advance unless the Servicer determines in the exercise of its good faith judgment that such Servicing Advance would ultimately be recoverable from Liquidation Proceeds, REO Disposition Proceeds, Insurance Proceeds or Condemnation Proceeds of the related Mortgaged Property (with respect to each of which the Servicer shall have the priority described in Subsection 11.05 for purposes of withdrawals from the Custodial Account). Any Servicing Advance that would cause the amount of unreimbursed Servicing Advances for a particular Mortgage Loan to exceed $15,000 shall be made only after notification of the Purchaser.

Notwithstanding anything to the contrary contained herein, in connection with a foreclosure or acceptance of a deed in lieu of foreclosure, in the event the Servicer has reasonable cause to believe that a Mortgaged Property is contaminated by hazardous or toxic substances or wastes, or if the Purchaser otherwise requests an environmental inspection or review of such Mortgaged Property, such an inspection or review is to be conducted by a qualified inspector at the Purchaser’s expense. Upon completion of the inspection, the Servicer shall promptly provide the Purchaser with a written report of the environmental inspection. In the event (a) the environmental inspection report indicates that the Mortgaged Property is contaminated by hazardous or toxic substances or wastes and (b) the Purchaser directs the Servicer to proceed with foreclosure or acceptance of a deed in lieu of foreclosure, the Servicer shall be reimbursed for all reasonable costs associated with such foreclosure or acceptance of a deed in lieu of foreclosure and any related environmental clean up costs, as applicable, from the related Liquidation Proceeds, or if the Liquidation Proceeds are insufficient fully to reimburse the Servicer, the Servicer shall be entitled to be reimbursed from amounts in the Custodial Account pursuant to Subsection 11.05 hereof. In the event the Purchaser directs the Servicer not to proceed with foreclosure or acceptance of a deed in lieu of foreclosure, the Servicer shall be reimbursed for all Servicing Advances made with respect to the related Mortgaged Property from the Custodial Account pursuant to Subsection 11.05 hereof.

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Subsection 11.02.         Liquidation of Mortgage Loans.

In the event that any payment due under any Mortgage Loan is not paid when the same becomes due and payable, or in the event the Mortgagor fails to perform any other covenant or obligation under the Mortgage Loan and such failure continues beyond any applicable grace period, the Servicer shall take such action as it shall deem to be in the best interest of the Purchaser. In the event that any payment due under any Mortgage Loan remains delinquent for a period of forty-five (45) days, the Servicer shall order an inspection of the related Mortgaged Property and if the Mortgage Loan remains delinquent for a period of ninety (90) days or more, the Servicer shall commence foreclosure proceedings in accordance with Customary Servicing Procedures and the guidelines set forth by Fannie Mae, Freddie Mac or the FHFA, as applicable. In such connection, the Servicer shall from its own funds make all necessary and proper Servicing Advances. The Servicer shall take appropriate measures to ensure the accuracy of all documents filed or otherwise utilized by the Servicer or its vendors or subcontractors in any judicial or non-judicial foreclosure proceeding, related bankruptcy proceeding or in other foreclosure-related litigation, including but not limited to, documentation sufficient to establish ownership of the Mortgage Loan by the Purchaser and the right to foreclose at the time the foreclosure action is commenced. In connection with any foreclosure proceeding, the Servicer shall comply with Applicable Law and any regulatory orders, directives or guidance applicable to the Servicer. If the portion of any Liquidation Proceeds allocable as a recovery of interest on a related Mortgage Loan is less than the full amount of accrued and unpaid interest on such Mortgage Loan as of the date such proceeds are received, then the applicable Servicing Fees with respect to such Mortgage Loan shall be paid first and any amounts remaining thereafter shall be distributed to the Purchaser. Upon liquidation of any Mortgage Loan, the Servicer shall provide written notice thereof to the custodian appointed by the Purchaser.

Subsection 11.03.         Collection of Mortgage Loan Payments.

Continuously from the date hereof until the principal and interest on all Mortgage Loans are paid in full, the Servicer will proceed diligently, in accordance with this Agreement, to collect all payments due under each of the Mortgage Loans when the same shall become due and payable. Further, the Servicer will in accordance with Customary Servicing Procedures ascertain and estimate taxes, assessments, fire and hazard insurance premiums, premiums for Primary Mortgage Insurance Policies, and all other charges that, as provided in any Mortgage, will become due and payable to the end that the installments payable by the Mortgagors will be sufficient to pay such charges as and when they become due and payable.

Subsection 11.04.         Establishment of Custodial Account; Deposits in Custodial Account.

The Servicer shall segregate and hold all funds collected and received pursuant to each Mortgage Loan separate and apart from any of its own funds and general assets and shall establish and maintain one or more Custodial Accounts (collectively, the “Custodial Account”), titled “[name of Servicer], in trust for RBS Financial Products Inc. as Purchaser of Mortgage Loans and various Mortgagors.” Such Custodial Account shall be an Eligible Account established with a commercial bank, a savings bank or a savings and loan association (which may be a depository affiliate of the Servicer) which meets the guidelines set forth by the FHFA, Fannie Mae or Freddie Mac as an eligible depository institution for custodial accounts. The Custodial Account shall not be transferred to another depository institution without the Purchaser’s approval, which shall not unreasonably be withheld. In any case, the Custodial Account shall be insured by the FDIC in a manner which shall provide maximum available insurance thereunder and which may be drawn on by the Servicer.

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The Servicer shall deposit in the Custodial Account on a daily basis, and retain therein the following payments and collections received or made by it subsequent to the related Cut-off Date (other than in respect of principal and interest on the Mortgage Loans due on or before the related Cut-off Date):

(a)          all payments on account of principal, including Principal Prepayments, on the Mortgage Loans;

(b)          all payments on account of interest on the Mortgage Loans adjusted to the related Mortgage Loan Remittance Rate;

(c)          all Liquidation Proceeds;

(d)          all Insurance Proceeds other than proceeds to be held in the Escrow Account and applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor in accordance with Customary Servicing Procedures;

(e)          all Condemnation Proceeds which are not released to the Mortgagor in accordance with Customary Servicing Procedures;

(f)           any amount required to be deposited in the Custodial Account pursuant to Subsections 11.15, 11.17 and 11.19;

(g)          any amount required to be deposited by the Servicer in connection with any REO Property pursuant to Subsection 11.13 including, but not limited to, REO Disposition Proceeds;

(h)          all amounts required to be deposited by the Servicer in connection with shortfalls in principal amount of Substitute Mortgage Loans pursuant to Subsection 7.03;

(i)            with respect to each Full Prepayment and each Partial Prepayment, an amount (to be paid by the Servicer out of its own funds) equal to the Prepayment Interest Shortfall; provided, however, that the Servicer’s aggregate obligations under this paragraph for any month shall be limited to the total amount of Servicing Fees actually received with respect to the Mortgage Loans by the Servicer during such month;

(j)           amounts required to be deposited by the Servicer in connection with the deductible clause of any hazard insurance policy; and

(k)           with respect to any repurchase of one or more Mortgage Loans, the amount of the related Repurchase Price pursuant to Section 7.03.

The foregoing requirements for deposit in the Custodial Account shall be exclusive, it being understood and agreed that, without limiting the generality of the foregoing, payments in the nature of late payment charges, assumption fees and other ancillary fees need not be deposited by the Servicer in the Custodial Account.

The Servicer may invest the funds in the Custodial Account in Eligible Investments designated in the name of the Servicer for the benefit of the Purchaser, which shall mature not later than the Business Day next preceding the Remittance Date next following the date of such investment (except that (A) any investment in the institution with which the Custodial Account is maintained may mature on such Remittance Date and (B) any other investment may mature on such Remittance Date if the Servicer shall advance funds on such Remittance Date, pending receipt thereof to the extent necessary to make distributions to the Purchaser) and shall not be sold or disposed of prior to maturity. Notwithstanding anything to the contrary herein and above, all income and gain realized from any such investment shall be for the benefit of the Servicer and shall be subject to withdrawal by the Servicer. The amount of any losses incurred in respect of any such investments shall be deposited in the Custodial Account by the Servicer out of its own funds immediately as realized.

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Subsection 11.05.         Withdrawals From the Custodial Account.

The Servicer shall, from time to time, withdraw funds from the Custodial Account for the following purposes:

(a)          to make payments to the Purchaser in the amounts and in the manner provided for in Subsection 11.15;

(b)          to reimburse itself for P&I Advances, the Servicer’s right to reimburse itself pursuant to this subclause (b) with respect to any Mortgage Loan being limited to related Liquidation Proceeds, Condemnation Proceeds, Insurance Proceeds, REO Disposition Proceeds and such other amounts as may be collected by the Servicer from the related Mortgagor or otherwise relating to the Mortgage Loan, it being understood that, in the case of any such reimbursement, the Servicer’s right thereto shall be prior to the rights of the Purchaser with respect to such Mortgage Loan, except that, where the Seller is required to repurchase a Mortgage Loan pursuant to Subsection 7.03, the Servicer’s right to such reimbursement shall be subsequent to the payment to the Purchaser of the Repurchase Price pursuant to Subsection 7.03 and all other amounts required to be paid to the Purchaser with respect to such Mortgage Loan;

(c)          to reimburse itself for any unpaid Servicing Fees and for unreimbursed Servicing Advances, the Servicer’s right to reimburse itself pursuant to this subclause (c) with respect to any Mortgage Loan being limited to related Liquidation Proceeds, Condemnation Proceeds, Insurance Proceeds, REO Disposition Proceeds and such other amounts as may be collected by the Servicer from the related Mortgagor or otherwise relating to the Mortgage Loan, it being understood that, in the case of any such reimbursement, the Servicer’s right thereto shall be prior to the rights of the Purchaser unless the Seller is required to repurchase a Mortgage Loan pursuant to Subsection 7.03, or Servicer is required to pay the Prepayment Interest Shortfall pursuant to Subsection 11.15, in which case the Servicer’s right to such reimbursement shall be subsequent to the payment to the Purchaser of the related Repurchase Price pursuant to Subsection 7.03, and all other amounts required to be paid to the Purchaser with respect to such Mortgage Loan;

(d)          to reimburse itself for unreimbursed Servicing Advances and for unreimbursed P&I Advances, to the extent that such amounts are nonrecoverable (as certified by the Servicer to the Purchaser in an Officer’s Certificate) by the Servicer pursuant to subclause (b) or (c) above, provided that the Mortgage Loan for which such advances were made is not required to be repurchased by the Seller pursuant to Subsection 7.03;

(e)          to reimburse itself for P&I Advances and Servicing Advances that were added to the outstanding principal balance of a Mortgage Loan in connection with a modification of such Mortgage Loan to capitalize arrearages; provided, that the Servicer shall be entitled to be reimbursed for these amounts only from the principal collections on the Mortgage Loans;

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(f)          to reimburse itself for expenses incurred by and reimbursable to it pursuant to Subsection 12.01;

(g)          to withdraw amounts to make P&I Advances in accordance with Subsection 11.17;

(h)          to pay to itself any interest earned or any investment earnings on funds deposited in the Custodial Account, net of any losses on such investments;

(i)          to withdraw any amounts inadvertently deposited in the Custodial Account; and

(j)          to clear and terminate the Custodial Account upon the termination of this Agreement.

Upon request, the Servicer will provide the Purchaser with copies of reasonably acceptable invoices or other documentation relating to Servicing Advances that have been reimbursed from the Custodial Account.

Subsection 11.06.         Establishment of Escrow Account; Deposits in Escrow Account.

The Servicer shall segregate and hold all funds collected and received pursuant to each Mortgage Loan which constitute Escrow Payments separate and apart from any of its own funds and general assets and shall establish and maintain one or more Escrow Accounts (collectively, the “Escrow Account”), titled “[name of Servicer], in trust for RBS Financial Products Inc. as Purchaser of Mortgage Loans and various Mortgagors.” The Escrow Account shall be an Eligible Account established with a commercial bank, a savings bank or a savings and loan association (which may be a depository affiliate of Servicer), which meets the guidelines set forth by Fannie Mae or Freddie Mac as an eligible institution for escrow accounts. The Escrow Account shall not be transferred to another depository institution without the Purchaser’s approval, which shall not unreasonably be withheld. In any case, the Escrow Account shall be insured by the FDIC in a manner which shall provide maximum available insurance thereunder and which may be drawn on by the Servicer.

The Servicer shall deposit in the Escrow Account on a daily basis, and retain therein: (a) all Escrow Payments collected on account of the Mortgage Loans, for the purpose of effecting timely payment of any such items as required under the terms of this Agreement and (b) all amounts representing proceeds of any hazard or flood insurance policy which are to be applied to the restoration or repair of any Mortgaged Property. The Servicer shall make withdrawals therefrom only in accordance with Subsection 11.07 hereof. As part of its servicing duties, the Servicer shall pay to the Mortgagors interest on funds in the Escrow Account, to the extent required by Applicable Law.

Subsection 11.07.         Withdrawals From Escrow Account.

Withdrawals from the Escrow Account shall be made by the Servicer only (a) to effect timely payments of ground rents, taxes, assessments, premiums for Primary Mortgage Insurance Policies, fire and hazard insurance premiums or other items constituting Escrow Payments for the related Mortgage, (b) to reimburse the Servicer for any Servicing Advance made by Servicer pursuant to Subsection 11.08 hereof with respect to a related Mortgage Loan, (c) to refund to any Mortgagor any funds found to be in excess of the amounts required under the terms of the related Mortgage Loan, (d) for transfer to the Custodial Account upon default of a Mortgagor or in accordance with the terms of the related Mortgage Loan and if permitted by Applicable Law, (e) for application to the restoration or repair of the Mortgaged Property, (f) to pay to the Mortgagor, to the extent required by law, any interest paid on the funds deposited in the Escrow Account, (g) to pay to itself any interest earned on funds deposited in the Escrow Account (and not required to be paid to the Mortgagor), (h) to the extent permitted under the terms of the related Mortgage Note and applicable law, to pay late fees with respect to any Monthly Payment which is received after the applicable grace period, (i) to withdraw suspense payments that are deposited into the Escrow Account, (j) to withdraw any amounts inadvertently deposited in the Escrow Account or (k) to clear and terminate the Escrow Account upon the termination of this Agreement.

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Subsection 11.08.         Payment of Taxes, Insurance and Other Charges; Collections Thereunder.

With respect to each Mortgage Loan, the Servicer shall maintain accurate records reflecting the status of ground rents, taxes, assessments and other charges which are or may become a lien upon the Mortgaged Property and the status of premiums for Primary Mortgage Insurance Policies and fire and hazard insurance coverage and shall obtain, from time to time, all bills for the payment of such charges (including renewal premiums) and shall effect payment thereof prior to the applicable penalty or termination date and at a time appropriate for securing maximum discounts allowable, employing for such purpose deposits of the Mortgagor in the Escrow Account which shall have been estimated and accumulated by the Servicer in amounts sufficient for such purposes, as allowed under the terms of the Mortgage. To the extent that a Mortgage does not provide for Escrow Payments, the Servicer shall determine that any such payments are made by the Mortgagor. The Servicer assumes full responsibility for the timely payment of all such bills and shall effect timely payments of all such bills irrespective of each Mortgagor’s faithful performance in the payment of same or the making of the Escrow Payments and shall make Servicing Advances to effect such payments, subject to its ability to recover such Servicing Advances pursuant to Subsections 11.05(c), 11.05(d) and 11.07(b). No costs incurred by the Servicer or subservicers in effecting the payment of ground rents, taxes, assessments and other charges on the Mortgaged Properties or mortgage or hazard insurance premiums shall, for the purpose of calculating remittances to the Purchaser, be added to the amount owing under the related Mortgage Loans, notwithstanding that the terms of such Mortgage Loans so permit.

Subsection 11.09.         Transfer of Accounts.

The Servicer may transfer the Custodial Account or the Escrow Account to an Eligible Account at a different depository institution. Pursuant to Subsections 11.04 and 11.06, such transfer shall be made only with the Purchaser’s approval, which shall not unreasonably be withheld.

Subsection 11.10.         Maintenance of Hazard Insurance.

The Servicer shall cause to be maintained for each Mortgage Loan fire and hazard insurance with extended coverage customary in the area where the Mortgaged Property is located by an insurer acceptable to Fannie Mae or Freddie Mac, as applicable, in an amount which is at least equal to the lesser of (a) the full insurable value of the Mortgaged Property or (b) the greater of (i) the outstanding principal balance owing on the Mortgage Loan and (ii) an amount such that the proceeds of such insurance shall be sufficient to avoid the application to the Mortgagor or loss payee of any coinsurance clause under the policy. If the Mortgaged Property is in an area identified in the Federal Register by the Federal Emergency Management Agency as a special flood hazard area (and such flood insurance has been made available) the Servicer will cause to be maintained a flood insurance policy meeting the requirements of the National Flood Insurance Program, in an amount representing coverage not less than the lesser of (A) the minimum amount required under the terms of the coverage to compensate for any damage or loss to the Mortgaged Property on a replacement-cost basis (or the outstanding principal balance of the Mortgage Loan if replacement-cost basis is not available) or (B) the maximum amount of insurance available under the National Flood Insurance Program. The Servicer shall also maintain on REO Property fire and hazard insurance with extended coverage in an amount which is at least equal to the maximum insurable value of the improvements which are a part of such property, liability insurance and, to the extent required and available under the National Flood Insurance Program, flood insurance in an amount required above. Any amounts collected by the Servicer under any such policies (other than amounts to be deposited in the Escrow Account and applied to the restoration or repair of the property subject to the related Mortgage or property acquired in liquidation of the Mortgage Loan, or to be released to the Mortgagor in accordance with Customary Servicing Procedures) shall be deposited in the Custodial Account, subject to withdrawal pursuant to Subsection 11.05. It is understood and agreed that no earthquake or other additional insurance need be required by the Servicer of any Mortgagor or maintained on REO Property other than pursuant to such Applicable Laws as shall at any time be in force and as shall require such additional insurance. All policies required hereunder shall be endorsed with standard mortgagee clauses with loss payable to Servicer, and shall provide for at least thirty (30) days prior written notice of any cancellation, reduction in amount or material change in coverage to the Servicer. The Servicer shall not interfere with the Mortgagor’s freedom of choice in selecting either its insurance carrier or agent; provided, however, that the Servicer shall not accept any such insurance policies from insurance companies unless such companies are acceptable to Fannie Mae or Freddie Mac, as applicable, and are licensed to do business in the state wherein the property subject to the policy is located.

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The hazard insurance policies for each Mortgage Loan secured by a unit in a condominium development, planned unit development or Cooperative Project shall be maintained with respect to such Mortgage Loan and the related development in a manner which is consistent with Fannie Mae or Freddie Mac requirements, as applicable.

Subsection 11.11.         Maintenance of Primary Mortgage Insurance Policy; Claims.

With respect to each Mortgage Loan with a LTV in excess of 80%, the Servicer shall promptly, without any cost to the Purchaser, maintain or cause the Mortgagor to maintain in full force and effect a Primary Mortgage Insurance Policy issued by a Qualified Insurer insuring the portion over 78% (or such other percentage in conformance with then current Fannie Mae requirements) until terminated pursuant to the Homeowners Protection Act of 1988, 12 USC § 4901, et seq. or any other Applicable Law. In the event that such Primary Mortgage Insurance Policy shall be terminated other than as required by Applicable Law, the Servicer shall obtain from another Qualified Insurer a comparable replacement policy, with a total coverage equal to the remaining coverage of such terminated Primary Mortgage Insurance Policy. If the insurer shall cease to be a Qualified Insurer, the Servicer shall obtain from another Qualified Insurer a replacement Primary Mortgage Insurance Policy. The Servicer shall not take any action which would result in noncoverage under any applicable Primary Mortgage Insurance Policy of any loss which, but for the actions of the Servicer would have been covered thereunder. In connection with any assumption or substitution agreement entered into or to be entered into pursuant to Subsection 11.18, the Servicer shall promptly notify the insurer under the related Primary Mortgage Insurance Policy, if any, of such assumption or substitution of liability in accordance with the terms of such Primary Mortgage Insurance Policy and shall take all actions which may be required by such insurer as a condition to the continuation of coverage under such Primary Mortgage Insurance Policy. If such Primary Mortgage Insurance Policy is terminated as a result of such assumption or substitution of liability, the Servicer shall obtain a replacement Primary Mortgage Insurance Policy as provided above.

In connection with its activities as servicer, the Servicer agrees to prepare and present, on behalf of itself and the Purchaser, claims to the insurer under any Primary Mortgage Insurance Policy in a timely fashion in accordance with the terms of such Primary Mortgage Insurance Policy and, in this regard, to take such action as shall be necessary to permit recovery under any Primary Mortgage Insurance Policy respecting a defaulted Mortgage Loan. Pursuant to Subsection 11.04, any amounts collected by the Servicer under any Primary Mortgage Insurance Policy shall be deposited in the Custodial Account, subject to withdrawal pursuant to Subsection 11.05.

Subsection 11.12.         Fidelity Bond; Errors and Omissions Insurance.

The Servicer shall maintain, at its own expense, a blanket Fidelity Bond and an errors and omissions insurance policy, with broad coverage on all officers, employees or other persons acting in any capacity requiring such persons to handle funds, money, documents or papers relating to the Mortgage Loans. These policies must insure the Servicer against losses resulting from fraud, theft, errors, omissions, negligence, dishonest or fraudulent acts committed by the Servicer’s personnel, any employees of outside firms that provide data processing services for the Servicer, and temporary contract employees or student interns. The Fidelity Bond shall also protect and insure the Servicer against losses in connection with the release or satisfaction of a Mortgage Loan without having obtained payment in full of the indebtedness secured thereby. No provision of this Subsection 11.12 requiring such Fidelity Bond and errors and omissions insurance shall diminish or relieve the Servicer from its duties and obligations as set forth in this Agreement. The minimum coverage and maximum deductible under any such Fidelity Bond and insurance policy shall be at least equal to the corresponding amounts required by Fannie Mae in the Fannie Mae Guides or by Freddie Mac in the Freddie Mac Guide, as amended or restated from time to time, as applicable, or in an amount as may be permitted to the Servicer by express waiver of Fannie Mae or Freddie Mac, as applicable. Upon request of the Purchaser, the Servicer shall cause to be delivered to the Purchaser a certified true copy of such Fidelity Bond or a certificate evidencing the same with a statement that the Servicer shall endeavor to provide written notice to the Purchaser thirty (30) days prior to modification or any material change.

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Subsection 11.13.         Title, Management and Disposition of REO Property.

Subject to Subsection 11.02, in the event that title to the Mortgaged Property is acquired in foreclosure or by deed in lieu of foreclosure, the deed or certificate of sale shall be taken in the name of the Purchaser or its nominee.

The Servicer shall cause to be deposited on a daily basis in the Custodial Account all revenues received with respect to the conservation of the related REO Property. The Servicer shall make distributions as required on each Remittance Date to the Purchaser of the net cash flow from the REO Property (which shall equal the revenues from such REO Property net of the expenses described above and of any reserves reasonably required from time to time to be maintained to satisfy anticipated liabilities for such expenses).

The disposition of REO Property shall be carried out by the Servicer, subject to Subsection 11.01. The Purchaser shall pay the Servicer a fee of 1.5% of the sales price for such REO Property for services associated with managing the REO Property through its disposition. Upon the request of the Purchaser, and at the Purchaser’s expense, the Servicer shall cause an appraisal of the REO Property to be performed for the Purchaser.

The Servicer shall either itself or through an agent selected by the Servicer, manage, conserve, protect and operate the REO Property in the same manner that it manages, conserves, protects and operates other foreclosed property for its own account, and in the same manner that similar property in the same locality as the REO Property is managed. Any disbursement in excess of $15,000 shall be made only with the prior written approval of the Purchaser. The Servicer shall deduct the costs of managing, conserving, protecting and operating the REO Property from the proceeds of the sale of the REO Property (providing documentary evidence of such costs) and shall not withdraw funds to cover such costs from the Custodial Account.

The Servicer shall not accept any sale offer for an REO Property that is more than 10% below the most recent Reconciled Market Value of the REO Property without the prior written consent of the Purchaser.

Subsection 11.14.         Servicing Compensation.

As compensation for its services hereunder and subject to Subsection 11.15, the Servicer shall be entitled to retain the Servicing Fee from interest payments actually collected on the Mortgage Loans. Additional servicing compensation in the form of assumption fees, late payment charges, Prepayment Penalties, fees related to the disposition of REO Property and other ancillary income shall be retained by the Servicer to the extent not required to be deposited in the Custodial Account. The Servicer shall be required to pay all expenses incurred by it in connection with its servicing activities hereunder and shall not be entitled to reimbursement therefor except as specifically provided for herein.

Subsection 11.15.         Distributions.

On each Remittance Date the Servicer shall remit by wire transfer of immediately available funds to the account designated in writing by the Purchaser of record on the preceding Record Date (a) all amounts credited to the Custodial Account at the close of business on the related Determination Date, net of charges against or withdrawals from the Custodial Account pursuant to Subsection 11.05(b) through (h), plus (b) all amounts, if any, which the Servicer is obligated to distribute pursuant to Subsection 11.17, minus (c) any amounts attributable to Principal Prepayments received after the end of the calendar month preceding the month in which the Remittance Date occurs, minus (d) any amounts attributable to Monthly Payments collected but due on a Due Date or Due Dates subsequent to the first day of the month in which the Remittance Date occurs.

Not later than each Remittance Date, the Servicer shall from its own funds deposit in the Custodial Account an amount equal to the aggregate Prepayment Interest Shortfall due to either Partial Prepayment or Full Prepayment, if any, existing in respect of the related Principal Prepayment Period.

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With respect to any remittance received by the Purchaser after the Business Day on which such payment was due, the Servicer shall pay to the Purchaser interest on any such late payment at an annual rate equal to the overnight federal funds effective rate, but in no event greater than the maximum amount permitted by Applicable Law. Such interest shall be paid by the Servicer to the Purchaser on the date such late payment is made and shall cover the period commencing with the Business Day on which such payment was due and ending with the Business Day immediately preceding the Business Day on which such payment is made, both inclusive. The payment by the Servicer of any such interest shall not be deemed an extension of time for payment or a waiver of any Event of Default by the Servicer.

Subsection 11.16.         Statements to the Purchaser.

Not later than the fifth (5th) Business Day of each calendar month, the Servicer shall forward to the Purchaser in an electronic format a statement, containing data elements to be mutually agreed upon by the parties and substantially similar to those set forth in the form of Exhibit 5, setting forth, among other information specified in Exhibit 5, on a loan-by-loan basis: (a) the amount of payments received for the related Due Period which is allocable to principal and allocable to interest; (b) the amount of servicing compensation received by the Servicer during the prior calendar month; and (c) the aggregate Stated Principal Balance of the Mortgage Loans as of the last day of the preceding month. Such statement shall also include information regarding delinquencies on Mortgage Loans, indicating the number and aggregate principal amount of Mortgage Loans which are either one (1), two (2) or three (3) or more months delinquent. The Servicer shall submit to the Purchaser monthly a liquidation report with respect to each Mortgaged Property sold in a foreclosure sale as of the related Record Date and not previously reported. Such liquidation report shall be incorporated into the remittance report delivered to Purchaser in the form of Exhibit 5 hereto. The Servicer shall also provide such information as set forth above to the Purchaser in electronic form in the Servicer’s standard format, a copy of which has been provided by the Servicer.

In addition, the Servicer shall submit to the Purchaser monthly loan-by-loan default information including, without limitation, notes made and retained by the Servicer in connection with servicing the defaulted loan, the reasons for the default, updated values of the Mortgaged Property, updated FICO scores on the Mortgagor and information regarding Servicing Advances made.

The Servicer shall prepare and file any and all tax returns, information statements or other filings required to be delivered to any governmental taxing authority, the Mortgagor or to the Purchaser pursuant to any Applicable Law with respect to the Mortgage Loans and the transactions contemplated hereby. In addition, the Servicer shall provide the Purchaser with such information concerning the Mortgage Loans as is necessary for such Purchaser to prepare federal income tax returns as the Purchaser may reasonably request from time to time.

Subsection 11.17.         Advances by the Servicer.

On the Business Day immediately preceding each related Remittance Date, the Servicer shall either (a) deposit in the Custodial Account from its own funds an amount equal to the aggregate amount of all Monthly Payments (with interest adjusted to the Mortgage Loan Remittance Rate) which were due on the Mortgage Loans during the applicable Due Period and which were delinquent at the close of business on the immediately preceding Determination Date (each such advance, a “P&I Advance”), (b) cause to be made an appropriate entry in the records of the Custodial Account that amounts held for future distribution have been, as permitted by this Subsection 11.17, used by the Servicer in discharge of any such P&I Advance or (c) make P&I Advances in the form of any combination of (a) or (b) aggregating the total amount of advances to be made. Any amounts held for future distribution and so used shall be replaced by the Servicer by deposit in the Custodial Account on or before any future Remittance Date if funds in the Custodial Account on such Remittance Date shall be less than payments to the Purchaser required to be made on such Remittance Date. The Servicer’s obligation to make P&I Advances as to any Mortgage Loan will continue through the last Monthly Payment due prior to the payment in full of a Mortgage Loan, or through the last related Remittance Date prior to the Remittance Date for the distribution of all other payments or recoveries (including proceeds under any title, hazard or other insurance policy, or condemnation awards) with respect to a Mortgage Loan; provided, however, that such obligation shall cease if the Servicer, in its good faith judgment, determines that such P&I Advances would not be recoverable pursuant to Subsection 11.05(d). The determination by the Servicer that a P&I Advance, if made, would be nonrecoverable, shall be evidenced by an Officer’s Certificate of the Servicer, delivered to the Purchaser, which details the reasons for such determination. The Servicer shall not have any obligation to advance amounts in respect of shortfalls relating to the Servicemembers Civil Relief Act and similar state and local laws.

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Subsection 11.18.         Assumption Agreements.

The Servicer will use its best efforts to enforce any “due-on-sale” provision contained in any Mortgage or Mortgage Note; provided that, subject to the Purchaser’s prior approval, the Servicer shall permit such assumption if so required in accordance with the terms of the Mortgage or the Mortgage Note. When the Mortgaged Property has been conveyed by the Mortgagor prior to payment in full of the Mortgage Loan, the Servicer will, to the extent it has knowledge of such conveyance, exercise its rights to accelerate the maturity of such Mortgage Loan under the “due-on-sale” clause applicable thereto; provided, however, the Servicer will not exercise such rights if prohibited by law from doing so or if the exercise of such rights would impair or threaten to impair any recovery under the related Primary Mortgage Insurance Policy, if any. In connection with any such assumption, the outstanding principal amount, the Monthly Payment, the Mortgage Interest Rate, the Lifetime Rate Cap (if applicable), the Gross Margin (if applicable), the Initial Rate Cap (if applicable) or the Periodic Rate Cap (if applicable) of the related Mortgage Note shall not be changed, and the term of the Mortgage Loan will not be increased or decreased. If an assumption is allowed pursuant to this Subsection 11.18, the Servicer with the prior consent of the issuer of the Primary Mortgage Insurance Policy, if any, is authorized to enter into a substitution of liability agreement with the purchaser of the Mortgaged Property pursuant to which the original Mortgagor is released from liability and the purchaser of the Mortgaged Property is substituted as Mortgagor and becomes liable under the Mortgage Note.

Subsection 11.19.         Satisfaction of Mortgages and Release of Mortgage Files.

Upon the payment in full of any Mortgage Loan, or the receipt by the Servicer of a notification that payment in full will be escrowed in a manner customary for such purposes, the Servicer will obtain the portion of the Mortgage File that is in the possession of the Purchaser or its designee, prepare and process any required satisfaction or release of the Mortgage and notify the Purchaser in accordance with the provisions of this Agreement. The Purchaser agrees to deliver to the Servicer (or cause to be delivered to the Servicer) the original Mortgage Note for any Mortgage Loan not later than five (5) Business Days following its receipt of a notice from the Servicer that such a payment in full has been received or that a notification has been received that such a payment in full shall be made. Such Mortgage Note shall be held by the Servicer, in trust, for the purpose of canceling such Mortgage Note and delivering the canceled Mortgage Note to the Mortgagor in a timely manner as and to the extent provided under any applicable federal or state law.

In the event the Servicer grants a satisfaction or release of a Mortgage without having obtained payment in full of the indebtedness secured by the Mortgage, the Servicer shall remit to the Purchaser the Stated Principal Balance of the related Mortgage Loan, including any accrued and unpaid interest thereon (calculated at the Net Remittance Rate), by deposit thereof in the Custodial Account. The Fidelity Bond shall insure the Servicer against any loss it may sustain with respect to any Mortgage Loan not satisfied in accordance with the procedures set forth herein.

Subsection 11.20.         Seller and Servicer Shall Provide Access and Information as Reasonably Required.

The Seller and the Servicer shall provide to the Purchaser access to any documentation regarding the Mortgage Loans which may be required by Applicable Law or by the Purchaser’s regulators. Such access shall be afforded without charge, but only upon reasonable request, during normal business hours and at the offices of the Servicer. The Servicer shall cooperate in good faith with the Purchaser, its agents and regulators in responding to any reasonable inquiries regarding the Servicer’s servicing of the Mortgage Loans and the Servicer’s compliance with, and ability to perform its obligations under, the provisions of this Agreement, and its oversight and monitoring procedures with respect to any subservicers or subcontractors engaged by the Servicer to perform any obligations under this Agreement. In connection with the foregoing, the Servicer shall provide the Purchaser and its agents and regulators with reasonable access to its facilities, employees and servicing systems to the extent such access is reasonably necessary in order for the Purchaser to comply with Applicable Law or the requirements of its regulators.

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In addition, the Seller and the Servicer shall furnish upon request by the Purchaser, during the term of this Agreement, such periodic, special or other reports or information, whether or not provided for herein, as shall be necessary, reasonable and appropriate with respect to the purposes of this Agreement and Applicable Law. All such reports or information shall be provided by and in accordance with all reasonable instructions and directions the Purchaser may require. The Seller and the Servicer each agree to execute and deliver all such instruments and take all such action as the Purchaser, from time to time, may reasonably request in order to effectuate the purposes and to carry out the terms of this Agreement.

Subsection 11.21.         Inspections.

The Servicer shall inspect the Mortgaged Property as often deemed necessary by the Servicer to assure itself that the value of the Mortgaged Property is being preserved. In addition, if any Mortgage Loan is more than forty-five (45) days delinquent, the Servicer shall inspect the Mortgaged Property and shall conduct subsequent inspections in accordance with Customary Servicing Procedures or as may be required by the primary mortgage guaranty insurer. The Servicer shall keep written report of each such inspection and shall provide a copy of such inspection to the Purchaser upon the request of the Purchaser.

Subsection 11.22.         Restoration of Mortgaged Property.

The Servicer need not obtain the approval of the Purchaser prior to releasing any Insurance Proceeds or Condemnation Proceeds to the Mortgagor to be applied to the restoration or repair of the Mortgaged Property if such release is in accordance with Customary Servicing Procedures. For claims greater than $15,000, at a minimum, the Servicer shall comply with the following conditions in connection with any such release of Insurance Proceeds or Condemnation Proceeds:

(a)          the Servicer shall receive satisfactory independent verification of completion of repairs and issuance of any required approvals with respect thereto;

(b)          the Servicer shall take all steps necessary to preserve the priority of the lien of the Mortgage, including, but not limited to requiring waivers with respect to mechanics’ and materialmen’s liens;

(c)          the Servicer shall verify that the Mortgage Loan is not in default; and

(d)          pending repairs or restoration, the Servicer shall place the Insurance Proceeds or Condemnation Proceeds in the Escrow Account.

If the Purchaser is named as an additional loss payee, the Servicer is hereby empowered to endorse any loss draft issued in respect of such a claim in the name of the Purchaser.

Subsection 11.23.         Fair Credit Reporting Act.

With respect to each Mortgage Loan which has been (or becomes) delinquent 30 days or more at least once since origination, the Servicer has fully and accurately furnished complete information (i.e., favorable and unfavorable) on the related Mortgagor credit files to Equifax, Experian and Trans Union Credit Information Company, in accordance with the Fair Credit Reporting Act and its implementing regulations, on a monthly basis and, for each Mortgage Loan, the Servicer will furnish, in accordance with the Fair Credit Reporting Act and its implementing regulations, accurate and complete information on its Mortgagor credit files to Equifax, Experian and Trans Union Credit Information Company or their respective successors, on a monthly basis.

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Subsection 11.24.         Statement as to Compliance.

To the extent that any Mortgage Loans are serviced pursuant to this Agreement and are not part of a Securitization Transaction, the Servicer will deliver to the Purchaser, not later than March 15 each year, an Officer’s Certificate stating, as to each signatory thereof, that (i) a review of the activities of the Servicer during the immediately preceding calendar year (or applicable portion thereof) and of its performance under this Agreement during such period has been made under such officer’s supervision and (ii) to the best of such officer’s knowledge, based on such review, the Servicer has fulfilled all of its obligations under this Agreement in all material respects throughout such calendar year, or, if there has been a failure to fulfill any such obligation in any material respect, specifying each such failure known to such officer and the nature and status thereof.

Subsection 11.25.         Independent Public Accountants’ Servicing Report.

To the extent that any Mortgage Loans are serviced pursuant to this Agreement and are not part of a Securitization Transaction, not later than March 15 of each year, the Servicer at its expense shall cause a firm of independent public accountants (which may also render other services to the Servicer) which is a member of the American Institute of Certified Public Accountants to furnish a statement to the Purchaser or its designee to the effect that such firm has examined certain documents and records relating to the servicing of Mortgage Loans under this Agreement or of mortgage loans under pooling and servicing agreements (including the Mortgage Loans and this Agreement) substantially similar one to another (such statement to have attached thereto a schedule setting forth the pooling and servicing agreements covered thereby) and that such firm is of the opinion that the provisions of this Agreement or similar agreements have been complied with, and that, on the basis of such examination conducted substantially in compliance with the Uniform Single Attestation Program for Mortgage Bankers, nothing has come to their attention which would indicate that such servicing has not been conducted in compliance therewith, except for (i) such exceptions as such firm shall believe to be immaterial, and (ii) such other exceptions as shall be set forth in such statement. The Servicer shall be considered to have fulfilled its obligations under this Section 11.25 by providing the Purchaser or its designee on an annual basis (i) a copy of a Uniform Single Attestation Program Report from their independent public accountants or (ii) each of the items described in Section 2.05 of the Regulation AB Compliance Addendum attached to this Agreement.

SECTION 12. The Servicer.

Subsection 12.01.         Indemnification; Third Party Claims.

(a)          The Servicer agrees to indemnify and hold harmless the Purchaser against any and all claims, losses, penalties, fines, forfeitures, legal fees and related costs, judgments, and any other costs, fees and expenses that the Purchaser may sustain in any way related to the failure of the Servicer to service the Mortgage Loans in compliance with the terms of this Agreement.

(b)          The Servicer shall immediately notify the Purchaser if a claim is made by a third party with respect to this Agreement or the Mortgage Loans, and the Servicer shall assume (with the written consent of the Purchaser) the defense of any such claim and pay all expenses in connection therewith, including counsel fees. If the Servicer has assumed the defense of the Purchaser, the Servicer shall provide the Purchaser with a written report of all expenses and advances incurred by the Servicer pursuant to this Subsection 12.01 and the Purchaser shall promptly reimburse the Servicer for all amounts advanced by it pursuant to the preceding sentence except when the claim in any way relates to the failure of the Servicer to service the Mortgage Loans in accordance with the terms of this Agreement or the Servicer’s indemnification obligations under Subsection 7.03.

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Subsection 12.02.         Merger or Consolidation of the Servicer.

The Servicer will keep in full effect its existence, rights and franchises as a corporation, and will obtain and preserve its qualification to do business in each jurisdiction in which such qualification is or shall be necessary to protect the validity and enforceability of this Agreement or any of the Mortgage Loans and to perform its duties under this Agreement.

Any Person into which the Servicer may be merged or consolidated, or any entity resulting from any merger, conversion or consolidation to which the Servicer shall be a party, or any Person succeeding to substantially all of the business of the Servicer (whether or not related to loan servicing), shall be the successor of the Servicer hereunder, without the execution or filing of any paper or any further act on the part of any of the parties hereto, anything herein to the contrary notwithstanding; provided, however, that the successor or surviving Person shall be Fannie Mae or Freddie Mac approved seller/servicer and shall have a GAAP net worth of not less than $25,000,000.

Subsection 12.03.         Limitation on Liability of the Servicer and Others.

The duties and obligations of the Servicer shall be determined solely by the express provisions of this Agreement, the Servicer shall not be liable except for the performance of such duties and obligations as are specifically set forth in this Agreement and no implied covenants or obligations shall be read into this Agreement against the Servicer. Neither the Servicer nor any of the directors, officers, employees or agents of the Servicer shall be under any liability to the Purchaser for any action taken or for refraining from the taking of any action in accordance with Customary Servicing Procedures and otherwise in good faith pursuant to this Agreement or for errors in judgment; provided, however, that this provision shall not protect the Servicer against any liability resulting from any breach of any representation or warranty made herein, or from any liability specifically imposed on the Servicer herein; and, provided further, that this provision shall not protect the Servicer against any liability that would otherwise be imposed by reason of the willful misfeasance, bad faith or negligence in the performance of duties or by reason of reckless disregard of the obligations or duties hereunder. The Servicer and any director, officer, employee or agent of the Servicer may rely on any document of any kind which it in good faith reasonably believes to be genuine and to have been adopted or signed by the proper authorities respecting any matters arising hereunder. Subject to the terms of Subsection 12.01, the Servicer shall have no obligation to appear with respect to, prosecute or defend any legal action which is not incidental to the Servicer’s duty to service the Mortgage Loans in accordance with this Agreement.

Subsection 12.04.         Seller and Servicer Not to Resign.

Neither the Seller nor the Servicer shall assign this Agreement or resign from the obligations and duties hereby imposed on it except by mutual consent of the Servicer or the Seller, as the case may be, and the Purchaser or, in the case of the Servicer, upon the determination that the Servicer’s duties hereunder are no longer permissible under Applicable Law and such incapacity cannot be cured by the Servicer. Any such determination permitting the unilateral resignation of the Servicer shall be evidenced by an Opinion of Counsel to such effect delivered to the Purchaser, which Opinion of Counsel shall be in form and substance acceptable to the Purchaser. No such resignation of or assignment by the Servicer shall become effective until a successor has assumed the Servicer’s responsibilities and obligations hereunder in accordance with Subsection 14.02.

SECTION 13. Default.

Subsection 13.01.         Events of Default.

In case one or more of the following Events of Default by the Servicer shall occur and be continuing:

(a)          any failure by the Servicer to remit to the Purchaser any payment required to be made under the terms of this Agreement which continues unremedied for a period of two (2) Business Days;

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(b)           failure by the Servicer to duly observe or perform, in any material respect, any other covenants, obligations or agreements of the Servicer as set forth in this Agreement which failure continues unremedied for a period of thirty (30) days after the date on which written notice of such failure, requiring the same to be remedied, shall have been given to the Servicer by the Purchaser;

(c)           a decree or order of a court or agency or supervisory authority having jurisdiction for the appointment of a conservator or receiver or liquidator in any insolvency, bankruptcy, readjustment of debt, marshalling of assets and liabilities or similar proceedings, or for the winding-up or liquidation of its affairs, shall have been entered against the Servicer and such decree or order shall have remained in force, undischarged or unstayed for a period of sixty (60) days;

(d)           the Servicer shall consent to the appointment of a conservator or receiver or liquidator in any insolvency, bankruptcy, readjustment of debt, marshalling of assets and liabilities or similar proceedings of or relating to the Servicer or relating to all or substantially all of the Servicer’s property;

(e)           the Servicer shall admit in writing its inability to pay its debts as they become due, file a petition to take advantage of any applicable insolvency or reorganization statute, make an assignment for the benefit of its creditors, or voluntarily suspend payment of its obligations;

(f)           the Servicer shall cease to be qualified to do business under the laws of any state in which a Mortgaged Property is located, but only to the extent such qualification is necessary to ensure the enforceability of each Mortgage Loan and to perform the Servicer’s obligations under this Agreement;

(g)           the Servicer shall fail to meet the servicer eligibility qualifications of Fannie Mae or the Servicer shall fail to meet the servicer eligibility qualifications of Freddie Mac;

(h)          the Servicer, if it is also the Seller, shall fail to repurchase a Mortgage Loan within 30 days of the final decision of an Arbitrator that the Seller is obligated to repurchase such Mortgage Loan; or

(i)            the Servicer shall fail to provide to the Purchaser the data required to be provided pursuant to the first paragraph of Subsection 11.16 and such failure shall continue for three (3) Business Days after notice of such failure has been given to the Servicer by the Purchaser;

then, and in each and every such case, so long as an Event of Default shall not have been remedied, the Purchaser, by notice in writing to the Servicer, may, in addition to whatever rights the Purchaser may have at law or equity to damages, including injunctive relief and specific performance, commence termination of all the rights and obligations of the Servicer under this Agreement and in and to the Mortgage Loans and the proceeds thereof. Upon receipt by the Servicer of such written notice from the Purchaser stating that it intends to terminate the Servicer as a result of such Event of Default, all authority and power of the Servicer under this Agreement, including any compensation due the Servicer under this Agreement on and after the effective date of termination, whether with respect to the Mortgage Loans or otherwise, shall pass to and be vested in the successor appointed pursuant to Subsection 14.02. Upon written request from the Purchaser, the Servicer shall prepare, execute and deliver to a successor any and all documents and other instruments, place in such successor’s possession all Mortgage Files and do or cause to be done all other acts or things necessary or appropriate to effect the purposes of such notice of termination, including, but not limited to, the transfer and endorsement or assignment of the Mortgage Loans and related documents to the successor at the Servicer’s sole expense. The Servicer agrees to cooperate with the Purchaser and such successor in effecting the termination of the Servicer’s responsibilities and rights hereunder, including, without limitation, the transfer to such successor for administration by it of all amounts which shall at the time be credited by the Servicer to the Custodial Account or Escrow Account or thereafter received with respect to the Mortgage Loans.

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Subsection 13.02.         Waiver of Default.

The Purchaser may waive any default by the Servicer in the performance of its obligations hereunder and its consequences. Upon any waiver of a past default, such default shall cease to exist, and any Event of Default arising therefrom shall be deemed to have been remedied for every purpose of this Agreement. No such waiver shall extend to any subsequent or other default or impair any right consequent thereto except to the extent expressly so waived.

SECTION 14. Termination.

Subsection 14.01.         Termination.

The respective obligations and responsibilities of the Servicer, as servicer, shall terminate upon (a) the distribution to the Purchaser of the final payment or liquidation with respect to the last Mortgage Loan (or advances of same by the Servicer) or (b) the disposition of all property acquired upon foreclosure or deed in lieu of foreclosure with respect to the last Mortgage Loan and the remittance of all funds due hereunder. Upon written request from the Purchaser in connection with any such termination, the Servicer shall prepare, execute and deliver, any and all documents and other instruments, place in the Purchaser’s possession all Mortgage Files, and do or accomplish all other acts or things necessary or appropriate to effect the purposes of such notice of termination, whether to complete the transfer and endorsement or assignment of the Mortgage Loans and related documents, or otherwise, at the Purchaser’s sole expense. The Servicer agrees to cooperate with the Purchaser and such successor in effecting the termination of the Servicer’s responsibilities and rights hereunder as servicer, including, without limitation, the transfer to such successor for administration by it of all cash amounts which shall at the time be credited by the Servicer to the Custodial Account or Escrow Account or thereafter received with respect to the Mortgage Loans. Servicing may not be terminated without cause.

Subsection 14.02.         Successors to the Servicer.

Prior to the termination of the Servicer’s responsibilities and duties under this Agreement pursuant to Subsections 12.04, 13.01 or 14.01, the Purchaser shall, (a) succeed to and assume all of the Servicer’s responsibilities, rights, duties and obligations under this Agreement or (b) appoint a successor which shall succeed to all rights and assume all of the responsibilities, duties and liabilities of the Servicer under this Agreement upon such termination. In connection with such appointment and assumption, the Purchaser may make such arrangements for the compensation of such successor out of payments on Mortgage Loans as it and such successor shall agree. In the event that the Servicer’s duties, responsibilities and liabilities under this Agreement shall be terminated pursuant to the aforementioned Subsections, the Servicer shall discharge such duties and responsibilities during the period from the date it acquires knowledge of such termination until the effective date thereof with the same degree of diligence and prudence which it is obligated to exercise under this Agreement, and shall take no action whatsoever that might impair or prejudice the rights or financial condition of its successor. The resignation or removal of the Servicer pursuant to the aforementioned Subsections shall not become effective until a successor shall be appointed pursuant to this Subsection and shall in no event relieve the Seller of the representations and warranties made pursuant to Subsections 7.01 and 7.02 and the remedies available to the Purchaser under Subsections 7.03 or 12.01, it being understood and agreed that the provisions of such Subsections 7.01. 7.02, 7.03 and 12.01 shall be applicable to the Seller notwithstanding any such resignation or termination of the Servicer, or the termination of this Agreement.

Any successor appointed as provided herein shall execute, acknowledge and deliver to the Servicer and to the Purchaser an instrument accepting such appointment, whereupon such successor shall become fully vested with all the rights, powers, duties, responsibilities, obligations and liabilities of the Servicer, with like effect as if originally named as a party to this Agreement. Any termination or resignation of the Servicer or this Agreement pursuant to Subsections 12.04, 13.01 or 14.01 shall not affect any claims that the Purchaser may have against the Servicer based upon facts and circumstances arising prior to any such termination or resignation.

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The Servicer shall promptly deliver to the successor the funds in the Custodial Account and Escrow Account and all Mortgage Files and related documents and statements held by it hereunder and the Servicer shall account for all funds and shall execute and deliver such instruments and do such other things as may reasonably be required to more fully and definitively vest in the successor all such rights, powers, duties, responsibilities, obligations and liabilities of the Servicer.

Upon a successor’s acceptance of appointment as such, the Servicer shall notify by mail the Purchaser of such appointment.

SECTION 15. Notices.

All demands, notices and communications hereunder shall be in writing and shall be deemed to have been duly given if mailed, by registered or certified mail, return receipt requested, or, if by other means, when received by the other party at the address as follows:

(a)	if to the Purchaser:
	RBS Financial Products Inc.
	600 Washington Boulevard
	Stamford, CT 06901
	Attention: Craig Eckes
	Telephone: (203) 897-6684
	Email: craig.eckes@rbs.com
	With a copy to:
	RBS Financial Products Inc.
	600 Washington Boulevard
	Stamford, CT 06901
	Attention: Mark Hagelin
	Telephone: (203) 897-2546
	Email: mark.hagelin@rbs.com
(b)	if to the Seller:
	First Republic Bank
	111 Pine Street
	San Francisco, CA 94111
	Attention: Tony Sachs
	With a copy to the General Counsel at the same address

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(c)	if to the Servicer:
	First Republic Bank
	111 Pine Street
	San Francisco, CA 94111
	Attention: Tony Sachs
	With a copy to the General Counsel at the same address

or such other address as may hereafter be furnished to the other party by like notice. Any such demand, notice or communication hereunder shall be deemed to have been received on the date delivered to or received at the premises of the addressee (as evidenced, in the case of registered or certified mail, by the date noted on the return receipt).

SECTION 16. Severability Clause.

Any part, provision, representation or warranty of this Agreement which is prohibited or which is held to be void or unenforceable shall be ineffective to the extent of such prohibition or unenforceability without invalidating the remaining provisions hereof. Any part, provision, representation or warranty of this Agreement which is prohibited or unenforceable or is held to be void or unenforceable in any jurisdiction shall be ineffective, as to such jurisdiction, to the extent of such prohibition or unenforceability without invalidating the remaining provisions hereof, and any such prohibition or unenforceability in any jurisdiction as to any Mortgage Loan shall not invalidate or render unenforceable such provision in any other jurisdiction. To the extent permitted by Applicable Law, the parties hereto waive any provision of law which prohibits or renders void or unenforceable any provision hereof. If the invalidity of any part, provision, representation or warranty of this Agreement shall deprive any party of the economic benefit intended to be conferred by this Agreement, the parties shall negotiate, in good-faith, to develop a structure the economic effect of which is nearly as possible the same as the economic effect of this Agreement without regard to such invalidity.

SECTION 17. No Partnership.

Nothing herein contained shall be deemed or construed to create a co-partnership or joint venture between the parties hereto and the services of the Servicer shall be rendered as an independent contractor and not as agent for the Purchaser.

SECTION 18. Counterparts.

This 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.

SECTION 19. Governing Law; Choice of Forum; Waiver of Jury Trial.

EXCEPT TO THE EXTENT PREEMPTED BY FEDERAL LAW, THE AGREEMENT SHALL BE CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, WITHOUT REGARD TO THE CONFLICTS OF LAWS PROVISIONS OF NEW YORK (OTHER THAN SECTION 5-1401 OF THE GENERAL OBLIGATIONS LAW) OR ANY OTHER JURISDICTION.

EACH PARTY HERETO KNOWINGLY, INTENTIONALLY AND IRREVOCABLY WAIVES ANY AND ALL RIGHT TO TRIAL BY JURY IN ANY SUIT, ACTION OR PROCEEDING ARISING OUT OF IN ANY WAY RELATED TO THIS AGREEMENT AND THE TRANSACTIONS CONTEMPLATED HEREBY.

Except as to those matters which this Agreement provides shall be submitted to Arbitration, with respect to any claim or action arising hereunder, the parties (a) irrevocably submit to the nonexclusive jurisdiction of the courts of the State of New York and the United States District Court for the Southern District of New York, and appellate courts from any thereof, and (b) irrevocably waive any objection which such party may have at any time to the laying of venue of any suit, action or proceeding arising out of or relating to this Agreement brought in any such court, and irrevocably waive any claim that any such suit action or proceeding brought in any such court has been brought in an inconvenient forum.

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SECTION 20. Intention of the Parties.

It is the intention of the parties that the Purchaser is purchasing, and the Seller is selling, the Mortgage Loans and not a debt instrument of the Seller or another security. Accordingly, the parties hereto each intend to treat the transaction for federal income tax purposes as a sale by the Seller, and a purchase by the Purchaser, of the Mortgage Loans. The Purchaser shall have the right to review the Mortgage Loans and the related Mortgage Files to determine the characteristics of the Mortgage Loans which shall affect the federal income tax consequences of owning the Mortgage Loans and the Seller shall cooperate with all reasonable requests made by the Purchaser in the course of such review.

It is not the intention of the parties that such conveyances be deemed a pledge thereof. However, in the event that, notwithstanding the intent of the parties, such assets are held to be the property of the Seller or if for any other reason this Agreement is held or deemed to create a security interest in either such assets, then (a) this Agreement shall be deemed to be a security agreement within the meaning of the Uniform Commercial Code of the State of New York and (b) the conveyances provided for in this Agreement shall be deemed to be an assignment and a grant by the Seller to the Purchaser of a security interest in all of the assets transferred, whether now owned or hereafter acquired.

SECTION 21. Waivers.

No term or provision of this 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.

SECTION 22. Exhibits.

The exhibits to this Agreement are hereby incorporated and made a part hereof and are an integral part of this Agreement.

SECTION 23. General Interpretive Principles.

For purposes of this Agreement, except as otherwise expressly provided or unless the context otherwise requires:

(a)          the terms defined in this Agreement have the meanings assigned to them in this Agreement and include the plural as well as the singular, and the use of any gender herein shall be deemed to include the other gender;

(b)          accounting terms not otherwise defined herein have the meanings assigned to them in accordance with generally accepted accounting principles;

(c)          references herein to “Articles,” “Sections,” “Subsections,” “Paragraphs” and other subdivisions without reference to a document are to designated Articles, Sections, Subsections, Paragraphs and other subdivisions of this Agreement;

(d)          the headings of the various articles, sections, subsections and paragraphs of this Agreement and the table of contents are for convenience of reference only and shall not modify, define, expand or limit any of the terms or provisions hereof;

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(e)          reference to a Subsection without further reference to a Section is a reference to such Subsection as contained in the same Section in which the reference appears, and this rule shall also apply to Paragraphs and other subdivisions;

(f)          the words “herein,” “hereof,” “hereunder” and other words of similar import refer to this Agreement as a whole and not to any particular provision; and

(g)          the term “include” or “including” shall mean without limitation by reason of enumeration.

SECTION 24. Reproduction of Documents.

This Agreement and all documents relating thereto, including, without limitation (a) consents, waivers and modifications which may hereafter be executed, (b) documents received by any party at the closing and (c) financial statements, certificates and other information previously or hereafter furnished, may be reproduced by any photographic, photostatic, microfilm, micro-card, miniature photographic or other similar process. The parties hereto agree that any such reproduction shall be admissible in evidence as the original itself in any judicial or administrative proceeding, whether or not the original is in existence and whether or not such reproduction was made by a party hereto in the regular course of business, and that any enlargement, facsimile or further reproduction of such reproduction shall likewise be admissible in evidence.

SECTION 25. Amendment.

This Agreement may be amended from time to time by the Purchaser, the Seller and the Servicer by written agreement signed by the parties hereto.

SECTION 26. Confidentiality.

Each of the Purchaser, the Seller and the Servicer shall employ proper procedures and standards designed to maintain the confidential nature of the terms of this Agreement, except to the extent (a) the disclosure of which is reasonably believed by such party to be required in connection with regulatory requirements or other legal requirements relating to its affairs; (b) disclosed to any one or more of such party’s employees, officers, directors, agents, attorneys or accountants who would have access to the contents of this Agreement and such data and information in the normal course of the performance of such person’s duties for such party, to the extent such party has procedures in effect to inform such person of the confidential nature thereof; (c) that is disclosed in a prospectus, prospectus supplement or private placement memorandum relating to a Securitization Transaction of the Mortgage Loans by the Purchaser (or an affiliate assignee thereof) or to any person in connection with the resale or proposed resale of all or a portion of the Mortgage Loans by such party in accordance with the terms of this Agreement; and (d) that is reasonably believed by such party to be necessary for the enforcement of such party’s rights under this Agreement.

SECTION 27. Entire Agreement.

This Agreement constitutes the entire agreement and understanding relating to the subject matter hereof between the parties hereto and any prior oral or written agreements between them shall be deemed to have merged herewith.

SECTION 28. Further Agreements.

The Seller, the Servicer and the Purchaser each agree to execute and deliver to the other such reasonable and appropriate additional documents, instruments or agreements as may be necessary or appropriate to effectuate the purposes of this Agreement.

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SECTION 29. Successors and Assigns.

This Agreement shall bind and inure to the benefit of and be enforceable by the initial Purchaser, the Seller and the Servicer, and the respective successors and assigns of the Purchaser, the Seller and the Servicer. The initial Purchaser and any subsequent purchasers may assign this Agreement to any Person to whom any Mortgage Loan is transferred pursuant to a sale or financing upon prior written notice to the Servicer in accordance with the following paragraph; provided, however, that except in connection with Securitization Transactions, as to which no such quantitative limitation shall apply, unless otherwise agreed to by the Servicer, the Servicer shall not be required to service the Mortgage Loans included in a Mortgage Loan Package for more than three (3) Persons for assignees of RBS Financial Products Inc. or its respective affiliates at any time and shall not recognize any assignment of this Agreement to the extent that following such assignment more than such number of Persons would be purchasers hereunder. The Seller and the Servicer agree that multiple assignments related to or in connection with a single Securitization Transaction shall be deemed to constitute a single assignment, and in respect thereof only the trust formed in connection with a Securitization Transaction shall be deemed to constitute a “Person” for purposes of the limitations on assignment in this Agreement. Upon any such assignment and written notice thereof to the Servicer, the Person to whom such assignment is made shall succeed to all rights and obligations of the Purchaser under this Agreement to the extent of the related Mortgage Loan or Mortgage Loans and this Agreement, to the extent of the related Mortgage Loan or Mortgage Loans, shall be deemed to be a separate and distinct agreement between the Servicer and such purchaser, and a separate and distinct agreement between the Servicer and each other purchaser to the extent of the other related Mortgage Loan or Mortgage Loans.

At least five (5) Business Days prior to the end of the month preceding the date upon which the first remittance is to be made to an assignee of the Purchaser, the Purchaser shall provide to the Servicer written notice of any assignment setting forth: (a) the Servicer’s applicable Mortgage Loan identifying number for each of the Mortgage Loans affected by such assignment; (b) the aggregate scheduled transfer balance of such Mortgage Loans; and (c) the full name, address and wiring instructions of the assignee and the name and telephone number of an individual representative for such assignee, to whom the Servicer should: (i) send remittances; (ii) send any notices required by or provided for in this Agreement; and (iii) deliver any legal documents relating to the Mortgage Loans (including, but not limited to, contents of any Mortgage File obtained after the effective date of any assignment).

If the Purchaser has not provided the notice of assignment required by this Section 29, the Servicer shall not be required to treat any other Person as a “Purchaser” hereunder and may continue to treat the Purchaser which purports to assign the Agreement as the “Purchaser” for all purposes of this Agreement.

SECTION 30. Non-Solicitation.

Each of the Seller, the Servicer and the Purchaser and any of their respective affiliates hereby agrees that it shall not take any action to solicit the refinancing of any Mortgage Loan following the date hereof or provide information to any other entity to solicit the refinancing of any Mortgage Loan. In addition, neither the Purchaser nor any of its agents, affiliates, or assignees shall solicit any Mortgagor for any other financial products or services. The foregoing shall not preclude any party from engaging in solicitations to the general public by newspaper, radio, television or other media which are not directed toward the Mortgagors or from refinancing the Mortgage Loan of any Mortgagor who, without solicitation, contacts such party to request the refinancing of the related Mortgage Loan.

In addition, notwithstanding the foregoing, it is understood and agreed that the Seller, the Servicer or any of their respective affiliates:

(a)          may advertise its availability for handling refinancings of mortgages in its portfolio, including the promotion of terms it has available for such refinancings, through the sending of letters or promotional material, so long as it does not specifically target Mortgagors and so long as such promotional material either is sent to the mortgagors for all of the mortgages in the A-quality servicing portfolio of the Seller, the Servicer and any of their affiliates (those it owns as well as those serviced for others) or sent to all of the mortgagors who have specific types of mortgages (such as conventional fixed-rate or conventional adjustable-rate), or sent to those mortgagors whose mortgages fall within specific interest rate ranges;

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(b)          may provide pay-off information and otherwise cooperate with individual mortgagors who contact it about prepaying their mortgages by advising them of refinancing terms and streamlined origination arrangements that are available; and

(c)          may offer to refinance a Mortgage Loan made within thirty (30) days following receipt by it of a pay-off request from the related Mortgagor.

SECTION 31. Protection of Consumer Information.

Each party agrees that it (i) shall comply with any Applicable Laws regarding the privacy and security of Consumer Information, (ii) shall not use Consumer Information in any manner inconsistent with any Applicable Laws regarding the privacy and security of Consumer Information, (iii) shall not disclose Consumer Information to third parties except at the specific written direction of the Seller or the Servicer, (iv) shall maintain adequate physical, technical and administrative safeguards to protect Consumer Information from unauthorized access and (v) shall immediately notify the Seller of any actual or suspected breach of the confidentiality of Consumer Information.

SECTION 32. Cooperation of the Company with a Reconstitution; Regulation AB Compliance.

The Seller acknowledges and the Purchaser agrees that with respect to some or all of the Mortgage Loans, the Purchaser may effect a sale of some or all of the Mortgage Loans then subject to this Agreement to:

(1)         one or more third party purchasers in one or more Whole Loan Transfers; and

(2)         one or more trusts or other entities to be formed as part of one or more Securitization Transactions;

provided, however, that no more than three (3) Persons shall be assignees of the Purchaser’s interest in this Agreement with respect to a given Mortgage Loan Package, except in connection with a Securitization Transaction pursuant to Section 29 above.

The Seller shall cooperate with the Purchaser in connection with any Whole Loan Transfer contemplated by the Purchaser pursuant to this Section. In connection therewith, the Purchaser shall deliver any Reconstitution Agreement or other document related to the Whole Loan Transfer to the Seller at least fifteen (15) days prior to such transfer and the Seller shall execute any Reconstitution Agreement which contains servicing provisions substantially similar to those herein or otherwise reasonably acceptable to the Purchaser and the Seller and which restates the representations and warranties contained in Subsection 7.01 as of the related Closing Date and Subsection 7.02 herein as of the Reconstitution Date. Any prospective assignees of the Purchaser who have entered into a commitment to purchase any of the Mortgage Loans in a Whole Loan Transfer may review the Seller’s servicing and origination operations, upon reasonable prior notice to the Seller, and the Seller shall cooperate with such review and underwriting to the extent such prospective assignees request information or documents that are available and can be produced without unreasonable expense or effort. Subject to any Applicable Laws, the Seller shall make the Mortgage Files related to the Mortgage Loans held by the Seller available at the Seller’s principal operations center for review by any such prospective assignees during normal business hours upon reasonable prior notice to the Seller (in no event fewer than five (5) Business Days’ prior notice). The Seller may, in its sole discretion, require that such prospective assignees sign a confidentiality agreement with respect to such information disclosed to the prospective assignee which is not available to the public at large and a release agreement with respect to its activities on the Seller’s premises. The Purchaser hereby agrees to reimburse the Seller for reasonable “out-of-pocket” expenses incurred by the Seller that relate to such Whole Loan Transfer, including without limitation reimbursement for the amount which reasonably reflects time and effort expended by the Seller in connection therewith.

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In order to facilitate compliance with Regulation AB promulgated under the Securities Act, the Servicer and the Purchaser agree to comply with the provisions of the Regulation AB Compliance Addendum attached hereto as Addendum I. The Seller and Servicer agree to reasonably cooperate and assist working with Rating Agencies for their review including but not limited to an on-site server due diligence and operational risk assessment and any other reasonable requests. All costs associated with Rating Agency reviews will be borne by the Purchaser. The Seller and Servicer agree to provide notices of repurchase requests and other information required in order to enable the Purchaser to comply with its obligations under Rule 15Ga-1.

All Mortgage Loans not sold or transferred pursuant to a Whole Loan Transfer or Securitization Transaction shall remain subject to this Agreement and shall continue to be serviced in accordance with the terms of this Agreement and with respect thereto this Agreement shall remain in full force and effect.

[SIGNATURES ON FOLLOWING PAGE]

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IN WITNESS WHEREOF, the parties have caused their names to be signed hereto by their respective officers thereunto duly authorized on the date first above written.

RBS FINANCIAL PRODUCTS INC.,
as Purchaser
By:
	Name:
	Title:
FIRST REPUBLIC BANK,
as Seller and as Servicer
By:
	Name:
	Title:

EXHIBIT 1

MORTGAGE LOAN DOCUMENTS

With respect to each Mortgage Loan, the Mortgage Loan Documents shall consist of the following:

(a)          the original Mortgage Note bearing all intervening endorsements, endorsed in blank and signed in the name of the Seller by an officer thereof or, if the original Mortgage Note has been lost or destroyed, a lost note affidavit;

(b)          the original Assignment of Mortgage with assignee’s name left blank;

(c)          the original of any guarantee executed in connection with the Mortgage Note;

(d)          the original Mortgage with evidence of recording thereon, or if any such mortgage has not been returned from the applicable recording office or has been lost, or if such public recording office retains the original recorded mortgage, a photocopy of such mortgage certified by the Seller to be a true and complete copy of the original recorded mortgage;

(e)          the originals of all assumption, modification, consolidation or extension agreements, if any, with evidence of recording thereon;

(f)          the originals of all intervening assignments of mortgage with evidence of recording thereon, or if any such intervening assignment of mortgage has not been returned from the applicable recording office or has been lost or if such public recording office retains the original recorded assignments of mortgage, a photocopy of such intervening assignment of mortgage, certified by the Seller to be a true and complete copy of the original recorded intervening assignment of mortgage;

(g)          the mortgagee title insurance policy including an Environmental Protection Agency Endorsement and, with respect to any Adjustable Rate Mortgage Loan, an adjustable-rate endorsement, as received from the title insurance company;

(h)          the original of any security agreement, chattel mortgage or equivalent document executed in connection with the Mortgage; and

(i)           a copy of any applicable power of attorney.

With respect to each Mortgage Loan that is secured by a first lien on and a perfected security interest in Co-op Shares and the related Proprietary Lease (as such terms are defined below) granting exclusive rights to occupy the related co-op unit in the building owned by the related co-op corporation, in lieu of delivering the documents listed above the Seller shall deliver the following documents to the Purchaser or its designee:

(i) the original Mortgage Note together with any applicable riders, endorsed in blank, with all prior and intervening endorsements as may be necessary to show a complete chain of endorsements;

(ii) the original security agreement;

(iii) the original lease on a co-op unit evidencing the possessory interest of the owner of the Co-op Shares in such co-op unit (the “Proprietary Lease”) and an original assignment of the Proprietary Lease in blank;

(iv) the original recognition agreement;

(v) the original stock certificate representing the shares of stock issued by a co-op corporation and allocated to a co-op unit (the “Co-op Shares”) and original stock power in blank;

(vi) the original UCC-1 financing statement with evidence of filing; and

(vii) the original UCC-3 assignment in blank.

EXHIBIT 2

CONTENTS OF EACH MORTGAGE FILE

With respect to each Mortgage Loan, the Mortgage File shall include each of the following items, unless otherwise disclosed to the Purchaser on the data tape, copies of which shall be delivered to the Purchaser in diskette form, with a copy retained by the Servicer as necessary:

(a)          Copies of the Mortgage Loan Documents as listed in Exhibit 1.

(b)          Residential loan application.

(c)          Mortgage Loan closing statement.

(d)          Verification of employment and income, including the executed 4506T if required.

(e)          Verification of acceptable evidence of source and amount of down payment.

(f)          Credit report on Mortgagor, in a form acceptable to either Fannie Mae or Freddie Mac.

(g)          Residential appraisal report.

(h)          Photograph of the Mortgaged Property.

(i)          Survey of the Mortgaged Property, unless a survey is not required by the title insurer.

(j)          Copy of each instrument necessary to complete identification of any exception set forth in the exception schedule in the title policy, i.e., map or plat, restrictions, easements, home owner association declarations, etc.

(k)          Copies of all required disclosure statements.

(l)          If applicable, termite report, structural engineer’s report, water potability and septic certification.

(m)          Sales contract, if applicable.

(n)          The Primary Mortgage Insurance policy or certificate of insurance or electronic notation of the existence of such policy, where required pursuant to the Agreement.

(o)          Evidence of electronic notation of the hazard insurance policy, and, if required by law, evidence of the flood insurance policy.

(p)          Any documentation provided by the Borrower or obtained by the Seller in connection with the granting of any underwriting exception.

(q)          All other documentation involved in the underwriting or origination of the related Mortgage Loan.

EXHIBIT 3

UNDERWRITING GUIDELINES

[ON FILE WITH THE PURCHASER]

EXHIBIT 4

MORTGAGE LOAN SCHEDULE DATA FIELDS

The following data fields will be included for each Mortgage Loan:

Loan Number

Borrower First Name

Borrower Last Name

Co-Borrower First Name

Co-Borrower Last Name

Property Address

Property City

Property State

Property Zip

Original Loan Amount

Original LTV

Outstanding Senior Lien Amount

Current LTV

Original Appraisal Value

Date of Appraisal

Purchase Price

Mortgage Insurance Code

Gross Coupon

Servicing Fee

Net Coupon

Gross Margin

Minimum Rate

Maximum Rate

Interest Rate at Origination

Original P&I Payment

Current P&I Payment

Note Date

Closing Date

Maturity Date

First Payment Date

Original Term

Remaining Term

Loan Purpose

Cash Out Indicator

Housing Ratio

Debt Ratio

Loan Program

Index Type

Lien Position

Property Type

Units

Occupancy

Documentation Type

Amortization Type

IO Period

Prepay Penalty Percent

Prepay Penalty Expiration Date

Interest Notification Period

P&I Notification Period

Rate Adjustment Frequency

Payment Adjustment Frequency

Periodic Rate Cap

Next Payment Due

Last Payment Date

Next Interest Adjust Date

Next Payment Adjust Date

30 Days Delinquent

60 Days Delinquent

90 Days Delinquent

FICO

Liquidity

Net Worth

EXHIBIT 5

FORM OF MONTHLY REMITTANCE REPORT

Servicer shall provide or cause to be provided the following information to Purchaser:

Investor Code

First Republic Loan Number

Investor Loan Number

Last Paid Installment

Scheduled Payment

Scheduled Interest Rate

Servicing Fee

Beginning Scheduled Balance

Unpaid Principal Balance

Ending Scheduled Balance

Scheduled Principal

Unscheduled Principal

Interest on Curtailment

Total Principal

Scheduled Interest

Total Remittance

Payoff Date

Payoff Amount

Soldier and Sailor (S&S) Flag

S&S subsidy amount

S&S order end date

Prepayment Penalty Amount

Prepayment Amount Waived

Action Code

Investor Id

Category Code

Deal Name

Reason for Default

Breach Letter Date

Mortgagor First Name

Mortgagor Last Name

Property Street Address

City Name

Property Alpha State Code

Property ZIP Code

Next Payment Due Date

MI Company

MI Coverage %

Bankruptcy Status Code

Bankruptcy Filing Date

Bankruptcy Chapter Type

Bankruptcy Case Number

Bankruptcy Post Petition Due Date

Bankruptcy Discharge Date

Bankruptcy Dismissal Date

Loss Mitigation Status Code (To include Short sale and loan modification)

Loss Mit Approval Date

Loss Mit Type

Modified Rate

Modified First payment date

Balloon (Y) (N)

Balloon Amount

Amortization Term

Capitalized Amount

Principal Forbearance

Principal Write down Amount

Short Sale (Y) (N)

Short Sale Sales Price

Short Sale Completed Date

Foreclosure Status Code

Foreclosure Attorney Referral Date

First Legal Date

Foreclosure Property Value

Foreclosure Property Value Type

Foreclosure Property Value Date

Scheduled Foreclosure Date

Foreclosure Sale Date

Foreclosure Sale Amount

REO Status Code

Expenses to Date

REO Eviction Start Date

REO Eviction Completed Date

REO Original Listing Price Amount

REO Current Listing Price Amount

REO Listing Start Date

REO Accepted Offer Amount

REO Accepted Offer Date

REO Completed Date

Occupancy Current Status Code

Property Condition

Property Inspection Date

Appraisal Date

Current Property Value

Repaired Property Value

Original Mortgage Amount

EXHIBIT 6

FORM OF PURCHASE PRICE AND TERMS LETTER

CLOSING DATE:

This Purchase Price and Terms Letter (this “PPTL”), dated as of [_________], 20[___] (the “Closing Date”), confirms the sale by First Republic Bank (the “Seller”) to RBS Financial Products Inc. (the “Purchaser”), and the purchase by the Purchaser from the Seller, of the first lien residential mortgage loans on a servicing retained basis described on the Mortgage Loan Schedule attached as Schedule I hereto (the “Mortgage Loans”), pursuant to the terms of the Flow Mortgage Loan Sale and Servicing Agreement (the “Flow Sale and Servicing Agreement”), dated as of September 7, 2012, by and between the Purchaser and the Seller. Capitalized terms that are used herein but are not defined herein shall have the respective meanings set forth in the Flow Sale and Servicing Agreement.

For good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the Seller does hereby bargain, sell, convey, assign and transfer to Purchaser without recourse, except as provided in the Flow Sale and Servicing Agreement, and on a servicing retained basis, all right, title and interest of the Seller in and to each of the Mortgage Loans, together with all documents maintained as part of the related Mortgage Files, all Mortgaged Properties which secure any Mortgage Loan but are acquired by foreclosure, deed in lieu of foreclosure after the Cut-off Date or otherwise, all payments of principal and interest received on the Mortgage Loans after the Cut-off Date, all other unscheduled collections collected in respect of the Mortgage Loans after the Cut-off Date, and all proceeds of the foregoing, subject, however, to the rights of the Seller under the Flow Sale and Servicing Agreement.

The Seller has delivered to the Purchaser or its designee prior to the date hereof the documents with respect to each Mortgage Loan required to be delivered under the Flow Sale and Servicing Agreement.

For purposes of the Mortgage Loans sold pursuant to this PPTL, certain terms shall be as set forth below:

Stated Principal Balance:	$___________________________
Closing Date:	____________________________
Transfer Date:	____________________________
Cut-off Date:	____________________________
Purchase Price Percentage:	__________%
Servicing Fee Rate:	__________%

In WITNESS WHEREOF, the parties hereto, by the hands of their duly authorized officers, execute this PPTL as of the Closing Date referred to above.

RBS FINANCIAL PRODUCTS INC.	FIRST REPUBLIC BANK
as Purchaser	as Seller
By:	By:
Name:	Name:
Its:	Its:

EXHIBIT 7

[RESERVED]

EXHIBIT 8

FORM OF NOTICE OF SALE OF OWNERSHIP OF MORTGAGE LOAN

<<<insert date letter is sent>>>

Dear <<<insert client name>>>

Re: Loan # <<<insert loan number>>>

We are writing you to share some information about the mortgage you originally secured from First Republic Bank. You may know that banks often transfer or sell their loans as a means of overall balance sheet management. In line with these accounting practices, your mortgage was transferred to <<<insert investor name>>> on <<<insert transfer date>>>. <<<insert investor name>>> is located at <<<insert investor address>>> and the telephone number is <<<insert investor telephone number>>>. This letter is being sent to you simply as a legal notice of change. This transfer does not in any way alter your direct relationship with First Republic, and the transfer of ownership of your mortgage loan to has not been publicly recorded.

First Republic will continue to service your loan as it always has, and all existing loan terms and conditions will remain in place. All loan payments should still be sent to First Republic. Any loan payments sent to <<<insert investor name>>> could result in late payments on your account, for which you would be responsible.

The transfer of the lien associated with your loan is currently recorded, or in the future may be recorded, in the public records of the local County Recorder's office for the county where your property is located.

Your points of contact at First Republic remain the same, and you can continue to call your banker about this loan or simply contact First Republic Loan Servicing at 800-888-6994. First Republic has the continued responsibility of addressing your questions and loan issues.

In the unlikely event that you find it necessary to contact <<<insert investor name>>>, please write to us, the servicer of your loan, at First Republic Bank, 111 Pine Street, San Francisco, CA 94111 or call 800-888-6994.

Sincerely,

Loan Servicing

First Republic Bank

EXHIBIT 9

[RESERVED]

ADDENDUM I

REGULATION AB COMPLIANCE ADDENDUM

TO FLOW SALE AND SERVICING AGREEMENT

(Servicing Retained)

SECTION 1. DEFINED TERMS

Capitalized terms used but not defined herein shall have the meanings assigned to such terms in the Agreement. The following terms shall have the meanings set forth below, unless the context clearly indicates otherwise:

Applicable Servicing Criteria: The “servicing criteria” set forth in Item 1122(d) of Regulation AB for which the Company is responsible in its capacity as Servicer as identified on Exhibit B hereto, provided that such Exhibit B may be amended from time to time to reflect changes in Regulation AB.

Commission: The United States Securities and Exchange Commission.

Company: First Republic Bank and its successors.

Company Information: As defined in Section 2.07(a).

Depositor: The depositor, as such term is defined in Regulation AB, with respect to any Securitization Transaction.

Exchange Act: The Securities Exchange Act of 1934, as amended.

Master Servicer: With respect to any Securitization Transaction, the “master servicer,” if any, identified in the related transaction documents.

Qualified Correspondent: Any Person from which the Company purchased Mortgage Loans, provided that this term shall not include the Purchaser or an affiliate of the Purchaser and provided further that the following conditions are satisfied: (i) such Mortgage Loans were originated pursuant to an agreement between the Company and such Person that contemplated that such Person would underwrite mortgage loans from time to time, for sale to the Company, in accordance with underwriting guidelines designated by the Company (“Designated Guidelines”) or guidelines that do not vary materially from such Designated Guidelines; (ii) such Mortgage Loans were in fact underwritten as described in clause (i) above and were acquired by the Company within 180 days after origination; (iii) either (x) the Designated Guidelines were, at the time such Mortgage Loans were originated, used by the Company in origination of mortgage loans of the same type as the Mortgage Loans for the Company’s own account or (y) the Designated Guidelines were, at the time such Mortgage Loans were underwritten, designated by the Company on a consistent basis for use by lenders in originating mortgage loans to be purchased by the Company; and (iv) the Company employed, at the time such Mortgage Loans were acquired by the Company, pre-purchase or post-purchase quality assurance procedures (which may involve, among other things, review of a sample of mortgage loans purchased during a particular time period or through particular channels) designed to ensure that Persons from which it purchased mortgage loans properly applied the underwriting criteria designated by the Company.

Reconstitution Agreement: The agreement or agreements entered into by the Company and the Purchaser and/or certain third parties on the Reconstitution Date or Dates with respect to any or all of the Mortgage Loans serviced hereunder, in connection with a Whole Loan Transfer or Securitization Transaction.

I-1

Regulation AB: Subpart 229.1100 — Asset Backed Securities (Regulation AB), 17 C.F.R. §§229.1100-229.1123, as such may be amended from time to time, and subject to such clarification and interpretation as have been provided by the Commission in the adopting release (Asset-Backed Securities, Securities Act Release No. 33-8518, 70 Fed. Reg. 1,505, 1,531 (Jan. 7, 2005)) or by the staff of the Commission, or as may be provided by the Commission or its staff from time to time.

Securities Act: The Securities Act of 1933, as amended.

Securitization Transaction: Any transaction involving either (1) a sale or other transfer of some or all of the Mortgage Loans directly or indirectly by the Purchaser to an issuing entity in connection with an issuance of publicly offered or privately placed, rated or unrated mortgage-backed securities or (2) an issuance of publicly offered or privately placed, rated or unrated securities, the payments on which are determined primarily by reference to one or more portfolios of residential mortgage loans consisting, in whole or in part, of some or all of the Mortgage Loans.

Servicer: As defined in Section 2.03(c).

Sponsor: With respect to any Securitization Transaction, the Person identified in writing to the Company by the Purchaser as sponsor for such Securitization Transaction.

Static Pool Information: Static pool information as described in Item 1l05(a)(l)-(3) and 1105(c) of Regulation AB.

Subcontractor: Any vendor, subcontractor or other Person that is not responsible for the overall servicing (as “servicing” is commonly understood by participants in the mortgage-backed securities market) of Mortgage Loans but performs one or more discrete functions identified in Item l122(d) of Regulation AB with respect to Mortgage Loans under the direction or authority of the Company or a Subservicer, provided that this term shall not include the Purchaser, an affiliate of the Purchaser or originators of Mortgage Loans acquired by the Company from the Purchaser or an affiliate of the Purchaser.

Subservicer: Any Person that services Mortgage Loans on behalf of the Company or any Subservicer and is responsible for the performance (whether directly or through Subservicers or Subcontractors) of a substantial portion of the material servicing functions identified in Item 1122(d) of Regulation AB that are required to be performed by the Company under this Agreement or any Reconstitution Agreement, provided that this term shall not include the Purchaser, an affiliate of the Purchaser or originators of Mortgage Loans acquired by the Company from the Purchaser or an affiliate of the Purchaser.

Third-Party Originator: Each Person, other than a Qualified Correspondent, that originated Mortgage Loans acquired by the Company, provided that this term shall not include originators of Mortgage Loans acquired by the Company from the Purchaser or an affiliate of the Purchaser.

Whole Loan Transfer: Any sale or transfer of some or all of the Mortgage Loans (including an Agency Transfer), other than a Securitization Transaction.

SECTION 2. COMPLIANCE WITH REGULATION AB

Subsection 2.01. Intent of the Parties; Reasonableness.

The Purchaser and the Company acknowledge and agree that the purpose of this Regulation AB Addendum is to facilitate compliance by the Purchaser and any Depositor with the provisions of Regulation AB and related rules and regulations of the Commission and that the provisions of this Regulation AB Addendum shall be applicable to all Mortgage Loans included in a Securitization Transaction closing on or after January 1, 2006, regardless whether the Mortgage Loans were purchased by the Purchaser from the Company prior to the date hereof. Although Regulation AB is applicable by its terms only to offerings of asset-backed securities that are registered under the Securities Act, the Company acknowledges that investors in privately offered securities may require that the Purchaser or any Depositor provide comparable disclosure in unregistered offerings. References in this Regulation AB Addendum to compliance with Regulation AB include provision of comparable disclosure in private offerings.

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Neither the Purchaser nor any Depositor shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act). The Company acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with reasonable requests made by the Purchaser, any Master Servicer or any Depositor in good faith for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB. In connection with any Securitization Transaction, the Company shall cooperate fully with the Purchaser and any Master Servicer to deliver to the Purchaser (including any of its assignees or designees) and one of any Master Servicer or any Depositor (as requested), any and all statements, reports, certifications, records and any other information necessary in the good faith determination of the Purchaser or any Depositor to permit the Purchaser, such Master Servicer or such Depositor to comply with the provisions of Regulation AB, together with such disclosures relating to the Company, any Subservicer, any Third-Party Originator and the Mortgage Loans, or the servicing of the Mortgage Loans, reasonably believed by the Purchaser, the Master Servicer or any Depositor to be necessary in order to effect such compliance. The Purchaser agrees to provide the Company with reasonable prior notice of requests for information.

The Purchaser and the Company also acknowledge and agree that Section 2.02(a)(i)-(v), Section 2.03(c), (e) and (f), Section 2.04, Section 2.05 and Section 2.06 of this Regulation AB Addendum shall only be applicable with respect to any Mortgage Loan if the Company (or Subservicer, if any) services such Mortgage Loan for a period following the closing date of a related Securitization Transaction.

For purposes of this Regulation AB Addendum, the term “Purchaser” shall refer to RBS Financial Products Inc. and its successors in interest and assigns. In addition, any notice or request that must be “in writing” or “written” may be made by electronic mail at such addresses as provided for notice under the Agreement.

Subsection 2.02. Additional Representations and Warranties of the Company.

(a)          The Company shall be deemed to represent to the Purchaser, to any Master Servicer and to any Depositor, as of the date on which information is first provided to the Purchaser, any Master Servicer or any Depositor under Section 2.03 that, except as disclosed in writing to the Purchaser, such Master Servicer or such Depositor prior to such date: (i) the Company is not aware and has not received notice that any default, early amortization or other performance triggering event with respect to the Company has occurred as to any other securitization due to any act or failure to act of the Company; (ii) the Company has not been terminated as servicer in a residential mortgage loan securitization, either due to a servicing default or to application of a servicing performance test or trigger; (iii) no material noncompliance with the Servicing Criteria with respect to other securitizations of residential mortgage loans involving the Company as servicer has been disclosed or reported by the Company; (iv) no material changes to the Company’s policies or procedures with respect to the servicing function it will perform under this Agreement and any Reconstitution Agreement for mortgage loans of a type similar to the Mortgage Loans have occurred during the three-year period immediately preceding the related Securitization Transaction; (v) there are no aspects of the Company’s financial condition that are reasonably expected to have a material adverse effect on the performance by the Company of its servicing obligations under this Agreement or any Reconstitution Agreement; (vi) there are no material legal or governmental proceedings pending (or known to be contemplated) against the Company, any Subservicer or any Third-Party Originator; and (vii) there are no affiliations, relationships or transactions relating to the Company, any Subservicer or any Third-Party Originator with respect to any Securitization Transaction and any party thereto identified in writing to the Company by the related Depositor of a type described in Item 1119 of Regulation AB.

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(b)          If so requested in writing by the Purchaser, any Master Servicer or any Depositor on any date following the date on which information is first provided to the Purchaser, any Master Servicer or any Depositor under Section 2.03, the Company shall use its best efforts to confirm in writing within five (5) Business Days, but in no event later than ten (10) Business Days, following such request the accuracy of the representations and warranties set forth in paragraph (a) of this Section or, if any such representation and warranty is not accurate as of the date of such request, provide within five (5) Business Days, but in no event later than ten (10) Business Days, reasonably adequate disclosure of the pertinent facts, in writing, to the requesting party.

Subsection 2.03. Information to Be Provided by the Company.

In connection with any Securitization Transaction, the Company shall use its best efforts to (i) within five (5) Business Days, but in no event later than ten (10) Business Days, following written request by the Purchaser or any Depositor, provide to the Purchaser and such Depositor (or, as applicable, cause each Third-Party Originator and each Subservicer to provide), in writing and in form and substance reasonably satisfactory to the Purchaser and such Depositor, the information and materials specified in paragraphs (a), (b), (c) and (f) of this Section, and (ii) as promptly as practicable following notice to or discovery by the Company, provide to the Purchaser and any Depositor (in writing and in form and substance reasonably satisfactory to the Purchaser and such Depositor) the information specified in paragraph (d) of this Section.

(a)          If so requested in writing by the Purchaser or any Depositor, the Company shall provide such information regarding (i) the Company, as originator of the Mortgage Loans (including as an acquirer of Mortgage Loans from a Qualified Correspondent), or (ii) each Third-Party Originator, and (iii) as applicable, each Subservicer, as is requested for the purpose of compliance with Items 1103(a)(l), 1105, 1110, 1117 and 1119 of Regulation AB. Such information shall include, at a minimum:

(A)         the originator’s form of organization;

(B)         a description of the originator’s origination program and how long the originator has been engaged in originating residential mortgage loans, which description shall include a discussion of the originator’s experience in originating mortgage loans of a similar type as the Mortgage Loans; information regarding the size and composition of the originator’s origination portfolio; and information that may be material, in the good faith judgment of the Purchaser or any Depositor, to an analysis of the performance of the Mortgage Loans, including the originators’ credit-granting or underwriting criteria for mortgage loans of similar type(s) as the Mortgage Loans and such other information as the Purchaser or any Depositor may reasonably request for the purpose of compliance with Item 1110(b)(2) of Regulation AB;

(C)         a description of any legal or governmental proceedings pending (or known to be contemplated) against the Company, each Third-Party Originator and each Subservicer that would be material to securityholders; and

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(D)         a description of any affiliation or relationship between the Company, each Third-Party Originator, each Subservicer and any of the following parties to a Securitization Transaction, as such parties are identified to the Company by the Purchaser or any Depositor in writing in advance of such Securitization Transaction:

(1)         the sponsor; 

(2)         the depositor; 

(3)         the issuing entity; 

(4)         any servicer; 

(5)         any trustee; 

(6)         any originator; 

(7)         any significant obligor; 

(8)         any enhancement or support provider; and 

(9)         any other material transaction party.

(b)          If so requested in writing by the Purchaser or any Depositor, the Company shall provide (or, as applicable, cause each Third-Party Originator to provide) Static Pool Information solely with respect to securitized pools of mortgage loans (of a similar type as the Mortgage Loans, as reasonably identified by the Purchaser as provided below) that were originated by the Seller or a Third Party Originator and included in securitizations that closed during the five (5) years preceding the closing date of the related Securitization Transaction and for which Seller or a third party was the depositor. Such Static Pool Information shall be prepared by the Company (or Third-Party Originator) on the basis of its reasonable, good faith interpretation of the requirements of Item 1105(a)(1)-(3) of Regulation AB. To the extent that there is reasonably available to the Company (or Third-Party Originator) Static Pool Information with respect to more than one mortgage loan type, the Purchaser or any Depositor shall be entitled to specify whether some or all of such information shall be provided pursuant to this paragraph. The content of such Static Pool Information may be in the form customarily provided by the Company, and need not be customized for the Purchaser or any Depositor. Such Static Pool Information for each prior securitized pool shall be presented in increments no less frequently than quarterly over the life of the mortgage loans included in such prior securitized pool. The most recent periodic increment must be as of a date no later than 135 days prior to the date of the prospectus or other offering document in which the Static Pool Information is to be included or incorporated by reference. The Static Pool Information shall be provided in an electronic format that provides a permanent record of the information provided, such as a portable document format (pdf) file, or other such electronic format reasonably required by the Purchaser or the Depositor, as applicable.

Promptly following notice or discovery of a material error in Static Pool Information provided pursuant to the immediately preceding paragraph (including an omission to include therein information required to be provided pursuant to such paragraph) during the applicable offering period for the securities, the Company shall provide corrected Static Pool Information to the Purchaser or any Depositor, as applicable, in the same format in which Static Pool Information was previously provided to such party by the Company.

If so requested in writing by the Purchaser or any Depositor, the Company shall provide (or, as applicable, cause each Third-Party Originator to provide), at the expense of the requesting party (to the extent of any additional incremental expense associated with delivery pursuant to this Regulation AB Addendum), such statements and agreed-upon procedures letters of certified public accountants reasonably acceptable to the Purchaser or Depositor, as applicable, pertaining to Static Pool Information relating to securitizations closed on or after January 1, 2006, as the Purchaser or such Depositor shall reasonably request. Such statements and letters shall be addressed to and be for the benefit of such parties as the Purchaser or such Depositor shall designate, which may include, by way of example, any Sponsor, any Depositor and any broker dealer acting as underwriter, placement agent or initial purchaser with respect to a Securitization Transaction. Any such statement or letter may take the form of a standard, generally applicable document accompanied by a reliance letter authorizing reliance by the addressees designated by the Purchaser or such Depositor.

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(c)          If so requested in writing by the Purchaser or any Depositor, the Company shall provide such information regarding the Company, as servicer of the Mortgage Loans, and each Subservicer (each of the Company and each Subservicer, for purposes of this paragraph, a “Servicer”), as is requested for the purpose of compliance with Item 1108, 1117 and 1119 of Regulation AB. Such information shall include, at a minimum:

(A)         the Servicer’s form of organization;

(B)         a description of how long the Servicer has been servicing residential mortgage loans; a general discussion of the Servicer’s experience in servicing assets of any type as well as a more detailed discussion of the Servicer’s experience in, and procedures for, the servicing function it will perform under the Agreement and any Reconstitution Agreements; information regarding the size, composition and growth of the Servicer’s portfolio of residential mortgage loans of a type similar to the Mortgage Loans and information on factors related to the Servicer that may be material, in the good faith judgment of the Purchaser or any Depositor, to any analysis of the servicing of the Mortgage Loans or the related asset-backed securities, as applicable, including, without limitation:

(1)         whether any prior securitizations of mortgage loans of a type similar to the Mortgage Loans involving the Servicer have defaulted or experienced an early amortization or other performance triggering event because of servicing by the Servicer during the three-year period immediately preceding the related Securitization Transaction;

(2)         the extent of outsourcing the Servicer utilizes;

(3)         whether there has been previous disclosure of material noncompliance with the applicable servicing criteria with respect to other securitizations of residential mortgage loans involving the Servicer as a servicer during the three-year period immediately preceding the related Securitization Transaction;

(4)         whether the Servicer has been terminated as servicer in a residential mortgage loan securitization, either due to a servicing default or to application of a servicing performance test or trigger; and

(5)         such other information as the Purchaser or any Depositor may reasonably request for the purpose of compliance with Item 1108(b)(2) of Regulation AB;

(C)         a description of any material changes during the three-year period immediately preceding the related Securitization Transaction to the Servicer’s policies or procedures with respect to the servicing function it will perform under the Agreement and any Reconstitution Agreements for mortgage loans of a type similar to the Mortgage Loans;

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(D)         information regarding the Servicer’s financial condition, to the extent that there is a material risk that an adverse financial event or circumstance involving the Servicer could have a material adverse effect on the performance by the Company of its servicing obligations under the Agreement or any Reconstitution Agreement;

(E)         information regarding advances made by the Servicer on the Mortgage Loans and the Servicer’s overall servicing portfolio of residential mortgage loans for the three-year period immediately preceding the related Securitization Transaction, which may be limited to a statement by an authorized officer of the Servicer to the effect that the Servicer has made all advances required to be made on residential mortgage loans serviced by it during such period, or, if such statement would not be accurate, information regarding the percentage and type of advances not made as required, and the reasons for such failure to advance;

(F)         a description of the Servicer’s processes and procedures designed to address any special or unique factors involved in servicing loans of a similar type as the Mortgage Loans;

(G)         a description of the Servicer’s processes for handling delinquencies, losses, bankruptcies and recoveries, such as through liquidation of mortgaged properties, sale of defaulted mortgage loans or workouts; and

(H)         information as to how the Servicer defines or determines delinquencies and charge-offs, including the effect of any grace period, re-aging, restructuring, partial payments considered current or other practices with respect to delinquency and loss experience.

(I)         a description of any legal or governmental proceedings pending (or known to be contemplated) against the Servicer that would be material to securityholders; and

(J)         a description of any affiliation or relationship between the Servicer and any of the following parties to a Securitization Transaction, as such parties are identified to the Servicer by the Purchaser or any Depositor in writing in advance of a Securitization Transaction.

(1)         the sponsor;

(2)         the depositor;

(3)         the issuing entity;

(4)         any servicer;

(5)         any trustee;

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(6)         any originator;

(7)         any significant obligor;

(8)         any enhancement or support provider; and

(9)         any other material transaction party.

(d)          For the purpose of satisfying its reporting obligation under the Exchange Act with respect to any class of asset-backed securities, for so long as the Depositor is required to file reports under the Exchange Act with respect to a Securitization Transaction, the Company shall (or shall cause each Subservicer and Third-Party Originator to) (i) provide prompt notice to the Purchaser, any Master Servicer and any Depositor in writing of (A) any litigation or governmental proceedings pending against the Company, any Subservicer or any Third-Party Originator that would be material to securityholders and (B) any affiliations or relationships that develop following the closing date of a Securitization Transaction between the Company, any Subservicer or any Third-Party Originator and any of the parties specified in clause (D) of paragraph (a) of this Section (and any other parties identified in writing by the requesting party) with respect to such Securitization Transaction, but only to the extent that such affiliations or relationships do not include the Purchaser, Depositor or any of their respective affiliates as a party, (C) any Event of Default of which it is aware or has received notice under the terms of the Agreement or any Reconstitution Agreement, (D) any merger or consolidation where the Company is not the surviving entity or sale of substantially all of the assets of the Company, and (E) the Company’s entry into an agreement with a Subservicer to perform or assist in the performance of any of the Company’s obligations under the Agreement or any Reconstitution Agreement and (ii) provide to the Purchaser and any Depositor a description of such proceedings, affiliations or relationships.

(e)          As a condition to the succession to the Company or any Subservicer as servicer or subservicer under the Agreement or any Reconstitution Agreement by any Person (i) into which the Company or such Subservicer may be merged or consolidated, or (ii) which may be appointed as a successor to the Company or any Subservicer, the Company shall provide to the Purchaser, any Master Servicer and any Depositor, at least 15 calendar days prior to the effective date of such succession or appointment, (x) written notice to the Purchaser and any Depositor of such succession or appointment and (y) in writing and in form and substance reasonably satisfactory to the Purchaser and such Depositor, all information reasonably requested in writing by the Purchaser or any Depositor in order to comply with its reporting obligation under Item 6.02 of Form 8-K with respect to any class of asset-backed securities.

(f)          In addition to such information as the Company, as servicer, is obligated to provide pursuant to other provisions of the Agreement, not later than ten (10) days prior to the deadline for the filing of any distribution report on Form 10-D in respect of any Securitization Transaction that includes any of the Mortgage Loans serviced by the Company or any Subservicer, the Company or such Subservicer, as applicable, shall, to the extent the Company or such Subservicer has knowledge, provide to the party responsible for filing such report (including, if applicable, the Master Servicer) notice of the occurrence of any of the following events along with all information, data and materials related thereto and reasonably available to it as may be required to be included in the related distribution report on Form 10-D (as specified in the provisions of Regulation AB referenced below):

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(i)          any modifications, extensions or waivers of pool asset terms, fees, penalties or payments during the distribution period or that have cumulatively become material over time (Item 1121(a)(11) of Regulation AB) that would be material to the securityholders;

(ii)         breaches of pool asset representations or warranties or transaction covenants (Item 1121(a)(12) of Regulation AB) that would be material to the securityholders; and

(iii)        information regarding new asset-backed securities issuances backed by the same pool assets, any pool asset changes (such as additions, substitutions or repurchases), and any changes in origination, underwriting or other criteria for acquisition or selection of pool assets (Item 1121(a)(14) of Regulation AB) that would be material to the securityholders.

(g)          The Company shall provide to the Purchaser, any Master Servicer and any Depositor, upon written request, evidence of the authorization of the person signing any certification or statement, copies or other evidence of Fidelity Bond Insurance and Errors and Omissions Insurance policies, and, to the extent material to securityholders, such other information related to the Company or any Subservicer of the Company’s or such Subservicer’s performance hereunder.

Subsection 2.04. Servicer Compliance Statement.

On or before March 5th of each calendar year when the Depositor is required to file reports under the Exchange Act with respect to the related Securitization Transaction, commencing in 2013, the Company shall deliver to the Purchaser and any Master Servicer, or any Depositor if a Master Servicer has not been identified for the related Securitization Transaction, a statement of compliance addressed to such parties and signed by an authorized officer of the Company, to the effect that (i) a review of the Company’s activities during the immediately preceding calendar year (or applicable portion thereof) and of its performance under the Agreement and any applicable Reconstitution Agreement during such period has been made under such officer’s supervision, and (ii) to the best of such officers’ knowledge, based on such review, the Company has fulfilled all of its obligations under the Agreement and any applicable Reconstitution Agreement in all material respects throughout such calendar year (or applicable portion thereof) or, if there has been a failure to fulfill any such obligation in any material respect, specifically identifying each such failure known to such officer and the nature and the status thereof.

Subsection 2.05. Report on Assessment of Compliance and Attestation.

(a)          On or before March 5th of each calendar year when the Depositor is required to file reports under the Exchange Act with respect to the related Securitization Transaction, commencing in 2013, the Company shall:

(i)          deliver to the Purchaser and any Master Servicer, or any Depositor if a Master Servicer has not been identified for the related Securitization Transaction, a report (in form and substance reasonably satisfactory to such parties) regarding the Company’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to such parties and signed by an authorized officer of the Company, and shall address each of the “Applicable Servicing Criteria,” applying such Applicable Servicing Criteria in a manner such that “investor” shall mean any Master Servicer or Trustee on behalf of the trust;

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(ii)         deliver to the Purchaser and any Master Servicer, or any Depositor if a Master Servicer has not been identified for the related Securitization Transaction, a report of a registered public accounting firm reasonably acceptable to such parties that attests to, and reports on, the assessment of compliance made by the Company and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act;

(iii)        cause each Subservicer, and each Subcontractor determined by the Company pursuant to Section 2.06(b) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, to deliver to the Purchaser and any Master Servicer, or any Depositor if a Master Servicer has not been identified for the related Securitization Transaction, an assessment of compliance and accountants’ attestation as and when provided in paragraphs (a) and (b) of this Section; and

(iv)        deliver, and cause each Subservicer, and each Subcontractor determined by the Company pursuant to Section 2.06(b) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, to deliver, to the Purchaser and any Master Servicer, or any Depositor if a Master Servicer has not been identified for the related Securitization Transaction, and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the Sarbanes-Oxley Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification, signed by the appropriate officer of the Company, in the form attached hereto as Exhibit A.

The Company acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Company pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Purchaser nor any Depositor will request delivery of a certification under clause (a)(iv) above unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans.

(b)          Each assessment of compliance provided by a Subservicer pursuant to Section 2.05(a)(iii) shall address each of the Applicable Servicing Criteria for which such Subservicer is responsible for the period from and after the date of appointment of the Subservicer. An assessment of compliance provided by a Subcontractor pursuant to Section 2.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Company pursuant to Section 2.06.

Subsection 2.06. Use of Subservicers and Subcontractors.

The Company shall not hire or otherwise utilize the services of any Subservicer to fulfill any of the obligations of the Company as servicer under the Agreement or any Reconstitution Agreement unless the Company complies with the provisions of paragraph (a) of this Section. The Company shall not hire or otherwise utilize the services of any Subcontractor, and shall not authorize any Subservicer to hire or otherwise utilize the services of any Subcontractor, to fulfill any of the obligations of the Company as servicer under the Agreement or any Reconstitution Agreement unless the Company complies with the provisions of paragraph (b) of this Section.

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(a)          It shall not be necessary for the Company to seek the consent of the Purchaser, any Master Servicer or any Depositor to the utilization of any Subservicer. The Company shall cause any Subservicer used by the Company (or by any Subservicer) for the benefit of the Purchaser and any Depositor to comply with the provisions of this Section and with Sections 2.02, 2.03(c), (e), (f) and (g), 2.04, 2.05 and 2.07 of this Regulation AB Addendum to the same extent as if such Subservicer were the Company, and to provide the information required with respect to such Subservicer under Section 2.03(d) of this Regulation AB Addendum. The Company shall be responsible for obtaining from each Subservicer and delivering to the Purchaser and any Depositor any servicer compliance statement required to be delivered by such Subservicer under Section 2.04, any assessment of compliance and attestation required to be delivered by such Subservicer under Section 2.05 and any certification required to be delivered to the Person that will be responsible for signing the Sarbanes Certification under Section 2.05 as and when required to be delivered.

(b)          It shall not be necessary for the Company to seek the consent of the Purchaser, any Master Servicer or any Depositor to the utilization of any Subcontractor. The Company shall promptly upon written request provide to the Purchaser and any Master Servicer, or any Depositor (or any designee of the Depositor, such as an administrator) if a Master Servicer has not been identified for the related Securitization Transaction, a written description (in form and substance reasonably satisfactory to such parties) of the role and function of each Subcontractor utilized by the Company or any Subservicer, specifying (i) the identity of each such Subcontractor, (ii) which (if any) of such Subcontractors are “participating in the servicing function” within the meaning of Item 1122 of Regulation AB and (iii) which elements of the Servicing Criteria will be addressed in assessments of compliance provided by each Subcontractor identified pursuant to clause (ii) of this paragraph.

(c)          As a condition to the utilization of any Subcontractor determined to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, the Company shall cause any such Subcontractor used by the Company (or by any Subservicer) for the benefit of the Purchaser and any Depositor to comply with the provisions of Sections 2.05 and 2.07 of this Regulation AB Addendum to the same extent as if such Subcontractor were the Company. The Company shall be responsible for obtaining from each Subcontractor and delivering to the Purchaser and any Depositor any assessment of compliance and attestation required to be delivered by such Subcontractor under Section 2.05, in each case as and when required to be delivered.

Subsection 2.07. Indemnification; Remedies.

(a)          The Company shall indemnify the Purchaser, each affiliate of the Purchaser, and each of the following parties participating in a Securitization Transaction: each Sponsor; each issuing entity; each Person (including, but not limited to, any Master Servicer if applicable) responsible for the preparation, execution or filing of any report required to be filed with the Commission with respect to such Securitization Transaction, or for execution of a certification pursuant to Rule 13a-14(d) or Rule 15d-14(d) under the Exchange Act with respect to such Securitization Transaction; each broker dealer acting as underwriter, placement agent or initial purchaser, each Person who controls any of such parties or the Depositor (within the meaning of Section 15 of the Securities Act and Section 20 of the Exchange Act); and the respective present and former directors, officers, employees, agents and affiliates of each of the foregoing and of the Depositor (each, an “Indemnified Party”), and shall hold each of them harmless from and against any claims, losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments, and any other costs, fees and expenses that any of them may sustain arising out of or based upon:

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(i)          (A) any untrue statement of a material fact contained or alleged to be contained in any information, report, certification, accountants’ letter or other material provided in written or electronic format under this Section 2 by or on behalf of the Company, or provided under this Section 2 by or on behalf of any Subservicer, Subcontractor or Third-Party Originator (collectively, the “Company Information”), or (B) the omission or alleged omission to state in the Company Information a material fact required to be stated in the Company Information or necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, by way of clarification, that clause (B) of this paragraph shall be construed solely by reference to the Company Information and not to any other information communicated in connection with a sale or purchase of securities, without regard to whether the Company Information or any portion thereof is presented together with or separately from such other information;

(ii)         any breach by the Company of its obligations under this Section 2, including particularly any failure by the Company, any Subservicer, any Subcontractor or any Third-Party Originator to deliver any information, report, certification, accountants’ letter or other material when and as required under this Section 2, including any failure by the Company to identify pursuant to Section 2.06(b) any Subcontractor “participating in the servicing function” within the meaning of Item 1122 of Regulation AB;

(iii)        any breach by the Company of a representation or warranty set forth in Section 2.02(a) or in a writing furnished pursuant to Section 2.02(b) and made as of a date prior to the closing date of the related Securitization Transaction, to the extent that such breach is not cured by such closing date, or any breach by the Company of a representation or warranty in a writing furnished pursuant to Section 2.02(b) to the extent made as of a date subsequent to such closing date, or

(iv)        the negligence, bad faith or willful misconduct of the Company in connection with its performance under this Section 2.

If the indemnification provided for herein is unavailable or insufficient to hold harmless an Indemnified Party, then the Company agrees that it shall contribute to the amount paid or payable by such Indemnified Party as a result of any claims, losses, damages or liabilities incurred by such Indemnified Party in such proportion as is appropriate to reflect the relative fault of such Indemnified Party on the one hand and the Company on the other.

In the case of any failure of performance described in clause (a)(ii) of this Section 2.07, the Company shall promptly reimburse the Purchaser, any Depositor, as applicable, and each Person responsible for the preparation, execution or filing of any report required to be filed with the Commission with respect to such Securitization Transaction, or for execution of a certification pursuant to Rule 13a-14(d) or Rule 15d-14(d) under the Exchange Act with respect to such Securitization Transaction, for all costs reasonably incurred by each such party in order to obtain the information, report, certification, accountants’ letter or other material not delivered as required by the Company, any Subservicer, any Subcontractor or any Third-Party Originator.

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This indemnification shall survive the termination of the Agreement or the termination of any party to the Agreement.

(b)          (i)          Any failure by the Company, any Subservicer, any Subcontractor or any Third-Party Originator to deliver any information, report, certification, accountants’ letter or other material when and as required under this Section 2, to the extent that such failure continues unremedied for two (2) Business Days after the date on which such information, report, certification, accountants’ letter or other material was required to be delivered, or any breach by the Company of a representation or warranty set forth in Section 2.02(a) or in a writing furnished pursuant to Section 2.02(b) and made as of a date prior to the closing date of the related Securitization Transaction, to the extent that such breach is not cured by such closing date, or any breach by the Company of a representation or warranty in a writing furnished pursuant to Section 2.02(b) to the extent made as of a date subsequent to such closing date, shall, except as provided in clause (ii) of this paragraph, immediately and automatically, without notice or grace period, constitute an Event of Default with respect to the Company under the Agreement and any applicable Reconstitution Agreement, and shall entitle the Purchaser or Depositor, as applicable, in its sole discretion to terminate the rights and obligations of the Company as servicer under the Agreement and/or any applicable Reconstitution Agreement without payment (notwithstanding anything in the Agreement or any applicable Reconstitution Agreement to the contrary) of any compensation to the Company (and, if the Company is servicing any of the Mortgage Loans in a Securitization Transaction, appoint a successor servicer reasonably acceptable to any Master Servicer for such Securitization Transaction); provided that to the extent that any provision of the Agreement and/or any applicable Reconstitution Agreement expressly provides for the survival of certain rights or obligations following termination of the Company as servicer, such provision shall be given effect.

(ii)         Any failure by the Company, any Subservicer or any Subcontractor to deliver any information, report, certification or accountants’ letter when and as required under Section 2.04 or 2.05, including (except as provided below) any failure by the Company to identify pursuant to Section 2.06(b) any Subcontractor “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, which continues unremedied for ten (10) calendar days after the date on which such information, report, certification or accountants’ letter was required to be delivered shall constitute an Event of Default with respect to the Company under the Agreement and any applicable Reconstitution Agreement, and shall entitle the Purchaser, any Master Servicer or any Depositor, as applicable, in its sole discretion to terminate the rights and obligations of the Company as servicer under the Agreement and/or any applicable Reconstitution Agreement without payment (notwithstanding anything in this Agreement to the contrary) of any compensation to the Company; provided that to the extent that any provision of the Agreement and/or any applicable Reconstitution Agreement expressly provides for the survival of certain rights or obligations following termination of the Company as servicer, such provision shall be given effect.

Neither the Purchaser nor any Depositor shall be entitled to terminate the rights and obligations of the Company pursuant to this subparagraph (b)(ii) if a failure of the Company to identify a Subcontractor “participating in the servicing function” within the meaning of Items 1122 of Regulation AB was attributable solely to the role or functions of such Subcontractor with respect to mortgage loans other than the Mortgage Loans.

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(iii)        The Company shall promptly reimburse the Purchaser (or any designee of the Purchaser), any Master Servicer and any Depositor, as applicable, for all reasonable expenses incurred by the Purchaser (or such designee) or such Depositor, as such are incurred, in connection with the termination of the Company as servicer and the transfer of servicing of the Mortgage Loans to a successor servicer. The provisions of this paragraph shall not limit whatever rights the Purchaser or any Depositor may have under other provisions of the Agreement and/or any applicable Reconstitution Agreement or otherwise, whether in equity or at law, such as an action for damages, specific performance or injunctive relief.

Subsection 2.08. Third-party Beneficiary.

For purposes of this Regulation AB Addendum and any related provisions thereto, each Master Servicer shall be considered a third-party beneficiary of the Agreement, entitled to all the rights and benefits hereof as if it were a direct party to the Agreement.

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EXHIBIT A

FORM OF ANNUAL CERTIFICATION

Re:         The [      ] agreement dated as of [    ], 20[ ] (the “Agreement”), among [IDENTIFY PARTIES]

I, ________________________________, the _____________________ of ________________________ certify to [the Purchaser], [the Depositor], and the [Master Servicer] [Securities Administrator] [Trustee], and their officers, with the knowledge and intent that they will rely upon this certification, that:

(1)         I have reviewed the servicer compliance statement of the Company provided in accordance with Item 1123 of Regulation AB (the “Compliance Statement”), the report on assessment of the Company’s compliance with the servicing criteria set forth in Item 1122(d) of Regulation AB and identified as the responsibility of the Company on Exhibit B to the Regulation AB Compliance Addendum to the Agreement (the “Servicing Criteria”), provided in accordance with Rules 13a-18 and 15d-18 under Securities Exchange Act of 1934, as amended (the “Exchange Act”) and Item 1122 of Regulation AB (the “Servicing Assessment”), the registered public accounting firm’s attestation report provided in accordance with Rules 13a-18 and 15d-18 under the Exchange Act and Section 1122(b) of Regulation AB (the “Attestation Report”), and all servicing reports, officer’s certificates and other information relating to the servicing of the Mortgage Loans by the Company during 20[___] that were delivered by the Company to the [Depositor] [Master Servicer] pursuant to the Agreement (collectively, the “Company Servicing Information”);

(2)         Based on my knowledge, the Company Servicing Information, taken as a whole, does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in the light of the circumstances under which such statements were made, not misleading with respect to the period of time covered by the Company Servicing Information;

(3)         Based on my knowledge, all of the Company Servicing Information required to be provided by the Company under the Agreement has been provided to the [Depositor] [Master Servicer];

(4)         I am responsible for reviewing the activities performed by the Company as servicer under the Agreement, and based on my knowledge and the compliance review conducted in preparing the Compliance Statement and except as disclosed in the Compliance Statement, the Servicing Assessment or the Attestation Report, the Company has fulfilled its obligations under the Agreement in all material respects; and

(5)         The Compliance Statement required to be delivered by the Company pursuant to the Agreement, and the Servicing Assessment and Attestation Report required to be provided by the Company and by any Subservicer or Subcontractor pursuant to the Agreement, have been provided to the [Depositor] [Master Servicer]. Any material instances of noncompliance described in such reports have been disclosed to the [Depositor] [Master Servicer]. Any material instance of noncompliance with the Servicing Criteria has been disclosed in such reports.

Date:
By:
	Name:
	Title:

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EXHIBIT B

SERVICING CRITERIA TO BE ADDRESSED IN ASSESSMENT OF COMPLIANCE

The assessment of compliance to be delivered by [the Company] [Name of Subservicer] shall address, at a minimum, the criteria identified as below as “Applicable Servicing Criteria”;

Servicing Criteria		Applicable Servicing Criteria
Reference	Criteria
	General Servicing Considerations
1122(d)(1)(i)	Policies and procedures are instituted to monitor any performance or other triggers and events of default in accordance with the transaction agreements.	x
1122(d)(1)(ii)	If any material servicing activities are outsourced to third parties, policies and procedures are instituted to monitor the third party’s performance and compliance with such servicing activities.	x
1122(d)(1)(iii)	Any requirements in the transaction agreements to maintain a back-up servicer for the mortgage loans are maintained.
1122(d)(1)(iv)	A fidelity bond and errors and omissions policy is in effect on the party participating in the servicing function throughout the reporting period in the amount of coverage required by and otherwise in accordance with the terms of the transaction agreements.	x
	Cash Collection and Administration
1122(d)(2)(i)	Payments on mortgage loans are deposited into the appropriate custodial bank accounts and related bank clearing accounts no more than two business days following receipt, or such other number of days specified in the transaction agreements.	x
1122(d)(2)(ii)	Disbursements made via wire transfer on behalf of an obligor or to an investor are made only by authorized personnel.	x
1122(d)(2)(iii)	Advances of funds or guarantees regarding collections, cash flows or distributions, and any interest or other fees charged for such advances, are made, reviewed and approved as specified in the transaction agreements.	x
1122(d)(2)(iv)	The related accounts for the transaction, such as cash reserve accounts or accounts established as a form of overcollateralization, are separately maintained (e.g., with respect to commingling of cash) as set forth in the transaction agreements.	x

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Servicing Criteria		Applicable Servicing Criteria
Reference	Criteria
1122(d)(2)(v)	Each custodial account is maintained at a federally insured depository institution as set forth in the transaction agreements. For purposes of this criterion, “federally insured depository institution” with respect to a foreign financial institution means a foreign financial institution that meets the requirements of Rule 13k-1(b)(1) of the Securities Exchange Act.	x
1122(d)(2)(vi)	Unissued checks are safeguarded so as to prevent unauthorized access.	x
1122(d)(2)(vii)	Reconciliations are prepared on a monthly basis for all asset-backed securities related bank accounts, including custodial accounts and related bank clearing accounts. These reconciliations are (A) mathematically accurate; (B) prepared within 30 calendar days after the bank statement cutoff date, or such other number of days specified in the transaction agreements; (C) reviewed and approved by someone other than the person who prepared the reconciliation; and (D) contain explanations for reconciling items. These reconciling items are resolved within 90 calendar days of their original identification, or such other number of days specified in the transaction agreements.	x
	Investor Remittances and Reporting
1122(d)(3)(i)	Reports to investors, including those to be filed with the Commission, are maintained in accordance with the transaction agreements and applicable Commission requirements. Specifically, such reports (A) are prepared in accordance with timeframes and other terms set forth in the transaction agreements; (B) provide information calculated in accordance with the terms specified in the transaction agreements; (C) are filed with the Commission as required by its rules and regulations; and (D) agree with investors’ or the trustee’s records as to the total unpaid principal balance and number of mortgage loans serviced by the Servicer.	x
1122(d)(3)(ii)	Amounts due to investors are allocated and remitted in accordance with timeframes, distribution priority and other terms set forth in the transaction agreements.	x
1122(d)(3)(iii)	Disbursements made to an investor are posted within two business days to the Servicer’s investor records, or such other number of days specified in the transaction agreements.	x
1122(d)(3)(iv)	Amounts remitted to investors per the investor reports agree with cancelled checks, or other form of payment, or custodial bank statements.	x

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Servicing Criteria		Applicable Servicing Criteria
Reference	Criteria
	Pool Asset Administration
1122(d)(4)(i)	Collateral or security on mortgage loans is maintained as required by the transaction agreements or related mortgage loan documents.	x
1122(d)(4)(ii)	Mortgage loan and related documents are safeguarded as required by the transaction agreements	x
1122(d)(4)(iii)	Any additions, removals or substitutions to the asset pool are made, reviewed and approved in accordance with any conditions or requirements in the transaction agreements.	x
1122(d)(4)(iv)	Payments on mortgage loans, including any payoffs, made in accordance with the related mortgage loan documents are posted to the Servicer’s obligor records maintained no more than two business days after receipt, or such other number of days specified in the transaction agreements, and allocated to principal, interest or other items (e.g., escrow) in accordance with the related mortgage loan documents.	x
1122(d)(4)(v)	The Servicer’s records regarding the mortgage loans agree with the Servicer’s records with respect to an obligor’s unpaid principal balance.	x
1122(d)(4)(vi)	Changes with respect to the terms or status of an obligor’s mortgage loans (e.g., loan modifications or re-agings) are made, reviewed and approved by authorized personnel in accordance with the transaction agreements and related pool asset documents.	x
1122(d)(4)(vii)	Loss mitigation or recovery actions (e.g., forbearance plans, modifications and deeds in lieu of foreclosure, foreclosures and repossessions, as applicable) are initiated, conducted and concluded in accordance with the timeframes or other requirements established by the transaction agreements.	x
1122(d)(4)(viii)	Records documenting collection efforts are maintained during the period a mortgage loan is delinquent in accordance with the transaction agreements. Such records are maintained on at least a monthly basis, or such other period specified in the transaction agreements, and describe the entity’s activities in monitoring delinquent mortgage loans including, for example, phone calls, letters and payment rescheduling plans in cases where delinquency is deemed temporary (e.g., illness or unemployment).	x
1122(d)(4)(ix)	Adjustments to interest rates or rates of return for mortgage loans with variable rates are computed based on the related mortgage loan documents.	x

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Servicing Criteria		Applicable Servicing Criteria
Reference	Criteria
1122(d)(4)(x)	Regarding any funds held in trust for an obligor (such as escrow accounts): (A) such funds are analyzed, in accordance with the obligor’s mortgage loan documents, on at least an annual basis, or such other period specified in the transaction agreements; (B) interest on such funds is paid, or credited, to obligors in accordance with applicable mortgage loan documents and state laws; and (C) such funds are returned to the obligor within 30 calendar days of full repayment of the Mortgage Loans, or such other number of days specified in the transaction agreements.	x
1122(d)(4)(xi)	Payments made on behalf of an obligor (such as tax or insurance payments) are made on or before the related penalty or expiration dates, as indicated on the appropriate bills or notices for such payments, provided that such support has been received by the servicer at least 30 calendar days prior to these dates, or such other number of days specified in the transaction agreements.	x
1122(d)(4)(xii)	Any late payment penalties in connection with any payment to be made on behalf of an obligor are paid from the servicer’s funds and not charged to the obligor, unless the late payment was due to the obligor’s error or omission.	x
1122(d)(4)(xiii)	Disbursements made on behalf of an obligor are posted within two business days to the obligor’s records maintained by the servicer, or such other number of days specified in the transaction agreements.	x
1122(d)(4)(xiv)	Delinquencies, charge-offs and uncollectible accounts are recognized and recorded in accordance with the transaction agreements.	x
1122(d)(4)(xv)	Any external enhancement or other support, identified in Item 1114(a)(1) through (3) or Item 1115 of Regulation AB, is maintained as set forth in the transaction agreements.

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EXHIBIT D-3

INITIAL AUTHORIZED REPRESENTATIVES OF THE SERVICER

Name Title Specimen Signature

EXHIBIT F

REQUEST FOR RELEASE OF DOCUMENTS

To: Wells Fargo Bank, N.A.                                                                                                                     Date: _______________

751 Kasota Avenue

Minneapolis, MN 55414

Attn: WFDC Release Department.

Re: Custodial Agreement, dated as of January 1, 2013, among Christiana Trust, a division of Wilmington Savings Fund Society, FSB, as Trustee, Wells Fargo Bank, N.A., as Custodian, Sequoia Residential Funding, Inc., as Depositor, and Redwood Residential Acquisition Corporation, as Seller

In connection with the administration of the Mortgage Loans held by you as Custodian for the Trustee pursuant to the above-captioned Custodial Agreement, we request the release of the Custodian’s Mortgage File for the Mortgage Loan described below, for the reason indicated.

Mortgage Loan Number:	Investor Number:  _________________
Mortgagor Name, Address & Zip Code:	Pool Number:  ____________________

Reason for Requesting Documents (check one):

_______ 1. Mortgage Paid in Full

_______ 2. Foreclosure

_______ 3. Substitution

_______ 4. Other Liquidation

_______ 5. Non-liquidation                                                                Reason:__________________

                                                                                                                  For CMI Use Only:_____________

By:____________________________________________
      (Authorized Signature)

Printed Name ___________________________________

Servicer Name:______________________________ ____

Ship To Address: ________________________________

________________________________

Phone:   _____ ______________

Custodian

Please acknowledge the execution of the above request by your signature and date below:

	Date
Signature
Documents returned to Custodian:
	Date
Custodian

EXHIBIT 10

FORM OF MONTHLY LOSS REPORT

Exhibit : 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.

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.

Credits:

14-21. Complete as applicable. Required documentation:

* Copy of the HUD 1 from the REO sale. If a 3^rd Party Sale, bid instructions and Escrow Agent / Attorney

Letter of Proceeds Breakdown.

* 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 ( ).

Page 1 of 3

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Exhibit 3A: 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 3^rd 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)
Total Credits	$________________	(22)
Total Realized Loss (or Amount of Gain)	$________________	(23)

Page 2 of 3

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Escrow Disbursement Detail

Type (Tax /Ins.) Date Paid Period of Coverage Total Paid Base Amount Penalties Interest

Page 3 of 3

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EXHIBIT 11

FORM OF DELINQUENCY REPORTING

Page 1 of 7

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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 payment is due to the servicer at the end of processing cycle, as reported by Servicer.		MM/DD/YYYY
LOAN_TYPE	Loan Type (i.e. FHA, VA, Conv)
BANKRUPTCY_FILED_DATE	The date a particular bankruptcy claim was filed.		MM/DD/YYYY
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 has been approved by the courts		MM/DD/YYYY
BANKRUPTCY_DCHRG_DISM_DATE	The Date The Loan Is Removed From Bankruptcy. Either by Dismissal, Discharged and/or a Motion For Relief Was Granted.		MM/DD/YYYY
LOSS_MIT_APPR_DATE	The Date The Loss Mitigation Was Approved By The Servicer		MM/DD/YYYY
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 Scheduled To End/Close		MM/DD/YYYY
LOSS_MIT_ACT_COMP_DATE	The Date The Loss Mitigation Is Actually Completed		MM/DD/YYYY

Page 1 of 7

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Column/Header Name	Description	Decimal	Format Comment
FRCLSR_APPROVED_DATE	The date DA Admin sends a letter to the servicer with instructions to begin foreclosure proceedings.		MM/DD/YYYY
ATTORNEY_REFERRAL_DATE	Date File Was Referred To Attorney to Pursue Foreclosure		MM/DD/YYYY
FIRST_LEGAL_DATE	Notice of 1st legal filed by an Attorney in a Foreclosure Action		MM/DD/YYYY
FRCLSR_SALE_EXPECTED_DATE	The date by which a foreclosure sale is expected to occur.		MM/DD/YYYY
FRCLSR_SALE_DATE	The actual date of the foreclosure sale.		MM/DD/YYYY
FRCLSR_SALE_AMT	The amount a property sold for at the foreclosure sale.	2	No commas(,) or dollar signs ($)
EVICTION_START_DATE	The date the servicer initiates eviction of the borrower.		MM/DD/YYYY
EVICTION_COMPLETED_DATE	The date the court revokes legal possession of the property from the borrower.		MM/DD/YYYY
LIST_PRICE	The price at which an REO property is marketed.	2	No commas(,) or dollar signs ($)
LIST_DATE	The date an REO property is listed at a particular price.		MM/DD/YYYY
OFFER_AMT	The dollar value of an offer for an REO property.	2	No commas(,) or dollar signs ($)
OFFER_DATE_TIME	The date an offer is received by DA Admin or by the Servicer.		MM/DD/YYYY
REO_CLOSING_DATE	The date the REO sale of the property is scheduled to close.		MM/DD/YYYY
REO_ACTUAL_CLOSING_DATE	Actual Date Of REO Sale		MM/DD/YYYY
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 performed.		MM/DD/YYYY
APPRAISAL_DATE	The date the appraisal was done.		MM/DD/YYYY
CURR_PROP_VAL	The current "as is" value of the property based on brokers price opinion or appraisal.	2
REPAIRED_PROP_VAL	The amount the property would be worth if repairs are completed pursuant to a broker's price opinion or appraisal.	2

Page 2 of 7

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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 With Mortgage Insurance Company.		MM/DD/YYYY
MI_CLAIM_AMT	Amount of Mortgage Insurance Claim Filed		No commas(,) or dollar signs ($)
MI_CLAIM_PAID_DATE	Date Mortgage Insurance Company Disbursed Claim Payment		MM/DD/YYYY
MI_CLAIM_AMT_PAID	Amount Mortgage Insurance Company Paid On Claim	2	No commas(,) or dollar signs ($)
POOL_CLAIM_FILED_DATE	Date Claim Was Filed With Pool Insurance Company		MM/DD/YYYY
POOL_CLAIM_AMT	Amount of Claim Filed With Pool Insurance Company	2	No commas(,) or dollar signs ($)
POOL_CLAIM_PAID_DATE	Date Claim Was Settled and The Check Was Issued By The Pool Insurer		MM/DD/YYYY
POOL_CLAIM_AMT_PAID	Amount Paid On Claim By Pool Insurance Company	2	No commas(,) or dollar signs ($)
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 ($)
FHA_PART_A_CLAIM_PAID_DATE	Date HUD Disbursed Part A Claim Payment		MM/DD/YYYY
FHA_PART_A_CLAIM_PAID_AMT	Amount HUD Paid on Part A Claim	2	No commas(,) or dollar signs ($)

Page 3 of 7

Please be advised that failure to comply with ANY or all of the guidelines entailed herein may result in issuance of late reporting fees.

© Copyright Wells Fargo Bank, Corporate Trust Services

Contact us with Reporting Questions: CTSDefaultSRG@WellsFargo.com

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 Veterans Admin		MM/DD/YYYY
VA_CLAIM_PAID_DATE	DATE VETERANS ADMIN. DISBURSED VA CLAIM PAYMENT		MM/DD/YYYY
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 REO property.		No commas(,) or dollar signs ($)
BPO_DATE	The date the BPO was done.
CURRENT_FICO	The current FICO score
HAZARD_CLAIM_FILED_DATE	The date the Hazard Claim was filed with the Hazard Insurance Company.	10	MM/DD/YYYY
HAZARD_CLAIM_AMT	The amount of the Hazard Insurance Claim filed.	11	No commas(,) or dollar signs ($)
HAZARD_CLAIM_PAID_DATE	The date the Hazard Insurance Company disbursed the claim payment.	10	MM/DD/YYYY
HAZARD_CLAIM_PAID_AMT	The amount the Hazard Insurance Company paid on the claim.	11	No commas(,) or dollar 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

Page 4 of 7

Please be advised that failure to comply with ANY or all of the guidelines entailed herein may result in issuance of late reporting fees.

© Copyright Wells Fargo Bank, Corporate Trust Services

Contact us with Reporting Questions: CTSDefaultSRG@WellsFargo.com

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

Page 5 of 7

Please be advised that failure to comply with ANY or all of the guidelines entailed herein may result in issuance of late reporting fees.

© Copyright Wells Fargo Bank, Corporate Trust Services

Contact us with Reporting Questions: CTSDefaultSRG@WellsFargo.com

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

Page 6 of 7

Please be advised that failure to comply with ANY or all of the guidelines entailed herein may result in issuance of late reporting fees.

© Copyright Wells Fargo Bank, Corporate Trust Services

Contact us with Reporting Questions: CTSDefaultSRG@WellsFargo.com

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

Page 7 of 7

Please be advised that failure to comply with ANY or all of the guidelines entailed herein may result in issuance of late reporting fees.

© Copyright Wells Fargo Bank, Corporate Trust Services

Contact us with Reporting Questions: CTSDefaultSRG@WellsFargo.com

EX-10.3

EXHIBIT 10.3

AMENDMENT NO. 1 TO

FLOW MORTGAGE LOAN SERVICING AGREEMENT

THIS AMENDMENT NO. 1 TO FLOW MORTGAGE LOAN SERVICING AGREEMENT (the “Amendment”), dated November 3rd, 2011 is hereby executed by and between REDWOOD RESIDENTIAL ACQUISITION CORPORATION, a Delaware corporation, as owner of mortgage loans, including the related servicing rights (the “Owner”), and CENLAR FSB, a federal savings bank, as servicer of such mortgage loans (the “Servicer”).

WITNESSETH:

WHEREAS, the Owner and the Servicer have entered into that certain Flow Mortgage Loan Servicing Agreement dated August 1, 2011(the “Agreement”); and

WHEREAS, the Owner and the Servicer desire to amend the Agreement pursuant to Section 25 of the Agreement as set forth herein;

NOW, THEREFORE, in consideration of the premises and mutual agreements set forth herein, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Owner and the Servicer agree as follows:

1.           The first sentence of Section 11.16(a) of the Agreement shall be amended and replaced, to read in its entirety as follows:

“Not later than the fifth (5th) Business Day of each calendar month, the Servicer shall forward to the Owner a statement in the form specified and with the information required by the monthly reporting format of the Master Servicer, as provided to the Servicer by the Owner.”

2.           From and after the date of this Agreement, all references to the “Agreement” shall mean the Agreement as amended hereby.

IN WITNESS WHEREOF, the parties have caused their names to be signed hereto by their respective officers thereunto duly authorized on the date first above written.

REDWOOD RESIDENTIAL ACQUISITION CORPORATION,
as Owner
By:	/s/ John Isbrandtsen
Name: John Isbrandtsen
Title: Authorized Officer
CENLAR, FSB,
as Servicer
By:	/s/ Gregory S. Tornquist
Name: Gregory S. Tornquist
Title: President and Chief Executive Officer

[Amendment No. 1 to Flow Mortgage Loan Servicing Agreement]

EXECUTION VERSION

FLOW MORTGAGE LOAN SERVICING AGREEMENT

between

CENLAR FSB,

as Servicer,

and

REDWOOD RESIDENTIAL ACQUISITION CORPORATION,

as Owner

August 1, 2011

Residential Mortgage Loans

TABLE OF CONTENTS

		Page
SECTION 1.	Definitions	1
SECTION 2.	Acknowledgement	14
SECTION 3.	Mortgage Loan Schedule	14
SECTION 4.	Delivery of Servicing Files; Possession of Mortgage Files; Transfer Costs	14
Subsection 4.01	Delivery of Servicing Files	14
Subsection 4.02	Possession of Mortgage Files	15
Subsection 4.03	Transfer Expenses	15
SECTION 5.	Inspection of Documents	15
SECTION 6.	Helping Families Notice	15
SECTION 7.	Representations and Warranties; Effect of Breach	16
Subsection 7.01	Servicer Representations and Warranties	16
Subsection 7.02	Owner Representations and Warranties	17
Subsection 7.03	Representations and Warranties Regarding Individual Mortgage Loans	19
Subsection 7.04	Repurchase or Substitution of Mortgage Loans by Originator	20
SECTION 8.	[Reserved.]	20
SECTION 9.	Closing Conditions	20
SECTION 10.	Costs	21
SECTION 11.	Administration and Servicing of Mortgage Loans	21
Subsection 11.01	Servicer to Act as Servicer; Subservicing	21
Subsection 11.02	Liquidation of Mortgage Loans	24
Subsection 11.03	Collection of Mortgage Loan Payments	24
Subsection 11.04	Establishment of Custodial Account; Deposits in Custodial Account	25
Subsection 11.05	Withdrawals From the Custodial Account	27
Subsection 11.06	Establishment of Escrow Account; Deposits in Escrow Account	28
Subsection 11.07	Withdrawals From Escrow Account	28
Subsection 11.08	Payment of Taxes, Insurance and Other Charges; Collections Thereunder	29
Subsection 11.09	Transfer of Accounts	29
Subsection 11.10	Maintenance of Hazard Insurance	30

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		Page
Subsection 11.11	Maintenance of Primary Mortgage Insurance Policy; Claims	31
Subsection 11.12	Fidelity Bond; Errors and Omissions Insurance	31
Subsection 11.13	Title, Management and Disposition of REO Property	32
Subsection 11.14	Servicing Compensation	32
Subsection 11.15	Distributions	33
Subsection 11.16	Statements to the Owner	34
Subsection 11.17	[Reserved]	34
Subsection 11.18	Assumption Agreements	34
Subsection 11.19	Satisfaction of Mortgages and Release of Mortgage Files	35
Subsection 11.20	Servicer Shall Provide Access and Information as Reasonably Required	36
Subsection 11.21	Inspections	36
Subsection 11.22	Restoration of Mortgaged Property	36
Subsection 11.23	Fair Credit Reporting Act	37
Subsection 11.24	Prepayment Charges	37
Subsection 11.25	Recovery and Reimbursement of Advances	37
SECTION 12.	The Servicer	38
Subsection 12.01	Indemnification; Third Party Claims	38
Subsection 12.02	Merger or Consolidation of the Servicer	39
Subsection 12.03	Limitation on Liability of the Servicer and Others	39
Subsection 12.04	Servicer Resignation Requirements	40
Subsection 12.05	No Liability for Failure to Deliver Servicing Files	40
SECTION 13.	Default	40
Subsection 13.01	Events of Default	40
Subsection 13.02	Waiver of Default	41
SECTION 14.	Termination	42
Subsection 14.01	Termination	42
Subsection 14.02	Successors to the Servicer	42
Subsection 14.03	Termination by Owner	43
SECTION 15.	Notices	44
SECTION 16.	Severability Clause	44
SECTION 17.	No Partnership	45

ii

		Page
SECTION 18.	Counterparts	45
SECTION 19.	Governing Law; Choice of Forum; Waiver of Jury Trial	45
SECTION 20.	Reserved	46
SECTION 21.	Waivers	46
SECTION 22.	Exhibits	46
SECTION 23.	General Interpretive Principles	46
SECTION 24.	Reproduction of Documents	47
SECTION 25.	Amendment	47
SECTION 26.	Confidentiality	47
SECTION 27.	Entire Agreement	47
SECTION 28.	Further Agreements	48
SECTION 29.	Successors and Assigns	48
SECTION 30.	Non-Solicitation	48
SECTION 31.	Protection of Consumer Information	49
SECTION 32.	Cooperation of the Servicer With a Reconstitution; Regulation AB Compliance	50

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EXHIBITS

EXHIBIT 1	FORM OF SERVICER ACKNOWLEDGEMENT
EXHIBIT 2	FORM OF NOTICE OF SALE OF OWNERSHIP OF MORTGAGE LOAN
EXHIBIT 3	TRANSFER INSTRUCTIONS
ADDENDUM I	REGULATION AB COMPLIANCE ADDENDUM
ADDENDUM II	ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENT

iv

FLOW MORTGAGE LOAN SERVICING AGREEMENT

THIS FLOW MORTGAGE LOAN SERVICING AGREEMENT (the “Agreement”), dated August 1, 2011 is hereby executed by and between REDWOOD RESIDENTIAL ACQUISITION CORPORATION, a Delawarecorporation, as owner of the mortgage loans described herein, including the related servicing rights (the “Owner”), and CENLAR FSB, a federal savings bank, as servicer of such mortgage loans (the “Servicer”).

WITNESSETH:

WHEREAS, the Owner owns or will acquire from time to time certain conventional, residential, first-lien mortgage loans as described herein, including the related servicing rights; and

WHEREAS, the parties desire to agree to the terms and conditions upon which the Servicer will service and administer the mortgage loans as set forth herein;

NOW, THEREFORE, in consideration of the premises and mutual agreements set forth herein, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Owner and the Servicer agree as follows:

SECTION 1.  Definitions.

For purposes of this Agreement, the following capitalized terms shall have the respective meanings set forth below.

Adjustable Rate Mortgage Loan:  A Mortgage Loan purchased pursuant to this Agreement which provides for the adjustment of the Mortgage Interest Rate payable in respect thereto.

Adjustment Date:  As to each Adjustable Rate Mortgage Loan, the date on which the Mortgage Interest Rate is adjusted in accordance with the terms of the related Mortgage Note and Mortgage.

Affiliate:  When used with reference to a specified Person, any Person that (i) directly or indirectly controls or is controlled by or is under common control with the specified Person, (ii) is an officer of, partner in or trustee of, or serves in a similar capacity with respect to, the specified Person or of which the specified Person is an officer, partner or trustee, or with respect to which the specified Person serves in a similar capacity, or (iii) directly or indirectly is the beneficial owner of 10% or more of any class of equity securities of the specified Person or of which the specified Person is directly or indirectly the owner of 10% or more of any class of equity securities.

Agency Transfer:  The sale or transfer by the Owner of some or all of the Mortgage Loans to Fannie Mae, Ginnie Mae or Freddie Mac while retaining Servicer as servicer.

Agreement:  This Flow Mortgage Loan Servicing Agreement including all exhibits, schedules, amendments and supplements hereto.

Ancillary Fees:  With respect to any Mortgage Loan, charges for late Monthly Payments, charges for dishonored checks, pay-off fees, assumption fees, commissions and administrative fees on insurance and similar fees and charges collected from or assessed against the related Mortgagor, other than those charges payable to another party under the terms of the applicable Servicing Agreement.

Applicable Requirements:  With respect to the Mortgage Loans as of the time of reference, (i) the terms of the applicable Mortgage and Mortgage Note; (ii) Customary Servicing Procedures; (iii) all federal, state and local laws, statutes, rules, regulations and ordinances applicable to the servicing of the Mortgage Loans, including, without limitation, the applicable requirements and guidelines of any insurer, or any other governmental agency, board, commission, instrumentality or other governmental or quasi-governmental body or office; (iv) all other judicial and administrative judgments, orders, stipulations, awards, writs and injunctions applicable to the servicing of the Mortgage Loans; and (v) all contractual obligations relating to the servicing of the Mortgage Loans, including without limitation those contractual obligations contained in the applicable Servicing Agreement or in any agreement relating to the Mortgage Loans with any insurer or in the Mortgage File.

Appraised Value:  With respect to any Mortgaged Property, the lesser of (i) the value (or Reconciled Market Value if more than one appraisal is received) thereof as determined by a Qualified Appraiser at the time of origination of the Mortgage Loan, and (ii) the purchase price paid for the related Mortgaged Property by the Mortgagor with the proceeds of the Mortgage Loan; provided, however, that in the case of a Refinanced Mortgage Loan, such value (or Reconciled Market Value if more than one appraisal is received) of the Mortgaged Property is based solely upon the value determined by an appraisal or appraisals made for the originator of such Refinanced Mortgage Loan at the time of origination of such Refinanced Mortgage Loan by a Qualified Appraiser.

Appraiser Independence Requirements:  The Appraiser Independence Requirements effective as of October 15, 2010, as amended and in effect from time to time.

Assignment of Mortgage:  An individual assignment of the Mortgage, notice of transfer or equivalent instrument in recordable form, sufficient under the laws of the jurisdiction in which the related Mortgaged Property is located to give record notice of the sale of the Mortgage to the Owner.  With respect to any MERS Mortgage loan, an Assignment of Mortgage shall mean the appropriate notice of transfer sufficient under the governing instruments of MERS to reflect a transfer of the Mortgage Loan within MERS.

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Assumed Principal Balance:  As to each Mortgage Loan as of any date of determination, (i) the principal balance of the Mortgage Loan outstanding as of the Cut-off Date after application of payments due on or before the Cut-off Date, whether or not received, minus (ii) all amounts previously distributed to the Owner with respect to the Mortgage Loan pursuant to Subsection 11.15 and representing payments or other recoveries of principal.

Business Day:  Any day other than (i) a Saturday or a Sunday, or (ii) a legal holiday in the State of California, the State of New Jersey or the State of New York, or (iii) a day on which banks in the State of California, the State of New Jersey or the State of New York are authorized or obligated by law or executive order to be closed.

Closing Date:   The date or dates, set forth in the related Servicer Acknowledgement, on which the Owner will purchase the Mortgage Loans identified therein.

Code:  The Internal Revenue Code of 1986, as amended, or any successor statute thereto.

Commission:  The United States Securities and Exchange Commission.

Condemnation Proceeds:  All awards, compensation and settlements in respect of a taking (whether permanent or temporary) of all or part of a Mortgaged Property by exercise of the power of condemnation or the right of eminent domain, to the extent not required to be released to a Mortgagor in accordance with the terms of the related Mortgage Note or Mortgage.

Consumer Information:  Any personally identifiable information in any form (written electronic or otherwise) relating to a Mortgagor, including, but not limited to: a Mortgagor’s name, address, telephone number, Mortgage Loan number, Mortgage Loan payment history, delinquency status, insurance carrier or payment information, tax amount or payment information; the fact that the Mortgagor has a relationship with the Servicer or the originator of the related Mortgage Loan; and any other non-public personally identifiable information.

Custodial Account:  As defined in Subsection 11.04.

Customary Servicing Procedures:  With respect to any Mortgage Loan, those mortgage servicing practices (including collection procedures) of prudent mortgage banking institutions which service mortgage loans of the same type as such Mortgage Loan in the jurisdiction where the related Mortgaged Property is located, and which are in accordance with Fannie Mae servicing practices and procedures for MBS pool mortgages, as defined in the Fannie Mae Guides including future updates, or as such mortgage servicing practices may change from time to time.

3

Cut-off Date:  With respect to each Mortgage Loan, the first day of the month of the related Closing Date or such other date as is set forth in the related Servicer Acknowledgement.

Determination Date:  With respect to each Remittance Date, the 15th day (or, if such 15th day is not a Business Day, the following Business Day) of the month in which such Remittance Date occurs.

Due Date:  The day of the month on which the Monthly Payment is due on a Mortgage Loan, exclusive of any days of grace.

Due Period:  With respect to each Remittance Date, the period beginning on the second day of the month preceding the month of the Remittance Date, and ending on the first day of the month of the Remittance Date.

Eligible Account:  Any account or accounts maintained with a federal or state chartered depository institution or trust company the short-term and long-term unsecured debt obligations of which (or, in the case of a depository institution or trust company that is the principal subsidiary of a holding company, the debt obligations of such holding company) are rated in the highest rating category of each Rating Agency with respect to short-term unsecured debt obligations and in one of the two highest rating categories of each Rating Agency with respect to long-term unsecured debt obligations at the time any amounts are held on deposit therein.  Eligible Accounts may bear interest.  If the rating of the short-term or long-term unsecured debt obligations of the depository institution or trust company that maintains the account or accounts is no longer in the highest rating category of each Rating Agency with respect to short-term unsecured debt obligations or in one of the two highest rating categories of each Rating Agency with respect to long-term unsecured debt obligations, the funds on deposit therewith in connection with this Agreement shall be transferred to an Eligible Account within 30 days of such downgrade.

Eligible Investments:  Any one or more of the following obligations or securities:

(i)           direct obligations of, and obligations fully guaranteed by the United States of America or any agency or instrumentality of the United States of America the obligations of which are backed by the full faith and credit of the United States of America;

(ii)           (a) demand or time deposits, federal funds or bankers’ acceptances issued by any depository institution or trust company incorporated under the laws of the United States of America or any state thereof and subject to supervision and examination by federal and/or state banking authorities, provided that the commercial paper and/or the short-term deposit rating and/or the long-term unsecured debt obligations or deposits of such depository institution or trust company at the time of such investment or contractual commitment providing for such investment are rated in the highest rating category by each Rating Agency for long-term unsecured debt with a maturity of more than one year or in

4

the highest rating category with respect to short-term obligations and (b) any other demand or time deposit or certificate of deposit that is fully insured by the FDIC;

(iii)           repurchase obligations with a term not to exceed thirty (30) days and with respect to (a) any security described in clause (i)  above and entered into with a depository institution or trust company (acting as principal) described in clause (ii)(a) above;

(iv)           securities bearing interest or sold at a discount issued by any corporation incorporated under the laws of the United States of America or any state thereof that are rated in the highest rating category for long-term unsecured debt with a maturity of more than one year or in the highest rating category with respect to short-term obligations by each Rating Agency, in each case at the time of such investment or contractual commitment providing for such investment; provided, however, that securities issued by any particular corporation will not be Eligible Investments to the extent that investments therein will cause the then outstanding principal amount of securities issued by such corporation and held as Eligible Investments to exceed 10% of the aggregate outstanding principal balances of all of the Mortgage Loans and Eligible Investments;

(v)           commercial paper (including both non-interest-bearing discount obligations and interest-bearing obligations payable on demand or on a specified date not more than one year after the date of issuance thereof) which are rated in the highest rating category by each Rating Agency at the time of such investment; and

(vi)           any money market funds rated in one of the two highest rating categories by each Rating Agency for long-term unsecured debt with a maturity of more than one year or in the highest rating category by each Rating Agency with respect to short-term obligations;

provided, however, that no instrument or security shall be an Eligible Investment if such instrument or security evidences a right to receive only interest payments with respect to the obligations underlying such instrument or if such security provides for payment of both principal and interest with a yield to maturity in excess of 120% of the yield to maturity at par or if such investment or security is purchased at a price greater than par.

Escrow Account:  As defined in Subsection 11.06.

Escrow Payments:  The amounts constituting ground rents, taxes, assessments, Primary Mortgage Insurance Policy premiums, fire and hazard insurance premiums, flood insurance premiums, condominium charges and other payments as may be required to be escrowed by the Mortgagor with the Mortgagee pursuant to the terms of any Mortgage Note or Mortgage.

Event of Default:  Any one of the conditions or circumstances enumerated in Subsection 13.01.

5

Fannie Mae:  The entity formerly known as the Federal National Mortgage Association or any successor thereto.

Fannie Mae Guides:  The Fannie Mae Sellers’ Guide and the Fannie Mae Servicers’ Guide and all amendments or additions thereto in effect on and after the related Closing Date.

FDIC:  The Federal Deposit Insurance Corporation or any successor thereto.

FDPA: The Flood Disaster Protection Act of 1973, as amended.

FHFA:  The Federal Housing Finance Agency or any successors thereto.

Fidelity Bond:  The fidelity bond required to be obtained by the Servicer pursuant to Subsection 11.12.

FIRREA:  The Financial Institutions Reform, Recovery, and Enforcement Act of 1989, as amended and in effect from time to time.

First Remittance Date:  With respect to each Mortgage Loan Package, the 18th day (or if such 18th day is not a Business Day, the first Business Day immediately preceding such 18th day) of the calendar month immediately following the Closing Date; provided, however, if the Transfer Date is not one (1) or more Business Days prior to the first day of such calendar month, such date will be the 18th day (or if such 18th day is not a Business Day, the first Business Day immediately preceding such 18th day) of the next succeeding calendar month.

Freddie Mac:  The entity formerly known as the Federal Home Loan Mortgage Corporation or any successor thereto.

Freddie Mac Guide:  The Freddie Mac Single Family Seller/Servicer Guide and all amendments or additions thereto in effect on and after the related Closing Date.

Full Prepayment:  Any payment of the entire principal balance of a Mortgage Loan which is received in advance of its scheduled Due Date and is not accompanied by an amount of interest representing scheduled interest due on any date or dates in any month or months subsequent to the month of prepayment.

Ginnie Mae:  The Government National Mortgage Association or any successor thereto.

Gross Margin:  With respect to any Adjustable Rate Mortgage Loan, the fixed percentage amount set forth in the related Mortgage Note and the Mortgage Loan Schedule that is added to the Index on each Adjustment Date in accordance with the terms of the related Mortgage Note to determine the new Mortgage Interest Rate for such Mortgage Loan.

6

Helping Families Act:  As defined in Section 6.

HUD:  The United States Department of Housing and Urban Development or any successor thereto.

Independent:  When used with respect to any other Person, a Person who (a) is in fact independent of another specified Person and any Affiliate of such other Person, (b) does not have any material direct financial interest in such other Person or any Affiliate of such other Person, and (c) is not connected with such other Person or any Affiliate of such other Person as an officer, employee, promoter, underwriter, trustee, partner, director or Person performing similar functions.

Index:  With respect to any Adjustable Rate Mortgage Loan, the index identified on the Mortgage Loan Schedule and set forth in the related Mortgage Note for the purpose of calculating the Mortgage Interest Rate thereon.

Initial Rate Cap:  With respect to each Adjustable Rate Mortgage Loan and the initial Adjustment Date therefor, a number of percentage points per annum that is set forth in the Mortgage Loan Schedule and in the related Mortgage Note, which is the maximum amount by which the Mortgage Interest Rate for such Adjustable Rate Mortgage Loan may increase or decrease from the Mortgage Interest Rate in effect immediately prior to such Adjustment Date.

Insurance Proceeds:  With respect to each Mortgage Loan, proceeds of insurance policies insuring the Mortgage Loan or the related Mortgaged Property.

Lifetime Rate Cap:  As to each Adjustable Rate Mortgage Loan, the maximum Mortgage Interest Rate which shall be as permitted in accordance with the provisions of the related Mortgage Note.

Liquidation Proceeds:  The proceeds received in connection with the liquidation of a defaulted Mortgage Loan through trustee’s sale, foreclosure sale or otherwise, other than amounts received following the acquisition of REO Property, Insurance Proceeds and Condemnation Proceeds.

Loan-to-Value Ratio:  With respect to any Mortgage Loan as of any date of determination, the ratio, expressed as a percentage, of the outstanding principal balance of the Mortgage Loan on such date to the Appraised Value of the related Mortgaged Property.

Loss Mitigation:  Those efforts, other than foreclosure, taken to lessen losses to the Owner when collection efforts have not resulted in a Mortgagor curing a delinquency or if required by Applicable Requirements.  Such efforts may include advising Mortgagors of various relief alternatives to foreclosure, receipt and analysis of a Mortgagor’s financial information,

7

determining the value of the Mortgaged Property and recommending to the Owner approval or denial of a relief alternative, as applicable.

LPMI:  Lender paid mortgage insurance.

Master Servicer:  Wells Fargo Bank, N.A., together with its successors and assigns, as master servicer with respect to any Securitization Transaction, or any other master servicer designated as such with respect to any Securitization Transaction.

MERS:  Mortgage Electronic Registration Systems, Inc., a corporation organized and existing under the laws of the State of Delaware, or any successor thereto.

MERS Mortgage Loan:  Any Mortgage Loan registered with MERS on the MERS System.

MERS System:  The system of recording transfers of mortgages electronically maintained by MERS.

MIN:  The Mortgage Identification Number for any MERS Mortgage Loan.

Minimum Interest Rate:  With respect to each Adjustable Rate Mortgage Loan, a rate that is set forth on the Mortgage Loan Schedule and in the related Mortgage Note and is the minimum interest rate to which the Mortgage Interest Rate on such Mortgage Loan may be decreased.

Monthly Payment:  The scheduled monthly payment on a Mortgage Loan due on any Due Date allocable to principal and/or interest on such Mortgage Loan pursuant to the terms of the related Mortgage Note.

Mortgage:  The mortgage, deed of trust or other instrument securing a Mortgage Note which creates a first lien on an unsubordinated estate in fee simple in real property securing the Mortgage Note; except that with respect to real property located in jurisdictions in which the use of leasehold estates for residential properties is a widely-accepted practice, the mortgage, deed of trust or other instrument securing the Mortgage Note may secure and create a first lien upon a leasehold estate of the Mortgagor.  All Mortgages shall be Fannie Mae/Freddie Mac Uniform Instruments with authorized changes.

Mortgage File:  With respect to each Mortgage Loan, all documents required to be included in a “Mortgage File” delivered by the applicable Originator to the Owner or its custodian, and any additional documents required to be added to the Mortgage File pursuant to this Agreement.

Mortgage Interest Rate:  With respect to each Mortgage Loan, the annual rate at which interest accrues on such Mortgage Loan from time to time in accordance with the provisions of the related Mortgage Note, including, but not limited to, the limitations on such interest rate

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imposed by the Initial Rate Cap, the Periodic Rate Cap, the Minimum Interest Rate and the Lifetime Rate Cap, if any.

Mortgage Loan:  An individual Mortgage Loan that is the subject of this Agreement, as identified on the related Mortgage Loan Schedule, excluding replaced or repurchased mortgage loans.

Mortgage Loan Package:  The pool or group of whole loans purchased on a Closing Date, as described in the Mortgage Loan Schedule annexed to the related Servicer Acknowledgement.

Mortgage Loan Schedule:  The schedule of Mortgage Loans prepared for each Closing Date setting forth the information with respect to each Mortgage Loan required by the disclosure report format of the Owner, including any replacement loans that are substituted after the Closing Date pursuant to the related purchase agreement.

Mortgage Note:  The note or other evidence of the indebtedness of a Mortgagor secured by a Mortgage.  All Mortgage Notes shall be Fannie Mae/Freddie Mac Uniform Instruments with authorized changes.

Mortgaged Property:  The Mortgagor’s real property securing repayment of a related Mortgage Note, consisting of a fee simple interest in a single parcel of real property improved by a Residential Dwelling.

Mortgagee:  The mortgagee or beneficiary named in the Mortgage and the successors and assigns of such mortgagee or beneficiary.

Mortgagor:  The obligor on a Mortgage Note, who is an owner of the Mortgaged Property and the grantor or mortgagor named in the Mortgage and such grantor’s or mortgagor’s successors in title to the Mortgaged Property.

NAIC:  The National Association of Insurance Commissioners or any successor organization.

Officer’s Certificate:  A certificate signed by the Chairman of the Board, the Vice Chairman of the Board, a President or a Vice President of the Person on behalf of whom such certificate is being delivered.

Opinion of Counsel:  A written opinion of counsel, who may be salaried counsel for the Person on behalf of whom the opinion is being given, reasonably acceptable to each Person to whom such opinion is addressed, and which must be Independent outside counsel with respect to such opinion of counsel concerning the taxation or the federal income tax status of a REMIC.

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Originator:  With respect to each Mortgage Loan, the entity from which the Owner purchased such Mortgage Loan.

OTS:  The Office of Thrift Supervision or any successor thereto.

Owner:  The Person listed as such in the initial paragraph of this Agreement, together with its successors and assigns as permitted under the terms of this Agreement.

P&I Advance:  Principal and interest related to a Mortgage Loan, including those Mortgage Loans in any pool created to issue mortgage-backed pass-through certificates or securities, advanced pursuant to this Agreement, together with any amounts advanced pursuant to this Agreement to pay Prepayment Interest Shortfalls, subject to the limitation on advances of Prepayment Interest Shortfalls described in Section 11.15.

Partial Prepayment:  Any payment of principal on a Mortgage Loan, other than a Full Prepayment, which is received in advance of its scheduled Due Date and is not accompanied by an amount of interest representing scheduled interest due on any date or dates in any month or months subsequent to the month of prepayment.

Periodic Rate Cap:  As to each Adjustable Rate Mortgage Loan, the maximum increase or decrease in the Mortgage Interest Rate, on any Adjustment Date as provided in the related Mortgage Note, if applicable.

Person:  An individual, corporation, partnership, joint venture, association, joint-stock company, limited liability company, trust, unincorporated organization or government or any agency or political subdivision thereof.

Prepayment Charge:  With respect to each Mortgage Loan, the fee payable by the Mortgagor if the Mortgagor prepays such Mortgage Loan within a certain period of time as provided in the related Mortgage Note or Mortgage.

Prepayment Interest Shortfall:  As to any Remittance Date and any Mortgage Loan, (a) if such Mortgage Loan was the subject of a Full Prepayment during the related Principal Prepayment Period, the excess of one month’s interest on the Assumed Principal Balance of such Mortgage Loan outstanding immediately prior to such prepayment, over the amount of interest actually paid by the Mortgagor in respect of such Principal Prepayment Period, and (b) if such Mortgage Loan was the subject of a Partial Prepayment during the related Principal Prepayment Period, an amount equal to the excess of one month’s interest at the Mortgage Interest Rate on the amount of such Partial Prepayment, over the amount of interest actually paid by the Mortgagor in respect of such Partial Prepayment during such Principal Prepayment Period.

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Primary Mortgage Insurance Policy:  Mortgage guaranty insurance, if any, on an individual Mortgage Loan, as evidenced by a policy or certificate, issued by a Qualified Insurer.

Principal Prepayment:  Any full or partial payment or other recovery of principal on a Mortgage Loan which is received in advance of its scheduled Due Date, including any Prepayment Charge or premium thereon and which is not accompanied by an amount of interest representing scheduled interest due on any date or dates in any month or months subsequent to the month of prepayment.

Principal Prepayment Period:  As to any Remittance Date, the calendar month preceding the calendar month in which such Remittance Date occurs.

Qualified Appraiser:  With respect to each Mortgage Loan, an appraiser, duly appointed by the originator, who had no interest, direct or indirect in the Mortgaged Property or in any loan made on the security thereof, and whose compensation is not affected by the approval or disapproval of the Mortgage Loan, and such appraiser and the appraisal made by such appraiser both satisfy the requirements of Fannie Mae or Freddie Mac (including but not limited to the Appraiser Independence Requirements) and Title XI of FIRREA and the regulations promulgated thereunder, all as in effect on the date the Mortgage Loan was originated.

Qualified Insurer:  An insurance company duly qualified as such under the laws of the states in which the Mortgaged Properties are located, duly authorized and licensed in such states to transact the applicable insurance business and to write the insurance provided by the insurance policy issued by it, approved as an insurer by Fannie Mae and Freddie Mac.

Rating Agencies: Standard & Poor’s Ratings Services, a division of The McGraw-Hill Companies, Inc., Moody’s Investors Service, Inc., Fitch, Inc. or, in the event that some or all ownership of the Mortgage Loans is evidenced by mortgage-backed securities, the nationally recognized rating agencies issuing ratings with respect to such securities, if any.

Reconciled Market Value: The estimated market value of the Mortgaged Property or REO Property that is reasonably determined by the Servicer based on different results obtained from different permitted valuation methods or at different time periods, all in accordance with Customary Servicing Procedures.

Reconstitution Agreement:  The agreement or agreements entered into by the Servicer and the Owner and certain third parties on the Reconstitution Date or Reconstitution Dates with respect to any or all of the Mortgage Loans serviced hereunder, in connection with a Whole Loan Transfer or a Securitization Transaction as provided in Section 32.

Reconstitution Date:  The date or dates on which any or all of the Mortgage Loans serviced under this Agreement shall be removed from this Agreement and reconstituted as part of a Whole Loan Transfer or Securitization Transaction pursuant to Section 32 hereof.  On such

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date, the Servicer shall cease servicing such Mortgage Loans under this Agreement and shall instead service such Mortgage Loans under a Reconstitution Agreement.

Record Date:  The close of business of the last Business Day of the month preceding the month of the related Remittance Date.

Refinanced Mortgage Loan:  A Mortgage Loan which was made to a Mortgagor who owned the Mortgaged Property prior to the origination of such Mortgage Loan and the proceeds of which were used in whole or part to satisfy an existing mortgage.

Regulation AB:  Subpart 229.1100 – Asset Backed Securities (Regulation AB), 17 C.F.R. §§229.1100-229.1123, as such may be amended from time to time, and subject to such clarification and interpretation as have been provided by the Commission in the adopting release (Asset-Backed Securities, Securities Act Release No. 33-8518, 70 Fed. Reg. 1,506, 1,531 (Jan. 7, 2005)) or by the staff of the Commission, or as may be provided by the Commission or its staff from time to time.

Regulation AB Compliance Addendum:  Addendum I attached hereto and incorporated herein by reference thereto.

REMIC:  A “real estate mortgage investment conduit” within the meaning of Section 860D of the Code.

REMIC Provisions:  Sections 860A through 860G of the Code; such other provisions of the Code as relate to an entity created thereunder; the regulations promulgated pursuant to such sections and provisions of the Code; and published guidance issued by the Internal Revenue Service relating to such Code sections and regulations.

Remittance Date:  The 18th day (or if such 18th day is not a Business Day, the first Business Day immediately preceding such 18th day) of any month, beginning with the First Remittance Date with respect to each Mortgage Loan Package.

REO Disposition:  The final sale by the Servicer or the Owner of an REO Property.

REO Disposition Proceeds:  All amounts received with respect to an REO Disposition pursuant to Subsection 11.13.

REO Property:  A Mortgaged Property acquired by the Servicer through foreclosure or deed in lieu of foreclosure, as described in Subsection 11.13.

Residential Dwelling:  Any one of the following: (i) a detached one-family dwelling, (ii) a detached two- to four-family dwelling, (iii) a one-family dwelling unit in a condominium

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project or (iv) a one-family dwelling in a planned unit development, none of which is a cooperative, mobile or manufactured home.

Securities Act:  The Securities Act of 1933, as amended.

Securitization Transaction:  Any transaction involving either (1) a sale or other transfer of some or all of the Mortgage Loans directly or indirectly by the Owner to an issuing entity in connection with an issuance of publicly offered or privately placed, rated or unrated mortgage-backed securities or (2) an issuance of publicly offered or privately placed, rated or unrated securities, the payments on which are determined primarily by reference to one or more portfolios of residential mortgage loans consisting, in whole or in part, of some or all of the Mortgage Loans.

Servicer:   Cenlar FSB, or its successor in interest or any successor to the Servicer under this Agreement appointed as herein provided.

Servicer Acknowledgement:  An acknowledgement from the Servicer confirming the additional Mortgage Loans to be serviced by the Servicer pursuant to this Agreement on and after a specified Transfer Date, substantially in the form of Exhibit 1.

Servicing Advances:  All customary, reasonable and necessary out-of-pocket costs and expenses (including reasonable attorney’s fees and disbursements) incurred in the performance by the Servicer of its servicing obligations, including, but not limited to, the cost of (a) the preservation, restoration and protection of a Mortgaged Property, including Loss Mitigation, (b) any enforcement or administrative or judicial proceedings, including foreclosure or acquiring title to the Mortgaged Property by deed-in-lieu of foreclosure, (c) the management and liquidation of any REO Property, (d) payments made by the Servicer with respect to a Mortgaged Property pursuant to Subsection 11.08 and (e) any appraisals, valuations, broker price opinions, inspections, or environmental assessments.

Servicing Agreement:  This Agreement or such other servicing agreement as may be specified in a Servicer Acknowledgement with respect to any Mortgage Loans.

Servicing Fee:  With respect to each Mortgage Loan and calendar month, a monthly fee equal to one twelfth of 0.25% multiplied by the Stated Principal Balance of such Mortgage Loan as of the first day of such month.

Servicing File:  With respect to each Mortgage Loan, a file that includes copies of all documents, which may be in electronic form, for such Mortgage Loan required to be included in a “Credit File” in the Transfer Instructions.

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Servicing Officer:  Any officer of the Servicer involved in, or responsible for, the administration and servicing of the Mortgage Loans whose name appears on a list of servicing officers furnished to the Owner by the Servicer, as such list may be amended from time to time.

Stated Principal Balance:  As to each Mortgage Loan as to any date of determination, (i) the principal balance of the Mortgage Loan as of the first day of the month for which such calculation is being made after giving effect to the principal portion of any Monthly Payments due on or before such date, whether or not received, as well as any Principal Prepayments received before such date, minus, without duplication, (ii) all amounts previously distributed to the Owner with respect to the Mortgage Loan representing payments or recoveries of principal.

Transfer Date:  The date or dates, set forth in the related Servicer Acknowledgement, on which the Servicer will begin servicing the Mortgage Loans for the benefit of the Owner.

Transfer Instructions:  The transfer instructions in the form of Exhibit 3 hereto.

Whole Loan Transfer:  Any sale or transfer by the Owner of some or all of the Mortgage Loans (including an Agency Transfer), other than a Securitization Transaction.

SECTION 2.  Acknowledgement.

The Owner hereby engages the Servicer to service the Mortgage Loans upon the terms specified in this Agreement and the related Servicer Acknowledgement, effective with respect to each Mortgage Loan as of the Transfer Date specified in the related Servicer Acknowledgement.

SECTION 3.  Mortgage Loan Schedule.

The Owner shall deliver the Mortgage Loan Schedule (which will be annexed to the related Servicer Acknowledgement) to the Servicer at least two (2) Business Days prior to the related Closing Date.

SECTION 4.  Delivery of Servicing Files; Possession of Mortgage Files; Transfer Costs.

Subsection 4.01      Delivery of Servicing Files.

The Owner shall cause the Originator to deliver to the Servicer the Servicing Files pursuant to the Transfer Instructions.

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Subsection 4.02      Possession of Mortgage Files.

Originals or copies of all documents comprising the Mortgage File shall be delivered to the Owner’s custodian on or prior to the related Transfer Date or such other date as may be agreed to by the Owner and the applicable Originator.  The Servicer shall have the right to access such Mortgage Files as needed for servicing upon the terms specified in this Agreement.  Any Mortgage File or a portion thereof delivered to the Servicer for servicing purposes shall be held in trust by the Servicer for the benefit of the Owner as the owner thereof and shall be available for review by the Owner upon request.  The Servicer’s possession of any portion of each such Mortgage File is at the will of the Owner for the sole purpose of facilitating servicing of the Mortgage Loans pursuant to this Agreement, and such possession by the Servicer shall be in a custodial capacity only.  The ownership of each Mortgage Note, Mortgage and the contents of each Mortgage File is vested in the Owner and the ownership of all records and documents with respect to the related Mortgage Loan prepared by or which come into the possession of the Servicer shall immediately vest in the Owner and shall be retained and maintained, in trust, by the Servicer at the will of the Owner in such custodial capacity only.  The Servicer shall release from its custody the contents of any Mortgage File possessed by it only in accordance with this Agreement, except when such release is required in connection with a repurchase of any such Mortgage Loan pursuant to the related loan purchase agreement or if required under applicable law or court order.

Subsection 4.03      Transfer Expenses.

The Owner shall pay all costs of delivery to the Servicer of all of the Servicing Files, custodial transfer and or/transfer fees of the Owner’s custodian, and all costs related to preparing, obtaining and delivering such documents as the Owner is required to provide.  The Servicer shall bear all of its costs in connection with performing any due diligence of the Servicing Files, on boarding, monthly reconciliations, and standard reporting relating to the Mortgage Loans, as set forth or referenced in the applicable Servicer Acknowledgement.  Except as otherwise provided in this Agreement, the Owner and the Servicer shall each bear their own expenses incurred in connection with the transactions contemplated by this Agreement.

SECTION 5.  Inspection of Documents.

The Servicer shall provide to any supervisory agents or examiners that regulate the Owner, including but not limited to, the OTS, the FDIC and other similar entities, access, during normal business hours, upon reasonable advance notice to the Servicer and without charge to the Servicer or such supervisory agents or examiners, to any documentation regarding the Mortgage Loans that may be required by any applicable regulator.

SECTION 6.  Helping Families Notice.

 Within thirty (30) days following the Closing Date in respect of a Mortgage Loan, the Servicer shall furnish to the borrower of such Mortgage Loan, for the fee set forth or referenced

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in the applicable Servicer Acknowledgement, the notice required by Section 404 of the Helping Families Save Their Homes Act of 2009 (the “Helping Families Act”) in accordance with the provisions of the Helping Families Act.  In connection with any Securitization Transaction with respect to any of the Mortgage Loans, the Servicer shall furnish to each related borrower, within thirty (30) days following the closing date with respect to such Securitization Transaction, a notice with respect to such assignment, substantially in the form of Exhibit 2 attached hereto, which notice shall identify the Securitization Transaction trust as the new owner of the Mortgage Loan and include any other information required by Section 404 of the Helping Families Act.  Notwithstanding the foregoing, the Servicer will use commercially reasonable efforts, but shall have no obligation, to provide the aforementioned notices if the Servicer is not provided with the required information and the Mortgage Loan does not reside on the Servicer’s servicing system within twenty (20) days of the applicable Closing Date.

SECTION 7.  Representations and Warranties; Effect of Breach.

Subsection 7.01      Servicer Representations and Warranties.

The Servicer hereby represents and warrants to the Owner that, as to itself as of the related Closing Date:

(a)           It is a federal savings bank, duly organized, validly existing, and in good standing under the federal laws of the United States and has all licenses necessary to carry on its business as now being conducted and is licensed, qualified and in good standing in the states where each Mortgaged Property is located if the laws of such state require licensing or qualification in order to conduct business of the type conducted by it.  It is an approved seller/servicer in good standing of conventional residential mortgage loans for Fannie Mae or Freddie Mac and is a HUD-approved mortgagee under Section 203 of the National Housing Act.  It has corporate power and authority to execute and deliver this Agreement and to perform in accordance herewith; the execution, delivery and performance of this Agreement (including all instruments of transfer to be delivered pursuant to this Agreement) by it and the consummation of the transactions contemplated hereby have been duly and validly authorized.  This Agreement, assuming due authorization, execution and delivery by the Owner, evidences the legal, valid, binding and enforceable obligation of it, subject to applicable law except as enforceability may be limited by (i) bankruptcy, insolvency, liquidation, receivership, moratorium, reorganization or other similar laws affecting the enforcement of the rights of creditors and (ii) general principles of equity, whether enforcement is sought in a proceeding in equity or at law.  All requisite corporate action has been taken by it to make this Agreement valid and binding upon it in accordance with the terms of this Agreement.

(b)           No consent, approval, authorization or order is required for the transactions contemplated by this Agreement from any court, governmental agency or body, or federal or state regulatory authority having jurisdiction over it or, if required, such consent, approval, authorization or order has been or will, prior to the related Closing Date, be obtained.

(c)           The consummation of the transactions contemplated by this Agreement are in its ordinary course of business and will not result in the breach of any term or provision of its

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articles of incorporation or by-laws or result in the breach of any term or provision of, or conflict with or constitute a default under or result in the acceleration of any obligation under, any agreement, indenture or loan or credit agreement or other instrument to which it or its property is subject, or result in the violation of any law, rule, regulation, order, judgment or decree to which it or its property is subject.

(d)           There is no action, suit, proceeding or investigation pending or, to its best knowledge, threatened against it which, either individually or in the aggregate, would result in any material adverse change in its business, operations, financial condition, properties or assets, or in any material impairment of its right or ability to carry on its business substantially as now conducted or which would draw into question the validity of this Agreement or of any action taken or to be taken in connection with its obligations contemplated herein, or which would materially impair its ability to perform under the terms of this Agreement.

(e)           To the best of the Servicer’s knowledge, the Servicer is not in material default under any agreement, contract, instrument or indenture to which the Servicer is a party or by which it (or any of its assets) is bound, which default would have a material adverse effect on the ability of the Servicer to perform under this Agreement, nor, to the best of the Servicer’s knowledge, has any event occurred which, with the giving of notice, the lapse of time or both, would constitute a default under any such agreement, contract, instrument or indenture and have a material adverse effect on the ability of the Servicer to perform its obligations under this Agreement.

(f)           It does not believe, nor does it have any reason or cause to believe, that it cannot perform each and every covenant contained in this Agreement.

(g)           It acknowledges and agrees that its portion of the Servicing Fee shall be treated by the Servicer, for accounting and tax purposes, as compensation for the servicing and administration of the Mortgage Loans pursuant to this Agreement.

(h)           The Servicer is in compliance in all material respects with all applicable laws and regulations and there has been no occurrence or condition with respect to the Servicer or otherwise known to the Servicer that could adversely affect its ability to service the Mortgage Loans pursuant to this Agreement.

(i)           From and after each Transfer Date, the Servicer shall service the Mortgage Loans in accordance with the Applicable Requirements.

(j)           It has not dealt with any broker, investment banker, agent or other Person that may be entitled to any commission or compensation in connection with this Agreement.

Subsection 7.02      Owner Representations and Warranties.

The Owner hereby represents and warrants to the Servicer that as of the related Closing Date:

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(a)           It is a federal savings bank duly organized, validly existing, and in good standing under the laws of the United States and has all licenses necessary to carry on its business as now being conducted and is licensed, qualified and in good standing in the states where the Mortgaged Property is located if the laws of such state require licensing or qualification in order to conduct business of the type conducted by it.  It has corporate power and authority to execute and deliver this Agreement and to perform in accordance herewith; the execution, delivery and performance of this Agreement (including all instruments of transfer to be delivered pursuant to this Agreement) by it and the consummation of the transactions contemplated hereby have been duly and validly authorized.  This Agreement, assuming due authorization, execution and delivery by the Servicer, evidences the legal, valid, binding and enforceable obligation of it, subject to applicable law except as enforceability may be limited by (i) bankruptcy, insolvency, liquidation, receivership, moratorium, reorganization or other similar laws affecting the enforcement of the rights of creditors and (ii) general principles of equity, whether enforcement is sought in a proceeding in equity or at law.  All requisite corporate action has been taken by it to make this Agreement valid and binding upon it in accordance with the terms of this Agreement.

(b)           No consent, approval, authorization or order is required for the transactions contemplated by this Agreement from any court, governmental agency or body, or federal or state regulatory authority having jurisdiction over it or, if required, such consent, approval, authorization or order has been or will, prior to the related Closing Date, be obtained.

(c)           The consummation of the transactions contemplated by this Agreement are in its ordinary course of business and will not result in the breach of any term or provision of its charter or by-laws or result in the breach of any term or provision of, or conflict with or constitute a default under or result in the acceleration of any obligation under, any agreement, indenture or loan or credit agreement or other instrument to which it or its property is subject, or result in the violation of any law, rule, regulation, order, judgment or decree to which it or its property is subject.

(d)           There is no action, suit, proceeding or investigation pending or, to its best knowledge, threatened against it that, either individually or in the aggregate, would result in any material adverse change in its business, operations, financial condition, properties or assets, or in any material impairment of its right or ability to carry on its business substantially as now conducted or that would draw into question the validity of this Agreement of any action taken or to be taken in connection with its obligations contemplated herein, or that would materially impair its ability to perform under the terms of this Agreement.

(e)           To the best of the Owner’s knowledge, the Owner is not in material default under any agreement, contract, instrument or indenture to which the Owner is a party or by which it (or any of its assets) is bound, which default would have a material adverse effect on the ability of the Owner to perform under this Agreement, nor, to the best of the Owner’s knowledge, has any event occurred that, with the giving of notice, the lapse of time or both, would constitute a default under any such agreement, contract, instrument or indenture and have a material adverse effect on the ability of the Owner to perform its obligations under this Agreement.

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(f)           It has not dealt with any broker, investment banker, agent or other Person that may be entitled to any commission or compensation in connection with this Agreement.

(g)           To the best of the Owner’s knowledge, neither this Agreement nor any statement, report or other agreement, document of instrument furnished or to be furnished pursuant to this Agreement contains any materially untrue statement of fact or omits to state a fact necessary to make the statements contained therein not misleading.

Subsection 7.03      Representations and Warranties Regarding Individual Mortgage Loans.

The Owner represents and warrants to the Servicer on the applicable Transfer Date, that as of the Transfer Date specified in the related Servicer Acknowledgement (or such other date specified below):

(a)           Data:  The information set forth in the related Mortgage Loan Schedule, including any diskette, data tapes or other electronic data sent to the Servicer, is complete, true and correct in all material respects. The information on the Mortgage Loan Schedule and the information provided are consistent with the contents of the originator’s records and the Mortgage File.  The Mortgage Loan Schedule contains all the fields required in Exhibit 3.  Except for information specified to be as of the origination date of the Mortgage Loan, the Mortgage Loan Schedule contains the most current information possessed by the Originator.

(b)           Regulatory Compliance:  Any and all requirements of any federal, state or local law including, without limitation, usury, truth-in-lending, real estate settlement procedures, consumer credit protection, equal credit opportunity, fair housing, or disclosure laws applicable to the Mortgage Loan have been complied with in all material respects in connection with the origination and servicing of the Mortgage Loan.  No Mortgage Loan is a “high cost” or “covered” loan, as defined by any applicable federal, state or local predatory or abusive lending law, and no Mortgage Loan has a percentage listed under the Indicative Loss Severity Column (the column that appears in the Standard & Poor’s Anti-Predatory Lending Law Update Table, included in the then-current Standard & Poor’s LEVELS® Glossary of Terms on Appendix E). No Mortgage Loan secured by property located in the State of Georgia was originated on or after October 1, 2002 and prior to March 7, 2003. No Mortgage Loan originated on or after March 7, 2003 is a “high cost home loan” as defined under the Georgia Fair Lending Act.

(c)           No Graduated Payments:  The Mortgage Loan does not contain “graduated payment” features, does not have a shared appreciation or other contingent interest feature and does not contain any buydown provisions.

(d)           No Negative Amortization Loans; No HELOCs; All 30 Year Mortgages:  The Mortgage Loans have an original term to maturity of not more than 30 years, with interest payable in arrears on the first day of each month. Each Mortgage Note requires a monthly payment which is sufficient to fully amortize the original principal balance over the original term thereof (except in the case of interest only loans) and to pay interest at the related Mortgage Interest Rate. No Mortgage Loan contains terms or provisions which would result in negative

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amortization.  No Mortgage Loan is a home equity revolving line of credit secured by a mortgage, deed of trust or other instrument.

(e)           Escrow Accounts:  If applicable, all Escrow Accounts have been maintained in accordance with Applicable Requirements.  The Escrow Payments required by the Mortgages are on deposit in the appropriate Escrow Account.

(f)           Escrow Compliance:  If an Escrow Account is required to be maintained with respect to each Mortgage Loan, (i) all interest required pursuant to applicable law to be paid on funds in such Escrow Account through the Transfer Date has been or will be credited to the account of the related Mortgagor, and evidence of such credit shall be provided to the Servicer; and (ii) such interest has been and through the Transfer Date will be properly computed and paid in accordance with the terms of such Mortgage Loan and with applicable law.

(g)           MERS:  The ownership of all MERS Mortgage Loans is registered with MERS.

(h)           Prior Servicing:  Each Mortgage Loan has been serviced in accordance with all Applicable Requirements at all times prior to the Servicing Transfer Date.

Subsection 7.04      Repurchase or Substitution of Mortgage Loans by Originator.

(a)           If an Originator repurchases a Mortgage Loan due to a breach of representations and warranties, such Mortgage Loan shall no longer be subject to this Agreement and removed from the Mortgage Loan Schedule.  The Servicer shall release the Mortgage Loan to, and effect the transfer of the related servicing, to the Originator or its designated servicer.  In such event, the Servicer shall be entitled to the applicable Exit Fee set forth or referenced in the applicable Servicer Acknowledgement.

(b)           If an Originator substitutes such Mortgage Loan, such substitute mortgage loan shall be deemed a “Mortgage Loan” hereunder, as if included on the Mortgage Loan Schedule, and the Servicer shall release the related defective Mortgage Loan to, and effect the transfer of the related servicing, to the Originator or its designated servicer.

(c)           In the event of any breach of any representation and warranty of an Originator made with respect to any Mortgage Loan, the Servicer shall assist the Owner in pursuing any available remedies against the Originator arising from such breach.

SECTION 8.  [Reserved.]

SECTION 9.  Closing Conditions.

The closing for each transfer of servicing hereunder shall take place on the respective Closing Date.  The closing shall be either by telephone, confirmed by letter or wire as the parties hereto shall agree, or conducted in person, at such place as the parties hereto shall agree.

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(a)           On or before the initial Closing Date, the Servicer shall submit to the Owner fully executed originals of the following documents:

(i)           this Agreement, in four counterparts;

(ii)           if requested by the Owner, a letter confirming the account name and number of the Custodial Account in a form to be provided by the Owner; and

(iii)           if requested by the Owner, a letter confirming the account name and number of the Escrow Account in a form to be provided by the Owner.

(b)           The closing for each transfer of servicing and assumption of the servicing responsibilities by the Servicer hereunder shall be subject to the satisfaction of each of the following conditions:

(i)           the Servicer shall submit to the Owner the related Servicer Acknowledgement, in four counterparts;

(ii)           the Owner shall have delivered to the Servicer the related Mortgage Loan Schedule and an electronic data file containing information on a loan-level basis; and

(iii)           all other terms and conditions of this Agreement and the related Servicer Acknowledgement to be satisfied by the Servicer and/or the Owner shall have been complied with in all material respects.

SECTION 10.  Costs.

The Owner shall pay the cost of delivering the Mortgage Files to the Owner or its designee, the cost of recording the Assignments of Mortgage, any registration or transfers within MERS, any custodial fees incurred in connection with the release of any Mortgage Loan documents as may be required by the servicing activities hereunder and all other costs and expenses incurred in connection with this Agreement by the Owner.  Except as otherwise provided in this Agreement, the Servicer and the Owner shall each bear their own expenses (including, without limitation, any legal fees and expenses of its attorneys) incurred in connection with the transactions contemplated by this Agreement.

SECTION 11.  Administration and Servicing of Mortgage Loans.

Subsection 11.01    Servicer to Act as Servicer; Subservicing.

(a)           Effective as of each related Transfer Date, the Servicer, as an independent contractor, shall service and administer the Mortgage Loans in accordance with this Agreement and all Applicable Requirements, and shall have full power and authority, acting alone or through subservicers or agents, to do or cause to be done any and all things in connection with

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such servicing and administration which the Servicer may deem necessary or desirable and consistent with the terms of this Agreement.  The Servicer may perform its servicing responsibilities through agents or independent contractors, but shall not thereby be released from any of its responsibilities hereunder.  The Servicer may delegate any of its duties under this Agreement to one or more of its Affiliates; provided, however, that the Servicer shall not be released from any of its responsibilities hereunder by virtue of such delegation.  The Mortgage Loans may be subserviced by one or more unaffiliated subservicers on behalf of the Servicer provided each subservicer is a Fannie Mae approved seller/servicer or a Freddie Mac approved seller/servicer in good standing, and no event has occurred, including but not limited to a change in insurance coverage, that would make it unable to comply with the eligibility for seller/servicers imposed by Fannie Mae or Freddie Mac, or which would require notification to Fannie Mae or Freddie Mac. The Servicer shall pay all fees and expenses of the subservicer from its own funds (provided that any such expenditures that would constitute Servicing Advances if made by the Servicer hereunder shall be reimbursable to the Servicer as Servicing Advances), and the subservicer’s fee shall not exceed the Servicer’s portion of the Servicing Fee.

(b)           At the cost and expense of the Servicer, without any right of reimbursement from the Custodial Account, the Servicer shall be entitled to terminate the rights and responsibilities of a subservicer and arrange for any servicing responsibilities to be performed by a successor subservicer meeting the requirements in the preceding paragraph; provided, however, that nothing contained herein shall be deemed to prevent or prohibit the Servicer, at the Servicer’s option, from electing to service the related Mortgage Loans itself.  If the Servicer’s responsibilities and duties under this Agreement are terminated and if requested to do so by the Owner, the Servicer shall at its own cost and expense terminate the rights and responsibilities of the subservicer as soon as is reasonably possible.  The Servicer shall pay all fees, expenses or penalties necessary in order to terminate the rights and responsibilities of the subservicer from the Servicer’s own funds without reimbursement from the Owner.

(c)           The Servicer shall be entitled to enter into an agreement with the subservicer for indemnification of the Servicer by the subservicer and nothing contained in this Agreement shall be deemed to limit or modify such indemnification.

(d)           Any subservicing agreement and any other transactions or services relating to the Mortgage Loans involving the subservicer shall be deemed to be between the subservicer and Servicer alone, and the Owner shall have no obligations, duties or liabilities with respect to the subservicer including no obligation, duty or liability of the Owner to pay the subservicer’s fees and expenses.  For purposes of distributions and advances by the Servicer pursuant to this Agreement, the Servicer shall be deemed to have received a payment on a Mortgage Loan when the subservicer has received such payment.  The Servicer shall not make any amendment to any agreement with a subservicer if such amendment is not consistent with or violates the provisions of this Agreement, or if such amendment could be reasonably expected to be materially adverse to the interests of the Owner.

(e)           Consistent with the terms of this Agreement, and subject to the REMIC Provisions if the Mortgage Loans have been transferred to a REMIC, the Servicer may waive, modify or vary any term of any Mortgage Loan or consent to the postponement of strict compliance with any such term or in any manner grant indulgence to any Mortgagor; provided,

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however, that the Servicer shall not enter into any payment plan or agreement to modify payments with a Mortgagor lasting more than six (6) months or permit any modification with respect to any Mortgage Loan that would change the Mortgage Interest Rate, the Lifetime Rate Cap (if applicable), the Initial Rate Cap (if applicable), the Periodic Rate Cap (if applicable) or the Gross Margin (if applicable), agree to the capitalization of arrearages, including interest, fees or expenses owed under the Mortgage Loan, make any future advances or extend the final maturity date with respect to such Mortgage Loan, or accept substitute or additional collateral or release any collateral for such Mortgage Loan, unless (1) the Mortgagor is in default with respect to the Mortgage Loan, or such default is, in the judgment of the Servicer, imminent, (2) the modification is in accordance with the customary procedures of the Servicer, which may change from time to time, or industry-accepted programs, and (3) the Owner has approved such action.  Additionally, the Servicer shall not accept any deed-in-lieu of, short pay-off, or sale of any Mortgaged Property, in which the sale proceeds are less than the unpaid principal balance of the related Mortgage Loan unless the Owner has approved such action.  Further, the Servicer shall not defer or forgive the payment of any principal or interest or change the outstanding principal amount (except to reflect actual payments of principal) unless the Owner has approved such action.  Any capitalization of arrearages of interest, fees and expenses in excess of 10% of the outstanding unpaid principal balance of the related Mortgage Loan immediately prior to the capitalization shall be made only after the Servicer has received the express written consent of the Owner.   Without limiting the generality of the foregoing, the Servicer in its own name or acting through subservicers or agents is hereby authorized and empowered by the Owner when the Servicer believes it appropriate and reasonable in its best judgment, to execute and deliver, on behalf of itself or the Owner, all instruments of satisfaction or cancellation, or of partial or full release and discharge, and all other comparable instruments, with respect to the Mortgage Loans and the Mortgaged Properties and to institute foreclosure proceedings or obtain a deed-in-lieu of foreclosure so as to convert the ownership of such properties, and to hold or cause to be held title to such properties, on behalf of the Owner pursuant to the provisions of Subsection 11.13.

(f)           The Owner shall furnish to the Servicer any powers of attorney and other documents reasonably necessary or appropriate to enable the Servicer to carry out its servicing and administrative duties under this Agreement.

(g)           Whether in connection with the foreclosure of a Mortgage Loan or otherwise, the Servicer shall from its own funds make all necessary and proper Servicing Advances; provided, however, that the Servicer is not required to make a Servicing Advance unless the Servicer determines in the exercise of its good faith judgment that such Servicing Advance would ultimately be recoverable from REO Disposition Proceeds, Insurance Proceeds or Condemnation Proceeds of the related Mortgaged Property (with respect to each of which the Servicer shall have the priority described in Subsection 11.05 for purposes of withdrawals from the Custodial Account).   Any Servicing Advance that would cause the amount of unreimbursed Servicing Advances for a particular Mortgage Loan to exceed $15,000 shall be made only after notification of the Owner.

(h)           Notwithstanding anything to the contrary contained herein, in connection with a foreclosure or acceptance of a deed in lieu of foreclosure, in the event the Servicer has reasonable cause to believe that a Mortgaged Property is contaminated by hazardous or toxic

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substances or wastes, or if the Owner otherwise requests an environmental inspection or review of such Mortgaged Property, such an inspection or review is to be conducted by a qualified inspector at the Owner’s expense.  Upon completion of the inspection, the Servicer shall promptly provide the Owner with a written report of the environmental inspection.  In the event (i) the environmental inspection report indicates that the Mortgaged Property is contaminated by hazardous or toxic substances or wastes and (ii) the Owner directs the Servicer to proceed with foreclosure or acceptance of a deed in lieu of foreclosure, the Servicer shall be reimbursed for all reasonable costs associated with such foreclosure or acceptance of a deed in lieu of foreclosure and any related environmental clean up costs, as applicable, from the related Liquidation Proceeds, or if the Liquidation Proceeds are insufficient fully to reimburse the Servicer, the Servicer shall be entitled to be reimbursed from amounts in the Custodial Account pursuant to Subsection 11.05 hereof.  In the event the Owner directs the Servicer not to proceed with foreclosure or acceptance of a deed in lieu of foreclosure, the Servicer shall be reimbursed for all Servicing Advances made with respect to the related Mortgaged Property from the Custodial Account pursuant to Subsection 11.05 hereof.

Subsection 11.02    Liquidation of Mortgage Loans.

In the event that any payment due under any Mortgage Loan is not paid when the same becomes due and payable, or in the event the Mortgagor fails to perform any other covenant or obligation under the Mortgage Loan and such failure continues beyond any applicable grace period, the Servicer shall take such action as it shall deem to be in the best interest of the Owner.  In the event that any payment due under any Mortgage Loan remains delinquent for a period of forty-five (45) days, the Servicer shall order an inspection of the related Mortgaged Property and, except with respect to any Mortgage Loan for which the Servicer is in the process of modifying or has modified the terms of such Mortgage Loan, if the Mortgage Loan remains delinquent for a period of ninety (90) days or more, the Servicer shall commence foreclosure proceedings in accordance with Customary Servicing Procedures and the guidelines set forth by Fannie Mae, Freddie Mac or FHFA, as applicable.  In such connection, the Servicer shall from its own funds make all necessary and proper Servicing Advances.  If the portion of any Liquidation Proceeds allocable as a recovery of interest on a related  Mortgage Loan is less than the full amount of accrued and unpaid interest on such Mortgage Loan as of the date such proceeds are received, then the applicable portion of the Servicing Fee with respect to such Mortgage Loan shall be paid first and any amounts remaining thereafter shall be distributed to the Owner.  Upon liquidation of any Mortgage Loan, the Servicer shall provide written notice thereof to the custodian appointed by the Owner.

Subsection 11.03    Collection of Mortgage Loan Payments.

Continuously from the date hereof until the principal and interest on all Mortgage Loans are paid in full, the Servicer will proceed diligently, in accordance with this Agreement, to collect all payments due under each of the Mortgage Loans when the same shall become due and payable.  Further, the Servicer will in accordance with Customary Servicing Procedures ascertain and estimate taxes, assessments, fire and hazard insurance premiums, premiums for Primary Mortgage Insurance Policies, and all other charges that, as provided in any Mortgage, will

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become due and payable to the end that the installments payable by the Mortgagors will be sufficient to pay such charges as and when they become due and payable.  Mortgage Loan payments received by the Servicer will be deposited within one Business Day of receipt into a clearing account that is an Eligible Account.  The Mortgage Loan payments may be commingled with payments of other mortgagors and investors for up to two Business Days prior to the Servicer depositing the Mortgage Loan payments in the Custodial Account.  Such clearing account shall not be used for operational or corporate purposes of the Servicer.

Subsection 11.04    Establishment of Custodial Account; Deposits in Custodial Account.

The Servicer shall segregate and hold all funds collected and received pursuant to each Mortgage Loan separate and apart from any of its own funds and general assets and shall establish and maintain one or more Custodial Accounts (collectively, the “Custodial Account”), titled “Cenlar FSB, in trust for Redwood Residential Acquisition Corporation as Owner of Mortgage Loans and various Mortgagors.”  Such Custodial Account shall be an Eligible Account established with a commercial bank, a savings bank or a savings and loan association (which may be a depository Affiliate of the Servicer) which meets the guidelines set forth by the FHFA, Fannie Mae or Freddie Mac as an eligible depository institution for custodial accounts.  The Custodial Account shall initially be established and maintained at Wells Fargo Bank, N.A., or any successor thereto, and shall not be transferred to any other depository institution without the Owner’s approval, which shall not unreasonably be withheld.  In any case, the Custodial Account shall be insured by the FDIC in a manner which shall provide maximum available insurance thereunder and which may be drawn on by the Servicer.

The Servicer shall deposit in the Custodial Account, on a daily basis in accordance with Section 11.03, and retain therein, the following payments and collections received or made by it subsequent to the related Cut-off Date (other than in respect of principal and interest on the Mortgage Loans due on or before the related Cut-off Date):

(a)           all payments on account of principal, including Principal Prepayments, on the Mortgage Loans;

(b)           all payments on account of interest on the Mortgage Loans, less any applicable Servicing Fee;

(c)           all Liquidation Proceeds;

(d)           all proceeds received by the Servicer under any title insurance policy, hazard insurance policy, Primary Mortgage Insurance Policy or other insurance policy other than proceeds to be held in the Escrow Account and applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor in accordance with Customary Servicing Procedures;

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(e)           all awards or settlements in respect of condemnation proceedings or eminent domain affecting any Mortgaged Property which are not released to the Mortgagor in accordance with Customary Servicing Procedures;

(f)           any amount required to be deposited in the Custodial Account pursuant to Subsections 11.15 and 11.19;

(g)           any amount required to be deposited by the Servicer in connection with any REO Property pursuant to Subsection 11.13;

(h)           all amounts required to be deposited by the seller of the related Mortgage Loan in connection with shortfalls in principal amount of substitute Mortgage Loans;

(i)           with respect to each Full Prepayment and each Partial Prepayment, an amount (to be paid by the Servicer out of its own funds) equal to the Prepayment Interest Shortfall; provided, however, that the Servicer’s aggregate obligations under this paragraph for any month shall be limited to the total amount of the Servicing Fee related to the Mortgage Loans during such month; and

(j)           amounts required to be deposited by the Servicer in connection with the deductible clause of any hazard insurance policy.

The foregoing requirements for deposit in the Custodial Account shall be exclusive, it being understood and agreed that, without limiting the generality of the foregoing, Ancillary Fees need not be deposited by the Servicer in the Custodial Account.

The Servicer may invest the funds in the Custodial Account in Eligible Investments designated in the name of the Servicer for the benefit of the Owner, which shall mature not later than the Business Day next preceding the Remittance Date next following the date of such investment (except that (A) any investment in the institution with which the Custodial Account is maintained may mature on such Remittance Date and (B) any other investment may mature on such Remittance Date if the Servicer shall advance funds on such Remittance Date, pending receipt thereof to the extent necessary to make distributions to the Owner) and shall not be sold or disposed of prior to maturity.  Notwithstanding anything to the contrary herein and above, all income and gain realized from any such investment shall be for the benefit of the Servicer and shall be subject to withdrawal by the Servicer.  The amount of any losses incurred in respect of any such investments shall be deposited in the Custodial Account by the Servicer out of its own funds immediately as realized.

For all Eligible Investments rated at least “A1/A+”(short/long) that have terms greater than 60 days, in the event of a downgrade of such Eligible Investment below “A1” (or “A+” if no short term rating), the Servicer agrees to remove such Eligible Investment within 60 days of such downgrade.  The Servicer acknowledges and agrees that the Servicer shall bear any losses incurred with respect to removal of such Eligible Investment following such a downgrade and

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that any losses shall be immediately deposited by the Servicer in the Custodial Account out of the Servicer’s own funds, with no right to reimbursement therefor.

Subsection 11.05    Withdrawals From the Custodial Account.

The Servicer shall, from time to time, withdraw funds from the Custodial Account for the following purposes:

(a)           to make payments to the Owner in the amounts and in the manner provided for in Subsection 11.15;

(b)           [reserved];

(c)           to reimburse itself for any unpaid portion of its Servicing Fees and for unreimbursed Servicing Advances, the Servicer’s right to reimburse itself pursuant to this subclause (c) with respect to any Mortgage Loan being limited to related Liquidation Proceeds, Condemnation Proceeds, Insurance Proceeds and such other amounts as may be collected by the Servicer from the related Mortgagor or otherwise relating to the Mortgage Loan, it being understood that, in the case of any such reimbursement, the Servicer’s right thereto shall be prior to the rights of the Owner unless the Servicer is required to pay the Prepayment Interest Shortfall pursuant to Subsection 11.15, in which case the Servicer’s right to such reimbursement shall be subsequent to the payment to the Owner of such shortfall;

(d)           to reimburse itself for unreimbursed Servicing Advances and for unreimbursed P&I Advances, to the extent that such amounts are nonrecoverable (as certified by the Servicer to the Owner in an Officer’s Certificate) by the Servicer pursuant to subclause (b) or (c) above;

(e)           to reimburse itself for expenses incurred by and reimbursable to it pursuant to Subsection 12.01;

(f)           [reserved];

(g)           to pay to itself any interest earned or any investment earnings on funds deposited in the Custodial Account, net of any losses on such investments;

(h)           to withdraw any amounts inadvertently deposited in the Custodial Account; and

(i)           to clear and terminate the Custodial Account upon the termination of this Agreement.

Upon request, the Servicer will provide the Owner with copies of reasonably acceptable invoices or other documentation relating to Servicing Advances that have been reimbursed from the Custodial Account.

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Subsection 11.06    Establishment of Escrow Account; Deposits in Escrow Account.

The Servicer shall segregate and hold all funds collected and received pursuant to each Mortgage Loan which constitute Escrow Payments separate and apart from any of its own funds and general assets and shall establish and maintain one or more Escrow Accounts (collectively, the “Escrow Account”), titled “Cenlar FSB, in trust for Redwood Residential Acquisition Corporation as Owner of Mortgage Loans and various Mortgagors.”  The Escrow Account shall be an Eligible Account established with a commercial bank, a savings bank or a savings and loan association (which may be a depository Affiliate of Servicer), which meets the guidelines set forth by Fannie Mae or Freddie Mac as an eligible institution for escrow accounts.  The Escrow Account shall initially be established and maintained at Wells Fargo Bank, N.A., or any successor thereto, and shall not be transferred to any other depository institution without the Owner’s approval, which shall not unreasonably be withheld.  In any case, the Escrow Account shall be insured by the FDIC in a manner which shall provide maximum available insurance thereunder and which may be drawn on by the Servicer.

The Servicer shall deposit in the Escrow Account on a daily basis, and retain therein: (a) all Escrow Payments collected on account of the Mortgage Loans, for the purpose of effecting timely payment of any such items as required under the terms of this Agreement and (b) all amounts representing proceeds of any hazard insurance policy which are to be applied to the restoration or repair of any Mortgaged Property.  The Servicer shall make withdrawals therefrom only in accordance with Subsection 11.07 hereof.  As part of its servicing duties, the Servicer shall pay to the Mortgagors interest on funds in the Escrow Account, to the extent required by law.

Subsection 11.07    Withdrawals From Escrow Account.

Withdrawals from the Escrow Account shall be made by the Servicer only (a) to effect timely payments of ground rents, taxes, assessments, premiums for Primary Mortgage Insurance Policies, fire and hazard insurance premiums or other items constituting Escrow Payments for the related Mortgage, (b) to reimburse the Servicer for any Servicing Advance made by Servicer pursuant to Subsection 11.08 hereof with respect to a related Mortgage Loan, (c) to refund to any Mortgagor any funds found to be in excess of the amounts required under the terms of the related Mortgage Loan, (d) for transfer to the Custodial Account upon default of a Mortgagor or in accordance with the terms of the related Mortgage Loan and if permitted by applicable law, (e) for application to restore or repair of the Mortgaged Property, (f) to pay to the Mortgagor, to the extent required by law, as a Servicing Advance, any interest paid on the funds deposited in the Escrow Account, (g) to pay to itself any interest earned on funds deposited in the Escrow Account (and not required to be paid to the Mortgagor), (h) to the extent permitted under the terms of the related Mortgage Note and applicable law, to pay late fees with respect to any Monthly Payment which is received after the applicable grace period, (i) to withdraw suspense payments that are deposited into the Escrow Account, (j) to withdraw any amounts inadvertently

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deposited in the Escrow Account or (k) to clear and terminate the Escrow Account upon the termination of this Agreement.

Subsection 11.08    Payment of Taxes, Insurance and Other Charges; Collections Thereunder.

With respect to each Mortgage Loan, the Servicer shall maintain accurate records reflecting the status of ground rents, taxes, assessments and other charges which are or may become a lien upon the Mortgaged Property and the status of premiums for Primary Mortgage Insurance Policies and fire and hazard insurance coverage and shall obtain, from time to time, all bills for the payment of such charges (including renewal premiums) and shall effect payment thereof prior to the applicable penalty or termination date and at a time appropriate for securing maximum discounts allowable, employing for such purpose deposits of the Mortgagor in the Escrow Account which shall have been estimated and accumulated by the Servicer in amounts sufficient for such purposes, as allowed under the terms of the Mortgage.  To the extent that a Mortgage does not provide for Escrow Payments, the Servicer shall determine that any such payments are made by the Mortgagor.  The Servicer assumes full responsibility for the timely payment of all such bills and shall effect timely payments of all such bills irrespective of each Mortgagor’s faithful performance in the payment of same or the making of the Escrow Payments and shall make Servicing Advances to effect such payments, subject to its ability to recover such Servicing Advances pursuant to Subsections 11.05(c), 11.05(d) and 11.07(b).  No costs incurred by the Servicer or subservicers in effecting the payment of ground rents, taxes, assessments and other charges on the Mortgaged Properties or mortgage or hazard insurance premiums shall, for the purpose of calculating remittances to the Owner, be added to the unpaid principal balance of the related Mortgage Loans, notwithstanding that the terms of such Mortgage Loans so permit.

The Owner shall, at no cost or expense to the Servicer, transfer, or cause an Originator to transfer, any existing tax service contracts (“Tax Service Contract”) to the Servicer and provide the Servicer with an electronic file identifying (A) tax type, payment frequency, payee code, tax amount last paid, next due date, parcel number, legal description, previous servicer's name, and (B) each Tax Service Contract, if any, by contract number.  If a Tax Service Contract is not in existence or such tax service contract is not guaranteed or transferable to the Servicer, the Servicer shall obtain a tax service contract for such Mortgage Loans on behalf of the Owner. For each tax service contract obtained by the Servicer, the Owner shall pay the Servicer a fee set forth or referenced in the applicable Servicer Acknowledgement.

Subsection 11.09    Transfer of Accounts.

The Servicer may, with the approval of the Owner, transfer the Custodial Account or the Escrow Account to an Eligible Account at a different depository institution.

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Subsection 11.10    Maintenance of Hazard Insurance.

The Servicer shall cause to be maintained for each Mortgage Loan fire and hazard insurance with extended coverage customary in the area where the Mortgaged Property is located by an insurer acceptable to Fannie Mae or Freddie Mac, as applicable, in an amount that is at least equal to the lesser of (a) the full insurable value of the Mortgaged Property, or (b) the greater of (i) the outstanding principal balance owing on the Mortgage Loan and (ii) an amount such that the proceeds of such insurance shall be sufficient to avoid the application to the Mortgagor or loss payee of any coinsurance clause under the policy.  If the Mortgaged Property is in an area identified in the Federal Register by the Federal Emergency Management Agency as a special flood hazard area (and such flood insurance has been made available) the Servicer will cause to be maintained a flood insurance policy meeting the requirements of the National Flood Insurance Program, in an amount representing coverage not less than the lesser of (A) the minimum amount required under the terms of the coverage to compensate for any damage or loss to the Mortgaged Property on a replacement-cost basis (or the outstanding principal balance of the Mortgage Loan if replacement-cost basis is not available) or (B) the maximum amount of insurance available under the National Flood Insurance Program.  The Servicer shall also maintain on REO Property fire and hazard insurance with extended coverage in an amount which is at least equal to the maximum insurable value of the improvements which are a part of such property, liability insurance and, to the extent required and available under the National Flood Insurance Program, flood insurance in an amount required above.  Any amounts collected by the Servicer under any such policies (other than amounts to be deposited in the Escrow Account and applied to the restoration or repair of the property subject to the related Mortgage or property acquired in liquidation of the Mortgage Loan, or to be released to the Mortgagor in accordance with Customary Servicing Procedures) shall be deposited in the Custodial Account, subject to withdrawal pursuant to Subsection 11.05.  It is understood and agreed that no earthquake or other additional insurance need be required by the Servicer of any Mortgagor or maintained on REO Property other than pursuant to such applicable laws and regulations as shall at any time be in force and as shall require such additional insurance.  All policies required hereunder shall be endorsed with standard mortgagee clauses with loss payable to Servicer, and shall provide for at least thirty (30) days prior written notice of any cancellation, reduction in amount or material change in coverage to the Servicer.  The Servicer shall not interfere with the Mortgagor’s freedom of choice in selecting either its insurance carrier or agent; provided, however, that  unless otherwise required by the terms of the related Mortgage Note or applicable law, the Servicer shall not accept any such insurance policies from insurance companies unless such  companies are acceptable to Fannie Mae or Freddie Mac, as applicable, and are licensed to do business in the state wherein the property subject to the policy is located.

The hazard insurance policies for each Mortgage Loan secured by a unit in a condominium development or planned unit development shall be maintained with respect to such Mortgage Loan and the related development in a manner which is consistent with Fannie Mae or Freddie Mac requirements, as applicable, unless otherwise required by the terms of the related Mortgage Note or applicable law.

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Subsection 11.11    Maintenance of Primary Mortgage Insurance Policy; Claims.

With respect to each Mortgage Loan as to which (a) the data provided by the Owner indicates a Loan-to-Value Ratio in excess of 80% at the time of servicing transfer to the Servicer and (b) a Primary Mortgage Insurance Policy is then in effect, the Servicer shall promptly, without any cost to the Owner, maintain or cause the Mortgagor to maintain in full force and effect a Primary Mortgage Insurance Policy issued by a Qualified Insurer insuring the portion over 78% (or such other  percentage in conformance with then current Fannie Mae requirements) until terminated pursuant to the Homeowners Protection Act of 1988, 12 USC § 4901, et seq. or any other applicable federal, state or local law or regulation.  In the event that such Primary Mortgage Insurance Policy shall be terminated other than as required by law, the Servicer shall obtain from another Qualified Insurer a comparable replacement policy, with a total coverage equal to the remaining coverage of such terminated Primary Mortgage Insurance Policy.  If the insurer shall cease to be a Qualified Insurer, the Servicer shall obtain from another Qualified Insurer a replacement Primary Mortgage Insurance Policy.  The Servicer shall not take any action which would result in noncoverage under any applicable Primary Mortgage Insurance Policy of any loss which, but for the actions of the Servicer would have been covered thereunder.  In connection with any assumption or substitution agreement entered into or to be entered into pursuant to Subsection 11.18, the Servicer shall promptly notify the insurer under the related Primary Mortgage Insurance Policy, if any, of such assumption or substitution of liability in accordance with the terms of such Primary Mortgage Insurance Policy and shall take all actions which may be required by such insurer as a condition to the continuation of coverage under such Primary Mortgage Insurance Policy. If such Primary Mortgage Insurance Policy is terminated as a result of such assumption or substitution of liability, the Servicer shall obtain a replacement Primary Mortgage Insurance Policy as provided above.

In connection with its activities as servicer, the Servicer agrees to prepare and present or to assist the Owner in preparing and presenting, on behalf of itself and the Owner, claims to the insurer under any Primary Mortgage Insurance Policy in a timely fashion in accordance with the terms of such Primary Mortgage Insurance Policy and, in this regard, to take such action as shall be necessary to permit recovery under any Primary Mortgage Insurance Policy respecting a defaulted Mortgage Loan.  Pursuant to Subsection 11.04, any amounts collected by the Servicer under any Primary Mortgage Insurance Policy shall be deposited in the Custodial Account, subject to withdrawal pursuant to Subsection 11.05.

Subsection 11.12    Fidelity Bond; Errors and Omissions Insurance.

The Servicer shall maintain, at its own expense, a blanket Fidelity Bond and an errors and omissions insurance policy, with broad coverage on all officers, employees or other persons acting in any capacity requiring such persons to handle funds, money, documents or papers relating to the Mortgage Loans.  These policies must insure the Servicer against losses resulting from fraud, theft, errors, omissions, negligence, dishonest or fraudulent acts committed by the Servicer’s personnel, any employees of outside firms that provide data processing services for

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the Servicer, and temporary contract employees or student interns.  The Fidelity Bond shall also protect and insure the Servicer against losses in connection with the release or satisfaction of a Mortgage Loan without having obtained payment in full of the indebtedness secured thereby.  No provision of this Subsection 11.12 requiring such Fidelity Bond and errors and omissions insurance shall diminish or relieve the Servicer from its duties and obligations as set forth in this Agreement.  The minimum coverage under any such Fidelity Bond and insurance policy shall be at least equal to the corresponding amounts required by Fannie Mae in the Fannie Mae Guides or by Freddie Mac in the Freddie Mac Guide, as amended or restated from time to time, as applicable, or in an amount as may be permitted to the Servicer by express waiver of Fannie Mae or Freddie Mac, as applicable.  Upon request of the Owner, the Servicer shall cause to be delivered to the Owner a certified true copy of such Fidelity Bond or a certificate evidencing the same with a statement that the Servicer shall endeavor to provide written notice to the Owner thirty (30) days prior to modification or any material change.

Subsection 11.13    Title, Management and Disposition of REO Property.

Subject to Subsection 11.02, in the event that title to a Mortgaged Property is acquired in foreclosure or by deed in lieu of foreclosure, the deed or certificate of sale shall be taken in the name of the Owner or its nominee.

The Servicer shall cause to be deposited on a daily basis in the Custodial Account all revenues received with respect to the conservation of the related REO Property. The Servicer shall make distributions as required on each Remittance Date to the Owner of the net cash flow from the REO Property (which shall equal the revenues from such REO Property net of the expenses described below and of any reserves reasonably required from time to time to be maintained to satisfy anticipated liabilities for such expenses).

The disposition of REO Property shall be carried out by the Servicer, subject to Subsection 11.01.  The Owner shall pay the Servicer a fee of 1.5% of the sales price for such REO Property for services associated with servicing the REO Property through its disposition.  Upon the request of the Owner, and at the Owner’s expense, the Servicer shall cause an appraisal of the REO Property to be performed for the Owner.

The Servicer shall either itself or through an agent selected by the Servicer, manage, conserve, protect and operate the REO Property in the same manner that it manages, conserves, protects and operates other foreclosed property for its own account, and in the same manner that similar property in the same locality as the REO Property.  Any disbursement in excess of $15,000 shall be made only with the prior written approval of the Owner.  The Servicer shall deduct the costs of managing, conserving, protecting and operating the REO Property from the proceeds of the sale of the REO Property (providing documentary evidence of such costs).

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The Servicer shall not accept any sale offer for an REO Property that is more than 10% below the Reconciled Market Value of the REO Property without the prior written consent of the Owner.

Subsection 11.14    Servicing Compensation.

As compensation for its services hereunder and subject to Subsection 11.15, the Servicer shall be entitled to retain the applicable portion of the Servicing Fee from interest payments actually collected on the Mortgage Loans.  Additional servicing compensation in the form of assumption fees, fees related to the disposition of REO Property, Ancillary Fees (other than late payment charges) and one-half of the amount of late payment charges shall be retained by the Servicer to the extent not required to be deposited in the Custodial Account.  Prepayment Charges shall not be included in the Servicer’s compensation but paid to the Owner.   The Servicer shall be required to pay all expenses incurred by it in connection with its servicing activities hereunder and shall not be entitled to reimbursement therefor except as specifically provided for herein.  To the extent the Servicer is entitled to any portion of Servicing Fees, Servicing Advances and other amounts in excess of the interest payments actually collected on the Mortgage Loans with respect to any Remittance Date, the Servicer shall invoice the Owner in accordance with Section 11.16 for such amounts and the Owner shall pay the Servicer such amount within five (5) Business Days of receipt thereof.

Subsection 11.15    Distributions.

On each Remittance Date the Servicer shall remit by wire transfer of immediately available funds to the account designated in writing by the Owner of record on the preceding Record Date (a) all amounts credited to the Custodial Account at the close of business on the related Determination Date, net of charges against or withdrawals from the Custodial Account pursuant to Subsection 11.05(b) through (h) minus (b) any amounts attributable to Principal Prepayments received after the end of the calendar month preceding the month in which the Remittance Date occurs, minus (c) any amounts attributable to Monthly Payments collected but due on a Due Date or Due Dates subsequent to the first day of the month in which the Remittance Date occurs.

Subject to Subection 11.25, not later than each Remittance Date, the Servicer shall from its own funds deposit, as a P&I Advance, in the Custodial Account an amount equal to the aggregate Prepayment Interest Shortfall due to either Partial Prepayment or Full Prepayment, if any, existing in respect of the related Principal Prepayment Period; provided, however, that the aggregate amount of Prepayment Interest Shortfalls deposited on any Remittance Date shall not exceed the amount of Servicing Fee related to the Mortgage Loans with respect to such Remittance Date.

With respect to any remittance received by a party after the Business Day on which such payment was due, the remittance party shall pay to the receiving party interest on any such late payment at an annual rate equal to the prime lending rate as is publicly announced from time to

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time in the Wall Street Journal, or its successor, at the prime lending rate published that day in the Wall Street Journal, adjusted as of the date of each change, plus two percent (2%), but in no event greater than the maximum amount permitted by applicable law.  Such interest shall be paid  on the date such late payment is made and shall cover the period commencing with the Business Day on which such payment was due and ending with the Business Day immediately preceding the Business Day on which such payment is made, both inclusive.  The payment by a party of any such interest shall not be deemed an extension of time for payment or a waiver of any Event of Default.

Subsection 11.16    Statements to the Owner.

(a)           Not later than five (5) days prior to each related Remittance Date, the Servicer shall forward to the Owner a statement in the form specified and with the information required by the monthly reporting format of the Master Servicer, as provided to the Servicer by the Owner.  Such statement shall also include information regarding delinquencies on Mortgage Loans, indicating the number and aggregate principal amount of Mortgage Loans which are either one (1), two (2) or three (3) or more months delinquent.  The Servicer shall submit to the Owner monthly a liquidation report with respect to each Mortgaged Property sold in a foreclosure sale as of the related Record Date and not previously reported.  The Servicer shall also provide such information as set forth above to the Owner in electronic form in the Servicer’s standard format, a copy of which has been provided by the Servicer.

(b)           In addition, the Servicer shall submit to the Owner monthly loan-by-loan default information including, without limitation, notes made and retained by the Servicer in connection with servicing the defaulted loan, the reasons for the default, updated values of the Mortgaged Property, updated FICO scores on the Mortgagor and information regarding Servicing Advances made.

(c)           On or after the 16th day of each calendar month, the Servicer shall provide, at the Owner’s request, a list of the Mortgagors as to which Monthly Payments that were due on the immediately preceding Due Date have not yet been received.

(d)           The Servicer shall prepare and file any and all tax returns, information statements or other filings required to be delivered to any governmental taxing authority, the Mortgagor or to the Owner pursuant to any applicable law with respect to the Mortgage Loans and the transactions contemplated hereby.  In addition, the Servicer shall provide the Owner with such information concerning the Mortgage Loans as is necessary for such Owner to prepare federal income tax returns as the Owner may reasonably request from time to time.

Subsection 11.17    [Reserved].

Subsection 11.18    Assumption Agreements.

The Servicer will use its best efforts to enforce any “due-on-sale” provision contained in any Mortgage or Mortgage Note; provided that, subject to the Owner’s prior approval, the Servicer shall permit such assumption if so required in accordance with the terms of the Mortgage or the Mortgage Note.  When the Mortgaged Property has been conveyed by the

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Mortgagor prior to payment in full of the Mortgage Loan, the Servicer will, to the extent it has knowledge of such conveyance, exercise its rights to accelerate the maturity of such Mortgage Loan under the “due-on-sale” clause applicable thereto; provided, however, the Servicer will not exercise such rights if prohibited by law from doing so or if the exercise of such rights would impair or threaten to impair any recovery under the related Primary Mortgage Insurance Policy, if any.  In connection with any such assumption, the outstanding principal amount, the Monthly Payment, the Mortgage Interest Rate, the Lifetime Rate Cap (if applicable), the Gross Margin (if applicable), the Initial Rate Cap  (if applicable) or the Periodic Rate Cap (if applicable) of the related Mortgage Note shall not be changed, and the term of the Mortgage Loan will not be increased or decreased.  If an assumption is allowed pursuant to this Subsection 11.18, the Servicer with the prior consent of the issuer of the Primary Mortgage Insurance Policy, if any, is authorized to enter into a substitution of liability agreement with the purchaser of the Mortgaged Property pursuant to which the original Mortgagor is released from liability and the purchaser of the Mortgaged Property is substituted as Mortgagor and becomes liable under the Mortgage Note.

Subsection 11.19    Satisfaction of Mortgages and Release of Mortgage Files.

Upon the payment in full of any Mortgage Loan, or the receipt by the Servicer of a notification that payment in full will be escrowed in a manner customary for such purposes, the Servicer will obtain the portion of the Mortgage File that is in the possession of the Owner or its designee, prepare and process any required satisfaction or release of the Mortgage and notify the Owner in accordance with the provisions of this Agreement.  The Owner agrees to deliver to the Servicer (or cause to be delivered to the Servicer) the original Mortgage Note for any Mortgage Loan not later than five (5) Business Days following its receipt of a notice from the Servicer that such a payment in full has been received or that a notification has been received that such a payment in full shall be made. Such Mortgage Note shall be held by the Servicer, in trust, for the purpose of canceling such Mortgage Note and delivering the canceled Mortgage Note to the Mortgagor in a timely manner as and to the extent provided under any applicable federal or state law.

In the event the Servicer grants a satisfaction or release of a Mortgage without having obtained payment in full of the indebtedness secured by the Mortgage or as otherwise permitted under this Agreement, the Servicer shall remit to the Owner the Stated Principal Balance of the related Mortgage Loan by deposit thereof in the Custodial Account no later than the immediately following Remittance Date, unless the Servicer has cured its error prior to such Remittance Date.  In addition, the Servicer shall have the right, at its expense, to cure any such erroneous satisfaction or release and reinstate the Mortgage of record unless the related Mortgage Loan has been included in a Securitization Transaction.  Upon such reinstatement, the Owner shall return any funds remitted by the Servicer related thereto unless the related Mortgage Loan has been included in a Securitization Transaction.  At its option, upon remittance of the funds to the Owner by the Servicer, the Servicer may require the Owner to assign to the Servicer any rights, if any, the Owner may have with regard to the Mortgage to allow the Servicer to attempt to reinstate the Mortgage of record.

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Subsection 11.20  Servicer Shall Provide Access and Information as Reasonably Required.

The Servicer shall provide to the Owner, and for any Owner insured by FDIC or NAIC, the supervisory agents and examiners of FDIC and OTS or NAIC, access to any documentation regarding the Mortgage Loans which may be required by applicable regulations.  Such access shall be afforded without charge, but only upon reasonable request, during normal business hours and at the offices of the Servicer.

In addition, the Servicer shall furnish upon request by the Owner, during the term of this Agreement, such periodic, special or other reports or information, whether or not provided for herein, as shall be necessary, reasonable and appropriate with respect to the purposes of this Agreement and applicable regulations.  All such reports or information shall be provided by and in accordance with all reasonable instructions and directions the Owner may require.  The Servicer agrees to execute and deliver all such instruments and take all such action as the Owner, from time to time, may reasonably request in order to effectuate the purposes and to carry out the terms of this Agreement.

Subsection 11.21    Inspections.

The Servicer shall inspect the Mortgaged Property as often deemed necessary by the Servicer to assure itself that the value of the Mortgaged Property is being preserved.  In addition, if any Mortgage Loan is more than forty-five (45) days delinquent, the Servicer shall inspect the Mortgaged Property and shall conduct subsequent inspections in accordance with Customary Servicing Procedures or as may be required by the primary mortgage guaranty insurer.  The Servicer shall keep written report of each such inspection and shall provide a copy of such inspection to the Owner upon the request of the Owner.

Subsection 11.22    Restoration of Mortgaged Property.

The Servicer need not obtain the approval of the Owner prior to releasing any Insurance Proceeds or Condemnation Proceeds to the Mortgagor to be applied to the restoration or repair of the Mortgaged Property if such release is in accordance with Customary Servicing Procedures.  For claims greater than $15,000, at a minimum, the Servicer shall, to the extent permitted by the terms of the related Mortgage Note and applicable law, comply with the following conditions in connection with any such release of Insurance Proceeds or Condemnation Proceeds:

(a)           the Servicer shall receive satisfactory independent verification of completion of repairs and issuance of any required approvals with respect thereto;

(b)           the Servicer shall take all steps necessary to preserve the priority of the lien of the Mortgage, including, but not limited to requiring waivers with respect to mechanics’ and materialmen’s liens;

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(c)           the Servicer shall verify that the Mortgage Loan is not in default; and

(d)           pending repairs or restoration, the Servicer shall place the Insurance Proceeds or Condemnation Proceeds in the Escrow Account.

If the Owner is named as an additional loss payee, the Servicer is hereby empowered to endorse any loss draft issued in respect of such a claim in the name of the Owner.

Subsection 11.23    Fair Credit Reporting Act.

The Servicer, in its capacity as servicer for each Mortgage Loan, agrees to fully furnish, in accordance with the Fair Credit Reporting Act and its implementing regulations, accurate and complete information (e.g., favorable and unfavorable) on its borrower credit files to Equifax, Experian and Trans Union Credit Information Company (three of the credit repositories), on a monthly basis.

Subsection 11.24    Prepayment Charges.

Notwithstanding anything in this Agreement to the contrary, in the event of a Principal Prepayment, the Servicer shall not waive any Prepayment Charge or portion thereof required by the terms of the related Mortgage Note unless (i) the related Mortgage Loan is in default or foreseeable default and such waiver (a) is standard and customary in servicing mortgage loans similar to the Mortgage Loans and (b) would, in the reasonable judgment of the Servicer, maximize recovery of total proceeds taking into account the value of such Prepayment Charge and the related Mortgage Loan, (ii) (A) the enforceability thereof is limited (1) by bankruptcy, insolvency, moratorium, receivership, or other similar law relating to creditors’ rights generally or (2) due to acceleration in connection with a foreclosure or other involuntary payment, or (B) the enforceability is otherwise limited or prohibited by applicable law, (iii) the enforceability would be considered “predatory” pursuant to written guidelines issued by any applicable federal, state or local authority having jurisdiction over such matters, (iv) the Servicer is unable to locate documentation sufficient to allow it to confirm the existence and amount of such Prepayment Charge after using commercially reasonable efforts to locate such documentation, which efforts shall include, but are not limited to, seeking such documentation from the Owner, the Owner’s custodian and from its own records or files, or (v) the related Mortgaged Property has been damaged such that the current value of the Mortgaged Property has been reduced by at least half as a result of a natural disaster or other insured or uninsured peril, and the borrower has elected to pay the loan in full rather than rebuild the Mortgaged Property.  For the avoidance of doubt, the Servicer may waive a Prepayment Charge in connection with a short sale or short payoff on a defaulted Mortgage Loan.

Subsection 11.25    Recovery and Reimbursement of Advances.

Notwithstanding anything to the contrary in this Agreement, the Servicer shall have no obligation to make any Servicing Advance from its corporate funds on account of any Mortgage

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Loan, but instead the Servicer shall be entitled to use funds available for remittance to the Owner to pay such Servicing Advances.  The Servicer shall not be obligated to advance its funds to pay attorney fees or costs incurred on behalf of the Owner in connection with litigation related to a Mortgage Loan.

(a)           Servicing Advances.

The Servicer may, from time to time during the term of this Agreement, and for ease of administration, make Servicing Advances when in its good faith judgment it is necessary or advisable to do so, and the Servicer shall not have any obligation to notify the Owner before making any Servicing Advance except as otherwise specified herein.

(b)           P&I Advances.

The Servicer shall have no obligation to remit any funds, nor make any P&I Advance, in excess of amounts actually collected by the Servicer.  The Servicer shall remit such funds only upon funding by the Owner of any required remittance.

The Servicer will notify the Owner by electronic or facsimile transmission of the amount that is necessary to make a required P&I Advance not later than three (3) Business Days before the Servicer requires the funds.  The Owner shall, at the Servicer’s direction either immediately deposit such amount into the appropriate Custodial Account or wire such amount to the Servicer.

(c)           Servicer’s Option to Interim Bill and Require Funding of Anticipated Servicing Advances.

In addition to provisions elsewhere in this Agreement, the Servicer, in its sole discretion, may at any time bill the Owner for Servicing Advances that are then outstanding and for Servicing Advances that the Servicer anticipates the Servicer will make prior to the next month end.   Any such invoice shall be payable within twenty (20) Business Days of the Owner’s receipt.

SECTION 12.    The Servicer.

Subsection 12.01    Indemnification; Third Party Claims.

(a)           The Servicer agrees to indemnify and hold harmless the Owner and its officers, employees, members, directors, Affiliates and representatives against any and all claims, losses, penalties, fines, forfeitures, legal fees and related costs, judgments, and any other costs, fees and expenses that the Owner may sustain in any way related to (i) the failure of the Servicer to service the Mortgage Loans in compliance with the terms of this Agreement or (ii) a breach of the Servicer’s representations, warranties or covenants included in this Agreement.  This indemnification shall survive the termination of this Agreement or the termination of any party to this Agreement.

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(b)           The Servicer shall promptly notify the Owner if a claim is made by a third party with respect to this Agreement or the Mortgage Loans, and the Servicer shall assume (with the written consent of the Owner) the defense of any such claim and pay, as a Servicing Advance, all expenses in connection therewith, including counsel fees.  If the Servicer has assumed the defense of the Owner, the Servicer shall provide the Owner with a written report of all expenses and advances incurred by the Servicer pursuant to this Subsection 12.01 and the Owner shall promptly reimburse the Servicer for all unreimbursed amounts advanced by it pursuant to the preceding sentence except when and to the extent that the claims relate to the failure of the Servicer to service the Mortgage Loans in accordance with the terms of this Agreement or any other breach by the Servicer of this Agreement.

Subsection 12.02    Merger or Consolidation of the Servicer.

The Servicer will keep in full effect its existence, rights and franchises as a national banking association, and will obtain and preserve its qualification to do business in each jurisdiction in which such qualification is or shall be necessary to protect the validity and enforceability of this Agreement or any of the Mortgage Loans and to perform its duties under this Agreement.

Any Person into which the Servicer may be merged or consolidated, or any entity resulting from any merger, conversion or consolidation to which the Servicer shall be a party, or any Person succeeding to substantially all of the business of the Servicer (whether or not related to loan servicing), shall be the successor of the Servicer hereunder, without the execution or filing of any paper or any further act on the part of any of the parties hereto, anything herein to the contrary notwithstanding.

Subsection 12.03    Limitation on Liability of the Servicer and Others.

The duties and obligations of the Servicer shall be determined solely by the express provisions of this Agreement, the Servicer shall not be liable except for the performance of such duties and obligations as are specifically set forth in this Agreement and no implied covenants or obligations shall be read into this Agreement against the Servicer.  Neither the Servicer nor any of the directors, officers, employees or agents of the Servicer shall be under any liability to the Owner for any action taken or for refraining from the taking of any action in accordance with Customary Servicing Procedures and otherwise in good faith pursuant to this Agreement or for errors in judgment; provided, however, that this provision shall not protect the Servicer against any liability resulting from any breach of any representation or warranty made herein, or from any liability specifically imposed on the Servicer herein; and, provided further, that this provision shall not protect the Servicer against any liability that would otherwise be imposed by reason of the willful misfeasance, bad faith or gross negligence in the performance of duties or by reason of reckless disregard of the obligations or duties hereunder.  The Servicer and any director, officer, employee or agent of the Servicer may rely on any document of any kind which it in good faith reasonably believes to be genuine and to have been adopted or signed by the proper authorities respecting any matters arising hereunder.  Subject to the terms of Subsection 12.01, the Servicer shall have no obligation to appear with respect to, prosecute or

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defend any legal action which is not incidental to the Servicer’s duty to service the Mortgage Loans in accordance with this Agreement.

Subsection 12.04    Servicer Resignation Requirements.

The Servicer shall not assign this Agreement except by mutual consent of the Servicer and the Owner.  At any time during the term hereof, the Servicer may, without cause, by one hundred eighty (180) days prior written notice to the Owner, terminate this Agreement as to any or all Mortgage Loans then being serviced or upon the determination that the Servicer’s duties hereunder are no longer permissible under applicable law and such incapacity cannot be cured by the Servicer.  Any such determination permitting the unilateral resignation of the Servicer shall be evidenced by an Opinion of Counsel to such effect delivered to the Owner, which Opinion of Counsel shall be in form and substance acceptable to the Owner.  No such resignation of or assignment by the Servicer shall become effective until a successor has assumed the Servicer’s responsibilities and obligations hereunder in accordance with Subsection 14.02.  If the Servicer resigns pursuant to this Section 12.04, the Servicer shall pay all costs incurred by the Owner in transferring servicing of the Mortgage Loans.

Subsection 12.05    No Liability for Failure to Deliver Servicing Files.

The Servicer shall have no liability for any failure to carry out its servicing responsibilities hereunder that is directly caused by the failure of an Originator to deliver to the Servicer the Servicing Files (or portions thereof) necessary to service such Mortgage Loans in material compliance with the Customary Servicing Procedures or this Agreement.

SECTION 13.  Default.

Subsection 13.01    Events of Default.

In case one or more of the following Events of Default by the Servicer shall occur and be continuing:

(a)           any failure by the Servicer to remit to the Owner any payment required to be made under the terms of this Agreement which continues unremedied for a period of two (2) Business Days;

(b)           failure by the Servicer to duly observe or perform, in any material respect, any other covenants, obligations or agreements of the Servicer as set forth in this Agreement which failure continues unremedied for a period of thirty (30) days after the date on which written notice of such failure, requiring the same to be remedied, shall have been given to the Servicer by the Owner;

(c)           a decree or order of a court or agency or supervisory authority having jurisdiction for the appointment of a conservator or receiver or liquidator in any insolvency, bankruptcy, readjustment of debt, marshalling of assets and liabilities or similar proceedings, or for the

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winding-up or liquidation of its affairs, shall have been entered against the Servicer and such decree or order shall have remained in force, undischarged or unstayed for a period of sixty (60) days;

(d)           the Servicer shall consent to the appointment of a conservator or receiver or liquidator in any insolvency, bankruptcy, readjustment of debt, marshalling of assets and liabilities or similar proceedings of or relating to the Servicer or relating to all or substantially all of the Servicer’s property;

(e)           the Servicer shall admit in writing its inability to pay its debts as they become due, file a petition to take advantage of any applicable insolvency or reorganization statute, make an assignment for the benefit of its creditors, or voluntarily suspend payment of its obligations;

(f)           the Servicer shall cease to be qualified to do business under the laws of any state in which a Mortgaged Property is located, but only to the extent such qualification is necessary to ensure the enforceability of each Mortgage Loan and to perform the Servicer’s obligations under this Agreement;

(g)           the Servicer shall fail to meet the servicer eligibility qualifications of Fannie Mae or the Servicer shall fail to meet the servicer eligibility qualifications of Freddie Mac;

then, and in each and every such case, so long as an Event of Default shall not have been remedied, the Owner, by notice in writing to the Servicer, may, in addition to whatever rights the Owner may have at law or equity to damages, including injunctive relief and specific performance, commence termination of all the rights and obligations of the Servicer under this Agreement and with respect to the Mortgage Loans and the proceeds thereof.  Upon receipt by the Servicer of such written notice from the Owner stating that it intends to terminate the Servicer as a result of such Event of Default, all authority and power of the Servicer under this Agreement, including any compensation due the Servicer under this Agreement on and after the effective date of termination, whether with respect to the Mortgage Loans or otherwise, shall pass to and be vested in the successor appointed pursuant to Subsection 14.02.  Upon written request from the Owner, the Servicer shall prepare, execute and deliver to a successor any and all documents and other instruments, place in such successor’s possession all Mortgage Files and do or cause to be done all other acts or things necessary or appropriate to effect the purposes of such notice of termination, including, but not limited to, the transfer and endorsement or assignment of the Mortgage Loans and related documents to the successor at the Servicer’s sole expense.  The Servicer agrees to cooperate with the Owner and such successor in effecting the termination of the Servicer’s responsibilities and rights hereunder, including, without limitation, the transfer to such successor for administration by it of all amounts which shall at the time be credited by the Servicer to the Custodial Account or Escrow Account or thereafter received with respect to the Mortgage Loans and the payment of all costs relating to the transfer of servicing.

Subsection 13.02    Waiver of Default.

The Owner may waive any default by the Servicer in the performance of its obligations hereunder and its consequences.  Upon any waiver of a past default, such default shall cease to

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exist, and any Event of Default arising therefrom shall be deemed to have been remedied for every purpose of this Agreement.  No such waiver shall extend to any subsequent or other default or impair any right consequent thereto except to the extent expressly so waived.

SECTION 14.  Termination.

Subsection 14.01    Termination.

The obligations and responsibilities of the Servicer, as servicer, shall terminate upon (a) the distribution to the Owner of the final payment or liquidation with respect to the last Mortgage Loan, (b) the disposition of all property acquired upon foreclosure or deed in lieu of foreclosure with respect to the last Mortgage Loan and the remittance of all funds due hereunder, (c) notice given by the Owner pursuant to Section 14.03, or (d) notice given by the Servicer pursuant to Section 12.04.  Upon written request from the Owner in connection with any such termination, the Servicer shall prepare, execute and deliver, any and all documents and other instruments, place in the Owner’s possession all Mortgage Files, and do or accomplish all other acts or things necessary or appropriate to effect the purposes of such notice of termination, whether to complete the transfer and endorsement or assignment of the Mortgage Loans and related documents, or otherwise, at the Owner’s sole expense.  The Servicer agrees to cooperate with the Owner and such successor in effecting the termination of the Servicer’s responsibilities and rights hereunder as servicer, including, without limitation, the transfer to such successor for administration by it of all cash amounts which shall at the time be credited by the Servicer to the Custodial Account or Escrow Account or thereafter received with respect to the Mortgage Loans.

Subsection 14.02    Successors to the Servicer.

Prior to the termination of the Servicer’s responsibilities and duties under this Agreement pursuant to Subsections 12.04, 13.01 or 14.01, the Owner shall, (a) succeed to and assume all of the Servicer’s responsibilities, rights, duties and obligations under this Agreement or (b) appoint a successor which shall succeed to all rights and assume all of the responsibilities, duties and liabilities of the Servicer under this Agreement upon such termination.  In connection with such appointment and assumption, the Owner may make such arrangements for the compensation of such successor out of payments on Mortgage Loans as it and such successor shall agree.  In the event that the Servicer’s duties, responsibilities and liabilities under this Agreement shall be terminated pursuant to the aforementioned Subsections, the Servicer shall discharge such duties and responsibilities during the period from the date it acquires knowledge of such termination until the effective date thereof with the same degree of diligence and prudence which it is obligated to exercise under this Agreement, and shall take no action whatsoever that might impair or prejudice the rights or financial condition of its successor.  The resignation or removal of the Servicer pursuant to the aforementioned Subsections shall not become effective until the earlier of one hundred eighty (180) days following the termination or the date a successor shall be appointed pursuant to this Subsection and shall in no event relieve the Servicer of the representations and warranties made pursuant to Section 7 and any remedies available to the Owner under Section 12.01 or otherwise, it being understood and agreed that the provisions of

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such Section 7 and Section 12.01 shall be applicable to the Servicer notwithstanding any such resignation or termination of the Servicer, or the termination of this Agreement.

Any successor appointed as provided herein shall execute, acknowledge and deliver to the Servicer and to the Owner an instrument accepting such appointment, whereupon such successor shall become fully vested with all the rights, powers, duties, responsibilities, obligations and liabilities of the Servicer, with like effect as if originally named as a party to this Agreement.  Any termination or resignation of the Servicer or this Agreement pursuant to Subsections 12.04, 13.01 or 14.01 shall not affect any claims that the Owner may have against the Servicer based upon facts and circumstances arising prior to any such termination or resignation.

The Servicer shall promptly deliver to the successor the funds in the Custodial Account and Escrow Account and all Mortgage Files and related documents and statements held by it hereunder and the Servicer shall account for all funds and shall execute and deliver such instruments and do such other things as may reasonably be required to more fully and definitively vest in the successor all such rights, powers, duties, responsibilities, obligations and liabilities of the Servicer.

Upon a successor’s acceptance of appointment as such, the Owner shall notify by mail the Servicer of such appointment.

Subsection 14.03          Termination by Owner.

The Servicer shall not be entitled to any compensation related to any termination of its rights and obligations under this Agreement in connection with an Event of Default.  The Owner may terminate this Agreement without cause and transfer servicing to a successor Servicer by delivering to the Servicer written notice of such termination no fewer than sixty (60) days prior to the effective date of termination.  If the Servicer’s rights and obligations under this Agreement are terminated without cause, the Owner shall reimburse the Servicer for its applicable portion of  all accrued and unpaid Servicing Fees for one hundred twenty (120) days following the notice of transfer of the Mortgage Loans and outstanding Servicing Advances associated with the Mortgage Loans.  Upon written request from the Owner in connection with any such termination, the Servicer shall prepare, execute and deliver, any and all documents and other instruments, and do or accomplish all other acts or things necessary or appropriate to effect the purposes of such notice of termination, whether to complete the transfer and endorsement or assignment of the Mortgage Loans and related documents, or otherwise, and including the delivery to or at the direction of the Owner, all contents of the Mortgage Files in the possession of the Servicer, at the Owner’s sole expense.  The Servicer agrees to cooperate with the Owner and such successor in effecting the termination of the Servicer’s responsibilities and rights hereunder as servicer, including, without limitation, the transfer to such successor for administration by it of all cash amounts which shall at the time be credited by the Servicer to the Custodial Account or Escrow Account or thereafter received with respect to the Mortgage Loans.

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SECTION 15.  Notices.

All demands, notices and communications hereunder shall be in writing and shall be deemed to have been duly given if mailed, by registered or certified mail, return receipt requested, or, if by other means, when received by the other party at the address as follows:

(a)           if to the Owner:

Redwood Residential Acquisition Corporation

One Belvedere Place, Suite 360

Mill Valley, CA 94941

Attention:  Loss Mitigation

Phone:  (415) 380-3445

Facsimile:  (415) 381-1773

With a copy to the General Counsel at the same address

(b)           if to the Servicer:

Cenlar FSB

425 Phillips Boulevard

Ewing, NJ 08618

Phone:  (609) 883-3900

Facsimile:  (609) 538-4006

With a copy address to Corporate Counsel at the same address

or such other address as may hereafter be furnished to the other party by like notice. Any such demand, notice or communication hereunder shall be deemed to have been received on the date delivered to or received at the premises of the addressee (as evidenced, in the case of registered or certified mail, by the date noted on the return receipt).

SECTION 16.  Severability Clause.

Any part, provision, representation or warranty of this Agreement which is prohibited or which is held to be void or unenforceable shall be ineffective to the extent of such prohibition or unenforceability without invalidating the remaining provisions hereof.  Any part, provision, representation or warranty of this Agreement which is prohibited or unenforceable or is held to be void or unenforceable in any jurisdiction shall be ineffective, as to such jurisdiction, to the extent of such prohibition or unenforceability without invalidating the remaining provisions hereof, and any such prohibition or unenforceability in any jurisdiction as to any Mortgage Loan shall not invalidate or render unenforceable such provision in any other jurisdiction.  To the extent permitted by applicable law, the parties hereto waive any provision of law which prohibits or renders void or unenforceable any provision hereof.  If the invalidity of any part, provision, representation or warranty of this Agreement shall deprive any party of the economic benefit

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intended to be conferred by this Agreement, the parties shall negotiate, in good-faith, to develop a structure the economic effect of which is nearly as possible the same as the economic effect of this Agreement without regard to such invalidity.

SECTION 17.  No Partnership.

Nothing herein contained shall be deemed or construed to create a co-partnership or joint venture between the parties hereto and the services of the Servicer shall be rendered as an independent contractor and not as agent for the Owner.

SECTION 18.  Counterparts.

This 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.

SECTION 19.  Governing Law; Choice of Forum; Waiver of Jury Trial.

EXCEPT TO THE EXTENT PREEMPTED BY FEDERAL LAW, THE AGREEMENT SHALL BE CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, WITHOUT REGARD TO THE CONFLICTS OF LAWS PROVISIONS OF NEW YORK (OTHER THAN SECTION 5-1401 OF THE GENERAL OBLIGATIONS LAW) OR ANY OTHER JURISDICTION.

EACH PARTY HERETO KNOWINGLY, INTENTIONALLY AND IRREVOCABLY WAIVES ANY AND ALL RIGHT TO TRIAL BY JURY IN ANY SUIT, ACTION OR PROCEEDING ARISING OUT OF IN ANY WAY RELATED TO THIS AGREEMENT AND THE TRANSACTIONS CONTEMPLATED HEREBY.

With respect to any claim or action arising hereunder, the parties (a) irrevocably submit to the nonexclusive jurisdiction of the courts of the State of New York and the United States District Court located in the Borough of Manhattan in The City of New York, New York, and appellate courts from any thereof, and (b) irrevocably waive any objection which such party may have at any time to the laying of venue of any suit, action or proceeding arising out of or relating to this Agreement brought in any such court, and irrevocably waive any claim that any such suit action or proceeding brought in any such court has been brought in an inconvenient forum.

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SECTION 20.  Reserved.

SECTION 21.  Waivers.

No term or provision of this 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.

SECTION 22.  Exhibits.

The exhibits to this Agreement are hereby incorporated and made a part hereof and are an integral part of this Agreement.

SECTION 23.  General Interpretive Principles.

For purposes of this Agreement, except as otherwise expressly provided or unless the context otherwise requires:

(a)           the terms defined in this Agreement have the meanings assigned to them in this Agreement and include the plural as well as the singular, and the use of any gender herein shall be deemed to include the other gender;

(b)           accounting terms not otherwise defined herein have the meanings assigned to them in accordance with generally accepted accounting principles;

(c)           references herein to “Articles,” “Sections,” “Subsections,” “Paragraphs” and other subdivisions without reference to a document are to designated Articles, Sections, Subsections, Paragraphs and other subdivisions of this Agreement;

(d)           the headings of the various articles, sections, subsections and paragraphs of this Agreement and the table of contents are for convenience of reference only and shall not modify, define, expand or limit any of the terms or provisions hereof;

(e)           reference to a Subsection without further reference to a Section is a reference to such Subsection as contained in the same Section in which the reference appears, and this rule shall also apply to Paragraphs and other subdivisions;

(f)           the words “herein,” “hereof,” “hereunder” and other words of similar import refer to this Agreement as a whole and not to any particular provision; and

(g)           the term “include” or “including” shall mean without limitation by reason of enumeration.

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SECTION 24.  Reproduction of Documents.

This Agreement and all documents relating thereto, including, without limitation (a) consents, waivers and modifications which may hereafter be executed, (b) documents received by any party at the closing and (c) financial statements, certificates and other information previously or hereafter furnished, may be reproduced by any photographic, photostatic, microfilm, micro-card, miniature photographic or other similar process. The parties hereto agree that any such reproduction shall be admissible in evidence as the original itself in any judicial or administrative proceeding, whether or not the original is in existence and whether or not such reproduction was made by a party hereto in the regular course of business, and that any enlargement, facsimile or further reproduction of such reproduction shall likewise be admissible in evidence.

SECTION 25.  Amendment.

This Agreement may be amended from time to time by the Owner and the Servicer by written agreement signed by the parties hereto.

SECTION 26.  Confidentiality.

Each of the Owner and the Servicer shall employ proper procedures and standards designed to maintain the confidential nature of the terms of this Agreement, except to the extent (a) the disclosure of which is reasonably believed by such party to be required in connection with regulatory requirements or other legal requirements relating to its affairs; (b) disclosed to any one or more of such party’s employees, officers, directors, agents, attorneys or accountants who would have access to the contents of this Agreement and such data and information in the normal course of the performance of such person’s duties for such party, to the extent such party has procedures in effect to inform such person of the confidential nature thereof; (c) that is disclosed in a prospectus, prospectus supplement or private placement memorandum relating to a SecuritizationTransaction of the Mortgage Loans by the Owner (or an Affiliate assignee thereof) or to any person in connection with the resale or proposed resale of all or a portion of the Mortgage Loans by such party in accordance with the terms of this Agreement; and (d) that is reasonably believed by such party to be necessary for the enforcement of such party’s rights under this Agreement.

SECTION 27.  Entire Agreement.

This Agreement constitutes the entire agreement and understanding relating to the subject matter hereof between the parties hereto and any prior oral or written agreements between them shall be deemed to have merged herewith.

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SECTION 28.  Further Agreements.

The Servicer and the Owner each agree to execute and deliver to the other such reasonable and appropriate additional documents, instruments or agreements as may be necessary or appropriate to effectuate the purposes of this Agreement.

SECTION 29.  Successors and Assigns.

This Agreement shall bind and inure to the benefit of and be enforceable by the initial Owner and the Servicer, and the respective successors and assigns of the Owner and the Servicer.  The initial Owner and any subsequent purchasers may assign this Agreement to any Person to whom any Mortgage Loan is transferred pursuant to a sale or financing upon prior written notice to the Servicer in accordance with the following paragraph; provided, however, that except in connection with Securitization Transactions, as to which no such quantitative limitation shall apply, the Servicer shall not be required to service the Mortgage Loans for more than three (3) Persons for assignees of Redwood Residential Acquisition Corporation or its respective Affiliates at any time and shall not recognize any assignment of this Agreement to the extent that following such assignment more than such number of Persons would be purchasers hereunder.  As used herein, the trust formed in connection with a Securitization Transaction shall be deemed to constitute a single “Person.”  Upon any such assignment and written notice thereof to the Servicer, the Person to whom such assignment is made shall succeed to all rights and obligations of the Owner under this Agreement to the extent of the related Mortgage Loan or Mortgage Loans and this Agreement, to the extent of the related Mortgage Loan or Mortgage Loans, shall be deemed to be a separate and distinct agreement between the Servicer and such purchaser, and a separate and distinct agreement between the Servicer and each other purchaser to the extent of the other related Mortgage Loan or Mortgage Loans.

At least five (5) Business Days prior to the end of the month preceding the date upon which the first remittance is to be made to an assignee of the Owner, the Owner shall provide to the Servicer written notice of any assignment setting forth:  (a) the Servicer’s applicable Mortgage Loan identifying number for each of the Mortgage Loans affected by such assignment; (b) the aggregate scheduled transfer balance of such Mortgage Loans; and (c) the full name, address and wiring instructions of the assignee and the name and telephone number of an individual representative for such assignee, to whom the Servicer should:  (i) send remittances; (ii) send any notices required by or provided for in this Agreement; and (iii) deliver any legal documents relating to the Mortgage Loans (including, but not limited to, contents of any Mortgage File obtained after the effective date of any assignment).

If the Owner has not provided the notice of assignment required by this Section 29, the Servicer shall not be required to treat any other Person as a “Owner” hereunder and may continue to treat the Owner which purports to assign the Agreement as the “Owner” for all purposes of this Agreement.

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SECTION 30.  Non-Solicitation.

From and after the related Closing Date, the Servicer and any of its Affiliates will not take any action or permit or cause any action to be taken by any of its agents or Affiliates, or by any independent contractors on its behalf, to personally, by telephone or mail, solicit a Mortgagor under any Mortgage Loan for the purpose of refinancing a Mortgage Loan, in whole or in part, without the prior written consent of the Owner, other than in connection with a loss mitigation action.  It is understood and agreed that all rights and benefits relating to the solicitation of any Mortgagors and the attendant rights, title and interest in and to the list of such Mortgagors and data relating to their Mortgages (including insurance renewal dates) are solely the property of the Owner and none of the Servicer or any of its Affiliates shall take any action to undermine these rights and benefits.

Notwithstanding the foregoing, it is understood and agreed that the Servicer or any of its Affiliates:

(a)           may advertise its availability for handling refinancings of mortgages in its portfolio, including the promotion of terms it has available for such refinancings, through the sending of letters or promotional material, so long as it does not specifically target Mortgagors and so long as such promotional material either is sent to the mortgagors for all of the mortgages in the A-quality servicing portfolio of the Servicer and any of their Affiliates (those it owns as well as those serviced for others) or sent to all of the mortgagors who have specific types of mortgages (such as conventional fixed-rate or conventional adjustable-rate), or sent to those mortgagors whose mortgages fall within specific interest rate ranges;

(b)           may provide pay-off information and otherwise cooperate with individual mortgagors who contact it about prepaying their mortgages by advising them of refinancing terms and streamlined origination arrangements that are available; and

(c)           may offer to refinance a Mortgage Loan made within thirty (30) days following receipt by it  of a pay-off request from the related Mortgagor.

Promotions undertaken by the Servicer or by any Affiliate of the Servicer that are directed to the general public at large (including, without limitation, mass mailing based on commercially acquired mailing lists, newspaper, radio and television advertisements), shall not constitute solicitation under this Section 30.

SECTION 31.  Protection of Consumer Information.

Each party agrees that it (i) shall comply with any applicable laws and regulations regarding the privacy and security of Consumer Information, (ii) shall not use Consumer Information in any manner inconsistent with any applicable laws and regulations regarding the

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privacy and security of Consumer Information, (iii) shall not disclose Consumer Information to third parties except at the specific written direction of the Owner or the Servicer, (iv) shall maintain adequate physical, technical and administrative safeguards to protect Consumer Information from unauthorized access and (v) shall immediately notify the other party of any actual or suspected breach of the confidentiality of Consumer Information.

SECTION 32.  Cooperation of the Servicer With a Reconstitution; Regulation AB Compliance.

(a)           The Servicer acknowledges and the Owner agrees that with respect to some or all of the Mortgage Loans, the Owner may effect either:

(1)           one or more Whole Loan Transfers; and

(2)           one or more Securitization Transactions;

provided, however, that except in connection with Securitization Transactions, no more than three (3) Persons shall be assignees of the Owner’s interest in this Agreement with respect to a given Mortgage Loan Package.

(b)           The Servicer shall reasonably cooperate with the Owner in connection with any Whole Loan Transfer or Securitization Transaction contemplated by the Owner pursuant to this Section.  In connection therewith, the Owner shall deliver any Reconstitution Agreement or other document related to the Whole Loan Transfer or Securitization Transaction to the Servicer at least fifteen (15) days prior to such transfer and the Servicer shall execute any Reconstitution Agreement that contains servicing provisions substantially similar to those herein or otherwise reasonably acceptable to the Owner and the Servicer and that restates the representations and warranties contained in Section 7 as of the Reconstitution Date.  In connection with any Securitization Transaction, the Servicer shall not, and shall cause its Affiliates not to, as part of the original offering thereof, purchase any of the securities offered in such Securitization Transaction.  Any prospective assignees of the Owner who have entered into a commitment to purchase any of the Mortgage Loans in a Whole Loan Transfer or Securitization Transaction may review the Servicer’s servicing operations, upon reasonable prior notice to the Servicer, and the Servicer shall cooperate with such review and underwriting to the extent such prospective assignees request information or documents that are available and can be produced without unreasonable expense or effort.  Subject to any applicable laws, the Servicer shall make the Mortgage Files related to the Mortgage Loans held by the Servicer available at the Servicer’s principal operations center for review by any such prospective assignees during normal business hours upon reasonable prior notice to the Servicer (in no event fewer than five (5) Business Days’ prior notice).  The Servicer may, in its sole discretion, require that such prospective assignees sign a confidentiality agreement with respect to such information disclosed to the prospective assignee which is not available to the public at large and a release agreement with respect to its activities on the Servicer’s premises.  The Owner hereby agrees to reimburse the Servicer for reasonable “out-of-pocket” expenses incurred by the Servicer that relate to such Whole Loan Transfer or Securitization Transaction including without limitation reimbursement

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for attorneys’ fees and disbursements and the amount which reasonably reflects time and effort expended by the Servicer in connection therewith.

(c)           In order to facilitate compliance with Regulation AB promulgated under the Securities Act, the Servicer and the Owner agree to comply with the provisions of the Regulation AB Compliance Addendum attached hereto as Addendum I.

(d)           In connection with any Securitization, the Servicer shall execute and deliver an Assignment, Assumption and Recognition Agreement substantially in the form of Addendum II.

(e)           All Mortgage Loans not sold or transferred pursuant to a Whole Loan Transfer or Securitization Transaction shall be subject to this Agreement and shall continue to be serviced in accordance with the terms of this Agreement and with respect thereto this Agreement shall remain in full force and effect.  It is understood and agreed by the Owner and the Servicer that the right to effectuate such Whole Loan Transfer or Securitization Transaction as contemplated by this Section 32 is limited to the Owner.

[SIGNATURES ON FOLLOWING PAGE]

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IN WITNESS WHEREOF, the parties have caused their names to be signed hereto by their respective officers thereunto duly authorized on the date first above written.

REDWOOD RESIDENTIAL ACQUISITION
CORPORATION,
as Owner
By:	/s/ John Isbrandtsen
Name:	John Isbrandtsen
Title:	Authorized Officer

CENLAR FSB,
as Servicer
By:	/s/ Gregory S. Tornquist
Name:	Gregory S. Tornquist
Title:	President/CEO

[Flow Mortgage Loan Servicing Agreement, dated August 1, 2011]

EXHIBIT 1

FORM OF SERVICER ACKNOWLEDGEMENT

Pursuant to that certain Flow Mortgage Loan Servicing Agreement, dated as of [  ], 20[__] (the “Agreement”) between Redwood Residential Acquisition Corporation (“Owner”) and Cenlar FSB (“Servicer”), the Owner hereby engages the Servicer to service the mortgage loans identified on the mortgage loan schedule attached hereto as Schedule 1 (the “Mortgage Loans”).  Capitalized terms used but not defined herein shall have the respective meanings ascribed thereto in the Agreement.

Servicer hereby agrees to service the Mortgage Loans as of the Transfer Date and assumes all responsibilities to service the Mortgage Loans in accordance with the Agreement for and Addendum A to, and for the fees set forth on, the pricing proposal dated August 1, 2011.

Each of Owner and Servicer represents and warrants that its respective representations and warranties made in the Agreement are true and correct as of the Closing Date or such other date as is specified in the Agreement.

As set forth in the Agreement, the following terms shall have the respective meanings set forth below with respect to the Mortgage Loan Package referenced hereby.

1.           Closing Date. The Closing Date is [___ __ __], 20__.

2.           Cut-off Date.  The Cut-off Date is [_____ __], 20__.

3.           Transfer Date:  [_______], 20__.

4.           Number of Mortgage Loans. [___] Mortgage Loans.

5.           Stated Principal Balance as of Cut-off Date. $[__________].

This Servicer Acknowledgement may be executed simultaneously in any number of counterparts.  Each counterpart shall be deemed to be an original, and all such counterparts taken together shall constitute one and the same instrument.

IN WITNESS WHEREOF, Owner and Servicer have executed this Servicer Acknowledgement as of the day and year first written above.

REDWOOD RESIDENTIAL ACQUISITION CORPORATION as Owner	CENLAR FSB as Servicer
By:	By:
Name:	Name:
Its:	Its:

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EXHIBIT 2

FORM OF NOTICE OF SALE OF OWNERSHIP OF MORTGAGE LOAN

Under federal law, borrowers are required to be notified in writing whenever ownership of a mortgage loan secured by their principal dwelling is sold, transferred or assigned (collectively, “sold”) to a new creditor.  This Notice is to inform you that your prior creditor has sold your loan (described below) to us, the new creditor identified below.

**Please note that while we now own your loan, we are not the servicer of your loan.  The servicer (identified below) acts on our behalf to handle the ongoing administration of your loan, including the collection of mortgage payments.  Please continue to send your mortgage payments as directed by the servicer, and NOT to us.  Also, should you have any questions regarding your loan, please contact the servicer using the contact information set forth below.  The servicer is authorized to handle routine inquiries and requests regarding your loan and, if necessary, to consult with us regarding your request and communicate to you our decision with respect to such request. **

Please note that the sale of your loan to us may also result in a change of servicer.  If this occurs, you will receive a separate notice, required under federal law, providing information regarding the new servicer.

LOAN INFORMATION

Date of Loan:

Original Amount of Loan:

Date Your Loan was Sold to the New Creditor:

Address of Mortgaged Property:

SERVICER INFORMATION

Name:

Mailing Address:

Telephone Number (Toll free):

NEW CREDITOR INFORMATION

Name:

Mailing Address:  (not for payments):

Telephone Number (Toll free):

AGENT INFORMATION (If we have granted an agent other than the servicer authority to act on our behalf, contact information for such agent will appear below):

Name:

Mailing Address:

Telephone Number (Toll free):

The transfer of the lien associated with your loan is currently recorded, or in the future may be recorded, in the public records of the local County Recorder’s office for the county where your property is located.  If checked ¨, ownership of your loan is also recorded on the registry of the Mortgage Electronic Registrations System at 1818 Library Street, Suite 300, Reston, VA 20190.

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[Confirm if applicable]  Your loan has been securitized and we own legal title to your loan acting as trustee of the related securitization trust (the “Trust”) for the benefit of the holders (the “Holders”) of the mortgage-backed securities issued by the Trust.  Our rights and obligations, as trustee, are defined in one or more contracts among us, the Holders and certain other parties.  As a result, our authority to respond favorably to your requests or inquiries may be limited by the terms of such contracts.

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EXHIBIT 3

[TRANSFER INSTRUCTIONS]

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ADDENDUM I

REGULATION AB COMPLIANCE ADDENDUM

TO FLOW MORTGAGE LOAN SERVICING AGREEMENT

(Servicing-only)

SECTION 1.  DEFINED TERMS

Capitalized terms used but not defined herein shall have the meanings assigned to such terms in the Agreement.  The following terms shall have the meanings set forth below, unless the context clearly indicates otherwise:

Commission:  The United States Securities and Exchange Commission.

Company:  CENLAR FSB, and its successors.

Company Information:  As defined in Section 2.07(a).

Depositor:  The depositor, as such term is defined in Regulation AB, with respect to any Securitization Transaction.

Exchange Act:  The Securities Exchange Act of 1934, as amended.

Master Servicer:  With respect to any Securitization Transaction, the “master servicer,” if any, identified in the related transaction documents.

Reconstitution Agreement:  The agreement or agreements entered into by the Company and the Owner and/or certain third parties on the Reconstitution Date or Dates with respect to any or all of the Mortgage Loans serviced hereunder, in connection with a Whole Loan Transfer or Securitization Transaction.

Regulation AB:  Subpart 229.1100 — Asset Backed Securities (Regulation AB), 17 C.F.R. §§229.1100-229.1123, as such may be amended from time to time, and subject to such clarification and interpretation as have been provided by the Commission in the adopting release (Asset-Backed Securities, Securities Act Release No. 33-8518, 70 Fed. Reg. 1,506, 1,531 (Jan. 7, 2005)) or by the staff of the Commission, or as may be provided by the Commission or its staff from time to time.

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Securities Act:  The Securities Act of 1933, as amended.

Securitization Transaction:  Any transaction involving either (1) a sale or other transfer of some or all of the Mortgage Loans directly or indirectly by the Owner to an issuing entity in connection with an issuance of publicly offered or privately placed, rated or unrated mortgage-backed securities or (2) an issuance of publicly offered or privately placed, rated or unrated securities, the payments on which are determined primarily by reference to one or more portfolios of residential mortgage loans consisting, in whole or in part, of some or all of the Mortgage Loans.

Servicer:  As defined in Section 2.03(c).

Servicing Criteria:  The “servicing criteria” set forth in Item 1122(d) of Regulation AB for which the Company is responsible in its capacity as Servicer as identified on Exhibit B hereto, provided that such Exhibit B may be amended from time to time to reflect changes in Regulation AB.

Sponsor:  With respect to any Securitization Transaction, the Person identified in writing to the Company by the Owner as sponsor for such Securitization Transaction.

Static Pool Information:  Static pool information as described in Item 1l05(a)(l)-(3) and 1105(c) of Regulation AB.

Subcontractor:  Any vendor, subcontractor or other Person that is not responsible for the overall servicing (as “servicing” is commonly understood by participants in the mortgage-backed securities market) of Mortgage Loans but performs one or more discrete functions identified in Item 1122(d) of Regulation AB with respect to Mortgage Loans under the direction or authority of the Company or a Subservicer, provided that this term shall not include the Owner, an Affiliate of the Owner or originators of Mortgage Loans acquired by the Company from the Owner or an Affiliate of the Owner.

Subservicer:  Any Person that services Mortgage Loans on behalf of the Company or any Subservicer and is responsible for the performance (whether directly or through Subservicers or Subcontractors) of a substantial portion of the material servicing functions identified in Item 1122(d) of Regulation AB that are required to be performed by the Company under this Agreement or any Reconstitution Agreement, provided that this term shall not include the Owner, an Affiliate of the Owner or originators of Mortgage Loans acquired by the Company from the Owner or an Affiliate of the Owner.

Whole Loan Transfer:  Any sale or transfer of some or all of the Mortgage Loans (including an Agency Transfer), other than a Securitization Transaction.

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SECTION 2.  COMPLIANCE WITH REGULATION AB

Subsection 2.01.  Intent of the Parties; Reasonableness.

The Owner and the Company acknowledge and agree that the purpose of this Regulation AB Addendum is to facilitate compliance by the Owner and any Depositor with the provisions of Regulation AB and related rules and regulations of the Commission and that the provisions of this Regulation AB Addendum shall be applicable to all Mortgage Loans included in a Securitization Transaction closing on or after January 1, 2006, regardless whether the Mortgage Loans were purchased by the Owner prior to the date hereof.  Although Regulation AB is applicable by its terms only to offerings of asset-backed securities that are registered under the Securities Act, the Company acknowledges that investors in privately offered securities may require that the Owner or any Depositor provide comparable disclosure in unregistered offerings.  References in this Regulation AB Addendum to compliance with Regulation AB include provision of comparable disclosure in private offerings.  The Owner and the Company also acknowledge and agree that amendments to Regulation AB may become effective during the term of this Agreement and that both parties will use commercially reasonable efforts to comply with such amendments.

Neither the Owner nor any Depositor shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act).  The Company acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with reasonable requests made by the Owner, any Master Servicer or any Depositor in good faith for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB.  In connection with any Securitization Transaction, the Company shall cooperate fully with the Owner and any Master Servicer to deliver to the Owner (including any of its assignees or designees) and one of any Master Servicer or any Depositor (as requested), any and all statements, reports, certifications, records and any other information necessary in the good faith determination of the Owner or any Depositor to permit the Owner, such Master Servicer or such Depositor to comply with the provisions of Regulation AB, together with such disclosures relating to the Company, any Subservicer, and the Mortgage Loans, or the servicing of the Mortgage Loans, reasonably believed by the Owner, the Master Servicer or any Depositor to be necessary in order to effect such compliance.

The Owner and the Company also acknowledge and agree that Section 2.02(a)(i)-(v), Section 2.03(c), (e) and (f), Section 2.04, Section 2.05 and Section 2.06 of this Regulation AB Addendum shall only be applicable with respect to any Mortgage Loan if the Company (or Subservicer, if any) services such Mortgage Loan for a period following the closing date of a related Securitization Transaction.

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For purposes of this Regulation AB Addendum, the term “Owner” shall refer to Redwood Residential Acquisition Corporation and its successors in interest and assigns.  In addition, any notice or request that must be “in writing”  or “written” may be made by electronic mail.

The Owner (including any of its assignees or designees) shall cooperate with the Company by providing timely notice of requests for information under these provisions.

Subsection 2.02  Additional Representations and Warranties of the Company.

(a)           The Company shall be deemed to represent to the Owner, to any Master Servicer and to any Depositor, as of the date on which information is first provided to the Owner, any Master Servicer or any Depositor under Section 2.03 that, except as disclosed in writing to the Owner, such Master Servicer or such Depositor prior to such date: (i) the Company is not aware and has not received notice that any default, early amortization or other performance triggering event with respect to the Company has occurred as to any other securitization due to any act or failure to act of the Company; (ii) the Company has not been terminated as servicer in a residential mortgage loan securitization, either due to a servicing default or to application of a servicing performance test or trigger; (iii) no material noncompliance with the Servicing Criteria with respect to other securitizations of residential mortgage loans involving the Company as servicer has been disclosed or reported by the Company; (iv) no material changes to the Company’s policies or procedures with respect to the servicing function it will perform under this Agreement and any Reconstitution Agreement for mortgage loans of a type similar to the Mortgage Loans have occurred during the three-year period immediately preceding the related Securitization Transaction; (v) there are no aspects of the Company’s financial condition that are reasonably expected to have a material adverse effect on the performance by the Company of its servicing obligations under this Agreement or any Reconstitution Agreement; (vi) there are no material legal or governmental proceedings pending (or known to be contemplated) against the Company or any Subservicer; and (vii) there are no affiliations, relationships or transactions relating to the Company or any Subservicer with respect to any Securitization Transaction and any party thereto identified in writing to the Company by the related Depositor of a type described in Item 1119 of Regulation AB.

(b)           If so requested in writing by the Owner, any Master Servicer or any Depositor on any date following the date on which information is first provided to the Owner, any Master Servicer or any Depositor under Section 2.03, the Company shall use its best efforts to confirm in writing within five (5) Business Days, but in no event later than ten (10) Business Days, following such request the accuracy of the representations and warranties set forth in paragraph (a) of this Section or, if any such representation and warranty is not accurate as of the date of such request, provide within five (5) Business Days, but in no event later than ten (10) Business Days, reasonably adequate disclosure of the pertinent facts, in writing, to the requesting party.

Subsection 2.03  Information to Be Provided by the Company.

In connection with any Securitization Transaction, the Company shall use its best efforts to (i) within five (5) Business Days, but in no event later than ten (10) Business Days, following written request by the Owner or any Depositor, provide to the Owner and such Depositor (or, as

I-4

applicable, cause each Subservicer to provide), in writing and in form and substance reasonably satisfactory to the Owner and such Depositor, the information and materials specified in paragraphs (a), (b), (c) and (f) of this Section, and (ii) as promptly as practicable following notice to or discovery by the Company, provide to the Owner and any Depositor (in writing and in form and substance reasonably satisfactory to the Owner and such Depositor) the information specified in paragraph (d) of this Section.

(a)           [Reserved].

(b)           If so requested in writing by the Owner or any Depositor, the Company shall provide Static Pool Information solely with respect to securitized pools of mortgage loans (of a similar type as the Mortgage Loans, as reasonably identified by the Owner as provided below) that were included in securitizations that closed during the five (5) years preceding the closing date of the related Securitization Transaction.  Such Static Pool Information shall be prepared by the Company on the basis of its reasonable, good faith interpretation of the requirements of Item 1105(a)(3) of Regulation AB.  To the extent that there is reasonably available to the Company  Static Pool Information with respect to more than one mortgage loan type, the Owner or any Depositor shall be entitled to specify whether some or all of such information shall be provided pursuant to this paragraph.  The content of such Static Pool Information may be in the form customarily provided by the Company, and need not be customized for the Owner or any Depositor.  Such Static Pool Information for each prior securitized pool shall be presented in increments no less frequently than quarterly over the life of the mortgage loans included in such prior securitized pool.  The most recent periodic increment must be as of a date no later than 135 days prior to the date of the prospectus or other offering document in which the Static Pool Information is to be included or incorporated by reference.  The Static Pool Information shall be provided in an electronic format that provides a permanent record of the information provided, such as a portable document format (pdf) file, or other such electronic format reasonably required by the Owner or the Depositor, as applicable.

Promptly following notice or discovery of a material error in Static Pool Information provided pursuant to the immediately preceding paragraph (including an omission to include therein information required to be provided pursuant to such paragraph) during the applicable offering period for the securities, the Company shall provide corrected Static Pool Information to the Owner or any Depositor, as applicable, in the same format in which Static Pool Information was previously provided to such party by the Company.

If so requested in writing by the Owner or any Depositor, the Company shall provide, at the expense of the requesting party (to the extent of any additional incremental expense associated with delivery pursuant to this Regulation AB Addendum), such statements and agreed-upon procedures letters of certified public accountants reasonably acceptable to the Owner or Depositor, as applicable, pertaining to Static Pool Information relating to securitizations closed on or after January 1, 2006, as the Owner or such Depositor shall reasonably request.  Such statements and letters shall be addressed to and be for the benefit of such parties as the Owner or such Depositor shall designate, which may include, by way of example, any Sponsor, any Depositor and any broker dealer acting as underwriter, placement

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agent or initial purchaser with respect to a Securitization Transaction.  Any such statement or letter may take the form of a standard, generally applicable document accompanied by a reliance letter authorizing reliance by the addressees designated by the Owner or such Depositor.

(c)           If so requested in writing by the Owner or any Depositor, the Company shall provide such information regarding the Company, as servicer of the Mortgage Loans, and each Subservicer (each of the Company and each Subservicer, for purposes of this paragraph, a “Servicer”), as is requested for the purpose of compliance with Item 1108, 1117 and 1119 of Regulation AB.  Such information shall include, at a minimum:

(A)           the Servicer’s form of organization;

(B)           a description of how long the Servicer has been servicing residential mortgage loans; a general discussion of the Servicer’s experience in servicing assets of any type as well as a more detailed discussion of the Servicer’s experience in, and procedures for, the servicing function it will perform under the Agreement and any Reconstitution Agreements; information regarding the size, composition and growth of the Servicer’s portfolio of residential mortgage loans of a type similar to the Mortgage Loans and information on factors related to the Servicer that may be material, in the good faith judgment of the Owner or any Depositor, to any analysis of the servicing of the Mortgage Loans or the related asset-backed securities, as applicable, including, without limitation:

(1)           whether any prior securitizations of mortgage loans of a type similar to the Mortgage Loans involving the Servicer have defaulted or experienced an early amortization or other performance triggering event because of servicing by the Servicer during the three-year period immediately preceding the related Securitization Transaction;

(2)           the extent of outsourcing the Servicer utilizes;

(3)           whether there has been previous disclosure of material noncompliance with the applicable servicing criteria with respect to other securitizations of residential mortgage loans involving the Servicer as a servicer during the three-year period immediately preceding the related Securitization Transaction;

(4)           whether the Servicer has been terminated as servicer in a residential mortgage loan securitization, either due to a servicing default or to application of a servicing performance test or trigger; and

(5)           such other information as the Owner or any Depositor may reasonably request for the purpose of compliance with Item 1108(b)(2) of Regulation AB;

(C)           a description of any material changes during the three-year period immediately preceding the related Securitization Transaction to the Servicer’s policies or procedures with respect to the servicing function it will perform under the Agreement and any Reconstitution Agreements for mortgage loans of a type similar to the Mortgage Loans;

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(D)           information regarding the Servicer’s financial condition, to the extent that there is a material risk that an adverse financial event or circumstance involving the Servicer could have a material adverse effect on the performance by the Company of its servicing obligations under the Agreement or any Reconstitution Agreement;

(E)           information regarding advances made by the Servicer on the Mortgage Loans and the Servicer’s overall servicing portfolio of residential mortgage loans for the three-year period immediately preceding the related Securitization Transaction, which may be limited to a statement by an authorized officer of the Servicer to the effect that the Servicer has made all advances required to be made on residential mortgage loans serviced by it during such period, or, if such statement would not be accurate, information regarding the percentage and type of advances not made as required, and the reasons for such failure to advance;

(F)           a description of the Servicer’s processes and procedures designed to address any special or unique factors involved in servicing loans of a similar type as the Mortgage Loans;

(G)           a description of the Servicer’s processes for handling delinquencies, losses, bankruptcies and recoveries, such as through liquidation of mortgaged properties, sale of defaulted mortgage loans or workouts; and

(H)           information as to how the Servicer defines or determines delinquencies and charge-offs, including the effect of any grace period, re-aging, restructuring, partial payments considered current or other practices with respect to delinquency and loss experience.

(I)           a description of any legal or governmental proceedings pending (or known to be contemplated) against the Servicer that would be material to securityholders; and

(J)           a description of any affiliation or relationship between the Servicer and any of the following parties to a Securitization Transaction, as such parties are identified to the Servicer by the Owner or any Depositor in writing in advance of a Securitization Transaction.

(1)           the sponsor;

(2)           the depositor;

(3)           the issuing entity;

(4)           any servicer;

(5)           any trustee;

(6)           any originator;

(7)           any significant obligor;

(8)           any enhancement or support provider; and

(9)           any other material transaction party.

(d)           For the purpose of satisfying its reporting obligation under the Exchange Act with respect to any class of asset-backed securities, for so long as the Depositor is required to file reports under the Exchange Act with respect to a Securitization Transaction, the Company shall

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(or shall cause each Subservicer to) (i) provide prompt notice to the Owner, any Master Servicer and any Depositor in writing of (A) any litigation or governmental proceedings pending against the Company or any Subservicer that would be material to securityholders and (B) any affiliations or relationships that develop following the closing date of a Securitization Transaction between the Company or any Subservicer and any of the parties specified in clause (D) of paragraph (a) of this Section (and any other parties identified in writing by the requesting party) with respect to such Securitization Transaction, but only to the extent that such affiliations or relationships do not include the Owner, Depositor or any of their respective Affiliates as a party, (C) any Event of Default of which it is aware or has received notice under the terms of the Agreement or any Reconstitution Agreement, (D) any merger or consolidation where the Company is not the surviving entity or sale of substantially all of the assets of the Company, and (E) the Company’s entry into an agreement with a Subservicer to perform or assist in the performance of any of the Company’s obligations under the Agreement or any Reconstitution Agreement and (ii) provide to the Owner and any Depositor a description of such proceedings, affiliations or relationships.

(e)           As a condition to the succession to the Company or any Subservicer as servicer or subservicer under the Agreement or any Reconstitution Agreement by any Person (i) into which the Company or such Subservicer may be merged or consolidated, or (ii) which may be appointed as a successor to the Company or any Subservicer, the Company shall provide to the Owner, any Master Servicer and any Depositor, at least 15 calendar days prior to the effective date of such succession or appointment, (x) written notice to the Owner and any Depositor of such succession or appointment and (y) in writing and in form and substance reasonably satisfactory to the Owner and such Depositor, all information reasonably requested in writing by the Owner or any Depositor in order to comply with its reporting obligation under Item 6.02 of Form 8-K with respect to any class of asset-backed securities.

(f)           In addition to such information as the Company, as servicer, is obligated to provide pursuant to other provisions of the Agreement, not later than ten (10) days prior to the deadline for the filing of any distribution report on Form 10-D in respect of any Securitization Transaction that includes any of the Mortgage Loans serviced by the Company or any Subservicer, the Company or such Subservicer, as applicable, shall, to the extent the Company or such Subservicer has knowledge, provide to the party responsible for filing such report (including, if applicable, the Master Servicer) notice of the occurrence of any of the following events along with all information, data and materials related thereto and reasonably available to it as may be required to be included in the related distribution report on Form 10-D (as specified in the provisions of Regulation AB referenced below):

(i)           any modifications, extensions or waivers of pool asset terms, fees, penalties or payments during the distribution period or that have cumulatively become material over time (Item 1121(a)(11) of Regulation AB) that would be material to the securityholders;

(ii)           breaches of pool asset representations or warranties or transaction covenants (Item 1121(a)(12) of Regulation AB) that would be material to the securityholders; and

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(iii)           information regarding new asset-backed securities issuances backed by the same pool assets, any pool asset changes (such as additions, substitutions or repurchases), and any changes in origination, underwriting or other criteria for acquisition or selection of pool assets (Item 1121(a)(14) of Regulation AB) that would be material to the securityholders.

(g)           The Company shall provide to the Owner, any Master Servicer and any Depositor, upon written request, evidence of the authorization of the person signing any certification or statement, copies of Fidelity Bond Insurance and Errors and Omissions Insurance policy evidence, publicly available financial information and reports, and, to the extent material to securityholders, such other information related to the Company or any Subservicer of the Company’s or such Subservicer’s performance hereunder.

Subsection 2.04  Servicer Compliance Statement.

On or before March 5th of each calendar year when the Depositor is required to file reports under the Exchange Act with respect to the related Securitization Transaction, commencing in 2012, the Company shall deliver to the Owner and any Master Servicer, or any Depositor if a Master Servicer has not been identified for the related Securitization Transaction, a statement of compliance addressed to such parties and signed by an authorized officer of the Company, to the effect that (i) a review of the Company’s activities during the immediately preceding calendar year (or applicable portion thereof) and of its performance under the Agreement and any applicable Reconstitution Agreement during such period has been made under such officer’s supervision, and (ii) to the best of such officers’ knowledge, based on such review, the Company has fulfilled all of its obligations under the Agreement and any applicable Reconstitution Agreement in all material respects throughout such calendar year (or applicable portion thereof) or, if there has been a failure to fulfill any such obligation in any material respect, specifically identifying each such failure known to such officer and the nature and the status thereof.

Subsection 2.05  Report on Assessment of Compliance and Attestation.

(a)           On or before March 5thof each calendar year when the Depositor is required to file reports under the Exchange Act with respect to the related Securitization Transaction, commencing in 2012, the Company shall:

(i)           deliver to the Owner and any Master Servicer, or any Depositor if a Master Servicer has not been identified for the related Securitization Transaction, a report (in form and substance reasonably satisfactory to such parties) regarding the Company’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB.  Such report shall be addressed to such parties and signed by an authorized officer of the Company, and shall address each of the “Applicable Servicing Criteria” specified on Exhibit B hereto;

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(ii)           deliver to the Owner and any Master Servicer, or any Depositor if a Master Servicer has not been identified for the related Securitization Transaction, a report of a registered public accounting firm reasonably acceptable to such parties that attests to, and reports on, the assessment of compliance made by the Company and delivered pursuant to the preceding paragraph.  Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act;

(iii)           cause each Subservicer, and each Subcontractor determined by the Company pursuant to Section 2.06(b) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, to deliver to the Owner and any Master Servicer, or any Depositor if a Master Servicer has not been identified for the related Securitization Transaction, an assessment of compliance and accountants’ attestation as and when provided in paragraphs (a) and (b) of this Section; and

(iv)           deliver, and cause each Subservicer, and each Subcontractor determined by the Company pursuant to Section 2.06(b) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, to deliver, to the Owner and any Master Servicer, or any Depositor if a Master Servicer has not been identified for the related Securitization Transaction, and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the Sarbanes-Oxley Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification, signed by the appropriate officer of the Company, in the form attached hereto as Exhibit A.

The Company acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Company pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission.  Neither the Owner nor any Depositor will request delivery of a certification under clause (a)(iv) above unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans.

(b)           Each assessment of compliance provided by a Subservicer pursuant to Section 2.05(a)(iii) shall address each of the Servicing Criteria specified on substantially Exhibit B hereto or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment.  An assessment of compliance provided by a Subcontractor pursuant to Section 2.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Company pursuant to Section 2.06.

Subsecton 2.06  Use of Subservicers and Subcontractors.

The Company shall not hire or otherwise utilize the services of any Subservicer to fulfill any of the obligations of the Company as servicer under the Agreement or any Reconstitution Agreement unless the Company complies with the provisions of paragraph (a) of this Section.  The Company shall not hire or otherwise utilize the services of any Subcontractor, and shall not authorize any Subservicer to hire or otherwise utilize the services of any Subcontractor, to fulfill

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any of the obligations of the Company as servicer under the Agreement or any Reconstitution Agreement unless the Company complies with the provisions of paragraph (b) of this Section.

(a)           It shall not be necessary for the Company to seek the consent of the Owner, any Master Servicer or any Depositor to the utilization of any Subservicer.  The Company shall cause any Subservicer used by the Company (or by any Subservicer) for the benefit of the Owner and any Depositor to comply with the provisions of this Section and with Sections 2.02, 2.03(c), (e), (f) and (g), 2.04, 2.05 and 2.07 of this Regulation AB Addendum to the same extent as if such Subservicer were the Company, and to provide the information required with respect to such Subservicer under Section 2.03(d) of this Regulation AB Addendum.  The Company shall be responsible for obtaining from each Subservicer and delivering to the Owner and any Depositor any servicer compliance statement required to be delivered by such Subservicer under Section 2.04, any assessment of compliance and attestation required to be delivered by such Subservicer under Section 2.05 and any certification required to be delivered to the Person that will be responsible for signing the Sarbanes Certification under Section 2.05 as and when required to be delivered.

(b)           It shall not be necessary for the Company to seek the consent of the Owner, any Master Servicer or any Depositor to the utilization of any Subcontractor.  The Company shall promptly upon written request provide to the Owner and any Master Servicer, or any Depositor (or any designee of the Depositor, such as an administrator) if a Master Servicer has not been identified for the related Securitization Transaction, a written description (in form and substance reasonably satisfactory to such parties) of the role and function of each Subcontractor utilized by the Company or any Subservicer, specifying (i) the identity of each such Subcontractor, (ii) which (if any) of such Subcontractors are “participating in the servicing function” within the meaning of Item 1122 of Regulation AB and (iii) which elements of the Servicing Criteria will be addressed in assessments of compliance provided by each Subcontractor identified pursuant to clause (ii) of this paragraph.

(c)           As a condition to the utilization of any Subcontractor determined to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, the Company shall cause any such Subcontractor used by the Company (or by any Subservicer) for the benefit of the Owner and any Depositor to comply with the provisions of Sections 2.05 and 2.07 of this Regulation AB Addendum to the same extent as if such Subcontractor were the Company.  The Company shall be responsible for obtaining from each Subcontractor and delivering to the Owner and any Depositor any assessment of compliance and attestation required to be delivered by such Subcontractor under Section 2.05, in each case as and when required to be delivered.

Subsection 2.07  Indemnification; Remedies.

The Company shall indemnify the Owner, each Affiliate of the Owner, and each of the following parties participating in a Securitization Transaction: each Sponsor; each issuing entity; each Person (including, but not limited to, any Master Servicer if applicable) responsible for the preparation, execution or filing of any report required to be filed with the Commission with respect to such Securitization Transaction, or for execution of a certification pursuant to Rule 13a-14(d) or Rule 15d-14(d) under the Exchange Act with respect to such Securitization

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Transaction; each broker dealer acting as underwriter, placement agent or initial purchaser, each Person who controls any of such parties or the Depositor (within the meaning of Section 15 of the Securities Act and Section 20 of the Exchange Act); and the respective present and former directors, officers, employees, agents and Affiliates of each of the foregoing and of the Depositor (each, an “Indemnified Party”), and shall hold each of them harmless from and against any claims, losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments, and any other costs, fees and expenses that any of them may sustain arising out of or based upon:

(a)           (A) any untrue statement of a material fact contained or alleged to be contained in any information, report, certification, accountants’ letter or other material provided in written or electronic format under this Regulation AB Addendum by or on behalf of the Company, or provided under this Regulation AB Addendum by or on behalf of any Subservicer or Subcontractor (collectively, the “Company Information”), or (B) the omission or alleged omission to state in the Company Information a material fact required to be stated in the Company Information or necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, by way of clarification, that clause (B) of this paragraph shall be construed solely by reference to the Company Information and not to any other information communicated in connection with a sale or purchase of securities, without regard to whether the Company Information or any portion thereof is presented together with or separately from such other information;

(b)           any breach by the Company of its obligations under this Regulation AB Addendum, including particularly any failure by the Company, any Subservicer or any Subcontractor to deliver any information, report, certification, accountants’ letter or other material when and as required under this Regulation AB Addendum, including any failure by the Company to identify pursuant to Section 2.06(b) any Subcontractor “participating in the servicing function” within the meaning of Item 1122 of Regulation AB;

(c)           any breach by the Company of a representation or warranty set forth in Section 2.02(a) or in a writing furnished pursuant to Section 2.02(b) and made as of a date prior to the closing date of the related Securitization Transaction, to the extent that such breach is not cured by such closing date, or any breach by the Company of a representation or warranty in a writing furnished pursuant to Section 2.02(b) to the extent made as of a date subsequent to such closing date, or

(d)           the negligence, bad faith or willful misconduct of the Company in connection with its performance under this Regulation AB Addendum.

If the indemnification provided for herein is unavailable or insufficient to hold harmless an Indemnified Party, then the Company agrees that it shall contribute to the amount paid or payable by such Indemnified Party as a result of any claims, losses, damages or liabilities incurred by such Indemnified Party in such proportion as is appropriate to reflect the relative fault of such Indemnified Party on the one hand and the Company on the other.

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In the case of any failure of performance described in clause (a)(ii) of this Section, the Company shall promptly reimburse the Owner, any Depositor, as applicable, and each Person responsible for the preparation, execution or filing of any report required to be filed with the Commission with respect to such Securitization Transaction, or for execution of a certification pursuant to Rule 13a-14(d) or Rule 15d-14(d) under the Exchange Act with respect to such Securitization Transaction, for all costs reasonably incurred by each such party in order to obtain the information, report, certification, accountants’ letter or other material not delivered as required by the Company, any Subservicer or any Subcontractor.

(e)           This indemnification shall survive the termination of the Agreement or the termination of any party to the Agreement.

(i)           Any failure by the Company, any Subservicer or any Subcontractor to deliver any information, report, certification, accountants’ letter or other material when and as required under this Regulation AB Addendum, or any breach by the Company of a representation or warranty set forth in Section 2.02(a) or in a writing furnished pursuant to Section 2.02(b) and made as of a date prior to the closing date of the related Securitization Transaction, to the extent that such breach is not cured by such closing date, or any breach by the Company of a representation or warranty in a writing furnished pursuant to Section 2.02(b) to the extent made as of a date subsequent to such closing date, shall, except as provided in clause (ii) of this paragraph, immediately and automatically, without notice or grace period, constitute an Event of Default with respect to the Company under the Agreement and any applicable Reconstitution Agreement, and shall entitle the Owner or Depositor, as applicable, in its sole discretion to terminate the rights and obligations of the Company as servicer under the Agreement and/or any applicable Reconstitution Agreement without payment (notwithstanding anything in the Agreement or any applicable Reconstitution Agreement to the contrary) of any compensation to the Company (and, if the Company is servicing any of the Mortgage Loans in a Securitization Transaction, appoint a successor servicer reasonably acceptable to any Master Servicer for such Securitization Transaction); provided that to the extent that any provision of the Agreement and/or any applicable Reconstitution Agreement expressly provides for the survival of certain rights or obligations following termination of the Company as servicer, such provision shall be given effect.

(ii)           Any failure by the Company, any Subservicer or any Subcontractor to deliver any information, report, certification or accountants’ letter when and as required under Section 2.04 or 2.05, including (except as provided below) any failure by the Company to identify pursuant to Section 2.06(b) any Subcontractor “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, which continues unremedied for ten (10) calendar days after the date on which such information, report, certification or accountants’ letter was required to be delivered shall constitute an Event of Default with respect to the Company under the Agreement and any applicable Reconstitution Agreement, and shall entitle the Owner, any Master Servicer or any Depositor, as applicable, in its sole discretion to terminate the rights and obligations of the Company as servicer under the Agreement and/or any applicable Reconstitution Agreement without payment (notwithstanding anything in this Agreement to the

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contrary) of any compensation to the Company; provided that to the extent that any provision of the Agreement and/or any applicable Reconstitution Agreement expressly provides for the survival of certain rights or obligations following termination of the Company as servicer, such provision shall be given effect.

Neither the Owner nor any Depositor shall be entitled to terminate the rights and obligations of the Company pursuant to this subparagraph (b)(ii) if a failure of the Company to identify a Subcontractor “participating in the servicing function” within the meaning of Items 1122 of Regulation AB was attributable solely to the role or functions of such Subcontractor with respect to mortgage loans other than the Mortgage Loans.

(f)           The Company shall promptly reimburse the Owner (or any designee of the Owner), any Master Servicer and any Depositor, as applicable, for all reasonable expenses incurred by the Owner (or such designee) or such Depositor, as such are incurred, in connection with the termination of the Company as servicer and the transfer of servicing of the Mortgage Loans to a successor servicer.  The provisions of this paragraph shall not limit whatever rights the Owner or any Depositor may have under other provisions of the Agreement and/or any applicable Reconstitution Agreement or otherwise, whether in equity or at law, such as an action for damages, specific performance or injunctive relief.

Subsection 2.08  Third-party Beneficiary.

For purposes of this Regulation AB Addendum and any related provisions thereto, each Master Servicer shall be considered a third-party beneficiary of the Agreement, entitled to all the rights and benefits hereof as if it were a direct party to the Agreement.

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EXHIBIT A

FORM OF ANNUAL CERTIFICATION

Re:         The [     ] agreement dated as of [              ], 20[  ] (the “Agreement”), among

[IDENTIFY PARTIES]

I, ________________________________, the _____________________ of [ ] certify to [the Owner], [the Depositor], and the [Master Servicer] [Securities Administrator] [Trustee], and their officers, with the knowledge and intent that they will rely upon this certification, that:

(1)           I have reviewed the servicer compliance statement of the Company provided in accordance with Item 1123 of Regulation AB (the “Compliance Statement”), the report on assessment of the Company’s compliance with the servicing criteria set forth in Item 1122(d) of Regulation AB and identified as the responsibility of the Company on Exhibit B to the Regulation AB Compliance Addendum to the Agreement (the “Servicing Criteria”), provided in accordance with Rules 13a-18 and 15d-18 under Securities Exchange Act of 1934, as amended (the “Exchange Act”) and Item 1122 of Regulation AB (the “Servicing Assessment”), the registered public accounting firm’s attestation report provided in accordance with Rules 13a-18 and 15d-18 under the Exchange Act and Section 1122(b) of Regulation AB (the “Attestation Report”), and all servicing reports, officer’s certificates and other information relating to the servicing of the Mortgage Loans by the Company during 20[ ] that were delivered by the Company to the [Depositor] [Master Servicer] [Securities Administrator] [Trustee] pursuant to the Agreement (collectively, the “Company Servicing Information”);

(2)           Based on my knowledge, the Company Servicing Information, taken as a whole, does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in the light of the circumstances under which such statements were made, not misleading with respect to the period of time covered by the Company Servicing Information;

(3)           Based on my knowledge, all of the Company Servicing Information required to be provided by the Company under the Agreement has been provided to the [Depositor] [Master Servicer] [Securities Administrator] [Trustee];

(4)           I am responsible for reviewing the activities performed by the Company as servicer under the Agreement, and based on my knowledge and the compliance review conducted in preparing the Compliance Statement and except as disclosed in the Compliance Statement, the Servicing Assessment or the Attestation Report, the Company has fulfilled its obligations under the Agreement in all material respects; and

(5)           The Compliance Statement required to be delivered by the Company pursuant to the Agreement, and the Servicing Assessment and Attestation Report required to be provided by the Company and by any Subservicer or Subcontractor pursuant to the Agreement, have been provided to the [Depositor] [Master Servicer].  Any material instances of noncompliance described in such reports have been disclosed to the [Depositor] [Master Servicer].  Any material instance of noncompliance with the Servicing Criteria has been disclosed in such reports.

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Date:

By:
	Name:
	Title:

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EXHIBIT B

SERVICING CRITERIA TO BE ADDRESSED IN ASSESSMENT OF COMPLIANCE

The assessment of compliance to be delivered by [the Company] [Name of Subservicer] shall address, at a minimum, the criteria identified as below as “Applicable Servicing Criteria”;

Servicing Criteria		Applicable Servicing Criteria
Reference	Criteria
	General Servicing Considerations
	Policies and procedures are instituted to monitor any performance or other triggers and events of default in accordance with the transaction agreements.	x
1122(d)(1)(i)
1122(d)(1)(ii)	If any material servicing activities are outsourced to third parties, policies and procedures are instituted to monitor the third party’s performance and compliance with such servicing activities.	x
1122(d)(1)(iii)	Any requirements in the transaction agreements to maintain a back-up servicer for the mortgage loans are maintained.
1122(d)(1)(iv)	A fidelity bond and errors and omissions policy is in effect on the party participating in the servicing function throughout the reporting period in the amount of coverage required by and otherwise in accordance with the terms of the transaction agreements.	x
	Cash Collection and Administration
1122(d)(2)(i)	Payments on mortgage loans are deposited into the appropriate custodial bank accounts and related bank clearing accounts no more than two business days following receipt, or such other number of days specified in the transaction agreements.	x
1122(d)(2)(ii)	Disbursements made via wire transfer on behalf of an obligor or to an investor are made only by authorized personnel.	x
1122(d)(2)(iii)	Advances of funds or guarantees regarding collections, cash flows or distributions, and any interest or other fees charged for such advances, are made, reviewed and approved as specified in the transaction agreements.	x
1122(d)(2)(iv)	The related accounts for the transaction, such as cash reserve accounts or accounts established as a form of overcollateralization, are separately maintained (e.g., with respect to commingling of cash) as set forth in the transaction agreements.	x

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Servicing Criteria		Applicable Servicing Criteria
Reference	Criteria
1122(d)(2)(v)	Each custodial account is maintained at a federally insured depository institution as set forth in the transaction agreements.  For purposes of this criterion, “federally insured depository institution” with respect to a foreign financial institution means a foreign financial institution that meets the requirements of Rule 13k-1(b)(1) of the Securities Exchange Act.	x
1122(d)(2)(vi)	Unissued checks are safeguarded so as to prevent unauthorized access.
1122(d)(2)(vii)	Reconciliations are prepared on a monthly basis for all asset-backed securities related bank accounts, including custodial accounts and related bank clearing accounts.  These reconciliations are (A) mathematically accurate; (B) prepared within 30 calendar days after the bank statement cutoff date, or such other number of days specified in the transaction agreements; (C) reviewed and approved by someone other than the person who prepared the reconciliation; and (D) contain explanations for reconciling items.  These reconciling items are resolved within 90 calendar days of their original identification, or such other number of days specified in the transaction agreements.	x
	Investor Remittances and Reporting
1122(d)(3)(i)	Reports to investors, including those to be filed with the Commission, are maintained in accordance with the transaction agreements and applicable Commission requirements.   Specifically, such reports (A) are prepared in accordance with timeframes and other terms  set forth in the transaction agreements; (B) provide information calculated in accordance with the terms specified in the transaction agreements; (C) are filed with the Commission as required by its rules and regulations; and (D) agree with investors’ or the trustee’s records as to the total unpaid principal balance and number of mortgage loans serviced by the Servicer.	x
1122(d)(3)(ii)	Amounts due to investors are allocated and remitted in accordance with timeframes, distribution priority and other terms set forth in the transaction agreements.	x
1122(d)(3)(iii)	Disbursements made to an investor are posted within two business days to the Servicer’s investor records, or such other number of days specified in the transaction agreements.	x
1122(d)(3)(iv)	Amounts remitted to investors per the investor reports agree with cancelled checks, or other form of payment, or custodial bank statements.	x

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Servicing Criteria		Applicable Servicing Criteria
Reference	Criteria
	Pool Asset Administration
1122(d)(4)(i)	Collateral or security on mortgage loans is maintained as required by the transaction agreements or related mortgage loan documents.	x
1122(d)(4)(ii)	Mortgage loan and related documents are safeguarded as required by the transaction agreements	x
1122(d)(4)(iii)	Any additions, removals or substitutions to the asset pool are made, reviewed and approved in accordance with any conditions or requirements in the transaction agreements.	x
1122(d)(4)(iv)	Payments on mortgage loans, including any payoffs, made in accordance with the related mortgage loan documents are posted to the Servicer’s obligor records maintained no more than two business days after receipt, or such other number of days specified in the transaction agreements, and allocated to principal, interest or other items (e.g., escrow) in accordance with the related mortgage loan documents.	x
1122(d)(4)(v)	The Servicer’s records regarding the mortgage loans agree with the Servicer’s records with respect to an obligor’s unpaid principal balance.	x
1122(d)(4)(vi)	Changes with respect to the terms or status of an obligor’s mortgage loans (e.g., loan modifications or re-agings) are made, reviewed and approved by authorized personnel in accordance with the transaction agreements and related pool asset documents.	x
1122(d)(4)(vii)	Loss mitigation or recovery actions (e.g., forbearance plans, modifications and deeds in lieu of foreclosure, foreclosures and repossessions, as applicable) are initiated, conducted and concluded in accordance with the timeframes or other requirements established by the transaction agreements.	x
1122(d)(4)(viii)	Records documenting collection efforts are maintained during the period a mortgage loan is delinquent in accordance with the transaction agreements.  Such records are maintained on at least a monthly basis, or such other period specified in the transaction agreements, and describe the entity’s activities in monitoring delinquent mortgage loans including, for example, phone calls, letters and payment rescheduling plans in cases where delinquency is deemed temporary (e.g., illness or unemployment).	x

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Servicing Criteria		Applicable Servicing Criteria
Reference	Criteria
1122(d)(4)(ix)	Adjustments to interest rates or rates of return for mortgage loans with variable rates are computed based on the related mortgage loan documents.	x
1122(d)(4)(x)	Regarding any funds held in trust for an obligor (such as escrow accounts):  (A) such funds are analyzed, in accordance with the obligor’s mortgage loan documents, on at least an annual basis, or such other period specified in the transaction agreements; (B) interest on such funds is paid, or credited, to obligors in accordance with applicable mortgage loan documents and state laws; and (C) such funds are returned to the obligor within 30 calendar days of full repayment of the Mortgage Loans, or such other number of days specified in the transaction agreements.	x
1122(d)(4)(xi)	Payments made on behalf of an obligor (such as tax or insurance payments) are made on or before the related penalty or expiration dates, as indicated on the appropriate bills or notices for such payments, provided that such support has been received by the servicer at least 30 calendar days prior to these dates, or such other number of days specified in the transaction agreements.	x
1122(d)(4)(xii)	Any late payment penalties in connection with any payment to be made on behalf of an obligor are paid from the servicer’s funds and not charged to the obligor, unless the late payment was due to the obligor’s error or omission.	x
1122(d)(4)(xiii)	Disbursements made on behalf of an obligor are posted within two business days to the obligor’s records maintained by the servicer, or such other number of days specified in the transaction agreements.	x
1122(d)(4)(xiv)	Delinquencies, charge-offs and uncollectible accounts are recognized and recorded in accordance with the transaction agreements.	x
1122(d)(4)(xv)	Any external enhancement or other support, identified in Item 1114(a)(1) through (3) or Item 1115 of Regulation AB, is maintained as set forth in the transaction agreements.

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[NAME OF SUBSERVICER] 

Date:

By:
	Name:
	Title:

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[__] – RRAC TO TRUSTEE

ADDENDUM II

ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENT

For

Flow Mortgage Loan Servicing Agreement

THIS ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENT, dated as of [ ] (the “Assignment”), is entered into among Redwood Residential Acquisition Corporation (the “Assignor”), Sequoia Residential Funding, Inc. (the “Depositor”), [SERVICER NAME], as the servicer (the “Servicer”), and [ ] as trustee (in such capacity, the “Trustee” and as referred to herein, the “Assignee”) under a Pooling and Servicing Agreement dated as of [ ] (the “Pooling and Servicing Agreement”), among the Assignor, the Depositor and the Assignee.

RECITALS

WHEREAS, the Assignor and the Servicer have entered into a certain Flow Mortgage Loan Servicing Agreement, dated as of [ ] (the “Flow Servicing Agreement”), and the Servicer is currently servicing certain mortgage loans (the “Mortgage Loans”) under the Flow Servicing Agreement; and

WHEREAS, the Assignor will sell the Mortgage Loans (the “Specified Mortgage Loans”) that are listed on the mortgage loan schedule attached as Exhibit I hereto (the “Specified Mortgage Loan Schedule”) and its rights under the Flow Servicing Agreement with respect to the Specified Mortgage Loans to the Depositor; and

WHEREAS, the Depositor will sell to the Assignee all of its right, title and interest in the Specified Mortgage Loans and its rights under the Flow Servicing Agreement with respect to the Specified Mortgage Loans; and

WHEREAS, the parties hereto have agreed that the Specified Mortgage Loans shall be subject to the terms of this Assignment.

NOW, THEREFORE, in consideration of the mutual promises contained herein and other good and valuable consideration (the receipt and sufficiency of which are hereby acknowledged), the parties agree as follows:

1.           Assignment and Assumption.

(a)           Effective on and as of the date hereof, the Assignor hereby sells, assigns, conveys and transfers to the Depositor all of its right, title and interest in, to and under the Flow Sale and Servicing Agreement to the extent relating to the Specified Mortgage Loans, together with its obligations as “Owner” (as such term is defined in the Flow Servicing Agreement) to the extent relating to the Specified Mortgage Loans, and the Depositor hereby accepts such assignment from the Assignor and assumes such obligations.

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(b)           Effective on and as of the date hereof, the Depositor hereby sells, assigns, conveys and transfers to the Assignee all of its right, title and interest in, to and under the Flow Servicing Agreement to the extent relating to the Specified Mortgage Loans, together with its obligations as “Owner” (as such term is defined in the Flow Servicing Agreement) to the extent relating to the Specified Mortgage Loans, and the Assignee hereby accepts such assignment from the Depositor.

(c)           Assignee agrees to be bound, as “Owner” (as such term is defined in the Flow Servicing Agreement), by all of the terms, covenants and conditions of the Flow Servicing Agreement relating to the Specified Mortgage Loans, and from and after the date hereof, Assignee assumes for the benefit of each of Assignor, Depositor and Servicer all of Assignor’s obligations as Owner thereunder in respect of the Specified Mortgage Loans.

2. Recognition of the Assignee.

From and after the date hereof, subject to Section 3 below, the Servicer shall recognize the Assignee as the holder of the rights and benefits of the Owner with respect to the Specified Mortgage Loans and the Servicer will service the Specified Mortgage Loans for the Assignee as if the Assignee and the Servicer had entered into a separate servicing agreement for the servicing of the Specified Mortgage Loans in the form of the Flow Servicing Agreement (as amended hereby) with the Assignee as the Owner thereunder, the terms of which Flow Servicing Agreement are incorporated herein by reference and amended hereby.  It is the intention of the parties hereto that this Assignment will be a separate and distinct agreement, and the entire agreement, between the parties hereto to the extent of the Specified Mortgage Loans and shall be binding upon and for the benefit of the respective successors and assigns of the parties hereto.

3. Continuing Rights and Responsibilities.

(a)  The parties hereto agree and acknowledge that [                 ], an Affiliate of the Depositor, in its capacity as the initial Controlling Holder pursuant to the Pooling and Servicing Agreement, and for so long as it is the Controlling Holder, will assume all of Assignee’s rights and all related responsibilities as Owner under the sections of the  Flow Servicing Agreement listed below:

Flow Servicing Agreement:

Section	Matter
11.01, 5th, 7th and 8th ¶’s	Servicer to Act as Servicer; Subservicing.

11.13, 4th and 5th ¶’s	Title, Management and Disposition of REO Property.
11.20	Servicer Shall Provide Access and Information as Reasonably Required.

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(b)           Notwithstanding Sections 1 and 2 above, Assignor reserves its rights under, and does not assign to Assignee or Depositor, the ongoing rights to take action and the responsibilities of the Owner under the Sections of the Flow Sale and Servicing Agreement listed below:

Flow Sale and Servicing Agreement:

Section	Matter
Addendum I	Regulation AB Compliance Addendum

(c)           In addition, the Servicer agrees to furnish to the Assignor as well the Master Servicer copies of reports, notices, statements and other communications required to be delivered by the Servicer pursuant to any of the sections of the Flow Servicing Agreement referred to above and under the following sections, at the times therein specified:

Flow Servicing Agreement:

Section
11.09	Transfer of Accounts.
11.16	Statements to the Owner.
Subsection 2.04 of Addendum I	Servicer Compliance Statement.
Subsection 2.05 of Addendum I	Report on Assessment of Compliance and Attestation.

(d)           If any Affiliate of the Depositor is no longer the Controlling Holder under the Pooling and Servicing Agreement, then all rights and responsibilities assumed by the Controlling Holder pursuant to Section 3(a) shall terminate and revert to Assignee; provided, however, that the rights and responsibilities assumed by the Controlling Holder under the 5th paragraph of Section 11.01 of the Flow Sale and Servicing Agreement shall terminate in their entirety as to the Specified Mortgage Loans.  Assignor will provide thirty (30) days notice to the Servicer of any such termination.

4. Amendment to the Flow Servicing Agreement.

The Flow Servicing Agreement are hereby amended as set forth in Appendix A hereto with respect to the Specified Mortgage Loans.

5. Representations and Warranties.

(a) Each of the parties hereto represents and warrants that it is duly and legally authorized to enter into this Assignment.

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(b) Each of the parties hereto represents and warrants that this Assignment has been duly authorized, executed and delivered by it and (assuming due authorization, execution and delivery thereof by each of the other parties hereto) constitutes its legal, valid and binding obligation, enforceable against it in accordance with its terms, except as such enforcement may be limited by bankruptcy, insolvency, reorganization or other similar laws affecting the enforcement of creditors’ rights generally and by general equitable principles (regardless of whether such enforcement is considered in a proceeding in equity or at law).

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6. Continuing Effect.

Except as contemplated hereby, the Flow Servicing Agreement shall remain in full force and effect in accordance with their terms.  This Assignment constitutes a Reconstitution Agreement as contemplated in Section 32 of the Flow Servicing Agreement and the Reconstitution Date shall be the date hereof with respect to the Specified Mortgage Loans listed on Exhibit I on the date hereof.

7. Governing Law.

This Assignment and the rights and obligations hereunder shall be governed by and construed in accordance with the internal laws of the State of New York.

8. Notices.

Any notices or other communications permitted or required under the Flow Servicing Agreement to be made to the Assignor and Assignee shall be made in accordance with the terms of the Flow Servicing Agreement and shall be sent to the Assignor and Assignee as follows:

Assignor:  Redwood Residential Acquisition Corporation

One Belvedere Place, Suite 360

Mill Valley, CA  94941

Assignee:  [ ]

or to such other address as may hereafter be furnished by the Assignor or Assignee to the other parties in accordance with the provisions of the Flow Servicing Agreement.

9. Counterparts.

This Assignment may be executed in counterparts, each of which when so executed shall be deemed to be an original and all of which when taken together shall constitute one and the same instrument.

10. Definitions.

Any capitalized term used but not defined in this Assignment has the same meaning as in the Flow Servicing Agreement.

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11. [Master Servicer.

The Servicer hereby acknowledges that the Assignee has appointed Wells Fargo Bank, N. A. (the “Master Servicer”) to act as master servicer and securities administrator under the Pooling and Servicing Agreement and hereby agrees to treat all inquiries, instructions, authorizations and other communications from the Master Servicer as if the same had been received from the Assignee.  The Master Servicer, acting on behalf of the Assignee, shall have the rights of the Assignee as the Owner under the Flow Servicing Agreement to enforce the obligations of the Servicer thereunder.  Any notices or other communications permitted or required under the Flow Servicing Agreement to be made to the Assignee shall be made in accordance with the terms of the Flow Servicing Agreement and shall be sent to the Master Servicer at the following address:

Wells Fargo Bank, N. A.

P.O. Box 98

Columbia, Maryland 21046

(or, for overnight deliveries, 9062 Old Annapolis Road, Columbia, Maryland  21045)

Attention: Sequoia Mortgage Trust [ ]

or to such other address as may hereafter be furnished by the Master Servicer to Servicer.  Any such notices or other communications permitted or required under the Flow Servicing Agreement may be delivered in electronic format unless manual signature is required in which case a hard copy of such report or communication shall be required.

The Servicer further acknowledges that the Assignor has engaged the Master Servicer to provide certain default administration and that the Master Servicer, acting as agent of the Assignor, may exercise any of the rights of the Owner retained by the Assignor in Section 3 above.

The Servicer shall make all distributions under the Flow Servicing Agreement, as they relate to the Specified Mortgage Loans, to the Master Servicer by wire transfer of immediately funds to:

[__]

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12.           Successors and Assigns.

Upon a transfer of the Specified Mortgage Loans by the Assignee (other than in respect of repurchases by a seller pursuant to the related purchase agreement) to a buyer (“buyer”), such transfer shall constitute a Reconstitution subject to the terms of Section 32 of the Flow Servicing Agreement.  Upon the closing of such transfer, the rights and obligations of Owner held by the Assignor pursuant to this Assignment shall automatically terminate and the buyer shall be deemed to possess all of the rights and obligations of Owner under the Flow Servicing Agreement, provided, however, that the Assignor shall remain liable for any obligations as Owner arising from or attributable to the period from the date hereof to the closing date of such transfer.

[remainder of page intentionally left blank]

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IN WITNESS WHEREOF, the parties hereto have executed this Assignment the day and year first above written.

ASSIGNOR:

REDWOOD RESIDENTIAL ACQUISITION CORPORATION

By:

Name:

Title:

DEPOSITOR:

SEQUOIA RESIDENTIAL FUNDING, INC.

By:

Name:

Title:

ASSIGNEE:

[ ]

By:

Name:

Title:

SERVICER:

[ ]

By:

Name:

Title:

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Accepted and agreed to by:

MASTER SERVICER:

WELLS FARGO BANK, N.A.

By:

Name:

Title:

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EXHIBIT I

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APPENDIX A

MODIFICATIONS TO THE FLOW SALE AND SERVICING AGREEMENT

1.           The definition of “Business Day” in Section 1 of the Agreement is hereby deleted in its entirety and replaced with the following:

“Business Day:  Any day other than (i) a Saturday or a Sunday, or (ii) a legal holiday in the State of New York, the State of California, or the State of Maryland or the State of Minnesota, or (iii) a day on which banks in the State of New York, the State of California, or the State of Maryland or the State of Minnesota are authorized or obligated by law or executive order to be closed.”

2. The definition of “Closing Date” is hereby revised to read as follows:

“Closing Date:  [__], except with respect to the first paragraph of Section 3 and the Servicer Acknowledgement(s).”

3.           The definition of “Cut-off Date” is hereby revised to read as follows:

“Cut-off Date:  [__], except with respect to the first paragraph of Section 3 and the Servicer Acknowledgement(s).”

4. The definition of “First Remittance Date” is hereby revised to read as follows:

“First Remittance Date:  [__].”

5. Subsection 11.04, first sentence of the first paragraph is revised to read as follows:

“The Servicer shall segregate and hold all funds collected and received pursuant to each Mortgage Loan separate and apart from any of its own funds and general assets and shall establish and maintain one or more Collection Accounts (collectively, the “Collection Account”), titled “[ ], in trust for the holders of [ ] Mortgage Pass-Through Certificates.”

6.           Notwithstanding anything to the contrary in the Flow Servicing Agreement, any Custodial Accounts established by the Servicer pursuant to Subsection 11.04 of the Flow Servicing Agreement shall qualify as Eligible Accounts as defined in the Pooling and Servicing Agreement.

7.           Subsection 11.13 is revised to add the following paragraphs at the end of the section:

“The REO Property must be sold within three years following the end of the calendar year of the date of acquisition if a REMIC election has been made with respect to the arrangement under which the Mortgage Loans and REO Property are held, unless (i) the Owner shall have been supplied with an Opinion of Counsel (at the Servicer’s expense) to the effect that the holding by the related trust of such Mortgaged Property subsequent to such three-year period (and specifying the period beyond such three-year period for which the Mortgaged Property may be held) will not result in the imposition of taxes on “prohibited transactions” of the related trust as defined in Section 860F of the Code, or cause the related REMIC to fail to qualify as a

REMIC, in which case the related trust may continue to hold such Mortgaged Property (subject to any conditions contained in such Opinion of Counsel), or (ii) the Owner (at the Servicer’s expense) or the Servicer shall have applied for, prior to the expiration of such three-year period, an extension of such three-year period in the manner contemplated by Section 856(e)(3) of the Code, in which case the three-year period shall be extended by the applicable period.  If a period longer than three years is permitted under the foregoing sentence and is necessary to sell any REO Property, the Servicer shall report monthly to the Owner as to progress being made in selling such REO Property.

Notwithstanding any other provision of this Agreement, if a REMIC election has been made, no Mortgaged Property held by a REMIC shall be rented (or allowed to continue to be rented) or otherwise used for the production of income by or on behalf of the related trust or sold in such a manner or pursuant to any terms that would (i) cause such Mortgaged Property to fail to qualify at any time as “foreclosure property” within a meaning of Section 860G(a)(8) of the Code, (ii) subject to the related trust to the imposition of any federal or state income taxes on “net income from foreclosure property” with respect to such Mortgaged Property within the meaning of Section 860G(c) of the Code, or (iii) cause the sale of such Mortgaged Property to result in the receipt by the related trust or any income from non-permitted assets as described in Section 860F(a) (2)(B) of the Code, unless the Servicer has agreed to indemnify and hold harmless the related trust with respect to the imposition of any such taxes.”

8.           Subsection 11.16, first sentence of the first paragraph is revised to read as follows:

“Not later than the tenth (10th) day of each month, the Servicer shall forward to the Owner in an electronic format statements, in substantially the same forms as, and providing the information described in, Exhibit 3 hereto; or as otherwise mutually agreed to by Servicer and the Master Servicer.”

9.           The Flow Servicing Agreement is modified by adding a new Subsection 11.[26] which reads as follows:

“Subsection 11.26 Compliance with REMIC Provisions.

If a REMIC election has been made with respect to the arrangement under which the Mortgage Loans and REO Property are held, the Servicer shall not take any action, cause the REMIC to take any action or fail to take (or fail to cause to be taken) any action that, under the REMIC Provisions, if taken or not taken, as the case may be could (i) endanger the status of the REMIC 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 “contribution” to a REMIC set forth in Section 860G(d) of the Code unless the Servicer has received an Opinion of Counsel (at the expense of the party seeking to take such actions) to the effect that the contemplated action will not endanger such REMIC status or result in the imposition of any such tax.”

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EX-10.4

EXHIBIT 10.4

EXECUTION COPY

ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENT

THIS ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENT, dated as of January 30, 2013 (the “Assignment”), is entered into by and among Redwood Residential Acquisition Corporation (the “Assignor” and, solely in its capacity as servicing administrator described herein, the “Servicing Administrator”), Sequoia Residential Funding, Inc. (the “Depositor”), Cenlar FSB, as the servicer (the “Servicer”), and Christiana Trust, a division of Wilmington Savings Fund Society, FSB, a federal savings bank, 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 January 1, 2013 (the “Pooling and Servicing Agreement”) among the Depositor, the Assignee and Wells Fargo Bank, N.A., as master servicer and securities administrator.

RECITALS

WHEREAS, the Assignor and the Servicer have entered into a certain Flow Mortgage Loan Servicing Agreement, dated as of August 1, 2011, as amended by the Amendment No. 1 to Flow Mortgage Loan Servicing Agreement dated November 3, 2011, and hereby (the “Flow Servicing Agreement”), and the Servicer is currently servicing certain mortgage loans (the “Mortgage Loans”) under the Flow Servicing Agreement; and

WHEREAS, the Assignor will sell the Mortgage Loans (the “Specified Mortgage Loans”) that are listed on the mortgage loan schedule attached as Exhibit I hereto (the “Specified Mortgage Loan Schedule”) and its rights under the Flow Servicing Agreement with respect to the Specified Mortgage Loans to the Depositor; and

WHEREAS, the Depositor will sell to the Assignee all of its right, title and interest in the Specified Mortgage Loans and its rights under the Flow Servicing Agreement with respect to the Specified Mortgage Loans; and

WHEREAS, the parties hereto have agreed that the Specified Mortgage Loans shall be subject to the terms of this Assignment.

NOW, THEREFORE, in consideration of the mutual promises contained herein and other good and valuable consideration (the receipt and sufficiency of which are hereby acknowledged), the parties agree as follows:

1. Assignment and Assumption.

(a) Effective on and as of the date hereof, the Assignor hereby sells, assigns, conveys and transfers to the Depositor all of its right, title and interest in, to and under the Flow Servicing Agreement to the extent relating to the Specified Mortgage Loans, together with its obligations as “Owner” (as such term is defined in the Flow Servicing Agreement) to the extent relating to the Specified Mortgage Loans, and the Depositor hereby accepts such assignment from the Assignor and assumes such obligations.

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(b) Effective on and as of the date hereof, the Depositor hereby sells, assigns, conveys and transfers to the Assignee all of its right, title and interest in, to and under the Flow Servicing Agreement to the extent relating to the Specified Mortgage Loans, together with its obligations as “Owner” (as such term is defined in the Flow Servicing Agreement) to the extent relating to the Specified Mortgage Loans, the Depositor is released from all obligations under the Flow Servicing Agreement, and the Assignee hereby accepts such assignment from the Depositor.

(c) Assignee agrees to be bound, as “Owner” (as such term is defined in the Flow Servicing Agreement), by all of the terms, covenants and conditions of the Flow Servicing Agreement relating to the Specified Mortgage Loans, and from and after the date hereof, Assignee assumes for the benefit of each of Assignor, Depositor and Servicer all of Assignor’s obligations as Owner thereunder in respect of the Specified Mortgage Loans, and Assignor is released from such obligations.

2. Recognition of the Assignee.

From and after the date hereof, subject to Section 3 below, the Servicer shall recognize the Assignee as the holder of the rights and benefits of the Owner with respect to the Specified Mortgage Loans and the Servicer will service the Specified Mortgage Loans for the Assignee as if the Assignee and the Servicer had entered into a separate servicing agreement for the servicing of the Specified Mortgage Loans in the form of the Flow Servicing Agreement with the Assignee as the Owner thereunder, the terms of which Flow Servicing Agreement are incorporated herein by reference and amended hereby. It is the intention of the parties hereto that this Assignment will be a separate and distinct agreement, and the entire agreement, between the parties hereto to the extent of the Specified Mortgage Loans and shall be binding upon and for the benefit of the respective successors and assigns of the parties hereto.

3. Continuing Rights and Responsibilities.

(a) Controlling Holder Rights. The parties hereto agree and acknowledge that Sequoia Mortgage Funding Corporation, an Affiliate of the Depositor, in its capacity as the initial Controlling Holder pursuant to the Pooling and Servicing Agreement, and for so long as it is the Controlling Holder, will assume all of Assignee’s rights and all related responsibilities as Owner under the section of the Flow Servicing Agreement listed below:

Flow Servicing Agreement:

Section Matter

11.20 Servicer Shall Provide Access and Information as Reasonably Required.

2

(b) Notwithstanding Sections 1 and 2 above, Assignor reserves its rights under, and does not assign to Assignee or Depositor, the ongoing rights to take action and the responsibilities of the Owner under the Sections of the Flow Servicing Agreement listed below:

Flow Servicing Agreement:

Section Matter

Addendum I Regulation AB Compliance Addendum

(c) In addition, the Servicer agrees to furnish to the Assignor as well as to the Master Servicer copies of reports, notices, statements and other communications required to be delivered by the Servicer pursuant to any of the sections of the Flow Servicing Agreement referred to above and under the following sections, at the times therein specified:

Flow Servicing Agreement:

Section

11.09 Transfer of Accounts.

11.16 Statements to the Owner.

Subsection 2.04 Servicer Compliance Statement.

of Addendum I

Subsection 2.05 Report on Assessment of Compliance and Attestation.

of Addendum I

(d) If there is no Controlling Holder under the Pooling and Servicing Agreement, then all rights and responsibilities assumed by the Controlling Holder pursuant to Section 3(a) shall terminate and revert to Assignee. Assignor will provide thirty (30) days notice to the Servicer of any such termination or a change in the identity of the Controlling Holder of which Assignor has knowledge.

(e) Redwood Residential Acquisition Corporation, in its capacity as Servicing Administrator under this Assignment, hereby assumes the obligations of the Owner, as assigned to the Assignee, and the obligations of the Servicing Administrator, under the Sections of the Flow Servicing Agreement, as amended by this Assignment, listed below:

Flow Servicing Agreement:

Section Matter

Clause (i) of the Payment by Servicing Administrator for Opinion of Counsel

last paragraph of

Section 11.13

Last sentence of 11.14, with respect to Servicing Advances only Payment of Servicing Advances to Servicer

11.17 P&I Advances

11.25(b) Funding of P& I Advances, including without limitation funding of Prepayment Interest Shortfalls pursuant to the second paragraph of Section 11.15

11.25(c) Funding of Servicing Advances

14.03 Payment of termination fees to Servicer

As compensation for such assumption of obligations, the Servicing Administrator shall be entitled to receive from payments on the Specified Mortgage Loans the difference, if any, between the Servicing Fee and the servicing compensation otherwise payable to the Servicer under the Flow Servicing Agreement. In addition, the Servicing Administrator shall have all the benefits provided to the Servicing Administrator by Subsection 11.05 of the Flow Servicing Agreement. Any failure of the Servicing Administrator to perform its obligations under this Section 3(e) shall be an additional Event of Default under the Flow Servicing Agreement, entitling the Assignee to terminate both the Servicing Administrator and the Servicer in accordance with the terms of the Flow Servicing Agreement.

(f) The Servicing Administrator may, with the consent of the Master Servicer, exercise the rights of the Owner set forth in Section 13.01 of the Flow Servicing Agreement to terminate the Servicer following the occurrence of an Event of Default with respect to the Servicer.

(g) The Servicing Administrator may, with the consent of the Master Servicer, exercise the rights of the Owner set forth in Section 14.03 of the Flow Servicing Agreement to terminate the Servicer without cause and transfer servicing.

(h) If the Servicing Administrator exercises its right to terminate the Servicer pursuant to the foregoing paragraphs (f) or (g), no termination of the Servicer shall be effective unless the Servicing Administrator shall have appointed a successor Servicer under the Flow Servicing Agreement approved by the Master Servicer.

(i) No later than March 1 of each year when any Certificates are outstanding, commencing in March 2013, the Servicing Administrator shall provide to the Master Servicer its report on assessment of compliance with applicable servicing criteria specified under Item 1122(d)(2)(iii) of Regulation AB and its compliance statement required under Item 1123 of Regulation AB.

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4. Amendment to the Flow Servicing Agreement.

The Flow Servicing Agreement is hereby amended as set forth in Appendix A hereto with respect to the Specified Mortgage Loans. The rights and obligations under the Flow Servicing Agreement assigned to the Depositor and the Assignee pursuant to this Agreement shall be under the Flow Servicing Agreement as amended as set forth in Appendix A.

5. Representations and Warranties.

(a) Each of the parties hereto represents and warrants that it is duly and legally authorized to enter into this Assignment.

(b) Each of the parties hereto represents and warrants that this Assignment has been duly authorized, executed and delivered by it and (assuming due authorization, execution and delivery thereof by each of the other parties hereto) constitutes its legal, valid and binding obligation, enforceable against it in accordance with its terms, except as such enforcement may be limited by bankruptcy, insolvency, reorganization or other similar laws affecting the enforcement of creditors’ rights generally and by general equitable principles (regardless of whether such enforcement is considered in a proceeding in equity or at law).

6. Continuing Effect.

Except as contemplated hereby, the Flow Servicing Agreement shall remain in full force and effect in accordance with their terms. This Assignment constitutes a Reconstitution Agreement as contemplated in Section 32 of the Flow Servicing Agreement and the Reconstitution Date shall be the date hereof with respect to the Specified Mortgage Loans listed on Exhibit I on the date hereof.

7. Governing Law.

This Assignment and the rights and obligations hereunder shall be governed by and construed in accordance with the internal laws of the State of New York, except to the extent preempted by Federal law, and the obligations, rights and remedies of the parties hereunder shall be determined in accordance with such laws, without regard to the conflicts of laws provisions of the State of New York or any other jurisdiction.

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8. Notices.

Any notices or other communications permitted or required under the Flow Servicing Agreement to be made to the Assignor and Assignee shall be made in accordance with the terms of the Flow Servicing Agreement and shall be sent to the Assignor and Assignee as follows:

Assignor: Redwood Residential Acquisition Corporation

One Belvedere Place, Suite 360

Mill Valley, CA 94941

Attention: William Moliski

Assignee: Christiana Trust, a division of Wilmington Savings Fund Society, FSB

500 Delaware Avenue, 11th Floor

Wilmington, Delaware, 19801

Attention: Corporate Trust – Sequoia Mortgage Trust 2013-2

or to such other address as may hereafter be furnished by the Assignor or Assignee to the other parties in accordance with the provisions of the Flow Servicing Agreement.

9. Counterparts.

This Assignment may be executed in counterparts, each of which when so executed shall be deemed to be an original and all of which when taken together shall constitute one and the same instrument.

10. Definitions.

Any capitalized term used but not defined in this Assignment has the same meaning as in the Flow Servicing Agreement.

11. Trustee.

It is expressly understood and agreed by the parties hereto that insofar as this Agreement is executed by the Trustee (i) this Agreement is executed and delivered by Christiana Trust, a division of Wilmington Savings Fund Society, FSB (“Christiana Trust”) not in its individual capacity but solely as Trustee on behalf of the trust created by the Pooling and Servicing Agreement referred to herein (the “Trust”) in the exercise of the powers and authority conferred upon and vested in it, and as directed in the Pooling and Servicing Agreement, (ii) each of the undertakings and agreements herein made on behalf of the Trust is made and intended not as a personal undertaking or agreement of or by Christiana Trust but is made and intended for purposes of binding only the Trust, (iii) nothing herein contained shall be construed as creating any liability on the part of Christiana Trust, individually or personally, to perform any covenant either express or implied in this Agreement, all such liability, if any, being expressly waived by the parties hereto and by any person claiming by, through or under the parties hereto, and (iv) under no circumstances shall Christiana Trust in its individual capacity or in its capacity as Trustee be personally liable for the payment of any indebtedness, amounts or expenses owed by the Purchaser under the Flow Servicing Agreement (such indebtedness, expenses and other amounts being payable solely from and to the extent of funds of the Trust) or be personally liable for the breach or failure of any obligation, representation, warranty or covenant made under this Agreement or any other related documents.

5

12. Master Servicer.

The Servicer hereby acknowledges that Wells Fargo Bank, N.A. (the “Master Servicer”) will act as master servicer and securities administrator under the Pooling and Servicing Agreement and hereby agrees to treat all inquiries, instructions, authorizations and other communications from the Master Servicer as if the same had been received from the Assignee. The Master Servicer, acting on behalf of the Assignee, shall have the rights of the Assignee as the Owner under the Flow Servicing Agreement, including, without limitation, the right to enforce the obligations of the Servicer and the Servicing Administrator thereunder. Any notices or other communications permitted or required under the Flow Servicing Agreement to be made to the Assignee shall be made in accordance with the terms of the Flow Servicing Agreement and shall be sent to the Master Servicer at the following address:

Wells Fargo Bank, N. A.

P.O. Box 98

Columbia, Maryland 21046

(or, for overnight deliveries, 9062 Old Annapolis Road, Columbia, Maryland 21045)

Attention: Sequoia Mortgage Trust 2013-2

or to such other address as may hereafter be furnished by the Master Servicer to Servicer. Any such notices or other communications permitted or required under the Flow Servicing Agreement may be delivered in electronic format unless manual signature is required in which case a hard copy of such report or communication shall be required.

The Servicer shall make all distributions under the Flow Servicing Agreement, as they relate to the Specified Mortgage Loans, to the Master Servicer by wire transfer of immediately funds to:

Wells Fargo Bank, N.A.

San Francisco, California

ABA# 121-000-248

Account #3970771416

Account Name: SAS Clearing

FFC: Account #39116400, Sequoia Mortgage Trust 2013-2

Distribution Account

6

13. Rule 17g-5 Compliance.

The Servicer hereby agrees that it shall provide information with respect to the servicing of the Mortgage Loans by the Servicer requested by any Rating Agency or nationally recognized statistical rating organization (“NRSRO”) to the Securities Administrator, as the initial Rule 17g-5 Information Provider (the “Rule 17g-5 Information Provider”), via electronic mail at rmbs17g5informationprovider@wellsfargo.com, with a subject reference of “SEMT 2013-2” and an identification of the type of information being provided in the body of such electronic mail. The Rule 17g-5 Information Provider shall notify the Servicer in writing of any change in the identity or contact information of the Rule 17g-5 Information Provider. The Servicer shall have no liability for (i) the Rule 17g-5 Information Provider’s failure to post information provided by it in accordance with the terms of this Assignment or (ii) any malfunction or disabling of the website maintained by the Rule 17g-5 Information Provider. None of the foregoing restrictions in this Section 13 prohibit or restrict oral or written communications, or providing information, between the Servicer, on the one hand, and any Rating Agency or NRSRO, on the other hand, with regard to (i) such Rating Agency’s or NRSRO’s review of the ratings it assigns to the Servicer, (ii) such Rating Agency’s or NRSRO’s approval of the Servicer as a residential mortgage master, special or primary servicer, or (iii) such Rating Agency’s or NRSRO’s evaluation of the Servicer’s servicing operations in general; provided, however, that the Servicer shall not provide any information relating to the Mortgage Loans to such Rating Agency or NRSRO in connection with such review and evaluation by such Rating Agency or NRSRO unless: (x) borrower, property or deal specific identifiers are redacted; or (y) such information has already been provided to the Rule 17g-5 Information Provider.

14. Successors and Assigns.

Upon a transfer of the Specified Mortgage Loans by the Assignee (other than in respect of repurchases by a seller pursuant to the related purchase agreement) to a buyer (“buyer”), such transfer shall constitute a Reconstitution subject to the terms of Section 32 of the Flow Servicing Agreement. Upon the closing of such transfer, the rights and obligations of Owner held by the Assignor pursuant to this Assignment shall automatically terminate and the buyer shall possess all of the rights and obligations of Owner under the Flow Servicing Agreement, provided, however, that the Assignor shall remain liable for any obligations held by it as Owner arising from or attributable to the period from the date hereof to the closing date of such transfer.

[remainder of page intentionally left blank]

7

IN WITNESS WHEREOF, the parties hereto have executed this Assignment the day and year first above written.

ASSIGNOR:

REDWOOD RESIDENTIAL ACQUISITION CORPORATION

By:

Name:

Title:

DEPOSITOR:

SEQUOIA RESIDENTIAL FUNDING, INC.

By:

Name:

Title:

ASSIGNEE:

Christiana Trust, a division of Wilmington Savings Fund Society, FSB, not in its individual capacity but solely as Trustee

By:

Name:

Title:

SERVICER:

CENLAR FSB

By:

Name:

Title:

[Signatures continue on following page]

SERVICING ADMINISTRATOR:

REDWOOD RESIDENTIAL ACQUISITION CORPORATION

By:

Name:

Title:

Accepted and agreed to by:

MASTER SERVICER:

WELLS FARGO BANK, N.A.

By:_________________________________________

Name:_______________________________________

Title: _______________________________________

EXHIBIT I

	1	2	3	4	5	6	7	8	9
	Primary Servicer	Servicing Fee %	Servicing Fee—Flatdollar	Servicing Advance Methodology	Originator	Loan Group	Loan Number	Amortization Type	Lien Position
1	1000383	0.002500			1001863		269254	1	1
2	1000383	0.002500			1002793		000060317	1	1
3	1000383	0.002500			1000324		1351225721	1	1
4	1000383	0.002500			1000324		1351228658	1	1
5	1000383	0.002500			1000324		1351226860	1	1
6	1000383	0.002500			1000324		1351238232	1	1
7	1000383	0.002500			1000324		1351238816	1	1
8	1000383	0.002500			1000324		135124179	1	1
9	1000383	0.002500			1000324		1351241905	1	1
10	1000383	0.002500			1000324		1351234174	1	1
11	1000383	0.002500			1000324		1351245098	1	1
12	1000383	0.002500			1000324		1351233515	1	1
13	1000383	0.002500			1000324		1351247382	1	1
14	1000383	0.002500			1000324		1351247812	1	1
15	1000383	0.002500			1000324		1351247412	1	1
16	1000383	0.002500			1000497		2012-2143007	1	1
17	1000383	0.002500			1000536		21271100003	1	1
18	1000383	0.002500			1000536		21231100073	1	1
19	1000383	0.002500			1005723		38358016	1	1
20	1000383	0.002500			1005723		38357414	1	1
21	1000383	0.002500			1000199		246-2000195	1	1
22	1000383	0.002500			1000199		8601006361	1	1
23	1000383	0.002500			1008498		503285290	1	1
24	1000383	0.002500			1008498		503662878	1	1
25	1000383	0.002500			1008498		503679869	1	1
26	1000383	0.002500			1008498		503695751	1	1
27	1000383	0.002500			1008498		503698999	1	1
28	1000383	0.002500			1008498		503698498	1	1
29	1000383	0.002500			1008498		503712146	1	1
30	1000383	0.002500			1008498		503718926	1	1
31	1000383	0.002500			1001098		4812080261	1	1
32	1000383	0.002500			1000953		1108200885	1	1
33	1000383	0.002500			1000953		1103570136	1	1
34	1000383	0.002500			1000342		81265953	1	1
35	1000383	0.002500			1003924		940088156	1	1
36	1000383	0.002500			1003924		940109252	1	1
37	1000383	0.002500			1003924		451110741	1	1
38	1000383	0.002500			1003924		940102281	1	1
39	1000383	0.002500			1001105		6000146230	1	1
40	1000383	0.002500			1001105		6000145695	1	1
41	1000383	0.002500			1001105		8001171118	1	1
42	1000383	0.002500			1001105		8001178394	1	1
43	1000383	0.002500			1002010		77816	1	1
44	1000383	0.002500			1002010		79900	1	1
45	1000383	0.002500			1009011		12-0226147	1	1
46	1000383	0.002500			1009011		12-0216079	1	1
47	1000383	0.002500			1000290		568750	1	1
48	1000383	0.002500			1008118		112494	1	1
49	1000383	0.002500			1003626		23820	1	1
50	1000383	0.002500			1003626		23971	1	1
51	1000383	0.002500			1003626		23906	1	1
52	1000383	0.002500			9999996		3000131361	1	1
53	1000383	0.002500			9999996		3000123322	1	1
54	1000383	0.002500			9999996		3000132737	1	1
55	1000383	0.002500			1003970		2012001332	1	1
56	1000383	0.002500			1003970		2012001671	1	1
57	1000383	0.002500			1003970		2012001689	1	1
58	1000383	0.002500			1003970		2222114444	1	1
59	1000383	0.002500			1003970		2012001796	1	1
60	1000383	0.002500			1003970		2012001785	1	1
61	1000383	0.002500			1003970		2012001174	1	1
62	1000383	0.002500			1003970		2012001891	1	1
63	1000383	0.002500			1003970		2012600167	1	1
64	1000383	0.002500			1003970		2012600175	1	1
65	1000383	0.002500			1001266		30631207043962	1	1
66	1000383	0.002500			1001266		30491208045305	1	1
67	1000383	0.002500			1001266		30491209045562	1	1
68	1000383	0.002500			1000633		2117847	1	1
69	1000383	0.002500			1000633		2115364	1	1
70	1000383	0.002500			1001342		81209008	1	1
71	1000383	0.002500			1001342		81210007	1	1
72	1000383	0.002500			1003647		0312091204	1	1
73	1000383	0.002500			1003647		0712092003	1	1
74	1000383	0.002500			1003647		0212092402	1	1
75	1000383	0.002500			1008808		8002567	1	1
76	1000383	0.002500			1008808		1016947	1	1
77	1000383	0.002500			1008808		6031461	1	1
78	1000383	0.002500			1008808		6032527	1	1
79	1000383	0.002500			1008808		8002995	1	1
80	1000383	0.002500			1008808		8003174	1	1
81	1000383	0.002500			1000522		1701524906	1	1
82	1000383	0.002500			1000522		2101570193	1	1
83	1000383	0.002500			1001770		1400008315	1	1
84	1000383	0.002500			1001770		6800004063	1	1
85	1000383	0.002500			1006324		41129011	1	1
86	1000383	0.002500			1001770		6020000661	1	1
87	1000383	0.002500			1000536		21381100627	1	1
88	1000383	0.002500			9999996		3000138105	1	1
89	1000383	0.002500			1001863		265438	1	1
90	1000383	0.002500			1001863		268213	1	1
91	1000383	0.002500			1002793		000049415	1	1
92	1000383	0.002500			1002793		000051399	1	1
93	1000383	0.002500			1002793		000060844	1	1
94	1000383	0.002500			1002793		000061561	1	1
95	1000383	0.002500			1000302		901916587	1	1
96	1000383	0.002500			1000302		901916561	1	1
97	1000383	0.002500			1000324		1312122002	1	1
98	1000383	0.002500			1000324		1351233195	1	1
99	1000383	0.002500			1000324		1351236909	1	1
100	1000383	0.002500			1000324		1312124626	1	1
101	1000383	0.002500			1000324		1351236156	1	1
102	1000383	0.002500			1000324		1451240765	1	1
103	1000383	0.002500			1000324		1351242089	1	1
104	1000383	0.002500			1000324		1351242876	1	1
105	1000383	0.002500			1000324		1351241734	1	1
106	1000383	0.002500			1000324		1351236343	1	1
107	1000383	0.002500			1000324		1451238143	1	1
108	1000383	0.002500			1000324		1351244816	1	1
109	1000383	0.002500			1000324		1351241171	1	1
110	1000383	0.002500			1000324		1351244992	1	1
111	1000383	0.002500			1000324		1312124561	1	1
112	1000383	0.002500			1000324		1351243305	1	1
113	1000383	0.002500			1000324		1351242887	1	1
114	1000383	0.002500			1000324		1351248310	1	1
115	1000383	0.002500			1000324		1351249699	1	1
116	1000383	0.002500			1000324		1351245572	1	1
117	1000383	0.002500			1000324		1351246883	1	1
118	1000383	0.002500			1000324		1351244294	1	1
119	1000383	0.002500			1000324		1351251680	1	1
120	1000383	0.002500			1000324		1351246907	1	1
121	1000383	0.002500			1000324		1351250579	1	1
122	1000383	0.002500			1000324		1351253055	1	1
123	1000383	0.002500			1000324		1351250285	1	1
124	1000383	0.002500			1000324		1351240317	1	1
125	1000383	0.002500			1000324		1351250769	1	1
126	1000383	0.002500			1000324		1351248121	1	1
127	1000383	0.002500			1000324		1351254589	1	1
128	1000383	0.002500			1000324		1351251120	1	1
129	1000383	0.002500			1000324		1351239252	1	1
130	1000383	0.002500			1000324		1451252438	1	1
131	1000383	0.002500			1000324		1351253703	1	1
132	1000383	0.002500			1000497		2012-2109206	1	1
133	1000383	0.002500			1000497		2012-2154896	1	1
134	1000383	0.002500			1000497		2012-2158106	1	1
135	1000383	0.002500			1000497		2012-2151734	1	1
136	1000383	0.002500			1000536		2154601635	1	1
137	1000383	0.002500			1000536		23191100030	1	1
138	1000383	0.002500			1000536		10281100626	1	1
139	1000383	0.002500			1000536		20631102717	1	1
140	1000383	0.002500			1000536		21271100076	1	1
141	1000383	0.002500			1000536		6017600523	1	1
142	1000383	0.002500			1000536		20011101427	1	1
143	1000383	0.002500			1000536		20511100070	1	1
144	1000383	0.002500			1000536		37261100245	1	1
145	1000383	0.002500			1000536		20171101012	1	1
146	1000383	0.002500			1000536		20961100082	1	1
147	1000383	0.002500			1000536		37471100005	1	1
148	1000383	0.002500			1000536		23191100075	1	1
149	1000383	0.002500			1000536		2256601110	1	1
150	1000383	0.002500			1000536		21531100349	1	1
151	1000383	0.002500			1000536		37221100650	1	1
152	1000383	0.002500			1000536		20361100408	1	1
153	1000383	0.002500			1000536		20361100441	1	1
154	1000383	0.002500			1000536		37361100048	1	1
155	1000383	0.002500			1000536		22561100111	1	1
156	1000383	0.002500			1000536		37471100016	1	1
157	1000383	0.002500			1000536		37221100551	1	1
158	1000383	0.002500			1000536		23331100049	1	1
159	1000383	0.002500			1000536		2256601127	1	1
160	1000383	0.002500			1000536		21981100954	1	1
161	1000383	0.002500			1000536		36351100289	1	1
162	1000383	0.002500			1000536		20981100219	1	1
163	1000383	0.002500			1000536		37181100043	1	1
164	1000383	0.002500			1000536		37381100459	1	1
165	1000383	0.002500			1000536		21231100103	1	1
166	1000383	0.002500			1000536		37261100657	1	1
167	1000383	0.002500			1000536		30921100409	1	1
168	1000383	0.002500			1000457		89887293	1	1
169	1000383	0.002500			1000458		8501159652	1	1
170	1000383	0.002500			1000458		8501161173	1	1
171	1000383	0.002500			1005723		38345492	1	1
172	1000383	0.002500			1005723		1616167777	1	1
173	1000383	0.002500			1005723		0038360400	1	1
174	1000383	0.002500			1004333		1015120774	1	1
175	1000383	0.002500			1000199		8601006645	1	1
176	1000383	0.002500			1000199		2862000178	1	1
177	1000383	0.002500			1000199		860-1006559	1	1
178	1000383	0.002500			1008498		503666307	1	1
179	1000383	0.002500			1008498		503692392	1	1
180	1000383	0.002500			1008498		503695050	1	1
181	1000383	0.002500			1008498		503695646	1	1
182	1000383	0.002500			1008498		503697482	1	1
183	1000383	0.002500			1008498		503711457	1	1
184	1000383	0.002500			1008498		503713788	1	1
185	1000383	0.002500			1008498		503714991	1	1
186	1000383	0.002500			1008498		503716933	1	1
187	1000383	0.002500			1008498		503687182	1	1
188	1000383	0.002500			1008498		503727065	1	1
189	1000383	0.002500			1008498		503730392	1	1
190	1000383	0.002500			1008498		503734060	1	1
191	1000383	0.002500			1001098		2412090588	1	1
192	1000383	0.002500			1002956		5400048416	1	1
193	1000383	0.002500			1002956		2000053162	1	1
194	1000383	0.002500			1002956		7200062132	1	1
195	1000383	0.002500			1002956		5200045918	1	1
196	1000383	0.002500			1003924		940107035	1	1
197	1000383	0.002500			1003924		940108207	1	1
198	1000383	0.002500			1003924		940110954	1	1
199	1000383	0.002500			1003924		121098074	1	1
200	1000383	0.002500			1003924		940107820	1	1
201	1000383	0.002500			1003924		940106267	1	1
202	1000383	0.002500			1003924		175112513	1	1
203	1000383	0.002500			1003924		755109255	1	1
204	1000383	0.002500			1003924		940111335	1	1
205	1000383	0.002500			1003924		755116447	1	1
206	1000383	0.002500			1004639		106-1209021	1	1
207	1000383	0.002500			1001105		6000138005	1	1
208	1000383	0.002500			1001105		6000154234	1	1
209	1000383	0.002500			1001105		6000154499	1	1
210	1000383	0.002500			1001105		6000150224	1	1
211	1000383	0.002500			1001105		6000156973	1	1
212	1000383	0.002500			1001105		6000154358	1	1
213	1000383	0.002500			1001105		6000159282	1	1
214	1000383	0.002500			1009011		12-0229057	1	1
215	1000383	0.002500			1009011		12-0230518	1	1
216	1000383	0.002500			1009011		12-0234963	1	1
217	1000383	0.002500			1009011		12-0226781	1	1
218	1000383	0.002500			1009011		12-0236625	1	1
219	1000383	0.002500			1009011		12-0230549	1	1
220	1000383	0.002500			1000290		569507	1	1
221	1000383	0.002500			1000312		001103522	1	1
222	1000383	0.002500			1000312		001125997	1	1
223	1000383	0.002500			1000312		001126623	1	1
224	1000383	0.002500			1000312		001128559	1	1
225	1000383	0.002500			1000312		001128664	1	1
226	1000383	0.002500			1000312		001131479	1	1
227	1000383	0.002500			1000312		001130832	1	1
228	1000383	0.002500			1000312		001115924	1	1
229	1000383	0.002500			1000312		001127957	1	1
230	1000383	0.002500			1000312		001135645	1	1
231	1000383	0.002500			1008118		109890	1	1
232	1000383	0.002500			1008118		113501	1	1
233	1000383	0.002500			1000235		1213716SEA	1	1
234	1000383	0.002500			1003626		22620	1	1
235	1000383	0.002500			1003626		23869	1	1
236	1000383	0.002500			1003626		23944	1	1
237	1000383	0.002500			1003626		23947	1	1
238	1000383	0.002500			1003626		23838	1	1
239	1000383	0.002500			1003626		24071	1	1
240	1000383	0.002500			1003626		24058	1	1
241	1000383	0.002500			1003626		24080	1	1
242	1000383	0.002500			9999996		3000133609	1	1
243	1000383	0.002500			9999996		3000137163	1	1
244	1000383	0.002500			9999996		3000137637	1	1
245	1000383	0.002500			9999996		3000137383	1	1
246	1000383	0.002500			9999996		3000136505	1	1
247	1000383	0.002500			9999996		3000134721	1	1
248	1000383	0.002500			9999996		3000140184	1	1
249	1000383	0.002500			9999996		3000137884	1	1
250	1000383	0.002500			9999996		3000141996	1	1
251	1000383	0.002500			9999996		3000141203	1	1
252	1000383	0.002500			1003970		2012001921	1	1
253	1000383	0.002500			1001266		30631209045819	1	1
254	1000383	0.002500			1001266		30221209046047	1	1
255	1000383	0.002500			1001266		30631210046621	1	1
256	1000383	0.002500			1001464		532301294	1	1
257	1000383	0.002500			1006166		70003861	1	1
258	1000383	0.002500			1006166		70003712	1	1
259	1000383	0.002500			1006166		1209004317	1	1
260	1000383	0.002500			1006166		70003226	1	1
261	1000383	0.002500			1006166		1210005467	1	1
262	1000383	0.002500			1000633		2112805	1	1
263	1000383	0.002500			1000633		2115918	1	1
264	1000383	0.002500			1000633		2111986	1	1
265	1000383	0.002500			1001342		5121015001	1	1
266	1000383	0.002500			1005000		790036	1	1
267	1000383	0.002500			1003647		0112091800	1	1
268	1000383	0.002500			1003647		0312100302	1	1
269	1000383	0.002500			1003647		712101907	1	1
270	1000383	0.002500			1003647		312100504	1	1
271	1000383	0.002500			1003647		312110616	1	1
272	1000383	0.002500			1003647		312100105	1	1
273	1000383	0.002500			1011266		0062246160	1	1
274	1000383	0.002500			1011266		0062322482	1	1
275	1000383	0.002500			1008808		6025821	1	1
276	1000383	0.002500			1008808		1014843	1	1
277	1000383	0.002500			1008808		6029207	1	1
278	1000383	0.002500			1008808		6027812	1	1
279	1000383	0.002500			1008808		6029369	1	1
280	1000383	0.002500			1008808		1016053	1	1
281	1000383	0.002500			1008808		6029994	1	1
282	1000383	0.002500			1008808		8002877	1	1
283	1000383	0.002500			1008808		6032398	1	1
284	1000383	0.002500			1008808		8002847	1	1
285	1000383	0.002500			1008808		6032500	1	1
286	1000383	0.002500			1008808		1017935	1	1
287	1000383	0.002500			1008808		1017941	1	1
288	1000383	0.002500			1008808		6033458	1	1
289	1000383	0.002500			1008808		8003071	1	1
290	1000383	0.002500			1008808		6033354	1	1
291	1000383	0.002500			1008808		1018258	1	1
292	1000383	0.002500			1008808		6034110	1	1
293	1000383	0.002500			1008808		1018515	1	1
294	1000383	0.002500			1008808		1018600	1	1
295	1000383	0.002500			1008808		1018838	1	1
296	1000383	0.002500			1008808		6035650	1	1
297	1000383	0.002500			1008808		8003514	1	1
298	1000383	0.002500			1008808		6035647	1	1
299	1000383	0.002500			1000522		2101573681	1	1
300	1000383	0.002500			1000522		1101574368	1	1
301	1000383	0.002500			1001770		5950001870	1	1
302	1000383	0.002500			1001770		6800003570	1	1
303	1000383	0.002500			1001770		5830000612	1	1
304	1000383	0.002500			1001770		5510005123	1	1
305	1000383	0.002500			1001770		6090000669	1	1
306	1000383	0.002500			1001770		1500015199	1	1
307	1000383	0.002500			1001770		5950000722	1	1
308	1000383	0.002500			1001770		5510005183	1	1
309	1000383	0.002500			1001770		6030001068	1	1
310	1000383	0.002500			1001770		6800004040	1	1
311	1000383	0.002500			1001770		1400008388	1	1
312	1000383	0.002500			1001770		6800004069	1	1
313	1000383	0.002500			1001770		6800004073	1	1
314	1000383	0.002500			1001770		5960000145	1	1
315	1000383	0.002500			1001770		6800004097	1	1
316	1000383	0.002500			1001770		5510003920	1	1
317	1000383	0.002500			1001770		1420000389	1	1
318	1000383	0.002500			1001242		3701498050	1	1
319	1000383	0.002500			1006324		40120005	1	1
320	1000383	0.002500			1006324		601211005	1	1
321	1000383	0.002500			1009229		110109058	1	1
322	1000383	0.002500			1009229		110110734	1	1
323	1000383	0.002500			1009229		110112789	1	1
324	1000383	0.002500			1009229		110112912	1	1
325	1000383	0.002500			1009229		110113191	1	1
326	1000383	0.002500			1009229		110114447	1	1
327	1000383	0.002500			1009229		110114744	1	1
328	1000383	0.002500			1009229		110115436	1	1
329	1000383	0.002500			1009229		110116731	1	1
330	1000383	0.002500			1009229		110116772	1	1
331	1000383	0.002500			1009229		110116889	1	1
332	1000383	0.002500			1009229		110116921	1	1
333	1000383	0.002500			1009229		110117101	1	1
334	1000383	0.002500			1009229		110117127	1	1
335	1000383	0.002500			1009229		110117333	1	1
336	1000383	0.002500			1009229		110117473	1	1
337	1000383	0.002500			1009229		110117606	1	1
338	1000383	0.002500			1009229		110117820	1	1
339	1000383	0.002500			1009229		110118000	1	1
340	1000383	0.002500			1009229		110118018	1	1
341	1000383	0.002500			1009229		110118141	1	1
342	1000383	0.002500			1009229		110118208	1	1
343	1000383	0.002500			1009229		110118356	1	1
344	1000383	0.002500			1009229		110118398	1	1
345	1000383	0.002500			1009229		110118471	1	1
346	1000383	0.002500			1009229		110118513	1	1
347	1000383	0.002500			1009229		110118661	1	1
348	1000383	0.002500			1001863		257852	1	1
349	1000383	0.002500			1000302		994900177	1	1
350	1000383	0.002500			1000324		1351252591	1	1
351	1000383	0.002500			1000536		2071604633	1	1
352	1000383	0.002500			1000536		10281100685	1	1
353	1000383	0.002500			1000536		6016601076	1	1
354	1000383	0.002500			1000536		37361100022	1	1
355	1000383	0.002500			1000536		20731100962	1	1
356	1000383	0.002500			1000536		20631102852	1	1
357	1000383	0.002500			1000536		30061100472	1	1
358	1000383	0.002500			1000536		20011100634	1	1
359	1000383	0.002500			1000536		37321100172	1	1
360	1000383	0.002500			1000536		22441100277	1	1
361	1000383	0.002500			1000536		6018110050	1	1
362	1000383	0.002500			1000536		30521100867	1	1
363	1000383	0.002500			1000536		22051101205	1	1
364	1000383	0.002500			1000536		21351100766	1	1
365	1000383	0.002500			1000536		37361100068	1	1
366	1000383	0.002500			1005723		38352456	1	1
367	1000383	0.002500			1000199		3222000133	1	1
368	1000383	0.002500			1008498		503694248	1	1
369	1000383	0.002500			1008498		503716921	1	1
370	1000383	0.002500			1009011		12-0228577	1	1
371	1000383	0.002500			1009011		12-0231000	1	1
372	1000383	0.002500			1000312		001123051	1	1
373	1000383	0.002500			1000312		001113130	1	1
374	1000383	0.002500			1000312		001134485	1	1
375	1000383	0.002500			1008118		113898	1	1
376	1000383	0.002500			1000235		1216443BEL	1	1
377	1000383	0.002500			1003626		23835	1	1
378	1000383	0.002500			9999996		3000139027	1	1
379	1000383	0.002500			1001266		30341207044373	1	1
380	1000383	0.002500			1001464		407400234	1	1
381	1000383	0.002500			9999995		10170501	1	1
382	1000383	0.002500			1000633		1209009564	1	1
383	1000383	0.002500			1003647		0312100122	1	1
384	1000383	0.002500			1008808		8002322	1	1
385	1000383	0.002500			1008808		6036403	1	1
386	1000383	0.002500			1000522		1401552045	1	1
387	1000383	0.002500			1001242		5701525140	1	1
388	1000383	0.002500			1009229		110118067	1	1
389	1000383	0.002500			1000324		1351248235	1	1
390	1000383	0.002500			1009671		291537439	1	1
391	1000383	0.002500			1009671		291557213	1	1
392	1000383	0.002500			1009671		291558187	1	1
393	1000383	0.002500			1009671		291559938	1	1
394	1000383	0.002500			1009671		291565240	1	1
395	1000383	0.002500			1009671		291567287	1	1
396	1000383	0.002500			1009671		291568376	1	1
397	1000383	0.002500			1009671		291573285	1	1
398	1000383	0.002500			1009671		291573871	1	1
399	1000383	0.002500			1009671		291577591	1	1
400	1000383	0.002500			1009671		291580041	1	1
401	1000383	0.002500			1009671		291582872	1	1
402	1000383	0.002500			1009671		291584803	1	1
403	1000383	0.002500			1009671		291587442	1	1
404	1000383	0.002500			1009671		291590297	1	1
405	1000383	0.002500			1009671		291590370	1	1
406	1000383	0.002500			1009671		291591238	1	1
407	1000383	0.002500			1009671		291592343	1	1
408	1000383	0.002500			1009671		291592350	1	1
409	1000383	0.002500			1009671		291594943	1	1
410	1000383	0.002500			1009671		291595080	1	1
411	1000383	0.002500			1009671		291595577	1	1
412	1000383	0.002500			1009671		291596682	1	1
413	9999998	0.002500			9999997		43357	1	1
414	9999998	0.002500			9999997		43725	1	1

	10	11	12	13	14	15	16	17	18	19
	HELOC Indicator	Loan Purpose	Cash Out Amount	Total Origination and Discount Points	Covered/High Cost Loan Indicator	Relocation Loan Indicator	Broker Indicator	Channel	Escrow Indicator	Senior Loan Amount(s)
1	0	9						1	4	0
2	0	7						1	4	0
3	0	9						2	0	0
4	0	9						2	4	0
5	0	3						2	4	0
6	0	7						2	4	0
7	0	9						2	4	0
8	0	7						2	4	0
9	0	7						2	4	0
10	0	9						2	0	0
11	0	9						2	4	0
12	0	9						2	4	0
13	0	7						2	4	0
14	0	7						2	0	0
15	0	7						2	0	0
16	0	9						1	4	0
17	0	9						1	4	0
18	0	7						1	4	0
19	0	9						1	0	0
20	0	7						1	4	0
21	0	7						5	4	0
22	0	7						1	4	0
23	0	9						5	4	0
24	0	9						5	4	0
25	0	9						5	0	0
26	0	9						5	0	0
27	0	9						5	4	0
28	0	9						5	0	0
29	0	9						5	4	0
30	0	9						5	4	0
31	0	3						2	0	0
32	0	7						5	0	0
33	0	9						5	0	0
34	0	7						5	4	0
35	0	7						5	4	0
36	0	9						1	1	0
37	0	9						5	4	0
38	0	9						5	4	0
39	0	3						2	0	0
40	0	3						2	0	0
41	0	7						1	0	0
42	0	3						1	0	0
43	0	7						5	4	0
44	0	7						2	4	0
45	0	9						5	0	0
46	0	9						5	4	0
47	0	9						1	0	0
48	0	9						2	4	0
49	0	9						1	4	0
50	0	7						1	1	0
51	0	9						1	4	0
52	0	9						1	0	0
53	0	7						1	4	0
54	0	7						1	4	0
55	0	9						1	1	0
56	0	9						1	0	0
57	0	9						1	0	0
58	0	9						1	0	0
59	0	9						1	4	0
60	0	7						1	4	0
61	0	9						1	4	0
62	0	9						1	0	0
63	0	3						1	0	0
64	0	9						1	0	0
65	0	9						1	4	0
66	0	9						1	0	0
67	0	7						1	4	0
68	0	7						5	4	0
69	0	7						5	4	0
70	0	9						5	0	0
71	0	7						5	4	0
72	0	9						1	0	0
73	0	6						1	4	0
74	0	7						1	4	0
75	0	9						5	0	0
76	0	9						1	0	0
77	0	7						2	0	0
78	0	9						2	0	0
79	0	9						5	0	0
80	0	7						5	4	0
81	0	9						5	4	0
82	0	7						2	4	0
83	0	7						1	0	0
84	0	9						1	0	0
85	0	7						1	4	0
86	0	9						1	0	0
87	0	7						5	4	0
88	0	3						1	0	0
89	0	6						1	4	0
90	0	9						1	0	0
91	0	9						1	0	0
92	0	9						1	4	0
93	0	9						1	4	0
94	0	7						1	0	0
95	0	3						1	4	0
96	0	9						1	4	0
97	0	9						1	0	0
98	0	9						2	4	0
99	0	9						2	0	0
100	0	9						1	4	0
101	0	9						2	4	0
102	0	3						5	4	0
103	0	3						2	0	0
104	0	9						2	0	0
105	0	3						2	4	0
106	0	9						2	4	0
107	0	9						5	4	0
108	0	9						2	4	0
109	0	9						2	0	0
110	0	7						2	0	0
111	0	9						1	0	0
112	0	9						2	4	0
113	0	9						2	4	0
114	0	9						2	0	0
115	0	9						2	4	0
116	0	7						2	4	0
117	0	3						2	0	0
118	0	9						2	4	0
119	0	9						2	4	0
120	0	9						2	4	0
121	0	7						2	4	0
122	0	7						2	4	0
123	0	7						2	0	0
124	0	9						2	4	0
125	0	9						2	0	0
126	0	9						2	4	0
127	0	7						2	4	0
128	0	9						2	0	0
129	0	9						2	0	0
130	0	7						5	0	0
131	0	3						2	0	0
132	0	9						1	4	0
133	0	9						1	0	0
134	0	9						1	4	0
135	0	9						1	0	0
136	0	9						1	0	0
137	0	9						1	4	0
138	0	3						1	4	0
139	0	9						1	0	0
140	0	7						1	4	0
141	0	6						1	0	0
142	0	9						1	0	0
143	0	7						1	0	0
144	0	9						1	0	0
145	0	9						1	0	0
146	0	9						1	0	0
147	0	9						1	4	0
148	0	7						1	4	0
149	0	3						1	0	0
150	0	7						1	0	0
151	0	9						1	0	0
152	0	9						1	4	0
153	0	9						1	4	0
154	0	9						1	4	0
155	0	7						1	4	0
156	0	7						1	4	0
157	0	9						1	4	0
158	0	9						1	0	0
159	0	9						1	1	0
160	0	9						1	0	0
161	0	7						1	4	0
162	0	7						1	4	0
163	0	7						1	0	0
164	0	9						1	4	0
165	0	9						1	4	0
166	0	9						5	0	0
167	0	9						1	0	0
168	0	7						5	4	0
169	0	9						1	0	0
170	0	9						1	0	0
171	0	9						1	4	0
172	0	9						1	0	0
173	0	9						1	4	0
174	0	7						1	4	0
175	0	3						5	0	0
176	0	9						5	0	0
177	0	9						5	0	0
178	0	9						5	4	0
179	0	9						5	0	0
180	0	9						2	0	0
181	0	9						5	0	0
182	0	3						5	0	0
183	0	7						5	0	0
184	0	9						2	0	0
185	0	9						5	0	0
186	0	9						2	0	0
187	0	7						5	4	0
188	0	9						5	0	0
189	0	9						5	0	0
190	0	7						5	4	0
191	0	9						2	0	0
192	0	9						1	4	0
193	0	7						5	4	0
194	0	7						1	4	0
195	0	9						1	4	0
196	0	9						5	4	0
197	0	9						5	4	0
198	0	6						5	4	0
199	0	7						5	4	0
200	0	7						5	4	0
201	0	7						5	1	0
202	0	9						5	0	0
203	0	9						5	1	0
204	0	9						5	1	0
205	0	7						5	0	0
206	0	9						5	0	0
207	0	3						2	0	0
208	0	9						2	0	0
209	0	3						2	0	0
210	0	9						2	0	0
211	0	7						2	0	0
212	0	3						2	0	0
213	0	7						2	0	0
214	0	9						5	4	0
215	0	9						5	0	0
216	0	7						5	0	0
217	0	9						5	0	0
218	0	6						5	0	0
219	0	9						5	4	0
220	0	9						1	0	0
221	0	9						1	4	0
222	0	3						1	0	0
223	0	9						1	0	0
224	0	7						1	4	0
225	0	7						1	4	0
226	0	3						1	4	0
227	0	7						1	0	0
228	0	9						1	4	0
229	0	9						1	0	0
230	0	7						1	4	0
231	0	7						1	0	0
232	0	7						1	0	0
233	0	7						1	4	0
234	0	7						1	0	0
235	0	9						1	1	0
236	0	9						1	0	0
237	0	9						1	1	0
238	0	7						1	1	0
239	0	9						1	0	0
240	0	9						1	4	0
241	0	9						1	0	0
242	0	9						1	0	0
243	0	9						5	0	0
244	0	9						5	0	0
245	0	9						5	0	0
246	0	7						1	4	0
247	0	9						1	4	0
248	0	7						1	4	0
249	0	9						1	4	0
250	0	7						1	4	0
251	0	7						1	0	0
252	0	9						1	0	0
253	0	9						1	0	0
254	0	9						1	0	0
255	0	9						1	0	0
256	0	7						1	0	0
257	0	9						1	0	0
258	0	9						1	4	0
259	0	9						1	0	0
260	0	9						1	0	0
261	0	7						1	0	0
262	0	9						5	4	0
263	0	7						5	4	0
264	0	9						5	4	0
265	0	6						5	4	0
266	0	9						1	4	0
267	0	7						1	1	0
268	0	9						1	4	0
269	0	7						1	4	0
270	0	9						1	4	0
271	0	7						1	4	0
272	0	9						1	4	0
273	0	9						1	4	0
274	0	7						1	4	0
275	0	9						2	4	0
276	0	7						1	0	0
277	0	9						2	0	0
278	0	9						2	0	0
279	0	9						2	4	0
280	0	9						1	0	0
281	0	9						2	0	0
282	0	9						5	4	0
283	0	9						2	1	0
284	0	9						1	0	0
285	0	7						2	4	0
286	0	9						1	4	0
287	0	9						1	4	0
288	0	9						2	1	0
289	0	9						5	0	0
290	0	9						2	0	0
291	0	9						1	0	0
292	0	9						2	4	0
293	0	9						1	4	0
294	0	9						1	4	0
295	0	9						1	0	0
296	0	9						2	0	0
297	0	7						5	0	0
298	0	7						2	0	0
299	0	7						2	0	0
300	0	9						2	0	0
301	0	9						1	4	0
302	0	9						1	0	0
303	0	7						1	4	0
304	0	9						1	0	0
305	0	7						1	0	0
306	0	7						1	0	0
307	0	6						1	4	0
308	0	9						1	0	0
309	0	7						1	0	0
310	0	7						1	4	0
311	0	9						1	0	0
312	0	9						1	4	0
313	0	9						1	0	0
314	0	9						1	4	0
315	0	9						1	4	0
316	0	7						1	4	0
317	0	6						1	4	0
318	0	9						1	4	0
319	0	9						1	0	0
320	0	7						1	4	0
321	0	9						1	4	0
322	0	9						1	1	0
323	0	9						1	0	0
324	0	9						1	0	0
325	0	3						1	0	0
326	0	3						1	1	0
327	0	9						1	1	0
328	0	9						1	1	0
329	0	9						1	1	0
330	0	3						1	0	0
331	0	9						1	1	0
332	0	9						1	1	0
333	0	9						1	1	0
334	0	9						1	4	0
335	0	9						1	4	0
336	0	9						1	1	0
337	0	3						1	1	0
338	0	9						1	1	0
339	0	9						1	1	0
340	0	3						1	4	0
341	0	9						1	1	0
342	0	9						1	1	0
343	0	7						1	1	0
344	0	9						1	4	0
345	0	9						1	1	0
346	0	9						1	1	0
347	0	9						1	1	0
348	0	9						1	4	0
349	0	9						1	4	0
350	0	9						2	0	0
351	0	3						1	0	0
352	0	9						1	4	0
353	0	7						1	0	0
354	0	9						1	4	0
355	0	9						1	4	0
356	0	7						1	4	0
357	0	7						1	0	0
358	0	7						1	4	0
359	0	9						1	0	0
360	0	9						1	4	0
361	0	7						1	0	0
362	0	9						1	0	0
363	0	9						1	0	0
364	0	7						1	0	0
365	0	6						1	0	0
366	0	9						1	0	0
367	0	9						5	4	0
368	0	9						1	4	0
369	0	9						1	0	0
370	0	7						5	4	0
371	0	9						5	0	0
372	0	9						1	4	0
373	0	7						1	4	0
374	0	6						1	0	0
375	0	7						1	4	0
376	0	7						5	0	0
377	0	7						1	4	0
378	0	7						1	4	0
379	0	9						1	0	0
380	0	3						5	0	0
381	0	9						5	4	0
382	0	7						5	4	0
383	0	9						1	4	0
384	0	9						5	4	0
385	0	9						2	4	0
386	0	9						2	0	0
387	0	9						1	0	0
388	0	3						1	0	0
389	0	7						2	4	0
390	0	7						1	4	0
391	0	6						1	1	0
392	0	9						1	1	0
393	0	7						1	0	0
394	0	7						1	1	0
395	0	7						1	4	0
396	0	6						1	1	0
397	0	3						1	1	0
398	0	3						1	1	0
399	0	9						1	1	0
400	0	7						1	1	0
401	0	3						1	1	0
402	0	7						1	1	0
403	0	9						1	1	0
404	0	7						1	1	0
405	0	6						1	1	0
406	0	9						1	1	0
407	0	9						1	1	0
408	0	9						1	1	0
409	0	9						1	1	0
410	0	7						1	1	0
411	0	9						1	1	0
412	0	9						1	1	0
413	0	9						1	4	0
414	0	7						1	4	0

	20	21	22	23	24	25	26	27	28
	Loan Type of Most Senior Lien	Hybrid Period of Most Senior Lien (in months)	Neg Am Limit of Most Senior Lien	Junior Mortgage Balance	Origination Date of Most Senior Lien	Origination Date	Original Loan Amount	Original Interest Rate	Original Amortization Term
1				0.00		20121126	732000.00	0.040000	360
2				250000.00		20121029	550000.00	0.040000	360
3				200000.00		20121024	703000.00	0.042500	360
4				0.00		20121101	600000.00	0.042500	360
5				0.00		20121107	750000.00	0.046250	360
6				0.00		20121106	552000.00	0.042500	360
7				0.00		20121026	526000.00	0.040000	360
8				0.00		20121025	940000.00	0.041250	360
9				0.00		20121109	900000.00	0.041250	360
10				0.00		20121026	1988000.00	0.037500	360
11				0.00		20121030	479000.00	0.037500	360
12				0.00		20121102	686000.00	0.037500	360
13				0.00		20121106	697800.00	0.036250	360
14				0.00		20121109	577500.00	0.041250	360
15				0.00		20121105	960000.00	0.037500	360
16				0.00		20121108	557000.00	0.037500	360
17				0.00		20120905	782000.00	0.040000	360
18				0.00		20120928	756000.00	0.038750	360
19				0.00		20121025	611500.00	0.040000	360
20				0.00		20121023	448000.00	0.040000	360
21				0.00		20121023	920000.00	0.040000	360
22				0.00		20121023	975000.00	0.037500	360
23				0.00		20120928	698000.00	0.043750	360
24				0.00		20121019	712000.00	0.038750	360
25				0.00		20121119	784250.00	0.040000	360
26				25130.00		20121105	716000.00	0.038750	360
27				0.00		20121108	500000.00	0.042500	360
28				0.00		20121108	542200.00	0.038750	360
29				0.00		20121106	557151.00	0.037500	360
30				0.00		20121121	671000.00	0.037500	360
31				0.00		20121105	999000.00	0.040000	360
32				0.00		20121102	915760.00	0.038750	360
33				0.00		20121102	813599.00	0.038750	360
34				0.00		20121115	671920.00	0.038750	360
35				0.00		20121113	2000000.00	0.037500	360
36				0.00		20121113	654500.00	0.040000	360
37				0.00		20121106	617000.00	0.040000	360
38				0.00		20121109	576000.00	0.043750	360
39				0.00		20121109	825000.00	0.040000	360
40				0.00		20121026	560000.00	0.040000	360
41				0.00		20121024	635000.00	0.035000	360
42				0.00		20121107	680000.00	0.035000	360
43				0.00		20121023	880000.00	0.040000	360
44				0.00		20121029	1000000.00	0.032500	180
45				0.00		20121005	844000.00	0.043750	360
46				0.00		20121013	880000.00	0.040000	360
47				0.00		20121016	641000.00	0.037500	360
48				0.00		20121109	880000.00	0.042500	360
49				0.00		20121102	885000.00	0.038750	360
50				0.00		20121106	1005900.00	0.036250	360
51				0.00		20121102	515000.00	0.038750	360
52				0.00		20121009	950000.00	0.041250	360
53				0.00		20121019	650000.00	0.037500	360
54				0.00		20121026	552000.00	0.042500	360
55				0.00		20121115	1240000.00	0.040000	360
56				0.00		20121026	1406000.00	0.036250	360
57				0.00		20121112	820000.00	0.040000	360
58				0.00		20121116	892000.00	0.040000	360
59				0.00		20121119	1500000.00	0.038750	360
60				0.00		20121108	900000.00	0.036250	360
61				0.00		20121114	587000.00	0.035000	360
62				0.00		20121121	1261000.00	0.037500	360
63				0.00		20121119	950000.00	0.036250	360
64				0.00		20121116	774000.00	0.036250	360
65				30100.00		20121031	562400.00	0.042500	360
66				0.00		20121015	900000.00	0.035000	180
67				0.00		20121115	600000.00	0.041250	360
68				0.00		20121101	795000.00	0.037500	360
69				0.00		20121108	1040000.00	0.038750	360
70				0.00		20121029	882000.00	0.040000	360
71				0.00		20121109	612920.00	0.041250	360
72				0.00		20121114	775000.00	0.040000	360
73				0.00		20121105	578000.00	0.038750	360
74				0.00		20121029	540000.00	0.040000	360
75				0.00		20121001	790400.00	0.045000	360
76				0.00		20121024	1067000.00	0.038750	360
77				0.00		20121008	597625.00	0.041250	360
78				0.00		20121109	1433500.00	0.040000	360
79				0.00		20121026	828750.00	0.040000	360
80				0.00		20121107	645000.00	0.037500	360
81				150000.00		20120911	550000.00	0.042500	360
82				0.00		20121015	633750.00	0.040000	360
83				0.00		20121030	740000.00	0.038750	360
84				0.00		20121026	591500.00	0.042500	360
85				0.00		20121026	752000.00	0.038750	360
86				0.00		20121126	837700.00	0.032500	180
87				0.00		20121207	548000.00	0.036250	360
88				0.00		20121121	650000.00	0.038750	360
89				0.00		20121116	672000.00	0.038750	360
90				0.00		20121115	960000.00	0.041250	360
91				0.00		20121002	671000.00	0.041250	360
92				0.00		20121024	688000.00	0.041250	360
93				0.00		20121108	715000.00	0.040000	360
94				0.00		20121121	995000.00	0.037500	360
95				0.00		20121119	720000.00	0.037500	360
96				245000.00		20121119	659600.00	0.038750	360
97				0.00		20121103	819775.00	0.043750	360
98				80000.00		20121022	840000.00	0.041250	360
99				0.00		20121031	884000.00	0.040000	360
100				0.00		20121115	694353.00	0.036250	180
101				0.00		20121203	1050000.00	0.040000	360
102				0.00		20121016	774000.00	0.042500	360
103				0.00		20121121	999999.00	0.041250	360
104				500000.00		20121114	1147924.00	0.037500	360
105				0.00		20121114	621075.00	0.038750	360
106				140000.00		20121128	812000.00	0.038750	360
107				0.00		20121029	686000.00	0.043750	360
108				0.00		20121123	862500.00	0.040000	360
109				295000.00		20121130	747000.00	0.040000	360
110				0.00		20121113	637000.00	0.038750	360
111				0.00		20121107	943114.00	0.038750	360
112				0.00		20121108	1153500.00	0.038750	360
113				0.00		20121105	715000.00	0.037500	360
114				0.00		20121121	665000.00	0.037500	360
115				0.00		20121116	665000.00	0.038750	360
116				0.00		20121026	686000.00	0.035000	360
117				0.00		20121123	1235000.00	0.037500	360
118				0.00		20121109	852000.00	0.040000	360
119				0.00		20121130	637000.00	0.038750	360
120				0.00		20121115	712000.00	0.040000	360
121				0.00		20121127	630000.00	0.037500	360
122				0.00		20121128	688000.00	0.038750	360
123				0.00		20121115	1085625.00	0.038750	360
124				0.00		20121123	1000000.00	0.038750	360
125				0.00		20121204	828000.00	0.040000	360
126				0.00		20121113	693500.00	0.040000	360
127				0.00		20121207	1855000.00	0.040000	360
128				50000.00		20121210	757000.00	0.040000	360
129				0.00		20121105	542000.00	0.038750	360
130				0.00		20121120	920000.00	0.041250	360
131				0.00		20121207	460000.00	0.035000	360
132				500000.00		20121121	582000.00	0.040000	360
133				75000.00		20121127	586000.00	0.038750	360
134				0.00		20121123	903000.00	0.040000	360
135				0.00		20121115	684000.00	0.036250	180
136				0.00		20120924	1200000.00	0.042500	360
137				0.00		20121109	1000000.00	0.037500	360
138				0.00		20121029	750000.00	0.038750	360
139				0.00		20121102	778500.00	0.040000	360
140				0.00		20121114	461250.00	0.042500	360
141				0.00		20121108	629300.00	0.040000	360
142				0.00		20121013	716100.00	0.038750	360
143				0.00		20121114	840000.00	0.040000	360
144				0.00		20121009	997000.00	0.037500	360
145				0.00		20121101	543750.00	0.038750	360
146				0.00		20121011	608000.00	0.038750	360
147				0.00		20121102	683150.00	0.041250	360
148				0.00		20121011	467200.00	0.037500	360
149				0.00		20121109	700000.00	0.038750	360
150				0.00		20121107	688000.00	0.038750	360
151				0.00		20121113	612000.00	0.038750	360
152				0.00		20121108	590000.00	0.037500	360
153				0.00		20121113	469300.00	0.038750	360
154				0.00		20121109	956600.00	0.040000	360
155				0.00		20121120	465000.00	0.037500	360
156				0.00		20121106	620250.00	0.038750	360
157				0.00		20121101	1000000.00	0.038750	360
158				0.00		20121115	497000.00	0.038750	360
159				0.00		20121120	824500.00	0.037500	360
160				0.00		20121113	512000.00	0.038750	360
161				0.00		20121130	680000.00	0.033750	360
162				0.00		20121119	571850.00	0.038750	360
163				0.00		20121126	726800.00	0.041250	360
164				0.00		20121119	636600.00	0.038750	360
165				0.00		20121121	657000.00	0.033750	360
166				0.00		20121121	600000.00	0.036250	360
167				0.00		20121204	657900.00	0.038750	360
168				0.00		20121024	660000.00	0.041250	360
169				0.00		20121123	1000000.00	0.041250	360
170				0.00		20121126	634840.00	0.038750	360
171				0.00		20120827	880000.00	0.042500	360
172				0.00		20121129	815000.00	0.037500	360
173				0.00		20121108	615000.00	0.037500	360
174				0.00		20121130	618750.00	0.037500	360
175				0.00		20121128	780000.00	0.040000	360
176				0.00		20121116	853067.00	0.038750	360
177				0.00		20121115	912000.00	0.037500	360
178				0.00		20121026	957000.00	0.042500	360
179				0.00		20121015	816800.00	0.043750	360
180				0.00		20121130	523000.00	0.038750	360
181				0.00		20121115	573000.00	0.041250	360
182				0.00		20121119	780000.00	0.041250	360
183				0.00		20121106	994000.00	0.036250	180
184				0.00		20121110	709000.00	0.036250	360
185				0.00		20121119	681500.00	0.037500	360
186				0.00		20121128	752000.00	0.037500	360
187				0.00		20121026	650000.00	0.043750	360
188				0.00		20121115	760000.00	0.038750	360
189				0.00		20121114	717000.00	0.038750	360
190				0.00		20121119	640800.00	0.035000	360
191				0.00		20121107	725000.00	0.042500	360
192				0.00		20120730	915000.00	0.040000	180
193				0.00		20121130	532500.00	0.042500	360
194				0.00		20120914	588000.00	0.043750	360
195				0.00		20121024	1060000.00	0.041250	360
196				102525.00		20121114	670000.00	0.040000	360
197				55000.00		20121128	555000.00	0.038750	360
198				0.00		20121109	700000.00	0.035000	360
199				0.00		20121029	604000.00	0.040000	360
200				0.00		20121101	688000.00	0.037500	360
201				0.00		20121129	1655500.00	0.038750	360
202				0.00		20121129	652000.00	0.040000	360
203				27000.00		20121121	512000.00	0.038750	360
204				0.00		20121119	672000.00	0.040000	360
205				0.00		20121126	500000.00	0.041250	360
206				0.00		20121107	796000.00	0.042500	360
207				0.00		20121030	825000.00	0.041250	360
208				0.00		20121115	890000.00	0.040000	360
209				0.00		20121115	786500.00	0.038750	360
210				0.00		20121120	956000.00	0.042500	360
211				0.00		20121128	1050000.00	0.036250	360
212				0.00		20121115	905000.00	0.040000	360
213				0.00		20121201	848000.00	0.042500	360
214				0.00		20121101	999000.00	0.038750	360
215				0.00		20121120	744000.00	0.043750	360
216				0.00		20121116	930000.00	0.040000	360
217				0.00		20121203	750000.00	0.037500	360
218				0.00		20121115	1000000.00	0.036250	360
219				0.00		20121116	677500.00	0.040000	360
220				132000.00		20121119	568550.00	0.040000	360
221				0.00		20121012	1610000.00	0.040000	360
222				0.00		20121003	537000.00	0.036250	180
223				0.00		20121102	610000.00	0.041250	360
224				0.00		20121002	444000.00	0.040000	360
225				0.00		20121031	760000.00	0.043750	360
226				0.00		20121119	585000.00	0.038750	360
227				0.00		20121018	521500.00	0.038750	360
228				84800.00		20121031	520000.00	0.038750	360
229				0.00		20121031	962000.00	0.038750	360
230				0.00		20121109	616800.00	0.038750	360
231				0.00		20121102	1200000.00	0.038750	360
232				0.00		20121102	1000000.00	0.031250	180
233				0.00		20121022	900000.00	0.037500	360
234				103000.00		20121105	585000.00	0.041250	360
235				0.00		20121106	735000.00	0.037500	360
236				0.00		20121121	910000.00	0.033750	180
237				0.00		20121031	955000.00	0.036250	360
238				0.00		20121113	561750.00	0.033750	180
239				0.00		20121114	1000000.00	0.037500	360
240				0.00		20121129	887000.00	0.036250	360
241				0.00		20121109	606000.00	0.037500	360
242				0.00		20121102	1087000.00	0.040000	360
243				0.00		20121126	702800.00	0.040000	360
244				0.00		20121121	993000.00	0.040000	360
245				0.00		20121109	1000000.00	0.043750	360
246				0.00		20121017	568000.00	0.037500	360
247				0.00		20121128	440000.00	0.037500	360
248				0.00		20121130	749250.00	0.036250	360
249				0.00		20121127	547600.00	0.038750	360
250				0.00		20121203	530000.00	0.037500	360
251				0.00		20121114	1220000.00	0.037500	360
252				0.00		20121121	865000.00	0.036250	360
253				56100.00		20121108	633900.00	0.037500	360
254				0.00		20121113	840000.00	0.038750	360
255				0.00		20121126	892500.00	0.038750	360
256				0.00		20121113	543750.00	0.042500	360
257				0.00		20121115	1000000.00	0.037500	360
258				0.00		20121119	847000.00	0.037500	360
259				0.00		20121030	1000000.00	0.037500	360
260				0.00		20121119	712000.00	0.038750	360
261				0.00		20121113	600000.00	0.037500	360
262				0.00		20121109	1350000.00	0.036250	360
263				0.00		20121108	1245000.00	0.037500	360
264				0.00		20121120	886000.00	0.037500	360
265				0.00		20121121	504000.00	0.037500	360
266				0.00		20121109	672000.00	0.041250	360
267				0.00		20121105	660000.00	0.038750	360
268				0.00		20121203	1950000.00	0.037500	360
269				0.00		20121120	571500.00	0.032500	180
270				0.00		20121130	924000.00	0.037500	360
271				0.00		20121130	670000.00	0.032500	360
272				60000.00		20121129	508000.00	0.038750	360
273				0.00		20120928	650000.00	0.041250	360
274				0.00		20121029	536000.00	0.038750	360
275				75000.00		20120914	500000.00	0.042500	360
276				0.00		20120907	890000.00	0.040000	360
277				0.00		20121114	458000.00	0.041250	360
278				0.00		20120914	729000.00	0.041250	360
279				226000.00		20121120	508000.00	0.041250	360
280				0.00		20121015	855000.00	0.037500	360
281				0.00		20121018	549000.00	0.041250	360
282				0.00		20121107	800000.00	0.042500	360
283				0.00		20121109	1495000.00	0.040000	360
284				0.00		20121108	641250.00	0.042500	360
285				0.00		20121113	531250.00	0.042500	360
286				0.00		20121119	1440000.00	0.037500	360
287				0.00		20121016	757000.00	0.037500	360
288				350000.00		20121119	956000.00	0.041250	360
289				0.00		20121130	1047700.00	0.040000	360
290				0.00		20121112	951000.00	0.041250	360
291				0.00		20121029	680000.00	0.038750	360
292				0.00		20121119	740000.00	0.038750	360
293				240000.00		20121107	867000.00	0.036250	360
294				0.00		20121119	580000.00	0.037500	360
295				0.00		20121116	690000.00	0.038750	360
296				0.00		20121121	764000.00	0.037500	360
297				0.00		20121129	572300.00	0.040000	360
298				0.00		20121205	573540.00	0.040000	360
299				0.00		20121031	715000.00	0.037500	360
300				0.00		20121114	800000.00	0.038750	360
301				0.00		20121114	888000.00	0.042500	360
302				0.00		20121102	1260000.00	0.040000	360
303				0.00		20121107	556400.00	0.036250	360
304				450000.00		20121115	1482500.00	0.037500	360
305				0.00		20121108	648000.00	0.040000	360
306				0.00		20121031	880000.00	0.035000	360
307				0.00		20121023	800000.00	0.036250	360
308				0.00		20121121	952500.00	0.038750	360
309				0.00		20121128	1050000.00	0.040000	360
310				0.00		20121121	700000.00	0.042500	360
311				0.00		20121031	1073000.00	0.037500	360
312				0.00		20121121	595900.00	0.038750	360
313				0.00		20121030	611000.00	0.038750	360
314				0.00		20121121	746200.00	0.038750	360
315				0.00		20121121	460500.00	0.042500	360
316				0.00		20121127	600880.00	0.040000	360
317				0.00		20121130	506116.00	0.040000	360
318				0.00		20121012	835000.00	0.041250	360
319				0.00		20121128	1469500.00	0.037500	360
320				0.00		20121207	611200.00	0.038750	360
321				0.00		20090313	568000.00	0.055000	360
322				0.00		20091002	943000.00	0.055000	360
323				0.00		20101123	743000.00	0.048750	300
324				500000.00		20101210	750000.00	0.050000	360
325				0.00		20110201	1000000.00	0.048750	360
326				0.00		20110624	900000.00	0.046250	360
327				0.00		20110721	690000.00	0.046250	360
328				75000.00		20111006	594000.00	0.046250	360
329				0.00		20120215	797000.00	0.039900	360
330				0.00		20120216	800000.00	0.039900	360
331				0.00		20120224	512000.00	0.041250	360
332				0.00		20120227	680000.00	0.039900	360
333				50000.00		20120313	641000.00	0.039900	360
334				0.00		20120314	737000.00	0.041250	360
335				0.00		20120326	800000.00	0.041250	360
336				125000.00		20120406	678000.00	0.039900	360
337				0.00		20120417	980000.00	0.039900	360
338				0.00		20120508	631000.00	0.039900	360
339				100000.00		20120518	605000.00	0.039900	360
340				0.00		20120518	665000.00	0.039900	360
341				0.00		20120525	640000.00	0.039900	360
342				0.00		20120529	636000.00	0.039900	360
343				0.00		20120607	750000.00	0.039900	360
344				0.00		20120615	794000.00	0.039900	360
345				60000.00		20120615	891000.00	0.041250	360
346				50000.00		20120621	494000.00	0.039900	360
347				150000.00		20120713	517200.00	0.039900	360
348				0.00		20121002	590000.00	0.043750	360
349				0.00		20121011	567500.00	0.041250	360
350				125047.86		20121206	726000.00	0.040000	360
351				0.00		20121116	601200.00	0.037500	360
352				0.00		20121019	1000000.00	0.038750	360
353				0.00		20121026	575000.00	0.036250	360
354				0.00		20121026	1432500.00	0.041250	360
355				0.00		20121126	620000.00	0.037500	360
356				0.00		20121115	521500.00	0.035000	360
357				0.00		20121109	506400.00	0.037500	360
358				0.00		20121115	504400.00	0.037500	360
359				0.00		20121120	818800.00	0.040000	360
360				0.00		20121126	556000.00	0.040000	360
361				0.00		20121126	540850.00	0.038750	360
362				0.00		20121126	910000.00	0.037500	360
363				0.00		20121126	944000.00	0.040000	360
364				0.00		20121206	1020000.00	0.038750	360
365				0.00		20121126	591200.00	0.037500	360
366				0.00		20120927	995000.00	0.042500	360
367				0.00		20121114	562000.00	0.042500	360
368				74130.00		20121213	847000.00	0.042500	360
369				0.00		20121116	840000.00	0.041250	360
370				0.00		20121120	552000.00	0.037500	360
371				0.00		20121120	985000.00	0.040000	360
372				0.00		20121005	852000.00	0.042500	360
373				0.00		20120914	544000.00	0.042500	360
374				0.00		20121107	1190000.00	0.035000	360
375				0.00		20121123	562500.00	0.040000	360
376				0.00		20121114	678800.00	0.040000	360
377				0.00		20121130	592000.00	0.037500	360
378				0.00		20121101	741300.00	0.037500	360
379				0.00		20121105	965000.00	0.045000	360
380				0.00		20121121	575000.00	0.038750	360
381				0.00		20121128	887000.00	0.038750	360
382				0.00		20121109	1125000.00	0.038750	360
383				0.00		20121127	826000.00	0.032500	180
384				0.00		20121030	483500.00	0.040000	360
385				0.00		20121126	622000.00	0.040000	360
386				187614.00		20121101	682000.00	0.040000	360
387				0.00		20121127	714000.00	0.038750	360
388				0.00		20120523	600000.00	0.039900	360
389				0.00		20121123	604000.00	0.038750	360
390				0.00		20111202	1000000.00	0.045000	360
391				0.00		20120404	605000.00	0.041250	360
392				0.00		20120302	990000.00	0.041250	360
393				0.00		20120419	1400000.00	0.040000	360
394				0.00		20120504	472000.00	0.043750	360
395				0.00		20120625	649999.00	0.041250	360
396				0.00		20120712	727500.00	0.038750	240
397				0.00		20120611	476200.00	0.041250	360
398				0.00		20120806	1200000.00	0.040000	360
399				0.00		20120820	837000.00	0.041250	360
400				0.00		20120703	648750.00	0.036250	240
401				0.00		20120730	735000.00	0.041250	360
402				0.00		20120801	900800.00	0.039900	360
403				500000.00		20120817	694000.00	0.041250	360
404				0.00		20120831	600000.00	0.040000	360
405				0.00		20120808	536250.00	0.040000	360
406				0.00		20120905	633000.00	0.041250	360
407				0.00		20120823	753000.00	0.040000	360
408				0.00		20120831	748000.00	0.036250	240
409				0.00		20120920	561000.00	0.039900	360
410				0.00		20121005	732000.00	0.041250	360
411				0.00		20120910	1288400.00	0.039900	360
412				0.00		20121015	1168228.00	0.039900	360
413				0.00		20120824	747000.00	0.040000	360
414				0.00		20120823	1400000.00	0.041250	360

	29	30	31	32	33	34	35	36	37	38
	Original Term to Maturity	First Payment Date of Loan	Interest Type Indicator	Original Interest Only Term	Buy Down Period	HELOC Draw Period	Current Loan Amount	Current Interest Rate	Current Payment Amount Due	Interest Paid Through Date
1	360	20130101	1	0	0		730945.32	0.040000	3494.68	20121201
2	360	20121201	1	0	0		548412.46	0.040000	2625.78	20121201
3	360	20121201	1	0	0		701059.47	0.042500	3458.34	20121201
4	360	20130101	1	0	0		599173.36	0.042500	2951.64	20121201
5	360	20130101	1	0	0		749034.58	0.046250	3856.05	20121201
6	360	20130101	1	0	0		551239.49	0.042500	2715.51	20121201
7	360	20121201	1	0	0		524481.74	0.040000	2511.20	20121201
8	360	20121201	1	0	0		937346.53	0.041250	4555.71	20121201
9	360	20130101	1	0	0		898731.90	0.041250	4361.85	20121201
10	360	20121201	1	0	0		1982002.16	0.037500	9206.74	20121201
11	360	20121201	1	0	0		477554.86	0.037500	2218.32	20121201
12	360	20130101	1	0	0		684966.78	0.037500	3176.97	20121201
13	360	20130101	1	0	0		696725.61	0.036250	3182.33	20121201
14	360	20130101	1	0	0		576686.31	0.041250	2798.85	20121201
15	360	20130101	1	0	0		958554.09	0.037500	4445.91	20121201
16	360	20130101	1	0	0		556161.08	0.037500	2579.55	20121201
17	360	20121101	1	0	0		778608.55	0.040000	3733.39	20121201
18	360	20121101	1	0	0		752647.98	0.038750	3554.99	20121201
19	360	20121201	1	0	0		609734.95	0.040000	2919.39	20121201
20	360	20121201	1	0	0		446706.87	0.040000	2138.82	20121201
21	360	20121201	1	0	0		917344.48	0.040000	4392.22	20121201
22	360	20121201	1	0	0		972058.41	0.037500	4515.38	20121201
23	360	20121101	1	0	0		695169.04	0.043750	3485.01	20121201
24	360	20121201	1	0	0		709898.77	0.038750	3348.09	20121201
25	360	20130101	1	0	0		783120.04	0.040000	3744.13	20121201
26	360	20130101	1	0	0		714945.18	0.038750	3366.90	20121201
27	360	20130101	1	0	0		499311.13	0.042500	2459.70	20121201
28	360	20130101	1	0	0		541401.22	0.038750	2549.63	20121201
29	360	20130101	1	0	0		556311.85	0.037500	2580.25	20121201
30	360	20130101	1	0	0		669989.37	0.037500	3107.51	20121201
31	360	20130101	1	0	0		997560.62	0.040000	4769.38	20121201
32	360	20130101	1	0	0		914410.90	0.038750	4306.24	20121201
33	360	20130101	1	0	0		812400.41	0.038750	3825.84	20121201
34	360	20130101	1	0	0		670930.12	0.038750	3159.62	20121201
35	360	20130101	1	0	0		1996987.69	0.037500	9262.31	20121201
36	360	20130101	1	0	0		653556.99	0.040000	3124.68	20121201
37	360	20130101	1	0	0		616111.02	0.040000	2945.65	20121201
38	360	20130101	1	0	0		575224.12	0.043750	2875.88	20121201
39	360	20130101	1	0	0		823811.32	0.040000	3938.68	20121201
40	360	20121201	1	0	0		558383.59	0.040000	2673.53	20121201
41	360	20121201	1	0	0		632998.37	0.035000	2851.43	20121201
42	360	20130101	1	0	0		678929.83	0.035000	3053.50	20121201
43	360	20121201	1	0	0		877459.94	0.040000	4201.25	20121201
44	180	20121201	1	0	0		991351.59	0.032500	7026.69	20121201
45	360	20121201	1	0	0		841722.08	0.043750	4213.97	20121201
46	360	20121201	1	0	0		877459.94	0.040000	4201.25	20121201
47	360	20121201	1	0	0		639066.09	0.037500	2968.57	20121201
48	360	20130101	1	0	0		878787.60	0.042500	4329.07	20121201
49	360	20130101	1	0	0		883696.21	0.038750	4161.60	20121201
50	360	20130101	1	0	0		1004351.24	0.036250	4587.42	20121201
51	360	20130101	1	0	0		514241.30	0.038750	2421.72	20121201
52	360	20121201	1	0	0		947318.31	0.041250	4604.17	20121201
53	360	20121201	1	0	0		648038.94	0.037500	3010.25	20121201
54	360	20121201	1	0	0		550476.29	0.042500	2715.51	20121201
55	360	20130101	1	0	0		1238213.38	0.040000	5919.95	20121201
56	360	20121201	1	0	0		1401663.88	0.036250	6412.08	20121201
57	360	20130101	1	0	0		818818.52	0.040000	3914.81	20121201
58	360	20130101	1	0	0		890714.79	0.040000	4258.54	20121201
59	360	20130101	1	0	0		1497790.19	0.038750	7053.56	20121201
60	360	20130101	1	0	0		898614.29	0.036250	4104.46	20121201
61	360	20130101	1	0	0		586076.19	0.035000	2635.89	20121201
62	360	20130101	1	0	0		1259100.74	0.037500	5839.89	20121201
63	360	20130101	1	0	0		948537.30	0.036250	4332.49	20121201
64	360	20130101	1	0	0		772808.29	0.036250	3529.84	20121201
65	360	20130101	1	0	0		561625.16	0.042500	2766.67	20121201
66	180	20121201	1	0	0		892371.01	0.035000	6433.94	20121201
67	360	20130101	1	0	0		599154.60	0.041250	2907.90	20121201
68	360	20121201	1	0	0		792601.47	0.037500	3681.77	20121201
69	360	20130101	1	0	0		1038467.86	0.038750	4890.47	20121201
70	360	20121201	1	0	0		879702.41	0.040000	4210.80	20121201
71	360	20130101	1	0	0		612056.39	0.041250	2970.52	20121201
72	360	20130101	1	0	0		773883.36	0.040000	3699.97	20121201
73	360	20130101	1	0	0		577148.49	0.038750	2717.97	20121201
74	360	20121201	1	0	0		538441.33	0.040000	2578.04	20121201
75	360	20121201	1	0	0		788314.42	0.045000	4004.84	20121201
76	360	20121201	1	0	0		1063851.10	0.038750	5017.43	20121201
77	360	20121201	1	0	0		595834.04	0.041250	2896.39	20121201
78	360	20130101	1	0	0		1431434.58	0.040000	6843.75	20121201
79	360	20121201	1	0	0		826357.86	0.040000	3956.58	20121201
80	360	20130101	1	0	0		644028.53	0.037500	2987.10	20121201
81	360	20121101	1	0	0		547718.68	0.042500	2705.67	20121201
82	360	20121201	1	0	0		631920.72	0.040000	3025.62	20121201
83	360	20121201	1	0	0		737816.14	0.038750	3479.75	20121201
84	360	20121201	1	0	0		589867.27	0.042500	2909.82	20121201
85	360	20121201	1	0	0		749780.73	0.038750	3536.18	20121201
86	180	20130101	1	0	0		836323.05	0.032500	5886.26	20121201
87	360	20130201	1	0	0		548000.00	0.036250	2499.16	20121201
88	360	20130101	1	0	0		649042.42	0.038750	3056.54	20121201
89	360	20130101	1	0	0		671010.01	0.038750	3159.99	20121201
90	360	20130101	1	0	0		958647.36	0.041250	4652.64	20121201
91	360	20121201	1	0	0		667351.86	0.041250	3252.00	20121201
92	360	20121201	1	0	0		686057.89	0.041250	3334.39	20121201
93	360	20130101	1	0	0		713969.81	0.040000	3413.52	20121201
94	360	20130101	1	0	0		993501.38	0.037500	4608.00	20121201
95	360	20130101	1	0	0		718915.57	0.037500	3334.43	20121201
96	360	20130101	1	0	0		658628.28	0.038750	3101.68	20121201
97	360	20130101	1	0	0		818670.74	0.043750	4093.02	20121201
98	360	20121201	1	0	0		837628.81	0.041250	4071.06	20121201
99	360	20121201	1	0	0		881448.39	0.040000	4220.35	20121201
100	180	20130101	1	0	0		691443.98	0.036250	5006.54	20121201
101	360	20130201	1	0	0		1050000.00	0.040000	5012.86	20121201
102	360	20121201	1	0	0		771863.48	0.042500	3807.61	20121201
103	360	20130101	1	0	0		998590.01	0.041250	4846.49	20121201
104	360	20130101	1	0	0		1146195.04	0.037500	5316.22	20121201
105	360	20130101	1	0	0		620160.03	0.038750	2920.52	20121201
106	360	20130101	1	0	0		810803.75	0.038750	3818.33	20121201
107	360	20121201	1	0	0		684148.51	0.043750	3425.10	20121201
108	360	20130101	1	0	0		861257.29	0.040000	4117.71	20121201
109	360	20130101	1	0	0		745923.70	0.040000	3566.29	20121201
110	360	20130101	1	0	0		636061.57	0.038750	2995.41	20121201
111	360	20130101	1	0	0		941724.60	0.038750	4434.87	20121201
112	360	20130101	1	0	0		1151800.66	0.038750	5424.18	20121201
113	360	20130101	1	0	0		713923.10	0.037500	3311.28	20121201
114	360	20130101	1	0	0		663998.41	0.037500	3079.72	20121201
115	360	20130101	1	0	0		664020.32	0.038750	3127.08	20121201
116	360	20121201	1	0	0		683837.61	0.035000	3080.45	20121201
117	360	20130101	1	0	0		1233139.90	0.037500	5719.48	20121201
118	360	20130101	1	0	0		850772.42	0.040000	4067.58	20121201
119	360	20130101	1	0	0		636061.56	0.038750	2995.41	20121201
120	360	20130101	1	0	0		710974.13	0.040000	3399.20	20121201
121	360	20130101	1	0	0		629051.12	0.037500	2917.63	20121201
122	360	20130101	1	0	0		686986.44	0.038750	3235.23	20121201
123	360	20130101	1	0	0		1084025.64	0.038750	5105.01	20121201
124	360	20130101	1	0	0		998526.80	0.038750	4702.37	20121201
125	360	20130201	1	0	0		828000.00	0.040000	3953.00	20121201
126	360	20130101	1	0	0		692500.79	0.040000	3310.88	20121201
127	360	20130201	1	0	0		1855000.00	0.040000	8856.05	20121201
128	360	20130201	1	0	0		757000.00	0.040000	3614.03	20121201
129	360	20130101	1	0	0		541201.53	0.038750	2548.68	20121201
130	360	20130101	1	0	0		918703.72	0.041250	4458.78	20121201
131	360	20130201	1	0	0		460000.00	0.035000	2065.61	20121201
132	360	20130101	1	0	0		581161.44	0.040000	2778.56	20121201
133	360	20130201	1	0	0		586000.00	0.038750	2755.59	20121201
134	360	20130101	1	0	0		901698.94	0.040000	4311.06	20121201
135	180	20130101	1	0	0		681134.36	0.036250	4931.89	20121201
136	360	20121101	1	0	0		1195022.57	0.042500	5903.28	20121201
137	360	20130101	1	0	0		998493.84	0.037500	4631.16	20121201
138	360	20121201	1	0	0		747786.63	0.038750	3526.78	20121201
139	360	20130101	1	0	0		777378.32	0.040000	3716.68	20121201
140	360	20130101	1	0	0		460614.52	0.042500	2269.07	20121201
141	360	20130101	1	0	0		628393.30	0.040000	3004.37	20121201
142	360	20121201	1	0	0		713986.67	0.038750	3367.37	20121201
143	360	20130101	1	0	0		838789.71	0.040000	4010.29	20121201
144	360	20121201	1	0	0		993992.04	0.037500	4617.26	20121201
145	360	20130101	1	0	0		542948.95	0.038750	2556.91	20121201
146	360	20121201	1	0	0		606205.69	0.038750	2859.04	20121201
147	360	20130101	1	0	0		682187.45	0.041250	3310.88	20121201
148	360	20121201	1	0	0		465790.44	0.037500	2163.68	20121201
149	360	20130101	1	0	0		698968.76	0.038750	3291.66	20121201
150	360	20130101	1	0	0		686986.44	0.038750	3235.23	20121201
151	360	20130101	1	0	0		611098.40	0.038750	2877.85	20121201
152	360	20130101	1	0	0		589111.37	0.037500	2732.38	20121201
153	360	20130101	1	0	0		468608.63	0.038750	2206.82	20121201
154	360	20130101	1	0	0		955396.45	0.040000	4566.95	20121201
155	360	20130101	1	0	0		464299.64	0.037500	2153.49	20121201
156	360	20130101	1	0	0		619336.24	0.038750	2916.65	20121201
157	360	20130101	1	0	0		998526.80	0.038750	4702.37	20121201
158	360	20130101	1	0	0		496267.82	0.038750	2337.08	20121201
159	360	20130101	1	0	0		823258.17	0.037500	3818.39	20121201
160	360	20130101	1	0	0		511245.72	0.038750	2407.61	20121201
161	360	20130101	1	0	0		678906.25	0.033750	3006.25	20121201
162	360	20130101	1	0	0		571007.55	0.038750	2689.05	20121201
163	360	20130101	1	0	0		725775.95	0.041250	3522.43	20121201
164	360	20130101	1	0	0		635662.16	0.038750	2993.53	20121201
165	360	20130101	1	0	0		655943.24	0.033750	2904.57	20121201
166	360	20130101	1	0	0		599076.19	0.036250	2736.31	20121201
167	360	20130201	1	0	0		657900.00	0.038750	3093.69	20121201
168	360	20121201	1	0	0		658136.92	0.041250	3198.69	20121201
169	360	20130101	1	0	0		998591.00	0.041250	4846.50	20121201
170	360	20130101	1	0	0		633904.75	0.038750	2985.25	20121201
171	360	20121001	1	0	0		875124.56	0.042500	4329.07	20121201
172	360	20130101	1	0	0		813772.49	0.037500	3774.39	20121201
173	360	20130101	1	0	0		614073.72	0.037500	2848.16	20121201
174	360	20130101	1	0	0		617818.06	0.037500	2865.53	20121201
175	360	20130101	1	0	0		778876.16	0.040000	3723.84	20121201
176	360	20130101	1	0	0		851810.26	0.038750	4011.44	20121201
177	360	20130101	1	0	0		910626.39	0.037500	4223.61	20121201
178	360	20121201	1	0	0		954358.35	0.042500	4707.86	20121201
179	360	20121201	1	0	0		814595.51	0.043750	4078.16	20121201
180	360	20130101	1	0	0		522229.51	0.038750	2459.34	20121201
181	360	20130101	1	0	0		572192.65	0.041250	2777.04	20121201
182	360	20130101	1	0	0		780000.00	0.041250	3780.27	20121201
183	180	20130101	1	0	0		989835.60	0.036250	7167.11	20121201
184	360	20130101	1	0	0		707908.37	0.036250	3233.40	20121201
185	360	20130101	1	0	0		680473.56	0.037500	3156.13	20121201
186	360	20130101	1	0	0		750750.31	0.037500	3482.63	20121201
187	360	20121201	1	0	0		649124.44	0.043750	3245.35	20121201
188	360	20130101	1	0	0		758880.37	0.038750	3573.80	20121201
189	360	20130101	1	0	0		715943.71	0.038750	3371.60	20121201
190	360	20130101	1	0	0		638992.78	0.035000	2877.48	20121201
191	360	20130101	1	0	0		724001.15	0.042500	3566.56	20121201
192	180	20120901	1	0	0		896284.95	0.040000	6768.14	20121201
193	360	20130101	1	0	0		531766.36	0.042500	2619.58	20121201
194	360	20121101	1	0	0		585615.17	0.043750	2935.80	20121201
195	360	20121201	1	0	0		1057007.79	0.041250	5137.29	20121201
196	360	20130101	1	0	0		669034.65	0.040000	3198.68	20121201
197	360	20130101	1	0	0		554182.37	0.038750	2609.82	20121201
198	360	20130101	1	0	0		698898.36	0.035000	3143.31	20121201
199	360	20121201	1	0	0		602256.58	0.040000	2883.59	20121201
200	360	20121201	1	0	0		685924.28	0.037500	3186.24	20121201
201	360	20130101	1	0	0		1653061.12	0.038750	7784.77	20121201
202	360	20130101	1	0	0		651060.59	0.040000	3112.75	20121201
203	360	20130101	1	0	0		511245.72	0.038750	2407.61	20121201
204	360	20130101	1	0	0		671031.77	0.040000	3208.23	20121201
205	360	20130101	1	0	0		499295.50	0.041250	2423.25	20121201
206	360	20130101	1	0	0		794903.33	0.042500	3915.84	20121201
207	360	20130101	1	0	0		823837.58	0.041250	3998.36	20121201
208	360	20130101	1	0	0		888717.67	0.040000	4249.00	20121201
209	360	20130101	1	0	0		785341.33	0.038750	3698.41	20121201
210	360	20130101	1	0	0		954682.88	0.042500	4702.95	20121201
211	360	20130101	1	0	0		1048383.34	0.036250	4788.54	20121201
212	360	20130101	1	0	0		903696.06	0.040000	4320.61	20121201
213	360	20130201	1	0	0		848000.00	0.042500	4171.65	20121201
214	360	20130101	1	0	0		997528.27	0.038750	4697.67	20121201
215	360	20130101	1	0	0		742997.82	0.043750	3714.68	20121201
216	360	20130101	1	0	0		928660.04	0.040000	4439.96	20121201
217	360	20130201	1	0	0		750000.00	0.037500	3473.37	20121201
218	360	20130101	1	0	0		998460.32	0.036250	4560.51	20121201
219	360	20130101	1	0	0		676523.84	0.040000	3234.49	20121201
220	360	20130101	1	0	0		567730.83	0.040000	2714.34	20121201
221	360	20121201	1	0	0		1605352.82	0.040000	7686.39	20121201
222	180	20121201	1	0	0		532493.64	0.036250	3871.97	20121201
223	360	20130101	1	0	0		609140.52	0.041250	2956.36	20121201
224	360	20121201	1	0	0		442718.43	0.040000	2119.72	20121201
225	360	20121201	1	0	0		757948.79	0.043750	3794.57	20121201
226	360	20130101	1	0	0		584138.17	0.038750	2750.89	20121201
227	360	20121201	1	0	0		519913.10	0.038750	2452.29	20121201
228	360	20121201	1	0	0		518465.40	0.038750	2445.23	20121201
229	360	20121201	1	0	0		959160.98	0.038750	4523.68	20121201
230	360	20130101	1	0	0		615891.33	0.038750	2900.42	20121201
231	360	20121201	1	0	0		1196458.59	0.038750	5642.85	20121201
232	180	20121201	1	0	0		991264.80	0.031250	6966.09	20121201
233	360	20121201	1	0	0		897284.68	0.037500	4168.04	20121201
234	360	20130101	1	0	0		584175.74	0.041250	2835.20	20121201
235	360	20130101	1	0	0		733892.98	0.037500	3403.90	20121201
236	180	20130101	1	0	0		906109.67	0.033750	6449.71	20121201
237	360	20130101	1	0	0		953529.61	0.036250	4355.29	20121201
238	180	20130101	1	0	0		559348.46	0.033750	3981.46	20121201
239	360	20130101	1	0	0		998493.84	0.037500	4631.16	20121201
240	360	20130201	1	0	0		887000.00	0.036250	4045.18	20121201
241	360	20130101	1	0	0		605087.27	0.037500	2806.48	20121201
242	360	20130101	1	0	0		1085433.83	0.040000	5189.50	20121201
243	360	20130101	1	0	0		701787.40	0.040000	3355.27	20121201
244	360	20130101	1	0	0		991569.27	0.040000	4740.73	20121201
245	360	20130101	1	0	0		998652.98	0.043750	4992.85	20121201
246	360	20121201	1	0	0		566286.33	0.037500	2630.50	20121201
247	360	20130101	1	0	0		439337.29	0.037500	2037.71	20121201
248	360	20130101	1	0	0		748096.40	0.036250	3416.96	20121201
249	360	20130101	1	0	0		546793.27	0.038750	2575.02	20121201
250	360	20130201	1	0	0		530000.00	0.037500	2454.51	20121201
251	360	20130101	1	0	0		1218162.49	0.037500	5650.01	20121201
252	360	20130101	1	0	0		863668.18	0.036250	3944.84	20121201
253	360	20130101	1	0	0		632945.25	0.037500	2935.69	20121201
254	360	20130101	1	0	0		838762.51	0.038750	3949.99	20121201
255	360	20130101	1	0	0		891185.16	0.038750	4196.87	20121201
256	360	20130101	1	0	0		543000.86	0.042500	2674.92	20121201
257	360	20130101	1	0	0		998493.84	0.037500	4631.16	20121201
258	360	20130101	1	0	0		845724.29	0.037500	3922.59	20121201
259	360	20121201	1	0	0		996982.97	0.037500	4631.16	20121201
260	360	20130101	1	0	0		710951.08	0.038750	3348.09	20121201
261	360	20130101	1	0	0		599096.31	0.037500	2778.69	20121201
262	360	20130101	1	0	0		1347921.44	0.036250	6156.69	20121201
263	360	20130101	1	0	0		1243124.84	0.037500	5765.79	20121201
264	360	20130101	1	0	0		884665.55	0.037500	4103.20	20121201
265	360	20130101	1	0	0		503240.89	0.037500	2334.10	20121201
266	360	20130101	1	0	0		671053.15	0.041250	3256.85	20121201
267	360	20130101	1	0	0		659027.69	0.038750	3103.56	20121201
268	360	20130201	1	0	0		1950000.00	0.037500	9030.75	20121201
269	180	20130101	1	0	0		569032.06	0.032500	4015.75	20121201
270	360	20130101	1	0	0		922608.31	0.037500	4279.19	20121201
271	360	20130101	1	0	0		668898.70	0.032500	2915.88	20121201
272	360	20130101	1	0	0		507251.62	0.038750	2388.80	20121201
273	360	20121101	1	0	0		647242.99	0.041250	3150.22	20121201
274	360	20121201	1	0	0		534418.17	0.038750	2520.47	20121201
275	360	20121101	1	0	0		497926.07	0.042500	2459.70	20121201
276	360	20121101	1	0	0		885133.49	0.040000	4249.00	20121201
277	360	20130101	1	0	0		457354.68	0.041250	2219.70	20121201
278	360	20121101	1	0	0		725907.91	0.041250	3533.10	20121201
279	360	20130101	1	0	0		507284.23	0.041250	2462.02	20121201
280	360	20121201	1	0	0		852420.45	0.037500	3959.64	20121201
281	360	20121201	1	0	0		547450.26	0.041250	2660.73	20121201
282	360	20130101	1	0	0		798805.54	0.042500	3935.52	20121201
283	360	20130101	1	0	0		1492845.97	0.040000	7137.36	20121201
284	360	20130101	1	0	0		640366.53	0.042500	3154.56	20121201
285	360	20130101	1	0	0		530518.08	0.042500	2613.43	20121201
286	360	20130101	1	0	0		1437831.14	0.037500	6668.86	20121201
287	360	20121201	1	0	0		754716.11	0.037500	3505.79	20121201
288	360	20130101	1	0	0		954653.00	0.041250	4633.25	20121201
289	360	20130101	1	0	0		1046190.45	0.040000	5001.88	20121201
290	360	20130101	1	0	0		949660.04	0.041250	4609.02	20121201
291	360	20121201	1	0	0		677993.21	0.038750	3197.61	20121201
292	360	20130101	1	0	0		737960.16	0.038750	3479.75	20121201
293	360	20130101	1	0	0		865665.10	0.036250	3953.96	20121201
294	360	20130101	1	0	0		579126.43	0.037500	2686.07	20121201
295	360	20130101	1	0	0		688983.49	0.038750	3244.64	20121201
296	360	20130101	1	0	0		762849.30	0.037500	3538.20	20121201
297	360	20130101	1	0	0		571475.42	0.040000	2732.25	20121201
298	360	20130201	1	0	0		573540.00	0.040000	2738.17	20121201
299	360	20121201	1	0	0		712842.82	0.037500	3311.28	20121201
300	360	20130101	1	0	0		798821.43	0.038750	3761.90	20121201
301	360	20130101	1	0	0		886776.57	0.042500	4368.43	20121201
302	360	20130101	1	0	0		1258184.57	0.040000	6015.43	20121201
303	360	20130101	1	0	0		555543.32	0.036250	2537.47	20121201
304	360	20130101	1	0	0		1480267.12	0.037500	6865.69	20121201
305	360	20130101	1	0	0		647066.35	0.040000	3093.65	20121201
306	360	20121201	1	0	0		877226.12	0.035000	3951.59	20121201
307	360	20121201	1	0	0		797532.80	0.036250	3648.41	20121201
308	360	20130101	1	0	0		951096.77	0.038750	4479.01	20121201
309	360	20130101	1	0	0		1048487.14	0.040000	5012.86	20121201
310	360	20130101	1	0	0		699035.59	0.042500	3443.58	20121201
311	360	20121201	1	0	0		1069762.74	0.037500	4969.23	20121201
312	360	20130101	1	0	0		595022.12	0.038750	2802.14	20121201
313	360	20130101	1	0	0		610099.87	0.038750	2873.15	20121201
314	360	20130101	1	0	0		745100.69	0.038750	3508.91	20121201
315	360	20130101	1	0	0		459865.56	0.042500	2265.38	20121201
316	360	20130101	1	0	0		600014.24	0.040000	2868.69	20121201
317	360	20130101	1	0	0		505386.77	0.040000	2416.28	20121201
318	360	20121201	1	0	0		832642.92	0.041250	4046.83	20121201
319	360	20130101	1	0	0		1467286.71	0.037500	6805.48	20121201
320	360	20130201	1	0	0		611200.00	0.038750	2874.09	20121201
321	360	20090501	1	0	0		534711.26	0.039900	3225.04	20121201
322	360	20091201	1	0	0		895704.40	0.039900	5354.25	20121201
323	300	20110101	1	0	0		708303.01	0.042500	4289.56	20121201
324	360	20110201	1	0	0		687250.56	0.039900	4026.16	20121201
325	360	20110401	1	0	0		970350.90	0.039900	5292.08	20121201
326	360	20110801	1	0	0		877373.44	0.039900	4627.26	20121201
327	360	20110901	1	0	0		673585.09	0.039900	3547.56	20121201
328	360	20111201	1	0	0		582273.61	0.039900	3053.99	20121201
329	360	20120401	1	0	0		785302.35	0.039900	3800.41	20121201
330	360	20120401	1	0	0		788278.57	0.039900	3814.71	20121201
331	360	20120401	1	0	0		504673.27	0.041250	2481.41	20121201
332	360	20120501	1	0	0		671048.11	0.039900	3242.50	20121201
333	360	20120501	1	0	0		632561.46	0.039900	3056.54	20121201
334	360	20120501	1	0	0		727524.57	0.041250	3571.87	20121201
335	360	20120501	1	0	0		789696.34	0.041250	3877.20	20121201
336	360	20120601	1	0	0		670079.32	0.039900	3232.97	20121201
337	360	20120601	1	0	0		968550.97	0.039900	4673.02	20121201
338	360	20120701	1	0	0		618749.87	0.039900	3008.85	20121201
339	360	20120701	1	0	0		598825.91	0.039900	2884.88	20121201
340	360	20120701	1	0	0		658158.80	0.039900	3170.98	20121201
341	360	20120701	1	0	0		633047.01	0.039900	3051.77	20121201
342	360	20120801	1	0	0		626399.23	0.039900	3032.70	20121201
343	360	20120801	1	0	0		743450.53	0.039900	3576.29	20121201
344	360	20120801	1	0	0		784654.16	0.039900	3786.10	20121201
345	360	20120801	1	0	0		883402.47	0.041250	4318.23	20121201
346	360	20120801	1	0	0		489686.10	0.039900	2355.58	20121201
347	360	20120901	1	0	0		513442.42	0.039900	2466.21	20121201
348	360	20121201	1	0	0		588407.62	0.043750	2945.78	20121201
349	360	20121201	1	0	0		565897.93	0.041250	2750.39	20121201
350	360	20130201	1	0	0		726000.00	0.040000	3466.04	20121201
351	360	20130101	1	0	0		600294.50	0.037500	2784.25	20121201
352	360	20121201	1	0	0		997048.84	0.038750	4702.37	20121201
353	360	20121201	1	0	0		573226.70	0.036250	2622.29	20121201
354	360	20121201	1	0	0		1428456.28	0.041250	6942.61	20121201
355	360	20130101	1	0	0		619066.18	0.037500	2871.32	20121201
356	360	20130101	1	0	0		520679.27	0.035000	2341.77	20121201
357	360	20130101	1	0	0		505637.28	0.037500	2345.22	20121201
358	360	20130101	1	0	0		503640.29	0.037500	2335.96	20121201
359	360	20130101	1	0	0		817620.25	0.040000	3909.08	20121201
360	360	20130101	1	0	0		555198.90	0.040000	2654.43	20121201
361	360	20130101	1	0	0		540053.21	0.038750	2543.28	20121201
362	360	20130101	1	0	0		908629.40	0.037500	4214.35	20121201
363	360	20130101	1	0	0		942639.87	0.040000	4506.80	20121201
364	360	20130201	1	0	0		1020000.00	0.038750	4796.42	20121201
365	360	20130101	1	0	0		590309.56	0.037500	2737.94	20121201
366	360	20121101	1	0	0		990872.89	0.042500	4894.80	20121201
367	360	20130101	1	0	0		561225.72	0.042500	2764.70	20121201
368	360	20130201	1	0	0		847000.00	0.042500	4166.73	20121201
369	360	20130101	1	0	0		838622.58	0.041250	4071.06	20121201
370	360	20130101	1	0	0		551168.60	0.037500	2556.40	20121201
371	360	20130101	1	0	0		983580.79	0.040000	4702.54	20121201
372	360	20121201	1	0	0		849648.18	0.042500	4191.33	20121201
373	360	20121101	1	0	0		541743.58	0.042500	2676.15	20121201
374	360	20130101	1	0	0		1188127.20	0.035000	5343.63	20121201
375	360	20130101	1	0	0		561689.54	0.040000	2685.46	20121201
376	360	20130101	1	0	0		677821.97	0.040000	3240.70	20121201
377	360	20130101	1	0	0		591108.36	0.037500	2741.64	20121201
378	360	20130101	1	0	0		740183.48	0.037500	3433.08	20121201
379	360	20130101	1	0	0		963729.24	0.045000	4889.51	20121201
380	360	20130101	1	0	0		574152.91	0.038750	2703.86	20121201
381	360	20130201	1	0	0		887000.00	0.038750	4171.00	20121201
382	360	20130101	1	0	0		1123342.64	0.038750	5290.17	20121201
383	180	20130101	1	0	0		822433.04	0.032500	5804.04	20121201
384	360	20121201	1	0	0		482104.41	0.040000	2308.30	20121201
385	360	20130101	1	0	0		621103.81	0.040000	2969.52	20121201
386	360	20130101	1	0	0		681017.36	0.040000	3255.97	20121201
387	360	20130101	1	0	0		712948.14	0.038750	3357.49	20121201
388	360	20120701	1	0	0		593719.28	0.039900	2861.03	20121201
389	360	20130101	1	0	0		603110.18	0.038750	2840.23	20121201
390	360	20120101	1	0	0		851818.24	0.045000	5066.85	20121201
391	360	20120501	1	0	0		597221.69	0.041250	2932.13	20121201
392	360	20120501	1	0	0		977145.97	0.041250	4798.03	20121201
393	360	20120601	1	0	0		1132226.85	0.040000	6683.81	20121201
394	360	20120601	1	0	0		466731.29	0.043750	2356.63	20121201
395	360	20120801	1	0	0		644305.64	0.041250	3150.22	20121201
396	240	20120901	1	0	0		717377.23	0.038750	4360.74	20121201
397	360	20120801	1	0	0		472139.46	0.041250	2307.90	20121201
398	360	20121001	1	0	0		1193049.42	0.040000	5728.98	20121201
399	360	20121001	1	0	0		832258.29	0.041250	4056.52	20121201
400	240	20120801	1	0	0		637598.92	0.036250	3804.29	20121201
401	360	20120901	1	0	0		729786.19	0.041250	3562.18	20121201
402	360	20120901	1	0	0		894255.58	0.039900	4295.37	20121201
403	360	20121001	1	0	0		686311.06	0.041250	3363.47	20121201
404	360	20121001	1	0	0		596524.71	0.040000	2864.49	20121201
405	360	20121001	1	0	0		533143.94	0.040000	2560.14	20121201
406	360	20121101	1	0	0		630315.11	0.041250	3067.83	20121201
407	360	20121001	1	0	0		748638.49	0.040000	3594.94	20121201
408	240	20121001	1	0	0		739454.52	0.036250	4386.30	20121201
409	360	20121101	1	0	0		558562.68	0.039900	2675.07	20121201
410	360	20121101	1	0	0		728895.17	0.041250	3547.64	20121201
411	360	20121101	1	0	0		1282802.45	0.039900	6143.59	20121201
412	360	20121201	1	0	0		1164849.97	0.039900	5570.57	20121201
413	360	20121001	1	0	0		741582.56	0.040000	3566.29	20121201
414	360	20121001	1	0	0		1390075.81	0.041250	6785.10	20121201

	39	40	41	42	43	44	45	46	47	48	49
	Current Payment Status	Index Type	ARM Look-back Days	Gross Margin	ARM Round Flag	ARM Round Factor	Initial Fixed Rate Period	Initial Interest Rate Cap (Change Up)	Initial Interest Rate Cap (Change Down)	Subsequent Interest Rate Reset Period	Subsequent Interest Rate Cap (Change Down)
1	0	0
2	0	0
3	0	0
4	0	0
5	0	0
6	0	0
7	0	0
8	0	0
9	0	0
10	0	0
11	0	0
12	0	0
13	0	0
14	0	0
15	0	0
16	0	0
17	0	0
18	0	0
19	0	0
20	0	0
21	0	0
22	0	0
23	0	0
24	0	0
25	0	0
26	0	0
27	0	0
28	0	0
29	0	0
30	0	0
31	0	0
32	0	0
33	0	0
34	0	0
35	0	0
36	0	0
37	0	0
38	0	0
39	0	0
40	0	0
41	0	0
42	0	0
43	0	0
44	0	0
45	0	0
46	0	0
47	0	0
48	0	0
49	0	0
50	0	0
51	0	0
52	0	0
53	0	0
54	0	0
55	0	0
56	0	0
57	0	0
58	0	0
59	0	0
60	0	0
61	0	0
62	0	0
63	0	0
64	0	0
65	0	0
66	0	0
67	0	0
68	0	0
69	0	0
70	0	0
71	0	0
72	0	0
73	0	0
74	0	0
75	0	0
76	0	0
77	0	0
78	0	0
79	0	0
80	0	0
81	0	0
82	0	0
83	0	0
84	0	0
85	0	0
86	0	0
87	0	0
88	0	0
89	0	0
90	0	0
91	0	0
92	0	0
93	0	0
94	0	0
95	0	0
96	0	0
97	0	0
98	0	0
99	0	0
100	0	0
101	0	0
102	0	0
103	0	0
104	0	0
105	0	0
106	0	0
107	0	0
108	0	0
109	0	0
110	0	0
111	0	0
112	0	0
113	0	0
114	0	0
115	0	0
116	0	0
117	0	0
118	0	0
119	0	0
120	0	0
121	0	0
122	0	0
123	0	0
124	0	0
125	0	0
126	0	0
127	0	0
128	0	0
129	0	0
130	0	0
131	0	0
132	0	0
133	0	0
134	0	0
135	0	0
136	0	0
137	0	0
138	0	0
139	0	0
140	0	0
141	0	0
142	0	0
143	0	0
144	0	0
145	0	0
146	0	0
147	0	0
148	0	0
149	0	0
150	0	0
151	0	0
152	0	0
153	0	0
154	0	0
155	0	0
156	0	0
157	0	0
158	0	0
159	0	0
160	0	0
161	0	0
162	0	0
163	0	0
164	0	0
165	0	0
166	0	0
167	0	0
168	0	0
169	0	0
170	0	0
171	0	0
172	0	0
173	0	0
174	0	0
175	0	0
176	0	0
177	0	0
178	0	0
179	0	0
180	0	0
181	0	0
182	0	0
183	0	0
184	0	0
185	0	0
186	0	0
187	0	0
188	0	0
189	0	0
190	0	0
191	0	0
192	0	0
193	0	0
194	0	0
195	0	0
196	0	0
197	0	0
198	0	0
199	0	0
200	0	0
201	0	0
202	0	0
203	0	0
204	0	0
205	0	0
206	0	0
207	0	0
208	0	0
209	0	0
210	0	0
211	0	0
212	0	0
213	0	0
214	0	0
215	0	0
216	0	0
217	0	0
218	0	0
219	0	0
220	0	0
221	0	0
222	0	0
223	0	0
224	0	0
225	0	0
226	0	0
227	0	0
228	0	0
229	0	0
230	0	0
231	0	0
232	0	0
233	0	0
234	0	0
235	0	0
236	0	0
237	0	0
238	0	0
239	0	0
240	0	0
241	0	0
242	0	0
243	0	0
244	0	0
245	0	0
246	0	0
247	0	0
248	0	0
249	0	0
250	0	0
251	0	0
252	0	0
253	0	0
254	0	0
255	0	0
256	0	0
257	0	0
258	0	0
259	0	0
260	0	0
261	0	0
262	0	0
263	0	0
264	0	0
265	0	0
266	0	0
267	0	0
268	0	0
269	0	0
270	0	0
271	0	0
272	0	0
273	0	0
274	0	0
275	0	0
276	0	0
277	0	0
278	0	0
279	0	0
280	0	0
281	0	0
282	0	0
283	0	0
284	0	0
285	0	0
286	0	0
287	0	0
288	0	0
289	0	0
290	0	0
291	0	0
292	0	0
293	0	0
294	0	0
295	0	0
296	0	0
297	0	0
298	0	0
299	0	0
300	0	0
301	0	0
302	0	0
303	0	0
304	0	0
305	0	0
306	0	0
307	0	0
308	0	0
309	0	0
310	0	0
311	0	0
312	0	0
313	0	0
314	0	0
315	0	0
316	0	0
317	0	0
318	0	0
319	0	0
320	0	0
321	0	0
322	0	0
323	0	0
324	0	0
325	0	0
326	0	0
327	0	0
328	0	0
329	0	0
330	0	0
331	0	0
332	0	0
333	0	0
334	0	0
335	0	0
336	0	0
337	0	0
338	0	0
339	0	0
340	0	0
341	0	0
342	0	0
343	0	0
344	0	0
345	0	0
346	0	0
347	0	0
348	0	0
349	0	0
350	0	0
351	0	0
352	0	0
353	0	0
354	0	0
355	0	0
356	0	0
357	0	0
358	0	0
359	0	0
360	0	0
361	0	0
362	0	0
363	0	0
364	0	0
365	0	0
366	0	0
367	0	0
368	0	0
369	0	0
370	0	0
371	0	0
372	0	0
373	0	0
374	0	0
375	0	0
376	0	0
377	0	0
378	0	0
379	0	0
380	0	0
381	0	0
382	0	0
383	0	0
384	0	0
385	0	0
386	0	0
387	0	0
388	0	0
389	0	0
390	0	0
391	0	0
392	0	0
393	0	0
394	0	0
395	0	0
396	0	0
397	0	0
398	0	0
399	0	0
400	0	0
401	0	0
402	0	0
403	0	0
404	0	0
405	0	0
406	0	0
407	0	0
408	0	0
409	0	0
410	0	0
411	0	0
412	0	0
413	0	0
414	0	0

	50	51	52	53	54	55	56	57	58	59	60
	Subsequent Interest Rate Cap (Change Up)	Lifetime Maximum Rate (Ceiling)	Lifetime Minimum Rate (Floor)	Negative Amortization Limit	Initial Negative Amortization Recast Period	Subsequent Negative Amortization Recast Period	Initial Fixed Payment Period	Subsequent Payment Reset Period	Initial Periodic Payment Cap	Subsequent Periodic Payment Cap	Initial Minimum Payment Reset Period
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
29
30
31
32
33
34
35
36
37
38
39
40
41
42
43
44
45
46
47
48
49
50
51
52
53
54
55
56
57
58
59
60
61
62
63
64
65
66
67
68
69
70
71
72
73
74
75
76
77
78
79
80
81
82
83
84
85
86
87
88
89
90
91
92
93
94
95
96
97
98
99
100
101
102
103
104
105
106
107
108
109
110
111
112
113
114
115
116
117
118
119
120
121
122
123
124
125
126
127
128
129
130
131
132
133
134
135
136
137
138
139
140
141
142
143
144
145
146
147
148
149
150
151
152
153
154
155
156
157
158
159
160
161
162
163
164
165
166
167
168
169
170
171
172
173
174
175
176
177
178
179
180
181
182
183
184
185
186
187
188
189
190
191
192
193
194
195
196
197
198
199
200
201
202
203
204
205
206
207
208
209
210
211
212
213
214
215
216
217
218
219
220
221
222
223
224
225
226
227
228
229
230
231
232
233
234
235
236
237
238
239
240
241
242
243
244
245
246
247
248
249
250
251
252
253
254
255
256
257
258
259
260
261
262
263
264
265
266
267
268
269
270
271
272
273
274
275
276
277
278
279
280
281
282
283
284
285
286
287
288
289
290
291
292
293
294
295
296
297
298
299
300
301
302
303
304
305
306
307
308
309
310
311
312
313
314
315
316
317
318
319
320
321
322
323
324
325
326
327
328
329
330
331
332
333
334
335
336
337
338
339
340
341
342
343
344
345
346
347
348
349
350
351
352
353
354
355
356
357
358
359
360
361
362
363
364
365
366
367
368
369
370
371
372
373
374
375
376
377
378
379
380
381
382
383
384
385
386
387
388
389
390
391
392
393
394
395
396
397
398
399
400
401
402
403
404
405
406
407
408
409
410
411
412
413
414

	61	62	63	64	65	66	67	68	69	70
	Subsequent Minimum Payment Reset Period	Option ARM Indicator	Options at Recast	Initial Minimum Payment	Current Minimum Payment	Prepayment Penalty Calculation	Prepayment Penalty Type	Prepayment Penalty Total Term	Prepayment Penalty Hard Term	Primary Borrower ID
1								0		529
2								0		548
3								0		521
4								0		507
5								0		515
6								0		274
7								0		374
8								0		516
9								0		253
10								0		250
11								0		405
12								0		706
13								0		742
14								0		317
15								0		415
16								0		495
17								0		205
18								0		254
19								0		284
20								0		322
21								0		480
22								0		169
23								0		399
24								0		530
25								0		481
26								0		579
27								0		145
28								0		468
29								0		361
30								0		592
31								0		230
32								0		114
33								0		256
34								0		526
35								0		774
36								0		93
37								0		362
38								0		406
39								0		312
40								0		639
41								0		682
42								0		486
43								0		30
44								0		715
45								0		85
46								0		26
47								0		416
48								0		731
49								0		45
50								0		86
51								0		146
52								0		552
53								0		510
54								0		467
55								0		716
56								0		222
57								0		375
58								0		171
59								0		562
60								0		192
61								0		608
62								0		261
63								0		27
64								0		112
65								0		289
66								0		333
67								0		285
68								0		267
69								0		325
70								0		435
71								0		295
72								0		90
73								0		425
74								0		28
75								0		428
76								0		339
77								0		102
78								0		627
79								0		449
80								0		447
81								0		331
82								0		459
83								0		299
84								0		434
85								0		430
86								0		424
87								0		489
88								0		351
89								0		492
90								0		524
91								0		355
92								0		646
93								0		744
94								0		206
95								0		506
96								0		135
97								0		108
98								0		241
99								0		610
100								0		381
101								0		388
102								0		668
103								0		622
104								0		342
105								0		733
106								0		151
107								0		536
108								0		320
109								0		453
110								0		531
111								0		649
112								0		736
113								0		755
114								0		101
115								0		271
116								0		334
117								0		618
118								0		281
119								0		508
120								0		664
121								0		740
122								0		497
123								0		168
124								0		729
125								0		597
126								0		578
127								0		734
128								0		172
129								0		501
130								0		741
131								0		674
132								0		251
133								0		265
134								0		723
135								0		137
136								0		623
137								0		154
138								0		423
139								0		444
140								0		259
141								0		419
142								0		561
143								0		420
144								0		296
145								0		460
146								0		335
147								0		512
148								0		264
149								0		411
150								0		386
151								0		1
152								0		204
153								0		353
154								0		323
155								0		632
156								0		309
157								0		394
158								0		167
159								0		410
160								0		286
161								0		588
162								0		719
163								0		630
164								0		462
165								0		257
166								0		439
167								0		327
168								0		771
169								0		647
170								0		550
171								0		476
172								0		478
173								0		218
174								0		496
175								0		474
176								0		595
177								0		518
178								0		58
179								0		553
180								0		739
181								0		502
182								0		613
183								0		380
184								0		152
185								0		634
186								0		607
187								0		364
188								0		726
189								0		372
190								0		523
191								0		277
192								0		273
193								0		371
194								0		276
195								0		308
196								0		65
197								0		313
198								0		121
199								0		451
200								0		53
201								0		656
202								0		349
203								0		144
204								0		73
205								0		39
206								0		546
207								0		753
208								0		403
209								0		621
210								0		557
211								0		640
212								0		426
213								0		773
214								0		160
215								0		482
216								0		104
217								0		203
218								0		141
219								0		97
220								0		438
221								0		337
222								0		354
223								0		178
224								0		368
225								0		396
226								0		359
227								0		147
228								0		473
229								0		488
230								0		350
231								0		440
232								0		483
233								0		527
234								0		56
235								0		485
236								0		148
237								0		302
238								0		275
239								0		545
240								0		38
241								0		64
242								0		127
243								0		159
244								0		288
245								0		666
246								0		525
247								0		514
248								0		575
249								0		377
250								0		747
251								0		207
252								0		100
253								0		407
254								0		287
255								0		316
256								0		29
257								0		513
258								0		599
259								0		677
260								0		260
261								0		701
262								0		266
263								0		262
264								0		210
265								0		391
266								0		471
267								0		40
268								0		215
269								0		18
270								0		231
271								0		311
272								0		68
273								0		345
274								0		326
275								0		220
276								0		718
277								0		520
278								0		408
279								0		191
280								0		389
281								0		712
282								0		479
283								0		132
284								0		431
285								0		77
286								0		346
287								0		272
288								0		612
289								0		446
290								0		730
291								0		445
292								0		91
293								0		384
294								0		66
295								0		23
296								0		567
297								0		721
298								0		238
299								0		417
300								0		365
301								0		522
302								0		140
303								0		465
304								0		131
305								0		725
306								0		450
307								0		279
308								0		441
309								0		458
310								0		443
311								0		422
312								0		142
313								0		133
314								0		88
315								0		517
316								0		671
317								0		469
318								0		735
319								0		436
320								0		301
321								0		212
322								0		263
323								0		722
324								0		179
325								0		36
326								0		105
327								0		103
328								0		19
329								0		11
330								0		37
331								0		187
332								0		12
333								0		255
334								0		34
335								0		22
336								0		201
337								0		49
338								0		490
339								0		161
340								0		94
341								0		61
342								0		182
343								0		124
344								0		143
345								0		20
346								0		96
347								0		292
348								0		493
349								0		95
350								0		42
351								0		413
352								0		421
353								0		348
354								0		437
355								0		180
356								0		456
357								0		412
358								0		454
359								0		314
360								0		278
361								0		756
362								0		294
363								0		404
364								0		402
365								0		414
366								0		240
367								0		300
368								0		511
369								0		754
370								0		134
371								0		237
372								0		338
373								0		464
374								0		455
375								0		487
376								0		418
377								0		10
378								0		537
379								0		225
380								0		305
381								0		157
382								0		82
383								0		35
384								0		427
385								0		290
386								0		603
387								0		194
388								0		466
389								0		398
390								0		293
391								0		25
392								0		123
393								0		687
394								0		21
395								0		283
396								0		452
397								0		52
398								0		188
399								0		268
400								0		208
401								0		76
402								0		307
403								0		163
404								0		764
405								0		498
406								0		55
407								0		297
408								0		9
409								0		14
410								0		242
411								0		748
412								0		217
413								0		181
414								0		156

	71	72	73	74	75	76	77	78	79
	Number of Mortgaged Properties	Total Number of Borrowers	Self-employment Flag	Current ‘Other’ Monthly Payment	Length of Employment: Borrower	Length of Employment: Co- Borrower	Years in Home	FICO Model Used	Most Recent FICO Date
1	1		1		14.5	6	10	1
2	4		1		10		0	1
3	1		1		30.25		15	1
4	1		0		23	1	7	1
5	1		1		20	16	15	1
6	1		0		6	6	0	1
7	1		1		25		0	1
8	2		1		5.75	5.75	0	1
9	3		1		20		0	1
10	2		0		19.25		1.5	1
11	2		0		30.75		3	1
12	2		1		9.25		3	1
13	3		0		0	10	0	1
14	2		0		8	24	0	1
15	2		0		12.5	0.75	0	1
16	1		0		0		25	1
17	2		1		19	19	0	1
18	1		0		3	0.5	0	1
19	2		1		9	4	1.75	1
20	1		0		1		0	1
21	1		0		1.75		0	1
22	1		0		0.25	13	0	1
23	2		0		0		8	1
24	1		1		7		1	1
25	1		0		2		1.5	1
26	1		0		14	14	14	1
27	1		0		11.25		7.5	1
28	2		0		18		2	1
29	3		0		12	21	2	1
30	1		0		15		1.75	1
31	1		0		23		20	1
32	2		0		2		0	1
33	1		1		11		8	1
34	1		0		13		0	1
35	2		0		0.25	7	0	1
36	1		0		7	16	7	1
37	1		0		8		3	1
38	1		0		0.5		1.5	1
39	1		0		0	20	4	1
40	1		0		15		10	1
41	3		1		7		0	1
42	1		0		3		15	1
43	2		0		0.25	5	0	1
44	3		1		5		0	1
45	1		0		16.75		13	1
46	1		0		4		8	1
47	1		0		10.5		4	1
48	1		1		2		2.25	1
49	1		0		6	10	1	1
50	1		0		8	0	0	1
51	1		0		1.25	8	1.25	1
52	2		0		8.75		5	1
53	1		0		1.75	13.25	0	1
54	2		1		13		0	1
55	3		1		14	14	0	1
56	2		0		13		2	1
57	1		0		6.25		5	1
58	1		0		5.5	5.5	1.25	1
59	1		1		11		2	1
60	2		1		8		0	1
61	1		0		5		2	1
62	2		0		26		0	1
63	1		0		8		8	1
64	2		0		9	9	4	1
65	1		0		26		4	1
66	1		0		0		6	1
67	1		0		3		0	1
68	3		1		35		0	1
69	1		0		1	1	0	1
70	1		1		23		1.75	1
71	2		0		1	6.25	0	1
72	1		0		5		2	1
73	1		0		4	0	0	1
74	2		0		0.25	3	0	1
75	2		0		7.75		1	1
76	1		0		15		2.5	1
77	2		0		6	6	0	1
78	2		1		8		8	1
79	2		0		2.5	0	6	1
80	1		0		2		0	1
81	1		0		0		8	1
82	2		1		12		0	1
83	1		0		2		0	1
84	3		1		14	16	5	1
85	1		0		6.5		0	1
86	2		1		10		4	1
87	2		0		6.5		0	1
88	1		0		0	4.5	4	1
89	3		0		10.5	1.5	0	1
90	4		1		14	9.5	11.25	1
91	1		0		8	13	2.25	1
92	3		0		23		2	1
93	1		0		4	13	6	1
94	2		0		5		0	1
95	2		0		0.25		12	1
96	2		1		14	27	7	1
97	1		0		0		8	1
98	1		1		10	4	7.5	1
99	1		0		25		6	1
100	1		1		12.5		5	1
101	1		0		7		8	1
102	1		0		16.5	5	9	1
103	2		0		24		14	1
104	1		1		7		7	1
105	2		1		13	3	9	1
106	2		0		20.25		7	1
107	4		0		1		1.5	1
108	2		0		2	2	2	1
109	1		1		15		20	1
110	2		0		0		0	1
111	1		1		12.75		10	1
112	1		0		5		1.5	1
113	1		0		13.25	0.25	2.5	1
114	1		0		2.25		9.75	1
115	2		0		8.25	2.75	1	1
116	2		0		3.5	14	0	1
117	2		1		16.25		7	1
118	2		0		6	5	5	1
119	1		0		23.25		7	1
120	1		0		0	8	20	1
121	2		0		6	10	0	1
122	1		0		0.5	1	0	1
123	1		1		12		0	1
124	3		0		24.75		7	1
125	2		0		1.5		7	1
126	1		0		35		12	1
127	1		1		7.5		0	1
128	1		0		16.25		10	1
129	1		1		20		10	1
130	1		0		1	4	0	1
131	1		0		15		11	1
132	1		1		9		5	1
133	2		0		0		6	1
134	4		1		8.5	8	1	1
135	1		0		10	10	8	1
136	1		0		10	11	1	1
137	2		0		0.25	6	8	1
138	2		1		15.5		3.25	1
139	1		0		8.25		1	1
140	2		0		7.5	25	0	1
141	1		0		5		0	1
142	1		0		5.75		1.75	1
143	1		0		5		0	1
144	1		0		2	0	0.25	1
145	1		0		4.5		2.25	1
146	1		0		5		2	1
147	1		0		9.75		1	1
148	3		0		3.5	18	0	1
149	1		0		5.75		8	1
150	1		0		13		0	1
151	1		0		9.75	5	5	1
152	1		0		0		8	1
153	2		0		15		3	1
154	1		0		27		4	1
155	2		0		8		0	1
156	1		0		10		0	1
157	1		1		9.25		5.75	1
158	1		0		1.5	0	2	1
159	1		1		5		1.5	1
160	1		0		18		1.25	1
161	3		0		34	25	0	1
162	2		1		18		0	1
163	2		1		7	7	0	1
164	1		0		4.25		5.75	1
165	1		0		13		2	1
166	1		0		10		1.25	1
167	1		0		22		6	1
168	4		1		7		0	1
169	2		1		32	2	4.5	1
170	1		0		10		2	1
171	2		0		0		4	1
172	1		0		3		6	1
173	1		0		3.5	17.25	2	1
174	2		0		2.75	18	0	1
175	2		1		5	5	3	1
176	1		0		0		12.75	1
177	1		0		11	7	5.25	1
178	1		0		1		1	1
179	2		0		0		5	1
180	1		0		12		1	1
181	1		0		5	0	4	1
182	2		1		11		12	1
183	2		1		9		0	1
184	1		0		0		2	1
185	1		0		0	21	2	1
186	1		0		6.5	15	5	1
187	4		1		5	4.5	0	1
188	1		0		8	8	0	1
189	4		0		5	5	1.5	1
190	2		0		7.75		0	1
191	1		0		20	3.5	1.5	1
192	2		1		19	17	15	1
193	2		0		24		0	1
194	1		0		0		0	1
195	1		1		10	10	6	1
196	1		1		2	5.5	2	1
197	1		1		4	5	13	1
198	1		0		0		0	1
199	2		0		2.25	3	0	1
200	2		1		9.25		0	1
201	3		0		6		0	1
202	2		0		3		12.5	1
203	1		0		13		1	1
204	1		0		6.25	16.75	1.25	1
205	2		0		2	2	0	1
206	1		0		1.5		7	1
207	1		1		18		15	1
208	1		0		0		10	1
209	1		0		8		2	1
210	3		0		27		3	1
211	2		1		8.25		0	1
212	1		0		14.5		2	1
213	2		0		6.25		0	1
214	2		0		3.25	2.25	1	1
215	1		0		0.5	0	5	1
216	2		0		6.25		0	1
217	2		1		8		0.5	1
218	1		1		5		0	1
219	1		0		17		6	1
220	1		0		9.75		2.17	1
221	1		0		8	26	2	1
222	1		0		25.4	0	17	1
223	1		1		39		23	1
224	1		0		0.3	0	0	1
225	2		1		15	8	0	1
226	1		0		9	9	8	1
227	2		0		10	10	0	1
228	1		0		8		1.5	1
229	1		1		9		5	1
230	1		0		6	6	0	1
231	3		1		25		0	1
232	3		0		0		0	1
233	3		0		30		0	1
234	2		0		21		0	1
235	1		0		18	2	2.25	1
236	1		0		2.75	4	4	1
237	1		0		8.25	11	6.25	1
238	2		0		14		0	1
239	1		1		25		1.5	1
240	1		0		6	2	3	1
241	1		0		8		0	1
242	2		0		2	1.5	13	1
243	2		0		5		6	1
244	1		0		4.75		0.75	1
245	1		1		10		2	1
246	1		0		27	1.5	0	1
247	1		1		3		3.5	1
248	2		0		14		0	1
249	1		0		7		0.75	1
250	3		1		15		0	1
251	2		0		10	1	0	1
252	1		0		2.5		6	1
253	1		1		10		8	1
254	2		1		14	9	3	1
255	1		0		4.5		2.25	1
256	3		1		7.75		0	1
257	1		1		16		2.5	1
258	2		0		11	10	0.5	1
259	3		1		13	2	3.5	1
260	1		0		2.5	8	5	1
261	1		0		16	4.25	0	1
262	2		0		7.5	2.5	9.5	1
263	1		0		0.5		0	1
264	1		0		3.25		3	1
265	1		0		2.25		0	1
266	1		1		19		7	1
267	1		0		5		0	1
268	1		0		11	0.25	2	1
269	1		0		0		0	1
270	2		0		6		0.25	1
271	1		0		1		0	1
272	1		0		5	0	2.5	1
273	1		0		6		4	1
274	1		0		26		0	1
275	1		0		5.1	0	12	1
276	1		1		7.9	0	0	1
277	1		1		32		6	1
278	1		0		17		3	1
279	2		0		2	0.25	2	1
280	1		0		0		6.5	1
281	1		0		13		10	1
282	1		1		23	0	4	1
283	1		0		9		0.25	1
284	1		0		27	12	1	1
285	1		0		0		0	1
286	1		0		12	15	6.75	1
287	1		0		12	6	2.25	1
288	2		0		17		12	1
289	1		1		3		3	1
290	2		1		0	6	0.5	1
291	1		0		24	21	4	1
292	1		0		5		1	1
293	1		0		1	1	1	1
294	1		1		34	32	21	1
295	5		0		13		6.5	1
296	2		0		4	0	6	1
297	1		0		11		0	1
298	2		0		8	8.5	0	1
299	2		0		2.25	4	0	1
300	2		1		9	2	5	1
301	3		1		18		0	1
302	1		1		12	14	0.25	1
303	2		0		12	7	0	1
304	1		1		21.5		1.25	1
305	3		0		17		0	1
306	4		1		30	10.25	0	1
307	1		0		1	5	0	1
308	2		1		29		0	1
309	1		0		1.5	17	0	1
310	1		0		4		0	1
311	1		0		12		2	1
312	1		1		13		4	1
313	1		1		7	2	22	1
314	1		0		20		10	1
315	1		0		0		5	1
316	1		0		1.5		0	1
317	1		0		5	0	0	1
318	1		0		4	20	2	1
319	1		1		18		2	1
320	2		0		0.25		0	1
321	1		0		10		10	1
322	2		0		18		0.5	1
323	1		0		5	4	9	1
324	2		0		28		8	1
325	1		1		15		0.75	1
326	1		0		1	4.75	6	1
327	1		0		4		8	1
328	2		0		12	1	4	1
329	1		1		20		6	1
330	1		0		18		5	1
331	1		0		15		9	1
332	1		0		6	22	4	1
333	1		0		3.5	10	2	1
334	1		0		15		13	1
335	1		0		7	0.75	0.5	1
336	1		0		8	15	3	1
337	4		1		28		6.5	1
338	1		0		5	4	1.25	1
339	1		0		14.5		2	1
340	1		0		11	11	4	1
341	1		0		9	1	2	1
342	1		0		7	8	8	1
343	1		0		4	3	0	1
344	1		0		6		6	1
345	1		0		1	20	4	1
346	1		0		2		16	1
347	1		0		8.25	4.5	8	1
348	1		1		16.5	0	3	1
349	1		0		13		2.25	1
350	2		1		16		4	1
351	2		0		24	19	8	1
352	1		1		3.75		4	1
353	1		0		6	5	0	1
354	1		1		11		4.5	1
355	2		0		2.75	21	2.25	1
356	2		0		2		0	1
357	2		0		5		0	1
358	1		0		3.5		0	1
359	1		0		0.25		5.25	1
360	2		1		13.25		6.5	1
361	2		0		17		0	1
362	2		0		0	22	0	1
363	1		0		16	18	5	1
364	3		1		8		0	1
365	1		0		4		0	1
366	1		0		6		0	1
367	1		0		0		3.5	1
368	2		1		7	7	6	1
369	3		0		15	11	8	1
370	1		0		16.75	12.5	0	1
371	1		0		6.5	7.75	1.5	1
372	1		0		0	0.75	0	1
373	1		1		8		0	1
374	1		0		1	6	0	1
375	2		0		16		0	1
376	1		0		11		0	1
377	2		0		1		0	1
378	2		0		9		0	1
379	2		1		15		1.25	1
380	1		1		30		12	1
381	1		1		3		1	1
382	1		0		7	1	0	1
383	2		0		5		10	1
384	2		1		0		9	1
385	1		0		1		1.5	1
386	2		1		5		3	1
387	1		0		2.5	12	1.5	1
388	1		0		18		3	1
389	1		0		10	6.5	0	1
390	1		0		15.6	0	0	1
391	1		0		0.75	0.15	0	1
392	1		0		9.9	2	2.6	1
393	2		0		16	1	0	1
394	3		1		4.2	4	0	1
395	2		0		14	1	0	1
396	1		0		12	2.11	0	1
397	1		0		6	0	4	1
398	1		0		3.67	0	1	1
399	1		0		4	0	1	1
400	1		1		4.25	2.5	0	1
401	1		0		3	1	5	1
402	1		0		1.1	2	0	1
403	1		0		4	0	10	1
404	1		0		0.1	1	0	1
405	1		0		5	4	0	1
406	1		0		0.7	0	2	1
407	1		0		8.5	0	5	1
408	2		1		2	0	1.3	1
409	1		0		1	22	2	1
410	1		0		0.01	0	0	1
411	1		0		16	1	2	1
412	2		1		12	0	1.67	1
413	1		0		15	0	0.75	1
414	3		0		1	0	0	1

	80	81	82	83	84	85	86	87	88	89
	Primary Wage Earner Original FICO: Equifax	Primary Wage Earner Original FICO: Experian	Primary Wage Earner Original FICO: TransUnion	Secondary Wage Earner Original FICO: Equifax	Secondary Wage Earner Original FICO: Experian	Secondary Wage Earner Original FICO: TransUnion	Original Primary Borrower FICO	Most Recent Primary Borrower FICO	Most Recent Co- Borrower FICO	Most Recent FICO Method
1							768
2							797
3							796
4							789
5							757
6							725
7							795
8							801
9							780
10							795
11							793
12							751
13							784
14							777
15							779
16							809
17							791
18							726
19							779
20							739
21							775
22							756
23							736
24							793
25							763
26							760
27							760
28							782
29							753
30							757
31							727
32							792
33							799
34							796
35							771
36							776
37							800
38							724
39							710
40							793
41							768
42							721
43							767
44							771
45							769
46							731
47							770
48							788
49							782
50							757
51							802
52							794
53							791
54							779
55							730
56							758
57							791
58							794
59							730
60							797
61							729
62							817
63							786
64							801
65							709
66							808
67							777
68							790
69							784
70							799
71							800
72							752
73							789
74							789
75							731
76							755
77							799
78							789
79							787
80							757
81							788
82							724
83							713
84							788
85							774
86							736
87							770
88							764
89							771
90							738
91							790
92							780
93							806
94							790
95							788
96							810
97							778
98							743
99							780
100							746
101							772
102							752
103							772
104							799
105							731
106							729
107							791
108							772
109							780
110							787
111							801
112							777
113							780
114							807
115							781
116							789
117							797
118							788
119							805
120							788
121							787
122							770
123							794
124							801
125							782
126							728
127							783
128							782
129							812
130							753
131							774
132							790
133							733
134							779
135							775
136							768
137							762
138							777
139							769
140							775
141							783
142							726
143							770
144							776
145							785
146							798
147							803
148							782
149							760
150							772
151							788
152							768
153							767
154							722
155							805
156							771
157							735
158							749
159							732
160							802
161							790
162							800
163							778
164							732
165							763
166							786
167							747
168							769
169							793
170							787
171							764
172							787
173							792
174							744
175							760
176							782
177							772
178							790
179							791
180							793
181							758
182							787
183							789
184							750
185							770
186							800
187							772
188							784
189							776
190							781
191							730
192							786
193							725
194							726
195							733
196							787
197							711
198							793
199							764
200							783
201							767
202							764
203							764
204							790
205							730
206							797
207							786
208							790
209							789
210							777
211							721
212							736
213							767
214							765
215							808
216							784
217							773
218							782
219							793
220							774
221							712
222							785
223							774
224							749
225							799
226							800
227							703
228							778
229							809
230							778
231							790
232							735
233							761
234							787
235							701
236							765
237							743
238							791
239							801
240							790
241							769
242							795
243							793
244							801
245							811
246							765
247							752
248							742
249							782
250							764
251							808
252							795
253							786
254							746
255							737
256							796
257							802
258							759
259							757
260							766
261							798
262							753
263							801
264							726
265							777
266							776
267							755
268							768
269							792
270							785
271							784
272							786
273							749
274							766
275							752
276							807
277							791
278							790
279							762
280							782
281							739
282							794
283							781
284							799
285							796
286							795
287							804
288							804
289							784
290							773
291							743
292							800
293							739
294							809
295							783
296							799
297							769
298							800
299							731
300							793
301							783
302							777
303							755
304							762
305							795
306							784
307							755
308							766
309							732
310							716
311							790
312							778
313							796
314							795
315							779
316							774
317							770
318							728
319							815
320							800
321							780
322							777
323							790
324							793
325							735
326							800
327							807
328							791
329							773
330							805
331							816
332							787
333							775
334							758
335							742
336							727
337							783
338							808
339							764
340							737
341							745
342							795
343							780
344							792
345							777
346							770
347							777
348							777
349							800
350							784
351							751
352							726
353							792
354							780
355							768
356							738
357							789
358							790
359							766
360							753
361							748
362							724
363							767
364							745
365							765
366							764
367							815
368							724
369							727
370							777
371							725
372							782
373							779
374							791
375							813
376							797
377							772
378							801
379							712
380							684
381							713
382							790
383							761
384							749
385							824
386							772
387							789
388							771
389							778
390							781
391							759
392							790
393							793
394							781
395							743
396							740
397							800
398							741
399							757
400							802
401							764
402							776
403							759
404							768
405							791
406							757
407							755
408							804
409							731
410							756
411							794
412							766
413							754
414							751

	90	91	92	93	94	95	96	97	98
	VantageScore: Primary Borrower	VantageScore: Co- Borrower	Most Recent VantageScore Method	VantageScore Date	Credit Report: Longest Trade Line	Credit Report: Maximum Trade Line	Credit Report: Number of Trade Lines	Credit Line Usage Ratio	Most Recent 12- month Pay History
1									000000000000
2									000000000000
3									000000000000
4									000000000000
5									000000000000
6									000000000000
7									000000000000
8									000000000000
9									000000000000
10									000000000000
11									000000000000
12									000000000000
13									000000000000
14									000000000000
15									000000000000
16									000000000000
17									000000000000
18									000000000000
19									000000000000
20									000000000000
21									000000000000
22									000000000000
23									000000000000
24									000000000000
25									000000000000
26									000000000000
27									000000000000
28									000000000000
29									000000000000
30									000000000000
31									000000000000
32									000000000000
33									000000000000
34									000000000000
35									000000000000
36									000000000000
37									000000000000
38									000000000000
39									000000000000
40									000000000000
41									000000000000
42									000000000000
43									000000000000
44									000000000000
45									000000000000
46									000000000000
47									000000000000
48									000000000000
49									000000000000
50									000000000000
51									000000000000
52									000000000000
53									000000000000
54									000000000000
55									000000000000
56									000000000000
57									000000000000
58									000000000000
59									000000000000
60									000000000000
61									000000000000
62									000000000000
63									000000000000
64									000000000000
65									000000000000
66									000000000000
67									000000000000
68									000000000000
69									000000000000
70									000000000000
71									000000000000
72									000000000000
73									000000000000
74									000000000000
75									000000000000
76									000000000000
77									000000000000
78									000000000000
79									000000000000
80									000000000000
81									000000000000
82									000000000000
83									000000000000
84									000000000000
85									000000000000
86									000000000000
87									000000000000
88									000000000000
89									000000000000
90									000000000000
91									000000000000
92									000000000000
93									000000000000
94									000000000000
95									000000000000
96									000000000000
97									000000000000
98									000000000000
99									000000000000
100									000000000000
101									000000000000
102									000000000000
103									000000000000
104									000000000000
105									000000000000
106									000000000000
107									000000000000
108									000000000000
109									000000000000
110									000000000000
111									000000000000
112									000000000000
113									000000000000
114									000000000000
115									000000000000
116									000000000000
117									000000000000
118									000000000000
119									000000000000
120									000000000000
121									000000000000
122									000000000000
123									000000000000
124									000000000000
125									000000000000
126									000000000000
127									000000000000
128									000000000000
129									000000000000
130									000000000000
131									000000000000
132									000000000000
133									000000000000
134									000000000000
135									000000000000
136									000000000000
137									000000000000
138									000000000000
139									000000000000
140									000000000000
141									000000000000
142									000000000000
143									000000000000
144									000000000000
145									000000000000
146									000000000000
147									000000000000
148									000000000000
149									000000000000
150									000000000000
151									000000000000
152									000000000000
153									000000000000
154									000000000000
155									000000000000
156									000000000000
157									000000000000
158									000000000000
159									000000000000
160									000000000000
161									000000000000
162									000000000000
163									000000000000
164									000000000000
165									000000000000
166									000000000000
167									000000000000
168									000000000000
169									000000000000
170									000000000000
171									000000000000
172									000000000000
173									000000000000
174									000000000000
175									000000000000
176									000000000000
177									000000000000
178									000000000000
179									000000000000
180									000000000000
181									000000000000
182									000000000000
183									000000000000
184									000000000000
185									000000000000
186									000000000000
187									000000000000
188									000000000000
189									000000000000
190									000000000000
191									000000000000
192									000000000000
193									000000000000
194									000000000000
195									000000000000
196									000000000000
197									000000000000
198									000000000000
199									000000000000
200									000000000000
201									000000000000
202									000000000000
203									000000000000
204									000000000000
205									000000000000
206									000000000000
207									000000000000
208									000000000000
209									000000000000
210									000000000000
211									000000000000
212									000000000000
213									000000000000
214									000000000000
215									000000000000
216									000000000000
217									000000000000
218									000000000000
219									000000000000
220									000000000000
221									000000000000
222									000000000000
223									000000000000
224									000000000000
225									000000000000
226									000000000000
227									000000000000
228									000000000000
229									000000000000
230									000000000000
231									000000000000
232									000000000000
233									000000000000
234									000000000000
235									000000000000
236									000000000000
237									000000000000
238									000000000000
239									000000000000
240									000000000000
241									000000000000
242									000000000000
243									000000000000
244									000000000000
245									000000000000
246									000000000000
247									000000000000
248									000000000000
249									000000000000
250									000000000000
251									000000000000
252									000000000000
253									000000000000
254									000000000000
255									000000000000
256									000000000000
257									000000000000
258									000000000000
259									000000000000
260									000000000000
261									000000000000
262									000000000000
263									000000000000
264									000000000000
265									000000000000
266									000000000000
267									000000000000
268									000000000000
269									000000000000
270									000000000000
271									000000000000
272									000000000000
273									000000000000
274									000000000000
275									000000000000
276									000000000000
277									000000000000
278									000000000000
279									000000000000
280									000000000000
281									000000000000
282									000000000000
283									000000000000
284									000000000000
285									000000000000
286									000000000000
287									000000000000
288									000000000000
289									000000000000
290									000000000000
291									000000000000
292									000000000000
293									000000000000
294									000000000000
295									000000000000
296									000000000000
297									000000000000
298									000000000000
299									000000000000
300									000000000000
301									000000000000
302									000000000000
303									000000000000
304									000000000000
305									000000000000
306									000000000000
307									000000000000
308									000000000000
309									000000000000
310									000000000000
311									000000000000
312									000000000000
313									000000000000
314									000000000000
315									000000000000
316									000000000000
317									000000000000
318									000000000000
319									000000000000
320									000000000000
321									000000000000
322									000000000000
323									000000000000
324									000000000000
325									000000000000
326									000000000000
327									000000000000
328									000000000000
329									000000000000
330									000000000000
331									000000000000
332									000000000000
333									000000000000
334									000000000000
335									000000000000
336									000000000000
337									000000000000
338									000000000000
339									000000000000
340									000000000000
341									000000000000
342									000000000000
343									000000000000
344									000000000000
345									000000000000
346									000000000000
347									000000000000
348									000000000000
349									000000000000
350									000000000000
351									000000000000
352									000000000000
353									000000000000
354									000000000000
355									000000000000
356									000000000000
357									000000000000
358									000000000000
359									000000000000
360									000000000000
361									000000000000
362									000000000000
363									000000000000
364									000000000000
365									000000000000
366									000000000000
367									000000000000
368									000000000000
369									000000000000
370									000000000000
371									000000000000
372									000000000000
373									000000000000
374									000000000000
375									000000000000
376									000000000000
377									000000000000
378									000000000000
379									000000000000
380									000000000000
381									000000000000
382									000000000000
383									000000000000
384									000000000000
385									000000000000
386									000000000000
387									000000000000
388									000000000000
389									000000000000
390									000000000000
391									000000000000
392									000000000000
393									000000000000
394									000000000000
395									000000000000
396									000000000000
397									000000000000
398									000000000000
399									000000000000
400									000000000000
401									000000000000
402									000000000000
403									000000000000
404									000000000000
405									000000000000
406									000000000000
407									000000000000
408									000000000000
409									000000000000
410									000000000000
411									000000000000
412									000000000000
413									000000000000
414									000000000000

	99	100	101	102	103	104	105	106	107
	Months Bankruptcy	Months Foreclosure	Primary Borrower Wage Income	Co-Borrower Wage Income	Primary Borrower Other Income	Co-Borrower Other Income	All Borrower Wage Income	All Borrower Total Income	4506-T Indicator
1			15577.06	0.00	0.00	0.00	15577.06	15577.06	1
2			34676.62	0.00	0.00	0.00	34676.62	34676.62	1
3			28307.42		0.00		28307.42	28307.42	1
4			13609.95	11165.59	0.00	0.00	24775.54	24775.54	1
5			30117.42	0.00	0.00	0.00	30117.42	30117.42	1
6			2371.03	6426.74	5126.57	0.00	8797.77	13924.34	1
7			43301.37		0.00		43301.37	43301.37	1
8			9496.32	37174.01	0.00	0.00	46670.33	46670.33	1
9			129400.00		0.00		129400.00	129400.00	1
10			35416.68	0.00	63570.83	0.00	35416.68	98987.51	1
11			12360.40		1932.87		12360.40	14293.27	1
12			13315.45		0.00		13315.45	13315.45	1
13			12500.00	9689.42	0.00	0.00	22189.42	22189.42	1
14			11587.50	10783.33	0.00	0.00	22370.83	22370.83	1
15			19759.92	0.00	13000.00	0.00	19759.92	32759.92	1
16			2228.90	783.90	9538.92	0.00	3012.80	12551.72	1
17			63425.00	0.00	0.00	0.00	63425.00	63425.00	1
18			9916.67	6435.10	0.00	0.00	16351.77	16351.77	1
19			0.00	0.00	11176.00	2876.00	0.00	14052.00	1
20			39583.34	0.00	0.00	0.00	39583.34	39583.34	1
21			12476.04		13605.70		12476.04	26081.74	1
22			23083.33	0.00	0.00	0.00	23083.33	23083.33	1
23			13668.05	820.33	214.53	0.00	14488.38	14702.91	1
24			38141.37	0.00	0.00	0.00	38141.37	38141.37	1
25			18750.00	0.00	0.00	0.00	18750.00	18750.00	1
26			12154.14	7599.78	0.00	0.00	19753.92	19753.92	1
27			24894.62	0.00	0.00	0.00	24894.62	24894.62	1
28			21949.46		0.00		21949.46	21949.46	1
29			9866.66	10000.00	0.00	0.00	19866.66	19866.66	1
30			2774.00	0.00	14072.91	0.00	2774.00	16846.91	1
31			25677.16	0.00	3573.72	0.00	25677.16	29250.88	1
32			21075.58	0.00	0.00	0.00	21075.58	21075.58	0
33			28524.12	0.00	0.00	0.00	28524.12	28524.12	1
34			15866.82	0.00	0.00	0.00	15866.82	15866.82	1
35			1972.00	9350.00	33537.97	0.00	11322.00	44859.97	1
36			11196.79	8670.92	0.00	0.00	19867.71	19867.71	1
37			23666.67		0.00		23666.67	23666.67	1
38			13332.80		0.00		13332.80	13332.80	1
39			16250.00	0.00	0.00	0.00	16250.00	16250.00	1
40			14444.45	0.00	0.00	0.00	14444.45	14444.45	1
41			30437.91	0.00	0.00	0.00	30437.91	30437.91	1
42			13767.17		0.00		13767.17	13767.17	1
43			29041.09	2105.44	0.00	0.00	31146.53	31146.53	1
44			150757.58	0.00	0.00	0.00	150757.58	150757.58	1
45			21666.67	0.00	0.00	0.00	21666.67	21666.67	1
46			20833.33	0.00	0.00	0.00	20833.33	20833.33	1
47			14401.51		2538.12		14401.51	16939.63	1
48			18024.84	0.00	0.00	0.00	18024.84	18024.84	1
49			16666.67	12016.66	0.00	4677.45	28683.33	33360.78	0
50			31254.00	8333.33	0.00	0.00	39587.33	39587.33	1
51			7934.66	10166.67	0.00	0.00	18101.33	18101.33	1
52			9843.17	0.00	0.00	6116.88	9843.17	15960.05	1
53			13333.33	7891.39	0.00	0.00	21224.72	21224.72	1
54			48581.59	0.00	0.00	0.00	48581.59	48581.59	1
55			15781.48	13603.02	0.00	0.00	29384.50	29384.50	1
56			31250.00	0.00	8333.34	0.00	31250.00	39583.34	1
57			12589.79		0.00		12589.79	12589.79	1
58			13110.00	15022.80	0.00	0.00	28132.80	28132.80	1
59			75000.00		0.00		75000.00	75000.00	1
60			86525.38	0.00	0.00	0.00	86525.38	86525.38	1
61			5286.96		0.00		5286.96	5286.96	1
62			41666.66	0.00	0.00	0.00	41666.66	41666.66	1
63			33333.34	0.00	0.00	0.00	33333.34	33333.34	1
64			12499.00	8750.00	0.00	0.00	21249.00	21249.00	1
65			23800.00		0.00		23800.00	23800.00	1
66			0.00		26950.00		0.00	26950.00	1
67			12500.00		2083.33		12500.00	14583.33	1
68			74167.33		0.00		74167.33	74167.33	1
69			30000.00	7295.83	0.00	0.00	37295.83	37295.83	1
70			25334.09	0.00	0.00	0.00	25334.09	25334.09	1
71			19500.00	6666.67	0.00	1717.27	26166.67	27883.94	1
72			16250.00	0.00	7259.95	0.00	16250.00	23509.95	1
73			3592.20	13333.34	0.00	0.00	16925.54	16925.54	1
74			12500.00	8333.34	0.00	0.00	20833.34	20833.34	1
75			18284.32		3629.00		18284.32	21913.32	1
76			0.00	0.00	37753.35	0.00	0.00	37753.35	1
77			13668.63	8618.61	0.00	0.00	22287.24	22287.24	1
78			36916.31		0.00		36916.31	36916.31	1
79			46666.00	0.00	0.00	0.00	46666.00	46666.00	1
80			40000.00	0.00	0.00	0.00	40000.00	40000.00	1
81			0.00	0.00	11022.67	6430.95	0.00	17453.62	1
82			0.00		42957.50		0.00	42957.50	1
83			20464.00		0.00		20464.00	20464.00	1
84			9536.08	5589.67	0.00	0.00	15125.75	15125.75	1
85			8333.33		6654.50		8333.33	14987.83	1
86			50093.29		0.00		50093.29	50093.29	1
87			8825.40	0.00	5306.17	0.00	8825.40	14131.57	1
88			0.00	27083.33	0.00	6491.17	27083.33	33574.50	1
89			8970.00	3818.88	0.00	0.00	12788.88	12788.88	1
90			3131.75	9017.70	3352.50	0.00	12149.45	15501.95	1
91			12499.50	7875.40	0.00	0.00	20374.90	20374.90	1
92			12161.91		0.00		12161.91	12161.91	1
93			14568.00	7215.62	0.00	0.00	21783.62	21783.62	1
94			55457.50	0.00	0.00	0.00	55457.50	55457.50	1
95			16666.67		0.00		16666.67	16666.67	1
96			16533.21	17038.75	0.00	0.00	33571.96	33571.96	1
97			0.00	2299.90	12341.11	0.00	2299.90	14641.01	1
98			20248.67	11740.64	0.00	0.00	31989.31	31989.31	1
99			24666.68	0.00	0.00	0.00	24666.68	24666.68	1
100			12802.42		10692.86		12802.42	23495.28	1
101			17250.00		0.00		17250.00	17250.00	1
102			10951.20	1627.33	388.24	0.00	12578.53	12966.77	1
103			37084.92		19183.13		37084.92	56268.05	1
104			22815.00		0.00		22815.00	22815.00	1
105			16321.41	0.00	0.00	0.00	16321.41	16321.41	1
106			31097.32	0.00	0.00	0.00	31097.32	31097.32	1
107			17666.67	0.00	0.00	0.00	17666.67	17666.67	1
108			16258.08	15512.92	0.00	0.00	31771.00	31771.00	1
109			17547.49		0.00		17547.49	17547.49	1
110			3164.70	0.00	13000.00	0.00	3164.70	16164.70	1
111			23279.17		0.00		23279.17	23279.17	1
112			30420.33		0.00		30420.33	30420.33	1
113			11166.34	7916.67	0.00	0.00	19083.01	19083.01	1
114			26660.25	0.00	0.00	0.00	26660.25	26660.25	1
115			8266.27	8741.16	0.00	0.00	17007.43	17007.43	1
116			9374.99	8039.99	0.00	0.00	17414.98	17414.98	1
117			24189.16	0.00	0.00	0.00	24189.16	24189.16	1
118			12340.84	19044.05	0.00	0.00	31384.89	31384.89	1
119			13033.63	0.00	0.00	0.00	13033.63	13033.63	1
120			8183.79	10147.03	0.00	0.00	18330.82	18330.82	1
121			14043.92	6258.34	0.00	0.00	20302.26	20302.26	1
122			22916.67	1.00	0.00	0.00	22917.67	22917.67	1
123			12979.58		0.00		12979.58	12979.58	1
124			16848.00		0.00		16848.00	16848.00	1
125			29166.66		0.00		29166.66	29166.66	1
126			14150.00		0.00		14150.00	14150.00	1
127			28143.08	0.00	0.00	0.00	28143.08	28143.08	1
128			9999.99	0.00	11857.78	0.00	9999.99	21857.77	1
129			11571.29		33091.12		11571.29	44662.41	1
130			5625.00	17499.99	0.00	0.00	23124.99	23124.99	1
131			13905.84	0.00	0.00	0.00	13905.84	13905.84	1
132			28498.98		0.00		28498.98	28498.98	1
133			0.00	0.00	6300.39	6852.10	0.00	13152.49	1
134			12915.06	14333.74	0.00	0.00	27248.80	27248.80	1
135			8926.67	11683.34	0.00	0.00	20610.01	20610.01	1
136			5833.34	10000.00	11772.33	0.00	15833.34	27605.67	1
137			17500.00	0.00	0.00	0.00	17500.00	17500.00	1
138			0.00		19423.80		0.00	19423.80	1
139			16666.66		0.00		16666.66	16666.66	1
140			5001.58	5036.38	5028.84	0.00	10037.96	15066.80	1
141			13032.94		0.00		13032.94	13032.94	1
142			14914.84		0.00		14914.84	14914.84	1
143			33074.99	0.00	0.00	0.00	33074.99	33074.99	1
144			5416.66	11250.00	0.00	0.00	16666.66	16666.66	1
145			18291.00	0.00	0.00	0.00	18291.00	18291.00	1
146			8032.60		13486.63		8032.60	21519.23	1
147			13375.75		0.00		13375.75	13375.75	1
148			14997.32	7274.80	7293.97	2976.66	22272.12	32542.75	1
149			28154.83		5566.87		28154.83	33721.70	1
150			12402.16		8125.00		12402.16	20527.16	1
151			10114.19	16503.17	0.00	0.00	26617.36	26617.36	1
152			0.00	1655.00	7232.25	0.00	1655.00	8887.25	1
153			10112.92	0.00	0.00	0.00	10112.92	10112.92	1
154			32400.00	0.00	0.00	0.00	32400.00	32400.00	1
155			27565.96	0.00	0.00	0.00	27565.96	27565.96	1
156			11423.57		0.00		11423.57	11423.57	1
157			22503.00		0.00		22503.00	22503.00	1
158			14875.00	0.00	0.00	0.00	14875.00	14875.00	1
159			36123.66	0.00	0.00	0.00	36123.66	36123.66	1
160			15112.75		0.00		15112.75	15112.75	1
161			3920.06	1206.00	0.00	0.00	5126.06	5126.06	1
162			42678.83		0.00		42678.83	42678.83	1
163			3250.00	3250.00	12083.22	0.00	6500.00	18583.22	1
164			18450.49	0.00	0.00	0.00	18450.49	18450.49	1
165			14884.78		0.00		14884.78	14884.78	1
166			16614.66		0.00		16614.66	16614.66	0
167			12051.00	0.00	19744.71	0.00	12051.00	31795.71	1
168			24420.53		0.00		24420.53	24420.53	1
169			3494.00	0.00	2007.33	0.00	3494.00	5501.33	1
170			36837.67	0.00	0.00	0.00	36837.67	36837.67	1
171			33243.35	0.00	0.00	0.00	33243.35	33243.35	1
172			22500.00	0.00	0.00	0.00	22500.00	22500.00	1
173			0.00	9280.95	7554.15	0.00	9280.95	16835.10	1
174			0.00	15124.55	0.00	0.00	15124.55	15124.55	1
175			20242.08	0.00	2504.75	2504.75	20242.08	25251.58	1
176			1996.20	3461.93	1500.00	14859.79	5458.13	21817.92	1
177			0.00	4166.67	20496.00	0.00	4166.67	24662.67	1
178			38750.00		0.00		38750.00	38750.00	1
179			1942.70	889.70	0.00	937.43	2832.40	3769.83	1
180			17197.29		0.00		17197.29	17197.29	1
181			13785.68	0.00	0.00	0.00	13785.68	13785.68	1
182			12458.33		7584.41		12458.33	20042.74	1
183			42124.32	0.00	24858.00	0.00	42124.32	66982.32	1
184			15833.34	0.00	0.00	0.00	15833.34	15833.34	1
185			6182.80	5391.67	0.00	0.00	11574.47	11574.47	1
186			10643.51	5000.00	0.00	0.00	15643.51	15643.51	1
187			48275.02	48275.24	0.00	0.00	96550.26	96550.26	1
188			20086.50	6902.00	0.00	0.00	26988.50	26988.50	1
189			11707.00	11135.32	0.00	0.00	22842.32	22842.32	1
190			0.00	0.00	15812.02	0.00	0.00	15812.02	1
191			12334.44	15618.50	0.00	0.00	27952.94	27952.94	1
192			22287.41	10729.75	0.00	0.00	33017.16	33017.16	1
193			16666.67	0.00	15000.00	0.00	16666.67	31666.67	1
194			14166.67		0.00		14166.67	14166.67	1
195			9154.88	9154.84	0.00	0.00	18309.72	18309.72	1
196			4286.53	7000.00	0.00	2059.33	11286.53	13345.86	1
197			10776.67	2169.00	1278.20	0.00	12945.67	14223.87	1
198			11284.72		3477.79		11284.72	14762.51	1
199			11608.00	6149.86	4423.46	0.00	17757.86	22181.32	1
200			15451.83	0.00	0.00	0.00	15451.83	15451.83	1
201			58333.33	0.00	0.00	0.00	58333.33	58333.33	1
202			30609.66		0.00		30609.66	30609.66	1
203			17014.40	0.00	0.00	0.00	17014.40	17014.40	1
204			9235.91	12070.83	0.00	0.00	21306.74	21306.74	1
205			11104.17	7083.34	0.00	0.00	18187.51	18187.51	1
206			9957.17		1190.50		9957.17	11147.67	1
207			0.00		33946.54		0.00	33946.54	1
208			0.00		15673.58		0.00	15673.58	1
209			32972.10	0.00	0.00	0.00	32972.10	32972.10	1
210			10947.37		9073.00		10947.37	20020.37	1
211			63397.00		0.00		63397.00	63397.00	1
212			16980.99		0.00		16980.99	16980.99	1
213			15834.00		0.00		15834.00	15834.00	1
214			20011.58	8500.00	0.00	0.00	28511.58	28511.58	1
215			15228.42	0.00	0.00	0.00	15228.42	15228.42	1
216			14583.33	0.00	38280.96	0.00	14583.33	52864.29	1
217			40066.33	0.00	0.00	0.00	40066.33	40066.33	1
218			41105.02	0.00	0.00	0.00	41105.02	41105.02	1
219			23750.00	0.00	0.00	0.00	23750.00	23750.00	1
220			13312.12	0.00	18550.03	0.00	13312.12	31862.15	1
221			30416.67	9106.34	0.00	0.00	39523.01	39523.01	1
222			24142.00	0.00	-1761.00	0.00	24142.00	22381.00	1
223			20739.50	0.00	0.00	0.00	20739.50	20739.50	1
224			9750.00	0.00	3670.00	0.00	9750.00	13420.00	1
225			19798.84	1377.85	0.00	0.00	21176.69	21176.69	1
226			8404.93	2500.00	0.00	0.00	10904.93	10904.93	1
227			17166.67	12924.42	0.00	0.00	30091.09	30091.09	1
228			12916.67		19541.66		12916.67	32458.33	1
229			17982.18		0.00		17982.18	17982.18	1
230			16041.67	14091.87	0.00	0.00	30133.54	30133.54	1
231			27207.25	0.00	0.00	0.00	27207.25	27207.25	1
232			29166.67		0.00		29166.67	29166.67	1
233			34000.00		0.00		34000.00	34000.00	1
234			47480.33	0.00	0.00	0.00	47480.33	47480.33	1
235			27954.60	0.00	0.00	0.00	27954.60	27954.60	1
236			6454.54	39166.66	0.00	0.00	45621.20	45621.20	1
237			32118.76	29166.66	0.00	0.00	61285.42	61285.42	1
238			40000.00	0.00	0.00	0.00	40000.00	40000.00	1
239			45500.00		0.00		45500.00	45500.00	1
240			15946.95	18055.55	0.00	0.00	34002.50	34002.50	1
241			17500.00	0.00	0.00	0.00	17500.00	17500.00	1
242			17916.68	21166.67	0.00	0.00	39083.35	39083.35	1
243			11650.75	0.00	969.94	0.00	11650.75	12620.69	1
244			26389.91	0.00	0.00	0.00	26389.91	26389.91	1
245			24638.01		0.00		24638.01	24638.01	1
246			7880.38	4502.56	0.00	0.00	12382.94	12382.94	1
247			18315.29		0.00		18315.29	18315.29	1
248			20833.33	0.00	44142.12	0.00	20833.33	64975.45	1
249			27631.24	0.00	0.00	0.00	27631.24	27631.24	1
250			42942.50	0.00	0.00	0.00	42942.50	42942.50	1
251			14698.50	12912.68	2397.84	0.00	27611.18	30009.02	1
252			20833.34	0.00	0.00	0.00	20833.34	20833.34	1
253			14302.59		0.00		14302.59	14302.59	1
254			17744.75	2426.67	0.00	723.17	20171.42	20894.59	1
255			16666.67	0.00	0.00	0.00	16666.67	16666.67	1
256			65107.88	0.00	0.00	0.00	65107.88	65107.88	1
257			16666.67	0.00	14586.75	0.00	16666.67	31253.42	1
258			33333.34	20741.42	0.00	0.00	54074.76	54074.76	1
259			23174.63	2195.45	0.00	0.00	25370.08	25370.08	1
260			10644.01	1451.00	0.00	0.00	12095.01	12095.01	1
261			4375.00	7727.54	0.00	0.00	12102.54	12102.54	1
262			12545.88	6183.32	4968.98	0.00	18729.20	23698.18	1
263			23735.00	0.00	0.00	0.00	23735.00	23735.00	1
264			27083.33		0.00		27083.33	27083.33	1
265			13333.34		0.00		13333.34	13333.34	1
266			24673.62	0.00	0.00	0.00	24673.62	24673.62	1
267			11000.00		2701.04		11000.00	13701.04	1
268			25000.00	0.00	79988.07	0.00	25000.00	104988.07	1
269			14583.30		0.00		14583.30	14583.30	1
270			19856.90	0.00	0.00	0.00	19856.90	19856.90	1
271			22750.00		0.00		22750.00	22750.00	1
272			13333.32	3500.00	0.00	0.00	16833.32	16833.32	1
273			32973.00		0.00		32973.00	32973.00	1
274			16193.26	0.00	0.00	0.00	16193.26	16193.26	1
275		13445	8916.00	0.00	4529.00	0.00	8916.00	13445.00	1
276			14524.00	0.00	0.00	0.00	14524.00	14524.00	1
277			12962.58	0.00	0.00	0.00	12962.58	12962.58	1
278			20000.00	0.00	0.00	0.00	20000.00	20000.00	1
279			16666.67	11665.33	0.00	0.00	28332.00	28332.00	1
280			0.00		20000.00		0.00	20000.00	1
281			21101.93	0.00	0.00	0.00	21101.93	21101.93	1
282			15866.16	0.00	0.00	0.00	15866.16	15866.16	1
283			16666.66	0.00	41666.66	0.00	16666.66	58333.32	1
284			11095.41	17448.34	0.00	0.00	28543.75	28543.75	1
285			2024.80	837.80	12330.22	0.00	2862.60	15192.82	1
286			14015.12	29166.67	0.00	0.00	43181.79	43181.79	1
287			18333.33	10416.66	0.00	0.00	28749.99	28749.99	1
288			37666.67	0.00	0.00	0.00	37666.67	37666.67	1
289			49825.51	0.00	0.00	0.00	49825.51	49825.51	1
290			0.00	19365.71	0.00	0.00	19365.71	19365.71	1
291			10108.80	11484.25	0.00	0.00	21593.05	21593.05	1
292			15472.93	0.00	0.00	0.00	15472.93	15472.93	1
293			19996.85	0.00	0.00	0.00	19996.85	19996.85	1
294			7691.75	4874.28	0.00	0.00	12566.03	12566.03	1
295			14139.08	0.00	0.00	0.00	14139.08	14139.08	1
296			9425.87	8000.01	0.00	0.00	17425.88	17425.88	1
297			20833.34	0.00	0.00	0.00	20833.34	20833.34	1
298			21595.84	0.00	0.00	0.00	21595.84	21595.84	1
299			14375.62	10265.42	0.00	0.00	24641.04	24641.04	1
300			6676.91	2850.00	8785.95	0.00	9526.91	18312.86	1
301			128176.34		0.00		128176.34	128176.34	1
302			0.00	59380.85	0.00	0.00	59380.85	59380.85	1
303			9273.34	2035.00	0.00	3981.01	11308.34	15289.35	1
304			0.00		153949.66		0.00	153949.66	1
305			10000.00	0.00	15990.00	0.00	10000.00	25990.00	1
306			19462.50	8674.99	0.00	0.00	28137.49	28137.49	1
307			15888.61	0.00	0.00	0.00	15888.61	15888.61	1
308			67702.00	0.00	0.00	0.00	67702.00	67702.00	1
309			17902.36	9513.29	0.00	0.00	27415.65	27415.65	1
310			54863.63		0.00		54863.63	54863.63	1
311			28683.76	0.00	0.00	0.00	28683.76	28683.76	1
312			37001.70		0.00		37001.70	37001.70	1
313			14116.58	3883.76	0.00	0.00	18000.34	18000.34	1
314			16220.55	0.00	5016.25	0.00	16220.55	21236.80	1
315			8250.00		0.00		8250.00	8250.00	1
316			33333.67		0.00		33333.67	33333.67	1
317			7313.24	17500.66	0.00	0.00	24813.90	24813.90	1
318			1972.00	0.00	36810.24	0.00	1972.00	38782.24	0
319			79166.67	0.00	0.00	0.00	79166.67	79166.67	1
320			11833.33		3635.68		11833.33	15469.01	1
321			16652.50	0.00	0.00	0.00	16652.50	16652.50	1
322			39750.00		0.00		39750.00	39750.00	0
323			9176.74	12286.36	0.00	0.00	21463.10	21463.10	1
324			22487.50	0.00	2416.66	0.00	22487.50	24904.16	1
325			15568.83	0.00	0.00	5637.00	15568.83	21205.83	1
326			12612.25	4476.05	5519.66	0.00	17088.30	22607.96	1
327			15071.33		0.00		15071.33	15071.33	1
328			10487.49	5416.67	0.00	0.00	15904.16	15904.16	1
329			53183.49		0.00		53183.49	53183.49	1
330			51280.00		0.00		51280.00	51280.00	1
331			23614.00	0.00	0.00	0.00	23614.00	23614.00	1
332			16999.97	10088.16	0.00	0.00	27088.13	27088.13	1
333			13518.50	126.17	0.00	0.00	13644.67	13644.67	1
334			16750.00		0.00		16750.00	16750.00	1
335			11500.00	10000.00	0.00	0.00	21500.00	21500.00	1
336			13471.58	0.00	0.00	0.00	13471.58	13471.58	1
337			14894.05		0.00		14894.05	14894.05	1
338			11607.08	18000.00	0.00	0.00	29607.08	29607.08	1
339			10638.75		0.00		10638.75	10638.75	1
340			6634.66	8333.34	0.00	0.00	14968.00	14968.00	1
341			13175.00	8733.46	0.00	0.00	21908.46	21908.46	1
342			20833.34	7891.67	0.00	0.00	28725.01	28725.01	1
343			12133.76	7704.42	0.00	0.00	19838.18	19838.18	1
344			30589.42	0.00	0.00	0.00	30589.42	30589.42	1
345			16696.88	3358.64	0.00	0.00	20055.52	20055.52	1
346			8644.87	0.00	0.00	0.00	8644.87	8644.87	1
347			19826.46	5805.00	0.00	0.00	25631.46	25631.46	1
348			7679.00	0.00	607.00	0.00	7679.00	8286.00	1
349			32006.43	0.00	0.00	0.00	32006.43	32006.43	1
350			21394.37	0.00	0.00	0.00	21394.37	21394.37	1
351			7386.44	7231.32	0.00	0.00	14617.76	14617.76	1
352			83028.75		16776.33		83028.75	99805.08	1
353			11357.98	8235.07	0.00	0.00	19593.05	19593.05	1
354			0.00	0.00	21324.80	0.00	0.00	21324.80	1
355			7772.24	8547.78	0.00	0.00	16320.02	16320.02	1
356			38048.87		0.00		38048.87	38048.87	1
357			12515.98	0.00	5157.58	0.00	12515.98	17673.56	1
358			9870.84		0.00		9870.84	9870.84	1
359			20000.00		0.00		20000.00	20000.00	1
360			28012.54	0.00	0.00	0.00	28012.54	28012.54	1
361			15899.50	0.00	2415.83	0.00	15899.50	18315.33	1
362			0.00	20677.83	0.00	0.00	20677.83	20677.83	1
363			10619.44	4345.16	0.00	0.00	14964.60	14964.60	1
364			40268.36	0.00	0.00	0.00	40268.36	40268.36	1
365			17833.34		0.00		17833.34	17833.34	1
366			0.00	0.00	46603.07	0.00	0.00	46603.07	1
367			7065.00	4149.44	0.00	290.90	11214.44	11505.34	1
368			29526.41	4333.33	0.00	0.00	33859.74	33859.74	1
369			10150.49	11365.25	5544.47	0.00	21515.74	27060.21	1
370			15437.84	7096.50	0.00	0.00	22534.34	22534.34	1
371			15608.36	13916.67	0.00	0.00	29525.03	29525.03	1
372			33333.33	30833.31	0.00	0.00	64166.64	64166.64	1
373			0.00	0.00	13440.30	0.00	0.00	13440.30	1
374			18750.00	17564.08	0.00	0.00	36314.08	36314.08	1
375			24166.66		2500.00		24166.66	26666.66	1
376			11370.00		4375.58		11370.00	15745.58	1
377			13750.00		0.00		13750.00	13750.00	1
378			19166.66	0.00	0.00	0.00	19166.66	19166.66	1
379			92106.00		0.00		92106.00	92106.00	1
380			17333.35	0.00	0.00	0.00	17333.35	17333.35	1
381			31049.84	0.00	0.00	0.00	31049.84	31049.84	1
382			25833.34	4889.36	0.00	0.00	30722.70	30722.70	1
383			39077.75		10398.75		39077.75	49476.50	1
384			9480.63	1043.62	9128.30	0.00	10524.25	19652.55	1
385			19912.04		0.00		19912.04	19912.04	1
386			70519.50		0.00		70519.50	70519.50	1
387			8924.93	13175.07	0.00	0.00	22100.00	22100.00	1
388			21666.67	0.00	0.00	0.00	21666.67	21666.67	1
389			8691.00	14745.84	0.00	0.00	23436.84	23436.84	1
390			32108.34		51857.26		32108.34	83965.6	1
391			6437.49	10833.33	0	0	17270.82	17270.82	1
392			21253.4		0	0	21253.4	21253.4	1
393			83333		-101.58	0	83333	83231.42	1
394				4921.25	0	9313.17	4921.25	14234.42	1
395			29166.18		-2573.13	0	29166.18	26593.05	1
396			18551.87	24506.27	-2943.83	0	43058.14	40114.31	1
397			13750		0		13750	13750	1
398			17050.00		21666.67	0.00	17050.00	38716.67	1
399			20000.00		8548.39		20000.00	28548.39	1
400			7437.52	12638.88	11261.4	-252.38	20076.4	31085.42	1
401			12937.49		0	0	12937.49	12937.49	1
402			26666.68		0.00	0.00	26666.68	26666.68	1
403			2916.66		37868.59		2916.66	40785.25	1
404			15833.33		0.00	0.00	15833.33	15833.33	1
405			20000	7750	0	0	27750	27750	1
406			13541.68		0		13541.68	13541.68	1
407			16666.67	0	-25	0	16666.67	16641.67	1
408			6763.03		9780.33		6763.03	16543.36	1
409			0	109375	0	0	109375	109375	1
410			12950		0		12950	12950	1
411			29989.94	0	0	0	29989.94	29989.94	1
412					71953.37		0.00	71953.365	1
413			8915.59	0.00	3158.00	0.00	8915.59	12073.59	1
414			19178.06	0.00	10937.50	0.00	19178.06	30115.56	1

	108	109	110	111	112	113	114	115	116
	Borrower Income Verification Level	Co-Borrower Income Verification	Borrower Employment Verification	Co-Borrower Employment Verification	Borrower Asset Verification	Co-Borrower Asset Verification	Liquid / Cash Reserves	Monthly Debt All Borrowers	Originator DTI
1	5		3		4		54985.66	6777.42	0.435090
2	5		3		4		107847.78	10597.28	0.305603
3	5		3		4		907459.67	5107.14	0.180417
4	5		3		4		36935.73	4173.81	0.168465
5	5		3		4		123927.86	9965.40	0.330885
6	5		3		4		108674.87	3556.12	0.255389
7	5		3		4		718153.35	6486.93	0.149809
8	5		3		4		88406.42	9003.73	0.192922
9	5		3		4		8141123.80	14815.91	0.114497
10	5		3		4		1055578.97	18123.52	0.183089
11	5		3		4		176499.68	6330.92	0.442930
12	5		3		4		202544.45	5749.41	0.431785
13	5		3		4		287750.39	8203.41	0.369699
14	5		3		4		556666.72	7967.42	0.356152
15	5		3		4		267822.29	10178.64	0.310704
16	5		3		4		20947.56	3559.15	0.283559
17	5		3		4		210334.04	7956.16	0.125442
18	5		3		4		122986.48	4884.62	0.298721
19	5		3		4		51268.65	5838.31	0.415479
20	5		3		4		196036.18	9345.55	0.236098
21	5		3		4		491245.26	6482.80	0.248557
22	5		3		4		424450.73	6509.50	0.282000
23	5		3		4		450504.48	5171.34	0.351722
24	5		3		4		140821.23	4658.32	0.122133
25	5		3		4		88212.62	5622.23	0.299852
26	5		3		4		94730.02	5996.36	0.303553
27	5		3		4		118659.88	4456.06	0.178997
28	5		3		4		109743.86	5780.46	0.263353
29	5		3		4		118345.80	8835.62	0.444746
30	5		3		4		137088.00	5653.92	0.335606
31	5		3		4		994576.20	7771.14	0.265672
32	5		3		4		292811.35	8503.22	0.403463
33	5		3		4		110417.28	8106.58	0.284201
34	5		3		4		126460.46	4521.44	0.284962
35	5		3		4		2491429.24	19031.84	0.424250
36	5		3		4		413475.03	5056.23	0.254495
37	5		3		4		50103.33	4347.85	0.183712
38	5		3		4		63682.54	4950.94	0.371335
39	5		3		4		802365.68	6803.27	0.418663
40	5		3		4		219896.34	4702.95	0.325589
41	5		3		4		59763.20	8594.14	0.282350
42	5		3		4		40627.00	4858.24	0.352886
43	5		3		4		167644.80	11964.47	0.384135
44	5		3		4		248337.66	20951.84	0.138977
45	5		3		4		255135.11	7343.20	0.338917
46	5		3		4		4020010.15	8720.31	0.418575
47	5		3		4		85118.02	5924.31	0.349731
48	5		3		4		54444.89	6096.49	0.338227
49	5		3		4		52061.80	6482.63	0.194319
50	5		3		4		131971.50	9646.17	0.243668
51	5		3		4		205899.54	3484.47	0.192498
52	5		3		4		549061.52	6962.89	0.436270
53	5		3		4		54393.09	3842.97	0.181061
54	4		3		4		179989.78	9020.53	0.185678
55	5		3		4		942693.56	11602.09	0.394837
56	5		3		4		1645145.55	16128.07	0.407446
57	5		3		4		148153.62	4983.32	0.395822
58	5		3		4		199932.75	8847.85	0.314503
59	5		3		4		305662.84	18004.95	0.240066
60	5		3		4		682210.10	7163.26	0.082788
61	5		3		4		374446.15	2201.44	0.416390
62	5		3		4		3341757.44	18137.04	0.435289
63	5		3		4		869940.90	6690.67	0.200720
64	5		3		4		164807.55	6702.74	0.315438
65	5		3		4		544991.08	4508.86	0.189448
66	5		3		4		740988.16	7728.88	0.286786
67	5		3		4		275368.19	5150.98	0.353210
68	5		3		4		275702.70	23677.70	0.319247
69	5		3		4		171096.60	6327.27	0.169651
70	5		3		4		526477.90	7191.16	0.283853
71	5		3		4		286605.05	9006.79	0.323010
72	5		3		4		262457.74	5200.19	0.221191
73	5		3		4		136693.74	3974.34	0.234813
74	5		3		4		123023.02	6111.96	0.293374
75	5		3		4		134142.40	7256.92	0.331165
76	5		3		4		658888.14	9774.49	0.258904
77	5		3		4		107666.68	7476.34	0.335454
78	5		3		4		433058.80	14071.91	0.381184
79	5		3		4		232409.32	11658.24	0.249823
80	5		3		4		1152706.28	5809.16	0.145229
81	5		3		4		71131.17	5322.52	0.304952
82	5		3		4		231616.88	8413.53	0.195857
83	5		3		4		490382.36	5671.82	0.277161
84	5		3		4		114543.57	6766.96	0.447380
85	5		3		4		633369.46	6594.38	0.439982
86	5		3		4		178988.37	9100.90	0.181679
87	5		3		4		73648.94	5097.58	0.360723
88	5		3		4		200801.17	5599.66	0.166783
89	5		3		4		174449.56	4041.58	0.316023
90	5		3		4		443960.72	6942.21	0.447828
91	5		3		4		944663.46	4858.90	0.238475
92	5		3		4		187841.80	4256.25	0.349966
93	5		3		4		67568.47	4617.93	0.211991
94	5		3		4		397321.42	8237.21	0.148532
95	5		3		4		68212.12	4303.45	0.258207
96	5		3		4		257610.35	8017.19	0.238806
97	5		3		4		128663.85	6494.90	0.443610
98	5		3		4		38421.67	6098.41	0.190639
99	5		3		4		300476.36	5894.89	0.238982
100	5		3		4		151568.39	7365.49	0.313488
101	5		3		4		400051.72	6215.57	0.360323
102	5		3		4		124230.17	5728.97	0.441819
103	5		3		4		398865.75	12368.67	0.219817
104	5		3		4		2974658.96	10174.46	0.445955
105	5		3		4		321800.67	6162.74	0.377586
106	5		3		4		270026.16	12294.29	0.395349
107	5		3		4		53992.87	4355.59	0.246543
108	5		3		4		137122.47	6183.27	0.194620
109	5		3		4		1201262.87	6020.58	0.343102
110	5		3		4		2061741.76	7030.14	0.434907
111	5		3		4		56347.15	8177.32	0.351272
112	5		3		4		228411.04	10043.97	0.330173
113	5		3		4		117622.98	5310.40	0.278279
114	5		3		4		1161619.23	4596.12	0.172396
115	5		3		4		68029.33	5249.45	0.308656
116	5		3		4		124742.11	7208.16	0.413906
117	5		3		4		128952.75	8338.70	0.344729
118	5		3		4		108725.78	8202.63	0.261356
119	5		3		4		348283.67	3507.23	0.269091
120	5		3		4		207847.86	3986.24	0.217461
121	5		3		4		170227.98	6465.05	0.318440
122	5		3		4		102844.46	4661.18	0.203388
123	4		3		4		203197.31	5400.30	0.416061
124	5		3		4		90861.08	6387.25	0.379110
125	5		3		4		492765.70	9253.68	0.317269
126	5		3		4		373114.82	4615.63	0.326193
127	5		3		4		298162.41	12434.06	0.441816
128	5		3		4		76471.41	5650.41	0.258508
129	5		3		4		248895.12	4819.34	0.107906
130	5		3		4		193376.38	9824.26	0.424833
131	5		3		4		52238.32	4806.90	0.345675
132	5		3		4		181809.77	12647.79	0.443798
133	5		3		4		43383.04	5077.37	0.386039
134	4		3		4		324618.01	7710.70	0.282974
135	5		3		4		302141.22	7484.71	0.363159
136	5		3		4		126547.60	8796.74	0.318657
137	5		3		4		1185080.08	7447.53	0.425573
138	5		3		4		227494.54	8734.40	0.449675
139	5		3		4		415188.58	5254.26	0.315256
140	5		3		4		146767.07	5878.37	0.390154
141	5		3		4		138909.10	3724.89	0.285806
142	5		3		4		33866.17	4861.16	0.325928
143	5		3		4		675657.53	9987.19	0.301956
144	5		3		4		459357.92	5616.30	0.336978
145	5		3		4		988547.85	4819.61	0.263496
146	5		3		4		67983.12	3913.79	0.181874
147	5		3		4		69061.43	4425.21	0.330838
148	5		3		4		182281.51	6099.42	0.187428
149	5		3		4		135390.17	6678.45	0.198046
150	5		3		4		36677.24	6681.43	0.325492
151	5		3		4		710149.69	7086.39	0.266232
152	5		3		4		131088.00	3609.96	0.406195
153	5		3		4		144690.45	4172.95	0.412636
154	5		3		4		393895.17	9097.37	0.280783
155	5		3		4		120500.29	6000.56	0.217680
156	5		3		4		279435.05	4081.31	0.357271
157	5		3		4		354936.67	8171.87	0.363146
158	5		3		4		181380.25	4603.20	0.309459
159	5		3		4		73069.62	7330.50	0.202928
160	5		3		4		37498.31	5017.07	0.331976
161	5		3		4		178086.09	2558.68	0.499151
162	5		3		4		102050.72	6699.25	0.156969
163	5		3		4		292099.77	8475.68	0.456093
164	5		3		4		47678.56	7366.43	0.399254
165	5		3		4		159089.05	5258.24	0.353263
166	5		3		4		154173.47	4990.48	0.300366
167	5		3		4		506979.30	6137.78	0.193038
168	5		3		4		216211.60	6262.03	0.256425
169	5		3		4		741700.66	1305.35	0.237279
170	5		3		4		154023.39	4190.69	0.113761
171	5		3		4		99501.34	8387.90	0.252318
172	5		3		4		93921.17	6902.53	0.306779
173	5		3		4		75844.83	4748.64	0.282068
174	5		3		4		148363.34	5346.50	0.353498
175	5		3		4		582910.51	11443.01	0.453160
176	5		3		4		3837909.85	5758.97	0.263956
177	5		3		4		41102.82	6553.34	0.265719
178	5		3		4		161714.58	9152.25	0.236187
179	5		3		4		513063.23	1404.28	0.372505
180	5		3		4		28815.57	4097.03	0.238237
181	5		3		4		95531.55	4530.54	0.328641
182	5		3		4		122389.12	8075.32	0.402905
183	5		3		4		284914.38	14100.85	0.210516
184	5		3		4		180093.94	5852.03	0.369602
185	5		3		4		649482.72	5018.04	0.433544
186	5		3		4		52006.49	4561.35	0.291581
187	5		3		4		77317.95	8630.14	0.089385
188	5		3		4		237443.36	5811.00	0.215314
189	5		3		4		250411.07	9680.78	0.423809
190	5		3		4		43255.46	5838.94	0.369272
191	5		3		4		278392.51	6846.93	0.244945
192	5		3		4		674766.19	10587.41	0.320664
193	5		3		4		166511.38	7958.50	0.251321
194	5		3		4		92826.69	4703.65	0.332022
195	5		3		4		92881.28	7268.26	0.396962
196	5		3		4		330045.64	4878.01	0.365507
197	5		3		4		1526661.25	4679.40	0.328982
198	5		3		4		283820.69	5656.48	0.383165
199	5		3		4		104876.96	8641.86	0.389601
200	5		3		4		238870.30	6344.68	0.410610
201	5		3		4		370513.03	14266.99	0.244577
202	5		3		4		390216.36	9583.18	0.313077
203	5		3		4		347056.73	4163.47	0.244703
204	5		3		4		44231.63	4744.78	0.222689
205	5		3		4		107153.54	6355.15	0.349424
206	5		3		4		98014.70	5202.15	0.466658
207	5		3		4		356546.81	7899.50	0.232704
208	5		3		4		5448570.09	7769.71	0.495720
209	5		3		4		74365.06	5914.17	0.179369
210	5		3		4		263578.69	6926.81	0.345988
211	5		3		4		402133.00	12359.18	0.194949
212	5		3		4		82400.73	7098.83	0.418046
213	5		3		4		160365.70	5843.09	0.369022
214	5		3		4		229012.80	9937.17	0.348531
215	5		3		4		128322.75	5303.10	0.348237
216	5		3		4		465692.31	13194.03	0.249583
217	5		3		4		408519.57	7067.58	0.176397
218	5		3		4		97758.40	8103.28	0.197136
219	5		3		4		128271.72	5094.40	0.214501
220	5		3		4		38836.17	7299.20	0.229087
221	5		3		4		417990.85	12500.81	0.316292
222	5		3		4		1034870.52	7885.01	0.352308
223	5		3		4		960522.95	4166.42	0.200893
224	5		3		4		503639.66	5442.23	0.405531
225	5		3		4		154597.02	7465.35	0.352527
226	5		3		4		147974.07	4106.41	0.376565
227	5		3		4		208734.67	11322.46	0.376273
228	5		3		4		30264.62	4879.53	0.150332
229	5		3		4		80166.13	6868.31	0.381951
230	5		3		4		163595.61	6018.36	0.199723
231	5		3		4		2397168.04	12098.17	0.444667
232	5		3		4		1316173.77	8236.41	0.282391
233	5		3		4		1913779.63	15638.27	0.459949
234	5		3		4		652162.68	14620.76	0.307933
235	5		3		4		190628.63	5118.01	0.183083
236	5		3		4		616891.46	8880.53	0.194658
237	5		3		4		3262006.86	6199.88	0.101164
238	5		3		4		916794.24	7204.40	0.180110
239	5		3		4		948532.58	7456.72	0.163884
240	5		3		4		410971.89	6914.14	0.203342
241	5		3		4		363616.23	5000.40	0.285737
242	5		3		4		147582.35	11798.76	0.301887
243	5		3		4		315453.75	5266.46	0.417288
244	5		3		4		719831.54	6649.39	0.251967
245	5		3		4		57087.22	11056.33	0.448751
246	5		3		4		119516.24	3145.90	0.254051
247	5		3		4		41780.03	4807.93	0.262509
248	5		3		4		124169.49	10138.57	0.156037
249	5		3		4		34058.02	3500.24	0.126677
250	5		3		4		274358.71	7750.73	0.180491
251	5		3		4		619007.79	10359.80	0.345223
252	5		3		4		1392385.29	6565.15	0.315127
253	5		3		4		333648.26	4767.94	0.333362
254	5		3		4		285674.93	9305.72	0.445365
255	5		3		4		155492.73	6254.45	0.375267
256	5		3		4		454325.74	10085.15	0.154899
257	4		3		4		310887.28	7013.83	0.224418
258	5		3		4		395254.23	9366.13	0.173207
259	5		3		4		307512.38	7203.94	0.283954
260	5		3		4		185649.52	4737.82	0.391717
261	5		3		4		953793.51	5430.89	0.448740
262	5		3		4		185918.07	9614.78	0.405718
263	5		3		4		575197.55	8184.73	0.344838
264	5		3		4		1421705.30	6804.25	0.251234
265	5		3		4		147339.40	5011.98	0.375898
266	5		3		4		177834.43	6691.61	0.271205
267	5		3		4		47547.40	6095.35	0.444882
268	5		3		4		2758450.64	12633.63	0.120334
269	5		3		4		501928.66	4706.89	0.322759
270	5		3		4		676415.46	8298.40	0.417910
271	5		3		4		699011.55	4233.21	0.186075
272	5		3		4		26967.55	6981.74	0.414757
273	5		3		4		66807.03	9193.14	0.278808
274	5		3		4		580435.52	5935.41	0.366536
275	5		3		4		59237.06	4841.88	0.360125
276	5		3		4		108804.60	5938.14	0.408850
277	5		3		4		255312.50	4592.80	0.354312
278	5		3		4		250629.58	5948.62	0.297431
279	5		3		4		189361.82	8944.81	0.315714
280	5		3		4		34992.16	7065.00	0.353250
281	5		3		4		106313.02	6899.70	0.326970
282	5		3		4		474499.43	5532.72	0.348712
283	5		3		4		324655.45	10061.21	0.172478
284	5		3		4		252913.36	7314.71	0.256263
285	5		3		4		963417.39	6078.65	0.400100
286	5		3		4		488496.67	12105.71	0.280343
287	5		3		4		38306.29	5079.69	0.176685
288	5		3		4		498485.76	14178.45	0.376419
289	5		3		4		374469.30	8371.03	0.168007
290	5		3		4		136917.10	8108.87	0.418723
291	5		3		4		79179.76	6346.87	0.293931
292	5		3		4		79031.51	4725.05	0.305375
293	5		3		4		272723.99	7951.67	0.397646
294	4		3		4		559217.45	3812.95	0.303433
295	5		3		4		212052.38	5661.63	0.400424
296	5		3		4		75021.95	5975.18	0.342891
297	5		3		4		379033.18	4857.65	0.233167
298	5		3		4		111651.00	5022.95	0.232589
299	5		3		4		109091.24	7061.90	0.286591
300	5		3		4		158093.63	7821.15	0.427085
301	5		3		4		442953.24	11426.02	0.089143
302	5		3		4		138966.30	9087.94	0.153045
303	5		3		4		37434.02	4882.73	0.319355
304	5		3		4		608415.68	14373.51	0.093365
305	5		3		4		173563.59	7405.85	0.284950
306	5		3		4		303274.03	8242.93	0.292952
307	5		3		4		234734.05	5313.39	0.334415
308	5		3		4		2240709.59	19334.74	0.285586
309	5		3		4		2665420.47	7690.17	0.280503
310	5		3		4		391102.72	8449.77	0.154014
311	5		3		4		2906524.93	8619.07	0.300486
312	5		3		4		69649.68	7593.41	0.205218
313	5		3		4		119152.01	5824.15	0.323558
314	5		3		4		787168.35	6475.38	0.304913
315	5		3		4		65384.26	3301.22	0.400148
316	5		3		4		60051.92	4772.31	0.143168
317	5		3		4		90780.94	7050.52	0.284136
318	5		3		4		323664.36	6222.53	0.160448
319	5		3		4		154493.65	10860.80	0.137189
320	5		3		4		147987.25	6858.36	0.443361
321	5		3		4		126384.91	4695.92	0.281995
322	5		3		4		328528.79	8880.79	0.223416
323	5		3		4		42829.17	5557.12	0.258915
324	5		3		4		556638.59	7393.10	0.296862
325	5		3		4		128409.82	9435.62	0.444954
326	5		3		4		126263.05	6843.45	0.302701
327	5		3		4		161949.64	5215.49	0.346054
328	5		3		4		92055.18	4897.97	0.307968
329	5		3		4		920371.86	7043.20	0.132432
330	5		3		4		465272.70	6584.92	0.128411
331	5		3		4		610666.47	4067.28	0.172240
332	5		3		4		55658.22	4548.83	0.167927
333	5		3		4		110762.12	4409.41	0.323160
334	5		3		4		524725.31	5668.43	0.338414
335	5		3		4		57381.10	5421.70	0.252172
336	5		3		4		69348.25	5522.22	0.409916
337	5		3		4		703195.11	6222.78	0.417803
338	5		3		4		122485.58	6036.68	0.203893
339	5		3		4		216293.92	4511.66	0.424078
340	5		3		4		68566.31	5293.42	0.353649
341	5		3		4		86310.50	6223.08	0.284049
342	5		3		4		99965.31	4547.71	0.158319
343	5		3		4		39320.36	4715.50	0.237698
344	5		3		4		164728.25	5532.59	0.180866
345	5		3		4		204420.60	6309.59	0.314606
346	5		3		4		61102.44	3860.94	0.446616
347	5		3		4		310277.08	4187.10	0.163358
348	5		3		4		149248.73	3690.35	0.445372
349	5		3		4		623985.24	4135.39	0.129205
350	5		3		4		123190.17	6373.43	0.297902
351	5		3		4		47018.83	6885.08	0.471008
352	5		3		4		176606.11	8755.40	0.087725
353	5		3		4		67010.68	3849.21	0.196458
354	5		3		4		6401819.37	9884.94	0.463542
355	5		3		4		62111.33	6339.74	0.388464
356	5		3		4		102402.66	4740.51	0.124590
357	5		3		4		350859.37	5777.10	0.326878
358	5		3		4		97224.18	3975.62	0.402764
359	5		3		4		48868.15	6275.50	0.313775
360	5		3		4		137845.60	5626.77	0.200866
361	5		3		4		148312.71	7990.17	0.436256
362	5		3		4		53270.06	7759.60	0.375262
363	5		3		4		195535.77	5741.63	0.383681
364	5		3		4		320834.47	16626.69	0.412897
365	5		3		4		128247.09	3926.42	0.220173
366	5		3		4		70405.65	8150.32	0.174888
367	5		3		4		89228.92	4203.94	0.365390
368	5		3		4		791682.99	10253.07	0.302810
369	5		3		4		162738.15	11538.01	0.426383
370	5		3		4		105652.76	4369.79	0.193917
371	5		3		4		264565.11	6886.71	0.233250
372	5		3		4		174430.62	11166.21	0.174019
373	5		3		4		103047.49	3741.17	0.278355
374	5		3		4		1032491.77	8135.15	0.224022
375	5		3		4		151932.00	6853.41	0.257003
376	5		3		4		121751.86	4208.20	0.267262
377	5		3		4		465813.04	5869.17	0.426849
378	5		3		4		211466.08	7244.04	0.377950
379	4		3		4		1030596.87	26224.14	0.284717
380	5		3		4		376579.80	6476.14	0.373623
381	5		3		4		1007171.67	9034.94	0.290982
382	5		3		4		63513.24	7752.93	0.252352
383	5		3		4		328146.02	10380.12	0.209799
384	5		3		4		719246.07	7661.06	0.389825
385	5		3		4		246317.72	4374.24	0.219678
386	5		3		4		129989.56	10275.47	0.145711
387	5		3		4		177341.79	7837.74	0.354649
388	5		3		4		80441.92	6729.15	0.310576
389	5		3		4		61350.48	3890.09	0.165982
390	5		3		4		321060.29	30240.21	0.360150
391	5		3		4		87201.05	5356.72	0.310160
392	5		3		4		437904.87	6704.6	0.315460
393	5		3		4		509996.45	21783.33	0.261720
394	5		3		4		118745.94	6488.19	0.455810
395	5		3		4		342540.56	6039.81	0.227120
396	5		3		4		168826.75	6981.09	0.174030
397	5		3		4		114790.61	3879.84	0.282170
398	5		3		4		397615.29	9023.31	0.233060
399	5		3		4		103130.78	5946.06	0.208280
400	5		3		4		652084.49	11991.2	0.385750
401	5		3		3		413,098.29	4683.89	0.362040
402	5		3		4		112690.33	9844.8	0.3692
403	5		3		3		67626.97	7621.95	0.1869
404	5		3		4		298634.58	4691.73	0.296320
405	5		3		4		206120.45	3380.51	0.121820
406	5		3		4		184711.44	5184.97	0.382890
407	5		3		4		40402.26	5351.79	0.321590
408	5		3		4		184300.21	5411.5	0.327110
409	5		2		4		310309.38	16397.5	0.149920
410	5		3		3		218420.82	5249.41	0.405360
411	5		3		4		100588.49	10004.64	0.333600
412	5		2		3		753144.41	7291.75	0.101340
413	5		3		4		100157.55	5168.88	0.428115
414	5		3		4		113481.26	12877.74	0.427611

	117	118	119	120	121	122	123	124	125
	Fully Indexed Rate	Qualification Method	Percentage of Down Payment from Borrower Own Funds	City	State	Postal Code	Property Type	Occupancy	Sales Price
1				Kirkland	WA	98033	7	1
2				Lake Oswego	OR	97034	7	1	1000000.00
3				SALT LAKE CITY	UT	84103	7	1
4				SCOTTSDALE	AZ	85266	7	1
5				FALLBROOK	CA	92028	7	1
6				MOUNT PLEASANT	SC	29464	7	1	704600.00
7				TRAVERSE CITY	MI	49684	1	2
8				DRAPER	UT	84020	1	1	1175000.00
9				MELBOURNE	FL	32940	1	1	1800000.00
10				NAPA	CA	94558	1	1
11				GUNTERSVILLE	AL	35976	1	1
12				CORONA	CA	92882	1	1
13				BELLEVUE	WA	98004	1	1	1195000.00
14				ISLE OF PALMS	SC	29451	7	2	770000.00
15				ALTADENA	CA	91001	1	1	1200000.00
16				KIRKLAND	WA	98033	7	1
17				REHOBOTH BEACH	DE	19971	1	2
18				BETHESDA	MD	20816	1	1	945000.00
19				Raleigh	NC	27612	7	1
20				Southlake	TX	76092	7	1	560000.00
21				Westminster	CO	80023	7	1	1150000.00
22				Seattle	WA	98105	7	1	1300000.00
23				KNOXVILLE	TN	37922	7	1
24				PORTLAND	OR	97239	1	1
25				SALT LAKE CITY	UT	84109	1	1
26				PALOS VERDES ESTATES	CA	90274	1	1
27				TUCSON	AZ	85718	7	1
28				MONTGOMERY	TX	77356	7	1
29				SAMMAMISH	WA	98075	7	1
30				SAN DIEGO	CA	92106	7	1
31				PACIFIC PALISADES	CA	90272	1	1
32				Denver	CO	80210	1	1	1144700.00
33				Parker	CO	80134	7	1
34				Carlsbad	CA	92009	7	1	839900.00
35				Newton	MA	02459	1	1	3860000.00
36				NEEDHAM	MA	02492	1	1
37				Clarendon Hills	IL	60514	1	1
38				WINCHESTER	MA	01890	1	1
39				LOS GATOS	CA	95030	1	1
40				FAIR OAKS	CA	95628	7	1
41				SACRAMENTO	CA	95864	1	1	1100000.00
42				LOS GATOS	CA	95032	1	1
43				Anchorage	AK	99507	1	1	1100000.00
44				Anchorage	AK	99515	7	1	2350000.00
45				WINCHESTER	MA	01890	1	1
46				WINCHESTER	MA	01890	1	1
47				Fairview	TX	75069	7	1
48				nashville	TN	37205	1	1
49				NEWTON	MA	02468	1	1
50				BROOKLINE	MA	02446	12	1	1440000.00
51				NEWTON	MA	02465	1	1
52				Manhattan Beach	CA	90266	1	1
53				GREENWOOD VILLAGE	CO	80121	7	1	1102235.00
54				LAS VEGAS	NV	89135	7	2	690000.00
55				Brooklyn	NY	11211	4	1
56				NEW YORK	NY	10128	2	1
57				BROOKLYN	NY	11215	2	1
58				CHAPPAQUA	NY	10514	1	1
59				MOUNT KISCO	NY	10549	1	1
60				Bronx	NY	10471	1	1	2275000.00
61				BROOKLYN	NY	11230	13	1
62				SPRING LAKE	NJ	07762	1	2
63				NEW CANAAN	CT	06840	1	1
64				GREENWICH	CT	06830	1	1
65				Charlotte	NC	28277	7	1
66				Kiawah Island	SC	29455	7	1
67				Sullivans Island	SC	29482	1	1	800000.00
68				ALEXANDRIA	VA	22314	12	1	1100000.00
69				WASHINGTON	DC	20008	12	1	1300000.00
70				DALLAS	TX	75209	1	1
71				DALLAS	TX	75214	1	1	766150.00
72				NEWTON	MA	02458	1	1
73				WAKEFIELD	MA	01880	1	1	722500.00
74				BEDFORD	NH	03110	1	1	675000.00
75				The Woodlands	TX	77382	7	1
76				Glencoe	IL	60022	1	1
77				BELLAIRE	TX	77401	1	1	853750.00
78				NEWPORT COAST	CA	92657	7	1
79				Katy	TX	77494	7	1
80				The Woodlands	TX	77380	7	1	860000.00
81				NAPLES	FL	34110	4	1
82				PLANO	TX	75093	7	1	845000.00
83				DALLAS	TX	75209	1	1	1140000.00
84				DALLAS	TX	75230	7	1
85				DALLAS	TX	75209	1	1	940000.00
86				ROANOKE	TX	76262	1	1
87			100.000000	OVERLAND PARK	KS	66221	7	1	685000.00
88				SAN DIEGO	CA	92130	3	1
89			100.000000	LAKE STEVENS	WA	98258	1	1	840000.00
90				Sammamish	WA	98075	1	1
91				Encinitas	CA	92024	1	1
92				Los Gatos	CA	95032	1	1
93				SAN JOSE	CA	95120	1	1
94			100.000000	San Diego	CA	92127	7	1	1889000.00
95				BOULDER	CO	80304	1	1
96				DENVER	CO	80218	1	1
97				MIAMI	FL	33133	1	1
98				REISTERSTOWN	MD	21136	7	1
99				SANTA CRUZ	CA	95060	1	1
100				TRAVERSE CITY	MI	49684	1	1
101				BOULDER	CO	80304	1	1
102				SANTA MONICA	CA	90405	1	1
103				HUNTINGTON BEACH	CA	92649	7	1
104				IRVINE	CA	92603	7	1
105				PAWLEYS ISLAND	SC	29585	1	1
106				LUTHERVILLE	MD	21030	1	1
107				EUGENE	OR	97405	1	1
108				BOULDER	CO	80304	1	1
109				SOLANA BEACH	CA	92075	7	1
110			100.000000	INDIAN WELLS	CA	92210	7	1	910000.00
111				HUNTINGON BEACH	CA	92649	7	1
112				EDMOND	OK	73013	7	1
113				SAN CLEMENTE	CA	92672	1	1
114				SAMMAMISH	WA	98074	7	1
115				SCOTTSDALE	AZ	85251	1	1
116			100.000000	PARADISE VALLEY	AZ	85253	1	1	980000.00
117				BURBANK	CA	91504	1	1
118				SAN JUAN CAPISTRANO	CA	92675	7	1
119				CASTLE PINES	CO	80108	7	1
120				LOS ANGELES	CA	90005	1	1
121			100.000000	CORAL GABLES	FL	33134	1	1	900000.00
122			100.000000	ENGLEWOOD	CO	80113	1	1	860000.00
123			100.000000	VENICE	CA	90291	1	1	1447500.00
124				PASADENA	CA	91103	1	1
125				RANCHO PALOS VERDES	CA	90275	1	1
126				SAN DIEGO	CA	92131	7	1
127			100.000000	WINTER PARK	FL	32789	1	1	2650000.00
128				NEW CANAAN	CT	06840	1	1
129				CORONA	CA	92882	7	1
130			45.053700	NEWPORT BEACH	CA	92660	1	1	1420000.00
131				CORONA	CA	92881	1	1
132				SHERWOOD	MD	21665	1	1
133				MONETA	VA	24121	1	1
134				FULTON	MD	20759	7	1
135				TOTOWA	NJ	07512	1	1
136				MANHATTAN BEACH	CA	90266	1	1
137				WILMINGTON	DE	19806	1	1
138				LUBBOCK	TX	79424	1	1
139				DALLAS	TX	75238	1	1
140			100.000000	REHOBOTH BEACH	DE	19971	4	2	615000.00
141			100.000000	DALLAS	TX	75039	7	1	786631.00
142				PACIFIC PALISADES	CA	90272	1	1
143			100.000000	WILMINGTON	NC	28411	7	2	1200000.00
144				ATLANTA	GA	30342	1	1
145				SAN ANTONIO	TX	78209	1	1
146				DANIEL ISLAND	SC	29492	7	1
147				MERCER ISLAND	WA	98040	1	1
148			100.000000	WILMINGTON	DE	19807	7	1	584000.00
149				HAUGHTON	LA	71037	1	1
150			100.000000	SAN DIEGO	CA	92131	7	1	860000.00
151				FORT WORTH	TX	76107	7	1
152				FOUNTAIN HILLS	AZ	85268	7	1
153				SCOTTSDALE	AZ	85259	1	1
154				DALLAS	TX	75218	1	1
155			100.000000	BATON ROUGE	LA	70810	7	1	620000.00
156			100.000000	SEATTLE	WA	98102	3	1	827000.00
157				AUSTIN	TX	78703	1	1
158				LONG GROVE	IL	60047	7	1
159				BATON ROUGE	LA	70809	1	1
160				KATY	TX	77494	7	1
161			100.000000	ENCINITAS	CA	92024	7	1	980000.00
162			100.000000	SWAN VALLEY	ID	83449	1	2	762500.00
163			100.000000	WOODINVILLE	WA	98077	7	1	908500.00
164				KINGWOOD	TX	77345	7	1
165				BOONSBORO	MD	21713	7	1
166				DALLAS	TX	75214	1	1
167				FRISCO	TX	75034	7	1
168			100.000000	RIVERSIDE	CA	92506	1	1	825000.00
169				BAYSIDE	CA	95524	1	1
170				CORVALLIS	OR	97330	1	1
171				CHESTERFIELD	MO	63005	1	1
172				ST. LOUIS	MO	63131	1	1
173				MALVERN	PA	19355	1	1
174			100.000000	Breckenridge	CO	80424	12	2	825000.00
175				TEMECULA	CA	92590	7	1
176				LONG BEACH	CA	90803	1	1
177				SEATTLE	WA	98119	1	1
178				PINECREST	FL	33156	1	1
179				LAGUNA BEACH	CA	92651	1	1
180				NORTH REDINGTON BEACH	FL	33708	1	1
181				ENGLEWOOD	CO	80113	1	1
182				LOS ANGELES	CA	90066	1	1
183			100.000000	SHERMAN OAKS	CA	91403	1	1	1475000.00
184				LOS ANGELES	CA	90048	1	1
185				WALNUT	CA	91789	1	1
186				REDONDO BEACH	CA	90277	1	1
187			100.000000	LITHIA	FL	33547	7	1	950000.00
188				DEL MAR	CA	92014	1	1
189				IRVINE	CA	92620	7	1
190			100.000000	SEATTLE	WA	98199	1	1	801000.00
191				OLNEY	MD	20832	7	1
192				MCLEAN	VA	22102	1	1
193			100.000000	VIRGINIA BEACH	VA	23456	1	2	710000.00
194			100.000000	NORFOLK	VA	23505	1	1	735000.00
195				WOODBRIDGE	VA	22192	7	1
196				Newton	MA	02458	1	1
197				BROOKLINE	MA	02445	1	1
198			100.000000	CARLISLE	MA	01741	1	1	1330000.00
199			100.000000	AUSTIN	TX	78731	1	1	755000.00
200			100.000000	BOSTON	MA	02115	4	1	860000.00
201			100.000000	NEWTON	MA	02468	1	1	2365000.00
202				PARKER	CO	80134	7	1
203				BROOKLINE	MA	02446	3	1
204				NEWTON	MA	02459	1	1
205			100.000000	BOSTON	MA	02129	3	1	625000.00
206				COTO DE CAZA	CA	92679	7	1
207				LOS ANGELES	CA	91316	1	1
208				LOS ALTOS	CA	94022	1	1
209				LAGUNA HILLS	CA	92653	7	1
210				RANCHO PALOS VERDES	CA	90275	1	1
211			100.000000	SANTA ANA	CA	92705	1	1	1630000.00
212				LOS ALTOS	CA	94024	1	1
213			100.000000	SUNNYVALE	CA	94087	1	1	1060000.00
214				BROOKLINE	MA	02446	12	1
215				HOPKINTON	MA	01748	1	1
216			100.000000	WILTON	CT	06897	1	1	1250000.00
217				NEEDHAM	MA	02492	1	1
218			100.000000	SOLANA BEACH	CA	92075	1	1	1805000.00
219				Medfield	MA	02052	1	1
220				PLANO	TX	75093	7	1
221				CHICAGO	IL	60657	1	1
222				BURR RIDGE	IL	60527	7	1
223				WILMETTE	IL	60091	1	1
224			100.000000	ST. CHARLES	IL	60175	7	1	555000.00
225			100.000000	WAUKESHA	WI	53188	1	1	950000.00
226				CLARENDON HILLS	IL	60514	1	1
227			100.000000	BARRINGTON HILLS	IL	60010	7	1	745000.00
228				GLENVIEW	IL	60025	1	1
229				WICHITA	KS	67228	7	1
230			100.000000	RIVER FOREST	IL	60305	1	1	771000.00
231			100.000000	DULUTH	GA	30097	7	1	2175000.00
232			100.000000	ATLANTA	GA	30305	1	1	1550000.00
233			100.000000	BURIEN	WA	98166	1	1	1300000.00
234			100.000000	WESTWOOD	MA	02090	1	1	860000.00
235				NEEDHAM	MA	02492	1	1
236				NEEDHAM	MA	02494	1	1
237				WELLESLEY	MA	02481	1	1
238			100.000000	KENNEBUNK	ME	04043	1	1	749000.00
239				LOS GATOS	CA	95032	1	1
240				NEWTON	MA	02458	1	1
241				NORWELL	MA	02061	1	1
242				LOS ALTOS	CA	94022	1	1
243				IRVINE	CA	92603	7	1
244				ENCINITAS	CA	92024	7	1
245				NEWPORT BEACH	CA	92660	7	1
246			100.000000	BURIEN	WA	98166	1	1	710000.00
247				KAYSVILLE	UT	84037	7	1
248			100.000000	DENVER	CO	80218	1	1	999000.00
249				DENVER	CO	80210	1	1
250			100.000000	SCOTTSDALE	AZ	85255	7	1	730000.00
251			100.000000	LOS ALTOS	CA	94022	1	1	1915000.00
252				FAIRFIELD	CT	06824	1	1
253				Charlotte	NC	28209	1	1
254				Beaufort	SC	29907	1	1
255				CHARLOTTE	NC	28211	1	1
256			100.000000	NAPLES	FL	34103	4	2	865000.00
257				COTO DE CAZA	CA	92679	7	1
258				WESTLAKE VILLAGE	CA	91362	7	1
259				SAN DIEGO	CA	92107	1	1
260				LOS ALTOS	CA	94024	1	1
261			100.000000	BELLEVUE	WA	98004	4	1	887220.00
262				GREAT FALLS	VA	22066	1	1
263			100.000000	MCLEAN	VA	22101	1	1	1660000.00
264				VIENNA	VA	22182	7	1
265			100.000000	DALLAS	TX	75240	1	1	630000.00
266				OMAHA	NE	68130	7	1
267			99.650200	CHARLESTOWN	MA	02129	4	1	880000.00
268				BOSTON	MA	02116	8	1
269			100.000000	BEDFORD	MA	01730	1	1	971500.00
270				JAMAICA PLAIN	MA	02130	1	1
271			100.000000	WELLESLEY	MA	02481	1	1	1268700.00
272				DUXBURY	MA	02332	1	1
273				CARMEL	IN	46033	7	1
274			100.000000	COLUMBUS	OH	43206	1	1	680000.00
275				Medfield	MA	02052	1	1
276			100.000000	LEESBURG	VA	20175	7	1	1278774.00
277				Bainbridge Island	WA	98110	7	1
278				Atlanta	GA	30327	1	1
279				Winchester	MA	01890	1	1
280				Iron Station	NC	28080	1	1
281				CLYDE HILL	WA	98004	1	1
282				Chesterfield	MO	63017	7	1
283				New Canaan	CT	06840	1	1
284				Magnolia	TX	77355	7	1
285			100.000000	Naples	FL	34108	3	1	792000.00
286				Paradise Valley	AZ	85253	1	1
287				Vienna	VA	22180	1	1
288				Greenwich	CT	06870	1	1
289				Dallas	TX	75225	1	1
290				Villa Park	CA	92861	1	1
291				Huntington Beach	CA	92646	7	1
292				Wellesley	MA	02482	1	1
293				Winnetka	IL	60093	1	1
294				Pembroke	MA	02359	1	1
295				SUNNYVALE	CA	94087	1	1
296				San Diego	CA	92130	7	1
297			100.000000	Denver	CO	80209	1	1	887300.00
298			100.000000	Southlake	TX	76092	7	1	955900.00
299			100.000000	UNIVERSITY PARK	TX	75205	1	1	893780.00
300				GLEN ELLYN	IL	60137	1	1
301				SEATTLE	WA	98177	1	1
302				DALLAS	TX	75229	1	1
303			100.000000	DENVER	CO	80210	1	1	795000.00
304				CHERRY HILLS VILLAGE	CO	80113	1	1
305			100.000000	SAN ANTONIO	TX	78209	1	1	810000.00
306			100.000000	WESTLAKE	TX	78746	1	1	1100000.00
307			100.000000	SEATTLE	WA	98119	1	1	1100000.00
308				JACKSON	WY	83001	1	2
309			100.000000	SAN ANTONIO	TX	78209	1	1	1400000.00
310			100.000000	Midland	TX	79707	7	1	1132796.00
311				DALLAS	TX	75225	1	1
312				FLOWER MOUND	TX	75022	7	1
313				DALLAS	TX	75230	1	1
314				BELLEVUE	WA	98006	1	1
315				Colorado Springs	CO	80921	7	1
316			100.000000	FORT COLLINS	CO	80528	7	1	751100.00
317			100.000000	DALLAS	TX	75214	1	1	632646.00
318				WEST FRIENDSHIP	MD	21794	1	1
319				UNIVERSITY PARK	TX	75225	1	1
320			100.000000	AUSTIN	TX	78734	7	1	764000.00
321				LEXINGTON	MA	02420	1	1
322				NEWTON	MA	02465	1	1
323				CAMBRIDGE	MA	02140	1	1
324				WABAN	MA	02468	1	1
325				NAHANT	MA	01908	1	1
326				NEWTON	MA	02467	1	1
327				BROOKLINE	MA	02446	1	1
328				WELLESLEY	MA	02482	1	1
329				NEEDHAM	MA	02492	1	1
330				NEEDHAM	MA	02492	1	1
331				CARLISLE	MA	01741	1	1
332				BELMONT	MA	02478	1	1
333				BROOKLINE	MA	02445	1	1
334				BROOKLINE	MA	02467	1	1
335				NEWTON	MA	02459	1	1
336				NEWTON	MA	02458	1	1
337				BELMONT	MA	02478	1	1
338				BOSTON	MA	02114	1	1
339				SCITUATE	MA	02066	1	1
340				WINCHESTER	MA	01890	1	1
341				NEWTON	MA	02468	1	1
342				NEWTON	MA	02461	1	1
343			69.185400	NEWTON	MA	02459	1	1	1150000.00
344				NEWTON	MA	02461	1	1
345				WELLESLEY	MA	02482	1	1
346				NEWTON	MA	02462	1	1
347				BROOKLINE	MA	02445	1	1
348				BILLINGS	MT	59102	1	1
349				Denver	CO	80209	1	1
350				NEW ROADS	LA	70760	1	1
351				DALLAS	TX	75205	1	1
352				LUBBOCK	TX	79424	1	1
353			100.000000	MISSOURI CITY	TX	77459	7	1	718831.00
354				Charlotte	NC	28211	1	1
355				GREENWICH	CT	06830	1	1
356			100.000000	MERCER ISLAND	WA	98040	1	1	745000.00
357			100.000000	PLANO	TX	75093	7	1	633000.00
358			100.000000	Dallas	TX	75209	1	1	630500.00
359				HOUSTON	TX	77005	7	1
360				CRAMERTON	NC	28032	7	1
361			100.000000	Sugarland	TX	77479	7	1	676119.00
362				Austin	TX	78731	1	1
363				KINGSTON	TN	37763	7	1
364			100.000000	GALLATIN	TN	37066	1	1	1360000.00
365			100.000000	Houston	TX	77005	1	1	739000.00
366				Baltimore	MD	21212	1	1
367				Eastover	SC	29044	1	1
368				SANTA FE	NM	87506	7	1
369				DIAMOND BAR	CA	91765	7	1
370			100.000000	Milford	CT	06460	1	1	695000.00
371				Lexington	MA	02421	1	1
372				NORTHBROOK	IL	60062	1	1
373			100.000000	GLENVIEW	IL	60025	1	1	680000.00
374			100.000000	CHICAGO	IL	60614	1	1	1890000.00
375			100.000000	callao	VA	22435	1	2	750000.00
376			100.000000	REDMOND	WA	98053	1	1	848500.00
377			100.000000	Wellesley	MA	02482	1	1	740000.00
378			100.000000	SAN RAFAEL	CA	94903	1	1	1059000.00
379				HILTON HEAD ISLAND	SC	29926	7	1
380				Indialantic	FL	32903	1	1
381				ENGLEWOOD	NJ	07631	1	1
382			100.000000	ARLINGTON	VA	22207	1	1	1500000.00
383				Weston	MA	02493	1	1
384				Dallas	TX	75225	7	1
385				Atlanta	GA	30342	1	1
386				SAN DIEGO	CA	92127	7	1
387				WEST CHESTER	PA	19382	7	1
388				GROTON	MA	01450	1	1
389			100.000000	LOUISVILLE	KY	40205	1	1	755000.00
390			20	SWAMPSCOTT	MA	01907	4	1	1250000.00
391			26.67	WESTON	MA	02493	1	1	825000.00
392				WELLESLEY	MA	02481	1	1
393			33.33	WEST CHATHAM	MA	02633	1	2	2100000.00
394			20	NEWTON	MA	02460	1	1	590000.00
395			40.91	NEEDHAM	MA	02492	1	1	1110000.00
396			55.3	WESTON	MA	02493	1	1	1627500.00
397				BROOKLINE	MA	02446	4	1
398				BROOKLINE	MA	02445	1	1
399				NEWTON	MA	02458	1	1
400			25	MASHPEE	MA	02649	1	2	865000.00
401				WELLESLEY	MA	02481	1	1
402			20	WELLESLEY	MA	02481	1	1	1126000.00
403				MARBLEHEAD	MA	01945	1	1
404			20.000000	MADISON	CT	06443	1	1	750000.00
405			25	CAMBRIDGE	MA	02139	4	1	715000.00
406				NORFOLK	MA	02056	1	1
407				WESTON	MA	02493	1	1
408				WESTON	MA	02493	1	1
409				WELLESLEY	MA	02482	1	1
410			20	BOSTON	MA	02116	4	1	915000.00
411				WELLESLEY	MA	02481	1	1
412				WELLESLEY	MA	02481	1	1
413				Sea Cliff	NY	11579	1	1
414				Plandome	NY	11030	1	1	2450000.00

	126	127	128	129	130	131	132	133	134	135
	Original Appraised Property Value	Original Property Valuation Type	Original Property Valuation Date	Original Automated Valuation Model (AVM) Model Name	Original AVM Confidence Score	Most Recent Property Value2	Most Recent Property Valuation Type	Most Recent Property Valuation Date	Most Recent AVM Model Name	Most Recent AVM Confidence Score
1	915000.00	3	20121009
2	1100000.00	3	20121004
3	1350000.00	3	20120816
4	766000.00	3	20120901
5	1180000.00	3	20120820
6	690000.00	98	20120910
7	852000.00	3	20120913
8	1220000.00	3	20121005
9	1800000.00	3	20120928
10	2840000.00	3	20121002
11	620000.00	3	20121009
12	925000.00	3	20120928
13	1195000.00	3	20121017
14	825000.00	3	20121017
15	1200000.00	3	20121014
16	1050000.00	3	20120907
17	1300000.00	3	20120723
18	1010000.00	3	20120831
19	775000.00	3	20120824
20	563000.00	3	20121005
21	1150000.00	3	20120822
22	1465000.00	3	20120920
23	1000000.00	3	20120601
24	977000.00	3	20120907
25	998000.00	3	20121005
26	1315000.00	3	20120922
27	625000.00	3	20121024
28	1000000.00	98	20120929
29	782500.00	3	20121016
30	975000.00	3	20121106
31	2000000.00	3	20120917
32	1150000.00	3	20121004
33	1050000.00	3	20121008
34	855000.00	3	20121022
35	3860000.00	3	20120907
36	1035000.00	3	20121002
37	825000.00	3	20121005
38	720000.00	3	20120911
39	2050000.00	3	20121001
40	950000.00	3	20121003
41	1200000.00	3	20120928
42	1740000.00	3	20121011
43	1150000.00	3	20120920
44	2350000.00	3	20120921
45	1055000.00	3	20120813
46	2175000.00	3	20120618
47	855000.00	3	20120920
48	1100000.00	3	20120925
49	1225000.00	3	20120925
50	1450000.00	3	20121016
51	650000.00	3	20120926
52	2175000.00	3	20120914
53	1125000.00	3	20120925
54	690000.00	3	20120925
55	1750000.00	3	20120723
56	4750000.00	3	20120912
57	1025000.00	3	20120917
58	1250000.00	3	20121010
59	2075000.00	3	20121001
60	2275000.00	3	20121004
61	1160000.00	3	20120717
62	1900000.00	3	20121025
63	1650000.00	3	20121017
64	2200000.00	3	20121023
65	790000.00	3	20120913
66	1600000.00	3	20120905
67	921000.00	3	20120914
68	1150000.00	3	20121019
69	1300000.00	3	20121017
70	1190000.00	3	20121009
71	767000.00	3	20121024
72	1320000.00	3	20120919
73	725000.00	3	20121001
74	680000.00	3	20121005
75	1060000.00	3	20120816
76	1535000.00	3	20120905
77	860000.00	3	20120918
78	3100000.00	3	20120924
79	1160000.00	3	20120927
80	865000.00	3	20121008
81	1000000.00	3	20120607
82	845000.00	3	20120912
83	1150000.00	3	20121010
84	745000.00	3	20120725
85	960000.00	3	20121005
86	1135000.00	3	20121023
87	690000.00	3	20121127
88	1000000.00	3	20121016
89	845000.00	3	20120904
90	1200000.00	3	20120928
91	1050000.00	98	20120807
92	1250000.00	3	20120912
93	1000000.00	3	20121018
94	1900000.00	3	20121102
95	1200000.00	3	20121016
96	1550000.00	3	20121015
97	1450000.00	98	20120526
98	1150000.00	3	20120822
99	1105000.00	3	20120828
100	942000.00	3	20121002
101	1470000.00	3	20120908
102	1450000.00	3	20120924
103	2300000.00	3	20121022
104	3800000.00	3	20121005
105	955500.00	3	20120925
106	1350000.00	3	20120914
107	875000.00	3	20120920
108	1150000.00	3	20121003
109	1315000.00	3	20120926
110	950000.00	3	20121003
111	1295000.00	3	20120910
112	1550000.00	3	20121009
113	1200000.00	3	20121004
114	1500000.00	3	20121031
115	1000000.00	3	20121026
116	980000.00	3	20121004
117	2400000.00	3	20121019
118	1065000.00	3	20121015
119	975000.00	3	20121101
120	1800000.00	3	20121019
121	900000.00	3	20121020
122	870000.00	3	20121109
123	1455000.00	3	20121024
124	1250000.00	3	20121020
125	1225000.00	3	20121023
126	925000.00	3	20121027
127	2650000.00	3	20121121
128	1100000.00	3	20121026
129	1050000.00	3	20121003
130	1420000.00	3	20121030
131	809000.00	3	20121103
132	1450000.00	3	20120810
133	1300000.00	3	20120926
134	1176000.00	3	20120926
135	905000.00	3	20120926
136	2016000.00	3	20120716
137	1523000.00	3	20120703
138	1375000.00	3	20120925
139	1100000.00	3	20120919
140	618000.00	3	20120919
141	790000.00	3	20121015
142	1200000.00	3	20120920
143	1285000.00	3	20120921
144	1560000.00	3	20120913
145	725000.00	3	20120926
146	900000.00	3	20120813
147	950000.00	3	20120915
148	585000.00	3	20120924
149	1100000.00	3	20121002
150	874000.00	3	20121010
151	920000.00	3	20121012
152	1145000.00	3	20121009
153	820000.00	3	20121010
154	1200000.00	3	20121011
155	650000.00	3	20121016
156	840000.00	3	20121012
157	1725000.00	3	20120830
158	670000.00	3	20121025
159	1071000.00	3	20121018
160	665000.00	3	20121031
161	980000.00	3	20121116
162	775000.00	3	20121027
163	910000.00	3	20121026
164	855000.00	3	20121023
165	858000.00	3	20121023
166	870000.00	3	20121102
167	1080000.00	3	20121119
168	825000.00	3	20121016
169	1450000.00	3	20121020
170	793550.00	3	20121016
171	1200000.00	3	20120623
172	1750000.00	3	20121105
173	850000.00	3	20120925
174	825000.00	3	20121109
175	1400000.00	3	20121110
176	1700000.00	3	20121006
177	1140000.00	3	20121025
178	1400000.00	3	20120823
179	2650000.00	3	20120918
180	925000.00	3	20121031
181	856000.00	3	20121027
182	1200000.00	3	20121017
183	1430000.00	3	20121005
184	1185000.00	3	20121008
185	1250000.00	3	20121008
186	1075000.00	3	20121026
187	950000.00	3	20120921
188	1250000.00	3	20121019
189	960000.00	3	20121019
190	801000.00	3	20121101
191	925000.00	3	20121001
192	2275000.00	3	20120618
193	782000.00	3	20121116
194	745000.00	3	20120808
195	1480000.00	3	20120907
196	1100000.00	3	20120926
197	1590000.00	3	20121005
198	1330000.00	3	20121010
199	765000.00	3	20121011
200	860000.00	3	20121004
201	2365000.00	3	20121003
202	815000.00	3	20121101
203	885000.00	3	20121004
204	890000.00	3	20121016
205	625000.00	3	20121029
206	995000.00	3	20120924
207	1900000.00	3	20120916
208	2500000.00	3	20121022
209	1350000.00	3	20121030
210	1195000.00	3	20121017
211	1630000.00	3	20121103
212	2130000.00	3	20121101
213	1060000.00	3	20121114
214	1326000.00	3	20120904
215	930000.00	3	20120906
216	1250000.00	3	20121022
217	1250000.00	3	20120908
218	1850000.00	3	20121019
219	875000.00	3	20120910
220	876000.00	3	20120816
221	2400000.00	3	20120618
222	875000.00	3	20120808
223	800000.00	3	20120811
224	560000.00	3	20120912
225	975000.00	3	20120914
226	975000.00	3	20120921
227	760000.00	3	20120919
228	950000.00	3	20120705
229	1500000.00	3	20120910
230	785000.00	3	20121019
231	2260000.00	3	20120731
232	1550000.00	3	20121003
233	1300000.00	3	20120914
234	870000.00	3	20120914
235	1240000.00	3	20120926
236	1250000.00	3	20121005
237	2000000.00	3	20120926
238	770000.00	3	20120928
239	2115000.00	3	20121024
240	1380000.00	3	20121024
241	900000.00	3	20121016
242	2100000.00	3	20121018
243	1250000.00	3	20121018
244	1400000.00	3	20121015
245	1335000.00	3	20121008
246	710000.00	3	20121001
247	550000.00	3	20121001
248	1000000.00	3	20121025
249	1100000.00	3	20121109
250	740000.00	3	20121031
251	1915000.00	3	20121103
252	1775000.00	3	20121024
253	1150000.00	3	20121001
254	1500000.00	3	20121009
255	1275000.00	3	20121026
256	725000.00	3	20121026
257	2080000.00	3	20121015
258	1650000.00	3	20121004
259	1360000.00	3	20120923
260	1850000.00	3	20120917
261	888000.00	3	20121017
262	2400000.00	3	20120907
263	1670000.00	3	20121009
264	1214000.00	3	20120829
265	638000.00	3	20121019
266	840000.00	3	20121008
267	880000.00	3	20120926
268	3420000.00	3	20121011
269	975000.00	3	20121101
270	1425000.00	3	20121012
271	1279000.00	3	20121108
272	758000.00	3	20121018
273	850000.00	3	20120813
274	670000.00	3	20121012
275	863000.00	3	20120711
276	1280000.00	3	20120813
277	830000.00	3	20120820
278	1700000.00	3	20120717
279	1190000.00	3	20120906
280	1625000.00	3	20120813
281	1170000.00	3	20120919
282	1125000.00	3	20120913
283	2250000.00	3	20120913
284	855000.00	3	20121003
285	792500.00	3	20120919
286	2300000.00	3	20120928
287	1170000.00	3	20120920
288	1815000.00	3	20120925
289	1550000.00	3	20121008
290	1447000.00	3	20121010
291	1125000.00	3	20120928
292	1220000.00	3	20121015
293	1450000.00	3	20121005
294	955000.00	3	20121012
295	1020000.00	3	20121015
296	1060000.00	3	20121009
297	905000.00	3	20121114
298	956000.00	3	20121018
299	1022000.00	3	20121015
300	1000000.00	3	20121015
301	1190000.00	3	20120828
302	1800000.00	3	20121023
303	800000.00	3	20121009
304	3250000.00	3	20121010
305	810000.00	3	20121015
306	1100000.00	3	20121019
307	1178000.00	3	20121017
308	1270000.00	3	20121016
309	1400000.00	3	20121016
310	1000000.00	3	20121010
311	1900000.00	3	20121022
312	810000.00	3	20121023
313	1160000.00	3	20120904
314	1178000.00	3	20121105
315	600000.00	3	20121024
316	790000.00	3	20121112
317	640000.00	3	20121113
318	1200000.00	3	20120827
319	2100000.00	3	20121023
320	775000.00	3	20121116
321	885000.00	3	20090211
322	1900000.00	3	20090624
323	2060000.00	3	20101026
324	2450000.00	3	20101026
325	2275000.00	3	20100105
326	1575000.00	3	20110524
327	1000000.00	3	20110628
328	1130000.00	3	20110816
329	1275000.00	3	20120113
330	1180000.00	3	20120118
331	950000.00	3	20120125
332	975000.00	3	20120204
333	915000.00	3	20120217
334	1050000.00	3	20120117
335	1290000.00	3	20120127
336	1125000.00	3	20120217
337	1650000.00	3	20120217
338	920000.00	3	20120406
339	950000.00	3	20120412
340	975000.00	3	20120329
341	965000.00	3	20120316
342	990000.00	3	20120419
343	1150000.00	3	20120426
344	1300000.00	3	20120511
345	1275000.00	3	20120322
346	880000.00	3	20120410
347	1140000.00	3	20120523
348	875000.00	3	20120626
349	1150000.00	3	20120911
350	1200000.00	3	20121031
351	1065000.00	3	20121025
352	1900000.00	3	20120831
353	750000.00	3	20121008
354	1910000.00	3	20120730
355	1000000.00	3	20121016
356	745000.00	3	20121011
357	670000.00	3	20121018
358	665000.00	3	20121022
359	1200000.00	3	20121031
360	695000.00	3	20121012
361	680000.00	3	20121105
362	1300000.00	3	20121024
363	1200000.00	3	20120831
364	1400000.00	3	20121105
365	750000.00	3	20121113
366	1250000.00	3	20120904
367	950000.00	3	20120924
368	1300000.00	3	20121127
369	1050000.00	3	20121019
370	690000.00	3	20120829
371	1350000.00	3	20120912
372	1100000.00	3	20120723
373	680000.00	3	20120803
374	1890000.00	3	20121011
375	750000.00	3	20121022
376	849000.00	3	20121108
377	740000.00	3	20120921
378	1075000.00	3	20121025
379	1500000.00	3	20120911
380	1090000.00	3	20121017
381	1480000.00	3	20120619
382	1503000.00	3	20121008
383	1550000.00	3	20121010
384	700000.00	3	20120803
385	1094000.00	3	20121026
386	1540000.00	3	20120720
387	975000.00	3	20121005
388	900000.00	3	20120412
389	775000.00	3	20121106
390	1250000.00	3	20111017
391	830000.00	3	20120213
392	1630000.00	3	20120222
393	2100000.00	3	20120222
394	590000.00	3	20120402
395	1110000.00	3	20120404
396	1637000.00	3	20120413
397	650000.00	3	20120511
398	2300000.00	3	20120612
399	1100000.00	3	20120606
400	897000.00	3	20120612
401	930000.00	3	20120623
402	1130000.00	3	20120703
403	1860000.00	3	20120717
404	762000.00	3	20120725
405	715000.00	3	20120724
406	871000.00	3	20120808
407	1030000.00	3	20120808
408	1000000.00	3	20120811
409	750000.00	3	20120821
410	915000.00	3	20120817
411	1825000.00	3	20120821
412	1574000.00	3	20120904
413	1075000.00	3	20120728
414	2350000.00	3	20120604

	136	137	138	139	140	141	142	143	144	145	146
	Original CLTV	Original LTV	Original Pledged Assets	Mortgage Insurance Company Name	Mortgage Insurance Percent	MI: Lender or Borrower Paid?	Pool Insurance Co. Name	Pool Insurance Stop Loss %	MI Certificate Number	Updated DTI (Front-end)	Updated DTI (Back-end)
1	0.800000	0.800000	0	0	0
2	0.800000	0.550000	0	0	0
3	0.668800	0.520700	0	0	0
4	0.783200	0.783200	0	0	0
5	0.635500	0.635500	0	0	0
6	0.800000	0.800000	0	0	0
7	0.617300	0.617300	0	0	0
8	0.800000	0.800000	0	0	0
9	0.500000	0.500000	0	0	0
10	0.700000	0.700000	0	0	0
11	0.772500	0.772500	0	0	0
12	0.741600	0.741600	0	0	0
13	0.583900	0.583900	0	0	0
14	0.750000	0.750000	0	0	0
15	0.800000	0.800000	0	0	0
16	0.530400	0.530400	0	0	0
17	0.601500	0.601500	0	0	0
18	0.800000	0.800000	0	0	0
19	0.789000	0.789000	0	0	0
20	0.800000	0.800000	0	0	0
21	0.800000	0.800000	0	0	0
22	0.750000	0.750000	0	0	0
23	0.698000	0.698000	0	0	0
24	0.728700	0.728700	0	0	0
25	0.785800	0.785800	0	0	0
26	0.563500	0.544400	0	0	0
27	0.800000	0.800000	0	0	0
28	0.542200	0.542200	0	0	0
29	0.712000	0.712000	0	0	0
30	0.688200	0.688200	0	0	0
31	0.499500	0.499500	0	0	0
32	0.800000	0.800000	0	0	0
33	0.774800	0.774800	0	0	0
34	0.800000	0.800000	0	0	0
35	0.518100	0.518100	0	0	0
36	0.632300	0.632300	0	0	0
37	0.747800	0.747800	0	0	0
38	0.800000	0.800000	0	0	0
39	0.402400	0.402400	0	0	0
40	0.589400	0.589400	0	0	0
41	0.577200	0.577200	0	0	0
42	0.390800	0.390800	0	0	0
43	0.800000	0.800000	0	0	0
44	0.425500	0.425500	0	0	0
45	0.800000	0.800000	0	0	0
46	0.404500	0.404500	0	0	0
47	0.749700	0.749700	0	0	0
48	0.800000	0.800000	0	0	0
49	0.722400	0.722400	0	0	0
50	0.698500	0.698500	0	0	0
51	0.792300	0.792300	0	0	0
52	0.436700	0.436700	0	0	0
53	0.589700	0.589700	0	0	0
54	0.800000	0.800000	0	0	0
55	0.708500	0.708500	0	0	0
56	0.296000	0.296000	0	0	0
57	0.800000	0.800000	0	0	0
58	0.713600	0.713600	0	0	0
59	0.722800	0.722800	0	0	0
60	0.395600	0.395600	0	0	0
61	0.506000	0.506000	0	0	0
62	0.663600	0.663600	0	0	0
63	0.575700	0.575700	0	0	0
64	0.351800	0.351800	0	0	0
65	0.750000	0.711800	0	0	0
66	0.562500	0.562500	0	0	0
67	0.750000	0.750000	0	0	0
68	0.722700	0.722700	0	0	0
69	0.800000	0.800000	0	0	0
70	0.741100	0.741100	0	0	0
71	0.800000	0.800000	0	0	0
72	0.587100	0.587100	0	0	0
73	0.800000	0.800000	0	0	0
74	0.800000	0.800000	0	0	0
75	0.745600	0.745600	0	0	0
76	0.695100	0.695100	0	0	0
77	0.700000	0.700000	0	0	0
78	0.462400	0.462400	0	0	0
79	0.714400	0.714400	0	0	0
80	0.750000	0.750000	0	0	0
81	0.700000	0.550000	0	0	0
82	0.750000	0.750000	0	0	0
83	0.649100	0.649100	0	0	0
84	0.793900	0.793900	0	0	0
85	0.800000	0.800000	0	0	0
86	0.738000	0.738000	0	0	0
87	0.800000	0.800000	0	0	0
88	0.650000	0.650000	0	0	0
89	0.800000	0.800000	0	0	0
90	0.800000	0.800000	0	0	0
91	0.639000	0.639000	0	0	0
92	0.550400	0.550400	0	0	0
93	0.715000	0.715000	0	0	0
94	0.526700	0.526700	0	0	0
95	0.600000	0.600000	0	0	0
96	0.583600	0.425500	0	0	0
97	0.565300	0.565300	0	0	0
98	0.800000	0.730400	0	0	0
99	0.800000	0.800000	0	0	0
100	0.737100	0.737100	0	0	0
101	0.714200	0.714200	0	0	0
102	0.533700	0.533700	0	0	0
103	0.434700	0.434700	0	0	0
104	0.433600	0.302000	0	0	0
105	0.650000	0.650000	0	0	0
106	0.705100	0.601400	0	0	0
107	0.784000	0.784000	0	0	0
108	0.750000	0.750000	0	0	0
109	0.792300	0.568000	0	0	0
110	0.700000	0.700000	0	0	0
111	0.728200	0.728200	0	0	0
112	0.744100	0.744100	0	0	0
113	0.595800	0.595800	0	0	0
114	0.443300	0.443300	0	0	0
115	0.665000	0.665000	0	0	0
116	0.700000	0.700000	0	0	0
117	0.514500	0.514500	0	0	0
118	0.800000	0.800000	0	0	0
119	0.653300	0.653300	0	0	0
120	0.395500	0.395500	0	0	0
121	0.700000	0.700000	0	0	0
122	0.800000	0.800000	0	0	0
123	0.750000	0.750000	0	0	0
124	0.800000	0.800000	0	0	0
125	0.675900	0.675900	0	0	0
126	0.749700	0.749700	0	0	0
127	0.700000	0.700000	0	0	0
128	0.733600	0.688100	0	0	0
129	0.516100	0.516100	0	0	0
130	0.647800	0.647800	0	0	0
131	0.568600	0.568600	0	0	0
132	0.746200	0.401300	0	0	0
133	0.508400	0.450700	0	0	0
134	0.767800	0.767800	0	0	0
135	0.755800	0.755800	0	0	0
136	0.595200	0.595200	0	0	0
137	0.656500	0.656500	0	0	0
138	0.545400	0.545400	0	0	0
139	0.707700	0.707700	0	0	0
140	0.750000	0.750000	0	0	0
141	0.799900	0.799900	0	0	0
142	0.596700	0.596700	0	0	0
143	0.700000	0.700000	0	0	0
144	0.639100	0.639100	0	0	0
145	0.750000	0.750000	0	0	0
146	0.675500	0.675500	0	0	0
147	0.719100	0.719100	0	0	0
148	0.800000	0.800000	0	0	0
149	0.636300	0.636300	0	0	0
150	0.800000	0.800000	0	0	0
151	0.665200	0.665200	0	0	0
152	0.515200	0.515200	0	0	0
153	0.572300	0.572300	0	0	0
154	0.797100	0.797100	0	0	0
155	0.750000	0.750000	0	0	0
156	0.750000	0.750000	0	0	0
157	0.579700	0.579700	0	0	0
158	0.741700	0.741700	0	0	0
159	0.769800	0.769800	0	0	0
160	0.769900	0.769900	0	0	0
161	0.693800	0.693800	0	0	0
162	0.749900	0.749900	0	0	0
163	0.800000	0.800000	0	0	0
164	0.744500	0.744500	0	0	0
165	0.765700	0.765700	0	0	0
166	0.689600	0.689600	0	0	0
167	0.609100	0.609100	0	0	0
168	0.800000	0.800000	0	0	0
169	0.689600	0.689600	0	0	0
170	0.800000	0.800000	0	0	0
171	0.733300	0.733300	0	0	0
172	0.465700	0.465700	0	0	0
173	0.723500	0.723500	0	0	0
174	0.750000	0.750000	0	0	0
175	0.557100	0.557100	0	0	0
176	0.501800	0.501800	0	0	0
177	0.800000	0.800000	0	0	0
178	0.683500	0.683500	0	0	0
179	0.308200	0.308200	0	0	0
180	0.565400	0.565400	0	0	0
181	0.669300	0.669300	0	0	0
182	0.650000	0.650000	0	0	0
183	0.695100	0.695100	0	0	0
184	0.598300	0.598300	0	0	0
185	0.545200	0.545200	0	0	0
186	0.699500	0.699500	0	0	0
187	0.684200	0.684200	0	0	0
188	0.608000	0.608000	0	0	0
189	0.746800	0.746800	0	0	0
190	0.800000	0.800000	0	0	0
191	0.783700	0.783700	0	0	0
192	0.402100	0.402100	0	0	0
193	0.750000	0.750000	0	0	0
194	0.800000	0.800000	0	0	0
195	0.716200	0.716200	0	0	0
196	0.702200	0.609000	0	0	0
197	0.383600	0.349000	0	0	0
198	0.526300	0.526300	0	0	0
199	0.800000	0.800000	0	0	0
200	0.800000	0.800000	0	0	0
201	0.700000	0.700000	0	0	0
202	0.800000	0.800000	0	0	0
203	0.609000	0.578500	0	0	0
204	0.755000	0.755000	0	0	0
205	0.800000	0.800000	0	0	0
206	0.800000	0.800000	0	0	0
207	0.434200	0.434200	0	0	0
208	0.356000	0.356000	0	0	0
209	0.582500	0.582500	0	0	0
210	0.800000	0.800000	0	0	0
211	0.644100	0.644100	0	0	0
212	0.424800	0.424800	0	0	0
213	0.800000	0.800000	0	0	0
214	0.753300	0.753300	0	0	0
215	0.800000	0.800000	0	0	0
216	0.744000	0.744000	0	0	0
217	0.600000	0.600000	0	0	0
218	0.554000	0.554000	0	0	0
219	0.774200	0.774200	0	0	0
220	0.799700	0.649000	0	0	0
221	0.670800	0.670800	0	0	0
222	0.613700	0.613700	0	0	0
223	0.762500	0.762500	0	0	0
224	0.800000	0.800000	0	0	0
225	0.800000	0.800000	0	0	0
226	0.600000	0.600000	0	0	0
227	0.700000	0.700000	0	0	0
228	0.636600	0.547300	0	0	0
229	0.641300	0.641300	0	0	0
230	0.800000	0.800000	0	0	0
231	0.551700	0.551700	0	0	0
232	0.645100	0.645100	0	0	0
233	0.692300	0.692300	0	0	0
234	0.800000	0.680200	0	0	0
235	0.592700	0.592700	0	0	0
236	0.728000	0.728000	0	0	0
237	0.477500	0.477500	0	0	0
238	0.750000	0.750000	0	0	0
239	0.472800	0.472800	0	0	0
240	0.642700	0.642700	0	0	0
241	0.673300	0.673300	0	0	0
242	0.517600	0.517600	0	0	0
243	0.562200	0.562200	0	0	0
244	0.709200	0.709200	0	0	0
245	0.749000	0.749000	0	0	0
246	0.800000	0.800000	0	0	0
247	0.800000	0.800000	0	0	0
248	0.750000	0.750000	0	0	0
249	0.497800	0.497800	0	0	0
250	0.726000	0.726000	0	0	0
251	0.637000	0.637000	0	0	0
252	0.487300	0.487300	0	0	0
253	0.600000	0.551200	0	0	0
254	0.560000	0.560000	0	0	0
255	0.700000	0.700000	0	0	0
256	0.750000	0.750000	0	0	0
257	0.480700	0.480700	0	0	0
258	0.513300	0.513300	0	0	0
259	0.735200	0.735200	0	0	0
260	0.384800	0.384800	0	0	0
261	0.676200	0.676200	0	0	0
262	0.562500	0.562500	0	0	0
263	0.750000	0.750000	0	0	0
264	0.729800	0.729800	0	0	0
265	0.800000	0.800000	0	0	0
266	0.800000	0.800000	0	0	0
267	0.750000	0.750000	0	0	0
268	0.570100	0.570100	0	0	0
269	0.588200	0.588200	0	0	0
270	0.648400	0.648400	0	0	0
271	0.528000	0.528000	0	0	0
272	0.749300	0.670100	0	0	0
273	0.764700	0.764700	0	0	0
274	0.800000	0.800000	0	0	0
275	0.666200	0.579300	0	0	0
276	0.695900	0.695900	0	0	0
277	0.551800	0.551800	0	0	0
278	0.428800	0.428800	0	0	0
279	0.616800	0.426800	0	0	0
280	0.526100	0.526100	0	0	0
281	0.469200	0.469200	0	0	0
282	0.711100	0.711100	0	0	0
283	0.664400	0.664400	0	0	0
284	0.750000	0.750000	0	0	0
285	0.670700	0.670700	0	0	0
286	0.626000	0.626000	0	0	0
287	0.647000	0.647000	0	0	0
288	0.719500	0.526700	0	0	0
289	0.675900	0.675900	0	0	0
290	0.657200	0.657200	0	0	0
291	0.604400	0.604400	0	0	0
292	0.606500	0.606500	0	0	0
293	0.763400	0.597900	0	0	0
294	0.607300	0.607300	0	0	0
295	0.676400	0.676400	0	0	0
296	0.720700	0.720700	0	0	0
297	0.644900	0.644900	0	0	0
298	0.600000	0.600000	0	0	0
299	0.799900	0.799900	0	0	0
300	0.800000	0.800000	0	0	0
301	0.746200	0.746200	0	0	0
302	0.700000	0.700000	0	0	0
303	0.699800	0.699800	0	0	0
304	0.594600	0.456100	0	0	0
305	0.800000	0.800000	0	0	0
306	0.800000	0.800000	0	0	0
307	0.727200	0.727200	0	0	0
308	0.750000	0.750000	0	0	0
309	0.750000	0.750000	0	0	0
310	0.700000	0.700000	0	0	0
311	0.564700	0.564700	0	0	0
312	0.735600	0.735600	0	0	0
313	0.526700	0.526700	0	0	0
314	0.633400	0.633400	0	0	0
315	0.767500	0.767500	0	0	0
316	0.800000	0.800000	0	0	0
317	0.799900	0.799900	0	0	0
318	0.695800	0.695800	0	0	0
319	0.699700	0.699700	0	0	0
320	0.800000	0.800000	0	0	0
321	0.641800	0.641800	0	0	0
322	0.496300	0.496300	0	0	0
323	0.360600	0.360600	0	0	0
324	0.510200	0.306100	0	0	0
325	0.439500	0.439500	0	0	0
326	0.571400	0.571400	0	0	0
327	0.690000	0.690000	0	0	0
328	0.592000	0.525600	0	0	0
329	0.625000	0.625000	0	0	0
330	0.677900	0.677900	0	0	0
331	0.538900	0.538900	0	0	0
332	0.697400	0.697400	0	0	0
333	0.755100	0.700500	0	0	0
334	0.701900	0.701900	0	0	0
335	0.620100	0.620100	0	0	0
336	0.713700	0.602600	0	0	0
337	0.593900	0.593900	0	0	0
338	0.685800	0.685800	0	0	0
339	0.742100	0.636800	0	0	0
340	0.682000	0.682000	0	0	0
341	0.663200	0.663200	0	0	0
342	0.642400	0.642400	0	0	0
343	0.652100	0.652100	0	0	0
344	0.610700	0.610700	0	0	0
345	0.745800	0.698800	0	0	0
346	0.618100	0.561300	0	0	0
347	0.585200	0.453600	0	0	0
348	0.674200	0.674200	0	0	0
349	0.493400	0.493400	0	0	0
350	0.709200	0.605000	0	0	0
351	0.564500	0.564500	0	0	0
352	0.526300	0.526300	0	0	0
353	0.799900	0.799900	0	0	0
354	0.750000	0.750000	0	0	0
355	0.620000	0.620000	0	0	0
356	0.700000	0.700000	0	0	0
357	0.800000	0.800000	0	0	0
358	0.800000	0.800000	0	0	0
359	0.682300	0.682300	0	0	0
360	0.800000	0.800000	0	0	0
361	0.799900	0.799900	0	0	0
362	0.700000	0.700000	0	0	0
363	0.786600	0.786600	0	0	0
364	0.750000	0.750000	0	0	0
365	0.800000	0.800000	0	0	0
366	0.796000	0.796000	0	0	0
367	0.591500	0.591500	0	0	0
368	0.708500	0.651500	0	0	0
369	0.800000	0.800000	0	0	0
370	0.800000	0.800000	0	0	0
371	0.729600	0.729600	0	0	0
372	0.774500	0.774500	0	0	0
373	0.800000	0.800000	0	0	0
374	0.629600	0.629600	0	0	0
375	0.750000	0.750000	0	0	0
376	0.800000	0.800000	0	0	0
377	0.800000	0.800000	0	0	0
378	0.700000	0.700000	0	0	0
379	0.643300	0.643300	0	0	0
380	0.527500	0.527500	0	0	0
381	0.599300	0.599300	0	0	0
382	0.750000	0.750000	0	0	0
383	0.532900	0.532900	0	0	0
384	0.690700	0.690700	0	0	0
385	0.568500	0.568500	0	0	0
386	0.564600	0.442800	0	0	0
387	0.732300	0.732300	0	0	0
388	0.666600	0.666600	0	0	0
389	0.800000	0.800000	0	0	0
390	0.800000	0.800000	0	0	0
391	0.733300	0.733300	0	0	0
392	0.607300	0.607300	0	0	0
393	0.666600	0.666600	0	0	0
394	0.800000	0.800000	0	0	0
395	0.585500	0.585500	0	0	0
396	0.447000	0.447000	0	0	0
397	0.732600	0.732600	0	0	0
398	0.521700	0.521700	0	0	0
399	0.760900	0.760900	0	0	0
400	0.750000	0.750000	0	0	0
401	0.790300	0.790300	0	0	0
402	0.8000	0.8000	0	0	0
403	0.6419	0.3731	0	0	0
404	0.800000	0.800000	0	0	0
405	0.750000	0.750000	0	0	0
406	0.726700	0.726700	0	0	0
407	0.731000	0.731000	0	0	0
408	0.748000	0.748000	0	0	0
409	0.748000	0.748000	0	0	0
410	0.800000	0.800000	0	0	0
411	0.705900	0.705900	0	0	0
412	0.742200	0.742200	0	0	0
413	0.694800	0.694800	0	0	0
414	0.595700	0.595700	0	0	0

	147	148	149	150	151	152	153	154	155	156
	Modification Effective Payment Date	Total Capitalized Amount	Total Deferred Amount	Pre-Modification Interest (Note) Rate	Pre-Modification P&I Payment	Pre-Modification Initial Interest Rate Change Downward Cap	Pre-Modification Subsequent Interest Rate Cap	Pre-Modification Next Interest Rate Change Date	Pre-Modification I/O Term	Forgiven Principal Amount
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
29
30
31
32
33
34
35
36
37
38
39
40
41
42
43
44
45
46
47
48
49
50
51
52
53
54
55
56
57
58
59
60
61
62
63
64
65
66
67
68
69
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71
72
73
74
75
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77
78
79
80
81
82
83
84
85
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90
91
92
93
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96
97
98
99
100
101
102
103
104
105
106
107
108
109
110
111
112
113
114
115
116
117
118
119
120
121
122
123
124
125
126
127
128
129
130
131
132
133
134
135
136
137
138
139
140
141
142
143
144
145
146
147
148
149
150
151
152
153
154
155
156
157
158
159
160
161
162
163
164
165
166
167
168
169
170
171
172
173
174
175
176
177
178
179
180
181
182
183
184
185
186
187
188
189
190
191
192
193
194
195
196
197
198
199
200
201
202
203
204
205
206
207
208
209
210
211
212
213
214
215
216
217
218
219
220
221
222
223
224
225
226
227
228
229
230
231
232
233
234
235
236
237
238
239
240
241
242
243
244
245
246
247
248
249
250
251
252
253
254
255
256
257
258
259
260
261
262
263
264
265
266
267
268
269
270
271
272
273
274
275
276
277
278
279
280
281
282
283
284
285
286
287
288
289
290
291
292
293
294
295
296
297
298
299
300
301
302
303
304
305
306
307
308
309
310
311
312
313
314
315
316
317
318
319
320
321
322
323
324
325
326
327
328
329
330
331
332
333
334
335
336
337
338
339
340
341
342
343
344
345
346
347
348
349
350
351
352
353
354
355
356
357
358
359
360
361
362
363
364
365
366
367
368
369
370
371
372
373
374
375
376
377
378
379
380
381
382
383
384
385
386
387
388
389
390
391
392
393
394
395
396
397
398
399
400
401
402
403
404
405
406
407
408
409
410
411
412
413
414

	157	158	159	160	161	162	163	164
	Forgiven Interest Amount	Number of Modifications	Cash To/From Brrw at Closing	Brrw - Yrs at in Industry	CoBrrw - Yrs at in Industry	Junior Mortgage Drawn Amount	Maturity Date	Primary Borrower Wage Income (Salary)
1				14.5	6		20421201	15577.06
2				25		250000.00	20421101	34676.62
3				30.25		200000.00	20421101	28307.42
4				23	25		20421201	13609.95
5				20	16		20421201	30117.42
6				11	6		20421201	2371.03
7				25			20421101	43301.37
8				6	6		20421101	9496.32
9				20			20421201	129400
10				19.25			20421101	35416.68
11				30.75			20421101	12360.4
12				20			20421201	13315.45
13				16	12		20421201	12500
14				8	24		20421201	11587.5
15				12.5	0.75		20421201	19759.92
16				0			20421201	2228.9
17				19	19		20421001	63425
18				7	0.5		20421001	9916.67
19				9	4		20421101	0
20				4			20421101	39583.34
21				18			20421101	12476.04
22				8	18		20421101	23083.33
23				0			20421001	13668.05
24				7			20421101	38141.37
25				15			20421201	18750
26				31	14	25130.00	20421201	12154.14
27				11.25			20421201	24894.62
28				18			20421201	21949.46
29				27	27		20421201	9866.66
30				15			20421201	2774
31				39			20421201	25677.16
32				8			20421201	21075.58
33				11			20421201	28524.12
34				17			20421201	15866.82
35				8	7		20421201	1972
36				7	16		20421201	11196.79
37				10			20421201	23666.67
38				5			20421201	13332.8
39				15	20		20421201	16250
40				18			20421101	14444.45
41				30			20421101	30437.91
42				3			20421201	13767.17
43				10	5		20421101	29041.09
44				16			20271101	150757.58
45				31			20421101	21666.67
46				4			20421101	20833.33
47				25			20421101	14401.51
48				12			20421201	18024.84
49				6	15		20421201	16666.67
50				13	5		20421201	31254
51				9	8		20421201	7934.66
52				11			20421101	9843.17
53				13	13.25		20421101	13333.33
54				16.75			20421101	48581.59
55				25	25		20421201	15781.48
56				21			20421101	31250
57				22			20421201	12589.79
58				6	6		20421201	13110
59				11			20421201	75000
60				8			20421201	86525.38
61				8			20421201	5286.96
62				26			20421201	41666.66
63				18			20421201	33333.34
64				17	12		20421201	12499
65				26		30100.00	20421201	23800
66				0			20271101	0
67				12			20421201	12500
68				35			20421101	74167.33
69				5	5		20421201	30000
70				25			20421101	25334.09
71				9	10		20421201	19500
72				20			20421201	16250
73				4	7		20421201	3592.2
74				15	6		20421101	12500
75				14			20421101	18284.32
76				15			20421101	0
77				12	13		20421101	13668.63
78				16			20421201	36916.31
79				2.5	0		20421101	46666
80				7			20421201	40000
81				0		150000.00	20421001	0
82				12			20421101	0
83				2			20421101	20464
84				14	16		20421101	9536.08
85				9			20421101	8333.33
86				12		0	20271201	50093.29
87				7		0	20430101	8825.4
88				0	25	0	20421201	0
89				14	10	0	20421201	8970
90				14	9.5	0	20421201	3131.75
91				13	25	0	20421101	12499.5
92				23		0	20421101	12161.91
93				16	17	0	20421201	14568
94				13		0	20421201	55457.5
95				15		0	20421201	16666.67
96				23	37	36504	20421201	16533.21
97				0		0	20421201	0
98				10	7	80000	20421101	20248.67
99				26.25		0	20421101	24666.68
100				12.5		0	20271201	12802.42
101				12		0	20430101	17250
102				20	5	0	20421101	10951.2
103				24		0	20421201	37084.92
104				33		187350	20421201	22815
105				13	9	0	20421201	16321.41
106				28		93752	20421201	31097.32
107				15		0	20421101	17666.67
108				6	8	0	20421201	16258.08
109				35		295000	20421201	17547.49
110				0		0	20421201	3164.7
111				12.75		0	20421201	23279.17
112				5		0	20421201	30420.33
113				13.25	6	0	20421201	11166.34
114				10		0	20421201	26660.25
115				8.25	15	0	20421201	8266.27
116				18	18	0	20421101	9374.99
117				16.25		0	20421201	24189.16
118				6	5	0	20421201	12340.84
119				23.25		0	20421201	13033.63
120				0	8	0	20421201	8183.79
121				12	12	0	20421201	14043.92
122				7	12	0	20421201	22916.67
123				12		0	20421201	12979.58
124				24.75		0	20421201	16848
125				17		0	20430101	29166.66
126				35		0	20421201	14150
127				15		0	20430101	28143.08
128				19		50000	20430101	9999.99
129				20		0	20421201	11571.29
130				4	4	0.00	20421201	5625
131				25		0	20430101	13905.84
132				26		399436	20421201	28498.98
133				0		9619	20430101	0
134				10	10	0	20421201	12915.06
135				10	10	0	20271201	8926.67
136				10	11	0	20421001	5833.34
137				1	6	0	20421201	17500
138				15.5		0	20421101	0
139				11		0	20421201	16666.66
140				9	25	0	20421201	5001.58
141				10		0	20421201	13032.94
142				5.75		0	20421101	14914.84
143				20		0	20421201	33074.99
144				9	13	0	20421101	5416.66
145				10		0	20421201	18291
146				9		0	20421101	8032.6
147				10		0	20421201	13375.75
148				20	20	0	20421101	14997.32
149				25		0	20421201	28154.83
150				14		0	20421201	12402.16
151				41	5	0	20421201	10114.19
152				0		0	20421201	0
153				20		0	20421201	10112.92
154				27		0	20421201	32400
155				10		0.00	20421201	27565.96
156				25		0	20421201	11423.57
157				10		0	20421201	22503
158				25	0	0	20421201	14875
159				5		0	20421201	36123.66
160				18		0	20421201	15112.75
161				34	25	0	20421201	3920.06
162				25		0	20421201	42678.83
163				7	7	0	20421201	3250
164				17		0	20421201	18450.49
165				22		0	20421201	14884.78
166				11		0	20421201	16614.66
167				28		0	20430101	12051
168				10		0	20421101	24420.53
169				32	2	0	20421201	3494
170				16		0	20421201	36837.67
171				3		0	20420901	33243.35
172				13		0	20421201	22500
173				16	17.25	0	20421201	0
174				10	18	0	20421201	0
175				5	5	0	20421201	20242.08
176				0		0	20421201	1996.2
177				11	7	0	20421201	0
178				10		0	20421101	38750
179				0		0	20421101	1942.7
180				20		0	20421201	17197.29
181				18	12	0	20421201	13785.68
182				11		0	20421201	12458.33
183				20		0	20271201	42124.32
184				5		0.00	20421201	15833.34
185				21	21	0	20421201	6182.8
186				15	15	0	20421201	10643.51
187				5	5	0	20421101	48275.02
188				15	15	0	20421201	20086.5
189				20	20	0	20421201	11707
190				7.75		0	20421201	0
191				20	17	0	20421201	12334.44
192				19	17	0	20270801	22287.41
193				25		0	20421201	16666.67
194				23		0	20421001	14166.67
195				11	11	0	20421101	9154.88
196				10	13	39437	20421201	4286.53
197				25	5	50000	20421201	10776.67
198				4		0	20421201	11284.72
199				17	19	0	20421101	11608
200				10		0	20421101	15451.83
201				24		0	20421201	58333.33
202				37		0	20421201	30609.66
203				27		25370	20421201	17014.4
204				6.25	17	0	20421201	9235.91
205				6	7	0	20421201	11104.17
206				30		0	20421201	9957.17
207				18		0	20421201	0
208				0		0	20421201	0
209				15		0	20421201	32972.1
210				27		0	20421201	10947.37
211				15		0	20421201	63397
212				17		0	20421201	16980.99
213				6.25		0	20430101	15834
214				9	9	0	20421201	20011.58
215				14	0	0	20421201	15228.42
216				15		0	20421201	14583.33
217				22.5		0	20430101	40066.33
218				10		0	20421201	41105.02
219				17		0	20421201	23750
220				18.5		127287	20421201	13312.12
221				27	27	0	20421101	30416.67
222				25.4	0	0	20271101	24142
223				39		0	20421201	20739.5
224				29	0	0	20421101	9750
225				15	8	0	20421101	19798.84
226				9	9	0	20421201	8404.93
227				21	20	0	20421101	17166.67
228				8		10829	20421101	12916.67
229				9		0	20421101	17982.18
230				6	6	0	20421201	16041.67
231				25		0	20421101	27207.25
232				20		0	20271101	29166.67
233				30		0	20421101	34000
234				21		103000	20421201	47480.33
235				18	2	0	20421201	27954.6
236				14	14	0	20271201	6454.54
237				14	11	0	20421201	32118.76
238				14		0	20271201	40000
239				35		0	20421201	45500
240				8	8	0	20430101	15946.95
241				8		0	20421201	17500
242				23	18	0	20421201	17916.68
243				18		0	20421201	11650.75
244				19		0	20421201	26389.91
245				10		0	20421201	24638.01
246				27	3.75	0	20421101	7880.38
247				22		0	20421201	18315.29
248				30		0	20421201	20833.33
249				9.25		0	20421201	27631.24
250				15		0	20430101	42942.5
251				10	1	0	20421201	14698.5
252				5		0	20421201	20833.34
253				10		56100	20421201	14302.59
254				29	9	0	20421201	17744.75
255				18		0	20421201	16666.67
256				18		0	20421201	65107.88
257				22		0	20421201	16666.67
258				21	28	0	20421201	33333.34
259				13	2	0	20421101	23174.63
260				2.5	8	0	20421201	10644.01
261				34	4.25	0	20421201	4375
262				12	9	0	20421201	12545.88
263				20		0	20421201	23735
264				16		0	20421201	27083.33
265				6		0	20421201	13333.34
266				19		0	20421201	24673.62
267				12		0	20421201	11000
268				11	5	0	20430101	25000
269				16		0	20271201	14583.3
270				6		0	20421201	19856.9
271				20		0	20421201	22750
272				5	8	56429	20421201	13333.32
273				23		0	20421001	32973
274				26		0	20421101	16193.26
275				26	0	44322.45	20421001	8916
276				22	0	0	20421001	14524
277				32		0	20421201	12962.58
278				18		0	20421001	20000
279				9	10	226000	20421201	16666.67
280				0		0	20421101	0
281				38		0	20421101	21101.93
282				32	0	0	20421201	15866.16
283				16		0	20421201	16666.66
284				27	12	0	20421201	11095.41
285				0		0	20421201	2024.8
286				12	15	0	20421201	14015.12
287				12	12	0	20421101	18333.33
288				17		350000	20421201	37666.67
289				3		0	20421201	49825.51
290				0	14	0	20421201	0
291				24	21	0	20421101	10108.8
292				9		0	20421201	15472.93
293				13	7	240000	20421201	19996.85
294				34	32	0	20421201	7691.75
295				20		0	20421201	14139.08
296				20	25	0	20421201	9425.87
297				11		0	20421201	20833.34
298				23	8.5	0	20430101	21595.84
299				10	4	0	20421101	14375.62
300				9	2	0	20421201	6676.91
301				26		0	20421201	128176.34
302				12	14	0	20421201	0
303				12	10	0	20421201	9273.34
304				24		251665	20421201	0
305				17		0	20421201	10000
306				30	10.25	0	20421101	19462.5
307				9	5	0	20421101	15888.61
308				40		0	20421201	67702
309				24	17	0	20421201	17902.36
310				29		0	20421201	54863.63
311				12		0	20421101	28683.76
312				13		0	20421201	37001.7
313				7	2	0	20421201	14116.58
314				20		0	20421201	16220.55
315				0		0	20421201	8250
316				4		0	20421201	33333.67
317				7	5	0	20421201	7313.24
318				14	20	0	20421101	1972
319				33		0	20421201	79166.67
320				9		0	20430101	11833.33
321				22		0	20390401	16652.5
322				18		0	20391101	39750
323				20	20	0	20351201	9176.74
324				28		354672	20410101	22487.5
325				15		0	20410301	15568.83
326				15	10	0	20410701	12612.25
327				22		0	20410801	15071.33
328				17	15	72860	20411101	10487.49
329				20		0	20420301	53183.49
330				18		0	20420301	51280
331				15		0	20420301	23614
332				19	22	0	20420401	16999.97
333				20	10	50000	20420401	13518.5
334				15		0	20420401	16750
335				14	4	0	20420401	11500
336				20	24	125000	20420501	13471.58
337				28		0	20420501	14894.05
338				15	9	0	20420601	11607.08
339				14.5		50000	20420601	10638.75
340				11	11	0	20420601	6634.66
341				9	1	0	20420601	13175
342				30	12	0	20420701	20833.34
343				26	10	0	20420701	12133.76
344				25		0	20420701	30589.42
345				15	20	37947	20420701	16696.88
346				2		50000	20420701	8644.87
347				16	13	150000	20420801	19826.46
348				16.5	0	0	20421101	7679
349				17		0	20421101	32006.43
350				16		24985	20430101	21394.37
351				24	19	0	20421201	7386.44
352				3.75		0	20421101	83028.75
353				8	8	0	20421101	11357.98
354				11		0	20421101	0
355				12	21	0	20421201	7772.24
356				2		0	20421201	38048.87
357				22		0	20421201	12515.98
358				6		0	20421201	9870.84
359				16		0	20421201	20000
360				15		0	20421201	28012.54
361				17		0	20421201	15899.5
362				0	22	0	20421201	0
363				16	18	0	20421201	10619.44
364				8		0	20430101	40268.36
365				5		0	20421201	17833.34
366				13		0	20421001	0
367				0		0	20421201	7065
368				25	25	74130	20430101	29526.41
369				15	14	0	20421201	10150.49
370				20	20	0	20421201	15437.84
371				7	7.75	0	20421201	15608.36
372				5	6	0	20421101	33333.33
373				8		0	20421001	0
374				6	6	0	20421201	18750
375				16		0	20421201	24166.66
376				11		0	20421201	11370
377				16		0	20421201	13750
378				9		0	20421201	19166.66
379				20		0	20421201	92106
380				30		0	20421201	17333.35
381				10		0	20430101	31049.84
382				10	2	0	20421201	25833.34
383				5		0	20271201	39077.75
384				0		0	20421101	9480.63
385				15		0	20421201	19912.04
386				5		47668	20421201	70519.5
387				22	12	0	20421201	8924.93
388				25		0	20420601	21666.67
389				15	15	0	20421201	8691
390				15.6	0	0	12/1/2041	32108.34
391				6	6	0	4/1/2042	6437.49
392				9.9	2	0	4/1/2042	21253.4
393				24	1	0	5/1/2042	83333
394				10	4	0	5/1/2042	0
395				14	1	0	7/1/2042	29166.18
396				15.6	18.6	0	8/1/2032	18551.87
397				14	0	0	7/1/2042	13750
398				13	0	0	9/1/2042	17050
399				4	0	0	9/1/2042	20000
400				29	27	0	7/1/2032	7437.52
401				15	1	0	8/1/2042	12937.49
402				9	2	0	20420801	26666.68
403				27	0	471405	20420901	2916.66
404				5	1	0	9/1/2042	15833.33
405				9	7	0	9/1/2042	20000
406				20	0	0	10/1/2042	13541.68
407				9	0	0	9/1/2042	16666.67
408				19	0	0	9/1/2032	6763.03
409				1	32	0	10/1/2042	0
410				21	0	0	10/1/2042	12950
411				20	1	0	10/1/2042	29989.94
412				24	0	0	11/1/2042	0
413				20			20420901	8915.59
414				10			20420901	19178.06

	165	166	167	168	169	170	171	172
	Primary Borrower Wage Income (Bonus)	Primary Borrower Wage Income (Commission)	Co-Borrower Wage Income (Salary)	Co-Borrower Wage Income (Bonus)	Co-Borrower Wage Income (Commission)	Originator Doc Code	RWT Income Verification	RWT Asset Verification
1	0	0	0	0	0	Full	Two Years	Two Months
2	0	0	0	0	0	Full	Two Years	Two Months
3	0	0	0	0	0	Full	Two Years	Two Months
4	0	0	11165.59	0	0	Full	Two Years	Two Months
5	0	0	0	0	0	Full	Two Years	Two Months
6	5126.57	0	6426.74	0	0	Full	Two Years	Two Months
7	0	0	0	0	0	Full	Two Years	Two Months
8	0	0	37174.01	0	0	Full	Two Years	Two Months
9	0	0	0	0	0	Full	Two Years	Two Months
10	0	0	0	0	0	Full	Two Years	Two Months
11	0	0	0	0	0	Full	Two Years	Two Months
12	0	0	0	0	0	Full	Two Years	Two Months
13	0	0	9689.42	0	0	Full	Two Years	Two Months
14	0	0	10783.33	0	0	Full	Two Years	Two Months
15	0	13000	0	0	0	Full	Two Years	Two Months
16	0	0	783.9	0	0	Full	Two Years	Two Months
17	0	0	0	0	0	Full	Two Years	Two Months
18	0	0	6435.1	0	0	Full	Two Years	Two Months
19	0	0	0	0	2876	Full	Two Years	Two Months
20	0	0	0	0	0	Full	Two Years	Two Months
21	0	0	0	0	0	Full	Two Years	Two Months
22	0	0	0	0	0	Full	Two Years	Two Months
23	0	0	820.33	0	0	Full	Two Years	Two Months
24	0	0	0	0	0	Full	Two Years	Two Months
25	0	0	0	0	0	Full	Two Years	Two Months
26	0	0	7599.78	0	0	Full	Two Years	Two Months
27	0	0	0	0	0	Full	Two Years	Two Months
28	0	0	0	0	0	Full	Two Years	Two Months
29	0	0	10000	0	0	Full	Two Years	Two Months
30	1490.25	12582.66	0	0	0	Full	Two Years	Two Months
31	0	0	0	0	0	Full	Two Years	Two Months
32	0	0	0	0	0	Full	Two Years	Two Months
33	0	0	0	0	0	Full	Two Years	Two Months
34	0	0	0	0	0	Full	Two Years	Two Months
35	33537.97	0	9350	0	0	Full	Two Years	Two Months
36	0	0	8670.92	0	0	Full	Two Years	Two Months
37	0	0	0	0	0	Full	Two Years	Two Months
38	0	0	0	0	0	Full	Two Years	Two Months
39	0	0	0	0	0	Full	Two Years	Two Months
40	0	0	0	0	0	Full	Two Years	Two Months
41	0	0	0	0	0	Full	Two Years	Two Months
42	0	0	0	0	0	Full	Two Years	Two Months
43	0	0	2105.44	0	0	Full	Two Years	Two Months
44	0	0	0	0	0	Full	Two Years	Two Months
45	0	0	0	0	0	Full	Two Years	Two Months
46	0	0	0	0	0	Full	Two Years	Two Months
47	2538.12	0	0	0	0	Full	Two Years	Two Months
48	0	0	0	0	0	Full	Two Years	Two Months
49	0	0	12016.66	4677.45	0	Full	Two Years	Two Months
50	0	0	8333.33	0	0	Full	Two Years	Two Months
51	0	0	10166.67	0	0	Full	Two Years	Two Months
52	0	0	0	0	0	Full	Two Years	Two Months
53	0	0	7891.39	0	0	Full	Two Years	Two Months
54	0	0	0	0	0	Full	Two Years	Two Months
55	0	0	13603.02	0	0	Full	Two Years	Two Months
56	8333.34	0	0	0	0	Full	Two Years	Two Months
57	0	0	0	0	0	Full	Two Years	Two Months
58	0	0	15022.8	0	0	Full	Two Years	Two Months
59	0	0	0	0	0	Full	Two Years	Two Months
60	0	0	0	0	0	Full	Two Years	Two Months
61	0	0	0	0	0	Full	Two Years	Two Months
62	0	0	0	0	0	Full	Two Years	Two Months
63	0	0	0	0	0	Full	Two Years	Two Months
64	0	0	8750	0	0	Full	Two Years	Two Months
65	0	0	0	0	0	Full	Two Years	Two Months
66	0	0	0	0	0	Full	Two Years	Two Months
67	2083.33	0	0	0	0	Full	Two Years	Two Months
68	0	0	0	0	0	Full	Two Years	Two Months
69	0	0	7295.83	0	0	Full	Two Years	Two Months
70	0	0	0	0	0	Full	Two Years	Two Months
71	0	0	6666.67	1717.27	0	Full	Two Years	Two Months
72	0	7259.95	0	0	0	Full	Two Years	Two Months
73	0	0	13333.34	0	0	Full	Two Years	Two Months
74	0	0	8333.34	0	0	Full	Two Years	Two Months
75	3629	0	0	0	0	Full	Two Years	Two Months
76	0	37753.35	0	0	0	Full	Two Years	Two Months
77	0	0	8618.61	0	0	Full	Two Years	Two Months
78	0	0	0	0	0	Full	Two Years	Two Months
79	0	0	0	0	0	Full	Two Years	Two Months
80	0	0	0	0	0	Full	Two Years	Two Months
81	0	0	0	0	0	Full	Two Years	Two Months
82	0	0	0	0	0	Full	Two Years	Two Months
83	0	0	0	0	0	Full	Two Years	Two Months
84	0	0	5589.67	0	0	Full	Two Years	Two Months
85	6654.5	0	0	0	0	Full	Two Years	Two Months
86	0	0	0	0	0	Full	Two Years	Two Months
87	0	5306.17	0	0	0	Full	Two Years	Two Months
88	0	0	27083.33	6491.17	0	Full	Two Years	Two Months
89	0	0	3818.88	0	0	Full	Two Years	Two Months
90	0	0	9017.7	0	0	Full	Two Years	Two Months
91	0	0	7875.4	0	0	Full	Two Years	Two Months
92	0	0	0	0	0	Full	Two Years	Two Months
93	0	0	7215.62	0	0	Full	Two Years	Two Months
94	0	0	0	0	0	Full	Two Years	Two Months
95	0	0	0	0	0	Full	Two Years	Two Months
96	0	0	17038.75	0	0	Full	Two Years	Two Months
97	0	0	2299.9	0	0	Full	Two Years	Two Months
98	0	0	11740.64	0	0	Full	Two Years	Two Months
99	0	0	0	0	0	Full	Two Years	Two Months
100	0	0	0	0	0	Full	Two Years	Two Months
101	0	0	0	0	0	Full	Two Years	Two Months
102	388.24	0	1627.33	0	0	Full	Two Years	Two Months
103	0	0	0	0	0	Full	Two Years	Two Months
104	0	0	0	0	0	Full	Two Years	Two Months
105	0	0	0	0	0	Full	Two Years	Two Months
106	0	0	0	0	0	Full	Two Years	Two Months
107	0	0	0	0	0	Full	Two Years	Two Months
108	0	0	15512.92	0	0	Full	Two Years	Two Months
109	0	0	0	0	0	Full	Two Years	Two Months
110	0	0	0	0	0	Full	Two Years	Two Months
111	0	0	0	0	0	Full	Two Years	Two Months
112	0	0	0	0	0	Full	Two Years	Two Months
113	0	0	7916.67	0	0	Full	Two Years	Two Months
114	0	0	0	0	0	Full	Two Years	Two Months
115	0	0	8741.16	0	0	Full	Two Years	Two Months
116	0	0	8039.99	0	0	Full	Two Years	Two Months
117	0	0	0	0	0	Full	Two Years	Two Months
118	0	0	19044.05	0	0	Full	Two Years	Two Months
119	0	0	0	0	0	Full	Two Years	Two Months
120	0	0	10147.03	0	0	Full	Two Years	Two Months
121	0	0	6258.34	0	0	Full	Two Years	Two Months
122	0	0	1	0	0	Full	Two Years	Two Months
123	0	0	0	0	0	Full	Two Years	Two Months
124	0	0	0	0	0	Full	Two Years	Two Months
125	0	0	0	0	0	Full	Two Years	Two Months
126	0	0	0	0	0	Full	Two Years	Two Months
127	0	0	0	0	0	Full	Two Years	Two Months
128	11857.78	0	0	0	0	Full	Two Years	Two Months
129	0	0	0	0	0	Full	Two Years	Two Months
130	0	0	17499.99	0	0	Full	Two Years	Two Months
131	0	0	0	0	0	Full	Two Years	Two Months
132	0	0	0	0	0	Full	Two Years	Two Months
133	0	0	0	0	0	Full	Two Years	Two Months
134	0	0	14333.74	0	0	Full	Two Years	Two Months
135	0	0	11683.34	0	0	Full	Two Years	Two Months
136	0	0	10000	0	0	Full	Two Years	Two Months
137	0	0	0	0	0	Full	Two Years	Two Months
138	0	0	0	0	0	Full	Two Years	Two Months
139	0	0	0	0	0	Full	Two Years	Two Months
140	0	5028.84	5036.38	0	0	Full	Two Years	Two Months
141	0	0	0	0	0	Full	Two Years	Two Months
142	0	0	0	0	0	Full	Two Years	Two Months
143	0	0	0	0	0	Full	Two Years	Two Months
144	0	0	11250	0	0	Full	Two Years	Two Months
145	0	0	0	0	0	Full	Two Years	Two Months
146	0	13486.63	0	0	0	Full	Two Years	Two Months
147	0	0	0	0	0	Full	Two Years	Two Months
148	7293.97	0	7274.8	0	0	Full	Two Years	Two Months
149	0	5566.87	0	0	0	Full	Two Years	Two Months
150	8125	0	0	0	0	Full	Two Years	Two Months
151	0	0	16503.17	0	0	Full	Two Years	Two Months
152	0	0	1655	0	0	Full	Two Years	Two Months
153	0	0	0	0	0	Full	Two Years	Two Months
154	0	0	0	0	0	Full	Two Years	Two Months
155	0	0	0	0	0	Full	Two Years	Two Months
156	0	0	0	0	0	Full	Two Years	Two Months
157	0	0	0	0	0	Full	Two Years	Two Months
158	0	0	0	0	0	Full	Two Years	Two Months
159	0	0	0	0	0	Full	Two Years	Two Months
160	0	0	0	0	0	Full	Two Years	Two Months
161	0	0	1206	0	0	Full	Two Years	Two Months
162	0	0	0	0	0	Full	Two Years	Two Months
163	0	12083.22	3250	0	0	Full	Two Years	Two Months
164	0	0	0	0	0	Full	Two Years	Two Months
165	0	0	0	0	0	Full	Two Years	Two Months
166	0	0	0	0	0	Full	Two Years	Two Months
167	0	19744.71	0	0	0	Full	Two Years	Two Months
168	0	0	0	0	0	Full	Two Years	Two Months
169	0	0	0	0	0	Full	Two Years	Two Months
170	0	0	0	0	0	Full	Two Years	Two Months
171	0	0	0	0	0	Full	Two Years	Two Months
172	0	0	0	0	0	Full	Two Years	Two Months
173	0	7554.15	9280.95	0	0	Full	Two Years	Two Months
174	0	0	15124.55	0	0	Full	Two Years	Two Months
175	0	0	0	0	0	Full	Two Years	Two Months
176	0	0	3461.93	0	0	Full	Two Years	Two Months
177	0	0	4166.67	0	0	Full	Two Years	Two Months
178	0	0	0	0	0	Full	Two Years	Two Months
179	0	0	889.7	0	0	Full	Two Years	Two Months
180	0	0	0	0	0	Full	Two Years	Two Months
181	0	0	0	0	0	Full	Two Years	Two Months
182	0	0	0	0	0	Full	Two Years	Two Months
183	0	0	0	0	0	Full	Two Years	Two Months
184	0	0	0	0	0	Full	Two Years	Two Months
185	0	0	5391.67	0	0	Full	Two Years	Two Months
186	0	0	5000	0	0	Full	Two Years	Two Months
187	0	0	48275.24	0	0	Full	Two Years	Two Months
188	0	0	6902	0	0	Full	Two Years	Two Months
189	0	0	11135.32	0	0	Full	Two Years	Two Months
190	0	15812.02	0	0	0	Full	Two Years	Two Months
191	0	0	15618.5	0	0	Full	Two Years	Two Months
192	0	0	10729.75	0	0	Full	Two Years	Two Months
193	15000	0	0	0	0	Full	Two Years	Two Months
194	0	0	0	0	0	Full	Two Years	Two Months
195	0	0	9154.84	0	0	Full	Two Years	Two Months
196	0	0	7000	0	0	Full	Two Years	Two Months
197	0	0	2169	0	0	Full	Two Years	Two Months
198	0	0	0	0	0	Full	Two Years	Two Months
199	4423.46	0	6149.86	0	0	Full	Two Years	Two Months
200	0	0	0	0	0	Full	Two Years	Two Months
201	0	0	0	0	0	Full	Two Years	Two Months
202	0	0	0	0	0	Full	Two Years	Two Months
203	0	0	0	0	0	Full	Two Years	Two Months
204	0	0	12070.83	0	0	Full	Two Years	Two Months
205	0	0	7083.34	0	0	Full	Two Years	Two Months
206	0	0	0	0	0	Full	Two Years	Two Months
207	0	0	0	0	0	Full	Two Years	Two Months
208	0	0	0	0	0	Full	Two Years	Two Months
209	0	0	0	0	0	Full	Two Years	Two Months
210	0	0	0	0	0	Full	Two Years	Two Months
211	0	0	0	0	0	Full	Two Years	Two Months
212	0	0	0	0	0	Full	Two Years	Two Months
213	0	0	0	0	0	Full	Two Years	Two Months
214	0	0	8500	0	0	Full	Two Years	Two Months
215	0	0	0	0	0	Full	Two Years	Two Months
216	38280.96	0	0	0	0	Full	Two Years	Two Months
217	0	0	0	0	0	Full	Two Years	Two Months
218	0	0	0	0	0	Full	Two Years	Two Months
219	0	0	0	0	0	Full	Two Years	Two Months
220	0	18550.03	0	0	0	Full	Two Years	Two Months
221	0	0	9106.34	0	0	Full	Two Years	Two Months
222	0	0	0	0	0	Full	Two Years	Two Months
223	0	0	0	0	0	Full	Two Years	Two Months
224	0	0	0	0	0	Full	Two Years	Two Months
225	0	0	1377.85	0	0	Full	Two Years	Two Months
226	0	0	2500	0	0	Full	Two Years	Two Months
227	0	0	12924.42	0	0	Full	Two Years	Two Months
228	19541.66	0	0	0	0	Full	Two Years	Two Months
229	0	0	0	0	0	Full	Two Years	Two Months
230	0	0	14091.87	0	0	Full	Two Years	Two Months
231	0	0	0	0	0	Full	Two Years	Two Months
232	0	0	0	0	0	Full	Two Years	Two Months
233	0	0	0	0	0	Full	Two Years	Two Months
234	0	0	0	0	0	Full	Two Years	Two Months
235	0	0	0	0	0	Full	Two Years	Two Months
236	0	0	39166.66	0	0	Full	Two Years	Two Months
237	0	0	29166.66	0	0	Full	Two Years	Two Months
238	0	0	0	0	0	Full	Two Years	Two Months
239	0	0	0	0	0	Full	Two Years	Two Months
240	0	0	18055.55	0	0	Full	Two Years	Two Months
241	0	0	0	0	0	Full	Two Years	Two Months
242	0	0	21166.67	0	0	Full	Two Years	Two Months
243	969.94	0	0	0	0	Full	Two Years	Two Months
244	0	0	0	0	0	Full	Two Years	Two Months
245	0	0	0	0	0	Full	Two Years	Two Months
246	0	0	4502.56	0	0	Full	Two Years	Two Months
247	0	0	0	0	0	Full	Two Years	Two Months
248	0	0	0	0	0	Full	Two Years	Two Months
249	0	0	0	0	0	Full	Two Years	Two Months
250	0	0	0	0	0	Full	Two Years	Two Months
251	2397.84	0	12912.68	0	0	Full	Two Years	Two Months
252	0	0	0	0	0	Full	Two Years	Two Months
253	0	0	0	0	0	Full	Two Years	Two Months
254	0	0	2426.67	0	0	Full	Two Years	Two Months
255	0	0	0	0	0	Full	Two Years	Two Months
256	0	0	0	0	0	Full	Two Years	Two Months
257	14586.75	0	0	0	0	Full	Two Years	Two Months
258	0	0	20741.42	0	0	Full	Two Years	Two Months
259	0	0	2195.45	0	0	Full	Two Years	Two Months
260	0	0	1451	0	0	Full	Two Years	Two Months
261	0	0	7727.54	0	0	Full	Two Years	Two Months
262	0	4968.98	6183.32	0	0	Full	Two Years	Two Months
263	0	0	0	0	0	Full	Two Years	Two Months
264	0	0	0	0	0	Full	Two Years	Two Months
265	0	0	0	0	0	Full	Two Years	Two Months
266	0	0	0	0	0	Full	Two Years	Two Months
267	875	1826.04	0	0	0	Full	Two Years	Two Months
268	38614.83	0	0	0	0	Full	Two Years	Two Months
269	0	0	0	0	0	Full	Two Years	Two Months
270	0	0	0	0	0	Full	Two Years	Two Months
271	0	0	0	0	0	Full	Two Years	Two Months
272	0	0	3500	0	0	Full	Two Years	Two Months
273	0	0	0	0	0	Full	Two Years	Two Months
274	0	0	0	0	0	Full	Two Years	Two Months
275	0	0	0	0	0	Full	Two Years	Two Months
276	0	0	0	0	0	Full	Two Years	Two Months
277	0	0	0	0	0	Full	Two Years	Two Months
278	0	0	0	0	0	Full	Two Years	Two Months
279	0	0	11665.33	0	0	Full	Two Years	Two Months
280	0	0	0	0	0	Full	Two Years	Two Months
281	0	0	0	0	0	Full	Two Years	Two Months
282	0	0	0	0	0	Full	Two Years	Two Months
283	41666.66	0	0	0	0	Full	Two Years	Two Months
284	0	0	17448.34	0	0	Full	Two Years	Two Months
285	0	0	837.8	0	0	Full	Two Years	Two Months
286	0	0	29166.67	0	0	Full	Two Years	Two Months
287	0	0	10416.66	0	0	Full	Two Years	Two Months
288	0	0	0	0	0	Full	Two Years	Two Months
289	0	0	0	0	0	Full	Two Years	Two Months
290	0	0	19365.71	0	0	Full	Two Years	Two Months
291	0	0	11484.25	0	0	Full	Two Years	Two Months
292	0	0	0	0	0	Full	Two Years	Two Months
293	0	0	0	0	0	Full	Two Years	Two Months
294	0	0	4874.28	0	0	Full	Two Years	Two Months
295	0	0	0	0	0	Full	Two Years	Two Months
296	0	0	8000.01	0	0	Full	Two Years	Two Months
297	0	0	0	0	0	Full	Two Years	Two Months
298	0	0	0	0	0	Full	Two Years	Two Months
299	0	0	10265.42	0	0	Full	Two Years	Two Months
300	0	0	2850	0	0	Full	Two Years	Two Months
301	0	0	0	0	0	Full	Two Years	Two Months
302	0	0	59380.85	0	0	Full	Two Years	Two Months
303	0	0	2035	0	0	Full	Two Years	Two Months
304	0	0	0	0	0	Full	Two Years	Two Months
305	15990	0	0	0	0	Full	Two Years	Two Months
306	0	0	8674.99	0	0	Full	Two Years	Two Months
307	0	0	0	0	0	Full	Two Years	Two Months
308	0	0	0	0	0	Full	Two Years	Two Months
309	0	0	9513.29	0	0	Full	Two Years	Two Months
310	0	0	0	0	0	Full	Two Years	Two Months
311	0	0	0	0	0	Full	Two Years	Two Months
312	0	0	0	0	0	Full	Two Years	Two Months
313	0	0	3883.76	0	0	Full	Two Years	Two Months
314	5016.25	0	0	0	0	Full	Two Years	Two Months
315	0	0	0	0	0	Full	Two Years	Two Months
316	0	0	0	0	0	Full	Two Years	Two Months
317	0	0	17500.66	0	0	Full	Two Years	Two Months
318	0	36810.24	0	0	0	Full	Two Years	Two Months
319	0	0	0	0	0	Full	Two Years	Two Months
320	3635.68	0	0	0	0	Full	Two Years	Two Months
321	0	0	0	0	0	Full	Two Years	Two Months
322	0	0	0	0	0	Full	Two Years	Two Months
323	0	0	12286.36	0	0	Full	Two Years	Two Months
324	0	0	0	0	0	Full	Two Years	Two Months
325	0	0	0	0	0	Full	Two Years	Two Months
326	0	0	4476.05	0	0	Full	Two Years	Two Months
327	0	0	0	0	0	Full	Two Years	Two Months
328	0	0	5416.67	0	0	Full	Two Years	Two Months
329	0	0	0	0	0	Full	Two Years	Two Months
330	0	0	0	0	0	Full	Two Years	Two Months
331	0	0	0	0	0	Full	Two Years	Two Months
332	0	0	10088.16	0	0	Full	Two Years	Two Months
333	0	0	126.17	0	0	Full	Two Years	Two Months
334	0	0	0	0	0	Full	Two Years	Two Months
335	0	0	10000	0	0	Full	Two Years	Two Months
336	0	0	0	0	0	Full	Two Years	Two Months
337	0	0	0	0	0	Full	Two Years	Two Months
338	0	0	18000	0	0	Full	Two Years	Two Months
339	0	0	0	0	0	Full	Two Years	Two Months
340	0	0	8333.34	0	0	Full	Two Years	Two Months
341	0	0	8733.46	0	0	Full	Two Years	Two Months
342	0	0	7891.67	0	0	Full	Two Years	Two Months
343	0	0	7704.42	0	0	Full	Two Years	Two Months
344	0	0	0	0	0	Full	Two Years	Two Months
345	0	0	3358.64	0	0	Full	Two Years	Two Months
346	0	0	0	0	0	Full	Two Years	Two Months
347	0	0	5805	0	0	Full	Two Years	Two Months
348	0	0	0	0	0	Full	Two Years	Two Months
349	0	0	0	0	0	Full	Two Years	Two Months
350	0	0	0	0	0	Full	Two Years	Two Months
351	0	0	7231.32	0	0	Full	Two Years	Two Months
352	0	0	0	0	0	Full	Two Years	Two Months
353	0	0	8235.07	0	0	Full	Two Years	Two Months
354	0	0	0	0	0	Full	Two Years	Two Months
355	0	0	8547.78	0	0	Full	Two Years	Two Months
356	0	0	0	0	0	Full	Two Years	Two Months
357	5157.58	0	0	0	0	Full	Two Years	Two Months
358	0	0	0	0	0	Full	Two Years	Two Months
359	0	0	0	0	0	Full	Two Years	Two Months
360	0	0	0	0	0	Full	Two Years	Two Months
361	2415.83	0	0	0	0	Full	Two Years	Two Months
362	0	0	20677.83	0	0	Full	Two Years	Two Months
363	0	0	4345.16	0	0	Full	Two Years	Two Months
364	0	0	0	0	0	Full	Two Years	Two Months
365	0	0	0	0	0	Full	Two Years	Two Months
366	0	46603.07	0	0	0	Full	Two Years	Two Months
367	0	0	4149.44	0	0	Full	Two Years	Two Months
368	0	0	4333.33	0	0	Full	Two Years	Two Months
369	5544.47	0	11365.25	0	0	Full	Two Years	Two Months
370	0	0	7096.5	0	0	Full	Two Years	Two Months
371	0	0	13916.67	0	0	Full	Two Years	Two Months
372	0	0	30833.31	0	0	Full	Two Years	Two Months
373	0	13440.3	0	0	0	Full	Two Years	Two Months
374	0	0	17564.08	0	0	Full	Two Years	Two Months
375	2500	0	0	0	0	Full	Two Years	Two Months
376	4375.58	0	0	0	0	Full	Two Years	Two Months
377	0	0	0	0	0	Full	Two Years	Two Months
378	0	0	0	0	0	Full	Two Years	Two Months
379	0	0	0	0	0	Full	Two Years	Two Months
380	0	0	0	0	0	Full	Two Years	Two Months
381	0	0	0	0	0	Full	Two Years	Two Months
382	0	0	4889.36	0	0	Full	Two Years	Two Months
383	0	0	0	0	0	Full	Two Years	Two Months
384	0	0	1043.62	0	0	Full	Two Years	Two Months
385	0	0	0	0	0	Full	Two Years	Two Months
386	0	0	0	0	0	Full	Two Years	Two Months
387	0	0	13175.07	0	0	Full	Two Years	Two Months
388	0	0	0	0	0	Full	Two Years	Two Months
389	0	0	14745.84	0	0	Full	Two Years	Two Months
390	51857.26	0	0	0	0	Full	Two Years	Two Months
391	0	0	10833.33	0	0	Full	Two Years	Two Months
392	0	0	0	0	0	Full	Two Years	Two Months
393	0	0	0	0	0	Full	Two Years	Two Months
394	0	0	4921.25	0	0	Full	Two Years	Two Months
395	0	0	0	0	0	Full	Two Years	Two Months
396	0	0	24506.27	0	0	Full	Two Years	Two Months
397	0	0	0	0	0	Full	Two Years	Two Months
398	21666.67	0	0	0	0	Full	Two Years	Two Months
399	8548.39	0	0	0	0	Full	Two Years	Two Months
400	0	14235.57	12638.88	0	0	Full	Two Years	Two Months
401	0	0	0	0	0	Full	Two Years	One Month
402	0	0	0	0	0	Full	Two Years	Two Months
403	32083.28	5889.06	0	0	0	Full	Two Years	One Month
404	0	0	0	0	0	Full	Two Years	Two Months
405	0	0	7750	0	0	Full	Two Years	Two Months
406	0	0	0	0	0	Full	Two Years	Two Months
407	0	0	0	0	0	Full	Two Years	Two Months
408	0	0	0	0	0	Full	Two Years	Two Months
409	0	0	109375	0	0	Full	Two Years	Two Months
410	0	0	0	0	0	Full	Two Years	One Month
411	0	0	0	0	0	Full	Two Years	Two Months
412	0	0	0	0	0	Full	Two Years	One Month
413	0	0	0	0	0	Full	Two Years	Two Months
414	10937.5	0	0	0	0	Full	Two Years	Two Months

MERSID	Organization
1002010	Alaska FCU
1002793	American Pacific
1006166	Bay Equity
1006324	Benchmark Bank
9999997	Bethpage
9999998	Bethpage / Cenlar
1003626	Boston Private
1004333	Castle & Cook
1000302	Cherry Creek
1008808	Cole Taylor Bank
1000290	Colonial Savings
1001770	Cornerstone
1000497	Embrace
1000235	Evergreen Home Loans
1003924	Fairway
1008118	Fidelity Bank Mortgage
1005000	First National Bank of Omaha
1008498	Flagstar Bank, F.S.B.
1000522	Franklin American Mortgage
1001105	Fremont Bank
1001242	Fulton Mortgage
1000633	George Mason
9999995	GFI Mortgage Bankers
1003970	GuardHill Financial Corp.
1000199	Guild Mortgage
1011266	Huntington
1009229	Independent Bankcorp
1003647	Leader Bank
1000953	Megastar Financial
1002956	Monarch Bank
1009011	Mortgage Masters
1004639	Paramount Equity
1001098	Plaza Home Mortgage
1001464	Primary Residential
1000536	Prime Lending
1000342	Prospect
1000457	Provident
1000457	Provident Savings Bank
1000383	RRAC/Cenlar
1009671	Salem Five Bank
1000324	Shore Financial Services, Inc.
1001266	South Carolina Bank & Trust
1001863	Sterling Savings Bank
1005723	Stifel
1001342	The Lending Partners
1000458	Umpqua
1000312	Wintrust Mortgage A Division of Barrington Bank & Trust Co
9999996	WL Bradley

APPENDIX A

MODIFICATIONS TO THE FLOW SERVICING AGREEMENT

1. The definition of “Assumed Principal Balance” in Section 1 is revised to read in its entirety as follows:

“Assumed Principal Balance: As to each Mortgage Loan as of any date of determination, (i) the principal balance of the Mortgage Loan outstanding as of the Cut-off Date after application of payments due on or before the Cut-off Date, whether or not received, minus (ii) all amounts previously distributed to the Owner with respect to the Mortgage Loan pursuant to Subsection 11.15 and representing (a) payments or other recoveries of principal or (b) advances of scheduled principal payments made pursuant to Subsection 11.17.”

2. The definition of “Business Day” in Section 1 is revised to read in its entirety as follows:

“Business Day: Any day other than (i) a Saturday or a Sunday, or (ii) a legal holiday in the State of New York, the State of New Jersey, the State of California, the State of Delaware, the State of Maryland or the State of Minnesota, or (iii) a day on which banks in the State of New York, the State of New Jersey, the State of California, the State of Delaware, the State of Maryland or the State of Minnesota are authorized or obligated by law or executive order to be closed.”

3. The definition of “Closing Date” in Section 1 is revised to read in its entirety as follows:

“Closing Date: January 30, 2013, except with respect to Section 3 and the Servicer Acknowledgement(s).”

4. The definition of “Cut-off Date” in Section 1 is revised to read in its entirety as follows:

“Cut-off Date: January 1, 2013, except with respect to the Servicer Acknowledgement(s).”

5. The definition of “Eligible Account” in Section 1 is revised to read in its entirety as follows:

“Eligible Account: Any account or accounts maintained with a federal or state chartered depository institution or trust company the debt obligations of which (or, in the case of a depository institution or trust company that is the principal subsidiary of a holding company, the debt obligations of such holding company) satisfy each of the following criteria: (1) the short-term unsecured debt obligations of such entity are rated in the highest rating category of Fitch, Inc. (“Fitch”) and Standard & Poor’s Ratings Services (“S&P”) and the long-term unsecured debt obligations of such entity are rated in one of the two highest rating categories of Fitch and S&P and (2) if the unsecured debt obligations of such entity are rated by Kroll Bond Rating Agency, Inc. (“KBRA”), then the short-term unsecured debt obligations of such entity are rated in the highest rating category of KBRA and the long-term unsecured debt obligations of such entity are rated in one of the three highest rating categories of KBRA. If the ratings no longer satisfy each of these criteria, the funds on deposit therewith in connection with this transaction shall be transferred to an Eligible Account within 30 days of such downgrade. Eligible Accounts may bear interest.

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6. The definition of “Eligible Investments” in Section 1 is revised to read in its entirety as follows:

Eligible Investments: Any one or more of the following obligations or securities:

(i) direct obligations of, and obligations fully guaranteed by the United States of America which are backed by the full faith and credit of the United States of America;

(ii) (a) demand or time deposits, federal funds or bankers’ acceptances issued by any depository institution or trust company incorporated under the laws of the United States of America or any state thereof and subject to supervision and examination by federal and/or state banking authorities, provided that the commercial paper and/or the short-term deposit rating and/or the long-term unsecured debt obligations or deposits of such depository institution or trust company at the time of such investment or contractual commitment providing for such investment are rated in the highest rating category by each Rating Agency for long-term unsecured debt with a maturity of more than one year or in the highest rating category by each Rating Agency with respect to short-term obligations (provided that, short-term obligations with a maturity of at least 60 days are rated “A-1+” by S&P) and (b) any other demand or time deposit or certificate of deposit that is fully insured by the FDIC;

(iii) repurchase obligations with a term not to exceed thirty (30) days and with respect to (a) any security described in clause (i)  above and entered into with a depository institution or trust company (acting as principal) described in clause (ii)(a) above;

(iv) securities bearing interest or sold at a discount issued by any corporation incorporated under the laws of the United States of America or any state thereof that are rated in the highest rating category by each Rating Agency for long-term unsecured debt with a maturity of more than one year or in the highest rating category by each Rating Agency with respect to short-term obligations (provided that, short-term obligations with a maturity of at least 60 days are rated “A-1+” by S&P), in each case at the time of such investment or contractual commitment providing for such investment; provided, however, that securities issued by any particular corporation will not be Eligible Investments to the extent that investments therein will cause the then outstanding principal amount of securities issued by such corporation and held as Eligible Investments to exceed 10% of the aggregate outstanding principal balances of all of the Mortgage Loans and Eligible Investments;

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(v) commercial paper (including both non-interest-bearing discount obligations and interest-bearing obligations payable on demand or on a specified date not more than one year after the date of issuance thereof) which are rated in the highest rating category by each Rating Agency for long-term unsecured debt with a maturity of more than one year or in the highest rating category by each Rating Agency with respect to short-term obligations (provided that short-term obligations with a maturity of at least 60 days are rated “A-1+” by S&P), in each case the time of such investment; and

(vi) any money market funds rated in one of the two highest rating categories by each Rating Agency for long-term unsecured debt with a maturity of more than one year or in the highest rating category by each Rating Agency with respect to short-term obligations (provided that, with respect to S&P, shares of a money market fund are rated “AAAm”);

provided, however, that no instrument or security shall be an Eligible Investment if such instrument or security evidences a right to receive only interest payments with respect to the obligations underlying such instrument or if such security provides for payment of both principal and interest with a yield to maturity in excess of 120% of the yield to maturity at par or if such investment or security is purchased at a price greater than par.

7. The definition of “First Remittance Date” in Section 1 is revised to read in its entirety as follows:

“First Remittance Date: February 20, 2013.”

8. A new definition of “MERS Event” is hereby added to Section 1, to be inserted alphabetically and to read in its entirety as follows:

“MERS Event: The occurrence of any of the following events:

(i) a Monthly Payment on a MERS Mortgage Loan has not been received within 60 days of its Due Date;

(ii) a court of competent jurisdiction in a particular state rules that MERS is not an appropriate, permissible or authorized system for transferring ownership of Mortgage Loans in that state; or

(iii) (A) a decree or order of a court or agency or supervisory authority having jurisdiction for the appointment of a conservator or receiver or liquidator in any insolvency, readjustment of debt, marshalling of assets and liabilities or similar proceedings, or for the winding-up or liquidation of its affairs, shall have been entered against MERS, and such decree or order shall have remained in force undischarged or unstayed for a period of 60 days; or (B) MERS shall consent to the appointment of a conservator or receiver or liquidator in any insolvency, readjustment of debt, marshalling of assets and liabilities, voluntary liquidation or similar proceedings of or relating to MERS or of or relating to all or substantially all of its property; or (C) MERS shall admit in writing its inability to pay its debts generally as they become due, file a petition to take advantage of any applicable insolvency or reorganization statute, make an assignment for the benefit of its creditors or voluntarily suspend payment of its obligations.

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With respect to the event described in clause (ii), a MERS Event will be deemed to have occurred with respect to all Mortgage Loans in the related state, and with respect to any of the events described in clause (iii), a MERS Event will be deemed to have occurred with respect to all of the Mortgage Loans.”

9. The definition of “Principal Prepayment Period” in Section 1 is revised to read in its entirety as follows:

“Principal Prepayment Period: As to any Remittance Date, the period commencing on the 15^th day of the month preceding the month in which such Remittance Date occurs through the 14^th day of the month in which such Remittance Date occurs; provided that, with respect to the February 2013 Remittance Date, the Principal Prepayment Period shall be the period commencing on January 1, 2013 through February 14, 2013.”

10. The definition of “Remittance Date” in Section 1 is revised to read in its entirety as follows:

“Remittance Date: The 20^th day (or if such 20^th day is not a Business Day the first Business Day immediately preceding such 20^th day) of any month, beginning with the First Remittance Date.”

11. A new definition of “Servicing Administrator” is hereby added to Section 1, to be inserted alphabetically and to read in its entirety as follows:

Servicing Administrator: Redwood Residential Acquisition Corporation or its successor in interest.”

12. Owner Representation Correction

In the first sentence of Subsection 7.02(a), the phrase “federal savings bank” is replaced by the phrase “Delaware corporation” and the term “United States” is replaced by the term “Delaware”.

13. Subsection 11.01(e), first sentence is revised to read in its entirety as follows:

“Consistent with the terms of this Agreement, and subject to the REMIC Provisions if the Mortgage Loans have been transferred to a REMIC, the Servicer may waive, modify or vary any term of any Mortgage Loan or consent to the postponement of strict compliance with any such term or in any manner grant indulgence to any Mortgagor; provided, however, that the Servicer shall not enter into any payment plan or agreement to modify payments with a Mortgagor lasting more than six (6) months or permit any modification with respect to any Mortgage Loan that would change the Mortgage Interest Rate, the Lifetime Rate Cap (if applicable), the Initial Rate Cap (if applicable), the Periodic Rate Cap (if applicable) or the Gross Margin (if applicable), agree to the capitalization of arrearages, including interest, fees or expenses owed under the Mortgage Loan, make any future advances or extend the final maturity date with respect to such Mortgage Loan (provided that the Servicer shall in no event extend the final maturity date past February 25, 2043 or, if such 25^th day is not a Business Day, the next succeeding Business Day), or accept substitute or additional collateral or release any collateral for such Mortgage Loan, unless (1) the Mortgagor is in default with respect to the Mortgage Loan, or such default is, in the judgment of the Servicer, imminent, (2) the modification is in accordance with the customary procedures of the Servicer, which may change from time to time, or industry-accepted programs, and (3) the Owner has approved such action.”

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14. Subsection 11.03, third sentence is revised to read in its entirety as follows:

“Mortgage Loan payments received by the Servicer will be deposited into a clearing account that is insured by the FDIC on the same day of receipt, unless such payments are received after 4:00 p.m. New York time, in which case such payments will be deposited on the following Business Day.”

15. Subsection 11.04, first sentence of the first paragraph is revised to read in its entirety as follows:

“The Servicer shall segregate and hold all funds collected and received pursuant to each Mortgage Loan separate and apart from any of its own funds and general assets and shall establish and maintain one or more Custodial Accounts (collectively, the “Custodial Account”), titled “Christiana Trust, a division of Wilmington Savings Fund Society, FSB, in trust for the holders of Sequoia Mortgage Trust 2013-2 Mortgage Pass-Through Certificates.”

16. Subsection 11.04, subclause (f) of the second paragraph is revised to read in its entirety as follows:

“(f) any amount required to be deposited in the Custodial Account pursuant to Subsections 11.15, 11.17, 11.19 and 11.25.”

17. Notwithstanding anything to the contrary in the Flow Servicing Agreement, any Custodial Accounts established by the Servicer pursuant to Subsection 11.04 of the Flow Servicing Agreement shall qualify as Eligible Accounts as defined in the Pooling and Servicing Agreement.

18. Paragraphs (b), (c), (d) and (f) of Subsection 11.05 are revised to read in their entirety as follows, and paragraph (j) is added after paragraph (i) of Subsection 11.05 as follows:

(b) to reimburse the Servicing Administrator for P&I Advances, the Servicing Administrator’s right to reimbursement pursuant to this subclause (b) with respect to any Mortgage Loan being limited to related Liquidation Proceeds, Condemnation Proceeds, Insurance Proceeds and such other amounts as may be collected by the Servicer from the related Mortgagor or otherwise relating to the Mortgage Loan, it being understood that, in the case of any such reimbursement, the Servicing Administrator’s right thereto shall be prior to the rights of the Owner with respect to such Mortgage Loan;

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(c) to reimburse itself or the Servicing Administrator for any unpaid portion of any Servicing Fees and for unreimbursed Servicing Advances made by the Servicer or the Servicing Administrator, the Servicer’s right to reimburse itself or the Servicing Administrator pursuant to this subclause (c) with respect to any Mortgage Loan being limited to related Liquidation Proceeds, Condemnation Proceeds, Insurance Proceeds and such other amounts as may be collected by the Servicer from the related Mortgagor or otherwise relating to the Mortgage Loan, it being understood that, in the case of any such reimbursement, the rights of the Servicer and Servicing Administrator thereto shall be prior to the rights of the Owner unless the Servicing Administrator is required to pay the Prepayment Interest Shortfall pursuant to Subsection 11.15, in which case the Servicing Administrator’s right to such reimbursement shall be subsequent to the payment to the Owner of such shortfall;

(d) to reimburse itself or the Servicing Administrator for unreimbursed Servicing Advances, to the extent that such amounts are nonrecoverable (as certified by the Servicer or the Servicing Administrator, as applicable, to the Owner in an Officer’s Certificate) by the Servicer or the Servicing Administrator, as applicable, pursuant to subclause (c) above;

. . .

(f) to reimburse the Servicing Administrator for unreimbursed P&I Advances, to the extent that such amounts are nonrecoverable (as certified by the Servicing Administrator to the Owner in an Officer’s Certificate) by the Servicing Administrator pursuant to subclause (b) above;

. . .

(j) to reimburse itself or the Servicing Administrator for P&I Advances and Servicing Advances that were added to the outstanding principal balance of a Mortgage Loan in connection with a modification of such Mortgage Loan to capitalize arrearages; provided, that the Servicer and the Servicing Administrator shall be entitled to be reimbursed for these amounts only from the principal collections on the Mortgage Loans;

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19. Amendments to Subsection 11.13

(a) Subsection 11.13 is revised by deleting the first sentence and replacing it in its entirety with the following:

“Subject to Subsection 11.02, in the event that title to the Mortgaged Property is acquired in foreclosure or by deed in lieu of foreclosure, the deed or certificate of sale shall be taken in the name of the trust created by the Pooling and Servicing Agreement, where permitted by applicable law or regulation and consistent with Customary Servicing Procedures, and otherwise, in the name of the trustee of the Trust or its nominee.”

(b) Subsection 11.13 is further revised to add the following paragraphs at the end of the section:

“The REO Property must be sold within three years following the end of the calendar year of the date of acquisition if a REMIC election has been made with respect to the arrangement under which the Mortgage Loans and REO Property are held, unless (i) the Owner shall have been supplied with an Opinion of Counsel (at the expense of the Servicing Administrator) to the effect that the holding by the related trust of such Mortgaged Property subsequent to such three-year period (and specifying the period beyond such three-year period for which the Mortgaged Property may be held) will not result in the imposition of taxes on “prohibited transactions” of the related trust as defined in Section 860F of the Code, or cause the related REMIC to fail to qualify as a REMIC, in which case the related trust may continue to hold such Mortgaged Property (subject to any conditions contained in such Opinion of Counsel), or (ii) the Owner (at the Servicer’s expense) or the Servicer shall have applied for, prior to the expiration of such three-year period, an extension of such three-year period in the manner contemplated by Section 856(e)(3) of the Code, in which case the three-year period shall be extended by the applicable period. If a period longer than three years is permitted under the foregoing sentence and is necessary to sell any REO Property, the Servicer shall report monthly to the Owner as to progress being made in selling such REO Property.

Notwithstanding any other provision of this Agreement, if a REMIC election has been made, no Mortgaged Property held by a REMIC shall be rented (or allowed to continue to be rented) or otherwise used for the production of income by or on behalf of the related trust or sold in such a manner or pursuant to any terms that would (i) cause such Mortgaged Property to fail to qualify at any time as “foreclosure property” within the meaning of Section 860G(a)(8) of the Code, (ii) subject the related trust to the imposition of any federal or state income taxes on “net income from foreclosure property” with respect to such Mortgaged Property within the meaning of Section 860G(c) of the Code, or (iii) cause the sale of such Mortgaged Property to result in the receipt by the related trust of any income from non-permitted assets as described in Section 860F(a) (2)(B) of the Code, unless the Servicer has agreed to indemnify and hold harmless the related trust with respect to the imposition of any such taxes.”

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20. Servicer Reports. The Servicer shall provide monthly reports to the Purchaser pursuant to Subsection 11.16 in the formats attached hereto as Exhibits 4 and 5, or in such other format as the Servicer, the Purchaser and the Depositor shall agree in writing. No later than two (2) Business Days following the end of each Principal Prepayment Period, the Servicer shall furnish to the Master Servicer a monthly report in a mutually agreed format containing such information regarding prepayments in full on Mortgage Loans during the applicable Principal Prepayment Period as the Servicer and the Master Servicer shall mutually agree.

21. Subsection 11.17 is revised to read in its entirety as follows:

“Subsection 11.17 Advances by the Servicer or Servicing Administrator.

No later than two Business Days immediately preceding each related Remittance Date, the Servicer shall either (a) deposit in the Custodial Account from funds provided by the Servicing Administrator pursuant to Subsection 11.25 an amount equal to the aggregate amount of all Monthly Payments (with interest adjusted to the Mortgage Loan Remittance Rate) which were due on the Mortgage Loans during the applicable Due Period and which were delinquent at the close of business on the immediately preceding Determination Date, (b) cause to be made an appropriate entry in the records of the Custodial Account that amounts held for future distribution have been, as permitted by this Subsection 11.17, used by the Servicer in discharge of any such P&I Advance or (c) make P&I Advances in the form of any combination of (a) or (b) aggregating the total amount of advances to be made, subject to Subsection 11.25. Any amounts held for future distribution and so used shall be replaced by the Servicing Administrator by deposit in the Custodial Account on or before any future Remittance Date if funds in the Custodial Account on such Remittance Date shall be less than payments to the Owner required to be made on such Remittance Date. The Servicing Administrator’s obligation to make P&I Advances as to any Mortgage Loan will continue through the last Monthly Payment due prior to the payment in full of a Mortgage Loan, or through the last related Remittance Date prior to the Remittance Date for the distribution of all other payments or recoveries (including proceeds under any title, hazard or other insurance policy, or condemnation awards) with respect to a Mortgage Loan; provided, however, that such obligation shall cease if the Servicing Administrator, in its good faith judgment, determines that such P&I Advances would not be recoverable pursuant to Subsection 11.05(b). The determination by the Servicing Administrator that a P&I Advance, if made, would be nonrecoverable, shall be evidenced by an Officer’s Certificate of the Servicing Administrator delivered to the Owner, which details the reasons for such determination. Neither the Servicing Administrator nor the Servicer shall have any obligation to advance amounts in respect of shortfalls relating to the Servicemembers Civil Relief Act and similar state and local laws.

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22. The first sentence of Subsection 11.18 is revised to read in its entirety as follows:

“The Servicer will use its best efforts to enforce any “due-on-sale” provision contained in any Mortgage or Mortgage Note; provided that, subject to the Owner’s prior approval for the release of liability from the original borrower, the Servicer shall permit such assumption if so required in accordance with the terms of the Mortgage or the Mortgage Note.”

23. The Flow Servicing Agreement is modified by adding a new Subsection 11.26 which reads in its entirety as follows:

“Subsection 11.26 Compliance with REMIC Provisions.

If a REMIC election has been made with respect to the arrangement under which the Mortgage Loans and REO Property are held, the Servicer shall not take any action, cause the REMIC to take any action or fail to take (or fail to cause to be taken) any action that, under the REMIC Provisions, if taken or not taken, as the case may be, could (i) endanger the status of the REMIC 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 “contribution” to a REMIC set forth in Section 860G(d) of the Code unless the Servicer has received an Opinion of Counsel (at the expense of the party seeking to take such actions) to the effect that the contemplated action will not endanger such REMIC status or result in the imposition of any such tax.”

24. The Flow Servicing Agreement is modified by adding a new subsection 11.27 which reads in its entirety as follows:

“Subsection 11.27 MERS Event.

The Servicer shall prepare and submit an assignment to remove from the MERS System each MERS Mortgage Loan that is subject to a MERS Event within 15 Business Days of the occurrence of such MERS Event. The Servicer shall notify the Master Servicer and Trustee upon the removal of a MERS Mortgage Loan from the MERS System.”

25. The first sentence of Subsection 12.01(b) is revised to read in its entirety as follows:

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The Servicer shall promptly notify the Owner if a claim is made by a third party with respect to this Agreement or the Mortgage Loans, and the Servicer shall assume the defense of any such claim and pay all expenses in connection therewith, including counsel fees.

26. Subsection 12.04 is revised to read in its entirety as follows:

“Subsection 12.04 Servicer Not to Resign.

The Servicer shall not assign this Agreement or resign from the obligations and duties hereby imposed on it except by mutual consent of the Servicer and the Owner or upon the determination that the Servicer’s duties hereunder are no longer permissible under applicable law and such incapacity cannot be cured by the Servicer. No such resignation of or assignment by the Servicer shall become effective until a successor has assumed the Servicer’s responsibilities and obligations hereunder in accordance with Subsection 14.02.”

27. Broker’s Price Opinion. If, in accordance with the Pooling and Servicing Agreement, the Trustee has received notice that any governmental entity intends to acquire a Mortgage Loan through the exercise of its power of eminent domain, and if there is no longer a Controlling Holder, the Servicer, promptly upon the request and at the expense of the Trustee, shall obtain a valuation on the related Mortgaged Property in the form of a broker’s price opinion, and provide the results of such valuation to the Trustee.

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EXHIBIT 4

FORM OF MONTHLY LOSS REPORT

Exhibit : 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.

(a)

(b) 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.

(c) Credits:

14-21. Complete as applicable. Required documentation:

* Copy of the HUD 1 from the REO sale. If a 3^rd Party Sale, bid instructions and Escrow Agent / Attorney

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Letter of Proceeds Breakdown.

* 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 ( ).

A-2

Exhibit 3A: 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 3^rd 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)
Total Credits	$________________	(22)
Total Realized Loss (or Amount of Gain)	$________________	(23)

A-3

Escrow Disbursement Detail

Type (Tax /Ins.) Date Paid Period of Coverage Total Paid Base Amount Penalties Interest

A-4

EXHIBIT 5

FORM OF DELINQUENCY REPORTING

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 payment is due to the servicer at the end of processing cycle, as reported by Servicer.		MM/DD/YYYY
LOAN_TYPE	Loan Type (i.e. FHA, VA, Conv)
BANKRUPTCY_FILED_DATE	The date a particular bankruptcy claim was filed.		MM/DD/YYYY
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 has been approved by the courts		MM/DD/YYYY
BANKRUPTCY_DCHRG_DISM_DATE	The Date The Loan Is Removed From Bankruptcy. Either by Dismissal, Discharged and/or a Motion For Relief Was Granted.		MM/DD/YYYY
LOSS_MIT_APPR_DATE	The Date The Loss Mitigation Was Approved By The Servicer		MM/DD/YYYY
LOSS_MIT_TYPE	The Type Of Loss Mitigation Approved For A Loan Such As;

A-5

Column/Header Name	Description	Decimal	Format Comment
LOSS_MIT_EST_COMP_DATE	The Date The Loss Mitigation /Plan Is Scheduled To End/Close		MM/DD/YYYY
LOSS_MIT_ACT_COMP_DATE	The Date The Loss Mitigation Is Actually Completed		MM/DD/YYYY
FRCLSR_APPROVED_DATE	The date DA Admin sends a letter to the servicer with instructions to begin foreclosure proceedings.		MM/DD/YYYY
ATTORNEY_REFERRAL_DATE	Date File Was Referred To Attorney to Pursue Foreclosure		MM/DD/YYYY
FIRST_LEGAL_DATE	Notice of 1st legal filed by an Attorney in a Foreclosure Action		MM/DD/YYYY
FRCLSR_SALE_EXPECTED_DATE	The date by which a foreclosure sale is expected to occur.		MM/DD/YYYY
FRCLSR_SALE_DATE	The actual date of the foreclosure sale.		MM/DD/YYYY
FRCLSR_SALE_AMT	The amount a property sold for at the foreclosure sale.	2	No commas(,) or dollar signs ($)
EVICTION_START_DATE	The date the servicer initiates eviction of the borrower.		MM/DD/YYYY
EVICTION_COMPLETED_DATE	The date the court revokes legal possession of the property from the borrower.		MM/DD/YYYY
LIST_PRICE	The price at which an REO property is marketed.	2	No commas(,) or dollar signs ($)
LIST_DATE	The date an REO property is listed at a particular price.		MM/DD/YYYY
OFFER_AMT	The dollar value of an offer for an REO property.	2	No commas(,) or dollar signs ($)
OFFER_DATE_TIME	The date an offer is received by DA Admin or by the Servicer.		MM/DD/YYYY
REO_CLOSING_DATE	The date the REO sale of the property is scheduled to close.		MM/DD/YYYY
REO_ACTUAL_CLOSING_DATE	Actual Date Of REO Sale		MM/DD/YYYY
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 performed.		MM/DD/YYYY
APPRAISAL_DATE	The date the appraisal was done.		MM/DD/YYYY

A-6

Column/Header Name	Description	Decimal	Format Comment
CURR_PROP_VAL	The current "as is" value of the property based on brokers price opinion or appraisal.	2
REPAIRED_PROP_VAL	The amount the property would be worth if repairs are completed pursuant to a broker's price opinion or appraisal.	2
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 With Mortgage Insurance Company.		MM/DD/YYYY
MI_CLAIM_AMT	Amount of Mortgage Insurance Claim Filed		No commas(,) or dollar signs ($)
MI_CLAIM_PAID_DATE	Date Mortgage Insurance Company Disbursed Claim Payment		MM/DD/YYYY
MI_CLAIM_AMT_PAID	Amount Mortgage Insurance Company Paid On Claim	2	No commas(,) or dollar signs ($)
POOL_CLAIM_FILED_DATE	Date Claim Was Filed With Pool Insurance Company		MM/DD/YYYY
POOL_CLAIM_AMT	Amount of Claim Filed With Pool Insurance Company	2	No commas(,) or dollar signs ($)
POOL_CLAIM_PAID_DATE	Date Claim Was Settled and The Check Was Issued By The Pool Insurer		MM/DD/YYYY
POOL_CLAIM_AMT_PAID	Amount Paid On Claim By Pool Insurance Company	2	No commas(,) or dollar signs ($)
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 ($)

A-7

Column/Header Name	Description	Decimal	Format Comment
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 ($)
VA_CLAIM_FILED_DATE	Date VA Claim Was Filed With the Veterans Admin		MM/DD/YYYY
VA_CLAIM_PAID_DATE	DATE VETERANS ADMIN. DISBURSED VA CLAIM PAYMENT		MM/DD/YYYY
VA_CLAIM_PAID_AMT	AMOUNT VETERANS ADMIN. PAID ON VA CLAIM	2	No commas(,) or dollar signs ($)
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 ($)
FRCLSR_SALE_TYPE	The foreclosure sales results: REO, Third Party, Conveyance to HUD/VA
REO_PROCEEDS	The net proceeds from the sale of the REO property.		No commas(,) or dollar signs ($)
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 the Hazard Insurance Company.	10	MM/DD/YYYY
HAZARD_CLAIM_AMT	The amount of the Hazard Insurance Claim filed.	11	No commas(,) or dollar signs ($)
HAZARD_CLAIM_PAID_DATE	The date the Hazard Insurance Company disbursed the claim payment.	10	MM/DD/YYYY
HAZARD_CLAIM_PAID_AMT	The amount the Hazard Insurance Company paid on the claim.	11	No commas(,) or dollar signs ($)
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

A-8

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

A-9

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

A-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

A-11

EX-10.5

EXHIBIT 10.5  

EXECUTION VERSION

FLOW MORTGAGE LOAN PURCHASE AND SALE AGREEMENT

between

Shore Financial Services, Inc.,

 as Seller,

and

REDWOOD RESIDENTIAL ACQUISITION CORPORATION,

as Purchaser

December 1, 2011

Residential Mortgage Loans

(Servicing Released, Temporary Interim Servicing Period Only)

TABLE OF CONTENTS

				Page
SECTION 1.		Definitions		1
SECTION 2.		Purchase and Conveyance		14
SECTION 3.		Mortgage Loan Schedule		15
SECTION 4.		Purchase Price		15
SECTION 5.		Examination of Mortgage Files		15
SECTION 6.		Delivery of Mortgage Loan Documents		15
	Subsection 6.01		Possession of Mortgage Files	15
	Subsection 6.02		Books and Records	16
	Subsection 6.03		Delivery of Mortgage Loan Documents	16
	Subsection 6.04		RESPA Notice and Helping Families Notice	17
SECTION 7.		Representations, Warranties and Covenants; Remedies for Breach		18
	Subsection 7.01		Representations and Warranties Regarding Individual Mortgage Loans	18
	Subsection 7.02		Seller Representations and Covenants	28
	Subsection 7.03		Repurchase; Substitution	30
	Subsection 7.04		Repurchase of Mortgage Loans With Early Payment Default	33
	Subsection 7.05		Purchase Price Protection	34
SECTION 8.		Closing		34
	Subsection 8.01		Closing Conditions	34
	Subsection 8.02		Closing Documents	35
SECTION 9.		[Reserved.]		35
SECTION 10.		Costs		35
SECTION 11.		Interim Servicing; Servicing Transfer		36
	Subsection 11.01		Temporary Servicing of Mortgage Loans	36
	Subsection 11.02		Directions by Purchaser During Interim Servicing Period	38
	Subsection 11.03		Collection of Mortgage Loan Payments	38
	Subsection 11.04		Establishment of Custodial Account; Deposits in Custodial Account	38
	Subsection 11.05		Withdrawals From the Custodial Account	40
	Subsection 11.06		Establishment of Escrow Account; Deposits in Escrow Account	41
	Subsection 11.07		Withdrawals From Escrow Account	41

i

	Subsection 11.08		Payment of Taxes, Insurance and Other Charges; Collections Thereunder	42
	Subsection 11.09		Transfer of Accounts	42
	Subsection 11.10		Maintenance of Hazard Insurance	42
	Subsection 11.11		Maintenance of Primary Mortgage Insurance Policy; Claims	43
	Subsection 11.12		Fidelity Bond; Errors and Omissions Insurance	43
	Subsection 11.13		Title, Management and Disposition of REO Property	44
	Subsection 11.14		Servicing Compensation	44
	Subsection 11.15		Distributions	44
	Subsection 11.16		Statements to the Purchaser	44
	Subsection 11.17		[Reserved]	45
	Subsection 11.18		Assumption Agreements	45
	Subsection 11.19		Satisfaction of Mortgages and Release of Mortgage Files	46
	Subsection 11.20		Seller Shall Provide Access and Information as Reasonably Required	46
	Subsection 11.21		Inspections	46
	Subsection 11.22		Restoration of Mortgaged Property	46
	Subsection 11.23		Fair Credit Reporting Act	47
	Subsection 11.24		Transfer of Servicing to Purchaser	47
	Subsection 11.25		Payments Received
SECTION 12.		The Seller		47
	Subsection 12.01		Indemnification; Third Party Claims	47
	Subsection 12.02		Merger or Consolidation of the Seller	48
	Subsection 12.03		Limitation on Liability of the Seller and Others	48
SECTION 13.		Default		49
	Subsection 13.01		Events of Default	49
	Subsection 13.02		Waiver of Default	50
SECTION 14.		Termination		50
	Subsection 14.01		Termination	50
	Subsection 14.02		Successors to the Seller as Interim Servicer	51
	Subsection 14.03		Termination of Interim Servicing by Purchaser	52
SECTION 15.		Notices		52

ii

SECTION 16.	Severability Clause	53
SECTION 17.	No Partnership	53
SECTION 18.	Counterparts	53
SECTION 19.	Governing Law; Choice of Forum; Waiver of Jury Trial	53
SECTION 20.	Intention of the Parties	54
SECTION 21.	Waivers	54
SECTION 22.	Exhibits	54
SECTION 23.	General Interpretive Principles	54
SECTION 24.	Reproduction of Documents	55
SECTION 25.	Amendment	55
SECTION 26.	Confidentiality	55
SECTION 27.	Entire Agreement	56
SECTION 28.	Further Agreements	56
SECTION 29.	Successors and Assigns	56
SECTION 30.	Non-Solicitation	57
SECTION 31.	Protection of Consumer Information	57
SECTION 32.	Cooperation of the Seller with a Reconstitution	57

iii

EXHIBITS

EXHIBIT 1	MORTGAGE LOAN DOCUMENTS
EXHIBIT 2	CONTENTS OF EACH MORTGAGE FILE
EXHIBIT 3	FORM OF PPTL
EXHIBIT 4	SERVICING TRANSFER INSTRUCTIONS

iv

FLOW MORTGAGE LOAN PURCHASE AND SALE AGREEMENT

THIS FLOW MORTGAGE LOAN PURCHASE AND SALE AGREEMENT (the “Agreement”), dated December 1, 2011, is hereby executed by and between REDWOOD RESIDENTIAL ACQUISITION CORPORATION, a Delaware corporation, as purchaser (the “Purchaser”), and SHORE FINANCIAL SERVICES, INC., as seller (the “Seller”).

WITNESSETH:

WHEREAS, the Seller has agreed to sell from time to time to the Purchaser, and the Purchaser has agreed to purchase from time to time from the Seller, certain conventional, residential, first-lien mortgage loans (the “Mortgage Loans”) as described herein on a servicing released basis, and which shall be delivered as whole loans as provided herein; and

WHEREAS, the Mortgage Loans will be sold by the Seller and purchased by the Purchaser as pools or groups of whole loans on a servicing released basis (each, a “Mortgage Loan Package”) on the various Closing Dates as provided herein; and

WHEREAS, each of the Mortgage Loans will be secured by a mortgage, deed of trust or other security instrument creating a first lien on a Residential Dwelling located in the jurisdiction indicated on the related Mortgage Loan Schedule which will be annexed to a PPTL (as defined herein) on the related Closing Date; and

WHEREAS, the Purchaser and the Seller wish to prescribe the manner of the conveyance and control of the Mortgage Loans;

NOW, THEREFORE, in consideration of the premises and mutual agreements set forth herein, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Purchaser and the Seller agree as follows:

SECTION 1. Definitions.

For purposes of this Agreement, the following capitalized terms shall have the respective meanings set forth below.

Adjustable Rate Mortgage Loan: A Mortgage Loan purchased pursuant to this Agreement which provides for the adjustment of the Mortgage Interest Rate payable in respect thereto.

Adjustment Date: As to each Adjustable Rate Mortgage Loan, the date on which the Mortgage Interest Rate is adjusted in accordance with the terms of the related Mortgage Note and Mortgage.

Agency Transfer: The sale or transfer by the Purchaser of some or all of the Mortgage Loans to Fannie Mae, Ginnie Mae or Freddie Mac while retaining Servicer as servicer.

Agreement: This Flow Mortgage Loan Purchase and Sale Agreement including all exhibits, schedules, amendments and supplements hereto.

ALTA: The American Land Title Association or any successor thereto.

Anti-Money Laundering Laws: As defined in Section 7.01(h).

Applicable Requirements: With respect to the Mortgage Loans, as applicable and as of the time of reference, (i) the terms of the applicable Mortgage and Mortgage Note; (ii) Customary Servicing Procedures; (iii) all federal, state and local laws, statutes, rules, regulations and ordinances applicable to the servicing of the Mortgage Loans including, without limitation, the applicable requirements and guidelines of any insurer or any other governmental agency, board, commission, instrumentality or other governmental or quasi-governmental body or office; (iv) all other judicial and administrative judgments, orders, stipulations, awards, writs and injunctions applicable to the servicing of the Mortgage Loans; and (v) all contractual obligations relating to the servicing of the Mortgage Loans contained in this Agreement.

Appraised Value: With respect to any Mortgaged Property, the lesser of (i) the value (or Reconciled Market Value if more than one appraisal is received) thereof as determined by a Qualified Appraiser at the time of origination of the Mortgage Loan, and (ii) the purchase price paid for the related Mortgaged Property by the Mortgagor with the proceeds of the Mortgage Loan; provided, however, that in the case of a Refinanced Mortgage Loan, such value (or Reconciled Market Value if more than one appraisal is received) of the Mortgaged Property is based solely upon the value determined by an appraisal or appraisals made for the originator of such Refinanced Mortgage Loan at the time of origination of such Refinanced Mortgage Loan by a Qualified Appraiser.

Appraiser Independence Requirements: The Appraiser Independence Requirements effective as of October 15, 2010, as amended and in effect from time to time.

Arbitration: Arbitration in accordance with the then governing Commercial Arbitration Rules of the American Arbitration Association (“AAA”) and administered by the AAA, which shall be conducted in New York, New York or other place mutually acceptable to the parties to the arbitration.

Arbitrator: A person who is not affiliated with the Seller or the Purchaser, who is a member of the American Arbitration Association.

Assignment of Mortgage: An individual assignment of the Mortgage, notice of transfer or equivalent instrument in recordable form, sufficient under the laws of the jurisdiction in which the related Mortgaged Property is located to give record notice of the sale of the Mortgage to the Purchaser.

Assumed Principal Balance: As to each Mortgage Loan as of any date of determination, (i) the principal balance of the Mortgage Loan outstanding as of the Cut-off Date after application of payments due on or before the Cut-off Date, whether or not received, minus (ii) all amounts previously distributed to the Purchaser with respect to the Mortgage Loan pursuant to Subsection 11.15 and representing payments or other recoveries of principal.

2

Balloon Mortgage Loan: A Mortgage Loan that provided on the date of origination for monthly payments up to but not including the maturity date based on an amortization extending beyond its maturity date.

Balloon Payment: With respect to any Balloon Mortgage Loan as of any date of determination, the final payment payable on the maturity of such Mortgage Loan, which shall include the entire remaining principal balance.

Business Day: Any day other than (i) a Saturday or a Sunday, or (ii) a legal holiday in the State of New York, the State of Michigan or the State of California, or (iii) a day on which banks in the State of New York, the State of Michigan, or the State of California are authorized or obligated by law or executive order to be closed.

Closing Date: The date or dates, set forth in the related PPTL, on which the Purchaser will purchase and the Seller will sell the Mortgage Loans identified therein.

CLTV: Combined Loan-to-Value Ratio.

Code: The Internal Revenue Code of 1986, as amended, or any successor statute thereto.

Commission: The United States Securities and Exchange Commission.

Condemnation Proceeds: All awards, compensation and settlements in respect of a taking (whether permanent or temporary) of all or part of a Mortgaged Property by exercise of the power of condemnation or the right of eminent domain, to the extent not required to be released to a Mortgagor in accordance with the terms of the related Mortgage Loan Documents.

Consumer Information: Any personally identifiable information in any form (written electronic or otherwise) relating to a Mortgagor, including, but not limited to: a Mortgagor’s name, address, telephone number, Mortgage Loan number, Mortgage Loan payment history, delinquency status, insurance carrier or payment information, tax amount or payment information; the fact that the Mortgagor has a relationship with the Seller or Servicer or the originator of the related Mortgage Loan; and any other non-public personally identifiable information.

Cooperative Corporation: With respect to any Cooperative Loan, the cooperative apartment corporation that holds legal title to the related Cooperative Project and grants occupancy rights to units therein to stockholders through Cooperative Leases or similar arrangements.

Cooperative Lease: The lease on a Cooperative Unit evidencing the possessory interest of the owner of the Cooperative Shares in such Cooperative Unit.

Cooperative Loan: A Mortgage Loan that is secured by a first lien on and perfected security interest in Cooperative Shares and the related Cooperative Lease granting exclusive rights to occupy the related Cooperative Unit in the building owned by the related Cooperative Corporation.

3

Cooperative Project: With respect to any Cooperative Loan, all real property and improvements thereto and rights therein and thereto owned by a Cooperative Corporation including without limitation the land, separate dwelling units and all common elements.

Cooperative Shares: With respect to any Cooperative Loan, the shares of stock issued by a Cooperative Corporation and allocated to a Cooperative Unit and represented by a stock certificate.

Cooperative Unit: With respect to a Cooperative Loan, a specific unit in a Cooperative Project.

Credit Score: For each Mortgage Loan, (a) if two credit scores were obtained at origination, the lowest score of the two, and (b) if three scores were obtained at origination, the middle of the three. When there is more than one applicant, the lowest of the applicants’ Credit Scores will be used. There is only one (1) score for any Mortgage Loan regardless of the number of borrowers and/or applicants.

Custodial Account: As defined in Subsection 11.04.

Customary Servicing Procedures: With respect to any Mortgage Loan, those mortgage servicing practices (including collection procedures) of prudent mortgage banking institutions which service mortgage loans of the same type as such Mortgage Loan in the jurisdiction where the related Mortgaged Property is located, and which are in accordance with Fannie Mae servicing practices and procedures for MBS pool mortgages, as defined in the Fannie Mae Guides including future updates, or as such mortgage servicing practices may change from time to time.

Cut-off Date: With respect to each Mortgage Loan, the first day of the month of the related Closing Date as set forth in the related PPTL.

Deleted Mortgage Loan: A Mortgage Loan replaced or to be replaced with a Substitute Mortgage Loan in accordance with this Agreement.

Delinquent: Any Mortgage Loan with respect to which the Monthly Payment due on a Due Date is not made by the Mortgagor by the close of business on the Business Day preceding the next scheduled Due Date for such Mortgage Loan.

Due Date: The day of the month on which the Monthly Payment is due on a Mortgage Loan, exclusive of any days of grace.

Eligible Account: Any account or accounts maintained with a federal or state chartered depository institution or trust company the short-term and long-term unsecured debt obligations of which (or, in the case of a depository institution or trust company that is the principal subsidiary of a holding company, the debt obligations of such holding company) are rated in the highest rating category of each Rating Agency with respect to short-term unsecured debt obligations and in one of the two highest rating categories of each Rating Agency with respect to long-term unsecured debt obligations at the time any amounts are held on deposit therein. Eligible Accounts may bear interest. If the rating of the short-term or long-term unsecured debt obligations of the depository institution or trust company that maintains the account or accounts is no longer in the highest rating category of each Rating Agency with respect to short-term unsecured debt obligations or in one of the two highest rating categories of each Rating Agency with respect to long-term unsecured debt obligations, the funds on deposit therewith in connection with this Agreement shall be transferred to an Eligible Account within 30 days of such downgrade.

4

Eligible Investments: Any one or more of the following obligations or securities:

(i)          direct obligations of, and obligations fully guaranteed by the United States of America or any agency or instrumentality of the United States of America the obligations of which are backed by the full faith and credit of the United States of America;

(ii)         (a) demand or time deposits, federal funds or bankers' acceptances issued by any depository institution or trust company incorporated under the laws of the United States of America or any state thereof and subject to supervision and examination by federal and/or state banking authorities, provided that the commercial paper and/or the short-term deposit rating and/or the long-term unsecured debt obligations or deposits of such depository institution or trust company at the time of such investment or contractual commitment providing for such investment are rated in the highest rating category by each Rating Agency for long-term unsecured debt with a maturity of more than one year or in the highest rating category with respect to short-term obligations and (b) any other demand or time deposit or certificate of deposit that is fully insured by the FDIC;

(iii)        repurchase obligations with a term not to exceed thirty (30) days and with respect to (a) any security described in clause (i)  above and entered into with a depository institution or trust company (acting as principal) described in clause (ii)(a) above;

(iv)        securities bearing interest or sold at a discount issued by any corporation incorporated under the laws of the United States of America or any state thereof that are rated in the highest rating category for long-term unsecured debt with a maturity of more than one year or in the highest rating category with respect to short-term obligations by each Rating Agency, in each case at the time of such investment or contractual commitment providing for such investment; provided, however, that securities issued by any particular corporation will not be Eligible Investments to the extent that investments therein will cause the then outstanding principal amount of securities issued by such corporation and held as Eligible Investments to exceed 10% of the aggregate outstanding principal balances of all of the Mortgage Loans and Eligible Investments;

(v)         commercial paper (including both non-interest-bearing discount obligations and interest-bearing obligations payable on demand or on a specified date not more than one year after the date of issuance thereof) which are rated in the highest rating category by each Rating Agency at the time of such investment; and

(vi)        any money market funds rated in one of the two highest rating categories by each Rating Agency for long-term unsecured debt with a maturity of more than one year or in the highest rating category by each Rating Agency with respect to short-term obligations;

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provided, however, that no instrument or security shall be an Eligible Investment if such instrument or security evidences a right to receive only interest payments with respect to the obligations underlying such instrument or if such security provides for payment of both principal and interest with a yield to maturity in excess of 120% of the yield to maturity at par or if such investment or security is purchased at a price greater than par.

Escrow Account: As defined in Subsection 11.06.

Escrow Payments: The amounts constituting ground rents, taxes, assessments, Primary Mortgage Insurance Policy premiums, fire and hazard insurance premiums, flood insurance premiums, condominium charges and other payments as may be required to be escrowed by the Mortgagor with the Mortgagee pursuant to the terms of any Mortgage Note or Mortgage.

Event of Default: Any one of the conditions or circumstances enumerated in Subsection 13.01.

Fannie Mae: The entity formerly known as the Federal National Mortgage Association or any successor thereto.

Fannie Mae Guides: The Fannie Mae Sellers’ Guide and the Fannie Mae Servicers’ Guide and all amendments or additions thereto in effect on and after the related Closing Date.

FDIC: The Federal Deposit Insurance Corporation or any successor thereto.

FDPA: The Flood Disaster Protection Act of 1973, as amended.

Fidelity Bond: The fidelity bond required to be obtained by the Servicer pursuant to Subsection 11.12.

FIRREA: The Financial Institutions Reform, Recovery, and Enforcement Act of 1989, as amended and in effect from time to time.

First Remittance Date: With respect to each Mortgage Loan Package, the 18th day (or if such 18th day is not a Business Day, the first Business Day immediately preceding such 18^th day) of the calendar month immediately following the Closing Date; provided, however, if the Servicing Transfer Date is not one (1) or more Business Days prior to the first day of such calendar month, such date will be the 18th day (or if such 18th day is not a Business Day, the first Business Day immediately preceding such 18^th day) of the next succeeding calendar month.

Freddie Mac: The entity formerly known as the Federal Home Loan Mortgage Corporation or any successor thereto.

Freddie Mac Guide: The Freddie Mac Single Family Seller/Servicer Guide and all amendments or additions thereto in effect on and after the related Closing Date.

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Ginnie Mae: The Government National Mortgage Association or any successor thereto.

Gross Margin: With respect to any Adjustable Rate Mortgage Loan, the fixed percentage amount set forth in the related Mortgage Note and the Mortgage Loan Schedule that is added to the Index on each Adjustment Date in accordance with the terms of the related Mortgage Note to determine the new Mortgage Interest Rate for such Mortgage Loan.

Helping Families Act: As defined in Subsection 6.04.

HUD: The United States Department of Housing and Urban Development or any successor thereto.

Independent: When used with respect to any other Person, a Person who (a) is in fact independent of another specified Person and any affiliate of such other Person, (b) does not have any material direct financial interest in such other Person or any affiliate of such other Person, and (c) is not connected with such other Person or any affiliate of such other Person as an officer, employee, promoter, underwriter, trustee, partner, director or Person performing similar functions.

Index: With respect to any Adjustable Rate Mortgage Loan, the index identified on the Mortgage Loan Schedule and set forth in the related Mortgage Note for the purpose of calculating the Mortgage Interest Rate thereon.

Initial Rate Cap: With respect to each Adjustable Rate Mortgage Loan and the initial Adjustment Date therefor, a number of percentage points per annum that is set forth in the Mortgage Loan Schedule and in the related Mortgage Note, which is the maximum amount by which the Mortgage Interest Rate for such Adjustable Rate Mortgage Loan may increase or decrease from the Mortgage Interest Rate in effect immediately prior to such Adjustment Date.

Insurance Proceeds: With respect to each Mortgage Loan, proceeds of insurance policies insuring the Mortgage Loan or the related Mortgaged Property.

Interim Servicing Period: The period from the Closing Date to the related Servicing Transfer Date.

IO Adjustable Rate Mortgage Loan: An Adjustable Rate Mortgage Loan with respect to which accrued interest only is payable by a Mortgagor on each Due Date until the IO Conversion Date.

IO Conversion Date: With respect to an IO Adjustable Rate Mortgage Loan, the date that references the end of the “interest only period” applicable thereto.

Lifetime Rate Cap: As to each Adjustable Rate Mortgage Loan, the maximum Mortgage Interest Rate which shall be as permitted in accordance with the provisions of the related Mortgage Note.

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Liquidation Proceeds: The proceeds received in connection with the liquidation of a defaulted Mortgage Loan through trustee’s sale, foreclosure sale or otherwise, other than amounts received following the acquisition of REO Property, Insurance Proceeds and Condemnation Proceeds.

Loan-to-Value Ratio: With respect to any Mortgage Loan as of any date of determination, the ratio, expressed as a percentage, of the outstanding principal balance of the Mortgage Loan on such date, to the Appraised Value of the related Mortgaged Property.

LPMI: Lender paid mortgage insurance.

LTV: Loan-to-Value Ratio.

Master Servicer: Wells Fargo Bank, N.A., together with its successors and assigns, as master servicer with respect to any Securitization Transaction, or any other master servicer designated as such with respect to any Securitization Transaction.

MERS: Mortgage Electronic Registration Systems, Inc., a corporation organized and existing under the laws of the State of Delaware, or any successor thereto.

MERS Mortgage Loan: Any Mortgage Loan registered with MERS on the MERS System.

MERS System: The system of recording transfers of mortgages electronically maintained by MERS.

MIN: The Mortgage Identification Number for any MERS Mortgage Loan.

Minimum Interest Rate: With respect to each Adjustable Rate Mortgage Loan, a rate that is set forth on the Mortgage Loan Schedule and in the related Mortgage Note and is the minimum interest rate to which the Mortgage Interest Rate on such Mortgage Loan may be decreased.

Monthly Payment: The scheduled monthly payment on a Mortgage Loan due on any Due Date allocable to principal and/or interest on such Mortgage Loan pursuant to the terms of the related Mortgage Note.

Mortgage: The mortgage, deed of trust or other instrument securing a Mortgage Note which creates a first lien on an unsubordinated estate in fee simple in real property securing the Mortgage Note; except that with respect to real property located in jurisdictions in which the use of leasehold estates for residential properties is a widely-accepted practice, the mortgage, deed of trust or other instrument securing the Mortgage Note may secure and create a first lien upon a leasehold estate of the Mortgagor.

Mortgage File: With respect to each Mortgage Loan, all documents involved in the origination, underwriting (including documented compensating factors pertaining to exceptions) and servicing of the Mortgage Loan, including but not limited to the documents specified in Exhibit 2, and any additional documents required to be added to the Mortgage File pursuant to this Agreement.

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Mortgage Interest Rate: With respect to each Mortgage Loan, the annual rate at which interest accrues on such Mortgage Loan from time to time in accordance with the provisions of the related Mortgage Note, including, but not limited to, the limitations on such interest rate imposed by the Initial Rate Cap, the Periodic Rate Cap, the Minimum Interest Rate and the Lifetime Rate Cap, if any.

Mortgage Loan: An individual Mortgage Loan that is the subject of this Agreement, each Mortgage Loan originally sold and subject to this Agreement being identified on the related Mortgage Loan Schedule, which Mortgage Loan includes without limitation the Mortgage File, the Servicing File, the Monthly Payments, Principal Prepayments, Liquidation Proceeds, Condemnation Proceeds, Insurance Proceeds, REO Disposition Proceeds, any escrow accounts related to the Mortgage Loan, the Servicing Rights and all other rights, benefits, proceeds and obligations arising from or in connection with such Mortgage Loan, excluding replaced or repurchased mortgage loans.

Mortgage Loan Documents: With respect to any Mortgage Loan, the documents listed in Exhibit 1 hereto.

Mortgage Loan Package: The pool or group of whole loans purchased on a Closing Date, as described in the Mortgage Loan Schedule annexed to the related PPTL.

Mortgage Loan Remittance Rate: With respect to any Mortgage Loan, the related Mortgage Interest Rate minus the related Servicing Fee Rate.

Mortgage Loan Schedule: The schedule of Mortgage Loans prepared for each Closing Date setting forth the information with respect to each Mortgage Loan required by the disclosure report format of the Purchaser, which disclosure report format is delivered by the Purchaser to the Seller.

Mortgage Note: The note or other evidence of the indebtedness of a Mortgagor secured by a Mortgage or, in the case of a Cooperative Loan, secured by the Cooperative Shares and the Cooperative Lease.

Mortgaged Property: The Mortgagor’s real property securing repayment of a related Mortgage Note, consisting of a fee simple interest in a single parcel of real property improved by a Residential Dwelling.

Mortgagee: The mortgagee or beneficiary named in the Mortgage and the successors and assigns of such mortgagee or beneficiary.

Mortgagor: The obligor on a Mortgage Note, who is an owner of the Mortgaged Property and the grantor or mortgagor named in the Mortgage and such grantor’s or mortgagor’s successors in title to the Mortgaged Property.

NAIC: The National Association of Insurance Commissioners or any successor organization.

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Officer’s Certificate: A certificate signed by the Chairman of the Board, the Vice Chairman of the Board, a President or a Vice President of the Person on behalf of whom such certificate is being delivered.

Opinion of Counsel: A written opinion of counsel, who may be salaried counsel for the Person on behalf of whom the opinion is being given, reasonably acceptable to each Person to whom such opinion is addressed, and which must be Independent outside counsel with respect to such opinion of counsel concerning the taxation or the federal income tax status of a REMIC.

OTS: The Office of Thrift Supervision or any successor thereto.

Periodic Rate Cap: As to each Adjustable Rate Mortgage Loan, the maximum increase or decrease in the Mortgage Interest Rate, on any Adjustment Date as provided in the related Mortgage Note, if applicable.

Person: An individual, corporation, partnership, joint venture, association, joint-stock company, limited liability company, trust, unincorporated organization or government or any agency or political subdivision thereof.

PPTL: With respect to each Mortgage Loan and Mortgage Loan Package, the Purchase Price and Terms Letter, substantially in the form of Exhibit 3 attached hereto, providing for the sale by Seller and the purchase by the Purchaser of the Mortgage Loan Package on the related Closing Date.

Prepayment Charge: With respect to each Mortgage Loan, the fee payable by the Mortgagor if the Mortgagor prepays such Mortgage Loan as provided in the related Mortgage Note or Mortgage.

Primary Mortgage Insurance Policy: A policy of primary mortgage guaranty insurance.

Principal Prepayment: Any full or partial payment or other recovery of principal on a Mortgage Loan which is received in advance of its scheduled Due Date, including any Prepayment Charge or premium thereon and which is not accompanied by an amount of interest representing scheduled interest due on any date or dates in any month or months subsequent to the month of prepayment.

Purchase Price: The price paid on the related Closing Date by the Purchaser to the Seller pursuant to this Agreement in exchange for the Mortgage Loans included in the related Mortgage Loan Package, as calculated pursuant to Section 4 and the related PPTL.

Purchase Price Percentage: For each Mortgage Loan included in a Mortgage Loan Package, the percentage of par set forth in the related PPTL that is used to calculate the Purchase Price of the Mortgage Loans included in such Mortgage Loan Package.

Purchaser: The Person listed as such in the initial paragraph of this Agreement, together with its successors and assigns as permitted under the terms of this Agreement.

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Qualified Appraiser: With respect to each Mortgage Loan, an appraiser, duly appointed by the originator, who had no interest, direct or indirect in the Mortgaged Property or in any loan made on the security thereof, and whose compensation is not affected by the approval or disapproval of the Mortgage Loan, and such appraiser and the appraisal made by such appraiser both satisfy the requirements of Fannie Mae or Freddie Mac (including but not limited to the Appraiser Independence Requirements) and Title XI of FIRREA and the regulations promulgated thereunder, all as in effect on the date the Mortgage Loan was originated.

Qualified Insurer: An insurance company duly qualified as such under the laws of the states in which the Mortgaged Properties are located, duly authorized and licensed in such states to transact the applicable insurance business and to write the insurance provided by the insurance policy issued by it, approved as an insurer by Fannie Mae and Freddie Mac.

Rating Agencies: Standard & Poor’s Ratings Services, a division of The McGraw- Hill Companies, Inc., Moody’s Investors Service, Inc., Fitch, Inc. or, in the event that some or all ownership of the Mortgage Loans is evidenced by mortgage-backed securities, the nationally recognized rating agencies issuing ratings with respect to such securities, if any.

Reconciled Market Value: The estimated market value of the Mortgaged Property or REO Property that is reasonably determined by the Seller based on different results obtained from different permitted valuation methods or at different time periods, all in accordance with Customary Servicing Procedures.

Reconstitution Agreement: The agreement or agreements entered into by the Seller and the Purchaser and certain third parties on the Reconstitution Date or Reconstitution Dates with respect to any or all of the Mortgage Loans conveyed hereunder, in connection with a Whole Loan Transfer or a Securitization Transaction as provided in Subsection 32.

Reconstitution Date: The date or dates on which any or all of the Mortgage Loans are reconstituted as part of a Whole Loan Transfer or Securitization Transaction pursuant to Section 32 hereof.

Record Date: The close of business of the last Business Day of the month preceding the month of the related Remittance Date or, in the case of a Remittance Date that is the Servicing Transfer Date, the Business Day prior to the Servicing Transfer Date.

Refinanced Mortgage Loan: A Mortgage Loan which was made to a Mortgagor who owned the Mortgaged Property prior to the origination of such Mortgage Loan and the proceeds of which were used in whole or part to satisfy an existing mortgage.

Regulation AB: Subpart 229.1100 – Asset Backed Securities (Regulation AB), 17 C.F.R. §§229.1100-229.1123, as such may be amended from time to time, and subject to such clarification and interpretation as have been provided by the Commission in the adopting release (Asset-Backed Securities, Securities Act Release No. 33-8518, 70 Fed. Reg. 1,506, 1,531 (Jan. 7, 2005)) or by the staff of the Commission, or as may be provided by the Commission or its staff from time to time.

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REMIC: A “real estate mortgage investment conduit” within the meaning of Section 860D of the Code.

Remittance Date: (a) The 18th day (or if such 18th day is not a Business Day, the first Business Day immediately preceding such 18^th day) of any month, beginning with the First Remittance Date with respect to each Mortgage Loan Package, and (b) the Servicing Transfer Date.

REO Disposition: The final sale by the Seller or the Purchaser of an REO Property.

REO Disposition Proceeds: All amounts received with respect to an REO Disposition pursuant to Subsection 11.13.

REO Property: A Mortgaged Property acquired by or on behalf of the Purchaser through foreclosure or deed in lieu of foreclosure as described in Subsection 11.13.

Repurchase Price: With respect to any Mortgage Loan, a price equal to (i) the unpaid principal balance of the Mortgage Loan, plus, (ii) interest on such unpaid principal balance at the related Mortgage Interest Rate from the last date through which interest was last paid and distributed to the Purchaser to the last day of the month in which such repurchase occurs, plus, (iii) reasonable and customary third party expenses incurred in connection with the transfer of the Mortgage Loan being repurchased, minus (iv) any amounts received in respect of such repurchased Mortgage Loan and being held in the Custodial Account for future distribution in connection with such Mortgage Loan.

Residential Dwelling: Any one of the following: (i) a detached one-family dwelling, (ii) a detached two- to four-family dwelling, (iii) a one-family dwelling unit in a condominium project or (iv) a one-family dwelling in a planned unit development, none of which is a cooperative, mobile or manufactured home.

Securities Act: The Securities Act of 1933, as amended.

Securitization Transaction: Any transaction involving either (1) a sale or other transfer of some or all of the Mortgage Loans directly or indirectly by the Purchaser to an issuing entity in connection with an issuance of publicly offered or privately placed, rated or unrated mortgage-backed securities or (2) an issuance of publicly offered or privately placed, rated or unrated securities, the payments on which are determined primarily by reference to one or more portfolios of residential mortgage loans consisting, in whole or in part, of some or all of the Mortgage Loans.

Seller: Shore Financial Services, Inc, or its successor in interest or any successor to the Seller under this Agreement appointed as herein provided.

Servicer: The Servicer set forth in the related PPTL.

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Servicing Advances: All customary, reasonable and necessary out-of-pocket costs and expenses incurred in the performance by the Servicer of its servicing obligations, including, but not limited to, the cost of (a) the preservation, restoration and protection of a Mortgaged Property, (b) any enforcement or judicial proceedings, including foreclosures, (c) the management and liquidation of a Mortgaged Property if such Mortgaged Property is acquired in satisfaction of the Mortgage, and (d) payments made by the Servicer with respect to a Mortgaged Property pursuant to Subsection 11.08.

Servicing Fee: With respect to each Mortgage Loan, the fee the Purchaser shall pay to the Seller to interim service the Mortgage Loans, which shall, for each month, be equal to one-twelfth of the product of the applicable Servicing Fee Rate and the Stated Principal Balance of such Mortgage Loan (pro-rated with respect to partial months). Such fee shall be payable monthly. The obligation of the Purchaser to pay the Servicing Fee is limited to, and payable solely from, the interest portion (including recoveries with respect to interest from Liquidation Proceeds and other proceeds, to the extent permitted by Subsection 11.05) of related Monthly Payments collected by the Seller, or as otherwise provided under Subsection 11.05.

Servicing Fee Rate: With respect to each Mortgage Loan, the per annum rate set forth on the related Mortgage Loan Schedule or if not specified thereon, in the related PPTL.

Servicing File: With respect to each Mortgage Loan, the documents pertaining thereto specified in Exhibit 2 and copies of all documents for such Mortgage Loan specified in Exhibit 1.

Servicing Rights: With respect to each Mortgage Loan, any and all of the following: (a) all rights to service the Mortgage Loan; (b) all rights to receive the Servicing Fees, additional servicing compensation (including, without limitation, any late fees, assumption fees, penalties or similar payments with respect to the Mortgage Loan, and income on escrow accounts or other receipts on or with respect to the Mortgage Loan), reimbursements or indemnification for servicing the Mortgage Loan, and any payments received in respect of the foregoing and proceeds thereof; (c) the right to collect, hold and disburse escrow payments or other similar payments with respect to the Mortgage Loans and any amounts actually collected with respect thereto and to receive interest income on such amounts to the extent permitted by applicable law; (d) all accounts and other rights to payment related to any of the property described in this paragraph; (e) possession and use of any and all Mortgage Loan Documents and Mortgage Files pertaining to the Mortgage Loans or pertaining to the past, present or prospective servicing of the Mortgage Loans; (f) all rights and benefits relating to the direct solicitation of the related Mortgagors for refinance or modification of the Mortgage Loans and attendant right, title and interest in and to the list of such Mortgagors and data relating to their respective Mortgage Loans; (g) all rights, powers and privileges incident to any of the foregoing; and (h) all agreements or documents creating, defining or evidencing any of the foregoing rights to the extent they relate to such rights.

Servicing Transfer Date: The date or dates, set forth in the related PPTL, when the Servicer will begin servicing the Mortgage Loans for the benefit of the Purchaser.

Servicing Transfer Instructions: The servicing transfer instructions in the form of Exhibit 4 hereto.

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Stated Principal Balance: As to each Mortgage Loan as to any date of determination, (i) the principal balance of the Mortgage Loan as of the first day of the month for which such calculation is being made after giving effect to the principal portion of any Monthly Payments due on or before such date, whether or not received, as well as any Principal Prepayments received before such date, minus, without duplication, (ii) all amounts previously distributed to the Purchaser with respect to the Mortgage Loan representing payments or recoveries of principal, or advances in lieu thereof.

Substitute Mortgage Loan: A mortgage loan substituted by the Seller for a Deleted Mortgage Loan which must, on the date of such substitution, be approved by the Purchaser and meet the conditions described in Section 7.03(b) of this Agreement.

Underwriting Guidelines: As to each Mortgage Loan Package, the written underwriting guidelines in effect as of the origination date of such Mortgage Loans, mutually agreed upon by the Seller and Purchaser, and delivered by the Seller to the Purchaser, as may be revised and modified, from time to time, by mutual agreement of the Purchaser and the Seller to reflect changes to the Underwriting Guidelines.

USA Patriot Act: Uniting and Strengthening America by Providing Appropriate Tools Required to Intercept and Obstruct Terrorism Act of 2001, as amended.

USPAP: The Uniform Standards of Professional Appraisal Practice, as amended and in effect from time to time.

Whole Loan Transfer: Any sale or transfer by the Purchaser of some or all of the Mortgage Loans (including an Agency Transfer), other than a Securitization Transaction.

SECTION 2. Purchase and Conveyance.

The Seller, in exchange for the payment of the applicable Purchase Price by the Purchaser on the related Closing Date, receipt of which is hereby acknowledged, hereby sells, transfers, assigns, sets over and conveys to the Purchaser, without recourse, but subject to the terms of this Agreement, all of its rights, title and interest in and to the Mortgage Loans, including the related Mortgage Note and Mortgages, in a Mortgage Loan Package having a Stated Principal Balance in an amount as set forth in the related PPTL, or in such other amount as agreed by the Purchaser and the Seller as evidenced by the actual aggregate principal balance of the Mortgage Loan Package accepted by the Purchaser on the related Closing Date, together with the related Mortgage Files and all rights and obligations arising under the documents contained therein, on a servicing released basis.

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With respect to each Mortgage Loan, the Purchaser shall own and be entitled to (1) all Monthly Payments due after the related Cut-off Date, (2) all other recoveries of principal collected after the related Cut-off Date (provided, however, that the principal portion of all Monthly Payments due on or before the related Cut-off Date and collected by the Seller or any successor servicer after the related Cut-off Date shall belong to the Seller), and (3) all payments of interest on the Mortgage Loans (minus that portion of any such payment which is allocable to the period prior to the related Cut-off Date). The Stated Principal Balance of each Mortgage Loan as of the related Cut-off Date is determined after application of payments of principal due on or before the related Cut-off Date whether or not collected, together with any unscheduled Principal Prepayments collected prior to the related Cut-off Date; provided, however, that Monthly Payments for a Due Date beyond the Cut-off Date shall not be applied to reduce the principal balance. Such Monthly Payments shall be the property of the Purchaser. If the Servicing Transfer Date has not yet occurred, the Seller shall remit any such Monthly Payments to the Purchaser on the Remittance Date following collection thereof. If the Servicing Transfer Date has occurred, the Seller shall remit any such Monthly Payments to the Purchaser in accordance with the Servicing Transfer Instructions.

SECTION 3. Mortgage Loan Schedule.

The Seller shall deliver the Mortgage Loan Schedule (which will be annexed to the related PPTL) to the Purchaser at least two (2) Business Days prior to the related Closing Date.

SECTION 4. Purchase Price.

The Purchase Price for the Mortgage Loans being acquired on a Closing Date shall be equal to the sum of (a) the product of (i) the Purchase Price Percentage stated in the related PPTL (subject to adjustment as provided therein) and (ii) the Stated Principal Balance of the Mortgage Loans listed on the related Mortgage Loan Schedule, plus (b) an amount equal to accrued interest on the aggregate Stated Principal Balance of the Mortgage Loans at the weighted average Mortgage Interest Rate of such Mortgage Loans from the related Cut-off Date through the day prior to the related Closing Date, both inclusive (assuming 30/360) (the “Purchase Price”). If so provided in the related PPTL, portions of the Mortgage Loans shall be priced separately.

The Purchase Price as set forth in the preceding paragraph for the Mortgage Loans shall be paid on the related Closing Date by wire transfer of immediately available funds.

SECTION 5. Examination of Mortgage Files.

The Seller shall, at the direction of the Purchaser, deliver to the Purchaser or its designee in escrow, for examination and retention, with respect to each Mortgage Loan to be purchased on the related Closing Date, the related Mortgage File in hard copy or in digital format on compact disks or DVD. Such examination may be made by the Purchaser or its designee at any reasonable time before or after the related Closing Date. The Purchaser may, at its option and without notice to the Seller, purchase all or part of the Mortgage Loan Package without conducting any partial or complete examination. The fact that the Purchaser has conducted or has determined not to conduct any partial or complete examination of the Mortgage Files shall not affect the Purchaser’s (or any of its successors’) rights to demand repurchase or other relief or remedy provided for in this Agreement.

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SECTION 6. Delivery of Mortgage Loan Documents.

Subsection 6.01 Possession of Mortgage Files.

Originals or copies of all documents, including but not limited to the documents listed on Exhibit 2 and comprising the Mortgage File, other than the Mortgage Loan Documents, shall be delivered to the Purchaser or its designee on or prior to the related Closing Date. During the Interim Servicing Period, originals of the contents of each Mortgage File not delivered to the Purchaser or the custodian appointed by the Purchaser are and shall be held in trust by the Seller for the benefit of the Purchaser as the owner thereof and shall be available for review by the Purchaser upon request. The Seller’s possession of any portion of each such Mortgage File is at the will of the Purchaser, and such retention and possession by the Seller shall be in a custodial capacity only. The ownership of each Mortgage Note, Mortgage and the contents of each Mortgage File is vested in the Purchaser and the ownership of all records and documents with respect to the related Mortgage Loan prepared by or which come into the possession of the Seller shall immediately vest in the Purchaser and shall be retained and maintained, in trust, by the Seller at the will of the Purchaser in such custodial capacity only. The copies of the Mortgage File retained by the Seller with respect to each Mortgage Loan pursuant to this Agreement shall be appropriately identified in the Seller’s computer system to reflect clearly the ownership of such related Mortgage Loan by the Purchaser. The Seller shall release from its custody the contents of any Mortgage File retained by it only in accordance with this Agreement and the Servicing Transfer Instructions, except when such release is required in connection with a repurchase of any such Mortgage Loan pursuant to Subsection 7.03 of this Agreement or if required under applicable law or court order.

Subsection 6.02 Books and Records.

The sale of each Mortgage Loan will be reflected on the Seller’s balance sheet and other financial statements as a sale of assets by the Seller. The Seller shall maintain a complete set of books and records for the Mortgage Loans sold by it which shall be appropriately identified in the Seller’s computer system to clearly reflect the ownership of the Mortgage Loans by the Purchaser.

In addition to the foregoing, the Seller shall provide to any supervisory agents or examiners that regulate the Purchaser, including but not limited to, the OTS, the FDIC and other similar entities, access, during normal business hours, upon reasonable advance notice to the Seller and without charge to the Seller or such supervisory agents or examiners, to any documentation regarding the Mortgage Loans that may be required by any applicable regulator.

Subsection 6.03 Delivery of Mortgage Loan Documents.

The Seller shall deliver and release to the Purchaser or the custodian appointed by the Purchaser the Mortgage Loan Documents no later than four (4) Business Days prior to the related Closing Date or, upon the request of the Purchaser, earlier, if necessary or desirable to facilitate a review, pursuant to a bailee letter agreement, in form and substance acceptable to Seller’s applicable warehouse lender, providing for the release of the Mortgage Loan Documents to Purchaser on confirmation of receipt of payment of the purchase price.

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If the Seller cannot deliver the original recorded Mortgage Loan Documents or original title insurance policy on the related Closing Date, the Seller shall, promptly upon receipt thereof and in any case not later than 180 days from the Closing Date, deliver such original recorded Mortgage Loan Documents or original title insurance policy, as applicable, to the Purchaser or the appointed custodian (unless the Seller is delayed in making delivery of any original recorded Mortgage Loan Documents by reason of the fact that such documents shall not have been returned by the appropriate recording office). If delivery is not completed within 180 days of the related Closing Date solely because such Mortgage Loan Documents shall not have been returned by the appropriate recording office, the Seller shall deliver such Mortgage Loan Documents to Purchaser, or the appointed custodian, within such time period as specified in a Seller’s Officer’s Certificate. In the event that documents have not been received by the date specified in the Seller’s Officer’s Certificate, a subsequent Seller’s Officer’s Certificate shall be delivered by such date specified in the prior Seller’s Officer’s Certificate, stating a revised date for receipt of documentation. The Seller shall include with each Seller’s Officer’s Certificate a listing of all delayed recorded documents. The procedure shall be repeated until the documents have been received and delivered. The Seller shall use its commercially reasonable efforts to effect delivery of all delayed recorded documents within 270 days of the related Closing Date. If delivery of all Mortgage Loan Documents with respect to any Mortgage Loan is not completed within 360 days of the related Closing Date then, at Purchaser’s option, the Seller shall repurchase such Mortgage Loan in such manner set forth in Section 7.03.

Any review by the Purchaser or its designee of the Mortgage Files shall in no way alter or reduce the Seller’s obligations hereunder.

If the Purchaser or its designee discovers any defect with respect to any document constituting part of a Mortgage File, the Purchaser shall, or shall cause its designee to, give written specification of such defect to the Seller and the Seller shall cure or repurchase such Mortgage Loan in accordance with Section 7.03.

The Seller shall forward to the Purchaser, or its designee, original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into within one week of their execution and shall also provide the original of any document submitted for recordation or a copy of such document certified by the appropriate public recording office to be a true and complete copy of the original within five (5) Business Days of its return from the appropriate public recording office.

Subsection 6.04 RESPA Notice and Helping Families Notice

(a)          Prior to each Servicing Transfer Date, the Seller shall furnish to the applicable Mortgagors notices required under the Real Estate Settlement Procedure Act (“RESPA”) within the time frames required by RESPA.         

(b)          Within thirty (30) days following the Closing Date in respect of a Mortgage Loan that is not a MERS Mortgage Loan, the Seller shall furnish to the Mortgagor of such Mortgage Loan the notice required by Section 404 of the Helping Families Save Their Homes Act of 2009 (the “Helping Families Act”) in accordance with the provisions of the Helping Families Act. Within five (5) Business Days following the Closing Date in respect of a MERS Mortgage Loan, the Seller shall notify MERS of the transfer of ownership of such MERS Mortgage Loan.

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SECTION 7. Representations, Warranties and Covenants; Remedies for Breach.

Subsection 7.01 Representations and Warranties Regarding Individual Mortgage Loans.

The Seller hereby represents and warrants to the Purchaser that, as to each Mortgage Loan, as of the related Closing Date or such other date specified herein:

(a)          Property Valuation: Each Mortgage File contains a written appraisal prepared by an appraiser licensed or certified by the applicable governmental body in which the mortgaged property is located and in accordance with the requirements of Title XI of FIRREA. The appraisal was written, in form and substance, to (i) customary Fannie Mae or Freddie Mac standards for mortgage loans of the same type as such Mortgage Loans and (ii) USPAP standards, and satisfies applicable legal and regulatory requirements. The appraisal was made and signed prior to the final approval of the Mortgage Loan application. The person performing any property valuation (including an appraiser) received no benefit from, and such person's compensation or flow of business from the originator was not affected by, the approval or disapproval of the Mortgage Loan. The selection of the person performing the property valuation was made independently of the broker (where applicable) and the originator's loan sales and loan production personnel. The selection of the appraiser met the criteria of Fannie Mae and Freddie Mac for selecting an independent appraiser.

(b)          Income/Employment/Assets: With respect to each Mortgage Loan the originator verified the borrower's income, employment, and assets in accordance with its written Underwriting Guidelines and employed procedures designed to authenticate the documentation supporting such income, employment, and assets. Such verification includes the transcripts received from the Internal Revenue Service pursuant to a filing of IRS Form 4506-T. With respect to each Mortgage Loan, in order to test the reasonableness of the income, the originator used (i) transcripts received from the IRS pursuant to a filing of IRS Form 4506-T (to the extent specified in the Mortgage Loan Schedule) or (ii) public and/or commercially available information acceptable to the Purchaser.

(c)          Occupancy: The originator has given due consideration to factors, including but not limited to, other real estate owned by the borrower, commuting distance to work, appraiser comments and notes, the location of the property and any difference between the mailing address active in the servicing system and the subject property address to evaluate whether the occupancy status of the property as represented by the borrower is reasonable.

(d)          Data: The information set forth in the related Mortgage Loan Schedule, including any diskette or other related data tapes sent to the Purchaser, is complete, true and correct in all material respects. The information on the Mortgage Loan Schedule and the information provided are consistent with the contents of the originator's records and the Mortgage File. The Mortgage Loan Schedule contains all of the required fields. Any seller or builder concession has been subtracted from the Appraised Value of the Mortgaged Property for purposes of determining the LTV and CLTV. Except for information specified to be as of the origination date of the Mortgage Loan, the Mortgage Loan Schedule contains the most current information possessed by the originator. No appraisal or other property valuation referred to or used to determine any data listed on the Mortgage Loan Schedule was more than 3 months old at the time of the Mortgage Loan closing.

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(e)          Fraud: No fraud, error, omission, misrepresentation, negligence or similar occurrence with respect to the Mortgage Loan has taken place on the part of the Mortgagor, the Seller or any other Person, including, without limitation, any appraiser, title company, closing or settlement agent, realtor, builder or developer or any other party involved in the origination or sale of the Mortgage Loan or the sale of the Mortgaged Property, that would impair in any way the rights of the Purchaser in the Mortgage Loan or Mortgaged Property or that violated applicable law.

(f)          Underwriting; Collection Practices; Escrow Payments: Each Mortgage Loan either (i) was underwritten in conformance with the originator's Underwriting Guidelines in effect at the time of origination without regard to any underwriter discretion or (ii) if not underwritten in conformance with the originator's Underwriting Guidelines, has reasonable and documented compensating factors. The methodology used in underwriting the extension of credit for the Mortgage Loan includes objective mathematical principles that relate to the relationship between the borrower's income, assets and liabilities and the proposed payment. With respect to escrow deposits and mortgage escrow accounts, all such payments are in the possession of Seller and there exist no deficiencies in connection therewith for which customary arrangements for repayment thereof have not been made. All escrow payments have been collected in full compliance with state and federal law. An escrow of funds is not prohibited by applicable law and has been established in an amount sufficient to pay for every item subject to an escrow requirement which remains unpaid and which has been assessed but is not yet due and payable. Except in connection with a modification disclosed on the Mortgage Loan Schedule and contained in the Servicing File, no escrow deposits or escrow payments or other charges or payments due the Seller have been capitalized under the Mortgage or the Mortgage Note. With respect to each Adjustable Rate Mortgage Loan, all mortgage interest rate adjustments and monthly payment adjustments have been made in strict compliance with Customary Servicing Procedures, and, as of the applicable Transfer Date, Seller’s servicing system has been updated to reflect any such adjustments. The Seller executed and delivered any and all notices required under applicable law and the terms of the related Mortgage Note and Mortgage regarding the Mortgage Interest Rate and the monthly payment adjustments. Any interest required to be paid to the Mortgagor pursuant to state, federal and local law has been properly paid and credited.

(g)          Mortgage Insurance: No Mortgage Loan has mortgage insurance.

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(h)          Regulatory Compliance: Any and all requirements of any federal, state or local law including, without limitation, usury, truth-in-lending, real estate settlement procedures, consumer credit protection, equal credit opportunity, fair housing, or disclosure laws applicable to the Mortgage Loan have been complied with in all material respects. No Mortgage Loan is a “high cost” or “covered” loan, as defined by any applicable federal, state or local predatory or abusive lending law, and no Mortgage Loan has a percentage listed under the Indicative Loss Severity Column (the column that appears in the Standard & Poor's Anti-Predatory Lending Law Update Table, included in the then-current Standard & Poor's LEVELS® Glossary of Terms on Appendix E). No Mortgage Loan secured by property located in the State of Georgia was originated on or after October 1, 2002 and prior to March 7, 2003. No Mortgage Loan originated on or after March 7, 2003 is a “high cost home loan” as defined under the Georgia Fair Lending Act. No borrower was encouraged or required to select a loan product offered by an originator that was a higher cost product designed for less-creditworthy borrowers, unless at the time of the Mortgage Loan's origination, such borrower did not qualify, taking into account credit history and debt-to-income ratios, for a lower cost credit product then offered by such originator or any affiliate of such originator. To the Seller’s knowledge, there does not exist on the related Mortgaged Property any hazardous substances, hazardous wastes or solid wastes, as such terms are defined in the Comprehensive Environmental Response Compensation and Liability Act, the Resource Conservation and Recovery Act of 1976, or other federal, state or local environmental legislation including, without limitation, asbestos. To the Seller’s knowledge, there is no pending action or proceeding directly involving the Mortgaged Property in which compliance with any environmental law, rule or regulation is an issue; there is no violation of any environmental law, rule or regulation with respect to the Mortgaged Property; and nothing further remains to be done to satisfy in full all requirements of each such law, rule or regulation constituting a prerequisite to use and enjoyment of such Mortgaged Property. The Seller has complied with all applicable anti-money laundering laws and regulations, including without limitation the USA Patriot Act of 2001 (collectively, the “Anti-Money Laundering Laws”); the Seller has established an anti-money laundering compliance program as required by the Anti-Money Laundering Laws, has conducted the requisite due diligence in connection with the origination of each Mortgage Loan for purposes of the Anti-Money Laundering Laws, including with respect to the legitimacy of the applicable Mortgagor and the origin of the assets used by said Mortgagor to purchase the property in question, and maintains, and will maintain, sufficient information to identify the applicable Mortgagor for purposes of the Anti-Money Laundering Laws. The servicing of each Mortgage Loan prior to the related Closing Date complied in all material respects with the Customary Servicing Procedures and all then-applicable federal, state and local laws. Any breach of any representations made in this clause (h) shall be deemed to materially and adversely affect the value of the Mortgage Loan and shall require a repurchase of the affected Mortgage Loan.

(i)          Borrower: As of the related Closing Date, the Mortgagor is not a debtor in any state or federal bankruptcy proceeding and is not insolvent and to the Seller’s knowledge there are no circumstances or conditions with respect to the Mortgage, the Mortgaged Property, the Mortgagor or the Mortgagor's credit standing that could reasonably be expected to cause investors to regard the Mortgage Loan as an unacceptable investment, cause the Mortgage Loan to become delinquent or materially adversely affect the value or marketability of the Mortgage Loan. Either the Mortgagor is a natural person who is legally permitted to reside in the United States or the Mortgagor is an inter-vivos trust acceptable to Fannie Mae. No borrower had a prior bankruptcy in the last seven years. No borrower previously owned a property in the last seven years that was the subject of a foreclosure during the time the borrower was the owner of record.

(j)          Source of Loan Payments: No loan payment has been escrowed as part of the loan proceeds on behalf of the borrower. No payments due and payable under the terms of the Mortgage Note and Mortgage or deed of trust, except for seller or builder concessions, have been paid by any person who was involved in, or benefited from, the sale or purchase of the Mortgaged Property or the origination, refinancing, sale, purchase or servicing of the Mortgage Loan other than the borrower.

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(k)          Down Payment: The Mortgagor has contributed at least 5% of the purchase price for the Mortgaged Property with his/her own funds.

(l)          No Prior Liens: The Seller is the sole owner and holder of the Mortgage Loan and the indebtedness evidenced by the Mortgage Note, and upon recordation the Purchaser or its designee will be the owner of record of the Mortgage and the indebtedness evidenced by the Mortgage Note, and upon the sale of the Mortgage Loan to the Purchaser, the Seller will retain any Mortgage File documents during the Interim Servicing Period in its possession in trust for the Purchaser. Each sale of the Mortgage Loan from any prior owner or the Seller was in exchange for fair equivalent value, and the prior owner or the Seller, as applicable, was solvent both prior to and after the transfer and had sufficient capital to pay and was able to pay its debts as they would generally mature. Immediately prior to the transfer and assignment to the Purchaser on the related Closing Date, the Mortgage Loan, including the Mortgage Note and the Mortgage, was not subject to an assignment or pledge, and the Seller had good and marketable title to and was the sole owner thereof and had full right to transfer and sell the Mortgage Loan to the Purchaser free and clear of any encumbrance, equity, lien, pledge, charge, claim or security interest. The Seller has the full right and authority subject to no interest or participation of, or agreement with, any other party, to sell and assign the Mortgage Loan pursuant to this Agreement and following the sale of the Mortgage Loan, the Purchaser will own such Mortgage Loan free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest. The Seller intends to relinquish all rights to possess, control and monitor the Mortgage Loan.

(m)          Enforceability and Priority of Lien: The related Mortgage is a valid, subsisting, enforceable and perfected first lien on the Mortgaged Property (subject, as to enforceability, to bankruptcy and other creditors rights laws), including all buildings on the Mortgaged Property, and all installations and mechanical, electrical, plumbing, heating and air conditioning systems affixed to such buildings, and all additions, alterations and replacements made at any time with respect to the foregoing securing the Mortgage Note's original principal balance. The Mortgage and the Mortgage Note do not contain any evidence of any security interest or other interest or right thereto. Such lien is free and clear of all adverse claims, liens and encumbrances having priority over the first lien of the Mortgage subject only to (1) the lien of non-delinquent current real property taxes and assessments not yet due and payable, (2) covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording which are acceptable to mortgage lending institutions generally and either (A) which are referred to or otherwise considered in the appraisal made for the originator of the Mortgage Loan, or (B) which do not adversely affect the Appraised Value of the Mortgaged Property as set forth in such appraisal and (3) other matters to which like properties are commonly subject which do not materially interfere with the benefits of the security intended to be provided by the Mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property. Any security agreement, chattel mortgage or equivalent document related to and delivered in connection with the Mortgage Loan establishes and creates a valid, subsisting, enforceable and perfected first lien and first priority security interest on the property described therein (subject, as to enforceability, to bankruptcy and other creditors rights laws), and the Seller has the full right to sell and assign the same to the Purchaser; There are no mechanics' or similar liens or claims which have been filed for work, labor or material (and no rights are outstanding that under law could give rise to such liens) affecting the related Mortgaged Property which are or may be liens prior to or equal to the lien of the related Mortgage. The related original Mortgage has been recorded or is in the process of being recorded.

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(n)          Complete Mortgage Files: The Mortgage Note, the Mortgage, the Assignment of Mortgage and the other Mortgage Loan Documents set forth in Exhibits 1 and 2 and required to be delivered on the related Closing Date have been delivered to the Purchaser or its designee in compliance with the specific requirements of this Agreement and the PPTL for the related Mortgage Loan Package. With respect to each Mortgage Loan, the Seller is in possession of a complete Mortgage File including all documents used in the qualification of the borrower except for such documents as have been delivered to the Purchaser or its designee. In the event the Mortgage is a deed of trust, a trustee, authorized and duly qualified under applicable law to serve as such, has been properly designated, is named in the Mortgage and currently so serves, and no fees or expenses are or will become payable by the Purchaser to the trustee under the deed of trust, except in connection with a trustee's sale after default by the borrower.

(o)          No Modifications: The terms of the Mortgage Note and the Mortgage have not been impaired, waived, altered or modified in any material respect, except by a written instrument that, if required by applicable law, has been recorded or is in the process of being recorded. The substance of any such waiver, alteration or modification has been approved by the issuer of any related Primary Mortgage Insurance Policy and title insurance policy, to the extent required by such policies, the terms of such waiver, alteration or modification have been reflected in the Mortgage Loan Schedule and the written instrument reflecting such terms has been included in the Mortgage File. No Mortgagor has been released, in whole or in part, from the terms of the Mortgage Note and the Mortgage, except in connection with an assumption agreement which is part of the Mortgage File and the terms of which are reflected in the related Mortgage Loan Schedule. The Mortgage and Mortgage Note have not been satisfied, canceled or subordinated, in whole or in part, or rescinded, and the Mortgaged Property has not been released from the lien of the Mortgage, in whole or in part, nor has any instrument been executed that would effect any such release, cancellation, subordination or rescission. The Seller has not waived the performance by the Mortgagor of any action, if the Mortgagor's failure to perform such action would cause the Mortgage Loan to be in default, nor has the Seller waived any default resulting from any action or inaction by the Mortgagor.

(p)          Taxes Paid: All taxes, governmental assessments, insurance premiums, water, sewer and municipal charges, leasehold payments or ground rents which previously became due and owing have been paid by the borrower, or escrow funds from the borrower have been established in an amount sufficient to pay for every such escrowed item which remains unpaid and which has been assessed but is not yet due and payable.

(q)          No Damage/Condemnation: Each Mortgaged Property is undamaged by waste, vandalism, fire, hurricane, earthquake or earth movement, windstorm, flood, tornado or other casualty adversely affecting the value of a Mortgaged Property or the use for which the premises were intended, and each Mortgaged Property is in substantially the same condition it was at the time the most recent Appraised Value was obtained. There is no proceeding pending or threatened for the total or partial condemnation of any Mortgaged Property.

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(r)          No Encroachments / Compliance with Zoning: The Mortgaged Property consists of an estate in fee simple in real property securing the related Mortgage Note. All improvements subject to the Mortgage which were considered in determining the Appraised Value of the Mortgaged Property lie wholly within the boundaries and building restriction lines of the Mortgaged Property (and wholly within the project with respect to a condominium unit), no improvements on adjoining properties encroach upon the Mortgaged Property except those which are insured against by the title insurance policy referred to in clause (v) below and all improvements on the property comply with all applicable building, zoning and subdivision laws, regulations and ordinances.

(s)          Legally Occupied: As of the related Closing Date, the Mortgaged Property is lawfully occupied under applicable law, and all inspections, licenses and certificates required to be made or issued with respect to all occupied portions of the Mortgaged Property and, with respect to the use and occupancy of the same, including but not limited to certificates of occupancy and fire underwriting certificates, have been made or obtained from the appropriate authorities.

(t)          Mortgage Loan Legal and Binding: The Mortgage Note, the Mortgage and other agreements executed in connection therewith are original and genuine and each is the legal, valid and binding obligation of the maker thereof, enforceable in all respects in accordance with its terms subject to bankruptcy, insolvency, moratorium, reorganization and other laws of general application affecting the rights of creditors and by general equitable principles. The Seller has taken all action necessary to transfer such rights of enforceability to the Purchaser. All parties to the Mortgage Note, the Mortgage and other agreements executed in connection therewith, had the legal capacity to enter into the Mortgage Loan and to execute and deliver the Mortgage Note and the Mortgage. The Mortgage Note and the Mortgage have been duly and properly executed by such parties.

(u)          Proceeds Fully Disbursed / Recording Fees Paid: The proceeds of the Mortgage Loan have been fully disbursed and there is no requirement for future advances thereunder, and any and all requirements as to completion of any on-site or off-site improvements and as to disbursements of any escrow funds therefor have been complied with. All costs, fees and expenses incurred in making or closing the Mortgage Loan and the recording of the Mortgage were paid or are in the process of being paid, and the Mortgagor is not entitled to any refund of any amounts paid or due under the Mortgage Note or Mortgage.

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(v)         Existence of Title Insurance: Each Mortgage Loan (except (1) any Mortgage Loan secured by a Mortgaged Property located in any jurisdiction as to which an opinion of counsel of the type customarily rendered in such jurisdiction in lieu of title insurance is instead received and (2) any Mortgage Loan secured by Cooperative Shares) is covered by an ALTA lender's title insurance policy or other form of policy or insurance generally acceptable to Fannie Mae or Freddie Mac, issued by a title insurer acceptable to Fannie Mae or Freddie Mac and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring (subject to the exceptions contained in (m)(1), (2) and (3) above) the Seller, its successors and assigns, as to the first priority lien of the Mortgage in the original principal amount of the Mortgage Loan. Additionally, such policy affirmatively insures ingress and egress to and from the Mortgaged Property. Where required by applicable state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. The Seller, its successors and assigns, are the sole insureds of such lender's title insurance policy; such title insurance policy has been duly and validly endorsed to the Purchaser or the assignment to the Purchaser of the Seller's interest therein does not require the consent of or notification to the insurer; and such lender's title insurance policy is in full force and effect and will be in full force and effect upon the consummation of the transactions contemplated by this Agreement and the related PPTL. No claims have been made under such lender's title insurance policy, and no prior holder of the related Mortgage, including the Seller, has done, by act or omission, anything which would impair the coverage of such lender's title insurance policy. No originator, seller, prior owner of the Mortgage Loan or other Person has provided or received any unlawful fee, commission, kickback, or other compensation or value of any kind in connection with the title insurance policy.

(w)          Hazard Insurance: All buildings or other customarily insured improvements upon the Mortgaged Property are insured by an insurer acceptable under the Fannie Mae Guides, against loss by fire, hazards of extended coverage and such other hazards as are provided for in the Fannie Mae Guides or by the Freddie Mac Guides, in an amount representing coverage not less than the lesser of (i) the maximum insurable value of the improvements securing such Mortgage Loans and (ii) the greater of (a) the outstanding principal balance of the Mortgage Loan and (b) an amount such that the proceeds thereof shall be sufficient to prevent the Mortgagor and/or the Mortgagee from becoming a co-insurer. If the Mortgaged Property is a condominium unit, it is included under the coverage afforded by a blanket policy for the project. If required by the FDPA, the Mortgage Loan is covered by a flood insurance policy meeting the requirements of the current guidelines of the Federal Insurance Administration and conforming to Fannie Mae and Freddie Mac requirements, in an amount not less than the amount required by the FDPA. Such policy was issued by an insurer acceptable under the Fannie Mae Guides or the Freddie Mac Guides. The Mortgage obligates the Mortgagor thereunder to maintain all such insurance at the Mortgagor's cost and expense, and upon the Mortgagor's failure to do so, authorizes the holder of the Mortgage to maintain such insurance at the Mortgagor's cost and expense and to seek reimbursement therefor from the Mortgagor. All such standard hazard and flood policies are in full force and effect and on the date of origination contained a standard mortgagee clause naming the Seller and its successors in interest and assigns as loss payee; such clause is still in effect and all premiums due on any such policies have been paid in full. No originator, seller, prior owner of the Mortgage Loan, borrower or any other Person, has engaged in any act or omission that would impair the coverage of any such insurance policy, the benefits of the endorsement provided for therein, or the validity and binding effect of either, including, without limitation, the provision or receipt of any unlawful fee, commission, kickback, or other compensation or value of any kind. No action, inaction, or event has occurred and no state of facts exists or has existed that has resulted or will result in the exclusion from, denial of, or defense to coverage under any such insurance policies, regardless of the cause of such failure of coverage.

(x)          No Default: There is no default, breach, violation or event of acceleration existing under the Mortgage or the related Mortgage Note and no event which, with the passage of time or with notice and the expiration of any grace or cure period, would constitute a default, breach, violation or event permitting acceleration; and neither the Seller nor any prior mortgagee has waived any default, breach, violation or event permitting acceleration. No foreclosure action is currently threatened or has been commenced with respect to any Mortgaged Property.

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(y)          No Rescission: The Mortgage Note and the Mortgage are not subject to any right of rescission, set-off, counterclaim or defense, including, without limitation, the defense of usury, nor will the operation of any of the terms of the Mortgage Note or the Mortgage, or the exercise of any right thereunder, render the Mortgage Note or Mortgage unenforceable, in whole or in part, or subject to any right of rescission, set-off, counterclaim or defense, including the defense of usury, and no such right of rescission, set-off, counterclaim or defense has been asserted with respect thereto. The Mortgagor was not a debtor at the time of origination of the Mortgage Loan and is not currently a debtor in any state or federal bankruptcy or insolvency proceeding.

(z)          Enforceable Right of Foreclosure: The Mortgage relating to a Mortgaged Property contains customary and enforceable provisions such as to render the rights and remedies of the holder thereof adequate for the realization against such Mortgaged Property of the benefits of the security provided thereby. There is no homestead or other exemption (other than Servicemembers Civil Relief Act or similar state or local laws as identified on the Mortgage Loan Schedule) available to the Mortgagor which would interfere with the right to sell the Mortgaged Property at a trustee's sale or the right to foreclose on the Mortgage.

(aa)         Mortgaged Property is 1-4 Family: The Mortgaged Property consists of a single parcel of real property with a detached single family residence erected thereon, or a townhouse, or a two-to four-family dwelling, or an individual condominium unit in a condominium project, or an individual unit in a planned unit development or a de minimis planned unit development, provided, however, that no residence or dwelling is a mobile home. As of the date of origination, no portion of the Mortgaged Property was used for commercial purposes, and since the date of origination no portion of the Mortgaged Property has been used for commercial purposes.

(bb)         Mortgage Loan Qualifies for REMIC: Each Mortgage Loan constitutes a qualified mortgage under Section 860G(a)(3)(A) of the Code and Treasury Regulations Section 1.860G-2(a)(l).

(cc)         Original Mortgage Notes: The Seller has delivered to the Purchaser the original Mortgage Note with respect to each Mortgage Loan.

(dd)         Doing Business: All parties which have had any interest in the Mortgage, whether as Mortgagee, assignee, pledgee or otherwise, are (or, during the period in which they held and disposed of such interest, were) (A) in compliance with any and all applicable licensing requirements of the laws of the state wherein the Mortgaged Property is located and (B) (1) organized under the laws of such state, (2) qualified to do business in such state, (3) a federal savings and loan association, a national bank, a Federal Home Loan Bank or a savings bank having principal offices in such state or (4) not doing business in such state.

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(ee)         Loans Current / Prior Delinquencies: All payments due on a Mortgage Loan on or prior to the related Closing Date have been made as of the related Closing Date, no Mortgage Loan is Delinquent and no Mortgage Loan has been Delinquent during the preceding twelve-month period; no payment made on such Mortgage Loan has been dishonored; there are no material defaults under the terms of such Mortgage Loan; and neither the Seller nor any other party has advanced funds or induced, solicited or knowingly received any advance of funds from a party other than the owner of the Mortgaged Property subject to the Mortgage, directly or indirectly, for the payment of any amount required by the Mortgage Loan.

(ff)         [Reserved]

(gg)         Acceleration of Payments: The Mortgage contains the usual and enforceable provisions of the originator at the time of origination for the acceleration of the payment of the unpaid principal amount of the Mortgage Loan if the related Mortgaged Property is sold without the prior consent of the Mortgagee thereunder.

(hh)         [Reserved]

(ii)         Leasehold Interest Representation And Warranty: To the extent the Mortgage Loan is secured by a leasehold interest: (1) the borrower is the owner of a valid and subsisting interest as tenant under the lease and is not in default thereunder, (2) the lease is in full force and effect, and is unmodified, (3) all rents and other charges have been paid when due, (4) the lessor under the lease is not in default, (5) the execution, delivery, and performance of the Mortgage do not require the consent (other than the consents that have been obtained and are in full force and effect) under, and will not violate or cause a default under, the terms of the lease, (6) the lease is assignable or transferable, (7) the term of such lease does not terminate earlier than five years after the maturity date of the Mortgage Note, (8) the lease does not provide for termination of the lease in the event of the borrower's default without written notice to the Mortgagee and a reasonable opportunity to cure the default, (9) the lease permits the mortgaging of the related Mortgaged Property and (10) the lease protects the Mortgagee's interests in the event of a property condemnation.

(jj)         Sole Collateral: As of the related Closing Date, the Mortgage Note is not and has not been secured by any collateral other than the lien of the corresponding Mortgage and the security interest of any applicable security agreement or chattel mortgage referred to in clause (m) above, and such collateral does not serve as security for any other obligation.

(kk)         Full Disclosure: The Mortgagor has received all disclosure materials required by applicable law with respect to the making of fixed rate or adjustable rate mortgage loans, as applicable.

(ll)         No Graduated Payments: The Mortgage Loan does not contain “graduated payment” features, does not have a shared appreciation or other contingent interest feature and does not contain any buydown provisions.

(mm)         No Negative Amortization Loans: The Mortgage Loans have an original term to maturity of not more than 30 years, with interest payable in arrears on the first day of each month. Each Mortgage Note requires a monthly payment which is sufficient to fully amortize the original principal balance over the original term thereof (except in the case of interest only loans) and to pay interest at the related Mortgage Interest Rate. No Mortgage Loan contains terms or provisions which would result in negative amortization.

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(nn)         Recordable: As to any Mortgage Loan which is not a MERS Mortgage Loan, the Assignment of Mortgage is in recordable form and is acceptable for recording under the laws of the jurisdiction in which the Mortgaged Property is located.

(oo)         Payment Terms: Payments on the Mortgage Loan commenced no more than sixty (60) days after the funds were disbursed in connection with the Mortgage Loan. The Mortgage Note is payable on the first day of each month in equal monthly installments of principal and interest (if not an interest only loan), with interest calculated and payable in arrears, sufficient to amortize the Mortgage Loan fully by the stated maturity date, over an original term of not more than thirty years from commencement of amortization.

(pp)         Condominiums: If the Mortgaged Property is a condominium unit or a planned unit development (other than a de minimis planned unit development), or stock in a cooperative housing corporation, such condominium, cooperative or planned unit development project meets the eligibility requirements of Fannie Mae and Freddie Mac.

(qq)         Servicemembers’ Civil Relief Act: The Mortgagor has not notified the Seller that it is requesting relief under the Servicemembers' Civil Relief Act, and the Seller has no knowledge of any relief requested or allowed to the Mortgagor under the Servicemembers' Civil Relief Act.

(rr)         Construction: As of the related Closing Date, no Mortgage Loan was in construction or rehabilitation status and no trade-in or exchange of a Mortgaged Property has been facilitated.

(ss)         Qualified Lender: The Mortgage Loan was originated by a Mortgagee approved by the Secretary of Housing and Urban Development pursuant to Sections 203 and 211 of the National Housing Act, a savings and loan association, a savings bank, a commercial bank, credit union, insurance company or similar institution supervised and examined by a federal or state authority.

(tt)         No Ground Leases: No Mortgaged Property is subject to a ground lease.

(uu)         No Additional Fees: With respect to any broker fees collected and paid on any of the Mortgage Loans, all such fees have been properly assessed to the Mortgagor and no claims will arise as to such fees that are double charged and for which the Mortgagor would be entitled to reimbursement.

(vv)         Home Ownership and Equity Protection Act 1994: None of the Mortgage Loans are subject to the Home Ownership and Equity Protection Act of 1994 or any comparable state law.

(ww)         No Single Credit Insurance: None of the proceeds of the Mortgage Loan were used to finance single premium credit insurance policies.

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(xx)        Principal Advances: Any principal advances made to the Mortgagor prior to the related Closing Date have been consolidated with the outstanding principal amount secured by the Mortgage, and the secured principal amount, as consolidated, bears a single interest rate and single repayment term. The lien of the Mortgage securing the consolidated principal amount is expressly insured as having first lien priority by a title insurance policy, an endorsement to the policy insuring the Mortgagee's consolidated interest or by other title evidence acceptable to Fannie Mae and Freddie Mac. The consolidated principal amount does not exceed the original principal amount of the Mortgage Loan.

(yy)         Interest Calculation: Interest on each Mortgage Loan is calculated on the basis of a 360-day year consisting of twelve 30-day months.

(zz)         No Balloon Loans: No Mortgage Loan is a balloon loan.

(aaa)        MERS Mortgage Loans: With respect to each MERS Mortgage Loan, a MIN has been assigned by MERS and such MIN is accurately provided on the Mortgage Loan Schedule. The related Assignment of Mortgage to MERS has been duly and properly recorded. With respect to each MERS Mortgage Loan, the Seller has not received any notice of liens or legal actions with respect to such Mortgage Loan and no such notices have been electronically posted by MERS.

(bbb)        Credit Reporting: With respect to each Mortgage Loan, the Seller has fully and accurately furnished complete information on the related borrower credit files to Equifax, Experian and Trans Union Credit Information in accordance with the Fair Credit Reporting Act and its implementing regulations.

(ccc)        Servicing. The Mortgage Loans have been serviced in accordance with all Applicable Requirements.

(ddd)        Loan Type. No Mortgage Loan is a “pay option ARM,” “pick-a-payment” or similar type of mortgage loan or a home equity revolving line of credit.

(eee)        Flood Certifications. Unless otherwise agreed upon by the Seller and the Purchaser, each Mortgage Loan is covered by a life of loan, transferable flood certification contract assignable to the Purchaser.

Subsection 7.02 Seller Representations and Covenants.

The Seller hereby represents, warrants and covenants to the Purchaser that, as to itself as of the related Closing Date (or such other date as is specified below):

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(a)          It is a corporation, duly organized, validly existing, and in good standing under the laws of the State of Michigan and has all licenses necessary to carry on its business as now being conducted and is licensed, qualified and in good standing in the states where each Mortgaged Property is located if the laws of such state require licensing or qualification in order to conduct business of the type conducted by it. It is an approved seller in good standing of conventional residential mortgage loans for Fannie Mae or Freddie Mac and is a HUD-approved mortgagee under Section 203 of the National Housing Act. It has corporate power and authority to execute and deliver this Agreement and to perform in accordance herewith; the execution, delivery and performance of this Agreement (including all instruments of transfer to be delivered pursuant to this Agreement) by it and the consummation of the transactions contemplated hereby have been duly and validly authorized. This Agreement, assuming due authorization, execution and delivery by the Purchaser, evidences the legal, valid, binding and enforceable obligation of it, subject to applicable law except as enforceability may be limited by (i) bankruptcy, insolvency, liquidation, receivership, moratorium, reorganization or other similar laws affecting the enforcement of the rights of creditors and (ii) general principles of equity, whether enforcement is sought in a proceeding in equity or at law. All requisite corporate action has been taken by it to make this Agreement valid and binding upon it in accordance with the terms of this Agreement.

(b)          No consent, approval, authorization or order is required for the transactions contemplated by this Agreement from any court, governmental agency or body, or federal or state regulatory authority having jurisdiction over it or, if required, such consent, approval, authorization or order has been or will, prior to the related Closing Date, be obtained.

(c)          The consummation of the transactions contemplated by this Agreement are in its ordinary course of business and will not result in the breach of any term or provision of its articles of association or by-laws or result in the breach of any term or provision of, or conflict with or constitute a default under or result in the acceleration of any obligation under, any agreement, indenture or loan or credit agreement or other instrument to which it or its property is subject, or result in the violation of any law, rule, regulation, order, judgment or decree to which it or its property is subject.

(d)          Its transfer, assignment and conveyance of the Mortgage Notes and the Mortgages pursuant to this Agreement are not subject to the bulk transfer or any similar statutory provisions in effect in any applicable jurisdiction.

(e)          There is no action, suit, proceeding or investigation pending or, to its best knowledge, threatened against it which, either individually or in the aggregate, would result in any material adverse change in its business, operations, financial condition, properties or assets, or in any material impairment of its right or ability to carry on its business substantially as now conducted or which would draw into question the validity of this Agreement or the Mortgage Loans or of any action taken or to be taken in connection with its obligations contemplated herein, or which would materially impair its ability to perform under the terms of this Agreement.

(f)          To the best of the Seller’s knowledge, the Seller is not in material default under any agreement, contract, instrument or indenture to which the Seller is a party or by which it (or any of its assets) is bound, which default would have a material adverse effect on the ability of the Seller to perform under this Agreement, nor, to the best of the Seller’s knowledge, has any event occurred which, with the giving of notice, the lapse of time or both, would constitute a default under any such agreement, contract, instrument or indenture and have a material adverse effect on the ability of the Seller to perform its obligations under this Agreement.

(g)          It does not believe, nor does it have any reason or cause to believe, that it cannot perform each and every covenant contained in this Agreement.

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(h)          As of the Servicing Transfer Date, the Seller has previously serviced and administered the Mortgage Loans in accordance with Customary Servicing Procedures, all applicable federal, state and local laws and the related Mortgage Notes and Mortgages.

(i)           It has determined that the disposition of the Mortgage Loans pursuant to this Agreement will be afforded sale treatment for accounting and tax purposes.

(j)          It is solvent and the sale of the Mortgage Loans will not cause it to become insolvent. The sale of the Mortgage Loans is not undertaken with the intent to hinder, delay or defraud any of its creditors.

(k)          It has not dealt with any broker, investment banker, agent or other person that may be entitled to any commission or compensation in connection with the sale of the Mortgage Loans.

(l)          To the best of the Seller’s knowledge, neither this Agreement nor any statement, report or other agreement, document or instrument furnished or to be furnished by the Seller to the Purchaser pursuant to this Agreement contains any materially untrue statement of fact or omits to state a fact necessary to make the statements contained therein not misleading. For purposes of this Subsection 7.02(l), the Seller’s knowledge includes any facts or information known to the Chief Executive Officer, Vice-Chairman, Chief Financial Officer, Chief Risk Officer, President of Wholesale, President of Retail, Chief Operating Officer, General Counsel, Chief Information Officer, Head of Human Resources, Head of Underwriting, Chief Compliance Officer or Head of Secondary or, in each case, the equivalent of such positions.

(m)          (i)          The Seller covenants that the transfer of servicing of each Mortgage Loan from the Seller to the Servicer shall be complete in all material respects by the related Servicing Transfer Date, and the transfer shall be in accordance with the Servicing Transfer Instructions.

(ii)         Unless otherwise mutually agreed to by the Seller and the Purchaser, if a breach of the covenant described in Subsection 7.02(m)(i) continues for more than five (5) Business Days following the related Transfer Date, the Seller shall be required to repurchase the related Mortgage Loan at the Repurchase Price, and such repurchase shall be accomplished by wire transfer of the amount of the Repurchase Price to an account designated by the Purchaser.

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Subsection 7.03 Repurchase; Substitution.

(a)          It is understood and agreed that the representations and warranties set forth in Sections 7.01 and 7.02 shall survive the sale of the Mortgage Loans and delivery of the Mortgage File to the Purchaser, or its designee, and shall inure to the benefit of the Purchaser, notwithstanding any restrictive or qualified endorsement on any Mortgage Note or Assignment or the examination, or lack of examination, of any Mortgage Loan Document. Upon discovery by the Seller or the Purchaser of a breach of any of the foregoing representations and warranties which materially and adversely affects the value of the Mortgage Loans or the interest of the Purchaser in the Mortgage Loans (or which materially and adversely affects the value of a particular Mortgage Loan or the interest of the Purchaser in a particular Mortgage Loan in the case of a representation and warranty relating to such particular Mortgage Loan), the party discovering such breach shall give prompt written notice to the other. A breach of representations and warranties in Sections 7.01(h), (bb) and (vv) shall be deemed to materially and adversely affect the value of the related Mortgage Loan or the interest of the Purchaser in any Mortgage Loan. With respect to the representations and warranties contained in Sections 7.01 and 7.02 that are made to the Seller’s knowledge or to the best of Seller’s knowledge, if it is discovered by either the Seller or the Purchaser that the substance of such representation and warranty is inaccurate and such inaccuracy materially and adversely affects the value of the related Mortgage Loan or the interest of the Purchaser in the related Mortgage Loan, the Purchaser shall be entitled to all the remedies to which it would be entitled for a breach of representation or warranty, including, without limitation, the repurchase requirements contained herein, notwithstanding Seller’s lack of knowledge with respect to the inaccuracy at the time the representation or warranty was made. The Seller shall have a period of ninety (90) days from the earlier of its discovery or its receipt of notice of any such breach within which to correct or cure such breach; provided, however, that if a Mortgage Loan has been transferred to a REMIC and the breach is with respect to the representation and warranty in Section 7.01(bb), the Seller shall have a period of ninety (90) days from its discovery of such breach within which to cure such breach. The Seller hereby covenants and agrees that if any such breach is not corrected or cured within such ninety (90) day period, the Seller shall, at the Purchaser’s option, (i) repurchase such Mortgage Loan at the Repurchase Price, (ii) substitute a mortgage loan for the defective Mortgage Loan as provided below or (iii) except for a breach of the representation and warranty in Section 7.01(bb), make an indemnification payment in an amount equal to the reduction in value of such Mortgage Loan as a result of such breach, such payment to be made in the manner set forth above in respect of the Purchase Price of a repurchased Mortgage Loan. In the event that any such breach shall involve any representation or warranty set forth in Section 7.02, and such breach is not cured within ninety (90) days of the earlier of either discovery by or notice to the Seller of such breach, all Mortgage Loans that are materially and adversely affected by such breach shall, at the option of the Purchaser, be repurchased by the Seller at the Repurchase Price. Any such repurchase shall be accomplished by wire transfer of the amount of the Repurchase Price to an account designated by the Purchaser. If the breach of representation and warranty that gave rise to the obligation to repurchase or substitute a Mortgage Loan pursuant to this Section 7.03(a) was the representation and warranty set forth in clause (e) or (h) of Section 7.01, then the Seller shall pay to the Purchaser, concurrently with and in addition to the remedies provided in this Section 7.03(a), an amount equal to any liability, penalty or expense that was actually incurred and paid out of or on behalf of the Purchaser, and that directly resulted from such breach, or if incurred and paid by the Purchaser thereafter, concurrently with such payment.

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(b)          If the Seller is required to repurchase any Mortgage Loan pursuant to this Subsection 7.03 as a result of a breach of any of the representations and warranties set forth in Subsection 7.01, the Seller may, with the Purchaser’s prior consent, within two (2) years from the related Closing Date, remove such defective Mortgage Loan from the terms of this Agreement and substitute another mortgage loan for such defective Mortgage Loan, in lieu of repurchasing such defective Mortgage Loan. Any Substitute Mortgage Loan shall (a) have a principal balance at the time of substitution not in excess of the principal balance of the Deleted Mortgage Loan (the amount of any difference, plus one month’s interest thereon at the Mortgage Loan Remittance Rate borne by the Deleted Mortgage Loan, being paid by the Seller and deemed to be a Principal Prepayment to an account designated by the Purchaser), (b) have a Mortgage Interest Rate not less than, and not more than one percentage point greater than, the Mortgage Interest Rate of the Deleted Mortgage Loan or in the case of an Adjustable Rate Mortgage Loan, have the same index, a margin that is not less than the margin of the Deleted Mortgage Loan and Adjustment Dates that are the same frequency as that of the Deleted Mortgage Loan, (c) have a remaining term to stated maturity not later than, and not more than one year less than, the remaining term to stated maturity of the Deleted Mortgage Loan, (d) be, in the reasonable determination of the Purchaser, of the same type, quality and character (including location of the Mortgaged Property) as the Deleted Mortgage Loan as if the breach had not occurred, (e) have a Loan-to-Value Ratio at origination no greater than that of the Deleted Mortgage Loan, (f) have the same lien priority as that of the Deleted Mortgage Loan and (g) be, in the reasonable determination of the Purchaser, in material compliance with the representations and warranties contained in this Agreement and described in Subsection 7.01 as of the date of substitution.

(c)          The Seller shall amend the related Mortgage Loan Schedule to reflect the withdrawal of the Deleted Mortgage Loan from this Agreement and the substitution of such substitute Mortgage Loan therefor. Upon such amendment, the Purchaser shall review the Mortgage File delivered to it relating to the substitute Mortgage Loan. The Monthly Payment on a substitute Mortgage Loan due on the Due Date in the month of substitution shall be the property of the Seller and the Monthly Payment on the Deleted Mortgage Loan for which the substitution is made due on such date shall be the property of the Purchaser.

(d)          It is understood and agreed that the obligation of the Seller set forth in this Subsection 7.03 to cure, repurchase or substitute for a defective Mortgage Loan, and to indemnify the Purchaser pursuant to Subsection 12.01, constitutes the sole remedies of the Purchaser respecting a breach of the foregoing representations and warranties. If the Seller fails to repurchase or substitute for a defective Mortgage Loan in accordance with this Subsection 7.03, or fails to cure a defective Mortgage Loan to the Purchaser’s reasonable satisfaction in accordance with this Subsection 7.03, or to indemnify the Purchaser pursuant to Subsection 12.01, that failure shall be an Event of Default and the Purchaser shall be entitled to pursue all available remedies. No provision of this paragraph shall affect the rights of the Purchaser to terminate this Agreement for cause, as set forth in Subsections 13.01 and 14.01.

(e)          Any cause of action against the Seller relating to or arising out of the breach of any representations and warranties made in Subsections 7.01 and 7.02 shall accrue as to any Mortgage Loan upon (i) notice thereof by the Purchaser to the Seller (ii) failure by the Seller to cure such breach or repurchase such Mortgage Loan as specified above, and (iii) demand upon the Seller by the Purchaser for compliance with this Agreement.

(f)          In the event that any Mortgage Loan is held by a REMIC, notwithstanding any contrary provision of this Agreement, with respect to any Mortgage Loan that is not in default or as to which no default is imminent, Purchaser may, in connection with any repurchase or substitution of a defective Mortgage Loan pursuant to this Subsection 7.03, require that the Seller deliver, at the Seller’s expense, an Opinion of Counsel to the effect that such repurchase or substitution will not (i) result in the imposition of taxes on “prohibited transactions” of such REMIC (as defined in Section 860F of the Code) or otherwise subject the REMIC to tax, or (ii) cause the REMIC to fail to qualify as a REMIC at any time.

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(g)          [Reserved].

(h)          The parties agree that the resolution of any controversy or claim arising out of or relating to an obligation or alleged obligation of the Seller to repurchase a Mortgage Loan due to a breach of a representation or warranty contained in Section 7.01 hereof shall be by Arbitration.

If any allegation of a breach of a representation or warranty made in Section 7.01 has not been resolved to the satisfaction of both the Purchaser and the Seller, either party may commence Arbitration to resolve the dispute; provided that a party may commence Arbitration with respect to one or more unresolved allegations only during the months of January, April, July and October, and all matters with respect to which Arbitration has been commenced in any such month shall be heard in a single Arbitration in the immediately following month or as soon as practicable thereafter. To commence Arbitration, the moving party shall deliver written notice to the other party that it has elected to pursue Arbitration in accordance with this Section 7.03(h), provided that if the Seller has not responded to the Purchaser's notification of a breach of a representation and warranty, the Purchaser shall not commence Arbitration with respect to that breach before 60 days following such notification in order to provide the Seller with an opportunity to respond to such notification. Within 10 Business Days after a party has provided notice that it has elected to pursue Arbitration, each party may submit the names of one or more proposed Arbitrators to the other party in writing. If the parties have not agreed on the selection of an Arbitrator within five Business Days after the first such submission, then the party commencing Arbitration shall, within the next 5 business days, notify the American Arbitration Association in New York, NY and request that it appoint a single Arbitrator with experience in arbitrating disputes arising in the financial services industry.

It is the intention of the parties that Arbitration shall be conducted in as efficient and cost-effective a manner as is reasonably practicable, without the burden of discovery. Accordingly, the Arbitrator will resolve the dispute on the basis of a review of the written correspondence between the parties (including any supporting materials attached to such correspondence) conveyed by the parties to each other in connection with the dispute prior to the delivery of notice to commence Arbitration; however, upon a showing of good cause, a party may request the Arbitrator to direct the production of such additional information, evidence and/or documentation from the parties that the Arbitrator deems appropriate. If requested by the Arbitrator or any party, any hearing with respect to an Arbitration shall be conducted by video conference or teleconference except upon the agreement of both parties or the request of the Arbitrator.

The finding of the Arbitrator shall be final and binding upon the parties. Judgment upon any arbitration award rendered may be entered and enforced in any court of competent jurisdiction. The costs of the Arbitrator shall be shared equally between both parties. Each party, however, shall bear its own attorneys fees and costs in connection with the Arbitration.

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Subsection 7.04 Repurchase of Mortgage Loans With Early Payment Default.

If a Monthly Payment becomes Delinquent by one (1) or more scheduled Monthly Payments at any time on or prior to the first day of the third calendar month following the date of origination of the Mortgage Loan (or such other earlier date set forth in the related PPTL), then the Seller, at the Purchaser’s option, shall (a) promptly repurchase the related Mortgage Loan from the Purchaser in accordance with the procedures set forth in Subsection 7.03 hereof, however, any such repurchase shall be made at the Purchase Price (less any amounts received with respect to such Mortgage Loan), or (b) substitute a mortgage loan acceptable to the Purchaser in accordance with Subsection 7.03 hereof.

Subsection 7.05 Purchase Price Protection.

With respect to any Mortgage Loan that prepays in full on or prior to the last day of the third full month following the related Closing Date (or such other earlier date set forth in the related PPTL), the Seller shall reimburse the Purchaser an amount equal to the product of (a) the amount by which Purchase Price Percentage paid by the Purchaser to the Seller for such Mortgage Loan exceeds 100% and (b) the outstanding principal balance of the Mortgage Loan as of the Cut-off Date, reduced by the amount of any Prepayment Charge collected. Such payment shall be made within thirty (30) days of such payoff.

SECTION 8. Closing.

Subsection 8.01 Closing Conditions.

The closing for the purchase and sale of each Mortgage Loan Package shall take place on the respective Closing Date. The closing shall be either by telephone, confirmed by letter or wire as the parties hereto shall agree, or conducted in person, at such place as the parties hereto shall agree.

The closing for each Mortgage Loan Package shall be subject to the satisfaction of each of the following conditions:

(a)          the Seller shall have delivered to the Purchaser the related Mortgage Loan Schedule and an electronic data file containing information on a loan-level basis;

(b)          all of the representations and warranties of the Seller under this Agreement shall be true and correct as of the related Closing Date (or, with respect to Subsection 7.01, such other date specified therein) in all material respects and no default shall have occurred hereunder which, with notice or the passage of time or both, would constitute an Event of Default hereunder;

(c)          the Purchaser shall have received from the custodian an initial certification with respect to its receipt of the Mortgage Loan Documents for the related Mortgage Loans;

(d)          the Purchaser shall have received originals of the related PPTL executed by the Seller and a funding memorandum setting forth the Purchase Price(s) for the Mortgage Loan Package; and

(e)          all other terms and conditions of this Agreement and the related PPTL to be satisfied by the Seller shall have been complied with in all material respects.

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Upon satisfaction of the foregoing conditions, the Purchaser shall pay to the Seller on such Closing Date the Purchase Price for the related Mortgage Loan Package pursuant to Section 4 of this Agreement.

Subsection 8.02 Closing Documents.

(a)          On or before the initial Closing Date, the Seller shall submit to the Purchaser fully executed originals of the following documents:

(i)          this Agreement, in four counterparts;

(ii)         if requested by the Purchaser, a letter confirming the account name and number of the Custodial Account in a form to be provided by the Purchaser;

(iii)        if requested by the Purchaser, a letter confirming the account name and number of the Escrow Account in a form to be provided by the Purchaser; and

(b)          On or before each Closing Date, the Seller shall submit to the Purchaser fully executed originals of the following documents:

(i)          the related PPTL;

(ii)         the related Mortgage Loan Schedule;

(iii)        the Purchaser shall have received from its custodian an initial certification with respect to its receipt of the Mortgage Loan Documents for the related Mortgage Loans;

(iv)        a certificate or other evidence of merger or change of name, signed or stamped by the applicable regulatory authority, if any of the Mortgage Loans were acquired by the Seller by merger or acquired or originated by the Seller while conducting business under a name other than its present name, if applicable.

SECTION 9. [Reserved.]

SECTION 10. Costs.

The Seller shall pay any commissions due its salespeople and the legal fees and expenses of its attorneys. The Purchaser shall pay the cost of delivering the Mortgage Files to the Purchaser or its designee, the cost of recording the Assignments of Mortgage and all other costs and expenses incurred in connection with the sale of the Mortgage Loans by the Seller to the Purchaser, including without limitation the Purchaser’s attorneys’ fees. The Seller shall pay the cost of delivering the Mortgage Loan Documents to the Purchaser or its designee for each related Closing Date.

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SECTION 11. Interim Servicing; Servicing Transfer.

Subsection 11.01 Temporary Servicing of Mortgage Loans.

This Section 11 shall apply during the Interim Servicing Period, but only to the extent that funds collected and received pursuant to any Mortgage Loan during the Interim Servicing Period are payable to the Purchaser. All funds collected and received pursuant to each Mortgage Loan during the Interim Servicing Period that are payable to the Purchaser shall be applied in accordance with this Section 11 and the Servicing Transfer Instructions. All payments received in respect of the Mortgage Loans after the Servicing Transfer Date shall be applied in accordance with the Servicing Transfer Instructions. The Seller agrees to comply with the Customary Servicing Procedures during the Interim Servicing Period.

(a)          The Seller, as an independent contractor, shall service and administer the Mortgage Loans on behalf of the Purchaser from and after the Closing Date through the Servicing Transfer Date in accordance with this Agreement, the Servicing Transfer Instructions, Customary Servicing Procedures and the terms of the Mortgage Notes and Mortgages, and shall have full power and authority, acting alone or through subservicers or agents, to do or cause to be done any and all things in connection with such servicing and administration which the Seller may deem necessary or desirable and consistent with the terms of this Agreement. The Seller may perform its servicing responsibilities through agents or independent contractors, but shall not thereby be released from any of its responsibilities hereunder. Notwithstanding anything to the contrary, the Seller may delegate any of its duties under this Agreement to one or more of its affiliates without regard to any of the requirements of this section; provided, however, that the Seller shall not be released from any of its responsibilities hereunder by virtue of such delegation. The Mortgage Loans may be subserviced by one or more unaffiliated subservicers on behalf of the Seller provided each subservicer is a Fannie Mae approved seller/servicer or a Freddie Mac approved seller/servicer in good standing, and no event has occurred, including but not limited to a change in insurance coverage, that would make it unable to comply with the eligibility for seller/servicers imposed by Fannie Mae or Freddie Mac, or which would require notification to Fannie Mae or Freddie Mac. The Seller shall pay all fees and expenses of the subservicer from its own funds (provided that, for the avoidance of doubt, such fees and expenses may be withheld or withdrawn by a subservicer from collections on the Mortgage Loans to the same extent that the Seller is permitted pursuant to this Agreement and any such expenditures that would constitute Servicing Advances if made by the Seller hereunder shall be reimbursable to the Seller as Servicing Advances).

(b)          It is further understood and agreed that the interim servicing obligations of the Seller hereunder shall be limited to such servicing and collection activities as are necessary for preserving the Purchaser’s interest in the Mortgage Loans on a temporary basis, and that the servicing of the Mortgage Loans is intended by Seller and Purchaser to be transferred to the Purchaser or its designee on or before the Servicing Transfer Date. In no event shall the Seller service, or bear any obligation for the servicing of, any Mortgage Loan that has been subject to any Securitization Transaction, and the Purchaser covenants and agrees that it will complete the transfer of servicing of any Mortgage Loan from the Seller prior to including such Mortgage Loan in any Securitization Transaction.

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(c)          At the cost and expense of the Seller, without any right of reimbursement from the Custodial Account, the Seller shall be entitled to terminate the rights and responsibilities of a subservicer and arrange for any servicing responsibilities to be performed by a successor subservicer meeting the requirements in the preceding paragraph; provided, however, that nothing contained herein shall be deemed to prevent or prohibit the Seller, at the Seller’s option, from electing to service the related Mortgage Loans itself. If the Seller’s responsibilities and duties under this Agreement are terminated and if requested to do so by the Purchaser, the Seller shall at its own cost and expense terminate the rights and responsibilities of the subservicer as soon as is reasonably possible. The Seller shall pay all fees, expenses or penalties necessary in order to terminate the rights and responsibilities of the subservicer from the Seller’s own funds without reimbursement from the Purchaser.

(d)          The Seller shall be entitled to enter into an agreement with the subservicer for indemnification of the Seller by the subservicer and nothing contained in this Agreement shall be deemed to limit or modify such indemnification.

(e)          Any subservicing agreement and any other transactions or services relating to the Mortgage Loans involving the subservicer shall be deemed to be between the subservicer and Seller alone, and the Purchaser shall have no obligations, duties or liabilities with respect to the subservicer including no obligation, duty or liability of the Purchaser to pay the subservicer’s fees and expenses. For purposes of distributions and advances by the Seller pursuant to this Agreement, the Seller shall be deemed to have received a payment on a Mortgage Loan when the subservicer has received such payment. The Seller shall not make any amendment to any agreement with a subservicer if such amendment is not consistent with or violates the provisions of this Agreement, or if such amendment could be reasonably expected to be materially adverse to the interests of the Purchaser.

(f)          The Seller shall not waive, modify or vary any term of any Mortgage Loan or consent to the postponement of strict compliance with any such term or in any manner grant indulgence to any Mortgagor without the prior written approval of the Purchaser.

(g)          Whether in connection with the foreclosure of a Mortgage Loan approved by the Purchaser or otherwise, the Seller shall from its own funds make all necessary and proper Servicing Advances; provided, however, that the Seller is not required to make a Servicing Advance unless the Seller determines in the exercise of its good faith judgment that such Servicing Advance would ultimately be recoverable from REO Disposition Proceeds, Insurance Proceeds or Condemnation Proceeds of the related Mortgaged Property (with respect to each of which the Seller shall have the priority described in Subsection 11.05 for purposes of withdrawals from the Custodial Account). Any Servicing Advance that would cause the amount of unreimbursed Servicing Advances for a particular Mortgage Loan to exceed $1,500 shall be made only after notification of the Purchaser.

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(h)          Notwithstanding anything to the contrary contained herein, in connection with a foreclosure or acceptance of a deed in lieu of foreclosure, in the event the Seller has reasonable cause to believe that a Mortgaged Property is contaminated by hazardous or toxic substances or wastes, or if the Purchaser otherwise requests an environmental inspection or review of such Mortgaged Property, such an inspection or review is to be conducted by a qualified inspector at the Purchaser’s expense. Upon completion of the inspection, the Seller shall promptly provide the Purchaser with a written report of the environmental inspection. In the event (i) the environmental inspection report indicates that the Mortgaged Property is contaminated by hazardous or toxic substances or wastes and (ii) the Purchaser directs the Seller to proceed with foreclosure or acceptance of a deed in lieu of foreclosure, the Seller shall be reimbursed for all reasonable costs associated with such foreclosure or acceptance of a deed in lieu of foreclosure and any related environmental clean up costs, as applicable, from the related Liquidation Proceeds, or if the Liquidation Proceeds are insufficient fully to reimburse the Seller, the Seller shall be entitled to be reimbursed from amounts in the Custodial Account pursuant to Subsection 11.05 hereof. In the event the Purchaser directs the Seller not to proceed with foreclosure or acceptance of a deed in lieu of foreclosure, the Seller shall be reimbursed for all Servicing Advances made with respect to the related Mortgaged Property from the Custodial Account pursuant to Subsection 11.05 hereof. Servicing Advances for which the Seller has not been reimbursed as of the Servicing Transfer Date shall be reimbursed in accordance with the Servicing Transfer Instructions.

Subsection 11.02 Directions by Purchaser During Interim Servicing Period.

During the Interim Servicing Period, in the event that any payment due under any Mortgage Loan is not paid when the same becomes due and payable (after giving effort to any applicable grace period), or in the event the Mortgagor fails to perform any other covenant or obligation under the Mortgage Loan and such failure continues beyond any applicable grace period, the Seller shall so notify the Purchaser and shall take such action as it is directed by the Purchaser.

Subsection 11.03 Collection of Mortgage Loan Payments.

Continuously from the date hereof until the earlier of (i) the date on which principal and interest on all Mortgage Loans are paid in full and (ii) the Servicing Transfer Date, the Seller will proceed diligently, in accordance with this Agreement, to collect all payments due under each of the Mortgage Loans when the same shall become due and payable. Further, the Seller will in accordance with Customary Servicing Procedures ascertain and estimate taxes, assessments, fire and hazard insurance premiums, premiums for Primary Mortgage Insurance Policies, and all other charges that, as provided in any Mortgage, will become due and payable to the end that the installments payable by the Mortgagors will be sufficient to pay such charges as and when they become due and payable.

Mortgage Loan payments received by the Seller will be deposited within one Business Day of receipt into a clearing account that is an Eligible Account. The Mortgage Loan payments may be commingled with payments of other mortgagors and investors for up to two Business Days prior to the Seller depositing the Mortgage Loan payments in the Custodial Account. Such clearing account shall not be used for operational or corporate purposes of the Seller.

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Subsection 11.04 Establishment of Custodial Account; Deposits in Custodial Account.

The Seller shall segregate and hold all funds collected and received pursuant to each Mortgage Loan separate and apart from any of its own funds and general assets and shall establish and maintain one or more Custodial Accounts (collectively, the “Custodial Account”), titled “Shore Financial Services, Inc., in trust for Redwood Residential Acquisition Corporation as Purchaser of Mortgage Loans and various Mortgagors.” Such Custodial Account shall be an Eligible Account established with a commercial bank, a savings bank or a savings and loan association (which may be a depository affiliate of the Seller) which meets the guidelines set forth by Fannie Mae or Freddie Mac as an eligible depository institution for custodial accounts. The Custodial Account shall initially be established and maintained at JPMorgan Chase Bank, N.A., or any successor thereto, and shall not be transferred to any other depository institution without the Purchaser’s approval, which shall not unreasonably be withheld. In any case, the Custodial Account shall be insured by the FDIC in a manner which shall provide maximum available insurance thereunder and which may be drawn on by the Seller.

The Seller shall deposit in the Custodial Account in accordance with Subsection 11.03, and retain therein the following payments and collections received or made by it subsequent to the related Cut-off Date (other than in respect of principal and interest on the Mortgage Loans due on or before the related Cut-off Date):

(a)          all payments on account of principal, including Principal Prepayments, on the Mortgage Loans;

(b)          all payments on account of interest on the Mortgage Loans adjusted to the related Mortgage Loan Remittance Rate;

(c)          all Liquidation Proceeds;

(d)          all proceeds received by the Seller under any title insurance policy, hazard insurance policy, Primary Mortgage Insurance Policy or other insurance policy other than proceeds to be held in the Escrow Account and applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor in accordance with Customary Servicing Procedures;

(e)          all awards or settlements in respect of condemnation proceedings or eminent domain affecting any Mortgaged Property which are not released to the Mortgagor in accordance with Customary Servicing Procedures;

(f)          any amount required to be deposited in the Custodial Account pursuant to Subsections 11.15 and 11.19;

(g)          any amount required to be deposited by the Seller in connection with any REO Property pursuant to Subsection 11.13;

(h)          all amounts required to be deposited by the Seller in connection with shortfalls in principal amount of Substitute Mortgage Loans pursuant to Subsection 7.03;

(i)          [reserved]; and

(j)          amounts required to be deposited by the Seller in connection with the deductible clause of any hazard insurance policy.

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The foregoing requirements for deposit in the Custodial Account shall be exclusive, it being understood and agreed that, without limiting the generality of the foregoing, payments in the nature of late payment charges, assumption fees and other ancillary fees need not be deposited by the Seller in the Custodial Account.

The funds in the Custodial Account shall remain uninvested.

Subsection 11.05 Withdrawals From the Custodial Account.

The Seller shall, from time to time during the Interim Servicing Period, withdraw funds from the Custodial Account for the following purposes:

(a)          to make payments to the Purchaser in the amounts and in the manner provided for in Subsection 11.15;

(b)          [reserved];

(c)          to reimburse itself for any unpaid Servicing Fees and for unreimbursed Servicing Advances, the Seller’s right to reimburse itself pursuant to this subclause (c) with respect to any Mortgage Loan being limited to related Liquidation Proceeds, Condemnation Proceeds, Insurance Proceeds and such other amounts as may be collected by the Seller from the related Mortgagor or otherwise relating to the Mortgage Loan, it being understood that, in the case of any such reimbursement, the Seller’s right thereto shall be prior to the rights of the Purchaser unless the Seller is required to repurchase a Mortgage Loan pursuant to Subsection 7.03, in which case the Seller’s right to such reimbursement shall be subsequent to the payment to the Purchaser of the related Repurchase Price pursuant to Subsection 7.03, and all other amounts required to be paid to the Purchaser with respect to such Mortgage Loan;

(d)          to reimburse itself for unreimbursed Servicing Advances, to the extent that such amounts are nonrecoverable (as certified by the Seller to the Purchaser in an Officer’s Certificate) by the Seller pursuant to subclause (c) above, provided that the Mortgage Loan for which such advances were made is not required to be repurchased by the Seller pursuant to Subsection 7.03;

(e)          to reimburse itself for expenses incurred by and reimbursable to it pursuant to Subsection 12.01;

(f)          [reserved];

(g)          to pay to itself any interest earned or any investment earnings on funds deposited in the Custodial Account, net of any losses on such investments;

(h)          to withdraw any amounts inadvertently deposited in the Custodial Account; and

(i)          to clear and terminate the Custodial Account upon the termination of this Agreement.

Upon request, the Seller will provide the Purchaser with copies of reasonably acceptable invoices or other documentation relating to Servicing Advances that have been reimbursed from the Custodial Account.

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Subsection 11.06 Establishment of Escrow Account; Deposits in Escrow Account.

The Seller shall segregate and hold all funds collected and received pursuant to each Mortgage Loan which constitute Escrow Payments separate and apart from any of its own funds and general assets and shall establish and maintain one or more Escrow Accounts (collectively, the “Escrow Account”), titled “Shore Financial Services, Inc., in trust for Redwood Residential Acquisition Corporation as Purchaser of Mortgage Loans and various Mortgagors.” The Escrow Account shall be an Eligible Account established with a commercial bank, a savings bank or a savings and loan association (which may be a depository affiliate of Seller), which meets the guidelines set forth by Fannie Mae or Freddie Mac as an eligible institution for escrow accounts. The Escrow Account shall initially be established and maintained at JP Morgan Chase Bank, N.A., or any successor thereto, and shall not be transferred to any other depository institution without the Purchaser’s approval, which shall not unreasonably be withheld. In any case, the Escrow Account shall be insured by the FDIC in a manner which shall provide maximum available insurance thereunder and which may be drawn on by the Seller.

The Seller shall deposit in the Escrow Account in accordance with Subsection 11.03, and retain therein: (a) all Escrow Payments collected on account of the Mortgage Loans, for the purpose of effecting timely payment of any such items as required under the terms of this Agreement and (b) all amounts representing proceeds of any hazard insurance policy which are to be applied to the restoration or repair of any Mortgaged Property. The Seller shall make withdrawals therefrom only in accordance with Subsection 11.07 hereof. As part of its interim servicing duties, the Seller shall pay to the Mortgagors interest on funds in the Escrow Account, to the extent required by law.

Subsection 11.07 Withdrawals From Escrow Account.

Withdrawals from the Escrow Account shall be made by the Seller only (a) to effect timely payments of ground rents, taxes, assessments, premiums for Primary Mortgage Insurance Policies, fire and hazard insurance premiums or other items constituting Escrow Payments for the related Mortgage, (b) to reimburse the Seller for any Servicing Advance made by Seller pursuant to Subsection 11.08 hereof with respect to a related Mortgage Loan, (c) to refund to any Mortgagor any funds found to be in excess of the amounts required under the terms of the related Mortgage Loan, (d) for transfer to the Custodial Account upon default of a Mortgagor or in accordance with the terms of the related Mortgage Loan and if permitted by applicable law, (e) for application to restore or repair of the Mortgaged Property, (f) to pay to the Mortgagor, to the extent required by law, any interest paid on the funds deposited in the Escrow Account, (g) to pay to itself any interest earned on funds deposited in the Escrow Account (and not required to be paid to the Mortgagor), (h) to the extent permitted under the terms of the related Mortgage Note and applicable law, to pay late fees with respect to any Monthly Payment which is received after the applicable grace period, (i) to withdraw suspense payments that are deposited into the Escrow Account, (j) to withdraw any amounts inadvertently deposited in the Escrow Account or (k) to clear and terminate the Escrow Account upon the termination of this Agreement.

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Subsection 11.08 Payment of Taxes, Insurance and Other Charges; Collections Thereunder.

With respect to each Mortgage Loan, the Seller shall maintain accurate records reflecting the status of ground rents, taxes, assessments and other charges which are or may become a lien upon the Mortgaged Property and the status of premiums for Primary Mortgage Insurance Policies and fire and hazard insurance coverage and shall obtain, from time to time, all bills for the payment of such charges (including renewal premiums) and shall effect payment thereof prior to the applicable penalty or termination date and at a time appropriate for securing maximum discounts allowable, employing for such purpose deposits of the Mortgagor in the Escrow Account which shall have been estimated and accumulated by the Seller in amounts sufficient for such purposes, as allowed under the terms of the Mortgage. To the extent that a Mortgage does not provide for Escrow Payments, the Seller shall determine that any such payments are made by the Mortgagor. The Seller assumes full responsibility for the timely payment of all such bills and shall effect timely payments of all such bills irrespective of each Mortgagor’s faithful performance in the payment of same or the making of the Escrow Payments and shall make Servicing Advances to effect such payments, subject to its ability to recover such Servicing Advances pursuant to Subsections 11.05(c), 11.05(d) and 11.07(b). No costs incurred by the Seller or subservicers in effecting the payment of ground rents, taxes, assessments and other charges on the Mortgaged Properties or mortgage or hazard insurance premiums shall, for the purpose of calculating remittances to the Purchaser, be added to the amount owing under the related Mortgage Loans, notwithstanding that the terms of such Mortgage Loans so permit.

Subsection 11.09 Transfer of Accounts.

The Seller may, with Purchaser's approval which shall not be unreasonably withheld or delayed, transfer the Custodial Account or the Escrow Account to an Eligible Account at a different depository institution.

Subsection 11.10 Maintenance of Hazard Insurance.

The Seller shall cause to be maintained for each Mortgage Loan fire and hazard insurance with extended coverage customary in the area where the Mortgaged Property is located by an insurer acceptable to Fannie Mae or Freddie Mac and FHA or VA, as applicable, in an amount which is at least equal to the lesser of (a) the full insurable value of the Mortgaged Property or (b) the greater of (i) the outstanding principal balance owing on the Mortgage Loan and (ii) an amount such that the proceeds of such insurance shall be sufficient to avoid the application to the Mortgagor or loss payee of any coinsurance clause under the policy. If the Mortgaged Property is in an area identified in the Federal Register by the Federal Emergency Management Agency as a special flood hazard area (and such flood insurance has been made available) the Seller will cause to be maintained a flood insurance policy meeting the requirements of the National Flood Insurance Program, in an amount representing coverage not less than the lesser of (A) the minimum amount required under the terms of the coverage to compensate for any damage or loss to the Mortgaged Property on a replacement-cost basis (or the outstanding principal balance of the Mortgage Loan if replacement-cost basis is not available) or (B) the maximum amount of insurance available under the National Flood Insurance Program. The Seller shall also maintain on REO Property fire and hazard insurance with extended coverage in an amount which is at least equal to the maximum insurable value of the improvements which are a part of such property, liability insurance and, to the extent required and available under the National Flood Insurance Program, flood insurance in an amount required above. Any amounts collected by the Seller under any such policies (other than amounts to be deposited in the Escrow Account and applied to the restoration or repair of the property subject to the related Mortgage or property acquired in liquidation of the Mortgage Loan, or to be released to the Mortgagor in accordance with Customary Servicing Procedures) shall be deposited in the Custodial Account, subject to withdrawal pursuant to Subsection 11.05. It is understood and agreed that no earthquake or other additional insurance need be required by the Seller of any Mortgagor or maintained on REO Property other than pursuant to such applicable laws and regulations as shall at any time be in force and as shall require such additional insurance. All policies required hereunder shall be endorsed with standard mortgagee clauses with loss payable to the Seller, and shall provide for at least thirty (30) days prior written notice of any cancellation, reduction in amount or material change in coverage to the Seller. The Seller shall not interfere with the Mortgagor’s freedom of choice in selecting either its insurance carrier or agent; provided, however, that unless otherwise required by the terms of the related Mortgage Note or applicable law, the Seller shall not accept any such insurance policies from insurance companies unless such companies are acceptable to Fannie Mae or Freddie Mac and FHA or VA, as applicable, and are licensed to do business in the state wherein the property subject to the policy is located.

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The hazard insurance policies for each Mortgage Loan secured by a unit in a condominium development or planned unit development shall be maintained with respect to such Mortgage Loan and the related development in a manner which is consistent with Fannie Mae or Freddie Mac requirements and FHA or VA requirements, as applicable, unless otherwise required by the terms of the related Mortgage Note or applicable law.

Subsection 11.11 Maintenance of Primary Mortgage Insurance Policy; Claims.

[Reserved].

Subsection 11.12 Fidelity Bond; Errors and Omissions Insurance.

The Seller shall maintain, at its own expense, a blanket Fidelity Bond and an errors and omissions insurance policy, with broad coverage on all officers, employees or other persons acting in any capacity requiring such persons to handle funds, money, documents or papers relating to the Mortgage Loans. These policies must insure the Seller against losses resulting from fraud, theft, errors, omissions, negligence, dishonest or fraudulent acts committed by the Seller’s personnel, any employees of outside firms that provide data processing services for the Seller, and temporary contract employees or student interns. The Fidelity Bond shall also protect and insure the Seller against losses in connection with the release or satisfaction of a Mortgage Loan without having obtained payment in full of the indebtedness secured thereby. No provision of this Subsection 11.12 requiring such Fidelity Bond and errors and omissions insurance shall diminish or relieve the Seller from its duties and obligations as set forth in this Agreement. The minimum coverage under any such Fidelity Bond and insurance policy shall be at least equal to the corresponding amounts required by FHA or VA, Fannie Mae in the Fannie Mae Guides or by Freddie Mac in the Freddie Mac Guide, as amended or restated from time to time, or in an amount as may be permitted to the Seller by express waiver of FHA or VA and Fannie Mae or Freddie Mac. Upon request of the Purchaser, the Seller shall cause to be delivered to the Purchaser a certified true copy of such Fidelity Bond or a certificate evidencing the same with a statement that the Seller shall endeavor to provide written notice to the Purchaser thirty (30) days prior to modification or any material change.

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Subsection 11.13 Title, Management and Disposition of REO Property.

[Reserved]

Subsection 11.14 Servicing Compensation.

As compensation for its interim servicing activities hereunder and subject to Subsection 11.15, the Seller shall be entitled to retain the Servicing Fee from interest payments actually collected on the Mortgage Loans. Additional servicing compensation in the form of assumption fees, late payment charges, prepayment penalties, fees related to the disposition of REO Property and other ancillary income shall be retained by the Seller to the extent not required to be deposited in the Custodial Account. The Seller shall be required to pay all expenses incurred by it in connection with its interim servicing activities hereunder and shall not be entitled to reimbursement therefor except as specifically provided for herein. The Servicing Fee shall not be reduced by the amount of any guarantee fee payable to FHA or VA.

Subsection 11.15 Distributions.

On each Remittance Date the Seller shall remit by wire transfer of immediately available funds to the account designated in writing by the Purchaser of record on the preceding Record Date all amounts credited to the Custodial Account as of such date, net of charges against or withdrawals from the Custodial Account pursuant to Subsection 11.05(c) through (h).

With respect to any remittance received by the Purchaser after the Business Day on which such payment was due, the Seller shall pay to the Purchaser interest on any such late payment at an annual rate equal to the “prime” rate of interest as published in The Wall Street Journal, or its successor, as its prime lending rate, adjusted as of the date of each change, plus two percent (2%), but in no event greater than the maximum amount permitted by applicable law. Such interest shall be paid by the Seller to the Purchaser on the date such late payment is made and shall cover the period commencing with the Business Day on which such payment was due and ending with the Business Day immediately preceding the Business Day on which such payment is made, both inclusive. The payment by the Seller of any such interest shall not be deemed an extension of time for payment or a waiver of any Event of Default by the Seller.

Subsection 11.16 Statements to the Purchaser.

Not later than five (5) days prior to each related Remittance Date, the Seller shall forward to the Purchaser a statement in the form specified and with the information required by the monthly reporting format of the Master Servicer, as provided to the Seller by the Purchaser and reasonably acceptable to the Seller. Such statement shall also include information regarding delinquencies on Mortgage Loans, indicating the number and aggregate principal amount of Mortgage Loans which are either one (1), two (2) or three (3) or more months Delinquent. The Seller shall also provide such information as set forth above to the Purchaser in electronic form in the Seller’s standard format, a copy of which has been provided by the Seller.

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The Seller shall prepare and file any and all tax returns, information statements or other filings required to be delivered to any governmental taxing authority, the Mortgagor or to the Purchaser pursuant to any applicable law with respect to the Mortgage Loans and the transactions contemplated hereby. In addition, the Seller shall provide the Purchaser with such information concerning the Mortgage Loans as is necessary for such Purchaser to prepare federal income tax returns as the Purchaser may reasonably request from time to time.

With respect to any Mortgage Loans included in a Securitization Transaction, the Purchaser or the Master Servicer may require the Seller, in its capacity as servicer, to the extent required pursuant to Regulation AB, to provide a compliance statement of the servicer in accordance with Item 1123 of Regulation AB, and an assessment of the servicer’s compliance with the servicing criteria set forth in Item 1122(d) of Regulation AB. Notwithstanding anything to the contrary in this Agreement, the Purchaser and the Seller acknowledge and agree that the Seller (i) shall have no obligation to provide originator information as contemplated by Items 1103, 1105, 1110, 1117 and 1119 of Regulation AB; (ii) shall have no obligation to provide static pool information as contemplated by Item 1105 of Regulation AB; and (iii) shall have no obligation to provide servicer information as contemplated by Item 1108 of Regulation AB.

Subsection 11.17 [Reserved].

Subsection 11.18 Assumption Agreements.

The Seller will use its best efforts to enforce any “due-on-sale” provision contained in any Mortgage or Mortgage Note; provided that, subject to the Purchaser’s prior approval, the Seller shall permit such assumption if so required in accordance with the terms of the Mortgage or the Mortgage Note. When the Mortgaged Property has been conveyed by the Mortgagor prior to payment in full of the Mortgage Loan, the Seller will, to the extent it has knowledge of such conveyance, exercise its rights to accelerate the maturity of such Mortgage Loan under the “due-on-sale” clause applicable thereto; provided, however, the Seller will not exercise such rights if prohibited by law from doing so or if the exercise of such rights would impair or threaten to impair any recovery under the related Primary Mortgage Insurance Policy, if any. In connection with any such assumption, the outstanding principal amount, the Monthly Payment, the Mortgage Interest Rate, the Lifetime Rate Cap (if applicable), the Gross Margin (if applicable), the Initial Rate Cap (if applicable) or the Periodic Rate Cap (if applicable) of the related Mortgage Note shall not be changed, and the term of the Mortgage Loan will not be increased or decreased. If an assumption is allowed pursuant to this Subsection 11.18, the Seller with the prior consent of the issuer of the Primary Mortgage Insurance Policy, if any, is authorized to enter into a substitution of liability agreement with the purchaser of the Mortgaged Property pursuant to which the original Mortgagor is released from liability and the purchaser of the Mortgaged Property is substituted as Mortgagor and becomes liable under the Mortgage Note.

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Subsection 11.19 Satisfaction of Mortgages and Release of Mortgage Files.

Upon the payment in full of any Mortgage Loan, or the receipt by the Seller of a notification that payment in full will be escrowed in a manner customary for such purposes, the Seller will obtain the portion of the Mortgage File that is in the possession of the Purchaser or its designee, prepare and process any required satisfaction or release of the Mortgage and notify the Purchaser in accordance with the provisions of this Agreement. The Purchaser agrees to deliver to the Seller (or cause to be delivered to the Seller) the original Mortgage Note for any Mortgage Loan not later than five (5) Business Days following its receipt of a notice from the Seller that such a payment in full has been received or that a notification has been received that such a payment in full shall be made. Such Mortgage Note shall be held by the Seller, in trust, for the purpose of canceling such Mortgage Note and delivering the canceled Mortgage Note to the Mortgagor in a timely manner as and to the extent provided under any applicable federal or state law.

In the event the Seller grants a satisfaction or release of a Mortgage without having obtained payment in full of the indebtedness secured by the Mortgage, the Seller shall remit to the Purchaser the Stated Principal Balance of the related Mortgage Loan by deposit thereof in the Custodial Account. The Fidelity Bond shall insure the Seller against any loss it may sustain with respect to any Mortgage Loan not satisfied in accordance with the procedures set forth herein.

Subsection 11.20 Seller Shall Provide Access and Information as Reasonably Required.

The Seller shall provide to the Purchaser, and for any Purchaser insured by FDIC or NAIC, the supervisory agents and examiners of FDIC and OTS or NAIC, access to any documentation regarding the Mortgage Loans which may be required by applicable regulations. Such access shall be afforded without charge, but only upon reasonable request, during normal business hours and at the offices of the Seller.

In addition, the Seller shall furnish upon request by the Purchaser, during the term of this Agreement, such periodic, special or other reports or information, whether or not provided for herein, as shall be necessary, reasonable and appropriate with respect to the purposes of this Agreement and applicable regulations. All such reports or information shall be provided by and in accordance with all reasonable instructions and directions the Purchaser may require. The Seller agrees to execute and deliver all such instruments and take all such action as the Purchaser, from time to time, may reasonably request in order to effectuate the purposes and to carry out the terms of this Agreement.

Subsection 11.21 Inspections.

The Seller shall inspect the Mortgaged Property in accordance with Customary Servicing Procedures. The Seller shall keep a written report of each such inspection and shall provide a copy of such inspection to the Purchaser upon the request of the Purchaser.

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Subsection 11.22 Restoration of Mortgaged Property.

The Seller need not obtain the approval of the Purchaser prior to releasing any Insurance Proceeds or Condemnation Proceeds to the Mortgagor to be applied to the restoration or repair of the Mortgaged Property if such release is in accordance with Customary Servicing Procedures. For claims greater than $15,000, at a minimum, the Seller shall, to the extent permitted by the terms of the related Mortgage Note and applicable law, comply with the following conditions in connection with any such release of Insurance Proceeds or Condemnation Proceeds:

(a)          the Seller shall receive satisfactory independent verification of completion of repairs and issuance of any required approvals with respect thereto;

(b)          the Seller shall take all steps necessary to preserve the priority of the lien of the Mortgage, including, but not limited to requiring waivers with respect to mechanics’ and materialmen’s liens;

(c)          the Seller shall verify that the Mortgage Loan is not in default; and

(d)          pending repairs or restoration, the Seller shall place the Insurance Proceeds or Condemnation Proceeds in the Escrow Account.

If the Purchaser is named as an additional loss payee, the Seller is hereby empowered to endorse any loss draft issued in respect of such a claim in the name of the Purchaser.

Subsection 11.23 Fair Credit Reporting Act.

The Seller, in its capacity as interim servicer for each Mortgage Loan, agrees to fully furnish, in accordance with the Fair Credit Reporting Act and its implementing regulations, accurate and complete information (e.g., favorable and unfavorable) on its borrower credit files to Equifax, Experian and Trans Union Credit Information Company (three of the credit repositories), on a monthly basis.

Subsection 11.24 Transfer of Servicing to Purchaser.

The Seller shall cause all Servicing Rights and obligations with respect to the Mortgage Loans to be transferred to the Purchaser (or such person as the Purchaser may designate) on the Servicing Transfer Date. The Seller hereby agrees to comply with the Servicing Transfer Instructions attached hereto as Exhibit 4.

Subsection 11.25 Payments Received.

The Seller shall apply all payments received in respect of the Mortgage Loans during the Interim Servicing Period and after the Transfer Date in accordance with the Servicing Transfer Instructions.

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SECTION 12. The Seller.

Subsection 12.01 Indemnification; Third Party Claims.

(a)          The Seller agrees to indemnify and hold harmless the Purchaser against any and all claims, losses, penalties, fines, forfeitures, legal fees and related costs, judgments, and any other costs, fees and expenses that the Purchaser may sustain in any way related to or resulting from (i) any claim, demand, defense or assertion based on or grounded upon or resulting from, or alleging a breach of a representation or warranty set forth in Sections 7.01 or 7.02 of this Agreement, and without regard to any knowledge qualifier included in any such representation or warranty, (ii) a breach by the Seller of any of its duties or obligations under this Agreement or (iii) any material misstatements or omissions contained in any information provided by the Seller pursuant to Section 32 or any failure by the Seller to comply with Section 32. This indemnification obligation shall survive the termination of this Agreement or the termination of any party to this Agreement.

(b)          The Seller shall immediately notify the Purchaser if a claim is made by a third party with respect to this Agreement or the Mortgage Loans, and the Seller shall assume (with the written consent of the Purchaser) the defense of any such claim and pay all expenses in connection therewith, including counsel fees. If the Seller has assumed the defense of the Purchaser, the Seller shall provide the Purchaser with a written report of all expenses and advances incurred by the Seller pursuant to this Subsection 12.01 and the Purchaser shall promptly reimburse the Seller for all amounts advanced by it pursuant to the preceding sentence except when the claim in any way relates to or results from anything listed in clauses (i), (ii) or (iii) of Subsection 12.01(a) or any other breach by the Seller of this Agreement.

Subsection 12.02 Merger or Consolidation of the Seller.

The Seller will keep in full effect its existence, rights and franchises as a Michigan corporation, and will obtain and preserve its qualification to do business in each jurisdiction in which such qualification is or shall be necessary to protect the validity and enforceability of this Agreement or any of the Mortgage Loans and to perform its duties under this Agreement.

Any Person into which the Seller may be merged or consolidated, or any entity resulting from any merger, conversion or consolidation to which the Seller shall be a party, or any Person succeeding to substantially all of the business of the Seller shall be the successor of the Seller hereunder, without the execution or filing of any paper or any further act on the part of any of the parties hereto, anything herein to the contrary notwithstanding.

Subsection 12.03 Limitation on Liability of the Seller and Others.

The duties and obligations of the Seller in its capacity as the interim servicer of the Mortgage Loans shall be determined solely by the express provisions of this Agreement, the Seller as interim servicer shall not be liable except for the performance of such duties and obligations as are specifically set forth in this Agreement and no implied covenants or obligations shall be read into this Agreement against the Seller as interim servicer. Neither the Seller nor any of the directors, officers, employees or agents of the Seller shall be under any liability to the Purchaser for any action taken or for refraining from the taking of any action in accordance with Customary Servicing Procedures and otherwise in good faith pursuant to this Agreement or for errors in judgment; provided, however, that this provision shall not protect the Seller as interim servicer against any liability resulting from any breach of any representation or warranty made herein, or from any liability specifically imposed on the Seller as interim servicer herein; and, provided further, that this provision shall not protect the Seller as interim servicer against any liability that would otherwise be imposed by reason of the willful misfeasance, bad faith or gross negligence in the performance of duties or by reason of reckless disregard of the obligations or duties hereunder. The Seller and any director, officer, employee or agent of the Seller may rely on any document of any kind which it in good faith reasonably believes to be genuine and to have been adopted or signed by the proper authorities respecting any matters arising hereunder. Subject to the terms of Subsection 12.01, the Seller shall have no obligation to appear with respect to, prosecute or defend any legal action which is not incidental to the Seller’s duty to service the Mortgage Loans in accordance with this Agreement.

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SECTION 13.   Default.

Subsection 13.01 Events of Default.

In case one or more of the following Events of Default by the Seller shall occur and be continuing:

(a)          any failure by the Seller to remit to the Purchaser any payment required to be made under the terms of this Agreement which continues unremedied for a period of two (2) Business Days;

(b)          failure by the Seller to duly observe or perform, in any material respect, any other covenants, obligations or agreements of the Seller as set forth in this Agreement which failure continues unremedied for a period of thirty (30) days after the date on which written notice of such failure, requiring the same to be remedied, shall have been given to the Seller by the Purchaser;

(c)          a decree or order of a court or agency or supervisory authority having jurisdiction for the appointment of a conservator or receiver or liquidator in any insolvency, bankruptcy, readjustment of debt, marshalling of assets and liabilities or similar proceedings, or for the winding-up or liquidation of its affairs, shall have been entered against the Seller and such decree or order shall have remained in force, undischarged or unstayed for a period of sixty (60) days;

(d)          the Seller shall consent to the appointment of a conservator or receiver or liquidator in any insolvency, bankruptcy, readjustment of debt, marshalling of assets and liabilities or similar proceedings of or relating to the Seller or relating to all or substantially all of the Seller’s property;

(e)          the Seller shall admit in writing its inability to pay its debts as they become due, file a petition to take advantage of any applicable insolvency or reorganization statute, make an assignment for the benefit of its creditors, or voluntarily suspend payment of its obligations;

(f)          the Seller shall cease to be qualified to do business under the laws of any state in which a Mortgaged Property is located, but only to the extent such qualification is necessary to ensure the enforceability of each Mortgage Loan and to perform the Seller’s obligations under this Agreement;

(g)          [reserved]; or

(h)          the Seller shall fail to repurchase a Mortgage Loan within 30 days of the final decision of an Arbitrator that the Seller is obligated to repurchase such Mortgage Loan;

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then, and in each and every such case, so long as an Event of Default shall not have been remedied, the Purchaser, by notice in writing to the Seller, may, in addition to whatever rights the Purchaser may have at law or equity to damages, including injunctive relief and specific performance, commence termination of all the rights and obligations of the Seller under this Agreement and with respect to the Mortgage Loans and the proceeds thereof. Upon receipt by the Seller of such written notice from the Purchaser stating that it intends to terminate the Seller as a result of such Event of Default, all authority and power of the Seller under this Agreement, including any compensation due the Seller under this Agreement on and after the effective date of termination, whether with respect to the Mortgage Loans or otherwise, shall pass to and be vested in the successor appointed pursuant to Subsection 14.02. Upon written request from the Purchaser, the Seller shall prepare, execute and deliver to a successor any and all documents and other instruments, place in such successor’s possession all Mortgage Files and do or cause to be done all other acts or things necessary or appropriate to effect the purposes of such notice of termination, including, but not limited to, the transfer and endorsement or assignment of the Mortgage Loans and related documents to the successor at the Seller’s sole expense. The Seller agrees to cooperate with the Purchaser and such successor in effecting the termination of the Seller’s responsibilities and rights hereunder, including, without limitation, the transfer to such successor for administration by it of all amounts which shall at the time be credited by the Seller to the Custodial Account or Escrow Account or thereafter received with respect to the Mortgage Loans and, if prior to the Servicing Transfer Date, the payment of all costs relating to the transfer of servicing.

Subsection 13.02 Waiver of Default.

The Purchaser may waive any default by the Seller in the performance of its obligations hereunder and its consequences. Upon any waiver of a past default, such default shall cease to exist, and any Event of Default arising therefrom shall be deemed to have been remedied for every purpose of this Agreement. No such waiver shall extend to any subsequent or other default or impair any right consequent thereto except to the extent expressly so waived.

SECTION 14.  Termination.

Subsection 14.01 Termination.

If the Servicing Transfer Date has not occurred, the obligations and responsibilities of the Seller, as interim servicer of the Mortgage Loans, shall terminate upon (a) the distribution to the Purchaser of the final payment or liquidation with respect to the last Mortgage Loan (or advances of same by the Seller) or (b) the disposition of all property acquired upon foreclosure or deed in lieu of foreclosure with respect to the last Mortgage Loan and the remittance of all funds due hereunder. Upon written request from the Purchaser in connection with any such termination, the Seller shall prepare, execute and deliver any and all documents and other instruments, place in the Purchaser’s possession all Mortgage Files, and do or accomplish all other acts or things necessary or appropriate to effect the purposes of such notice of termination, whether to complete the transfer and endorsement or assignment of the Mortgage Loans and related documents, or otherwise, at the Purchaser’s sole expense. The Seller agrees to cooperate with the Purchaser and such successor in effecting the termination of the Seller’s responsibilities and rights hereunder as interim servicer, including, without limitation, the transfer to such successor for administration by it of all cash amounts which shall at the time be credited by the Seller to the Custodial Account or Escrow Account or thereafter received with respect to the Mortgage Loans.

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Subsection 14.02 Successors to the Seller as Interim Servicer.

Prior to the termination of the Seller’s interim servicing responsibilities and duties under this Agreement pursuant to Subsections 13.01 or 14.03, the Purchaser shall (a) succeed to and assume all of the Seller’s interim servicing responsibilities, rights, duties and obligations under this Agreement or (b) appoint a successor servicer which shall succeed to all interim servicing rights and assume all of the interim servicing responsibilities, duties and liabilities of the Seller under this Agreement upon such termination. In connection with such appointment and assumption, the Purchaser may make such arrangements for the compensation of such successor servicer out of payments on Mortgage Loans as it and such successor servicer shall agree. In the event that the Seller’s interim servicing duties, responsibilities and liabilities under this Agreement shall be terminated pursuant to the aforementioned Subsections, the Seller shall discharge such duties and responsibilities during the period from the date it acquires knowledge of such termination until the effective date thereof with the same degree of diligence and prudence which it is obligated to exercise under this Agreement, and shall take no action whatsoever that might impair or prejudice the rights or financial condition of its successor. The resignation or removal of the Seller pursuant to the aforementioned Subsections shall not become effective until a successor servicer shall be appointed pursuant to this Subsection and shall in no event relieve the Seller of the representations and warranties made pursuant to Subsections 7.01 and 7.02 and the remedies available to the Purchaser under Subsection 7.03, it being understood and agreed that the provisions of such Subsections 7.01 and 7.02 shall be applicable to the Seller notwithstanding any such resignation or termination of the Seller as interim servicer, or the termination of this Agreement.

Any successor servicer appointed as provided herein shall execute, acknowledge and deliver to the Seller and to the Purchaser an instrument accepting such appointment, whereupon such successor shall become fully vested with all the rights, powers, duties, responsibilities, obligations and liabilities of the Seller as interim servicer, with like effect as if originally named as a party to this Agreement. Any termination or resignation of the Seller or this Agreement pursuant to Subsections 13.01 or 14.03 shall not affect any claims that the Purchaser may have against the Seller based upon facts and circumstances arising prior to any such termination or resignation.

The Seller shall promptly deliver to the successor servicer the funds in the Custodial Account and Escrow Account and all Mortgage Files and related documents and statements held by it hereunder and the Seller shall account for all funds and shall execute and deliver such instruments and do such other things as may reasonably be required to more fully and definitively vest in the successor servicer all such rights, powers, duties, responsibilities, obligations and liabilities of the Seller as servicer of the Mortgage Loans.

Upon a successor’s acceptance of appointment as such, the Seller shall notify by mail the Purchaser of such appointment.

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Subsection 14.03 Termination of Interim Servicing by Purchaser.

The Seller shall not be entitled to any compensation related to any termination of its servicing rights and obligations under this Agreement. The Purchaser may terminate this Agreement without cause and transfer interim servicing to a successor interim servicer at any time. Upon written request from the Purchaser in connection with any such termination, the Seller shall prepare, execute and deliver, any and all documents and other instruments, and do or accomplish all other acts or things necessary or appropriate to effect the purposes of such notice of termination, whether to complete the transfer and endorsement or assignment of the Mortgage Loans and related documents, or otherwise, and including the delivery to or at the direction of the Purchaser, all contents of the Mortgage Files in the possession of the Seller, at the Purchaser’s sole expense. The Seller agrees to cooperate with the Purchaser and such successor in effecting the termination of the Seller’s responsibilities and rights hereunder as interim servicer, including, without limitation, the transfer to such successor for administration by it of all cash amounts which shall at the time be credited by the Seller to the Custodial Account or Escrow Account or thereafter received with respect to the Mortgage Loans.

SECTION 15. Notices.

All demands, notices and communications hereunder shall be in writing and shall be deemed to have been duly given if mailed, by registered or certified mail, return receipt requested, or, if by other means, when received by the other party at the address as follows:

(a)          if to the Purchaser:

Redwood Residential Acquisition Corporation

One Belvedere Place, Suite 360

Mill Valley, CA 94941

Attention: Loss Mitigation

Phone: (415) 380-3445

Facsimile: (415) 381-1773

with a copy to the General Counsel at the same address

(b)          if to the Seller:

Shore Financial Services, Inc.

555 S. Adams Road

Birmingham, MI 48009

Attention: Michael Castleforte

Phone: (248) 833-0459

Facsimile: (248) 554-6049

or such other address as may hereafter be furnished to the other party by like notice. Any such demand, notice or communication hereunder shall be deemed to have been received on the date delivered to or received at the premises of the addressee (as evidenced, in the case of registered or certified mail, by the date noted on the return receipt).

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SECTION 16.  Severability Clause.

Any part, provision, representation or warranty of this Agreement which is prohibited or which is held to be void or unenforceable shall be ineffective to the extent of such prohibition or unenforceability without invalidating the remaining provisions hereof. Any part, provision, representation or warranty of this Agreement which is prohibited or unenforceable or is held to be void or unenforceable in any jurisdiction shall be ineffective, as to such jurisdiction, to the extent of such prohibition or unenforceability without invalidating the remaining provisions hereof, and any such prohibition or unenforceability in any jurisdiction as to any Mortgage Loan shall not invalidate or render unenforceable such provision in any other jurisdiction. To the extent permitted by applicable law, the parties hereto waive any provision of law which prohibits or renders void or unenforceable any provision hereof. If the invalidity of any part, provision, representation or warranty of this Agreement shall deprive any party of the economic benefit intended to be conferred by this Agreement, the parties shall negotiate, in good-faith, to develop a structure the economic effect of which is nearly as possible the same as the economic effect of this Agreement without regard to such invalidity.

SECTION 17.  No Partnership.

Nothing herein contained shall be deemed or construed to create a co-partnership or joint venture between the parties hereto and the services of the Seller shall be rendered as an independent contractor and not as agent for the Purchaser.

SECTION 18.  Counterparts.

This 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.

SECTION 19.  Governing Law; Choice of Forum; Waiver of Jury Trial.

EXCEPT TO THE EXTENT PREEMPTED BY FEDERAL LAW, THE AGREEMENT SHALL BE CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, WITHOUT REGARD TO THE CONFLICTS OF LAWS PROVISIONS OF NEW YORK (OTHER THAN SECTION 5-1401 OF THE GENERAL OBLIGATIONS LAW) OR ANY OTHER JURISDICTION.

EACH PARTY HERETO KNOWINGLY, INTENTIONALLY AND IRREVOCABLY WAIVES ANY AND ALL RIGHT TO TRIAL BY JURY IN ANY SUIT, ACTION OR PROCEEDING ARISING OUT OF IN ANY WAY RELATED TO THIS AGREEMENT AND THE TRANSACTIONS CONTEMPLATED HEREBY.

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Except as to those matters which this Agreement provides shall be submitted to Arbitration, with respect to any claim or action arising hereunder, the parties (a) irrevocably submit to the nonexclusive jurisdiction of the courts of the State of New York and the United States District Court located in the Borough of Manhattan in The City of New York, New York, and appellate courts from any thereof, and (b) irrevocably waive any objection which such party may have at any time to the laying of venue of any suit, action or proceeding arising out of or relating to this Agreement brought in any such court, and irrevocably waive any claim that any such suit action or proceeding brought in any such court has been brought in an inconvenient forum.

SECTION 20.  Intention of the Parties.

It is the intention of the parties that the Purchaser is purchasing, and the Seller is selling, the Mortgage Loans and not a debt instrument of the Seller or another security. Accordingly, the parties hereto each intend to treat the transaction for federal income tax purposes as a sale by the Seller, and a purchase by the Purchaser, of the Mortgage Loans. The Purchaser shall have the right to review the Mortgage Loans and the related Mortgage Files to determine the characteristics of the Mortgage Loans which shall affect the federal income tax consequences of owning the Mortgage Loans and the Seller shall cooperate with all reasonable requests made by the Purchaser in the course of such review.

It is not the intention of the parties that such conveyances be deemed a grant of a security interest in the Mortgage Loans transferred hereunder. However, in the event that, notwithstanding the intent of the parties, such assets are held to be the property of the Seller or if for any other reason this Agreement is held or deemed to create a security interest in either such assets, then (a) this Agreement shall be a security agreement within the meaning of the Uniform Commercial Code of the State of New York and (b) the conveyances provided for in this Agreement shall be deemed to be a grant by the Seller to the Purchaser of, and the Seller hereby grants to the Purchaser a security interest in all of the assets transferred hereunder, whether now owned or hereafter acquired.

SECTION 21.  Waivers.

No term or provision of this 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.

SECTION 22.  Exhibits.

The exhibits to this Agreement are hereby incorporated and made a part hereof and are an integral part of this Agreement.

SECTION 23.  General Interpretive Principles.

For purposes of this Agreement, except as otherwise expressly provided or unless the context otherwise requires:

(a)          the terms defined in this Agreement have the meanings assigned to them in this Agreement and include the plural as well as the singular, and the use of any gender herein shall be deemed to include the other gender;

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(b)          accounting terms not otherwise defined herein have the meanings assigned to them in accordance with generally accepted accounting principles;

(c)          references herein to “Articles,” “Sections,” “Subsections,” “Paragraphs” and other subdivisions without reference to a document are to designated Articles, Sections, Subsections, Paragraphs and other subdivisions of this Agreement;

(d)          the headings of the various articles, sections, subsections and paragraphs of this Agreement and the table of contents are for convenience of reference only and shall not modify, define, expand or limit any of the terms or provisions hereof;

(e)          reference to a Subsection without further reference to a Section is a reference to such Subsection as contained in the same Section in which the reference appears, and this rule shall also apply to Paragraphs and other subdivisions;

(f)          the words “herein,” “hereof,” “hereunder” and other words of similar import refer to this Agreement as a whole and not to any particular provision; and

(g)          the term “include” or “including” shall mean without limitation by reason of enumeration.

SECTION 24.  Reproduction of Documents.

This Agreement and all documents relating thereto, including, without limitation (a) consents, waivers and modifications which may hereafter be executed, (b) documents received by any party at the closing and (c) financial statements, certificates and other information previously or hereafter furnished, may be reproduced by any photographic, photostatic, microfilm, micro-card, miniature photographic or other similar process. The parties hereto agree that any such reproduction shall be admissible in evidence as the original itself in any judicial or administrative proceeding, whether or not the original is in existence and whether or not such reproduction was made by a party hereto in the regular course of business, and that any enlargement, facsimile or further reproduction of such reproduction shall likewise be admissible in evidence.

SECTION 25.  Amendment.

This Agreement may be amended from time to time by the Purchaser and the Seller by written agreement signed by the parties hereto.

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SECTION 26.  Confidentiality.

The Purchaser and the Seller shall employ proper procedures and standards designed to maintain the confidential nature of the terms of this Agreement, except to the extent (a) the disclosure of which is reasonably believed by such party to be required in connection with regulatory requirements or other legal requirements relating to its affairs; (b) disclosed to any one or more of such party’s employees, officers, directors, agents, attorneys or accountants who would have access to the contents of this Agreement and such data and information in the normal course of the performance of such person’s duties for such party, to the extent such party has procedures in effect to inform such person of the confidential nature thereof; (c) that is disclosed in a prospectus, prospectus supplement or private placement memorandum relating to a Securitization Transaction of the Mortgage Loans by the Purchaser (or an affiliate assignee thereof) or to any person in connection with the resale or proposed resale of all or a portion of the Mortgage Loans by such party in accordance with the terms of this Agreement; and (d) that is reasonably believed by such party to be necessary for the enforcement of such party’s rights under this Agreement.

SECTION 27.  Entire Agreement.

This Agreement constitutes the entire agreement and understanding relating to the subject matter hereof between the parties hereto and any prior oral or written agreements between them shall be deemed to have merged herewith.

SECTION 28.  Further Agreements.

The Seller and the Purchaser each agree to execute and deliver to the other such reasonable and appropriate additional documents, instruments or agreements as may be necessary or appropriate to effectuate the purposes of this Agreement.

SECTION 29.  Successors and Assigns.

This Agreement shall bind and inure to the benefit of and be enforceable by the initial Purchaser and the Seller, and the respective successors and assigns of the Purchaser and the Seller. The initial Purchaser and any subsequent purchasers may, after giving prior written notice to the Seller, assign this Agreement to any Person to whom any Mortgage Loan is transferred pursuant to a sale or financing without the consent of the Seller. Upon any such assignment, the Person to whom such assignment is made shall succeed to all rights and obligations of the Purchaser under this Agreement to the extent of the related Mortgage Loan or Mortgage Loans and this Agreement, to the extent of the related Mortgage Loan or Mortgage Loans, shall be deemed to be a separate and distinct agreement between the Seller and such purchaser, and a separate and distinct agreement between the Seller and each other purchaser to the extent of the other related Mortgage Loan or Mortgage Loans. The Seller shall not assign this Agreement or resign from the obligations and duties hereby imposed on it except by mutual consent of the Seller and the Purchaser.

Notwithstanding the provision the paragraph above, if the Servicer Transfer Date has not occurred with respect to a Mortgage Loan, the Seller may resign from its duties as interim servicer with respect to such Mortgage Loan, upon 60 days prior written notice to the Purchaser, provided that the servicing of such Mortgage Loan has not been transferred within thirty (30) days after the scheduled Servicing Transfer Date set forth in the related PPTL.

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SECTION 30.  Non-Solicitation.

From and after the Closing Date, the Seller and any of its affiliates hereby agrees that it will not take any action or permit or cause any action to be taken by any of its agents or affiliates, or by any independent contractors on its behalf, to personally, by telephone or mail, solicit a Mortgagor under any Mortgage Loan for the purpose of refinancing a Mortgage Loan, in whole or in part, without the prior written consent of the Purchaser for a period of twelve (12) months from the Closing Date of the related Mortgage Loan. It is understood and agreed that all rights and benefits relating to the solicitation of any Mortgagors and the attendant rights, title and interest in and to the list of such Mortgagors and data relating to their Mortgages (including insurance renewal dates) shall be transferred to the Purchaser pursuant hereto on the Closing Date and neither the Seller nor any of its respective affiliates shall take any action to undermine these rights and benefits.

Notwithstanding the foregoing, it is understood and agreed that the Seller or any of its respective affiliates may advertise its availability for handling refinancings of mortgages in its portfolio, including the promotion of terms it has available for such refinancings, through the sending of letters or promotional material, so long as it does not specifically target Mortgagors and so long as such promotional material either is sent to the mortgagors for all of the mortgages in the A-quality servicing portfolio of the Seller and any of its affiliates (those it owns as well as those serviced for others) or sent to all of the mortgagors who have specific types of mortgages (such as FHA, VA, conventional fixed-rate or conventional adjustable-rate), or sent to those mortgagors whose mortgages fall within specific interest rate ranges.

Promotions undertaken by the Seller or by any affiliate of the Seller which are directed to the general public at large (including, without limitation, mass mailing based on commercially acquired mailing lists, newspaper, radio and television advertisements), shall not constitute solicitation under this Section 30.

SECTION 31. Protection of Consumer Information.

Each party agrees that it (i) shall comply with any applicable laws and regulations regarding the privacy and security of Consumer Information, (ii) shall not use Consumer Information in any manner inconsistent with any applicable laws and regulations regarding the privacy and security of Consumer Information, (iii) shall not disclose Consumer Information to third parties except at the specific written direction of the Seller, (iv) shall maintain adequate physical, technical and administrative safeguards to protect Consumer Information from unauthorized access and (v) shall immediately notify the Seller of any actual or suspected breach of the confidentiality of Consumer Information.

SECTION 32. Cooperation of the Seller with a Reconstitution.

(a)          The Seller acknowledges and the Purchaser agrees that with respect to some or all of the Mortgage Loans, the Purchaser may effect either:

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(1)         one or more Whole Loan Transfers; and

(2)         one or more Securitization Transactions.

(b)          The Seller shall cooperate with the Purchaser and any prospective purchaser in connection with any Whole Loan Transfer contemplated by the Purchaser pursuant to this Section. In connection therewith, the Purchaser shall deliver any Reconstitution Agreement or other document related to the Whole Loan Transfer to the Seller at least fifteen (15) Business Days prior to such transfer and the Seller shall execute any Reconstitution Agreement that restates the representations and warranties contained in Subsection 7.01 as of the related Closing Date and Subsection 7.02 herein as of the Reconstitution Date. Any prospective assignees of the Purchaser who have entered into a commitment to purchase any of the Mortgage Loans in a Whole Loan Transfer may review the Seller’s servicing and origination operations, upon reasonable prior notice to the Seller, and the Seller shall cooperate with such review and underwriting to the extent such prospective assignees request information or documents that are available and can be produced without unreasonable expense or effort. Subject to any applicable laws, the Seller shall make the Mortgage Files related to the Mortgage Loans held by the Seller during the Interim Servicing Period available at the Seller’s principal operations center for review by any such prospective assignees during normal business hours upon reasonable prior notice to the Seller (in no event fewer than five (5) Business Days’ prior notice). The Seller may, in its sole discretion, require that such prospective assignees sign a confidentiality agreement with respect to such information disclosed to the prospective assignee which is not available to the public at large and a release agreement with respect to its activities on the Seller’s premises. The Purchaser hereby agrees to reimburse the Seller for reasonable “out-of-pocket” expenses incurred by the Seller that relate to such Whole Loan Transfer, including without limitation reimbursement for the amount which reasonably reflects time and effort expended by the Seller in connection therewith.

(c)          [Reserved].

(d)          The Seller shall cooperate with the Purchaser in connection with any Securitization Transaction contemplated by the Purchaser pursuant to this Section. In connection therewith, the Purchaser shall deliver any Reconstitution Agreement or other document related to the Securitization Transaction to the Seller at least fifteen (15) Business Days prior to the closing of such Securitization Transaction and the Seller shall execute any Reconstitution Agreement that restates the representations and warranties contained in Subsection 7.01 as of the related Closing Date and Subsection 7.02 herein as of the Reconstitution Date. The Reconstitution Agreement shall include such other terms as may be reasonably necessary to effect the Securitization Transaction. In connection with any Securitization Transaction, the Seller shall not, and shall cause its affiliates not to, as part of the original offering thereof, purchase any of the securities offered in such Securitization Transaction.

(e)          In connection with each Securitization Transaction, the Seller shall deliver to the Purchaser and to any Person designated by the Purchaser, (i) such statements and audit letters of certified public accountants pertaining to information provided by the Seller as are customarily delivered by originators such as the Seller in connection with securitization transactions and (ii) opinions of counsel as are customarily delivered by originators and reasonably determined by the Purchaser to be necessary in connection any Securitization Transaction.

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(f)          Prior to the Servicing Transfer Date, all Mortgage Loans not sold or transferred pursuant to a Whole Loan Transfer or Securitization Transaction shall be subject to this Agreement and shall continue to be serviced in accordance with the terms of this Agreement and with respect thereto this Agreement shall remain in full force and effect. It is understood and agreed by the Purchaser and the Seller that the right to effectuate such Whole Loan Transfer or Securitization Transaction as contemplated by this Section 32 is limited to the Purchaser.

[SIGNATURES ON FOLLOWING PAGE]

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IN WITNESS WHEREOF, the parties have caused their names to be signed hereto by their respective officers thereunto duly authorized on the date first above written.

REDWOOD RESIDENTIAL ACQUISITION CORPORATION,

as Purchaser

By:	/s/ Andrew Stone
Name:	Andrew Stone
Title:	Executive Vice President

SHORE FINANCIAL SERVICES, INC.

as Seller

By:	/s/ Harreld N. Kirkpatrick III
Name:	Harreld N. Kirkpatrick III
Title:	Chief Executive Officer

[Flow Mortgage Loan Purchase and Sale Agreement, dated December 1, 2011]

EXHIBIT 1

MORTGAGE LOAN DOCUMENTS

With respect to each Mortgage Loan, the Mortgage Loan Documents shall consist of the following:

(a)          the original Mortgage Note bearing all intervening endorsements, endorsed in blank and signed in the name of the Seller by an officer thereof;

(b)          the original Assignment of Mortgage with assignee’s name left blank;

(c)          the original of any guarantee executed in connection with the Mortgage Note;

(d)          the original Mortgage with evidence of recording thereon, or if any such mortgage has not been returned from the applicable recording office or has been lost, or if such public recording office retains the original recorded mortgage, a photocopy of such mortgage certified by the Seller to be a true and complete copy of the original recorded mortgage;

(e)          the originals of all assumption, modification, consolidation or extension agreements, if any, with evidence of recording thereon;

(f)          the originals of all intervening assignments of mortgage with evidence of recording thereon, or if any such intervening assignment of mortgage has not been returned from the applicable recording office or has been lost or if such public recording office retains the original recorded assignments of mortgage, a photocopy of such intervening assignment of mortgage, certified by the Seller to be a true and complete copy of the original recorded intervening assignment of mortgage;

(g)          the original mortgagee title insurance policy including an Environmental Protection Agency Endorsement and, with respect to any Adjustable Rate Mortgage Loan, an adjustable-rate endorsement;

(h)          the original of any security agreement, chattel mortgage or equivalent document executed in connection with the Mortgage; and

(i)          a copy of any applicable power of attorney.

With respect to each Mortgage Loan that is secured by a first lien on and a perfected security interest in Co-op Shares and the related Proprietary Lease (as such terms are defined below) granting exclusive rights to occupy the related co-op unit in the building owned by the related co-op corporation, in lieu of delivering the documents listed above the Seller shall deliver the following documents to the Purchaser or its designee:

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(i)          the original Mortgage Note together with any applicable riders, endorsed in blank, with all prior and intervening endorsements as may be necessary to show a complete chain of endorsements;

(ii)         the original security agreement;

(iii)        the original lease on a co-op unit evidencing the possessory interest of the owner of the Co-op Shares in such co-op unit (the “Proprietary Lease”) and an original assignment of the Proprietary Lease in blank;

(iv)        the original recognition agreement;

(v)         the original stock certificate representing the shares of stock issued by a co-op corporation and allocated to a co-op unit (the “Co-op Shares”) and original stock power in blank;

(vi)        the original UCC-1 financing statement with evidence of filing; and

(vii)       the original UCC-3 assignment in blank.

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EXHIBIT 2

CONTENTS OF EACH MORTGAGE FILE

With respect to each Mortgage Loan, the Mortgage File shall include each of the following items, unless otherwise disclosed to the Purchaser on the data tape, which shall be delivered to the Purchaser, with a copy retained by the Seller as necessary:

(a)          The Mortgage Loan Documents as listed in Exhibit 1.

(b)          Residential loan application.

(c)          Mortgage Loan closing statement.

(d)          Verification of employment and income, including the executed 4506T if required.

(e)          Verification of acceptable evidence of source and amount of down payment.

(f)          Credit report on Mortgagor, in a form acceptable to either Fannie Mae or Freddie Mac.

(g)          Residential appraisal report.

(h)          Photograph of the Mortgaged Property.

(i)          Survey of the Mortgaged Property, unless a survey is not required by the title insurer.

(j)          Copy of each instrument necessary to complete identification of any exception set forth in the exception schedule in the title policy, i.e., map or plat, restrictions, easements, home owner association declarations, etc.

(k)          Copies of all required disclosure statements.

(l)          If applicable, termite report, structural engineer’s report, water potability and septic certification.

(m)          Sales contract, if applicable.

(n)          The Primary Mortgage Insurance policy or certificate of insurance or electronic notation of the existence of such policy, where required pursuant to the Agreement.

(o)          Evidence of electronic notation of the hazard insurance policy, and, if required by law, evidence of the flood insurance policy.

(p)          Any documentation provided by the Mortgagor or obtained by the Seller in connection with the granting of any underwriting exception.

(q)          All other documentation involved in the underwriting or origination of the related Mortgage Loan.

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EXHIBIT 3

FORM OF Purchase Price and Terms Letter

CLOSING DATE:

This Purchase Price and Terms Letter (this “PPTL”), dated as of _______ (the “Closing Date”), provides for the sale by Shore Financial Services, Inc. (the “Seller”) to Redwood Residential Acquisition Corporation (the “Purchaser”), and the purchase by the Purchaser from the Seller, of the first lien residential mortgage loans described on the Mortgage Loan Schedule attached as Schedule I hereto (the “Mortgage Loans”), on a servicing released basis, pursuant to the terms of the Flow Mortgage Loan Purchase and Sale Agreement (the “Flow Purchase and Sale Agreement”), dated as of December 1, 2011, by and between the Purchaser and the Seller. Capitalized terms that are used herein but are not defined herein shall have the respective meanings set forth in the Flow Purchase and Sale Agreement.

For good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the Seller does hereby, sell, convey, assign and transfer to Purchaser without recourse, except as provided in the Flow Purchase and Sale Agreement, and on a servicing released basis, all right, title and interest of the Seller in and to each of the Mortgage Loans, including all payments of principal and interest received on the Mortgage Loans after the Cut-off Date, all other unscheduled collections collected in respect of the Mortgage Loans after the Cut-off Date, all proceeds of the foregoing and all documents maintained as part of the related Mortgage Files, subject, however, to the rights of the Seller under the Flow Purchase and Sale Agreement.

The Seller has delivered to the Purchaser or its designee prior to the date hereof the documents with respect to each Mortgage Loan required to be delivered under the Flow Purchase and Sale Agreement.

For purposes of the Mortgage Loans sold pursuant to this PPTL, certain terms shall be as set forth below:

[Servicer:	________________________]
Stated Principal Balance:	$_______________________
Closing Date:	________________________
Servicing Transfer Date:	________________________
Cut-off Date:	________________________
Purchase Price Percentage:	________%

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In WITNESS WHEREOF, the parties hereto, by the hands of their duly authorized officers, execute this PPTL as of the Closing Date referred to above.

REDWOOD RESIDENTIAL
ACQUISITION CORPORATION as Purchaser SHORE FINANCIAL SERVICES, INC. as Seller

By:	By:
Name:	Name:
Its:	Its:

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EXHIBIT 4

TRANSFER INSTRUCTIONS

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EX-10.6

EXHIBIT 10.6

EXECUTION COPY

ASSIGNMENT OF REPRESENTATIONS AND WARRANTIES AGREEMENT

This is an Assignment of Representations and Warranties Agreement (the “Agreement”) made as of the 30^th day of January, 2013, among Redwood Residential Acquisition Corporation, a Delaware corporation (“Assignor”), Sequoia Residential Funding, Inc., a Delaware corporation (“Depositor”), Christiana Trust, a division of Wilmington Savings Fund Society, FSB, a federal savings bank, 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 January 1, 2013, among the Depositor, Wells Fargo Bank, N.A., as master servicer and securities administrator, and the Trustee (the “Pooling and Servicing Agreement”), and United Shore Financial Services, LLC, a Michigan limited liability company (“Shore”).

In consideration of the mutual promises contained herein, the parties hereto agree that the mortgage loans (the “Mortgage Loans”) listed on Attachment 1 annexed hereto (the “Mortgage Loan Schedule”) are subject to the terms of the Flow Mortgage Loan Purchase and Sale Agreement dated as of December 1, 2011, between Assignor and Shore (the “Purchase Agreement”) as modified or supplemented by this Agreement. Unless otherwise specified herein, capitalized terms used herein but not defined shall have the meanings ascribed to them in the Purchase Agreement. Assignor will sell the Mortgage Loans to Depositor pursuant to a Mortgage Loan Purchase and Sale Agreement dated the date hereof, and Depositor will sell the Mortgage Loans to Assignee pursuant to the Pooling and Servicing Agreement.

Assignment

1.     Assignor hereby grants, transfers and assigns to Depositor all of its right, title and interest in, to and under the representations and warranties made by Shore pursuant to Subsection 7.01 and Subsection 7.02 of the Purchase Agreement to the extent relating to the Mortgage Loans, and Depositor hereby accepts such assignment from Assignor.

2.     Depositor hereby grants, transfers and assigns to Assignee all of its right, title and interest in, to and under the representations and warranties made by Shore pursuant to Subsection 7.01 and Subsection 7.02 of the Purchase Agreement to the extent relating to the Mortgage Loans, Depositor is released from all obligations under the Purchase Agreement, and Assignee hereby accepts such assignment from Depositor.

3.     Shore hereby acknowledges the foregoing assignments.

Representations and Warranties

4.     Assignor warrants and represents to, and covenants with, Depositor, Assignee and Shore as of the date hereof that:

(a)     Attached hereto as Attachment 2 is a true and accurate copy of the Purchase Agreement, which agreement is in full force and effect as of the date hereof and the provisions of which have not been waived, amended or modified in any respect, nor has any notice of termination been given thereunder;

(b)     Assignor is the lawful owner of its interests and rights under the Purchase Agreement to the extent of the Mortgage Loans, free and clear from any and all claims and encumbrances whatsoever, and upon the transfer of the representations and warranties to Assignee as contemplated herein, Assignee shall have good title to such representations and warranties under the Purchase Agreement to the extent of the Mortgage Loans, free and clear of all liens, claims and encumbrances;

(c)     There are no offsets, counterclaims or other defenses available to Shore with respect to the Purchase Agreement;

(d)     Assignor 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 enter into and perform its obligations under the Purchase Agreement;

(e)     Assignor has full corporate power and authority to execute, deliver and perform its obligations under this Agreement, and to consummate the transactions set forth herein. The consummation of the transactions contemplated by this 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 Agreement and the consummation by it of the transactions contemplated hereby, have been duly authorized by all necessary corporate action on the part of Assignor. This Agreement has been duly executed and delivered by Assignor and, upon the due authorization, execution and delivery by Assignee, 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 generally, and by general principles of equity regardless of whether enforceability is considered in a proceeding in equity or at law; and

(f)     No 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 Agreement, or the consummation by it of the transactions contemplated hereby.

2

5.     Depositor warrants and represents to, and covenants with, Assignor, Assignee and Shore that as of the date hereof:

(a)     Depositor is a Delaware corporation duly organized, validly existing and in good standing under the laws of the jurisdiction of its incorporation;

(b)     Depositor has full corporate power and authority to execute, deliver and perform its obligations under this Agreement, and to consummate the transactions set forth herein. The consummation of the transactions contemplated by this Agreement is in the ordinary course of Depositor’s business and will not conflict with, or result in a breach of, any of the terms, conditions or provisions of Depositor’s charter or by-laws or any legal restriction, or any material agreement or instrument to which Depositor 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 Depositor or its property is subject. The execution, delivery and performance by Depositor of this Agreement and the consummation by it of the transactions contemplated hereby, have been duly authorized by all necessary corporate action on part of Depositor. This Agreement has been duly executed and delivered by Depositor and, upon the due authorization, execution and delivery by the other parties hereto, will constitute the valid and legally binding obligation of Depositor enforceable against Depositor 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; and

(c)     No consent, approval, order or authorization of, or declaration, filing or registration with, any governmental entity is required to be obtained or made by Depositor in connection with the execution, delivery or performance by Depositor of this Agreement, or the consummation by it of the transactions contemplated hereby other than any that have been obtained or made.

6.     Assignee warrants and represents to, and covenants with, Assignor, Depositor and Shore that as of the date hereof:

(a)     Assignee is a federal savings bank duly organized, validly existing and in good standing under the laws of the jurisdiction of its organization; and

(b)     Assignee has been directed to enter into this Agreement pursuant to the provisions of the Pooling and Servicing Agreement. The execution, delivery and performance by Assignee of this Agreement and the consummation by it of the transactions contemplated hereby, have been duly authorized by all necessary action on part of Assignee. This Agreement has been duly executed and delivered by Assignee and, upon the due authorization, execution and delivery by the other parties hereto, 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.

3

7.     Shore warrants and represents to, and covenants with, Assignor, Depositor and Assignee as of the date hereof that:

(a)     Attached hereto as Attachment 2 is a true and accurate copy of the Purchase Agreement, which agreement is in full force and effect as of the date hereof and the provisions of which have not been waived, amended or modified in any respect, nor has any notice of termination been given thereunder;

(b)     Shore 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 perform its obligations under the Purchase Agreement;

(c)     Shore has full corporate power and authority to execute, deliver and perform its obligations under this Agreement, and to consummate the transactions set forth herein. The consummation of the transactions contemplated by this Agreement is in the ordinary course of Shore’s business and will not conflict with, or result in a breach of, any of the terms, conditions or provisions of Shore’s charter or by-laws or any legal restriction, or any material agreement or instrument to which Shore 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 Shore or its property is subject. The execution, delivery and performance by Shore of this Agreement and the consummation by it of the transactions contemplated hereby, have been duly authorized by all necessary corporate action on part of Shore. This Agreement has been duly executed and delivered by Shore and, upon the due authorization, execution and delivery by Assignor, Assignee and the Depositor, will constitute the valid and legally binding obligation of Shore enforceable against Shore 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; and

(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 Shore in connection with the execution, delivery or performance by Shore of this Agreement, or the consummation by it of the transactions contemplated hereby.

Restated Shore Representations and Warranties

8.     Pursuant to Section 32(d) of the Purchase Agreement, Shore hereby restates to Depositor and Assignee (a) the representations and warranties set forth in Subsection 7.01 of the Purchase Agreement as of the related Closing Date with respect to each Mortgage Loan and (b) the representations and warranties set forth in Subsection 7.02 of the Purchase Agreement as of the date hereof, as if such representations and warranties were set forth herein in full.

4

 In the event of a breach of any representations and warranties referred to in clauses (a) or (b) above as of the related Closing Date or the date hereof, as the case may be, Assignee shall be entitled to all the remedies under Subsection 7.03 and Subsection 12.01 of the Purchase Agreement, including, without limitation, the right to compel Shore to repurchase Mortgage Loans pursuant to Section 7.03 of the Purchase Agreement, subject to the provisions of Section 10 of this Agreement.

Recognition of Assignee

9.     From and after the date hereof, subject to Section 10 below, Shore shall recognize Assignee as owner of the Mortgage Loans and will perform its obligations hereunder for the benefit of the Assignee in accordance with the Purchase Agreement, as modified hereby or as may be amended from time to time, as if Assignee and Shore had entered into a separate purchase agreement for the purchase of the Mortgage Loans in the form of the Purchase Agreement, the terms of which are incorporated herein by reference, as amended by this Agreement.

Enforcement of Rights

10.   (a)     Controlling Holder Rights. Shore agrees and acknowledges that Sequoia Mortgage Funding Corporation, an Affiliate of the Depositor, in its capacity as the initial Controlling Holder pursuant to the Pooling and Servicing Agreement, and for so long as it is the Controlling Holder, will exercise all of Assignee's rights as Purchaser under the following section of the Purchase Agreement:

Purchase Agreement:

Section or Subsection	Matter
7.03, other than 7.03(c)	Repurchase and Substitution

(b)     If there is no Controlling Holder under the Pooling and Servicing Agreement, then all rights that are to be exercised by the Controlling Holder pursuant to Section 10(a) shall be exercised by Assignee.

Amendments to Purchase Agreement

11.   The parties agree that the Purchase Agreement shall be amended, solely with respect to the Mortgage Loans, as follows:

(a)     Definitions.

5

(i)     The definitions of “Business Day” and “Repurchase Price” set forth in Section 1 of the Purchase Agreement shall be deleted and replaced in their entirety as follows:

Business Day:     Any day other than (i) a Saturday or a Sunday, (ii) a legal holiday in the states of California, Delaware, Maryland, Michigan, Minnesota, Missouri or New York, (iii) a day on which banks in the states of California, Delaware, Maryland, Michigan, Minnesota, Missouri or New York, are authorized or obligated by law or executive order to be closed or (iv) a day on which the New York Stock Exchange or the Federal Reserve Bank of New York is closed.

Repurchase Price:     With respect to any Mortgage Loan, a price equal to (i) the unpaid principal balance of the Mortgage Loan, plus (ii) interest on such unpaid principal balance at the related Mortgage Interest Rate from the last date through which interest was last paid by or on behalf of the Mortgagor to the last day of the month in which such repurchase occurs, plus (iii) reasonable and customary third party expenses incurred in connection with the transfer of the Mortgage Loan being repurchased, minus (iv) any amounts received in respect of such repurchased Mortgage Loan and being held for future distribution in connection with such Mortgage Loan.

 (b)     The following sentence shall be added as the new third sentence of Subsection 7.03(a):

Each determination as to whether there has been such a breach shall be conducted on a Mortgage Loan-by-Mortgage Loan basis.

(c)     The rights under the Purchase Agreement assigned to the Depositor and the Assignee pursuant to this Agreement shall be under the Purchase Agreement as amended by this Agreement.

Miscellaneous

12.   All demands, notices and communications related to the Mortgage Loans, the Purchase Agreement and this Agreement shall be in writing and shall be deemed to have been duly given if personally delivered at or mailed by registered mail, postage prepaid, as follows:

(a)   In the case of Shore,

 United Shore Financial Services, LLC

 555 S. Adams Road

 Birmingham, Michigan 48009

 Attention: Chief Executive Officer

 Phone: (248) 833-0459

 Facsimile: (248) 554-6049

 with a copy to

 General Counsel at the same address

6

(b)   In the case of Assignee,

 Christiana Trust, a division of Wilmington Savings Fund Society, FSB

 500 Delaware Avenue, 11th Floor

 Wilmington, Delaware, 19801

 Attention: Corporate Trust

(c)   In the case of Depositor,

 Sequoia Residential Funding, Inc.

 One Belvedere Place, Suite 360

 Mill Valley, California 94941

 Attention: William Moliski

 with a copy to

 General Counsel at the same address

(d)   In the case of Assignor,

 Redwood Residential Acquisition Corporation

 One Belvedere Place, Suite 360

 Mill Valley, California 94941

 Attention: William Moliski

 with a copy to

 General Counsel at the same address

(e)    In the case of Master Servicer,

Wells Fargo Bank, N.A.

9062 Old Annapolis Road

Columbia, Maryland 21045)

Telephone number: (410) 884-2000

Facsimile number: (410) 715-2380

Attention: Client Manager -- Sequoia Mortgage Trust 2013-2

7

(f)    In the case of the initial Controlling Holder,

 Sequoia Mortgage Funding Corporation

 One Belvedere Place, Suite 360

 Mill Valley, California 94941

 Attention: William Moliski

 with a copy to

 General Counsel at the same address

13.   This Agreement shall be construed in accordance with the laws of the State of New York, except to the extent preempted by Federal law, and the obligations, rights and remedies of the parties hereunder shall be determined in accordance with such laws, without regard to the conflicts of laws provisions of the State of New York or any other jurisdiction.

14.   No term or provision of this 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.

15.   This Agreement shall inure to the benefit of the successors and assigns of the parties hereto. Any entity into which Assignor, Depositor, Assignee or Shore may be merged or consolidated shall, without the requirement for any further writing, be deemed Assignor, Depositor, Assignee or Shore, respectively, hereunder.

16.   This Agreement shall survive the conveyance of the Mortgage Loans, the assignment of the representations and warranties made by Shore pursuant to the Purchase Agreement to the extent of the Mortgage Loans by Assignor to Depositor and by Depositor to Assignee, and the termination of the Purchase Agreement.

17.   This 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.

18.   The Controlling Holder under the Pooling and Servicing Agreement is an express third party beneficiary of this Agreement, and shall have the same power and ability to exercise and enforce the rights stated to be provided to it hereunder as if it were a signatory hereto. Shore hereby consents to such exercise and enforcement.

8

19.   It is expressly understood and agreed by the parties hereto that insofar as this Agreement is executed by the Trustee (i) this Agreement is executed and delivered by Christiana Trust, a division of Wilmington Savings Fund Society, FSB (“Christiana Trust”) not in its individual capacity but solely as Trustee on behalf of the trust created by the Pooling and Servicing Agreement referred to herein (the “Trust”) in the exercise of the powers and authority conferred upon and vested in it, and as directed in the Pooling and Servicing Agreement, (ii) each of the undertakings and agreements herein made on behalf of the Trust is made and intended not as a personal undertaking or agreement of or by Christiana Trust but is made and intended for purposes of binding only the Trust, (iii) nothing herein contained shall be construed as creating any liability on the part of Christiana Trust, individually or personally, to perform any covenant either express or implied in this Agreement, all such liability, if any, being expressly waived by the parties hereto and by any person claiming by, through or under the parties hereto, and (iv) under no circumstances shall Christiana Trust in its individual capacity or in its capacity as Trustee be personally liable for the payment of any indebtedness, amounts or expenses owed by the Assignor under the Purchase Agreement, as modified or supplemented by this Agreement (such indebtedness, expenses and other amounts being payable solely from and to the extent of funds of the Trust) or be personally liable for the breach or failure of any obligation, representation, warranty or covenant made under this Agreement or any other related documents.

20.   Master Servicer. Shore hereby acknowledges that the Assignee has appointed Wells Fargo Bank, N.A. to act as master servicer and securities administrator under the Pooling and Servicing Agreement and hereby agrees to treat all inquiries, demands, instructions, authorizations and other communications from the Master Servicer as if the same had been received from the Assignee. The Master Servicer, acting on behalf of the Assignee, shall have the rights of the Assignee as the Purchaser under this Agreement, including, without limitation, the right to enforce the obligations of Shore hereunder and under the Purchase Agreement and the right to exercise the remedies of the Purchaser hereunder and under the Purchase Agreement.

Shore shall make all remittances due by it to the Purchaser with respect to the Mortgage Loans to the following account by wire transfer of immediately available funds:

Wells Fargo Bank, N.A.

San Francisco, California

ABA# 121-000-248

Account #3970771416

Account Name: SAS Clearing

FFC: Account #39116400, Sequoia Mortgage Trust 2013-2 Distribution Account

21.   Shore acknowledges that the custodian will be Wells Fargo Bank, N.A. acting pursuant to the Custodial Agreement. Notwithstanding Section 10 of the Purchase Agreement, if there has been a breach of any representation or warranty made with respect to the related Mortgage Loan in Subsection 7.01 of the Purchase Agreement, Shore shall pay shipping expenses for sending any Mortgage Loan Documents to Shore or as otherwise necessary to cure such breach.

9

22.   Rule 17g-5 Compliance. Shore hereby agrees that it shall provide any information with respect to the Mortgage Loans or the origination thereof that it is reasonably requested to provide to any Rating Agency or nationally recognized statistical rating organization (“NRSRO”) via electronic mail at rmbs17g5informationprovider@wellsfargo.com, with a subject reference of “SEMT 2013-2” and an identification of the type of information being provided in the body of such electronic mail. The Securities Administrator, as the initial Rule 17g-5 Information Provider (the “Rule 17g-5 Information Provider”) shall notify Shore in writing of any change in the identity or contact information of the Rule 17g-5 Information Provider. Shore shall have no liability for (i) the Rule 17g-5 Information Provider’s failure to post information provided by it in accordance with the terms of this Agreement or (ii) any malfunction or disabling of the website maintained by the Rule 17g-5 Information Provider. None of the foregoing restrictions in this Section 22 prohibit or restrict oral or written communications, or providing information, between Shore, on the one hand, and any Rating Agency or NRSRO, on the other hand, with regard to (i) such Rating Agency’s or NRSRO’s review of the ratings it assigns to Shore or (ii) such Rating Agency’s or NRSRO’s evaluation of Shore’s operations in general; provided, however, that Shore shall not provide any information relating to the Mortgage Loans to such Rating Agency or NRSRO in connection with such review and evaluation by such Rating Agency or NRSRO unless: (x) borrower, property or deal specific identifiers are redacted; or (y) such information has already been provided to the Rule 17g-5 Information Provider.

10

IN WITNESS WHEREOF, the parties hereto have executed this Agreement the day and year first above written.

REDWOOD RESIDENTIAL ACQUISITION CORPORATION

Assignor

By:

Name:

Title:

SEQUOIA RESIDENTIAL FUNDING, INC.

Depositor

By:

Name:

Title:

Christiana Trust, a division of Wilmington Savings Fund Society, FSB, not in its individual capacity but solely as Trustee,

Assignee

By:

Name:

Title:

United Shore Financial Services, LLC

By:

Name:

Title:

Accepted and agreed to by:

WELLS FARGO BANK, N.A.

Master Servicer

By:

Name:

Title:

Signature Page – Assignment of Representations and Warranties – United Shore Financial (SEMT 2013-2)

ATTACHMENT 1

MORTGAGE LOAN SCHEDULE

	1	2	3	4	5	6	7	8	9	10	11
	Primary Servicer	Servicing Fee %	Servicing Fee—Flatdollar	Servicing Advance Methodology	Originator	Loan Group	Loan Number	Amortization Type	Lien Position	HELOC Indicator	Loan Purpose
1	1000383	0.002500			1000324		1351225721	1	1	0	9
2	1000383	0.002500			1000324		1351228658	1	1	0	9
3	1000383	0.002500			1000324		1351226860	1	1	0	3
4	1000383	0.002500			1000324		1351238232	1	1	0	7
5	1000383	0.002500			1000324		1351238816	1	1	0	9
6	1000383	0.002500			1000324		135124179	1	1	0	7
7	1000383	0.002500			1000324		1351241905	1	1	0	7
8	1000383	0.002500			1000324		1351234174	1	1	0	9
9	1000383	0.002500			1000324		1351245098	1	1	0	9
10	1000383	0.002500			1000324		1351233515	1	1	0	9
11	1000383	0.002500			1000324		1351247382	1	1	0	7
12	1000383	0.002500			1000324		1351247812	1	1	0	7
13	1000383	0.002500			1000324		1351247412	1	1	0	7
14	1000383	0.002500			1000324		1312122002	1	1	0	9
15	1000383	0.002500			1000324		1351233195	1	1	0	9
16	1000383	0.002500			1000324		1351236909	1	1	0	9
17	1000383	0.002500			1000324		1312124626	1	1	0	9
18	1000383	0.002500			1000324		1351236156	1	1	0	9
19	1000383	0.002500			1000324		1451240765	1	1	0	3
20	1000383	0.002500			1000324		1351242089	1	1	0	3
21	1000383	0.002500			1000324		1351242876	1	1	0	9
22	1000383	0.002500			1000324		1351241734	1	1	0	3
23	1000383	0.002500			1000324		1351236343	1	1	0	9
24	1000383	0.002500			1000324		1451238143	1	1	0	9
25	1000383	0.002500			1000324		1351244816	1	1	0	9
26	1000383	0.002500			1000324		1351241171	1	1	0	9
27	1000383	0.002500			1000324		1351244992	1	1	0	7
28	1000383	0.002500			1000324		1312124561	1	1	0	9
29	1000383	0.002500			1000324		1351243305	1	1	0	9
30	1000383	0.002500			1000324		1351242887	1	1	0	9
31	1000383	0.002500			1000324		1351248310	1	1	0	9
32	1000383	0.002500			1000324		1351249699	1	1	0	9
33	1000383	0.002500			1000324		1351245572	1	1	0	7
34	1000383	0.002500			1000324		1351246883	1	1	0	3
35	1000383	0.002500			1000324		1351244294	1	1	0	9
36	1000383	0.002500			1000324		1351251680	1	1	0	9
37	1000383	0.002500			1000324		1351246907	1	1	0	9
38	1000383	0.002500			1000324		1351250579	1	1	0	7
39	1000383	0.002500			1000324		1351253055	1	1	0	7
40	1000383	0.002500			1000324		1351250285	1	1	0	7
41	1000383	0.002500			1000324		1351240317	1	1	0	9
42	1000383	0.002500			1000324		1351250769	1	1	0	9
43	1000383	0.002500			1000324		1351248121	1	1	0	9
44	1000383	0.002500			1000324		1351254589	1	1	0	7
45	1000383	0.002500			1000324		1351251120	1	1	0	9
46	1000383	0.002500			1000324		1351239252	1	1	0	9
47	1000383	0.002500			1000324		1451252438	1	1	0	7
48	1000383	0.002500			1000324		1351253703	1	1	0	3
49	1000383	0.002500			1000324		1351252591	1	1	0	9
50	1000383	0.002500			1000324		1351248235	1	1	0	7

	12	13	14	15	16	17	18	19	20
	Cash Out Amount	Total Origination and Discount Points	Covered/High Cost Loan Indicator	Relocation Loan Indicator	Broker Indicator	Channel	Escrow Indicator	Senior Loan Amount(s)	Loan Type of Most Senior Lien
1						2	0	0
2						2	4	0
3						2	4	0
4						2	4	0
5						2	4	0
6						2	4	0
7						2	4	0
8						2	0	0
9						2	4	0
10						2	4	0
11						2	4	0
12						2	0	0
13						2	0	0
14						1	0	0
15						2	4	0
16						2	0	0
17						1	4	0
18						2	4	0
19						5	4	0
20						2	0	0
21						2	0	0
22						2	4	0
23						2	4	0
24						5	4	0
25						2	4	0
26						2	0	0
27						2	0	0
28						1	0	0
29						2	4	0
30						2	4	0
31						2	0	0
32						2	4	0
33						2	4	0
34						2	0	0
35						2	4	0
36						2	4	0
37						2	4	0
38						2	4	0
39						2	4	0
40						2	0	0
41						2	4	0
42						2	0	0
43						2	4	0
44						2	4	0
45						2	0	0
46						2	0	0
47						5	0	0
48						2	0	0
49						2	0	0
50						2	4	0

	21	22	23	24	25	26	27	28	29
	Hybrid Period of Most Senior Lien (in months)	Neg Am Limit of Most Senior Lien	Junior Mortgage Balance	Origination Date of Most Senior Lien	Origination Date	Original Loan Amount	Original Interest Rate	Original Amortization Term	Original Term to Maturity
1			200000.00		20121024	703000.00	0.042500	360	360
2			0.00		20121101	600000.00	0.042500	360	360
3			0.00		20121107	750000.00	0.046250	360	360
4			0.00		20121106	552000.00	0.042500	360	360
5			0.00		20121026	526000.00	0.040000	360	360
6			0.00		20121025	940000.00	0.041250	360	360
7			0.00		20121109	900000.00	0.041250	360	360
8			0.00		20121026	1988000.00	0.037500	360	360
9			0.00		20121030	479000.00	0.037500	360	360
10			0.00		20121102	686000.00	0.037500	360	360
11			0.00		20121106	697800.00	0.036250	360	360
12			0.00		20121109	577500.00	0.041250	360	360
13			0.00		20121105	960000.00	0.037500	360	360
14			0.00		20121103	819775.00	0.043750	360	360
15			80000.00		20121022	840000.00	0.041250	360	360
16			0.00		20121031	884000.00	0.040000	360	360
17			0.00		20121115	694353.00	0.036250	180	180
18			0.00		20121203	1050000.00	0.040000	360	360
19			0.00		20121016	774000.00	0.042500	360	360
20			0.00		20121121	999999.00	0.041250	360	360
21			500000.00		20121114	1147924.00	0.037500	360	360
22			0.00		20121114	621075.00	0.038750	360	360
23			140000.00		20121128	812000.00	0.038750	360	360
24			0.00		20121029	686000.00	0.043750	360	360
25			0.00		20121123	862500.00	0.040000	360	360
26			295000.00		20121130	747000.00	0.040000	360	360
27			0.00		20121113	637000.00	0.038750	360	360
28			0.00		20121107	943114.00	0.038750	360	360
29			0.00		20121108	1153500.00	0.038750	360	360
30			0.00		20121105	715000.00	0.037500	360	360
31			0.00		20121121	665000.00	0.037500	360	360
32			0.00		20121116	665000.00	0.038750	360	360
33			0.00		20121026	686000.00	0.035000	360	360
34			0.00		20121123	1235000.00	0.037500	360	360
35			0.00		20121109	852000.00	0.040000	360	360
36			0.00		20121130	637000.00	0.038750	360	360
37			0.00		20121115	712000.00	0.040000	360	360
38			0.00		20121127	630000.00	0.037500	360	360
39			0.00		20121128	688000.00	0.038750	360	360
40			0.00		20121115	1085625.00	0.038750	360	360
41			0.00		20121123	1000000.00	0.038750	360	360
42			0.00		20121204	828000.00	0.040000	360	360
43			0.00		20121113	693500.00	0.040000	360	360
44			0.00		20121207	1855000.00	0.040000	360	360
45			50000.00		20121210	757000.00	0.040000	360	360
46			0.00		20121105	542000.00	0.038750	360	360
47			0.00		20121120	920000.00	0.041250	360	360
48			0.00		20121207	460000.00	0.035000	360	360
49			125047.86		20121206	726000.00	0.040000	360	360
50			0.00		20121123	604000.00	0.038750	360	360

	30	31	32	33	34	35	36	37	38
	First Payment Date of Loan	Interest Type Indicator	Original Interest Only Term	Buy Down Period	HELOC Draw Period	Current Loan Amount	Current Interest Rate	Current Payment Amount Due	Interest Paid Through Date
1	20121201	1	0	0		701059.47	0.042500	3458.34	20121201
2	20130101	1	0	0		599173.36	0.042500	2951.64	20121201
3	20130101	1	0	0		749034.58	0.046250	3856.05	20121201
4	20130101	1	0	0		551239.49	0.042500	2715.51	20121201
5	20121201	1	0	0		524481.74	0.040000	2511.20	20121201
6	20121201	1	0	0		937346.53	0.041250	4555.71	20121201
7	20130101	1	0	0		898731.90	0.041250	4361.85	20121201
8	20121201	1	0	0		1982002.16	0.037500	9206.74	20121201
9	20121201	1	0	0		477554.86	0.037500	2218.32	20121201
10	20130101	1	0	0		684966.78	0.037500	3176.97	20121201
11	20130101	1	0	0		696725.61	0.036250	3182.33	20121201
12	20130101	1	0	0		576686.31	0.041250	2798.85	20121201
13	20130101	1	0	0		958554.09	0.037500	4445.91	20121201
14	20130101	1	0	0		818670.74	0.043750	4093.02	20121201
15	20121201	1	0	0		837628.81	0.041250	4071.06	20121201
16	20121201	1	0	0		881448.39	0.040000	4220.35	20121201
17	20130101	1	0	0		691443.98	0.036250	5006.54	20121201
18	20130201	1	0	0		1050000.00	0.040000	5012.86	20121201
19	20121201	1	0	0		771863.48	0.042500	3807.61	20121201
20	20130101	1	0	0		998590.01	0.041250	4846.49	20121201
21	20130101	1	0	0		1146195.04	0.037500	5316.22	20121201
22	20130101	1	0	0		620160.03	0.038750	2920.52	20121201
23	20130101	1	0	0		810803.75	0.038750	3818.33	20121201
24	20121201	1	0	0		684148.51	0.043750	3425.10	20121201
25	20130101	1	0	0		861257.29	0.040000	4117.71	20121201
26	20130101	1	0	0		745923.70	0.040000	3566.29	20121201
27	20130101	1	0	0		636061.57	0.038750	2995.41	20121201
28	20130101	1	0	0		941724.60	0.038750	4434.87	20121201
29	20130101	1	0	0		1151800.66	0.038750	5424.18	20121201
30	20130101	1	0	0		713923.10	0.037500	3311.28	20121201
31	20130101	1	0	0		663998.41	0.037500	3079.72	20121201
32	20130101	1	0	0		664020.32	0.038750	3127.08	20121201
33	20121201	1	0	0		683837.61	0.035000	3080.45	20121201
34	20130101	1	0	0		1233139.90	0.037500	5719.48	20121201
35	20130101	1	0	0		850772.42	0.040000	4067.58	20121201
36	20130101	1	0	0		636061.56	0.038750	2995.41	20121201
37	20130101	1	0	0		710974.13	0.040000	3399.20	20121201
38	20130101	1	0	0		629051.12	0.037500	2917.63	20121201
39	20130101	1	0	0		686986.44	0.038750	3235.23	20121201
40	20130101	1	0	0		1084025.64	0.038750	5105.01	20121201
41	20130101	1	0	0		998526.80	0.038750	4702.37	20121201
42	20130201	1	0	0		828000.00	0.040000	3953.00	20121201
43	20130101	1	0	0		692500.79	0.040000	3310.88	20121201
44	20130201	1	0	0		1855000.00	0.040000	8856.05	20121201
45	20130201	1	0	0		757000.00	0.040000	3614.03	20121201
46	20130101	1	0	0		541201.53	0.038750	2548.68	20121201
47	20130101	1	0	0		918703.72	0.041250	4458.78	20121201
48	20130201	1	0	0		460000.00	0.035000	2065.61	20121201
49	20130201	1	0	0		726000.00	0.040000	3466.04	20121201
50	20130101	1	0	0		603110.18	0.038750	2840.23	20121201

	39	40	41	42	43	44	45	46	47	48	49	50
	Current Payment Status	Index Type	ARM Look-back Days	Gross Margin	ARM Round Flag	ARM Round Factor	Initial Fixed Rate Period	Initial Interest Rate Cap (Change Up)	Initial Interest Rate Cap (Change Down)	Subsequent Interest Rate Reset Period	Subsequent Interest Rate Cap (Change Down)	Subsequent Interest Rate Cap (Change Up)
1	0	0
2	0	0
3	0	0
4	0	0
5	0	0
6	0	0
7	0	0
8	0	0
9	0	0
10	0	0
11	0	0
12	0	0
13	0	0
14	0	0
15	0	0
16	0	0
17	0	0
18	0	0
19	0	0
20	0	0
21	0	0
22	0	0
23	0	0
24	0	0
25	0	0
26	0	0
27	0	0
28	0	0
29	0	0
30	0	0
31	0	0
32	0	0
33	0	0
34	0	0
35	0	0
36	0	0
37	0	0
38	0	0
39	0	0
40	0	0
41	0	0
42	0	0
43	0	0
44	0	0
45	0	0
46	0	0
47	0	0
48	0	0
49	0	0
50	0	0

	51	52	53	54	55	56	57	58	59	60	61
	Lifetime Maximum Rate (Ceiling)	Lifetime Minimum Rate (Floor)	Negative Amortization Limit	Initial Negative Amortization Recast Period	Subsequent Negative Amortization Recast Period	Initial Fixed Payment Period	Subsequent Payment Reset Period	Initial Periodic Payment Cap	Subsequent Periodic Payment Cap	Initial Minimum Payment Reset Period	Subsequent Minimum Payment Reset Period
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
29
30
31
32
33
34
35
36
37
38
39
40
41
42
43
44
45
46
47
48
49
50

	62	63	64	65	66	67	68	69	70	71
	Option ARM Indicator	Options at Recast	Initial Minimum Payment	Current Minimum Payment	Prepayment Penalty Calculation	Prepayment Penalty Type	Prepayment Penalty Total Term	Prepayment Penalty Hard Term	Primary Borrower ID	Number of Mortgaged Properties
1							0		521	1
2							0		507	1
3							0		515	1
4							0		274	1
5							0		374	1
6							0		516	2
7							0		253	3
8							0		250	2
9							0		405	2
10							0		706	2
11							0		742	3
12							0		317	2
13							0		415	2
14							0		108	1
15							0		241	1
16							0		610	1
17							0		381	1
18							0		388	1
19							0		668	1
20							0		622	2
21							0		342	1
22							0		733	2
23							0		151	2
24							0		536	4
25							0		320	2
26							0		453	1
27							0		531	2
28							0		649	1
29							0		736	1
30							0		755	1
31							0		101	1
32							0		271	2
33							0		334	2
34							0		618	2
35							0		281	2
36							0		508	1
37							0		664	1
38							0		740	2
39							0		497	1
40							0		168	1
41							0		729	3
42							0		597	2
43							0		578	1
44							0		734	1
45							0		172	1
46							0		501	1
47							0		741	1
48							0		674	1
49							0		42	2
50							0		398	1

	72	73	74	75	76	77	78	79	80	81
	Total Number of Borrowers	Self-employment Flag	Current ‘Other’ Monthly Payment	Length of Employment: Borrower	Length of Employment: Co- Borrower	Years in Home	FICO Model Used	Most Recent FICO Date	Primary Wage Earner Original FICO: Equifax	Primary Wage Earner Original FICO: Experian
1		1		30.25		15	1
2		0		23	1	7	1
3		1		20	16	15	1
4		0		6	6	0	1
5		1		25		0	1
6		1		5.75	5.75	0	1
7		1		20		0	1
8		0		19.25		1.5	1
9		0		30.75		3	1
10		1		9.25		3	1
11		0		0	10	0	1
12		0		8	24	0	1
13		0		12.5	0.75	0	1
14		0		0		8	1
15		1		10	4	7.5	1
16		0		25		6	1
17		1		12.5		5	1
18		0		7		8	1
19		0		16.5	5	9	1
20		0		24		14	1
21		1		7		7	1
22		1		13	3	9	1
23		0		20.25		7	1
24		0		1		1.5	1
25		0		2	2	2	1
26		1		15		20	1
27		0		0		0	1
28		1		12.75		10	1
29		0		5		1.5	1
30		0		13.25	0.25	2.5	1
31		0		2.25		9.75	1
32		0		8.25	2.75	1	1
33		0		3.5	14	0	1
34		1		16.25		7	1
35		0		6	5	5	1
36		0		23.25		7	1
37		0		0	8	20	1
38		0		6	10	0	1
39		0		0.5	1	0	1
40		1		12		0	1
41		0		24.75		7	1
42		0		1.5		7	1
43		0		35		12	1
44		1		7.5		0	1
45		0		16.25		10	1
46		1		20		10	1
47		0		1	4	0	1
48		0		15		11	1
49		1		16		4	1
50		0		10	6.5	0	1

	82	83	84	85	86	87	88	89	90	91
	Primary Wage Earner Original FICO: TransUnion	Secondary Wage Earner Original FICO: Equifax	Secondary Wage Earner Original FICO: Experian	Secondary Wage Earner Original FICO: TransUnion	Original Primary Borrower FICO	Most Recent Primary Borrower FICO	Most Recent Co- Borrower FICO	Most Recent FICO Method	VantageScore: Primary Borrower	VantageScore: Co- Borrower
1					796
2					789
3					757
4					725
5					795
6					801
7					780
8					795
9					793
10					751
11					784
12					777
13					779
14					778
15					743
16					780
17					746
18					772
19					752
20					772
21					799
22					731
23					729
24					791
25					772
26					780
27					787
28					801
29					777
30					780
31					807
32					781
33					789
34					797
35					788
36					805
37					788
38					787
39					770
40					794
41					801
42					782
43					728
44					783
45					782
46					812
47					753
48					774
49					784
50					778

	92	93	94	95	96	97	98	99
	Most Recent VantageScore Method	VantageScore Date	Credit Report: Longest Trade Line	Credit Report: Maximum Trade Line	Credit Report: Number of Trade Lines	Credit Line Usage Ratio	Most Recent 12- month Pay History	Months Bankruptcy
1							000000000000
2							000000000000
3							000000000000
4							000000000000
5							000000000000
6							000000000000
7							000000000000
8							000000000000
9							000000000000
10							000000000000
11							000000000000
12							000000000000
13							000000000000
14							000000000000
15							000000000000
16							000000000000
17							000000000000
18							000000000000
19							000000000000
20							000000000000
21							000000000000
22							000000000000
23							000000000000
24							000000000000
25							000000000000
26							000000000000
27							000000000000
28							000000000000
29							000000000000
30							000000000000
31							000000000000
32							000000000000
33							000000000000
34							000000000000
35							000000000000
36							000000000000
37							000000000000
38							000000000000
39							000000000000
40							000000000000
41							000000000000
42							000000000000
43							000000000000
44							000000000000
45							000000000000
46							000000000000
47							000000000000
48							000000000000
49							000000000000
50							000000000000

	100	101	102	103	104	105	106	107	108
	Months Foreclosure	Primary Borrower Wage Income	Co-Borrower Wage Income	Primary Borrower Other Income	Co-Borrower Other Income	All Borrower Wage Income	All Borrower Total Income	4506-T Indicator	Borrower Income Verification Level
1		28307.42		0.00		28307.42	28307.42	1	5
2		13609.95	11165.59	0.00	0.00	24775.54	24775.54	1	5
3		30117.42	0.00	0.00	0.00	30117.42	30117.42	1	5
4		2371.03	6426.74	5126.57	0.00	8797.77	13924.34	1	5
5		43301.37		0.00		43301.37	43301.37	1	5
6		9496.32	37174.01	0.00	0.00	46670.33	46670.33	1	5
7		129400.00		0.00		129400.00	129400.00	1	5
8		35416.68	0.00	63570.83	0.00	35416.68	98987.51	1	5
9		12360.40		1932.87		12360.40	14293.27	1	5
10		13315.45		0.00		13315.45	13315.45	1	5
11		12500.00	9689.42	0.00	0.00	22189.42	22189.42	1	5
12		11587.50	10783.33	0.00	0.00	22370.83	22370.83	1	5
13		19759.92	0.00	13000.00	0.00	19759.92	32759.92	1	5
14		0.00	2299.90	12341.11	0.00	2299.90	14641.01	1	5
15		20248.67	11740.64	0.00	0.00	31989.31	31989.31	1	5
16		24666.68	0.00	0.00	0.00	24666.68	24666.68	1	5
17		12802.42		10692.86		12802.42	23495.28	1	5
18		17250.00		0.00		17250.00	17250.00	1	5
19		10951.20	1627.33	388.24	0.00	12578.53	12966.77	1	5
20		37084.92		19183.13		37084.92	56268.05	1	5
21		22815.00		0.00		22815.00	22815.00	1	5
22		16321.41	0.00	0.00	0.00	16321.41	16321.41	1	5
23		31097.32	0.00	0.00	0.00	31097.32	31097.32	1	5
24		17666.67	0.00	0.00	0.00	17666.67	17666.67	1	5
25		16258.08	15512.92	0.00	0.00	31771.00	31771.00	1	5
26		17547.49		0.00		17547.49	17547.49	1	5
27		3164.70	0.00	13000.00	0.00	3164.70	16164.70	1	5
28		23279.17		0.00		23279.17	23279.17	1	5
29		30420.33		0.00		30420.33	30420.33	1	5
30		11166.34	7916.67	0.00	0.00	19083.01	19083.01	1	5
31		26660.25	0.00	0.00	0.00	26660.25	26660.25	1	5
32		8266.27	8741.16	0.00	0.00	17007.43	17007.43	1	5
33		9374.99	8039.99	0.00	0.00	17414.98	17414.98	1	5
34		24189.16	0.00	0.00	0.00	24189.16	24189.16	1	5
35		12340.84	19044.05	0.00	0.00	31384.89	31384.89	1	5
36		13033.63	0.00	0.00	0.00	13033.63	13033.63	1	5
37		8183.79	10147.03	0.00	0.00	18330.82	18330.82	1	5
38		14043.92	6258.34	0.00	0.00	20302.26	20302.26	1	5
39		22916.67	1.00	0.00	0.00	22917.67	22917.67	1	5
40		12979.58		0.00		12979.58	12979.58	1	4
41		16848.00		0.00		16848.00	16848.00	1	5
42		29166.66		0.00		29166.66	29166.66	1	5
43		14150.00		0.00		14150.00	14150.00	1	5
44		28143.08	0.00	0.00	0.00	28143.08	28143.08	1	5
45		9999.99	0.00	11857.78	0.00	9999.99	21857.77	1	5
46		11571.29		33091.12		11571.29	44662.41	1	5
47		5625.00	17499.99	0.00	0.00	23124.99	23124.99	1	5
48		13905.84	0.00	0.00	0.00	13905.84	13905.84	1	5
49		21394.37	0.00	0.00	0.00	21394.37	21394.37	1	5
50		8691.00	14745.84	0.00	0.00	23436.84	23436.84	1	5

	109	110	111	112	113	114	115	116	117	118
	Co-Borrower Income Verification	Borrower Employment Verification	Co-Borrower Employment Verification	Borrower Asset Verification	Co-Borrower Asset Verification	Liquid / Cash Reserves	Monthly Debt All Borrowers	Originator DTI	Fully Indexed Rate	Qualification Method
1		3		4		907459.67	5107.14	0.180417
2		3		4		36935.73	4173.81	0.168465
3		3		4		123927.86	9965.40	0.330885
4		3		4		108674.87	3556.12	0.255389
5		3		4		718153.35	6486.93	0.149809
6		3		4		88406.42	9003.73	0.192922
7		3		4		8141123.80	14815.91	0.114497
8		3		4		1055578.97	18123.52	0.183089
9		3		4		176499.68	6330.92	0.442930
10		3		4		202544.45	5749.41	0.431785
11		3		4		287750.39	8203.41	0.369699
12		3		4		556666.72	7967.42	0.356152
13		3		4		267822.29	10178.64	0.310704
14		3		4		128663.85	6494.90	0.443610
15		3		4		38421.67	6098.41	0.190639
16		3		4		300476.36	5894.89	0.238982
17		3		4		151568.39	7365.49	0.313488
18		3		4		400051.72	6215.57	0.360323
19		3		4		124230.17	5728.97	0.441819
20		3		4		398865.75	12368.67	0.219817
21		3		4		2974658.96	10174.46	0.445955
22		3		4		321800.67	6162.74	0.377586
23		3		4		270026.16	12294.29	0.395349
24		3		4		53992.87	4355.59	0.246543
25		3		4		137122.47	6183.27	0.194620
26		3		4		1201262.87	6020.58	0.343102
27		3		4		2061741.76	7030.14	0.434907
28		3		4		56347.15	8177.32	0.351272
29		3		4		228411.04	10043.97	0.330173
30		3		4		117622.98	5310.40	0.278279
31		3		4		1161619.23	4596.12	0.172396
32		3		4		68029.33	5249.45	0.308656
33		3		4		124742.11	7208.16	0.413906
34		3		4		128952.75	8338.70	0.344729
35		3		4		108725.78	8202.63	0.261356
36		3		4		348283.67	3507.23	0.269091
37		3		4		207847.86	3986.24	0.217461
38		3		4		170227.98	6465.05	0.318440
39		3		4		102844.46	4661.18	0.203388
40		3		4		203197.31	5400.30	0.416061
41		3		4		90861.08	6387.25	0.379110
42		3		4		492765.70	9253.68	0.317269
43		3		4		373114.82	4615.63	0.326193
44		3		4		298162.41	12434.06	0.441816
45		3		4		76471.41	5650.41	0.258508
46		3		4		248895.12	4819.34	0.107906
47		3		4		193376.38	9824.26	0.424833
48		3		4		52238.32	4806.90	0.345675
49		3		4		123190.17	6373.43	0.297902
50		3		4		61350.48	3890.09	0.165982

	119	120	121	122	123	124	125	126	127	128
	Percentage of Down Payment from Borrower Own Funds	City	State	Postal Code	Property Type	Occupancy	Sales Price	Original Appraised Property Value	Original Property Valuation Type	Original Property Valuation Date
1		SALT LAKE CITY	UT	84103	7	1		1350000.00	3	20120816
2		SCOTTSDALE	AZ	85266	7	1		766000.00	3	20120901
3		FALLBROOK	CA	92028	7	1		1180000.00	3	20120820
4		MOUNT PLEASANT	SC	29464	7	1	704600.00	690000.00	98	20120910
5		TRAVERSE CITY	MI	49684	1	2		852000.00	3	20120913
6		DRAPER	UT	84020	1	1	1175000.00	1220000.00	3	20121005
7		MELBOURNE	FL	32940	1	1	1800000.00	1800000.00	3	20120928
8		NAPA	CA	94558	1	1		2840000.00	3	20121002
9		GUNTERSVILLE	AL	35976	1	1		620000.00	3	20121009
10		CORONA	CA	92882	1	1		925000.00	3	20120928
11		BELLEVUE	WA	98004	1	1	1195000.00	1195000.00	3	20121017
12		ISLE OF PALMS	SC	29451	7	2	770000.00	825000.00	3	20121017
13		ALTADENA	CA	91001	1	1	1200000.00	1200000.00	3	20121014
14		MIAMI	FL	33133	1	1		1450000.00	98	20120526
15		REISTERSTOWN	MD	21136	7	1		1150000.00	3	20120822
16		SANTA CRUZ	CA	95060	1	1		1105000.00	3	20120828
17		TRAVERSE CITY	MI	49684	1	1		942000.00	3	20121002
18		BOULDER	CO	80304	1	1		1470000.00	3	20120908
19		SANTA MONICA	CA	90405	1	1		1450000.00	3	20120924
20		HUNTINGTON BEACH	CA	92649	7	1		2300000.00	3	20121022
21		IRVINE	CA	92603	7	1		3800000.00	3	20121005
22		PAWLEYS ISLAND	SC	29585	1	1		955500.00	3	20120925
23		LUTHERVILLE	MD	21030	1	1		1350000.00	3	20120914
24		EUGENE	OR	97405	1	1		875000.00	3	20120920
25		BOULDER	CO	80304	1	1		1150000.00	3	20121003
26		SOLANA BEACH	CA	92075	7	1		1315000.00	3	20120926
27	100.000000	INDIAN WELLS	CA	92210	7	1	910000.00	950000.00	3	20121003
28		HUNTINGON BEACH	CA	92649	7	1		1295000.00	3	20120910
29		EDMOND	OK	73013	7	1		1550000.00	3	20121009
30		SAN CLEMENTE	CA	92672	1	1		1200000.00	3	20121004
31		SAMMAMISH	WA	98074	7	1		1500000.00	3	20121031
32		SCOTTSDALE	AZ	85251	1	1		1000000.00	3	20121026
33	100.000000	PARADISE VALLEY	AZ	85253	1	1	980000.00	980000.00	3	20121004
34		BURBANK	CA	91504	1	1		2400000.00	3	20121019
35		SAN JUAN CAPISTRANO	CA	92675	7	1		1065000.00	3	20121015
36		CASTLE PINES	CO	80108	7	1		975000.00	3	20121101
37		LOS ANGELES	CA	90005	1	1		1800000.00	3	20121019
38	100.000000	CORAL GABLES	FL	33134	1	1	900000.00	900000.00	3	20121020
39	100.000000	ENGLEWOOD	CO	80113	1	1	860000.00	870000.00	3	20121109
40	100.000000	VENICE	CA	90291	1	1	1447500.00	1455000.00	3	20121024
41		PASADENA	CA	91103	1	1		1250000.00	3	20121020
42		RANCHO PALOS VERDES	CA	90275	1	1		1225000.00	3	20121023
43		SAN DIEGO	CA	92131	7	1		925000.00	3	20121027
44	100.000000	WINTER PARK	FL	32789	1	1	2650000.00	2650000.00	3	20121121
45		NEW CANAAN	CT	06840	1	1		1100000.00	3	20121026
46		CORONA	CA	92882	7	1		1050000.00	3	20121003
47	45.053700	NEWPORT BEACH	CA	92660	1	1	1420000.00	1420000.00	3	20121030
48		CORONA	CA	92881	1	1		809000.00	3	20121103
49		NEW ROADS	LA	70760	1	1		1200000.00	3	20121031
50	100.000000	LOUISVILLE	KY	40205	1	1	755000.00	775000.00	3	20121106

	129	130	131	132	133	134	135	136	137	138
	Original Automated Valuation Model (AVM) Model Name	Original AVM Confidence Score	Most Recent Property Value2	Most Recent Property Valuation Type	Most Recent Property Valuation Date	Most Recent AVM Model Name	Most Recent AVM Confidence Score	Original CLTV	Original LTV	Original Pledged Assets
1								0.668800	0.520700	0
2								0.783200	0.783200	0
3								0.635500	0.635500	0
4								0.800000	0.800000	0
5								0.617300	0.617300	0
6								0.800000	0.800000	0
7								0.500000	0.500000	0
8								0.700000	0.700000	0
9								0.772500	0.772500	0
10								0.741600	0.741600	0
11								0.583900	0.583900	0
12								0.750000	0.750000	0
13								0.800000	0.800000	0
14								0.565300	0.565300	0
15								0.800000	0.730400	0
16								0.800000	0.800000	0
17								0.737100	0.737100	0
18								0.714200	0.714200	0
19								0.533700	0.533700	0
20								0.434700	0.434700	0
21								0.433600	0.302000	0
22								0.650000	0.650000	0
23								0.705100	0.601400	0
24								0.784000	0.784000	0
25								0.750000	0.750000	0
26								0.792300	0.568000	0
27								0.700000	0.700000	0
28								0.728200	0.728200	0
29								0.744100	0.744100	0
30								0.595800	0.595800	0
31								0.443300	0.443300	0
32								0.665000	0.665000	0
33								0.700000	0.700000	0
34								0.514500	0.514500	0
35								0.800000	0.800000	0
36								0.653300	0.653300	0
37								0.395500	0.395500	0
38								0.700000	0.700000	0
39								0.800000	0.800000	0
40								0.750000	0.750000	0
41								0.800000	0.800000	0
42								0.675900	0.675900	0
43								0.749700	0.749700	0
44								0.700000	0.700000	0
45								0.733600	0.688100	0
46								0.516100	0.516100	0
47								0.647800	0.647800	0
48								0.568600	0.568600	0
49								0.709200	0.605000	0
50								0.800000	0.800000	0

	139	140	141	142	143	144	145	146	147
	Mortgage Insurance Company Name	Mortgage Insurance Percent	MI: Lender or Borrower Paid?	Pool Insurance Co. Name	Pool Insurance Stop Loss %	MI Certificate Number	Updated DTI (Front-end)	Updated DTI (Back-end)	Modification Effective Payment Date
1	0	0
2	0	0
3	0	0
4	0	0
5	0	0
6	0	0
7	0	0
8	0	0
9	0	0
10	0	0
11	0	0
12	0	0
13	0	0
14	0	0
15	0	0
16	0	0
17	0	0
18	0	0
19	0	0
20	0	0
21	0	0
22	0	0
23	0	0
24	0	0
25	0	0
26	0	0
27	0	0
28	0	0
29	0	0
30	0	0
31	0	0
32	0	0
33	0	0
34	0	0
35	0	0
36	0	0
37	0	0
38	0	0
39	0	0
40	0	0
41	0	0
42	0	0
43	0	0
44	0	0
45	0	0
46	0	0
47	0	0
48	0	0
49	0	0
50	0	0

	148	149	150	151	152	153	154	155	156	157
	Total Capitalized Amount	Total Deferred Amount	Pre-Modification Interest (Note) Rate	Pre-Modification P&I Payment	Pre-Modification Initial Interest Rate Change Downward Cap	Pre-Modification Subsequent Interest Rate Cap	Pre-Modification Next Interest Rate Change Date	Pre-Modification I/O Term	Forgiven Principal Amount	Forgiven Interest Amount
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
29
30
31
32
33
34
35
36
37
38
39
40
41
42
43
44
45
46
47
48
49
50

	158	159	160	161	162	163	164
	Number of Modifications	Cash To/From Brrw at Closing	Brrw - Yrs at in Industry	CoBrrw - Yrs at in Industry	Junior Mortgage Drawn Amount	Maturity Date	Primary Borrower Wage Income (Salary)
1			30.25		200000.00	20421101	28307.42
2			23	25		20421201	13609.95
3			20	16		20421201	30117.42
4			11	6		20421201	2371.03
5			25			20421101	43301.37
6			6	6		20421101	9496.32
7			20			20421201	129400
8			19.25			20421101	35416.68
9			30.75			20421101	12360.4
10			20			20421201	13315.45
11			16	12		20421201	12500
12			8	24		20421201	11587.5
13			12.5	0.75		20421201	19759.92
14			0		0	20421201	0
15			10	7	80000	20421101	20248.67
16			26.25		0	20421101	24666.68
17			12.5		0	20271201	12802.42
18			12		0	20430101	17250
19			20	5	0	20421101	10951.2
20			24		0	20421201	37084.92
21			33		187350	20421201	22815
22			13	9	0	20421201	16321.41
23			28		93752	20421201	31097.32
24			15		0	20421101	17666.67
25			6	8	0	20421201	16258.08
26			35		295000	20421201	17547.49
27			0		0	20421201	3164.7
28			12.75		0	20421201	23279.17
29			5		0	20421201	30420.33
30			13.25	6	0	20421201	11166.34
31			10		0	20421201	26660.25
32			8.25	15	0	20421201	8266.27
33			18	18	0	20421101	9374.99
34			16.25		0	20421201	24189.16
35			6	5	0	20421201	12340.84
36			23.25		0	20421201	13033.63
37			0	8	0	20421201	8183.79
38			12	12	0	20421201	14043.92
39			7	12	0	20421201	22916.67
40			12		0	20421201	12979.58
41			24.75		0	20421201	16848
42			17		0	20430101	29166.66
43			35		0	20421201	14150
44			15		0	20430101	28143.08
45			19		50000	20430101	9999.99
46			20		0	20421201	11571.29
47			4	4	0.00	20421201	5625
48			25		0	20430101	13905.84
49			16		24985	20430101	21394.37
50			15	15	0	20421201	8691

	165	166	167	168	169	170	171	172
	Primary Borrower Wage Income (Bonus)	Primary Borrower Wage Income (Commission)	Co-Borrower Wage Income (Salary)	Co-Borrower Wage Income (Bonus)	Co-Borrower Wage Income (Commission)	Originator Doc Code	RWT Income Verification	RWT Asset Verification
1	0	0	0	0	0	Full	Two Years	Two Months
2	0	0	11165.59	0	0	Full	Two Years	Two Months
3	0	0	0	0	0	Full	Two Years	Two Months
4	5126.57	0	6426.74	0	0	Full	Two Years	Two Months
5	0	0	0	0	0	Full	Two Years	Two Months
6	0	0	37174.01	0	0	Full	Two Years	Two Months
7	0	0	0	0	0	Full	Two Years	Two Months
8	0	0	0	0	0	Full	Two Years	Two Months
9	0	0	0	0	0	Full	Two Years	Two Months
10	0	0	0	0	0	Full	Two Years	Two Months
11	0	0	9689.42	0	0	Full	Two Years	Two Months
12	0	0	10783.33	0	0	Full	Two Years	Two Months
13	0	13000	0	0	0	Full	Two Years	Two Months
14	0	0	2299.9	0	0	Full	Two Years	Two Months
15	0	0	11740.64	0	0	Full	Two Years	Two Months
16	0	0	0	0	0	Full	Two Years	Two Months
17	0	0	0	0	0	Full	Two Years	Two Months
18	0	0	0	0	0	Full	Two Years	Two Months
19	388.24	0	1627.33	0	0	Full	Two Years	Two Months
20	0	0	0	0	0	Full	Two Years	Two Months
21	0	0	0	0	0	Full	Two Years	Two Months
22	0	0	0	0	0	Full	Two Years	Two Months
23	0	0	0	0	0	Full	Two Years	Two Months
24	0	0	0	0	0	Full	Two Years	Two Months
25	0	0	15512.92	0	0	Full	Two Years	Two Months
26	0	0	0	0	0	Full	Two Years	Two Months
27	0	0	0	0	0	Full	Two Years	Two Months
28	0	0	0	0	0	Full	Two Years	Two Months
29	0	0	0	0	0	Full	Two Years	Two Months
30	0	0	7916.67	0	0	Full	Two Years	Two Months
31	0	0	0	0	0	Full	Two Years	Two Months
32	0	0	8741.16	0	0	Full	Two Years	Two Months
33	0	0	8039.99	0	0	Full	Two Years	Two Months
34	0	0	0	0	0	Full	Two Years	Two Months
35	0	0	19044.05	0	0	Full	Two Years	Two Months
36	0	0	0	0	0	Full	Two Years	Two Months
37	0	0	10147.03	0	0	Full	Two Years	Two Months
38	0	0	6258.34	0	0	Full	Two Years	Two Months
39	0	0	1	0	0	Full	Two Years	Two Months
40	0	0	0	0	0	Full	Two Years	Two Months
41	0	0	0	0	0	Full	Two Years	Two Months
42	0	0	0	0	0	Full	Two Years	Two Months
43	0	0	0	0	0	Full	Two Years	Two Months
44	0	0	0	0	0	Full	Two Years	Two Months
45	11857.78	0	0	0	0	Full	Two Years	Two Months
46	0	0	0	0	0	Full	Two Years	Two Months
47	0	0	17499.99	0	0	Full	Two Years	Two Months
48	0	0	0	0	0	Full	Two Years	Two Months
49	0	0	0	0	0	Full	Two Years	Two Months
50	0	0	14745.84	0	0	Full	Two Years	Two Months

ATTACHMENT 2

PURCHASE AGREEMENT

Refer to Exhibit 10.5

EX-10.7

EXHIBIT 10.7
 

EXECUTION COPY

FLOW MORTGAGE LOAN PURCHASE AND SALE AGREEMENT

between

PrimeLending, a PlainsCapital Company

as Seller,

and

Redwood Residential Acquisition Corporation,

as Purchaser

January 30, 2011

Residential Mortgage Loans

(Servicing Released, Temporary Interim Servicing Period Only)

TABLE OF CONTENTS

		Page
SECTION 1.	Definitions	1
SECTION 2.	Purchase and Conveyance	16
SECTION 3.	Mortgage Loan Schedule	16
SECTION 4.	Purchase Price	17
SECTION 5.	Examination of Mortgage Files	17
SECTION 6.	Delivery of Mortgage Loan Documents	17

Subsection 6.01	Possession of Mortgage Files	17
Subsection 6.02	Books and Records	18
Subsection 6.03	Delivery of Mortgage Loan Documents	18
Subsection 6.04	RESPA Notice and Helping Families Notice	19

SECTION 7. Representations, Warranties and Covenants; Remedies for Breach 19

Subsection 7.01	Representations and Warranties Regarding Individual Mortgage Loans	19
Subsection 7.02	Seller Representations and Covenants	30
Subsection 7.03	Repurchase; Substitution	32
Subsection 7.04	Repurchase of Mortgage Loans With Early Payment Default	35
Subsection 7.05	Purchase Price Protection	36

SECTION 8. Closing 36

Subsection 8.01	Closing Conditions	36
Subsection 8.02	Closing Documents	37

SECTION 9.	[Reserved.]	37
SECTION 10.	Costs	37
SECTION 11.	Interim Servicing; Servicing Transfer	38

Subsection 11.01	Temporary Servicing of Mortgage Loans	38
Subsection 11.02	Direction by Purchaser During Interim Servicing Period	40
Subsection 11.03	Collection of Mortgage Loan Payments	40
Subsection 11.04	Establishment of Custodial Account; Deposits in Custodial Account	40
Subsection 11.05	Withdrawals From the Custodial Account	42
Subsection 11.06	Establishment of Escrow Account; Deposits in Escrow Account	43
Subsection 11.07	Withdrawals From Escrow Account	43

i

		Page
Subsection 11.08	Payment of Taxes, Insurance and Other Charges; Collections Thereunder	44
Subsection 11.09	Transfer of Accounts	44
Subsection 11.10	Maintenance of Hazard Insurance	44
Subsection 11.11	Maintenance of Primary Mortgage Insurance Policy; Claims	45
Subsection 11.12	Fidelity Bond; Errors and Omissions Insurance	46
Subsection 11.13	Title, Management and Disposition of REO Property	46
Subsection 11.14	Servicing Compensation	47
Subsection 11.15	Distributions	47
Subsection 11.16	Statements to the Purchaser	48
Subsection 11.17	[Reserved]	49
Subsection 11.18	Assumption Agreements	49
Subsection 11.19	Satisfaction of Mortgages and Release of Mortgage Files	49
Subsection 11.20	Seller Shall Provide Access and Information as Reasonably Required	50
Subsection 11.21	Inspections	50
Subsection 11.22	Restoration of Mortgaged Property	51
Subsection 11.23	Fair Credit Reporting Act	51
Subsection 11.24	Transfer of Servicing to Purchaser	51
Subsection 11.25	Payments Received	51

SECTION 12. The Seller 52

Subsection 12.01	Indemnification; Third Party Claims	52
Subsection 12.02	Merger or Consolidation of the Seller	52
Subsection 12.03	Limitation on Liability of the Seller and Others	52

SECTION 13. Default 53

Subsection 13.01	Events of Default	53
Subsection 13.02	Waiver of Default.	54

SECTION 14. Termination 55

Subsection 14.01	Termination	55
Subsection 14.02	Successors to the Seller as Interim Servicer	55
Subsection 14.03	Termination of Interim Servicing by Purchaser.	56

SECTION 15. Notices 56

ii

		Page
SECTION 16.	Severability Clause	57
SECTION 17.	No Partnership	57
SECTION 18.	Counterparts	58
SECTION 19.	Governing Law; Choice of Forum; Waiver of Jury Trial	58
SECTION 20.	Intention of the Parties	59
SECTION 21.	Waivers	59
SECTION 22.	Exhibits	59
SECTION 23.	General Interpretive Principles	59
SECTION 24.	Reproduction of Documents	60
SECTION 25.	Amendment	60
SECTION 26.	Confidentiality	60
SECTION 27.	Entire Agreement	61
SECTION 28.	Further Agreements	61
SECTION 29.	Successors and Assigns	61
SECTION 30.	Non-Solicitation	61
SECTION 31.	Protection of Consumer Information	62
SECTION 32.	Cooperation of the Seller with a Reconstitution; Regulation AB Compliance	62

iii

EXHIBITS

EXHIBIT 1	MORTGAGE LOAN DOCUMENTS
EXHIBIT 2	CONTENTS OF EACH MORTGAGE FILE
EXHIBIT 3	UNDERWRITING GUIDELINES
EXHIBIT 4	[RESERVED]
EXHIBIT 5	FORM OF MONTHLY REMITTANCE REPORT
EXHIBIT 6	FORM OF PPTL
EXHIBIT 7	[RESERVED]
EXHIBIT 8	FORM OF NOTICE OF SALE OF OWNERSHIP OF MORTGAGE LOAN
EXHIBIT 9	MORTGAGE LOAN SCHEDULE
EXHIBIT 10	TRANSFER INSTRUCTIONS
ADDENDUM I	REGULATION AB COMPLIANCE ADDENDUM

iv

FLOW MORTGAGE LOAN PURCHASE AND SALE AGREEMENT

THIS FLOW MORTGAGE LOAN PURCHASE AND SALE AGREEMENT (the “Agreement”), dated January 30, 2011 is hereby executed by and between REDWOOD Redwood Residential Acquisition Corporation, a Delawarecorporation, as purchaser (the “Purchaser”), and PrimeLending, a PlainsCapital Company, a Texas corporation, as seller (the “Seller”).

WITNESSETH:

WHEREAS, the Seller has agreed to sell from time to time to the Purchaser, and the Purchaser has agreed to purchase from time to time from the Seller, certain conventional, residential, first-lien mortgage loans (the “Mortgage Loans”) as described herein on a servicing released basis, and which shall be delivered as whole loans as provided herein; and

WHEREAS, the Mortgage Loans will be sold by the Seller and purchased by the Purchaser as pools or groups of whole loans on a servicing released basis (each, a “Mortgage Loan Package”) on the various Closing Dates as provided herein; and

WHEREAS, each of the Mortgage Loans will be secured by a mortgage, deed of trust or other security instrument creating a first lien on a residential dwelling located in the jurisdiction indicated on the related Mortgage Loan Schedule which will be annexed to a PPTL (as defined herein) on the related Closing Date; and

WHEREAS, the Purchaser and the Seller wish to prescribe the manner of the conveyance and control of the Mortgage Loans;

NOW, THEREFORE, in consideration of the premises and mutual agreements set forth herein, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Purchaser and the Seller agree as follows:

SECTION 1.  Definitions.

For purposes of this Agreement, the following capitalized terms shall have the respective meanings set forth below.

Adjustable Rate Mortgage Loan:  A Mortgage Loan purchased pursuant to this Agreement which provides for the adjustment of the Mortgage Interest Rate payable in respect thereto.

Adjustment Date:  As to each Adjustable Rate Mortgage Loan, the date on which the Mortgage Interest Rate is adjusted in accordance with the terms of the related Mortgage Note and Mortgage.

1

Agency Transfer:  As defined in Section 32 of this Agreement.

Agreement:  This Flow Mortgage Loan Purchase and Sale Agreement including all exhibits, schedules, amendments and supplements hereto.

ALTA:  The American Land Title Association or any successor thereto.

Anti-Money Laundering Laws: As defined in Section 7.01(h).

Appraised Value:  With respect to any Mortgaged Property, the lesser of (i) the value (or Reconciled Market Value if more than one appraisal is received) thereof as determined by a Qualified Appraiser at the time of origination of the Mortgage Loan, and (ii) the purchase price paid for the related Mortgaged Property by the Mortgagor with the proceeds of the Mortgage Loan; provided, however, that in the case of a Refinanced Mortgage Loan, such value (or Reconciled Market Value if more than one appraisal is received) of the Mortgaged Property is based solely upon the value determined by an appraisal or appraisals made for the originator of such Refinanced Mortgage Loan at the time of origination of such Refinanced Mortgage Loan by a Qualified Appraiser.

Arbitration: Arbitration in accordance with the then governing Commercial Arbitration Rules of the American Arbitration Association  ("AAA"),  which shall be conducted in New York, New York or other place  mutually acceptable to the parties to the arbitration.

Arbitrator:  A person who is not affiliated with the Seller or the Purchaser,  who is a member of the American Arbitration Association.

Assignment of Mortgage:  An individual assignment of the Mortgage, notice of transfer or equivalent instrument in recordable form, sufficient under the laws of the jurisdiction in which the related Mortgaged Property is located to give record notice of the sale of the Mortgage to the Purchaser.

Assumed Principal Balance:  As to each Mortgage Loan as of any date of determination, (i) the principal balance of the Mortgage Loan outstanding as of the Cut-off Date after application of payments due on or before the Cut-off Date, whether or not received, minus (ii) all amounts previously distributed to the Purchaser with respect to the Mortgage Loan pursuant to Subsection 11.15 and representing payments or other recoveries of principal.

Balloon Mortgage Loan:  A Mortgage Loan that provided on the date of origination for monthly payments up to but not including the maturity date based on an amortization extending beyond its maturity date.

Business Day:  Any day other than (i) a Saturday or a Sunday, or (ii) a legal holiday in the State of New York or the State of California, or (iii) a day on which banks in the State of

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New York or the State of California are authorized or obligated by law or executive order to be closed.

Closing Date:  The date or dates, set forth in the related PPTL, on which the Purchaser will purchase and the Seller will sell the Mortgage Loans identified therein.

CLTA:  The California Land Title Association or any other successor thereto.

CLTV: Combined Loan-to-Value Ratio.

Code:  The Internal Revenue Code of 1986, as amended, or any successor statute thereto.

Commission:  The United States Securities and Exchange Commission.

Condemnation Proceeds:  All awards, compensation and settlements in respect of a taking (whether permanent or temporary) of all or part of a Mortgaged Property by exercise of the power of condemnation or the right of eminent domain, to the extent not required to be released to a Mortgagor in accordance with the terms of the related Mortgage Loan Documents.

Consumer Information:  Any personally identifiable information in any form (written electronic or otherwise) relating to a Mortgagor, including, but not limited to: a Mortgagor’s name, address, telephone number, Mortgage Loan number, Mortgage Loan payment history, delinquency status, insurance carrier or payment information, tax amount or payment information; the fact that the Mortgagor has a relationship with the Company or the originator of the related Mortgage Loan; and any other non-public personally identifiable information.

Cooperative Corporation:  With respect to any Cooperative Loan, the cooperative apartment corporation that holds legal title to the related Cooperative Project and grants occupancy rights to units therein to stockholders through Cooperative Leases or similar arrangements.

Cooperative Lease:  The lease on a Cooperative Unit evidencing the possessory interest of the owner of the Cooperative Shares in such Cooperative Unit.

Cooperative Loan: A Mortgage Loan that is secured by a first lien on and perfected security interest in Cooperative Shares and the related Cooperative Lease granting exclusive rights to occupy the related Cooperative Unit in the building owned by the related Cooperative Corporation.

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Cooperative Project: With respect to any Cooperative Loan, all real property and improvements thereto and rights therein and thereto owned by a Cooperative Corporation including without limitation the land, separate dwelling units and all common elements.

Cooperative Shares: With respect to any Cooperative Loan, the shares of stock issued by a Cooperative Corporation and allocated to a Cooperative Unit and represented by a stock certificate.

Cooperative Unit:  With respect to a Cooperative Loan, a specific unit in a Cooperative Project.

Credit Score: The credit score for each Mortgage Loan shall be the minimum of all credit bureau scores obtained at origination or such other time by the Seller.  When there is more than one applicant, the lowest of the applicants’ Credit Scores will be used.  There is only one (1) score for any loan regardless of the number of borrowers and/or applicants.

Custodial Account:  As defined in Subsection 11.04.

Customary Servicing Procedures:  With respect to any Mortgage Loan, those mortgage servicing practices (including collection procedures) of prudent mortgage banking institutions which service mortgage loans of the same type as such Mortgage Loan in the jurisdiction where the related Mortgaged Property is located, and which are in accordance with Fannie Mae servicing practices and procedures for MBS pool mortgages, as defined in the Fannie Mae Guides including future updates, or as such mortgage servicing practices may change from time to time.

Cut-off Date:  With respect to each Mortgage Loan, the first day of the month of the related Closing Date as set forth in the related PPTL.

Deleted Mortgage Loan:  A Mortgage Loan replaced or to be replaced with a Substitute Mortgage Loan in accordance with this Agreement.

Due Date:  The day of the month on which the Monthly Payment is due on a Mortgage Loan, exclusive of any days of grace.

Eligible Account:  Any of (i) an account or accounts maintained with a federal or state chartered depository institution or trust company the short-term unsecured debt obligations of which (or, in the case of a depository institution or trust company that is the principal subsidiary of a holding company, the debt obligations of such holding company) have the highest short-term ratings of each Rating Agency at the time any amounts are held on deposit therein, or (ii) any other account acceptable to each Rating Agency.  If the short-term credit rating of the depository institution or trust company that maintains the account or accounts falls below the

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highest short-term rating of any Rating Agency, the funds on deposit therewith in connection with this transaction shall be transferred to an Eligible Account within 30 days of such downgrade.

Eligible Investments:  Any one or more of the following obligations or securities:

(i)           direct obligations of, and obligations fully guaranteed by the United States of America or any agency or instrumentality of the United States of America the obligations of which are backed by the full faith and credit of the United States of America;

(ii)          (a) demand or time deposits, federal funds or bankers' acceptances issued by any depository institution or trust company incorporated under the laws of the United States of America or any state thereof and subject to supervision and examination by federal and/or state banking authorities, provided that the commercial paper and/or the short-term deposit rating and/or the long-term unsecured debt obligations or deposits of such depository institution or trust company at the time of such investment or contractual commitment providing for such investment are rated in one of the two highest rating categories by each Rating Agency or in the highest rating category with respect to short-term obligations and (b) any other demand or time deposit or certificate of deposit that is fully insured by the FDIC;

(iii)         repurchase obligations with a term not to exceed thirty (30) days and with respect to (a) any security described in clause (i)  above and entered into with a depository institution or trust company (acting as principal) described in clause (ii)(a) above;

(iv)         securities bearing interest or sold at a discount issued by any corporation incorporated under the laws of the United States of America or any state thereof that are rated in one of the two highest rating categories for long-term unsecured debt or in the highest rating category with respect to short-term obligations by each Rating Agency at the time of such investment or contractual commitment providing for such investment; provided, however, that securities issued by any particular corporation will not be Eligible Investments to the extent that investments therein will cause the then outstanding principal amount of securities issued by such corporation and held as Eligible Investments to exceed 10% of the aggregate outstanding principal balances of all of the Mortgage Loans and Eligible Investments;

(v)          commercial paper (including both non-interest-bearing discount obligations and interest-bearing obligations payable on demand or on a specified date not more than one year after the date of issuance thereof) which are rated in the highest rating category by each Rating Agency at the time of such investment;

(vi)         any other demand, money market or time deposit, obligation, security or investment as may be acceptable to each Rating Agency as evidenced in writing by each Rating Agency; and

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(vii)        any money market funds the collateral of which consists of obligations fully guaranteed by the United States of America or any agency or instrumentality of the United States of America the obligations of which are backed by the full faith and credit of the United States of America (which may include repurchase obligations secured by collateral described in clause (i)) and other securities and which money market funds are rated in one of the two highest rating categories by each Rating Agency for long-term unsecured debt or in the highest rating category by each Rating Agency with respect to short-term obligations.

provided, however, that no instrument or security shall be an Eligible Investment if such instrument or security evidences a right to receive only interest payments with respect to the obligations underlying such instrument or if such security provides for payment of both principal and interest with a yield to maturity in excess of 120% of the yield to maturity at par or if such investment or security is purchased at a price greater than par.

Escrow Account:  As defined in Subsection 11.06.

Escrow Payments:  The amounts constituting ground rents, taxes, assessments, Primary Mortgage Insurance Policy premiums, fire and hazard insurance premiums, flood insurance premiums, condominium charges and other payments as may be required to be escrowed by the Mortgagor with the Mortgagee pursuant to the terms of any Mortgage Note or Mortgage.

Event of Default:  Any one of the conditions or circumstances enumerated in Subsection 13.01.

Fannie Mae:  The entity formerly known as the Federal National Mortgage Association or any successor thereto.

Fannie Mae Guides:  The Fannie Mae Sellers’ Guide and the Fannie Mae Servicers’ Guide and all amendments or additions thereto in effect on and after the related Closing Date.

FDIC:  The Federal Deposit Insurance Corporation or any successor thereto.

FDPA: The Flood Disaster Protection Act of 1973, as amended.

FHFA:  The Federal Housing Finance Agency or any successors thereto.

Fidelity Bond:  The fidelity bond required to be obtained by the Servicer pursuant to Subsection 11.12.

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FIRREA:  The Financial Institutions Reform, Recovery, and Enforcement Act of 1989, as amended and in effect from time to time.

First Remittance Date:  With respect to each Mortgage Loan Package, the 18th day (or if such 18th day is not a Business Day, the first Business Day immediately preceding such 18th day) of the calendar month immediately following the Closing Date; provided, however, if the Servicing Transfer Date is not one (1) or more Business Days prior to the first day of such calendar month, such date will be the 18th day (or if such 18th day is not a Business Day, the first Business Day immediately preceding such 18th day) of the next succeeding calendar month.

Freddie Mac:  The entity formerly known as the Federal Home Loan Mortgage Corporation or any successor thereto.

Freddie Mac Guide:  The Freddie Mac Single Family Seller/Servicer Guide and all amendments or additions thereto in effect on and after the related Closing Date.

Full Prepayment:  Any payment of the entire principal balance of a Mortgage Loan which is received in advance of its scheduled Due Date and is not accompanied by an amount of interest representing scheduled interest due on any date or dates in any month or months subsequent to the month of prepayment.

GAAP:  Generally accepted accounting principles consistently applied.

Gross Margin:  With respect to any Adjustable Rate Mortgage Loan, the fixed percentage amount set forth in the related Mortgage Note and the Mortgage Loan Schedule that is added to the Index on each Adjustment Date in accordance with the terms of the related Mortgage Note to determine the new Mortgage Interest Rate for such Mortgage Loan.

Helping Families Act: As defined in Subsection 6.04.

Home Valuation Code of Conduct: The Home Valuation Code of Conduct effective as of May 1, 2009, as amended and in effect from time to time.

HUD:  The United States Department of Housing and Urban Development or any successor thereto.

Index:  With respect to any Adjustable Rate Mortgage Loan, the index identified on the Mortgage Loan Schedule and set forth in the related Mortgage Note for the purpose of calculating the Mortgage Interest Rate thereon.

Initial Rate Cap:  With respect to each Adjustable Rate Mortgage Loan and the initial Adjustment Date therefor, a number of percentage points per annum that is set forth in the Mortgage Loan Schedule and in the related Mortgage Note, which is the maximum amount by

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which the Mortgage Interest Rate for such Adjustable Rate Mortgage Loan may increase or decrease from the Mortgage Interest Rate in effect immediately prior to such Adjustment Date.

Insurance Proceeds:  With respect to each Mortgage Loan, proceeds of insurance policies insuring the Mortgage Loan or the related Mortgaged Property.

Interim Servicing Officer: Any officer of the Seller involved in, or responsible for, the interim administration and servicing of the Mortgage Loans whose name appears on a list of officers furnished to the Purchaser by the Seller, as such list may be amended from time to time.

Interim Servicing Period: The period from the Closing Date to the related Servicing Transfer Date.

IOAdjustable Rate Mortgage Loan:  An Adjustable Rate Mortgage Loan with respect to which accrued interest only is payable by a Mortgagor on each Due Date until the IO Conversion Date.

IOConversion Date:  With respect to an IO Adjustable Rate Mortgage Loan, the date that references the end of the “interest only period” applicable thereto.

Lifetime Rate Cap:  As to each Adjustable Rate Mortgage Loan, the maximum Mortgage Interest Rate which shall be as permitted in accordance with the provisions of the related Mortgage Note.

Liquidation Proceeds:  The proceeds received in connection with the liquidation of a defaulted Mortgage Loan through trustee’s sale, foreclosure sale or otherwise, other than amounts received following the acquisition of REO Property, Insurance Proceeds and Condemnation Proceeds.

Loan-to-Value Ratio:  With respect to any Mortgage Loan as of any date of determination, the ratio, expressed as a percentage, on such date of the outstanding principal balance of the Mortgage Loan, to the Appraised Value of the related Mortgaged Property.

LPMI: Lender paid mortgage insurance.

LTV:  Loan-to-Value Ratio.

Master Servicer:  With respect to any Securitization Transaction, the “master servicer,” if any, identified in the related transaction documents.

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MERS:  Mortgage Electronic Registration Systems, Inc., a corporation organized and existing under the laws of the State of Delaware, or any successor thereto.

MERS Mortgage Loan:  Any Mortgage Loan registered with MERS on the MERS System.

MERS System:  The system of recording transfers of mortgages electronically maintained by MERS.

MIN:  The Mortgage Identification Number for any MERS Mortgage Loan.

Minimum Interest Rate:  With respect to each Adjustable Rate Mortgage Loan, a rate that is set forth on the Mortgage Loan Schedule and in the related Mortgage Note and is the minimum interest rate to which the Mortgage Interest Rate on such Mortgage Loan may be decreased.

Monthly Payment:  The scheduled monthly payment on a Mortgage Loan due on any Due Date allocable to principal and/or interest on such Mortgage Loan pursuant to the terms of the related Mortgage Note.

Mortgage:  The mortgage, deed of trust or other instrument securing a Mortgage Note which creates a first lien on an unsubordinated estate in fee simple in real property securing the Mortgage Note; except that with respect to real property located in jurisdictions in which the use of leasehold estates for residential properties is a widely-accepted practice, the mortgage, deed of trust or other instrument securing the Mortgage Note may secure and create a first lien upon a leasehold estate of the Mortgagor.

Mortgage File:  With respect to each Mortgage Loan, all documents involved in the origination, underwriting (including documented compensating factors pertaining to exceptions) and servicing of the Mortgage Loan, including but not limited to the documents specified in Exhibit 2, and any additional documents required to be added to the Mortgage File pursuant to this Agreement.

Mortgage Interest Rate:  With respect to each Mortgage Loan, the annual rate at which interest accrues on such Mortgage Loan from time to time in accordance with the provisions of the related Mortgage Note, including, but not limited to, the limitations on such interest rate imposed by the Initial Rate Cap, the Periodic Rate Cap, the Minimum Interest Rate and the Lifetime Rate Cap, if any.

Mortgage Loan:  An individual Mortgage Loan which is the subject of this Agreement, each Mortgage Loan originally sold and subject to this Agreement being identified on the related Mortgage Loan Schedule, which Mortgage Loan includes without limitation the Mortgage File, the Servicing File, the Monthly Payments, Principal Prepayments, Liquidation Proceeds, Condemnation Proceeds, Insurance Proceeds, REO Disposition Proceeds, any escrow accounts related to the Mortgage Loan, the Servicing Rights and all other rights, benefits, proceeds and

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obligations arising from or in connection with such Mortgage Loan, excluding replaced or repurchased mortgage loans.

Mortgage Loan Documents:  With respect to any Mortgage Loan, the documents listed in Exhibit 1 hereto.

Mortgage Loan Package:  The pool or group of whole loans purchased on a Closing Date, as described in the Mortgage Loan Schedule annexed to the related PPTL.

Mortgage Loan Remittance Rate:  With respect to any Mortgage Loan, the annual rate of interest payable to the Purchaser, which shall be equal to the related Mortgage Interest Rate minus the related Servicing Fee Rate.

Mortgage Loan Schedule:  The schedule of Mortgage Loans prepared for each Closing Date, such schedule setting forth the information with respect to each Mortgage Loan included on Exhibit 9 hereto.

Mortgage Note:  The note or other evidence of the indebtedness of a Mortgagor secured by a Mortgage or, in the case of a Cooperative Loan, secured by the Cooperative Shares and the Cooperative Lease.

Mortgaged Property:  The Mortgagor’s real property securing repayment of a related Mortgage Note, consisting of a fee simple interest in a single parcel of real property improved by a Residential Dwelling.

Mortgagee:  The mortgagee or beneficiary named in the Mortgage and the successors and assigns of such mortgagee or beneficiary.

Mortgagor:  The obligor on a Mortgage Note, who is an owner of the Mortgaged Property and the grantor or mortgagor named in the Mortgage and such grantor’s or mortgagor’s successors in title to the Mortgaged Property.

NAIC:  The National Association of Insurance Commissioners or any successor organization.

Officer’s Certificate:  A certificate signed by the Chairman of the Board, the Vice Chairman of the Board, a President or a Vice President of the Person on behalf of whom such certificate is being delivered.

Opinion of Counsel:  A written opinion of counsel, who may be salaried counsel for the Person on behalf of whom the opinion is being given, reasonably acceptable to each Person to whom such opinion is addressed.

OTS:  The Office of Thrift Supervision or any successor thereto.

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Partial Prepayment:  Any payment of principal on a Mortgage Loan, other than a Full Prepayment, which is received in advance of its scheduled Due Date and is not accompanied by an amount of interest representing scheduled interest due on any date or dates in any month or months subsequent to the month of prepayment.

Periodic Rate Cap:  As to each Adjustable Rate Mortgage Loan, the maximum increase or decrease in the Mortgage Interest Rate, on any Adjustment Date as provided in the related Mortgage Note, if applicable.

Person:  An individual, corporation, partnership, joint venture, association, joint-stock company, limited liability company, trust, unincorporated organization or government or any agency or political subdivision thereof.

Prepayment Interest Shortfall:  As to any Remittance Date and any Mortgage Loan, (a) if such Mortgage Loan was the subject of a Full Prepayment during the related Principal Prepayment Period, the excess of one month’s interest (adjusted to the Mortgage Loan Remittance Rate) on the Assumed Principal Balance of such Mortgage Loan outstanding immediately prior to such prepayment, over the amount of interest (adjusted to the Mortgage Loan Remittance Rate) actually paid by the Mortgagor in respect of such Principal Prepayment Period, and (b) if such Mortgage Loan was the subject of a Partial Prepayment during the related Principal Prepayment Period, an amount equal to the excess of one month’s interest at the Mortgage Loan Remittance Rate on the amount of such Partial Prepayment, over the amount of interest actually paid by the Mortgagor in respect of such Partial Prepayment during such Principal Prepayment Period.

Prepayment Penalty:  With respect to each Mortgage Loan, the penalty if the Mortgagor prepays such Mortgage Loan as provided in the related Mortgage Note or Mortgage.

Primary Mortgage Insurance Policy:  A policy of primary mortgage guaranty insurance.

Principal Prepayment:  Any full or partial payment or other recovery of principal on a Mortgage Loan which is received in advance of its scheduled Due Date, including any Prepayment Penalty or premium thereon and which is not accompanied by an amount of interest representing scheduled interest due on any date or dates in any month or months subsequent to the month of prepayment.

Principal Prepayment Period:  As to any Remittance Date, the calendar month preceding the calendar month in which such Remittance Date occurs.

Purchase Price:  The price paid on the related Closing Date by the Purchaser to the Seller pursuant to this Agreement in exchange for the Mortgage Loans included in the related Mortgage Loan Package, as calculated pursuant to Section 4 and the related PPTL.

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Purchase Price Percentage:  For each Mortgage Loan included in a Mortgage Loan Package, the percentage of par set forth in the related PPTL that is used to calculate the Purchase Price of the Mortgage Loans included in such Mortgage Loan Package.

PPTL:  With respect to each Mortgage Loan and Mortgage Loan Package, the Purchase Price and Terms Letter, substantially in the form of Exhibit 6 attached hereto, confirming the sale by Seller and the purchase by the Purchaser of the Mortgage Loan Package on the related Closing Date.

Purchaser:  The Person listed as such in the initial paragraph of this Agreement, together with its successors and assigns as permitted under the terms of this Agreement.

Qualified Appraiser:  With respect to each Mortgage Loan, an appraiser, duly appointed by the originator, who had no interest, direct or indirect in the Mortgaged Property or in any loan made on the security thereof, and whose compensation is not affected by the approval or disapproval of the Mortgage Loan, and such appraiser and the appraisal made by such appraiser both satisfy the requirements of Fannie Mae or Freddie Mac (including but not limited to the Home Valuation Code of Conduct) and Title XI of FIRREA and the regulations promulgated thereunder, all as in effect on the date the Mortgage Loan was originated.

Qualified Insurer:  An insurance company duly qualified as such under the laws of the states in which the Mortgaged Properties are located, duly authorized and licensed in such states to transact the applicable insurance business and to write the insurance provided by the insurance policy issued by it, approved as an insurer by Fannie Mae and Freddie Mac.

Rating Agencies: Standard & Poor’s Ratings Services, a division of The McGraw- Hill Companies, Inc., Moody’s Investors Service, Inc., Fitch, Inc. or, in the event that some or all ownership of the Mortgage Loans is evidenced by mortgage-backed securities, the nationally recognized rating agencies issuing ratings with respect to such securities, if any.

Reconstitution Agreement:  The agreement or agreements entered into by the Seller and the Purchaser and certain third parties on the Reconstitution Date or Reconstitution Dates with respect to any or all of the Mortgage Loans conveyed hereunder, in connection with a Whole Loan Transfer or a Securitization Transaction as provided in Subsection 32.01.

Reconciled Market Value: The estimated market value of the Mortgaged Property or REO Property that is reasonably determined by the Seller based on different results obtained from different permitted valuation methods or at different time periods, all in accordance with Customary Servicing Procedures.

Reconstitution Date:  The date or dates on which any or all of the Mortgage Loans are reconstituted as part of a Whole Loan Transfer or Securitization Transaction pursuant to Section 32 hereof.

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Record Date:  The close of business of the last Business Day of the month preceding the month of the related Remittance Date or, in the case of a Remittance Date that is the Servicing Transfer Date, the Business Day prior to the Servicing Transfer Date.

Refinanced Mortgage Loan:  A Mortgage Loan which was made to a Mortgagor who owned the Mortgaged Property prior to the origination of such Mortgage Loan and the proceeds of which were used in whole or part to satisfy an existing mortgage.

Regulation AB:  Subpart 229.1100 – Asset Backed Securities (Regulation AB), 17 C.F.R.  §§229.1100-229.1123, as such may be amended from time to time, and subject to such clarification and interpretation as have been provided by the Commission in the adopting release (Asset-Backed Securities, Securities Act Release No. 33-8518, 70 Fed. Reg. 1,506, 1,531 (Jan. 7, 2005)) or by the staff of the Commission, or as may be provided by the Commission or its staff from time to time.

Regulation AB Compliance Addendum:  Addendum I attached hereto and incorporated herein by reference thereto.

REMIC:  A “real estate mortgage investment conduit” within the meaning of Section 860D of the Code.

Remittance Date:  (a) The 18th day (or if such 18th day is not a Business Day, the first Business Day immediately preceding such 18th day) of any month, beginning with the First Remittance Date with respect to each Mortgage Loan Package, and (b) the Servicing Transfer Date.

REO Disposition:  The final sale by the Seller or the Purchaser of an REO Property.

REO Disposition Proceeds:  All amounts received with respect to an REO Disposition pursuant to Subsection 11.13.

REO Property:  A Mortgaged Property acquired by or on behalf of the Purchaser through foreclosure or deed in lieu of foreclosure as described in Subsection 11.13.

Repurchase Price:  With respect to any Mortgage Loan, a price equal to (i) the product of the Purchase Price Percentage and the Stated Principal Balance of the Mortgage Loan, plus, (ii) interest on such outstanding principal balance at the related Mortgage Loan Interest Rate from the last date through which interest was last paid and distributed to the Purchaser to the last day of the month in which such repurchase occurs, plus, (iii) reasonable and customary third party expenses incurred in connection with the transfer of the Mortgage Loan being repurchased.

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Residential Dwelling:  Any one of the following: (i) a detached one-family dwelling, (ii) a detached two- to four-family dwelling, (iii) a one-family dwelling unit in a condominium project or (iv) a one-family dwelling in a planned unit development, none of which is a cooperative, mobile or manufactured home.

Securities Act:  The Securities Act of 1933, as amended.

Securitization Transaction:  Any transaction involving either (1) a sale or other transfer of some or all of the Mortgage Loans directly or indirectly by the Purchaser to an issuing entity in connection with an issuance of publicly offered or privately placed, rated or unrated mortgage-backed securities or (2) an issuance of publicly offered or privately placed, rated or unrated securities, the payments on which are determined primarily by reference to one or more portfolios of residential mortgage loans consisting, in whole or in part, of some or all of the Mortgage Loans.

Seller: PrimeLending, a PlainsCapital Company, or its successor in interest or any successor to the Seller under this Agreement appointed as herein provided.

Servicer:  The servicer set forth in the related PPTL.

Servicing Advances:  All customary, reasonable and necessary out-of-pocket costs and expenses incurred in the performance by the Servicer of its servicing obligations, including, but not limited to, the cost of (a) the preservation, restoration and protection of the Mortgaged Property, (b) any enforcement or judicial proceedings, including foreclosures, (c) the management and liquidation of the Mortgaged Property if the Mortgaged Property is acquired in satisfaction of the Mortgage, and (d) payments made by the Servicer with respect to a Mortgaged Property pursuant to Subsection 11.08.

Servicing Fee:  With respect to each Mortgage Loan, the fee the Purchaser shall pay to the Seller to interim service the Mortgage Loans, which shall, for each month, be equal to one-twelfth of the product of the applicable Servicing Fee Rate and the Stated Principal Balance of such Mortgage Loan (pro-rated with respect to partial months).  Such fee shall be payable monthly, computed on the basis of the same principal amount and period respecting which any related interest payment on a Mortgage Loan is computed.  The obligation of the Purchaser to pay the Servicing Fee is limited to, and payable solely from, the interest portion (including recoveries with respect to interest from Liquidation Proceeds and other proceeds, to the extent permitted by Subsection 11.05) of related Monthly Payments collected by the Seller, or as otherwise provided under Subsection 11.05.

Servicing Fee Rate:  With respect to each Mortgage Loan, the per annum rate set forth on the related Mortgage Loan Schedule or if not specified thereon, in the related PPTL.

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Servicing File:  With respect to each Mortgage Loan, the documents pertaining thereto specified in Exhibit 2 and copies of all documents for such Mortgage Loan specified in Exhibit 1.

Servicing Rights: With respect to each Mortgage Loan, any and all of the following: (a) all rights to service the Mortgage Loan; (b) all rights to receive the Servicing Fees, additional servicing compensation (including, without limitation, any late fees, assumption fees, penalties or similar payments with respect to the Mortgage Loan, and income on escrow accounts or other receipts on or with respect to the Mortgage Loan), reimbursements or indemnification for servicing the Mortgage Loan, and any payments received in respect of the foregoing and proceeds thereof; (c) the right to collect, hold and disburse escrow payments or other similar payments with respect to the Mortgage Loans and any amounts actually collected with respect thereto and to receive interest income on such amounts to the extent permitted by applicable law; (d) all accounts and other rights to payment related to any of the property described in this paragraph; (e) possession and use of any and all Mortgage Loan Documents and Mortgage Files pertaining to the Mortgage Loans or pertaining to the past, present or prospective servicing of the Mortgage Loans; (f) all rights and benefits relating to the direct solicitation of the related Mortgagors for refinance or modification of the Mortgage Loans and attendant right, title and interest in and to the list of such Mortgagors and data relating to their respective Mortgage Loans; (g) all rights, powers and privileges incident to any of the foregoing; and (h) all agreements or documents creating, defining or evidencing any of the foregoing rights to the extent they relate to such rights.

Servicing Transfer Date:  The date or dates, set forth in the related PPTL and the Servicer will begin servicing the Mortgage Loans for the benefit of the Purchaser.

Servicing Transfer Instructions:  The servicing transfer instructions in the form of Exhibit 10 hereto.

Stated Principal Balance:  As to each Mortgage Loan as to any date of determination, (i) the principal balance of the Mortgage Loan as of the first day of the month for which such calculation is being made after giving effect to the principal portion of any Monthly Payments due on or before such date, whether or not received, as well as any Principal Prepayments received before such date, minus, without duplication, (ii) all amounts previously distributed to the Purchaser with respect to the Mortgage Loan representing payments or recoveries of principal, or advances in lieu thereof.

Substitute Mortgage Loan:  A mortgage loan substituted by the Seller for a Deleted Mortgage Loan which must, on the date of such substitution, be approved by the Purchaser and meet the conditions described in Section 7.03(b) of this Agreement.

Underwriting Guidelines:  As to each Mortgage Loan Package, the written underwriting guidelines in effect as of the origination date of such Mortgage Loans, attached hereto as Exhibit 3, as may be updated and incorporated into Exhibit 3 from time to time by attaching such updates to the PPTL.

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USA Patriot Act: Uniting and Strengthening America by Providing Appropriate Tools Required to Intercept and Obstruct Terrorism Act of 2001, as amended.

USPAP: The Uniform Standards of Professional Appraisal Practice, as amended and in effect from time to time.

Whole Loan Transfer:  Any sale or transfer by the Purchaser of some or all of the Mortgage Loans (including an Agency Transfer), other than a Securitization Transaction.

SECTION 2.  Purchase and Conveyance.

The Seller, in exchange for the payment of the applicable Purchase Price by the Purchaser on the related Closing Date, receipt of which is hereby acknowledged, hereby sells, transfers, assigns, sets over and conveys to the Purchaser, without recourse, but subject to the terms of this Agreement, all of its rights, title and interest in and to the Mortgage Loans in a Mortgage Loan Package having a Stated Principal Balance in an amount as set forth in the related PPTL, or in such other amount as agreed by the Purchaser and the Seller as evidenced by the actual aggregate principal balance of the Mortgage Loan Package accepted by the Purchaser on the related Closing Date, together with the related Mortgage Files and all rights and obligations arising under the documents contained therein, other than the servicing rights to such Mortgage Loans.

With respect to each Mortgage Loan, the Purchaser shall own and be entitled to (1) the principal portion of all Monthly Payments due after the related Cut-off Date, (2) all other recoveries of principal collected after the related Cut-off Date (provided, however, that the principal portion of all Monthly Payments due on or before the related Cut-off Date and collected by the Seller or any successor servicer after the related Cut-off Date shall belong to the Seller), and (3) all payments of interest on the Mortgage Loans (minus that portion of any such payment which is allocable to the period prior to the related Cut-off Date).  The Stated Principal Balance of each Mortgage Loan as of the related Cut-off Date is determined after application of payments of principal due on or before the related Cut-off Date whether or not collected, together with any unscheduled Principal Prepayments collected prior to the related Cut-off Date; provided, however, that Monthly Payments for a Due Date beyond the Cut-off Date shall not be applied to reduce the principal balance.  Such Monthly Payments shall be the property of the Purchaser.  If the Servicing Transfer Date has not yet occurred, the Seller shall remit any such Monthly Payments to the Purchaser on the Remittance Date following collection thereof.  If the Servicing Transfer Date has occurred, the Seller shall remit any such Monthly Payments to the Purchaser in accordance with the Servicing Transfer Instructions.

SECTION 3.  Mortgage Loan Schedule.

The Seller shall deliver the Mortgage Loan Schedule (which will be annexed to the related PPTL) to the Purchaser at least two (2) Business Days prior to the related Closing Date.

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SECTION 4.  Purchase Price.

The Purchase Price for the Mortgage Loans being acquired on a Closing Date shall be equal to the sum of (a) the product of (i) the Purchase Price Percentage stated in the related PPTL (subject to adjustment as provided therein) and (ii) the Stated Principal Balance of the Mortgage Loans listed on the related Mortgage Loan Schedule, plus (b) an amount equal to accrued interest on the aggregate Stated Principal Balance of the Mortgage Loans at the weighted average Mortgage Interest Rate of such Mortgage Loans from the related Cut-off Date through the day prior to the related Closing Date, both inclusive (assuming 30/360) (the “Purchase Price”). If so provided in the related PPTL, portions of the Mortgage Loans shall be priced separately.

The Purchase Price as set forth in the preceding paragraph for the Mortgage Loans shall be paid on the related Closing Date by wire transfer of immediately available funds.

SECTION 5.  Examination of Mortgage Files.

The Seller shall, at the direction of the Purchaser, deliver to the Purchaser or its designee in escrow, for examination and retention, with respect to each Mortgage Loan to be purchased on the related Closing Date, the related Mortgage File in hard copy or  in digital format on compact disks or DVD.  Such examination may be made by the Purchaser or its designee at any reasonable time before or after the related Closing Date.  The Purchaser may, at its option and without notice to the Seller, purchase all or part of the Mortgage Loan package without conducting any partial or complete examination. The fact that the Purchaser has conducted or has determined not to conduct any partial or complete examination of the Mortgage Files shall not affect the Purchaser’s (or any of its successors’) rights to demand repurchase or other relief or remedy provided for in this Agreement.

SECTION 6.  Delivery of Mortgage Loan Documents.

Subsection 6.01  Possession of Mortgage Files.

Originals or copies of all documents, including but not limited to the documents listed on Exhibit 2 and comprising the Mortgage File, other than the Mortgage Loan Documents, shall be delivered to the Purchaser or its designee on or prior to the related Closing Date.  During the Interim Servicing Period, originals of the contents of each Mortgage File not delivered to the Purchaser or the custodian appointed by the Purchaser are and shall be held in trust by the Seller for the benefit of the Purchaser as the owner thereof and shall be available for review by the Purchaser upon request.  The Seller’s possession of any portion of each such Mortgage File is at the will of the Purchaser, and such retention and possession by the Seller shall be in a custodial capacity only.  The ownership of each Mortgage Note, Mortgage and the contents of each Mortgage File is vested in the Purchaser and the ownership of all records and documents with respect to the related Mortgage Loan prepared by or which come into the possession of the Seller shall immediately vest in the Purchaser and shall be retained and maintained, in trust, by the Seller at the will of the Purchaser in such custodial capacity only.  The copies of the Mortgage File retained by the Seller with respect to each Mortgage Loan pursuant to this Agreement shall be appropriately identified in the Seller’s computer system to reflect clearly the ownership of

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such related Mortgage Loan by the Purchaser.  The Seller shall release from its custody the contents of any Mortgage File retained by it only in accordance with this Agreement and the Servicing Transfer Instructions, except when such release is required in connection with a repurchase of any such Mortgage Loan pursuant to Subsection 7.03 of this Agreement or if required under applicable law or court order.

Subsection 6.02  Books and Records.

The sale of each Mortgage Loan will be reflected on the Seller’s balance sheet and other financial statements as a sale of assets by the Seller.  The Seller shall maintain a complete set of books and records for the Mortgage Loans sold by it which shall be appropriately identified in the Seller’s computer system to clearly reflect the ownership of the Mortgage Loans by the Purchaser.

In addition to the foregoing, the Seller shall provide to any supervisory agents or examiners that regulate the Purchaser, including but not limited to, the OTS, the FDIC and other similar entities, access, during normal business hours, upon reasonable advance notice to the Seller and without charge to the Seller or such supervisory agents or examiners, to any documentation regarding the Mortgage Loans that may be required by any applicable regulator.

Subsection 6.03  Delivery of Mortgage Loan Documents.

The Seller shall deliver and release to the Purchaser or the custodian appointed by the Purchaser the Mortgage Loan Documents no later than four (4) Business Days prior to the related Closing Date or, upon the request of the Purchaser, earlier, if necessary or desirable to facilitate a review. If the Seller cannot deliver the original recorded Mortgage Loan Documents on the related Closing Date, the Seller shall, promptly upon receipt thereof and in any case not later than 120 days from the Closing Date, deliver such original recorded documents to the Purchaser or the appointed custodian (unless the Seller is delayed in making such delivery by reason of the fact that such documents shall not have been returned by the appropriate recording office).  If delivery is not completed within 120 days of the related Closing Date solely because such documents shall not have been returned by the appropriate recording office, the Seller shall deliver such document to Purchaser, or the appointed custodian, within such time period as specified in a Seller’s Officer’s Certificate.  In the event that documents have not been received by the date specified in the Seller’s Officer’s Certificate, a subsequent Seller’s Officer’s Certificate shall be delivered by such date specified in the prior Seller’s Officer’s Certificate, stating a revised date for receipt of documentation.  The procedure shall be repeated until the documents have been received and delivered. The Seller shall use its best efforts to effect delivery of all delayed recorded documents within 180 days of the related Closing Date.  If delivery of all Mortgage Loan Documents with respect to any Mortgage Loan is not completed within 360 days of the related Closing Date then, at Purchaser’s option, the Seller shall repurchase such Mortgage Loan in such manner set forth in Section 7.03.

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Any review by the Purchaser or its designee of the Mortgage Files shall in no way alter or reduce the Seller’s obligations hereunder.

If the Purchaser or its designee discovers any defect with respect to any document constituting part of a Mortgage File, the Purchaser shall, or shall cause its designee to, give written specification of such defect to the Seller and the Seller shall cure or repurchase such Mortgage Loan in accordance with Section 7.03.

The Seller shall forward to the Purchaser, or its designee, original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into within one week of their execution and shall also provide the original of any document submitted for recordation or a copy of such document certified by the appropriate public recording office to be a true and complete copy of the original within five (5) days of its return from the appropriate public recording office.

Subsection 6.04  RESPA Notice and Helping Families Notice

(a)           Prior to each Servicing Transfer Date, the Seller shall furnish to the applicable Mortgagors notices required under the Real Estate Settlement Procedure Act (“RESPA”) within the time frames required by RESPA.

(b)           Within thirty (30) days following the Closing Date in respect of a Mortgage Loan, the Seller shall furnish to the Mortgagor of such Mortgage Loan the notice required by Section 404 of the Helping Families Save Their Homes Act of 2009 (the “Helping Families Act”) in accordance with the provisions of the Helping Families Act.

SECTION 7.  Representations, Warranties and Covenants; Remedies for Breach.

Subsection 7.01  Representations and Warranties Regarding Individual Mortgage Loans.

The Seller hereby represents and warrants to the Purchaser that, as to each Mortgage Loan, as of the related Closing Date or such other date specified herein:

(a)           Property Valuation:  Each Mortgage File contains a written appraisal prepared by an appraiser licensed or certified by the applicable governmental body in which the mortgaged property is located and in accordance with the requirements of Title XI of FIRREA.  The appraisal was written, in form and substance, to (i) customary Fannie Mae or Freddie Mac standards for mortgage loans of the same type as such Mortgage Loans and (ii) USPAP standards, and satisfies applicable legal and regulatory requirements. The appraisal was made and signed prior to the final approval of the Mortgage Loan application.  The person performing any property valuation (including an appraiser) received no benefit from, and such person's compensation or flow of business from the originator was not affected by, the approval or disapproval of the Mortgage Loan.  The selection of the person performing the property valuation was made independently of the broker (where applicable) and the originator's loan

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sales and loan production personnel. The selection of the appraiser met the criteria of Fannie Mae and Freddie Mac for selecting an independent appraiser.

(b)           Income/Employment/Assets:  With respect to each Mortgage Loan the originator verified the borrower's income, employment, and assets in accordance with its written Underwriting Guidelines and employed procedures designed to authenticate the documentation supporting such income, employment, and assets. Such verification includes the transcripts received from the Internal Revenue Service pursuant to a filing of IRS Form 4506-T. With respect to each Mortgage Loan, in order to test the reasonableness of the income, the originator used (i) transcripts received from the IRS pursuant to a filing of IRS Form 4506-T (to the extent specified in the Mortgage Loan Schedule) or (ii) public and/or commercially available information acceptable to the Purchaser.

(c)           Occupancy:  The originator has given due consideration to factors, including but not limited to, other real estate owned by the borrower, commuting distance to work, appraiser comments and notes, the location of the property and any difference between the mailing address active in the servicing system and the subject property address to evaluate whether the occupancy status of the property as represented by the borrower is reasonable.  All owner occupied properties are, to the best of Seller’s knowledge, occupied by the owner at the time of purchase of the mortgage.

(d)           Data:  The information set forth in the related Mortgage Loan Schedule, including any diskette or other related data tapes sent to the Purchaser, is complete, true and correct in all material respects. The information on the Mortgage Loan Schedule and the information provided are consistent with the contents of the originator's records and the Mortgage File.  The Mortgage Loan Schedule contains all the fields indicated in Exhibit 9.  Any seller or builder concession has been subtracted from the Appraised Value of the Mortgaged Property for purposes of determining the LTV and CLTV. Except for information specified to be as of the origination date of the Mortgage Loan, the Mortgage Loan Schedule contains the most current information possessed by the originator.  No appraisal or other property valuation referred to or used to determine any data listed on the Mortgage Loan Schedule was more than 3 months old at the time of the Mortgage Loan closing.

(e)           Fraud:   No fraud, error, omission, misrepresentation, negligence or similar occurrence with respect to the Mortgage Loan has taken place on the part of the Mortgagor, the Seller or any other Person, including, without limitation, any appraiser, title company, closing or settlement agent, realtor, builder or developer or any other party involved in the origination or sale of the Mortgage Loan or the sale of the Mortgaged Property, that would impair in any way the rights of the Purchaser in the Mortgage Loan or Mortgaged Property or that violated applicable law.

(f)           Underwriting; Collection Practices; Escrow Payments:   Each Mortgage Loan either (i) was underwritten in conformance with the originator's Underwriting Guidelines in effect at the time of origination without regard to any underwriter discretion or (ii) if not underwritten in conformance with the originator's guidelines, has reasonable and documented compensating factors. The methodology used in underwriting the extension of credit for the Mortgage Loan includes objective mathematical principles that relate to the relationship between

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the borrower's income, assets and liabilities and the proposed payment.  The Credit Score used in applying the originator's Underwriting Guidelines was the lowest Credit Score received by an applicant.  With respect to escrow deposits and mortgage escrow accounts, all such payments are in the possession of Seller and there exist no deficiencies in connection therewith for which customary arrangements for repayment thereof have not been made. All escrow payments have been collected in full compliance with state and federal law. An escrow of funds is not prohibited by applicable law and has been established in an amount sufficient to pay for every item subject to an escrow requirement which remains unpaid and which has been assessed but is not yet due and payable. Except in connection with a modification disclosed on the Mortgage Loan Schedule and contained in the Servicing File, no escrow deposits or escrow payments or other charges or payments due the Seller have been capitalized under the Mortgage or the Mortgage Note. With respect to each Adjustable Rate Mortgage Loan, all mortgage interest rate adjustments and monthly payment adjustments have been made in strict compliance with Customary Servicing Procedures, and, as of the applicable Transfer Date, Seller’s servicing system has been updated to reflect any such adjustments. The Seller executed and delivered any and all notices required under applicable law and the terms of the related Mortgage Note and Mortgage regarding the Mortgage Interest Rate and the monthly payment adjustments. Any interest required to be paid to the Mortgagor pursuant to state, federal and local law has been properly paid and credited.

(g)           Mortgage Insurance:  Except as indicated for pledged asset loans, if a Mortgage Loan has an LTV greater than 80%, the Mortgage Loan has mortgage insurance in accordance with the terms of the Fannie Mae Guide or the Freddie Mac Guide and is insured as to payment defaults by a Primary Mortgage Insurance Policy issued by a Qualified Insurer. All provisions of such Primary Mortgage Insurance Policy have been and are being complied with, such policy is in full force and effect and all premiums due thereunder have been paid. No action, inaction or event has occurred and no state of facts exists that has, or will result in the exclusion from, denial of, or defense to coverage. Any Mortgage Loan subject to a Primary Mortgage Insurance Policy obligates the Mortgagor thereunder to maintain the Primary Mortgage Insurance Policy and to pay all premiums and charges in connection therewith. To the extent a Mortgage Loan is insured under an LPMI policy, the Mortgage Interest Rate for the Mortgage Loan as set forth on the related Mortgage Loan Schedule is net of any such premium.

(h)           Regulatory Compliance:  Any and all requirements of any federal, state or local law including, without limitation, usury, truth-in-lending, real estate settlement procedures, consumer credit protection, equal credit opportunity, fair housing, or disclosure laws applicable to the Mortgage Loan have been complied with in all material respects.  No Mortgage Loan is a “high cost” or “covered” loan, as defined by any applicable federal, state or local predatory or abusive lending law, and no Mortgage Loan has a percentage listed under the Indicative Loss Severity Column (the column that appears in the Standard & Poor's Anti-Predatory Lending Law Update Table, included in the then-current Standard & Poor's LEVELS® Glossary of Terms on Appendix E). Any breach of this representation shall be deemed to materially and adversely affect the value of the Mortgage Loan and shall require a repurchase of the affected Mortgage Loan.  No Mortgage Loan secured by property located in the State of Georgia was originated on or after October 1, 2002 and prior to March 7, 2003. No Mortgage Loan originated on or after March 7, 2003 is a “high cost home loan” as defined under the Georgia Fair Lending Act.   No borrower was encouraged or required to select a loan product offered by an originator that was a higher cost product designed for less-creditworthy borrowers, unless at the time of the Mortgage

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Loan's origination, such borrower did not qualify, taking into account credit history and debt-to-income ratios, for a lower cost credit product then offered by such originator or any affiliate of such originator.   To the best of Seller’s knowledge, there does not exist on the related Mortgaged Property any hazardous substances, hazardous wastes or solid wastes, as such terms are defined in the Comprehensive Environmental Response Compensation and Liability Act, the Resource Conservation and Recovery Act of 1976, or other federal, state or local environmental legislation including, without limitation, asbestos.  There is no pending action or proceeding directly involving the Mortgaged Property in which compliance with any environmental law, rule or regulation is an issue; there is no violation of any environmental law, rule or regulation with respect to the Mortgaged Property; and nothing further remains to be done to satisfy in full all requirements of each such law, rule or regulation constituting a prerequisite to use and enjoyment of such Mortgaged Property.  The Seller has complied with all applicable anti-money laundering laws and regulations, including without limitation the USA Patriot Act of 2001 (collectively, the “Anti-Money Laundering Laws”); the Seller has established an anti-money laundering compliance program as required by the Anti-Money Laundering Laws, has conducted the requisite due diligence in connection with the origination of each Mortgage Loan for purposes of the Anti-Money Laundering Laws, including with respect to the legitimacy of the applicable Mortgagor and the origin of the assets used by said Mortgagor to purchase the property in question, and maintains, and will maintain, sufficient information to identify the applicable Mortgagor for purposes of the Anti-Money Laundering Laws. The servicing of each Mortgage Loan prior to the related Closing Date complied in all material respects with the Customary Servicing Procedures and all then-applicable federal, state and local laws.  Any breach of any representations made in this clause (h) shall be deemed to materially and adversely affect the value of the Mortgage Loan and shall require a repurchase of the affected Mortgage Loan.

(i)            Borrower: As of the related Closing Date, the Mortgagor is not in bankruptcy and is not insolvent and the Seller has no knowledge of any circumstances or condition with respect to the Mortgage, the Mortgaged Property, the Mortgagor or the Mortgagor's credit standing that could reasonably be expected to cause investors to regard the Mortgage Loan as an unacceptable investment, cause the Mortgage Loan to become delinquent or materially adversely affect the value or marketability of the Mortgage Loan.  Either the Mortgagor is a natural person who is legally permitted to reside in the United States or the Mortgagor is an inter-vivos trust acceptable to Fannie Mae.  No borrower had a prior bankruptcy in the last ten years.  No borrower previously owned a property in the last ten years that was the subject of a foreclosure during the time the borrower was the owner of record.

(j)            Source of Loan Payments: No loan payment has been escrowed as part of the loan proceeds on behalf of the borrower.  No payments due and payable under the terms of the Mortgage Note and Mortgage or deed of trust, except for seller or builder concessions, have been paid by any person who was involved in, or benefited from, the sale or purchase of the Mortgaged Property or the origination, refinancing, sale, purchase or servicing of the Mortgage Loan other than the borrower.

(k)           Down Payment: The borrower has contributed at least 5% of the Purchase Price with his/her own funds.

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(l)            No Prior Liens:  The Seller is the sole owner and holder of the Mortgage Loan and the indebtedness evidenced by the Mortgage Note, and upon recordation the Purchaser or its designee will be the owner of record of the Mortgage and the indebtedness evidenced by the Mortgage Note, and upon the sale of the Mortgage Loan to the Purchaser, the Seller will retain any Mortgage File documents during the Interim Servicing Period in its possession in trust for the Purchaser.   Each sale of the Mortgage Loan from any prior owner or the Seller was in exchange for fair equivalent value, and the prior owner or the Seller, as applicable, was solvent both prior to and after the transfer and had sufficient capital to pay and was able to pay its debts as they would generally mature. Upon the transfer and assignment to the Purchaser on the related Closing Date, the Mortgage Loan, including the Mortgage Note and the Mortgage, was not subject to an assignment or pledge and the Seller had good and marketable title to and was the sole owner thereof and had full right to transfer and sell the Mortgage Loan to the Purchaser free and clear of any encumbrance, equity, lien, pledge, charge, claim or security interest. The Seller has the full right and authority subject to no interest or participation of, or agreement with, any other party, to sell and assign the Mortgage Loan pursuant to this Agreement and following the sale of the Mortgage Loan, the Purchaser will own such Mortgage Loan free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest. The Seller intends to relinquish all rights to possess, control and monitor the Mortgage Loan.

(m)          Enforceability and Priority of Lien: The related Mortgage is a valid, subsisting, enforceable and perfected first lien on the Mortgaged Property, including all buildings on the Mortgaged Property, and all installations and mechanical, electrical, plumbing, heating and air conditioning systems affixed to such buildings, and all additions, alterations and replacements made at any time with respect to the foregoing securing the Mortgage Note's original principal balance. The Mortgage and the Mortgage Note do not contain any evidence of any security interest or other interest or right thereto. Such lien is free and clear of all adverse claims, liens and encumbrances having priority over the first lien of the Mortgage subject only to (1) the lien of non-delinquent current real property taxes and assessments not yet due and payable, (2) covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording which are acceptable to mortgage lending institutions generally and either (A) which are referred to or otherwise considered in the appraisal made for the originator of the Mortgage Loan, or (B) which do not adversely affect the Appraised Value of the Mortgaged Property as set forth in such appraisal and (3) other matters to which like properties are commonly subject which do not materially interfere with the benefits of the security intended to be provided by the Mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property. Any security agreement, chattel mortgage or equivalent document related to and delivered in connection with the Mortgage Loan establishes and creates a valid, subsisting, enforceable and perfected first lien and first priority security interest on the property described therein, and the Seller has the full right to sell and assign the same to the Purchaser;  there are no mechanics' or similar liens or claims which have been filed for work, labor or material (and no rights are outstanding that under law could give rise to such liens) affecting the related Mortgaged Property which are or may be liens prior to or equal to the lien of the related Mortgage. The related original Mortgage has been recorded or is in the process of being recorded.

(n)           Complete Mortgage Files:   The Mortgage Note, the Mortgage, the Assignment of Mortgage and the other Mortgage Loan Documents set forth in Exhibits 1 and 2 and required to

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be delivered on the related Closing Date have been delivered to the Purchaser or its designee in compliance with the specific requirements of this Agreement. With respect to each Mortgage Loan, the Seller is in possession of a complete Mortgage File including all documents used in the qualification of the borrower except for such documents as have been delivered to the Purchaser or its designee.  In the event the Mortgage is a deed of trust, a trustee, authorized and duly qualified under applicable law to serve as such, has been properly designated, is named in the Mortgage and currently so serves, and no fees or expenses are or will become payable by the Purchaser to the trustee under the deed of trust, except in connection with a trustee's sale after default by the borrower.

(o)           No Modifications: The terms of the Mortgage Note and the Mortgage have not been impaired, waived, altered or modified in any material respect, except by a written instrument that, if required by applicable law, has been recorded or is in the process of being recorded.  The substance of any such waiver, alteration or modification has been approved by the issuer of any related Primary Mortgage Insurance Policy and title insurance policy, to the extent required by such policies, the terms of such waiver, alteration or modification have been reflected in the Mortgage Loan Schedule and the written instrument reflecting such terms has been included in the Mortgage File.  No Mortgagor has been released, in whole or in part, from the terms of the Mortgage Note and the Mortgage, except in connection with an assumption agreement which is part of the Mortgage File and the terms of which are reflected in the related Mortgage Loan Schedule.  The Mortgage has not been satisfied, canceled or  subordinated, in whole or in part, or rescinded, and the Mortgaged Property has not been released from the lien of the Mortgage, in whole or in part, nor has any instrument been executed that would effect any such release, cancellation, subordination or rescission. The Seller has not waived the performance by the Mortgagor of any action, if the Mortgagor's failure to perform such action would cause the Mortgage Loan to be in default, nor has the Seller waived any default resulting from any action or inaction by the Mortgagor.

(p)           Taxes Paid:  All taxes, governmental assessments, insurance premiums, water, sewer and municipal charges, leasehold payments or ground rents which previously became due and owing have been paid by the borrower, or escrow funds from the borrower have been established in an amount sufficient to pay for every such escrowed item which remains unpaid and which has been assessed but is not yet due and payable.

(q)           No Damage/Condemnation:  Each Mortgaged Property is undamaged by waste, vandalism, fire, hurricane, earthquake or earth movement, windstorm, flood, tornado or other casualty adversely affecting the value of a Mortgaged Property or the use for which the premises were intended, and each Mortgaged Property is in substantially the same condition it was at the time the most recent Appraised Value was obtained. There is no proceeding pending or threatened for the total or partial condemnation of any Mortgaged Property.

(r)           Fee Simple Estate / No Encroachments / Compliance with Zoning:  The Mortgage creates a first lien or a first priority ownership interest in an estate in fee simple in real property securing the related Mortgage Note.  All improvements subject to the Mortgage which were considered in determining the Appraised Value of the Mortgaged Property lie wholly within the boundaries and building restriction lines of the Mortgaged Property (and wholly within the project with respect to a condominium unit), no improvements on adjoining properties encroach

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upon the Mortgaged Property except those which are insured against by the title insurance policy referred to in clause (v) below and all improvements on the property comply with all applicable building, zoning and subdivision laws, regulations and ordinances.

(s)           Legally Occupied:  As of the related Closing Date, the Mortgaged Property is lawfully occupied under applicable law, and all inspections, licenses and certificates required to be made or issued with respect to all occupied portions of the Mortgaged Property and, with respect to the use and occupancy of the same, including but not limited to certificates of occupancy and fire underwriting certificates, have been made or obtained from the appropriate authorities.

(t)           Mortgage Loan Legal and Binding:  The Mortgage Note, the Mortgage and other agreements executed in connection therewith are original and genuine and each is the legal, valid and binding obligation of the maker thereof, enforceable in all respects in accordance with its terms subject to bankruptcy, insolvency, moratorium, reorganization and other laws of general application affecting the rights of creditors and by general equitable principles.  The Seller has taken all action necessary to transfer such rights of enforceability to the Purchaser.  All parties to the Mortgage Note, the Mortgage and other agreements executed in connection therewith, had the legal capacity to enter into the Mortgage Loan and to execute and deliver the Mortgage Note and the Mortgage. The Mortgage Note and the Mortgage have been duly and properly executed by such parties.

(u)           Proceeds Fully Disbursed / Recording Fees Paid:  The proceeds of the Mortgage Loan have been fully disbursed and there is no requirement for future advances thereunder, and any and all requirements as to completion of any on-site or off-site improvements and as to disbursements of any escrow funds therefor have been complied with. All costs, fees and expenses incurred in making or closing the Mortgage Loan and the recording of the Mortgage were paid or are in the process of being paid, and the Mortgagor is not entitled to any refund of any amounts paid or due under the Mortgage Note or Mortgage.

(v)           Existence of Title Insurance:  Each Mortgage Loan (except (1) any Mortgage Loan secured by a Mortgaged Property located in any jurisdiction as to which an opinion of counsel of the type customarily rendered in such jurisdiction in lieu of title insurance is instead received and (2) any Mortgage Loan secured by Cooperative Shares) is covered by an ALTA lender's title insurance policy or other form of policy or insurance generally acceptable to Fannie Mae or Freddie Mac, issued by a title insurer acceptable to Fannie Mae or Freddie Mac and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring (subject to the exceptions contained in (m)(1), (2) and (3) above) the Seller, its successors and assigns, as to the first priority lien of the Mortgage in the original principal amount of the Mortgage Loan.  Additionally, such policy affirmatively insures ingress and egress to and from the Mortgaged Property. Where required by applicable state law or regulation, the Mortgagor has been given the opportunity to choose the carrier of the required mortgage title insurance. The Seller, its successors and assigns, are the sole insureds of such lender's title insurance policy; such title insurance policy has been duly and validly endorsed to the Purchaser or the assignment to the Purchaser of the Seller's interest therein does not require the consent of or notification to the insurer; and such lender's title insurance policy is in full force and effect and will be in full force and effect upon the consummation of the transactions contemplated by this Agreement and

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the related PPTL. No claims have been made under such lender's title insurance policy, and no prior holder of the related Mortgage, including the Seller, has done, by act or omission, anything which would impair the coverage of such lender's title insurance policy.  No Obligated Party or other Person has provided or received any unlawful fee, commission, kickback, or other compensation or value of any kind in connection with the title insurance policy.

(w)          Hazard Insurance:  All buildings or other customarily insured improvements upon the Mortgaged Property are insured by an insurer acceptable under the Fannie Mae Guides, against loss by fire, hazards of extended coverage and such other hazards as are provided for in the Fannie Mae Guides or by the Freddie Mac Guides, in an amount representing coverage not less than the lesser of (i) the maximum insurable value of the improvements securing such Mortgage Loans and (ii) the greater of (a) the outstanding principal balance of the Mortgage Loan and (b) an amount such that the proceeds thereof shall be sufficient to prevent the Mortgagor and/or the Mortgagee from becoming a co-insurer.  If the Mortgaged Property is a condominium unit, it is included under the coverage afforded by a blanket policy for the project. If required by the FDPA, the Mortgage Loan is covered by a flood insurance policy meeting the requirements of the current guidelines of the Federal Insurance Administration and conforming to Fannie Mae and Freddie Mac requirements, in an amount not less than the amount required by the FDPA. Such policy was issued by an insurer acceptable under the Fannie Mae Guides or the Freddie Mac Guides. The Mortgage obligates the Mortgagor thereunder to maintain all such insurance at the Mortgagor's cost and expense, and upon the Mortgagor's failure to do so, authorizes the holder of the Mortgage to maintain such insurance at the Mortgagor's cost and expense and to seek reimbursement therefor from the Mortgagor. All such standard hazard and flood policies are in full force and effect and on the date of origination contained a standard mortgagee clause naming the Seller and its successors in interest and assigns as loss payee; such clause is still in effect and all premiums due on any such policies have been paid in full.  No obligated party or borrower, or any other Person, has engaged in any act or omission that would impair the coverage of any such insurance policy, the benefits of the endorsement provided for therein, or the validity and binding effect of either, including, without limitation, the provision or receipt of any unlawful fee, commission, kickback, or other compensation or value of any kind. No action, inaction, or event has occurred and no state of facts exists or has existed that has resulted or will result in the exclusion from, denial of, or defense to coverage under any such insurance policies, regardless of the cause of such failure of coverage.

(x)           No Default:  There is no default, breach, violation or event of acceleration existing under the Mortgage or the related Mortgage Note and no event which, with the passage of time or with notice and the expiration of any grace or cure period, would constitute a default, breach, violation or event permitting acceleration; and neither the Seller nor any prior mortgagee has waived any default, breach, violation or event permitting acceleration.  No foreclosure action is currently threatened or has been commenced with respect to any Mortgaged Property.

(y)           No Rescission:  The Mortgage Note and the Mortgage are not subject to any right of rescission, set-off, counterclaim or defense, including, without limitation, the defense of usury, nor will the operation of any of the terms of the Mortgage Note or the Mortgage, or the exercise of any right thereunder, render the Mortgage Note or Mortgage unenforceable, in whole or in part, or subject to any right of rescission, set-off, counterclaim or defense, including the defense of usury, and no such right of rescission, set-off, counterclaim or defense has been

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asserted with respect thereto.  The Mortgagor was not a debtor at the time of origination of the Mortgage Loan and is not currently a debtor in any state or federal bankruptcy or insolvency proceeding.

(z)           Enforceable Right of Foreclosure: The Mortgage relating to a Mortgaged Property contains customary and enforceable provisions such as to render the rights and remedies of the holder thereof adequate for the realization against such Mortgaged Property of the benefits of the security provided thereby. There is no homestead or other exemption available to the Mortgagor which would interfere with the right to sell the Mortgaged Property at a trustee's sale or the right to foreclose on the Mortgage.

(aa)         Mortgaged Property is 1-4 Family:  The Mortgaged Property consists of a single parcel of real property with a detached single family residence erected thereon, or a townhouse, or a two-to four-family dwelling, or an individual condominium unit in a condominium project, or an individual unit in a planned unit development or a de minimis planned unit development, provided, however, that no residence or dwelling is a mobile home. As of the date of origination, no portion of the Mortgaged Property was used for commercial purposes, and since the date or origination no portion of the Mortgaged Property has been used for commercial purposes.

(bb)        Mortgage Loan Qualifies for REMIC:  Each Mortgage Loan constitutes a qualified mortgage under Section 860G(a)(3)(A) of the Code and Treasury Regulations Section 1.860G-2(a)(l).

(cc)         [Reserved.]

(dd)        Doing Business:  All parties which have had any interest in the Mortgage, whether as Mortgagee, assignee, pledgee or otherwise, are (or, during the period in which they held and disposed of such interest, were) (A) in compliance with any and all applicable licensing requirements of the laws of the state wherein the Mortgaged Property is located and (B) (1) organized under the laws of such state, (2) qualified to do business in such state, (3) a federal savings and loan association, a national bank, a Federal Home Loan Bank or a savings bank having principal offices in such state or (4) not doing business in such state.

(ee)         Loans Current / Prior Delinquencies:  All payments due on a Mortgage Loan on or prior to the related Closing Date have been made as of the related Closing Date, such Mortgage Loan is not delinquent in payment by more than 30 days and no payment with respect to such Mortgage Loan has been delinquent during the preceding twelve-month period; no payment made on such Mortgage Loan has been dishonored; there are no material defaults under the terms of such Mortgage Loan; and neither the Seller nor any other party has advanced funds or induced, solicited or knowingly received any advance of funds from a party other than the owner of the Mortgaged Property subject to the Mortgage, directly or indirectly, for the payment of any amount required by the Mortgage Loan.

(ff)          [Reserved.]

(gg)        Acceleration of Payments:  The Mortgage contains the usual and enforceable provisions of the originator at the time of origination for the acceleration of the payment of the

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unpaid principal amount of the Mortgage Loan if the related Mortgaged Property is sold without the prior consent of the Mortgagee thereunder.

(hh)        [Reserved.]

(ii)           Leasehold Interest Representation And Warranty:  To the extent the Mortgage Loan is secured by a leasehold interest: (1) the borrower is the owner of a valid and subsisting interest as tenant under the lease and is not in default thereunder, (2) the lease is in full force and effect, and is unmodified, (3) all rents and other charges have been paid when due, (4) the lessor under the lease is not in default, (5) the execution, delivery, and performance of the Mortgage do not require the consent (other than the consents that have been obtained and are in full force and effect) under, and will not violate or cause a default under, the terms of the lease, (6) the lease is assignable or transferable, (7) the term of such lease does not terminate earlier than five years after the maturity date of the Mortgage Note, (8) the lease does not provide for termination of the lease in the event of the borrower's default without written notice to the Mortgagee and a reasonable opportunity to cure the default, (9) the lease permits the mortgaging of the related Mortgaged Property and (10) the lease protects the Mortgagee's interests in the event of a property condemnation.

(jj)           Sole Collateral:  As of the related Closing Date, the Mortgage Note is not and has not been secured by any collateral other than the lien of the corresponding Mortgage and the security interest of any applicable security agreement or chattel mortgage referred to in clause (m) above, and such collateral does not serve as security for any other obligation.

(kk)         Full Disclosure:  The Mortgagor has received all disclosure materials required by applicable law with respect to the making of fixed rate or adjustable rate mortgage loans, as applicable.

(ll)           No Graduated Payments:  The Mortgage Loan does not contain “graduated payment” features, does not have a shared appreciation or other contingent interest feature and does not contain any buydown provisions.

(mm)       No Negative Amortization Loans, All 30 Year Mortgages:  The Mortgage Loans have an original term to maturity of not more than 30 years, with interest payable in arrears on the first day of each month. Each Mortgage Note requires a monthly payment which is sufficient to fully amortize the original principal balance over the original term thereof (except in the case of interest only loans) and to pay interest at the related Mortgage Interest Rate. No Mortgage Loan contains terms or provisions which would result in negative amortization.

(nn)        Recordable:  As to any Mortgage Loan which is not a MERS Mortgage Loan, the Assignment of Mortgage is in recordable form and is acceptable for recording under the laws of the jurisdiction in which the Mortgaged Property is located.

(oo)        Payment Terms:  Payments on the Mortgage Loan commenced no more than sixty (60) days after the funds were disbursed in connection with the Mortgage Loan. The Mortgage Note is payable on the first day of each month in equal monthly installments of principal and interest (if not an interest only loan), with interest calculated and payable in arrears, sufficient to

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amortize the Mortgage Loan fully by the stated maturity date, over an original term of not more than thirty years from commencement of amortization.

(pp)        Condominiums:  If the Mortgaged Property is a condominium unit or a planned unit development (other than a de minimis planned unit development), or stock in a cooperative housing corporation, such condominium, cooperative or planned unit development project meets the eligibility requirements of Fannie Mae and Freddie Mac.

(qq)        Servicemembers’ Civil Relief Act:  The Mortgagor has not notified the Seller that it is requesting relief under the Servicemembers' Civil Relief Act, and the Seller has no knowledge of any relief requested or allowed to the Mortgagor under the Servicemembers' Civil Relief Act.

(rr)          Construction:  As of the related Closing Date, no Mortgage Loan was in construction or rehabilitation status and no trade-in or exchange of a Mortgaged Property has been facilitated.

(ss)         Qualified Lender:  The Mortgage Loan was originated by a Mortgagee approved by the Secretary of Housing and Urban Development pursuant to Sections 203 and 211 of the National Housing Act, a savings and loan association, a savings bank, a commercial bank, credit union, insurance company or similar institution supervised and examined by a federal or state authority.

(tt)          No Ground Leases:  No Mortgaged Property is subject to a ground lease.

(uu)        No Additional Fees:  With respect to any broker fees collected and paid on any of the Mortgage Loans, all such fees have been properly assessed to the Mortgagor and no claims will arise as to such fees that are double charged and for which the Mortgagor would be entitled to reimbursement.

(vv)        Home Ownership and Equity Protection Act 1994:  None of the Mortgage Loans are subject to the Home Ownership and Equity Protection Act of 1994 or any comparable state law.

(ww)       No Single Credit Insurance:  None of the proceeds of the Mortgage Loan were used to finance single premium credit insurance policies.

(xx)         Principal Advances:  Any principal advances made to the Mortgagor prior to the related Closing Date have been consolidated with the outstanding principal amount secured by the Mortgage, and the secured principal amount, as consolidated, bears a single interest rate and single repayment term. The lien of the Mortgage securing the consolidated principal amount is expressly insured as having first lien priority by a title insurance policy, an endorsement to the policy insuring the Mortgagee's consolidated interest or by other title evidence acceptable to Fannie Mae and Freddie Mac. The consolidated principal amount does not exceed the original principal amount of the Mortgage Loan.

(yy)        Interest Calculation:  Interest on each Mortgage Loan is calculated on the basis of a 360-day year consisting of twelve 30-day months.

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(zz)          No Balloon Loans:  No Mortgage Loan is a balloon loan.

(aaa)       MERS Mortgage Loans:  With respect to each MERS Mortgage Loan, a MIN has been assigned by MERS and such MIN is accurately provided on the Mortgage Loan Schedule. The related Assignment of Mortgage to MERS has been duly and properly recorded.   With respect to each MERS Mortgage Loan, the Seller has not received any notice of liens or legal actions with respect to such Mortgage Loan and no such notices have been electronically posted by MERS.

(bbb)      Credit Reporting:  With respect to each Mortgage Loan, the Seller has fully and accurately furnished complete information on the related borrower credit files to Equifax, Experian and Trans Union Credit Information in accordance with the Fair Credit Reporting Act and its implementing regulations.

(ccc)       Tax Service Contracts.  Unless otherwise agreed upon by the Seller and the Purchaser, each Mortgage Loan is covered by a life of loan, transferable real estate tax service contract assignable to the Purchaser.

(ddd)      Flood Certifications.  Unless otherwise agreed upon by the Seller and the Purchaser, each Mortgage Loan is covered by a life of loan, transferable flood certification contract assignable to the Purchaser.

Subsection 7.02  Seller Representations and Covenants.

The Seller hereby represents, warrants and covenants to the Purchaser that, as to itself as of the related Closing Date (or such other date as is specified below):

(a)           It is a national banking association, duly organized, validly existing, and in good standing under the laws of the United States and has all licenses necessary to carry on its business as now being conducted and is licensed, qualified and in good standing in the states where the Mortgaged Property is located if the laws of such state require licensing or qualification in order to conduct business of the type conducted by it.  It is an approved seller in good standing of conventional residential mortgage loans for Fannie Mae or Freddie Mac and is a HUD-approved mortgagee under Section 203 of the National Housing Act.  It has corporate power and authority to execute and deliver this Agreement and to perform in accordance herewith; the execution, delivery and performance of this Agreement (including all instruments of transfer to be delivered pursuant to this Agreement) by it and the consummation of the transactions contemplated hereby have been duly and validly authorized.  This Agreement, assuming due authorization, execution and delivery by the Purchaser, evidences the legal, valid, binding and enforceable obligation of it, subject to applicable law except as enforceability may be limited by (i) bankruptcy, insolvency, liquidation, receivership, moratorium, reorganization or other similar laws affecting the enforcement of the rights of creditors and (ii) general principles of equity, whether enforcement is sought in a proceeding in equity or at law.  All requisite corporate action has been taken by it to make this Agreement valid and binding upon it in accordance with the terms of this Agreement.

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(b)           No consent, approval, authorization or order is required for the transactions contemplated by this Agreement from any court, governmental agency or body, or federal or state regulatory authority having jurisdiction over it or, if required, such consent, approval, authorization or order has been or will, prior to the related Closing Date, be obtained.

(c)           The consummation of the transactions contemplated by this Agreement are in its ordinary course of business and will not result in the breach of any term or provision of its articles of association or by-laws or result in the breach of any term or provision of, or conflict with or constitute a default under or result in the acceleration of any obligation under, any agreement, indenture or loan or credit agreement or other instrument to which it or its property is subject, or result in the violation of any law, rule, regulation, order, judgment or decree to which it or its property is subject.

(d)           Its transfer, assignment and conveyance of the Mortgage Notes and the Mortgages pursuant to this Agreement are not subject to the bulk transfer or any similar statutory provisions in effect in any applicable jurisdiction.

(e)           There is no action, suit, proceeding or investigation pending or, to its best knowledge, threatened against it which, either individually or in the aggregate, would result in any material adverse change in its business, operations, financial condition, properties or assets, or in any material impairment of its right or ability to carry on its business substantially as now conducted or which would draw into question the validity of this Agreement or the Mortgage Loans or of any action taken or to be taken in connection with its obligations contemplated herein, or which would materially impair its ability to perform under the terms of this Agreement.

(f)           To the best of the Seller’s knowledge, the Seller is not in material default under any agreement, contract, instrument or indenture to which the Seller is a party or by which it (or any of its assets) is bound, which default would have a material adverse effect on the ability of the Seller to perform under this Agreement, nor, to the best of the Seller’s knowledge, has any event occurred which, with the giving of notice, the lapse of time or both, would constitute a default under any such agreement, contract, instrument or indenture and have a material adverse effect on the ability of the Seller to perform its obligations under this Agreement.

(g)           It does not believe, nor does it have any reason or cause to believe, that it cannot perform each and every covenant contained in this Agreement.

(h)           As of the Servicing Transfer Date, the Seller has previously serviced and administered the Mortgage Loans in accordance with Customary Servicing Procedures, all applicable federal, state and local laws and the related Mortgage Notes and Mortgages.

(i)            It has determined that the disposition of the Mortgage Loans pursuant to this Agreement will be afforded sale treatment for accounting and tax purposes.

(j)           It is solvent and the sale of the Mortgage Loans will not cause it to become insolvent.  The sale of the Mortgage Loans is not undertaken with the intent to hinder, delay or defraud any of its creditors.

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(k)           It has not dealt with any broker, investment banker, agent or other person that may be entitled to any commission or compensation in connection with the sale of the Mortgage Loans.

(l)           To the best of the Seller’s knowledge, neither this Agreement nor any statement, report or other agreement, document or instrument furnished or to be furnished pursuant to this Agreement contains any materially untrue statement of fact or omits to state a fact necessary to make the statements contained therein not misleading.

(m)         (i)            The Seller covenants that the transfer of servicing of each Mortgage Loan from the Seller to the Servicer shall be complete in all material respects by the related Servicing Transfer Date, and the transfer shall be in accordance with the Servicing Transfer Instructions.

(ii)           Unless otherwise mutually agreed to by the Seller and the Purchaser, if a breach of the covenant described in Subsection 7.02(m)(i) continues for more than five (5) Business Days following the related Transfer Date, the Seller shall be required to repurchase the related Mortgage Loan at the Repurchase Price, and such repurchase shall be accomplished by wire transfer of the amount of the Repurchase Price to an account designated by the Purchaser.

Subsection 7.03  Repurchase; Substitution.

(a)           It is understood and agreed that the representations and warranties set forth in Sections 7.01 and 7.02 shall survive the sale of the Mortgage Loans and delivery of the Mortgage File to the Purchaser, or its designee, and shall inure to the benefit of the Purchaser, notwithstanding any restrictive or qualified endorsement on any Mortgage Note or Assignment or the examination, or lack of examination, of any Mortgage Loan Document.  Upon discovery by the Seller or the Purchaser of a breach of any of the foregoing representations and warranties which materially and adversely affects the value of the Mortgage Loans or the interest of the Purchaser in the Mortgage Loans (or which materially and adversely affects the value of a particular Mortgage Loan or the interest of the Purchaser in a particular Mortgage Loan in the case of a representation and warranty relating to such particular Mortgage Loan), the party discovering such breach shall give prompt written notice to the other.  A breach of representations and warranties in Sections 7.01(h), (r), and (bb) shall be deemed to materially and adversely affect the value of the related Mortgage Loan or the interest of the Purchaser in any Mortgage Loan.  With respect to the representations and warranties contained in Section 7.02 that are made to the best of Seller’s knowledge after reasonable inquiry and investigation, if it is discovered by either the Seller or the Purchaser that the substance of such representation and warranty is inaccurate and such inaccuracy materially and adversely affects the value of the related Mortgage Loan, the Purchaser shall be entitled to all the remedies to which it would be entitled for a breach of representation or warranty, including, without limitation, the repurchase requirements contained herein, notwithstanding Seller’s lack of knowledge with respect to the inaccuracy at the time the representation or warranty was made.  The Seller shall have a period of sixty (60) days from the earlier of its discovery or its receipt of notice of any such breach within which to correct or cure such breach; provided, however, that if a Mortgage Loan has been transferred to a REMIC and the breach is with respect to the representation and warranty in

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Section 7.01(bb), the Seller shall have a period of sixty (60) days from its discovery of such breach within which to cure such breach.  The Seller hereby covenants and agrees that if any such breach is not corrected or cured within such sixty (60) day period, the Seller shall, at the Purchaser’s option, (i) repurchase such Mortgage Loan at the Repurchase Price, (ii) substitute a mortgage loan for the defective Mortgage Loan as provided below or (iii) except for a breach of the representation and warranty in Section 7.01(bb), make an indemnification payment in an amount equal to the reduction in value of such Mortgage Loan as a result of such breach, such payment to be made in the manner set forth above in respect of the Purchase Price of a repurchased Mortgage Loan.  In the event that any such breach shall involve any representation or warranty set forth in Section 7.02, and such breach is not cured within sixty (60) days of the earlier of either discovery by or notice to the Seller of such breach, all Mortgage Loans shall, at the option of the Purchaser, be repurchased by the Seller at the Repurchase Price.  Any such repurchase shall be accomplished by wire transfer of the amount of the Repurchase Price to an account designated by the Purchaser.  If the breach of representation and warranty that gave rise to the obligation to repurchase or substitute a Mortgage Loan pursuant to this Section 7.03(a) was the representation and warranty set forth in clause (e) or (h) of Section 7.01, then the Seller shall pay to the Purchaser, concurrently with and in addition to the remedies provided in this Section 7.03(a), an amount equal to any liability, penalty or expense that was actually incurred and paid out of or on behalf of the Purchaser, and that directly resulted from such breach, or if incurred and paid by the Purchaser thereafter, concurrently with such payment.

(b)           If the Seller is required to repurchase any Mortgage Loan pursuant to this Subsection 7.03 as a result of a breach of any of the representations and warranties set forth in Subsection 7.01, the Seller may, with the Purchaser’s prior consent, within two (2) years from the related Closing Date, remove such defective Mortgage Loan from the terms of this Agreement and substitute another mortgage loan for such defective Mortgage Loan, in lieu of repurchasing such defective Mortgage Loan.  Any Substitute Mortgage Loan shall (a) have a principal balance at the time of substitution not in excess of the principal balance of the Deleted Mortgage Loan (the amount of any difference, plus one month’s interest thereon at the Mortgage Loan Remittance Rate borne by the Deleted Mortgage Loan, being paid by the Seller and deemed to be a Principal Prepayment to an account designated by the Purchaser), (b) have a Mortgage Interest Rate not less than, and not more than one percentage point greater than, the Mortgage Interest Rate of the Deleted Mortgage Loan or in the case of an Adjustable Rate Mortgage Loan, have the same index, a margin that is not less than the margin of the Deleted Mortgage Loan and Adjustment Dates that are the same frequency as that of the Deleted Mortgage Loan, (c) have a remaining term to stated maturity not later than, and not more than one year less than, the remaining term to stated maturity of the Deleted Mortgage Loan, (d) be, in the reasonable determination of the Purchaser, of the same type, quality and character (including location of the Mortgaged Property) as the Deleted Mortgage Loan as if the breach had not occurred, (e) have a Loan-to-Value Ratio at origination no greater than that of the Deleted Mortgage Loan, (f) have the same lien priority as that of the Deleted Mortgage Loan and (g) be, in the reasonable determination of the Purchaser, in material compliance with the representations and warranties contained in this Agreement and described in Subsection 7.01 as of the date of substitution.

(c)           The Seller shall amend the related Mortgage Loan Schedule to reflect the withdrawal of the Deleted Mortgage Loan from this Agreement and the substitution of such

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substitute Mortgage Loan therefor.  Upon such amendment, the Purchaser shall review the Mortgage File delivered to it relating to the substitute Mortgage Loan.  The Monthly Payment on a substitute Mortgage Loan due on the Due Date in the month of substitution shall be the property of the Seller and the Monthly Payment on the Deleted Mortgage Loan for which the substitution is made due on such date shall be the property of the Purchaser.

(d)           It is understood and agreed that the obligation of the Seller set forth in this Subsection 7.03 to cure, repurchase or substitute for a defective Mortgage Loan, and to indemnify Purchaser pursuant to Subsection 12.01, constitutes the sole remedies of the Purchaser respecting a breach of the foregoing representations and warranties.  If the Seller fails to repurchase or substitute for a defective Mortgage Loan in accordance with this Subsection 7.03, or fails to cure a defective Mortgage Loan to Purchaser’s reasonable satisfaction in accordance with this Subsection 7.03, or to indemnify Purchaser pursuant to Subsection 12.01, that failure shall be an Event of Default and the Purchaser shall be entitled to pursue all available remedies.  No provision of this paragraph shall affect the rights of the Purchaser to terminate this Agreement for cause, as set forth in Subsections 13.01 and 14.01.

(e)           Any cause of action against the Seller relating to or arising out of the breach of any representations and warranties made in Subsections 7.01 and 7.02 shall accrue as to any Mortgage Loan upon the earlier of (A) the Purchaser becoming aware of such cause of action or (B)(i) notice thereof by the Purchaser to the Seller (ii) failure by the Seller to cure such breach or repurchase such Mortgage Loan as specified above, and (iii) demand upon the Seller by the Purchaser for compliance with this Agreement.

(f)           In the event that any Mortgage Loan is held by a REMIC, notwithstanding any contrary provision of this Agreement, with respect to any Mortgage Loan that is not in default or as to which no default is imminent, Purchaser may, in connection with any repurchase or substitution of a defective Mortgage Loan pursuant to this Subsection 7.03, require that the Seller deliver, at the Seller’s expense, an Opinion of Counsel to the effect that such repurchase or substitution will not (i) result in the imposition of taxes on “prohibited transactions” of such REMIC (as defined in Section 860F of the Code) or otherwise subject the REMIC to tax, or (ii) cause the REMIC to fail to qualify as a REMIC at any time.

(g)           With respect to any Mortgage Loan listed as having mortgage insurance on the Mortgage Loan Schedule, regardless of whether the insurance is borrower paid or lender paid, if the mortgage insurer rejects, denies, or rescinds a claim on the basis of any defect in connection with the origination of the Mortgage Loan or the servicing of the Mortgage Loan prior to the Closing Date (a “mortgage insurer rejection”), other than as a result of the mortgage insurer’s breach of its obligations or as a result of the mortgage insurer's insolvency, the Seller shall either repurchase such Mortgage Loan at the Repurchase Price or pay the Trust the amount of such claim within thirty (30) days from the date of such mortgage insurer rejection.

(h)           The  parties agree that the  resolution of any controversy or claim arising out of or relating to an obligation or alleged obligation of the Seller to repurchase a Mortgage Loan due to a breach of a representation or warranty contained in Section 7.01 hereof shall be  by Arbitration.

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If any allegation of a breach of a representation or warranty made in Section 7.01 has not been resolved to the satisfaction of both the Purchaser and the Seller, either party may commence Arbitration to resolve the dispute; provided that a party may commence Arbitration with respect to one or more unresolved allegations only during the months of January, April, July and October, and all matters with respect to which Arbitration has been commenced in any such month shall be heard in a single Arbitration in the immediately following month or as soon as practicable thereafter.  To commence Arbitration, the moving party shall deliver written notice to the other party that it has elected to pursue Arbitration in accordance with this Section 7.03(h), provided that if the Seller has not responded to the Purchaser's notification of a breach of a representation and warranty,  the Purchaser shall not commence Arbitration with respect to that breach before 60 days following such notification in order to provide the Seller with an opportunity to respond to such notification.  Within 10 Business Days after a party has provided notice that it has elected to pursue Arbitration, each party may submit the names of one or more proposed Arbitrators to the other party in writing.  If the parties have not agreed on the selection of an Arbitrator within five Business Days after the first such submission, then the party commencing Arbitration shall, within the next 5 business days, notify the American Arbitration Association in New York, NY and request that it appoint a  single Arbitrator with experience in arbitrating disputes arising in the financial services industry.

It is the intention of the parties that Arbitration shall be conducted in as efficient and cost-effective a manner as is reasonably practicable, without the burden of discovery.  Accordingly, the Arbitrator will resolve the dispute on the basis of a review of the written correspondence between the parties (including any supporting materials attached to such correspondence) conveyed by the parties to each other in connection with the dispute prior to the delivery of notice to commence Arbitration; however, upon a showing of good cause, a party may request the Arbitrator to direct the production of such additional information, evidence and/or documentation from the parties that the Arbitrator deems appropriate.  If requested by the Arbitrator or any party, any hearing with respect to an Arbitration shall be conducted by video conference or teleconference except upon the agreement of both parties or the request of the Arbitrator.

The finding of the Arbitrator shall be final and binding upon the parties. Judgment upon any arbitration award rendered may be entered and enforced in any court of competent jurisdiction. The costs of the  Arbitrator shall be shared equally between both parties.   Each party, however, shall bear its own attorneys fees and costs in connection with the Arbitration.

Subsection 7.04  Repurchase of Mortgage Loans With Early Payment Default.

If a Monthly Payment becomes one (1) or more scheduled Monthly Payments delinquent at any time on or prior to the first day of the third calendar month following the date of origination of the Mortgage Loan (or such other date set forth in the related PPTL), then the Seller, at the Purchaser’s option, shall (a) promptly repurchase the related Mortgage Loan from the Purchaser in accordance with the procedures set forth in Subsection 7.03 hereof, however, any such repurchase shall be made at the Purchase Price, or (b) substitute a mortgage loan acceptable to the Purchaser in accordance with Subsection 7.03 hereof.

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Subsection 7.05  Purchase Price Protection.

With respect to any Mortgage Loan that prepays in full on or prior to the last day of the third full month following the related Closing Date (or such other date set forth in the related PPTL, the Seller shall reimburse the Purchaser an amount equal to the product of (a) the amount by which Purchase Price Percentage paid by the Purchaser to the Seller for such Mortgage Loan exceeds 100% and (b) the outstanding principal balance of the Mortgage Loan as of the Cut-off Date.  Such payment shall be made within thirty (30) days of such payoff.

SECTION 8.  Closing.

Subsection 8.01  Closing Conditions.

The closing for the purchase and sale of each Mortgage Loan Package shall take place on the respective Closing Date.  The closing shall be either by telephone, confirmed by letter or wire as the parties hereto shall agree, or conducted in person, at such place as the parties hereto shall agree.

The closing for each Mortgage Loan Package shall be subject to the satisfaction of each of the following conditions:

(a)           the Seller shall have delivered to the Purchaser the related Mortgage Loan Schedule and an electronic data file containing information on a loan-level basis;

(b)           all of the representations and warranties of the Seller under this Agreement shall be true and correct as of the related Closing Date (or, with respect to Subsection 7.01, such other date specified therein) in all material respects and no default shall have occurred hereunder which, with notice or the passage of time or both, would constitute an Event of Default hereunder;

(c)           the Purchaser shall have received from the custodian an initial certification with respect to its receipt of the Mortgage Loan Documents for the related Mortgage Loans;

(d)           the Purchaser shall have received originals of the related PPTL executed by the Seller and a funding memorandum setting forth the Purchase Price(s), and the accrued interest thereon, for the Mortgage Loan Package; and

(e)           all other terms and conditions of this Agreement and the related PPTL to be satisfied by the Seller shall have been complied with in all material respects.

Upon satisfaction of the foregoing conditions, the Purchaser shall pay to the Seller on such Closing Date the Purchase Price for the related Mortgage Loan Package, plus accrued interest pursuant to Section 4 of this Agreement.

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Subsection 8.02  Closing Documents.

(a)           On or before the initial Closing Date, the Seller shall submit to the Purchaser fully executed originals of the following documents:

(i)           this Agreement, in four counterparts;

(ii)          if requested by the Purchaser, a letter confirming the account name and number of the Custodial Account in a form to be provided by the Purchaser;

(iii)         if requested by the Purchaser, a letter confirming the account name and number of the Escrow Account in a form to be provided by the Purchaser; and

(b)           On or before each Closing Date, the Seller shall submit to the Purchaser fully executed originals of the following documents:

(i)           the related PPTL;

(ii)          the related Mortgage Loan Schedule;

(iii)         the Purchaser shall have received from its custodian an initial certification with respect to its receipt of the Mortgage Loan Documents for the related Mortgage Loans;

(iv)         a certificate or other evidence of merger or change of name, signed or stamped by the applicable regulatory authority, if any of the Mortgage Loans were acquired by the Seller by merger or acquired or originated by the Seller while conducting business under a name other than its present name, if applicable.

SECTION 9.  [Reserved.]

SECTION 10.  Costs.

The Seller shall pay any commissions due its salespeople and the legal fees and expenses of its attorneys.  The Purchaser shall pay the cost of delivering the Mortgage Files to the Purchaser or its designee, the cost of recording the Assignments of Mortgage and all other costs and expenses incurred in connection with the sale of the Mortgage Loans by the Seller to the Purchaser, including without limitation the Purchaser’s attorneys’ fees.  The Seller shall pay the cost of delivering the Mortgage Loan Documents to the Purchaser or its designee for each related Closing Date.

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SECTION 11.  Interim Servicing; Servicing Transfer.

Subsection 11.01  Temporary Servicing of Mortgage Loans.

(a)           The Seller, as an independent contractor, shall service and administer the Mortgage Loans on behalf of the Purchaser from and after the Closing Date through the Servicing Transfer Date in accordance with this Agreement, the Servicing Transfer Instructions, Customary Servicing Procedures and the terms of the Mortgage Notes and Mortgages, and shall have full power and authority, acting alone or through subservicers or agents, to do or cause to be done any and all things in connection with such servicing and administration which the Seller may deem necessary or desirable and consistent with the terms of this Agreement.  The Seller may perform its servicing responsibilities through agents or independent contractors, but shall not thereby be released from any of its responsibilities hereunder.  Notwithstanding anything to the contrary, the Seller may delegate any of its duties under this Agreement to one or more of its affiliates without regard to any of the requirements of this section; provided, however, that the Seller shall not be released from any of its responsibilities hereunder by virtue of such delegation.  The Mortgage Loans may be subserviced by one or more unaffiliated subservicers on behalf of the Seller provided each subservicer is a Fannie Mae approved seller/servicer or a Freddie Mac approved seller/servicer in good standing, and no event has occurred, including but not limited to a change in insurance coverage, that would make it unable to comply with the eligibility for seller/servicers imposed by Fannie Mae or Freddie Mac, or which would require notification to Fannie Mae or Freddie Mac. The Seller shall pay all fees and expenses of the subservicer from its own funds (provided that any such expenditures that would constitute Servicing Advances if made by the Seller hereunder shall be reimbursable to the Seller as Servicing Advances), and the subservicer’s fee shall not exceed the Servicing Fee.

(b)           It is further understood and agreed that the interim servicing obligations of the Seller hereunder shall be limited to such servicing and collection activities as are necessary for preserving the Purchaser’s interest in the Mortgage Loans on a temporary basis, and that the servicing of the Mortgage Loans is intended by Seller and Purchaser to be transferred to the Purchaser or its designee on or before the Servicing Transfer Date.  In no event shall the Seller service, or bear any obligation for the servicing of, any Mortgage Loan into any Securitization Transaction, Whole Loan Transfer, or in connection with the reconstitution of any Mortgage Loan.

(c)           At the cost and expense of the Seller, without any right of reimbursement from the Custodial Account, the Seller shall be entitled to terminate the rights and responsibilities of a subservicer and arrange for any servicing responsibilities to be performed by a successor subservicer meeting the requirements in the preceding paragraph; provided, however, that nothing contained herein shall be deemed to prevent or prohibit the Seller, at the Seller’s option, from electing to service the related Mortgage Loans itself.  If the Seller’s responsibilities and duties under this Agreement are terminated and if requested to do so by the Purchaser, the Seller shall at its own cost and expense terminate the rights and responsibilities of the subservicer as soon as is reasonably possible.  The Seller shall pay all fees, expenses or penalties necessary in order to terminate the rights and responsibilities of the subservicer from the Seller’s own funds without reimbursement from the Purchaser.

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(d)           The Seller shall be entitled to enter into an agreement with the subservicer for indemnification of the Seller by the subservicer and nothing contained in this Agreement shall be deemed to limit or modify such indemnification.

(e)           Any subservicing agreement and any other transactions or services relating to the Mortgage Loans involving the subservicer shall be deemed to be between the subservicer and Seller alone, and the Purchaser shall have no obligations, duties or liabilities with respect to the subservicer including no obligation, duty or liability of the Purchaser to pay the subservicer’s fees and expenses.  For purposes of distributions and advances by the Seller pursuant to this Agreement, the Seller shall be deemed to have received a payment on a Mortgage Loan when the subservicer has received such payment.  The Seller shall not make any amendment to any agreement with a subservicer if such amendment is not consistent with or violates the provisions of this Agreement, or if such amendment could be reasonably expected to be materially adverse to the interests of the Purchaser.

(f)           The Seller shall not waive, modify or vary any term of any Mortgage Loan or consent to the postponement of strict compliance with any such term or in any manner grant indulgence to any Mortgagor without the prior written approval of the Purchaser.

(g)           Whether in connection with the foreclosure of a Mortgage Loan approved by the Purchaser or otherwise, the Seller shall from its own funds make all necessary and proper Servicing Advances; provided, however, that the Seller is not required to make a Servicing Advance unless the Seller determines in the exercise of its good faith judgment that such Servicing Advance would ultimately be recoverable from REO Disposition Proceeds, Insurance Proceeds or Condemnation Proceeds of the related Mortgaged Property (with respect to each of which the Seller shall have the priority described in Subsection 11.05 for purposes of withdrawals from the Custodial Account).  Any Servicing Advance that would cause the amount of unreimbursed Servicing Advances for a particular Mortgage Loan to exceed $500 shall be made only after notification of the Purchaser.

(h)           Notwithstanding anything to the contrary contained herein, in connection with a foreclosure or acceptance of a deed in lieu of foreclosure, in the event the Seller has reasonable cause to believe that a Mortgaged Property is contaminated by hazardous or toxic substances or wastes, or if the Purchaser otherwise requests an environmental inspection or review of such Mortgaged Property, such an inspection or review is to be conducted by a qualified inspector at the Purchaser’s expense.  Upon completion of the inspection, the Seller shall promptly provide the Purchaser with a written report of the environmental inspection.  In the event (i) the environmental inspection report indicates that the Mortgaged Property is contaminated by hazardous or toxic substances or wastes and (ii) the Purchaser directs the Seller to proceed with foreclosure or acceptance of a deed in lieu of foreclosure, the Seller shall be reimbursed for all reasonable costs associated with such foreclosure or acceptance of a deed in lieu of foreclosure and any related environmental clean up costs, as applicable, from the related Liquidation Proceeds, or if the Liquidation Proceeds are insufficient fully to reimburse the Seller, the Seller shall be entitled to be reimbursed from amounts in the Custodial Account pursuant to Subsection 11.05 hereof.  In the event the Purchaser directs the Seller not to proceed with foreclosure or acceptance of a deed in lieu of foreclosure, the Seller shall be reimbursed for all Servicing Advances made with respect to the related Mortgaged Property from the Custodial Account

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pursuant to Subsection 11.05 hereof.  Servicing Advances for which the Seller has not been reimbursed as of the Servicing Transfer Date shall be reimbursed in accordance with the Servicing Transfer Instructions.

Subsection 11.02  Directions by Purchaser During Interim Servicing Period.

During the Interim Servicing Period, in the event that any payment due under any Mortgage Loan is not paid when the same becomes due and payable, or in the event the Mortgagor fails to perform any other covenant or obligation under the Mortgage Loan and such failure continues beyond any applicable grace period, the Seller shall so notify the Purchaser and shall take such action as it is directed by the Purchaser.

Subsection 11.03  Collection of Mortgage Loan Payments.

Continuously from the date hereof until the earlier of (i) the date on which principal and interest on all Mortgage Loans are paid in full and (ii) the Servicing Transfer Date, the Seller will proceed diligently, in accordance with this Agreement, to collect all payments due under each of the Mortgage Loans when the same shall become due and payable.  Further, the Seller will in accordance with Customary Servicing Procedures ascertain and estimate taxes, assessments, fire and hazard insurance premiums, premiums for Primary Mortgage Insurance Policies, and all other charges that, as provided in any Mortgage, will become due and payable to the end that the installments payable by the Mortgagors will be sufficient to pay such charges as and when they become due and payable.

Subsection 11.04  Establishment of Custodial Account; Deposits in Custodial Account.

The Seller shall segregate and hold all funds collected and received pursuant to each Mortgage Loan separate and apart from any of its own funds and general assets and shall establish and maintain one or more Custodial Accounts (collectively, the “Custodial Account”), titled “PrimeLending, in trust for Redwood Residential Acquisition Corporation as Purchaser of Mortgage Loans and various Mortgagors.”  Such Custodial Account shall be an Eligible Account established with a commercial bank, a savings bank or a savings and loan association (which may be a depository affiliate of the Seller) which meets the guidelines set forth by the FHFA, Fannie Mae or Freddie Mac as an eligible depository institution for custodial accounts.  The Custodial Account shall not be transferred to any other depository institution without the Purchaser’s approval, which shall not unreasonably be withheld.  In any case, the Custodial Account shall be insured by the FDIC in a manner which shall provide maximum available insurance thereunder and which may be drawn on by the Seller.

The Seller shall deposit in the Custodial Account on a daily basis, and retain therein the following payments and collections received or made by it subsequent to the related Cut-off Date (other than in respect of principal and interest on the Mortgage Loans due on or before the related Cut-off Date):

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(a)           all payments on account of principal, including Principal Prepayments, on the Mortgage Loans;

(b)           all payments on account of interest on the Mortgage Loans adjusted to the related Mortgage Loan Remittance Rate;

(c)           all Liquidation Proceeds;

(d)           all proceeds received by the Seller under any title insurance policy, hazard insurance policy, Primary Mortgage Insurance Policy or other insurance policy other than proceeds to be held in the Escrow Account and applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor in accordance with Customary Servicing Procedures;

(e)           all awards or settlements in respect of condemnation proceedings or eminent domain affecting any Mortgaged Property which are not released to the Mortgagor in accordance with Customary Servicing Procedures;

(f)            any amount required to be deposited in the Custodial Account pursuant to Subsections 11.15 and 11.19;

(g)           any amount required to be deposited by the Seller in connection with any REO Property pursuant to Subsection 11.13;

(h)           all amounts required to be deposited by the Seller in connection with shortfalls in principal amount of Substitute Mortgage Loans pursuant to Subsection 7.03;

(i)            with respect to each Full Prepayment and each Partial Prepayment, an amount (to be paid by the Seller out of its own funds) equal to the Prepayment Interest Shortfall; provided, however, that the Seller’s aggregate obligations under this paragraph for any month shall be limited to the total amount of Servicing Fees actually received with respect to the Mortgage Loans by the Seller during such month; and

(j)            amounts required to be deposited by the Seller in connection with the deductible clause of any hazard insurance policy.

The foregoing requirements for deposit in the Custodial Account shall be exclusive, it being understood and agreed that, without limiting the generality of the foregoing, payments in the nature of late payment charges, assumption fees and other ancillary fees need not be deposited by the Seller in the Custodial Account.

The Seller may invest the funds in the Custodial Account in Eligible Investments designated in the name of the Seller for the benefit of the Purchaser, which shall mature not later than the Business Day next preceding the earlier of (i) the Servicing Transfer Date or (ii) the Remittance Date next following the date of such investment (except that (A) any investment in the institution with which the Custodial Account is maintained may mature on the Servicing Transfer Date or such Remittance Date, as applicable, and (B) any other investment may mature

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on the Servicing Transfer Date or such Remittance Date, as applicable, if the Seller shall advance funds on the Servicing Transfer Date or such Remittance Date, as applicable, pending receipt thereof to the extent necessary to make distributions to the Purchaser) and shall not be sold or disposed of prior to maturity.  Notwithstanding anything to the contrary herein and above, all income and gain realized from any such investment shall be for the benefit of the Seller and shall be subject to withdrawal by the Seller.  The amount of any losses incurred in respect of any such investments shall be deposited in the Custodial Account by the Seller out of its own funds immediately as realized.

Subsection 11.05  Withdrawals From the Custodial Account.

The Seller shall, from time to time during the Interim Servicing Period, withdraw funds from the Custodial Account for the following purposes:

(a)           to make payments to the Purchaser in the amounts and in the manner provided for in Subsection 11.15;

(b)           [reserved];

(c)           to reimburse itself for any unpaid Servicing Fees and for unreimbursed Servicing Advances, the Seller’s right to reimburse itself pursuant to this subclause (c) with respect to any Mortgage Loan being limited to related Liquidation Proceeds, Condemnation Proceeds, Insurance Proceeds and such other amounts as may be collected by the Seller from the related Mortgagor or otherwise relating to the Mortgage Loan, it being understood that, in the case of any such reimbursement, the Seller’s right thereto shall be prior to the rights of the Purchaser unless the Seller is required to repurchase a Mortgage Loan pursuant to Subsection 7.03, or the Seller is required to pay the Prepayment Interest Shortfall pursuant to Subsection 11.15, in which case the Seller’s right to such reimbursement shall be subsequent to the payment to the Purchaser of the related Repurchase Price pursuant to Subsection 7.03, and all other amounts required to be paid to the Purchaser with respect to such Mortgage Loan;

(d)           to reimburse itself for unreimbursed Servicing Advances, to the extent that such amounts are nonrecoverable (as certified by the Seller to the Purchaser in an Officer’s Certificate) by the Servicer pursuant to subclause (c) above, provided that the Mortgage Loan for which such advances were made is not required to be repurchased by the Seller pursuant to Subsection 7.03;

(e)            to reimburse itself for expenses incurred by and reimbursable to it pursuant to Subsection 12.01;

(f)            [reserved];

(g)           to pay to itself any interest earned or any investment earnings on funds deposited in the Custodial Account, net of any losses on such investments;

(h)           to withdraw any amounts inadvertently deposited in the Custodial Account; and

(i)             to clear and terminate the Custodial Account upon the termination of this Agreement.

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Upon request, the Seller will provide the Purchaser with copies of reasonably acceptable invoices or other documentation relating to Servicing Advances that have been reimbursed from the Custodial Account.

Subsection 11.06  Establishment of Escrow Account; Deposits in Escrow Account.

The Seller shall segregate and hold all funds collected and received pursuant to each Mortgage Loan which constitute Escrow Payments separate and apart from any of its own funds and general assets and shall establish and maintain one or more Escrow Accounts (collectively, the “Escrow Account”), titled “PrimeLending, in trust for Redwood Residential Acquisition Corporation as Purchaser of Mortgage Loans and various Mortgagors.”  The Escrow Account shall be an Eligible Account established with a commercial bank, a savings bank or a savings and loan association (which may be a depository affiliate of Seller), which meets the guidelines set forth by Fannie Mae or Freddie Mac as an eligible institution for escrow accounts.  The Escrow Account shall not be transferred to any other depository institution without the Purchaser’s approval, which shall not unreasonably be withheld.  In any case, the Escrow Account shall be insured by the FDIC in a manner which shall provide maximum available insurance thereunder and which may be drawn on by the Seller.

The Seller shall deposit in the Escrow Account on a daily basis, and retain therein: (a) all Escrow Payments collected on account of the Mortgage Loans, for the purpose of effecting timely payment of any such items as required under the terms of this Agreement and (b) all amounts representing proceeds of any hazard insurance policy which are to be applied to the restoration or repair of any Mortgaged Property.  The Seller shall make withdrawals therefrom only in accordance with Subsection 11.07 hereof.  As part of its interim servicing duties, the Seller shall pay to the Mortgagors interest on funds in the Escrow Account, to the extent required by law.

Subsection 11.07  Withdrawals From Escrow Account.

Withdrawals from the Escrow Account shall be made by the Seller only (a) to effect timely payments of ground rents, taxes, assessments, premiums for Primary Mortgage Insurance Policies, fire and hazard insurance premiums or other items constituting Escrow Payments for the related Mortgage, (b) to reimburse the Seller for any Servicing Advance made by Seller pursuant to Subsection 11.08 hereof with respect to a related Mortgage Loan, (c) to refund to any Mortgagor any funds found to be in excess of the amounts required under the terms of the related Mortgage Loan, (d) for transfer to the Custodial Account upon default of a Mortgagor or in accordance with the terms of the related Mortgage Loan and if permitted by applicable law, (e) for application to restore or repair of the Mortgaged Property, (f) to pay to the Mortgagor, to the extent required by law, any interest paid on the funds deposited in the Escrow Account, (g) to pay to itself any interest earned on funds deposited in the Escrow Account (and not required to be paid to the Mortgagor), (h) to the extent permitted under the terms of the related Mortgage Note and applicable law, to pay late fees with respect to any Monthly Payment which is received after the applicable grace period, (i) to withdraw suspense payments that are deposited into the

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Escrow Account, (j) to withdraw any amounts inadvertently deposited in the Escrow Account or (k) to clear and terminate the Escrow Account upon the termination of this Agreement.

Subsection 11.08  Payment of Taxes, Insurance and Other Charges; Collections Thereunder.

With respect to each Mortgage Loan, the Seller shall maintain accurate records reflecting the status of ground rents, taxes, assessments and other charges which are or may become a lien upon the Mortgaged Property and the status of premiums for Primary Mortgage Insurance Policies and fire and hazard insurance coverage and shall obtain, from time to time, all bills for the payment of such charges (including renewal premiums) and shall effect payment thereof prior to the applicable penalty or termination date and at a time appropriate for securing maximum discounts allowable, employing for such purpose deposits of the Mortgagor in the Escrow Account which shall have been estimated and accumulated by the Seller in amounts sufficient for such purposes, as allowed under the terms of the Mortgage.  To the extent that a Mortgage does not provide for Escrow Payments, the Seller shall determine that any such payments are made by the Mortgagor.  The Seller assumes full responsibility for the timely payment of all such bills and shall effect timely payments of all such bills irrespective of each Mortgagor’s faithful performance in the payment of same or the making of the Escrow Payments and shall make Servicing Advances to effect such payments, subject to its ability to recover such Servicing Advances pursuant to Subsections 11.05(c), 11.05(d) and 11.07(b).  No costs incurred by the Seller or subservicers in effecting the payment of ground rents, taxes, assessments and other charges on the Mortgaged Properties or mortgage or hazard insurance premiums shall, for the purpose of calculating remittances to the Purchaser, be added to the amount owing under the related Mortgage Loans, notwithstanding that the terms of such Mortgage Loans so permit.

Subsection 11.09  Transfer of Accounts.

The Seller may transfer the Custodial Account or the Escrow Account to an Eligible Account at a different depository institution.  Such transfer shall be made only upon providing written notice to the Purchaser.

Subsection 11.10  Maintenance of Hazard Insurance.

The Seller shall cause to be maintained for each Mortgage Loan fire and hazard insurance with extended coverage customary in the area where the Mortgaged Property is located by an insurer acceptable to Fannie Mae or Freddie Mac and FHA or VA, as applicable, in an amount which is at least equal to the lesser of (a) the full insurable value of the Mortgaged Property or (b) the greater of (i) the outstanding principal balance owing on the Mortgage Loan and (ii) an amount such that the proceeds of such insurance shall be sufficient to avoid the application to the Mortgagor or loss payee of any coinsurance clause under the policy.  If the Mortgaged Property is in an area identified in the Federal Register by the Federal Emergency Management Agency as a special flood hazard area (and such flood insurance has been made available) the Seller will cause to be maintained a flood insurance policy meeting the requirements of the National Flood Insurance Program, in an amount representing coverage not less than the lesser of (A) the

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minimum amount required under the terms of the coverage to compensate for any damage or loss to the Mortgaged Property on a replacement-cost basis (or the outstanding principal balance of the Mortgage Loan if replacement-cost basis is not available) or (B) the maximum amount of insurance available under the National Flood Insurance Program.  The Seller shall also maintain on REO Property fire and hazard insurance with extended coverage in an amount which is at least equal to the maximum insurable value of the improvements which are a part of such property, liability insurance and, to the extent required and available under the National Flood Insurance Program, flood insurance in an amount required above.  Any amounts collected by the Seller under any such policies (other than amounts to be deposited in the Escrow Account and applied to the restoration or repair of the property subject to the related Mortgage or property acquired in liquidation of the Mortgage Loan, or to be released to the Mortgagor in accordance with Customary Servicing Procedures) shall be deposited in the Custodial Account, subject to withdrawal pursuant to Subsection 11.05.  It is understood and agreed that no earthquake or other additional insurance need be required by the Seller of any Mortgagor or maintained on REO Property other than pursuant to such applicable laws and regulations as shall at any time be in force and as shall require such additional insurance.  All policies required hereunder shall be endorsed with standard mortgagee clauses with loss payable to the Seller, and shall provide for at least thirty (30) days prior written notice of any cancellation, reduction in amount or material change in coverage to the Seller.  The Seller shall not interfere with the Mortgagor’s freedom of choice in selecting either its insurance carrier or agent; provided, however, that the Seller shall not accept any such insurance policies from insurance companies unless such companies are acceptable to Fannie Mae or Freddie Mac and FHA or VA, as applicable, and are licensed to do business in the state wherein the property subject to the policy is located.

The hazard insurance policies for each Mortgage Loan secured by a unit in a condominium development or planned unit development shall be maintained with respect to such Mortgage Loan and the related development in a manner which is consistent with Fannie Mae or Freddie Mac requirements and FHA or VA requirements, as applicable.

Subsection 11.11  Maintenance of Primary Mortgage Insurance Policy; Claims.

With respect to each Mortgage Loan with a LTV in excess of 80%, the Seller shall promptly, without any cost to the Purchaser, maintain or cause the Mortgagor to maintain in full force and effect a Primary Mortgage Insurance Policy issued by a Qualified Insurer insuring the portion over 78% (or such other  percentage in conformance with then current Fannie Mae requirements) until terminated pursuant to the Homeowners Protection Act of 1988, 12 USC § 4901, et seq. or any other applicable federal, state or local law or regulation.  In the event that such Primary Mortgage Insurance Policy shall be terminated other than as required by law, the Seller shall obtain from another Qualified Insurer a comparable replacement policy, with a total coverage equal to the remaining coverage of such terminated Primary Mortgage Insurance Policy.  If the insurer shall cease to be a Qualified Insurer, the Seller shall obtain from another Qualified Insurer a replacement Primary Mortgage Insurance Policy.  The Servicer shall not take any action which would result in noncoverage under any applicable Primary Mortgage Insurance Policy of any loss which, but for the actions of the Servicer would have been covered thereunder.  In connection with any assumption or substitution agreement entered into or to be entered into

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pursuant to Subsection 11.18, the Seller shall promptly notify the insurer under the related Primary Mortgage Insurance Policy, if any, of such assumption or substitution of liability in accordance with the terms of such Primary Mortgage Insurance Policy and shall take all actions which may be required by such insurer as a condition to the continuation of coverage under such Primary Mortgage Insurance Policy. If such Primary Mortgage Insurance Policy is terminated as a result of such assumption or substitution of liability, the Seller shall obtain a replacement Primary Mortgage Insurance Policy as provided above.

In connection with its activities as interim servicer, the Seller agrees to prepare and present or to assist the Purchaser in preparing and presenting, on behalf of itself and the Purchaser, claims to the insurer under any Primary Mortgage Insurance Policy in a timely fashion in accordance with the terms of such Primary Mortgage Insurance Policy and, in this regard, to take such action as shall be necessary to permit recovery under any Primary Mortgage Insurance Policy respecting a defaulted Mortgage Loan.  Pursuant to Subsection 11.04, any amounts collected by the Seller under any Primary Mortgage Insurance Policy shall be deposited in the Custodial Account, subject to withdrawal pursuant to Subsection 11.05.

Subsection 11.12  Fidelity Bond; Errors and Omissions Insurance.

The Seller shall maintain, at its own expense, a blanket Fidelity Bond and an errors and omissions insurance policy, with broad coverage on all officers, employees or other persons acting in any capacity requiring such persons to handle funds, money, documents or papers relating to the Mortgage Loans.  These policies must insure the Seller against losses resulting from fraud, theft, errors, omissions, negligence, dishonest or fraudulent acts committed by the Seller’s personnel, any employees of outside firms that provide data processing services for the Servicer, and temporary contract employees or student interns.  The Fidelity Bond shall also protect and insure the Seller against losses in connection with the release or satisfaction of a Mortgage Loan without having obtained payment in full of the indebtedness secured thereby.  No provision of this Subsection 11.12 requiring such Fidelity Bond and errors and omissions insurance shall diminish or relieve the Seller from its duties and obligations as set forth in this Agreement.  The minimum coverage under any such Fidelity Bond and insurance policy shall be at least equal to the corresponding amounts required by FHA or VA, Fannie Mae in the Fannie Mae Guides or by Freddie Mac in the Freddie Mac Guide, as amended or restated from time to time, as applicable, or in an amount as may be permitted to the Seller by express waiver of FHA or VA and Fannie Mae or Freddie Mac, as applicable.  Upon request of the Purchaser, the Seller shall cause to be delivered to the Purchaser a certified true copy of such Fidelity Bond or a certificate evidencing the same with a statement that the Seller shall endeavor to provide written notice to the Purchaser thirty (30) days prior to modification or any material change.

Subsection 11.13  Title, Management and Disposition of REO Property.

Subject to Subsection 11.02, in the event that title to a Mortgaged Property is acquired in foreclosure or by deed in lieu of foreclosure, the deed or certificate of sale shall be taken in the name of the Purchaser or its nominee.

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The Seller shall cause to be deposited on a daily basis in the Custodial Account all revenues received with respect to the conservation of the related REO Property. The Seller shall make distributions as required on each Remittance Date to the Purchaser of the net cash flow from the REO Property (which shall equal the revenues from such REO Property net of the expenses described above and of any reserves reasonably required from time to time to be maintained to satisfy anticipated liabilities for such expenses).

The disposition of REO Property shall be carried out by the Seller, subject to Subsection 11.01.  The Purchaser shall pay the Seller a fee of 1.5% of the sales price for such REO Property for services associated with managing the REO Property through its disposition.  Upon the request of the Purchaser, and at the Purchaser’s expense, the Seller shall cause an appraisal of the REO Property to be performed for the Purchaser.

The Seller shall either itself or through an agent selected by the Seller, manage, conserve, protect and operate the REO Property in the same manner that it manages, conserves, protects and operates other foreclosed property for its own account, and in the same manner that similar property in the same locality as the REO Property is managed.  Any disbursement in excess of $15,000 shall be made only with the prior written approval of the Purchaser.  The Seller shall deduct the costs of managing, conserving, protecting and operating the REO Property from the proceeds of the sale of the REO Property (providing documentary evidence of such costs) and shall not withdraw funds to cover such costs from the Custodial Account.

The Seller shall not accept any sale offer for an REO Property that is more than 10% below the Reconciled Market Value of the REO Property without the prior written consent of the Purchaser.

Subsection 11.14  Servicing Compensation.

As compensation for its interim servicing activities hereunder and subject to Subsection 11.15, the Seller shall be entitled to retain the Servicing Fee from interest payments actually collected on the Mortgage Loans.  Additional servicing compensation in the form of assumption fees, late payment charges, prepayment penalties, fees related to the disposition of REO Property and other ancillary income shall be retained by the Seller to the extent not required to be deposited in the Custodial Account.  The Seller shall be required to pay all expenses incurred by it in connection with its interim servicing activities hereunder and shall not be entitled to reimbursement therefor except as specifically provided for herein.  The Servicing Fee shall not be reduced by the amount of any guarantee fee payable to FHA or VA.

Subsection 11.15  Distributions.

On each Remittance Date the Seller shall remit by wire transfer of immediately available funds to the account designated in writing by the Purchaser of record on the preceding Record

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Date all amounts credited to the Custodial Account as of such date, net of charges against or withdrawals from the Custodial Account pursuant to Subsection 11.05(c) through (h).

Not later than each Remittance Date, the Seller shall from its own funds deposit in the Custodial Account an amount equal to the aggregate Prepayment Interest Shortfall due to either Partial Prepayment or Full Prepayment, if any, existing in respect of the related Principal Prepayment Period.

With respect to any remittance received by the Purchaser after the Business Day on which such payment was due, the Seller shall pay to the Purchaser interest on any such late payment at an annual rate equal to the rate of interest as is publicly announced from time to time at its principal office by PrimeLending, a PlainsCapital Company, or its successor, as its prime lending rate, adjusted as of the date of each change, plus two percent (2%), but in no event greater than the maximum amount permitted by applicable law.  Such interest shall be paid by the Seller to the Purchaser on the date such late payment is made and shall cover the period commencing with the Business Day on which such payment was due and ending with the Business Day immediately preceding the Business Day on which such payment is made, both inclusive.  The payment by the Seller of any such interest shall not be deemed an extension of time for payment or a waiver of any Event of Default by the Seller.

Subsection 11.16  Statements to the Purchaser.

Not later than five (5) days prior to each related Remittance Date, the Seller shall forward to the Purchaser in an electronic format a statement, substantially in the form of Exhibit 5 and certified by an Interim Servicing Officer, setting forth, among other information specified in Exhibit 5, on a loan-by-loan basis:  (a) the amount of the distribution made on such Remittance Date which is allocable to principal and allocable to interest; (b) the amount of servicing compensation received by the Seller during the prior calendar month; and (c) the aggregate Stated Principal Balance of the Mortgage Loans as of the last day of the preceding month.  Such statement shall also include information regarding delinquencies on Mortgage Loans, indicating the number and aggregate principal amount of Mortgage Loans which are either one (1), two (2) or three (3) or more months delinquent.  The Seller shall submit to the Purchaser monthly a liquidation report with respect to each Mortgaged Property sold in a foreclosure sale as of the related Record Date and not previously reported.  Such liquidation report shall be incorporated into the remittance report delivered to Purchaser in the form of Exhibit 5 hereto.  The Seller shall also provide such information as set forth above to the Purchaser in electronic form in the Seller’s standard format, a copy of which has been provided by the Seller.

In addition, the Seller shall submit to the Purchaser monthly loan-by-loan default information including, without limitation, notes made and retained by the Seller in connection with servicing the defaulted loan, the reasons for the default, updated values of the Mortgaged Property, updated FICO scores on the Mortgagor and information regarding Servicing Advances made.

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The Seller shall prepare and file any and all tax returns, information statements or other filings required to be delivered to any governmental taxing authority, the Mortgagor or to the Purchaser pursuant to any applicable law with respect to the Mortgage Loans and the transactions contemplated hereby.  In addition, the Seller shall provide the Purchaser with such information concerning the Mortgage Loans as is necessary for such Purchaser to prepare federal income tax returns as the Purchaser may reasonably request from time to time.

Subsection 11.17  [Reserved].

Subsection 11.18  Assumption Agreements.

The Seller will use its reasonable best efforts to enforce any “due-on-sale” provision contained in any Mortgage or Mortgage Note; provided that, subject to the Purchaser’s prior approval, the Seller shall permit such assumption if so required in accordance with the terms of the Mortgage, the Mortgage Note, or by the provisions of applicable law or regulation, including but not limited to the Garn-St. Germain Depository Institutions Act of 1982 and its implementing regulations.  When the Mortgaged Property has been conveyed by the Mortgagor prior to payment in full of the Mortgage Loan, the Seller will, to the extent it has knowledge of such conveyance, exercise its rights to accelerate the maturity of such Mortgage Loan under the “due-on-sale” clause applicable thereto; provided, however, the Seller will not exercise such rights if prohibited by law or regulation from doing so or if the exercise of such rights would impair or threaten to impair any recovery under the related Primary Mortgage Insurance Policy, if any.  In connection with any such assumption, the outstanding principal amount, the Monthly Payment, the Mortgage Interest Rate, the Lifetime Rate Cap (if applicable), the Gross Margin (if applicable), the Initial Rate Cap  (if applicable) or the Periodic Rate Cap (if applicable) of the related Mortgage Note shall not be changed, and the term of the Mortgage Loan will not be increased or decreased.  If an assumption is allowed pursuant to this Subsection 11.18, the Seller with the prior consent of the issuer of the Primary Mortgage Insurance Policy, if any, is authorized to enter into a substitution of liability agreement with the purchaser of the Mortgaged Property pursuant to which the original Mortgagor is released from liability and the purchaser of the Mortgaged Property is substituted as Mortgagor and becomes liable under the Mortgage Note.   If the Seller is prohibited from enforcing such “due-on-sale” clause, then the Seller will attempt to enter into an assumption and modification agreement with the Person to whom the Mortgaged Property has been conveyed or is proposed to be conveyed, pursuant to which such Person becomes liable under the Mortgage Note and, to the extent permitted by applicable state law, the Mortgagor remains liable thereon.

Subsection 11.19  Satisfaction of Mortgages and Release of Mortgage Files.

Upon the payment in full of any Mortgage Loan, or the receipt by the Seller of a notification that payment in full will be escrowed in a manner customary for such purposes, the Seller will obtain the portion of the Mortgage File that is in the possession of the Purchaser or its designee, prepare and process any required satisfaction or release of the Mortgage and notify the Purchaser in accordance with the provisions of this Agreement.  The Purchaser agrees to deliver to the Seller (or cause to be delivered to the Seller) the original Mortgage Note for any Mortgage

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Loan not later than five (5) Business Days following its receipt of a notice from the Seller that such a payment in full has been received or that a notification has been received that such a payment in full shall be made. Such Mortgage Note shall be held by the Seller, in trust, for the purpose of canceling such Mortgage Note and delivering the canceled Mortgage Note to the Mortgagor in a timely manner as and to the extent provided under any applicable federal or state law.

In the event the Seller grants a satisfaction or release of a Mortgage without having obtained payment in full of the indebtedness secured by the Mortgage, the Seller shall remit to the Purchaser the Stated Principal Balance of the related Mortgage Loan by deposit thereof in the Custodial Account.  The Fidelity Bond shall insure the Seller against any loss it may sustain with respect to any Mortgage Loan not satisfied in accordance with the procedures set forth herein.

Subsection 11.20  Seller Shall Provide Access and Information as Reasonably Required.

The Seller shall provide to the Purchaser, and for any Purchaser insured by FDIC or NAIC, the supervisory agents and examiners of FDIC and OTS or NAIC, access to any documentation regarding the Mortgage Loans which may be required by applicable regulations.  Such access shall be afforded without charge, but only upon reasonable request, during normal business hours and at the offices of the Seller.

In addition, the Seller shall furnish upon request by the Purchaser, during the term of this Agreement, such periodic, special or other reports or information, whether or not provided for herein, as shall be necessary, reasonable and appropriate with respect to the purposes of this Agreement and applicable regulations.  All such reports or information shall be provided by and in accordance with all reasonable instructions and directions the Purchaser may require.  The Seller agrees to execute and deliver all such instruments and take all such action as the Purchaser, from time to time, may reasonably request in order to effectuate the purposes and to carry out the terms of this Agreement.

Subsection 11.21  Inspections.

The Seller shall inspect the Mortgaged Property as often deemed necessary by the Seller to assure itself that the value of the Mortgaged Property is being preserved.  In addition, if any Mortgage Loan is more than forty-five (45) days delinquent, the Seller shall inspect the Mortgaged Property and shall conduct subsequent inspections in accordance with Customary Servicing Procedures or as may be required by the primary mortgage guaranty insurer.  The Seller shall keep a written report of each such inspection and shall provide a copy of such inspection to the Purchaser upon the request of the Purchaser.

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Subsection 11.22  Restoration of Mortgaged Property.

The Seller need not obtain the approval of the Purchaser prior to releasing any Insurance Proceeds or Condemnation Proceeds to the Mortgagor to be applied to the restoration or repair of the Mortgaged Property if such release is in accordance with Customary Servicing Procedures.  For claims greater than $15,000, at a minimum, the Seller shall comply with the following conditions in connection with any such release of Insurance Proceeds or Condemnation Proceeds:

(a)            the Seller shall receive satisfactory independent verification of completion of repairs and issuance of any required approvals with respect thereto;

(b)           the Seller shall take all steps necessary to preserve the priority of the lien of the Mortgage, including, but not limited to requiring waivers with respect to mechanics’ and materialmen’s liens;

(c)            the Seller shall verify that the Mortgage Loan is not in default; and

(d)           pending repairs or restoration, the Seller shall place the Insurance Proceeds or Condemnation Proceeds in the Escrow Account.

If the Purchaser is named as an additional loss payee, the Seller is hereby empowered to endorse any loss draft issued in respect of such a claim in the name of the Purchaser.

Subsection 11.23  Fair Credit Reporting Act.

The Seller, in its capacity as interim servicer for each Mortgage Loan, agrees to fully furnish, in accordance with the Fair Credit Reporting Act and its implementing regulations, accurate and complete information (e.g., favorable and unfavorable) on its borrower credit files to Equifax, Experian and Trans Union Credit Information Company (three of the credit repositories), on a monthly basis.

Subsection 11.24  Transfer of Servicing to Purchaser.

The Seller shall cause all Servicing Rights and obligations with respect to the Mortgage Loans to be transferred to the Purchaser (or such person as the Purchaser may designate) on the Servicing Transfer Date.  The Seller hereby agrees to comply with the Servicing Transfer Instructions attached hereto as Exhibit 10.

Subsection 11.25  Payments Received.

The Seller shall apply all payments received in respect of the Mortgage Loans during the Interim Servicing Period and after the Transfer Date in accordance with the Servicing Transfer Instructions.

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SECTION 12.  The Seller.

Subsection 12.01  Indemnification; Third Party Claims.

(a)           The Seller agrees to indemnify and hold harmless the Purchaser against any and all claims, losses, penalties, fines, forfeitures, legal fees and related costs, judgments, and any other costs, fees and expenses that the Purchaser may sustain in any way related to or resulting from (i) any claim, demand, defense or assertion based on or grounded upon or resulting from, or alleging a breach of a representation or warranty set forth in Sections 7.01 or 7.02 of this Agreement, and without regard to any knowledge qualifier included in any such representation or warranty, (ii) a breach by the Seller of any of its duties or obligations under this Agreement or (iii) any material misstatements or omissions contained in any information provided by the Seller pursuant to Section 32 or any failure by the Seller to comply with Section 32.

(b)           The Seller shall immediately notify the Purchaser if a claim is made by a third party with respect to this Agreement or the Mortgage Loans, and the Seller shall assume (with the written consent of the Purchaser) the defense of any such claim and pay all expenses in connection therewith, including counsel fees.  If the Seller has assumed the defense of the Purchaser, the Seller shall provide the Purchaser with a written report of all expenses and advances incurred by the Seller pursuant to this Subsection 12.01 and the Purchaser shall promptly reimburse the Seller for all amounts advanced by it pursuant to the preceding sentence except when the claim in any way relates to or results from anything listed in clauses (i), (ii) or (iii) of Subsection 12.01(a).

Subsection 12.02  Merger or Consolidation of the Seller.

The Seller will keep in full effect its existence, rights and franchises as a national banking association, and will obtain and preserve its qualification to do business in each jurisdiction in which such qualification is or shall be necessary to protect the validity and enforceability of this Agreement or any of the Mortgage Loans and to perform its duties under this Agreement.

Any Person into which the Seller may be merged or consolidated, or any entity resulting from any merger, conversion or consolidation to which the Seller shall be a party, or any Person succeeding to substantially all of the business of the Seller shall be the successor of the Seller hereunder, without the execution or filing of any paper or any further act on the part of any of the parties hereto, anything herein to the contrary notwithstanding.

Subsection 12.03  Limitation on Liability of the Seller and Others.

The duties and obligations of the Seller in its capacity as the interim servicer of the Mortgage Loans shall be determined solely by the express provisions of this Agreement, the Seller as interim servicer shall not be liable except for the performance of such duties and obligations as are specifically set forth in this Agreement and no implied covenants or obligations shall be read into this Agreement against the Seller as interim servicer.  Neither the Seller nor any of the directors, officers, employees or agents of the Seller shall be under any

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liability to the Purchaser for any action taken or for refraining from the taking of any action in accordance with Customary Servicing Procedures and otherwise in good faith pursuant to this Agreement or for errors in judgment; provided, however, that this provision shall not protect the Seller as interim servicer against any liability resulting from any breach of any representation or warranty made herein, or from any liability specifically imposed on the Seller as interim servicer herein; and, provided further, that this provision shall not protect the Seller as interim servicer against any liability that would otherwise be imposed by reason of the willful misfeasance, bad faith or gross negligence in the performance of duties or by reason of reckless disregard of the obligations or duties hereunder.  The Seller and any director, officer, employee or agent of the Seller may rely on any document of any kind which it in good faith reasonably believes to be genuine and to have been adopted or signed by the proper authorities respecting any matters arising hereunder.  Subject to the terms of Subsection 12.01, the Seller shall have no obligation to appear with respect to, prosecute or defend any legal action which is not incidental to the Seller’s duty to service the Mortgage Loans in accordance with this Agreement.

SECTION 13.    Default.

Subsection 13.01  Events of Default.

In case one or more of the following Events of Default by the Seller shall occur and be continuing:

(a)          any failure by the Seller to remit to the Purchaser any payment required to be made under the terms of this Agreement which continues unremedied for a period of two (2) Business Days;

(b)          failure by the Seller to duly observe or perform, in any material respect, any other covenants, obligations or agreements of the Seller as set forth in this Agreement which failure continues unremedied for a period of thirty (30) days after the date on which written notice of such failure, requiring the same to be remedied, shall have been given to the Seller by the Purchaser;

(c)           a decree or order of a court or agency or supervisory authority having jurisdiction for the appointment of a conservator or receiver or liquidator in any insolvency, bankruptcy, readjustment of debt, marshalling of assets and liabilities or similar proceedings, or for the winding-up or liquidation of its affairs, shall have been entered against the Seller and such decree or order shall have remained in force, undischarged or unstayed for a period of sixty (60) days;

(d)           the Seller shall consent to the appointment of a conservator or receiver or liquidator in any insolvency, bankruptcy, readjustment of debt, marshalling of assets and liabilities or similar proceedings of or relating to the Seller or relating to all or substantially all of the Seller’s property;

(e)           the Seller shall admit in writing its inability to pay its debts as they become due, file a petition to take advantage of any applicable insolvency or reorganization statute, make an assignment for the benefit of its creditors, or voluntarily suspend payment of its obligations;

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(f)            the Seller shall cease to be qualified to do business under the laws of any state in which a Mortgaged Property is located, but only to the extent such qualification is necessary to ensure the enforceability of each Mortgage Loan and to perform the Seller’s obligations under this Agreement;

(g)           the Seller shall fail to meet the servicer eligibility qualifications of Fannie Mae or the Seller shall fail to meet the servicer eligibility qualifications of Freddie Mac; or

(h)           the Seller shall fail to repurchase a Mortgage Loan within 30 days of the final decision of an Arbitrator that the Seller is obligated to repurchase such Mortgage Loan;

then, and in each and every such case, so long as an Event of Default shall not have been remedied, the Purchaser, by notice in writing to the Seller, may, in addition to whatever rights the Purchaser may have at law or equity to damages, including injunctive relief and specific performance, commence termination of all the rights and obligations of the Seller under this Agreement and in and to the Mortgage Loans and the proceeds thereof.  Upon receipt by the Seller of such written notice from the Purchaser stating that it intends to terminate the Seller as a result of such Event of Default, all authority and power of the Seller under this Agreement, including any compensation due the Seller under this Agreement on and after the effective date of termination, whether with respect to the Mortgage Loans or otherwise, shall pass to and be vested in the successor appointed pursuant to Subsection 14.02.  Upon written request from the Purchaser, the Seller shall prepare, execute and deliver to a successor any and all documents and other instruments, place in such successor’s possession all Mortgage Files and do or cause to be done all other acts or things necessary or appropriate to effect the purposes of such notice of termination, including, but not limited to, the transfer and endorsement or assignment of the Mortgage Loans and related documents to the successor at the Seller’s sole expense.  The Seller agrees to cooperate with the Purchaser and such successor in effecting the termination of the Seller’s responsibilities and rights hereunder, including, without limitation, the transfer to such successor for administration by it of all amounts which shall at the time be credited by the Seller to the Custodial Account or Escrow Account or thereafter received with respect to the Mortgage Loans.

Subsection 13.02  Waiver of Default.

The Purchaser may waive any default by the Seller in the performance of its obligations hereunder and its consequences.  Upon any waiver of a past default, such default shall cease to exist, and any Event of Default arising therefrom shall be deemed to have been remedied for every purpose of this Agreement.  No such waiver shall extend to any subsequent or other default or impair any right consequent thereto except to the extent expressly so waived.

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SECTION 14.   Termination.

Subsection 14.01  Termination.

If the Servicing Transfer Date has not occurred, the respective obligations and responsibilities of the Seller, as interim servicer of the Mortgage Loans, shall terminate upon (a) the distribution to the Purchaser of the final payment or liquidation with respect to the last Mortgage Loan (or advances of same by the Seller) or (b) the disposition of all property acquired upon foreclosure or deed in lieu of foreclosure with respect to the last Mortgage Loan and the remittance of all funds due hereunder.  Upon written request from the Purchaser in connection with any such termination, the Seller shall prepare, execute and deliver any and all documents and other instruments, place in the Purchaser’s possession all Mortgage Files, and do or accomplish all other acts or things necessary or appropriate to effect the purposes of such notice of termination, whether to complete the transfer and endorsement or assignment of the Mortgage Loans and related documents, or otherwise, at the Purchaser’s sole expense.  The Seller agrees to cooperate with the Purchaser and such successor in effecting the termination of the Seller’s responsibilities and rights hereunder as interim servicer, including, without limitation, the transfer to such successor for administration by it of all cash amounts which shall at the time be credited by the Seller to the Custodial Account or Escrow Account or thereafter received with respect to the Mortgage Loans.

Subsection 14.02  Successors to the Seller as Interim Servicer.

Prior to the termination of the Seller’s responsibilities and duties under this Agreement pursuant to Subsections 13.01 or 14.01, the Purchaser shall (a) succeed to and assume all of the Seller’s responsibilities, rights, duties and obligations under this Agreement or (b) appoint a successor which shall succeed to all rights and assume all of the responsibilities, duties and liabilities of the Seller under this Agreement upon such termination.  In connection with such appointment and assumption, the Purchaser may make such arrangements for the compensation of such successor out of payments on Mortgage Loans as it and such successor shall agree.  In the event that the Seller’s duties, responsibilities and liabilities under this Agreement shall be terminated pursuant to the aforementioned Subsections, the Seller shall discharge such duties and responsibilities during the period from the date it acquires knowledge of such termination until the effective date thereof with the same degree of diligence and prudence which it is obligated to exercise under this Agreement, and shall take no action whatsoever that might impair or prejudice the rights or financial condition of its successor.  The resignation or removal of the Seller pursuant to the aforementioned Subsections shall not become effective until a successor shall be appointed pursuant to this Subsection and shall in no event relieve the Seller of the representations and warranties made pursuant to Subsections 7.01 and 7.02 and the remedies available to the Purchaser under Subsection 7.03, it being understood and agreed that the provisions of such Subsections 7.01 and 7.02 shall be applicable to the Seller notwithstanding any such resignation or termination of the Seller, or the termination of this Agreement.

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Any successor appointed as provided herein shall execute, acknowledge and deliver to the Seller and to the Purchaser an instrument accepting such appointment, whereupon such successor shall become fully vested with all the rights, powers, duties, responsibilities, obligations and liabilities of the Seller as interim servicer, with like effect as if originally named as a party to this Agreement.  Any termination or resignation of the Seller or this Agreement pursuant to Subsections 13.01 or 14.01 shall not affect any claims that the Purchaser may have against the Seller based upon facts and circumstances arising prior to any such termination or resignation.

The Seller shall promptly deliver to the successor the funds in the Custodial Account and Escrow Account and all Mortgage Files and related documents and statements held by it hereunder and the Seller shall account for all funds and shall execute and deliver such instruments and do such other things as may reasonably be required to more fully and definitively vest in the successor all such rights, powers, duties, responsibilities, obligations and liabilities of the Servicer.

Upon a successor’s acceptance of appointment as such, the Seller shall notify by mail the Purchaser of such appointment.

Subsection 14.03  Termination of Interim Servicing by Purchaser.

The Seller shall not be entitled to any compensation related to any termination of its servicing rights and obligations under this Agreement.  The Purchaser may terminate this Agreement without cause and transfer interim servicing to a successor interim servicer at any time.  Upon written request from the Purchaser in connection with any such termination, the Seller shall prepare, execute and deliver, any and all documents and other instruments, and do or accomplish all other acts or things necessary or appropriate to effect the purposes of such notice of termination, whether to complete the transfer and endorsement or assignment of the Mortgage Loans and related documents, or otherwise, and including the delivery to or at the direction of the Purchaser, all contents of the Mortgage Files in the possession of the Seller, at the Purchaser’s sole expense.  The Seller agrees to cooperate with the Purchaser and such successor in effecting the termination of the Seller’s responsibilities and rights hereunder as interim servicer, including, without limitation, the transfer to such successor for administration by it of all cash amounts which shall at the time be credited by the Seller to the Custodial Account or Escrow Account or thereafter received with respect to the Mortgage Loans.

SECTION 15.  Notices.

All demands, notices and communications hereunder shall be in writing and shall be deemed to have been duly given if mailed, by registered or certified mail, return receipt requested, or, if by other means, when received by the other party at the address as follows:

(a)           if to the Purchaser:

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Redwood Residential Acquisition Corporation

One Belvedere Place, Suite 360

Mill Valley, CA 94941

Attention:  Loss Mitigation

Phone: (415) 380-3445

Facsimile:  (415) 381-1773

With a copy to the General Counsel at the same address.

(b)          if to the Seller:

PrimeLending, a PlainsCapital Company

18111 Preston Road, Suite 900

Dallas, Texas 75252

Attention:  Mr. Scott Eggen, SVP

Phone:  972-248-7866

With a copy to the General Counsel at the same address.

or such other address as may hereafter be furnished to the other party by like notice. Any such demand, notice or communication hereunder shall be deemed to have been received on the date delivered to or received at the premises of the addressee (as evidenced, in the case of registered or certified mail, by the date noted on the return receipt).

SECTION 16.   Severability Clause.

Any part, provision, representation or warranty of this Agreement which is prohibited or which is held to be void or unenforceable shall be ineffective to the extent of such prohibition or unenforceability without invalidating the remaining provisions hereof.  Any part, provision, representation or warranty of this Agreement which is prohibited or unenforceable or is held to be void or unenforceable in any jurisdiction shall be ineffective, as to such jurisdiction, to the extent of such prohibition or unenforceability without invalidating the remaining provisions hereof, and any such prohibition or unenforceability in any jurisdiction as to any Mortgage Loan shall not invalidate or render unenforceable such provision in any other jurisdiction.  To the extent permitted by applicable law, the parties hereto waive any provision of law which prohibits or renders void or unenforceable any provision hereof.  If the invalidity of any part, provision, representation or warranty of this Agreement shall deprive any party of the economic benefit intended to be conferred by this Agreement, the parties shall negotiate, in good-faith, to develop a structure the economic effect of which is nearly as possible the same as the economic effect of this Agreement without regard to such invalidity.

SECTION 17.   No Partnership.

Nothing herein contained shall be deemed or construed to create a co-partnership or joint venture between the parties hereto and the services of the Seller shall be rendered as an independent contractor and not as agent for the Purchaser.

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SECTION 18.   Counterparts.

This 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.

SECTION 19.   Governing Law; Choice of Forum; Waiver of Jury Trial.

EXCEPT TO THE EXTENT PREEMPTED BY FEDERAL LAW, THE AGREEMENT SHALL BE CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, WITHOUT REGARD TO THE CONFLICTS OF LAWS PROVISIONS OF NEW YORK (OTHER THAN SECTION 5-1401 OF THE GENERAL OBLIGATIONS LAW) OR ANY OTHER JURISDICTION.

EACH PARTY HERETO KNOWINGLY, INTENTIONALLY AND IRREVOCABLY WAIVES ANY AND ALL RIGHT TO TRIAL BY JURY IN ANY SUIT, ACTION OR PROCEEDING ARISING OUT OF IN ANY WAY RELATED TO THIS AGREEMENT AND THE TRANSACTIONS CONTEMPLATED HEREBY.

Except as to those matters which this Agreement provides shall be submitted to Arbitration, with respect to any claim or action arising hereunder, the parties (a) irrevocably submit to the nonexclusive jurisdiction of the courts of the State of New York and the United States District Court located in the Borough of Manhattan in The City of New York, New York, and appellate courts from any thereof, and (b) irrevocably waive any objection which such party may have at any time to the laying of venue of any suit, action or proceeding arising out of or relating to this Agreement brought in any such court, and irrevocably waive any claim that any such suit action or proceeding brought in any such court has been brought in an inconvenient forum.

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SECTION 20.   Intention of the Parties.

It is the intention of the parties that the Purchaser is purchasing, and the Seller is selling, the Mortgage Loans and not a debt instrument of the Seller or another security.  Accordingly, the parties hereto each intend to treat the transaction for federal income tax purposes as a sale by the Seller, and a purchase by the Purchaser, of the Mortgage Loans.  The Purchaser shall have the right to review the Mortgage Loans and the related Mortgage Files to determine the characteristics of the Mortgage Loans which shall affect the federal income tax consequences of owning the Mortgage Loans and the Seller shall cooperate with all reasonable requests made by the Purchaser in the course of such review.

It is not the intention of the parties that such conveyances be deemed a pledge thereof.  However, in the event that, notwithstanding the intent of the parties, such assets are held to be the property of the Seller or if for any other reason this Agreement is held or deemed to create a security interest in either such assets, then (a) this Agreement shall be deemed to be a security agreement within the meaning of the Uniform Commercial Code of the State of New York and (b) the conveyances provided for in this Agreement shall be deemed to be an assignment and a grant by the Seller to the Purchaser of a security interest in all of the assets transferred, whether now owned or hereafter acquired.

SECTION 21.   Waivers.

No term or provision of this 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.

SECTION 22.   Exhibits.

The exhibits to this Agreement are hereby incorporated and made a part hereof and are an integral part of this Agreement.

SECTION 23.   General Interpretive Principles.

For purposes of this Agreement, except as otherwise expressly provided or unless the context otherwise requires:

(a)           the terms defined in this Agreement have the meanings assigned to them in this Agreement and include the plural as well as the singular, and the use of any gender herein shall be deemed to include the other gender;

(b)           accounting terms not otherwise defined herein have the meanings assigned to them in accordance with generally accepted accounting principles;

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(c)           references herein to “Articles,” “Sections,” “Subsections,” “Paragraphs” and other subdivisions without reference to a document are to designated Articles, Sections, Subsections, Paragraphs and other subdivisions of this Agreement;

(d)           the headings of the various articles, sections, subsections and paragraphs of this Agreement and the table of contents are for convenience of reference only and shall not modify, define, expand or limit any of the terms or provisions hereof;

(e)           reference to a Subsection without further reference to a Section is a reference to such Subsection as contained in the same Section in which the reference appears, and this rule shall also apply to Paragraphs and other subdivisions;

(f)           the words “herein,” “hereof,” “hereunder” and other words of similar import refer to this Agreement as a whole and not to any particular provision; and

(g)          the term “include” or “including” shall mean without limitation by reason of enumeration.

SECTION 24.   Reproduction of Documents.

This Agreement and all documents relating thereto, including, without limitation (a) consents, waivers and modifications which may hereafter be executed, (b) documents received by any party at the closing and (c) financial statements, certificates and other information previously or hereafter furnished, may be reproduced by any photographic, photostatic, microfilm, micro-card, miniature photographic or other similar process. The parties hereto agree that any such reproduction shall be admissible in evidence as the original itself in any judicial or administrative proceeding, whether or not the original is in existence and whether or not such reproduction was made by a party hereto in the regular course of business, and that any enlargement, facsimile or further reproduction of such reproduction shall likewise be admissible in evidence.

SECTION 25.   Amendment.

This Agreement may be amended from time to time by the Purchaser and the Seller by written agreement signed by the parties hereto.

SECTION 26.   Confidentiality.

The Purchaser and the Seller shall employ proper procedures and standards designed to maintain the confidential nature of the terms of this Agreement, except to the extent (a) the disclosure of which is reasonably believed by such party to be required in connection with regulatory requirements or other legal requirements relating to its affairs; (b) disclosed to any one or more of such party’s employees, officers, directors, agents, attorneys or accountants who

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would have access to the contents of this Agreement and such data and information in the normal course of the performance of such person’s duties for such party, to the extent such party has procedures in effect to inform such person of the confidential nature thereof; (c) that is disclosed in a prospectus, prospectus supplement or private placement memorandum relating to a SecuritizationTransaction of the Mortgage Loans by the Purchaser (or an affiliate assignee thereof) or to any person in connection with the resale or proposed resale of all or a portion of the Mortgage Loans by such party in accordance with the terms of this Agreement; and (d) that is reasonably believed by such party to be necessary for the enforcement of such party’s rights under this Agreement.

SECTION 27.   Entire Agreement.

This Agreement constitutes the entire agreement and understanding relating to the subject matter hereof between the parties hereto and any prior oral or written agreements between them shall be deemed to have merged herewith.

SECTION 28.   Further Agreements.

The Seller and the Purchaser each agree to execute and deliver to the other such reasonable and appropriate additional documents, instruments or agreements as may be necessary or appropriate to effectuate the purposes of this Agreement.

SECTION 29.   Successors and Assigns.

This Agreement shall bind and inure to the benefit of and be enforceable by the initial Purchaser and the Seller, and the respective successors and assigns of the Purchaser and the Seller.  The initial Purchaser and any subsequent purchasers may assign this Agreement to any Person to whom any Mortgage Loan is transferred pursuant to a sale or financing without the consent of the Seller.  Upon any such assignment, the Person to whom such assignment is made shall succeed to all rights and obligations of the Purchaser under this Agreement to the extent of the related Mortgage Loan or Mortgage Loans and this Agreement, to the extent of the related Mortgage Loan or Mortgage Loans, shall be deemed to be a separate and distinct agreement between the Seller and such purchaser, and a separate and distinct agreement between the Seller and each other purchaser to the extent of the other related Mortgage Loan or Mortgage Loans.  The Seller shall not assign this Agreement or resign from the obligations and duties hereby imposed on it except by mutual consent of the Seller and the Purchaser.

SECTION 30.   Non-Solicitation.

From and after the Closing Date, the Seller and any of its respective affiliates hereby agrees that it will not take any action or permit or cause any action to be taken by any of its agents or affiliates, or by any independent contractors on its behalf, to personally, by telephone or mail, solicit a Mortgagor under any Mortgage Loan for the purpose of refinancing a Mortgage

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Loan, in whole or in part, without the prior written consent of the Purchaser.  It is understood and agreed that all rights and benefits relating to the solicitation of any Mortgagors and the attendant rights, title and interest in and to the list of such Mortgagors and data relating to their Mortgages (including insurance renewal dates) shall be transferred to the Purchaser pursuant hereto on the Closing Date and neither the Seller nor any of its respective affiliates shall take any action to undermine these rights and benefits.

Notwithstanding the foregoing, it is understood and agreed that the Seller or any of its respective affiliates may advertise its availability for handling refinancings of mortgages in its portfolio, including the promotion of terms it has available for such refinancings, through the sending of letters or promotional material, so long as it does not specifically target Mortgagors and so long as such promotional material either is sent to the mortgagors for all of the mortgages in the A-quality servicing portfolio of the Seller and any of its affiliates (those it owns as well as those serviced for others) or sent to all of the mortgagors who have specific types of mortgages (such as FHA, VA, conventional fixed-rate or conventional adjustable-rate), or sent to those mortgagors whose mortgages fall within specific interest rate ranges.

Promotions undertaken by the Seller or by any affiliate of the Seller which are directed to the general public at large (including, without limitation, mass mailing based on commercially acquired mailing lists, newspaper, radio and television advertisements), shall not constitute solicitation under this Section 30.

SECTION 31.  Protection of Consumer Information.

Each party agrees that it (i) shall comply with any applicable laws and regulations regarding the privacy and security of Consumer Information, (ii) shall not use Consumer Information in any manner inconsistent with any applicable laws and regulations regarding the privacy and security of Consumer Information, (iii) shall not disclose Consumer Information to third parties except at the specific written direction of the Seller, (iv) shall maintain adequate physical, technical and administrative safeguards to protect Consumer Information from unauthorized access and (v) shall immediately notify the Seller of any actual or suspected breach of the confidentiality of Consumer Information.

SECTION 32.  Cooperation of the Seller with a Reconstitution; Regulation AB Compliance.

(a)           The Seller acknowledges and the Purchaser agrees that with respect to some or all of the Mortgage Loans, the Purchaser may effect either:

(1)           one or more Whole Loan Transfers; and

(2)           one or more Securitizations.

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(b)           The Seller shall cooperate with the Purchaser in connection with any Whole Loan Transfer contemplated by the Purchaser pursuant to this Section.  In connection therewith, the Purchaser shall deliver any Reconstitution Agreement or other document related to the Whole Loan Transfer to the Seller at least fifteen (15) days prior to such transfer and the Seller shall execute any Reconstitution Agreement that restates the representations and warranties contained in Subsection 7.01 as of the related Closing Date and Subsection 7.02 herein as of the Reconstitution Date.  Any prospective assignees of the Purchaser who have entered into a commitment to purchase any of the Mortgage Loans in a Whole Loan Transfer may review the Seller’s servicing and origination operations, upon reasonable prior notice to the Seller, and the Seller shall cooperate with such review and underwriting to the extent such prospective assignees request information or documents that are available and can be produced without unreasonable expense or effort.  Subject to any applicable laws, the Seller shall make the Mortgage Files related to the Mortgage Loans held by the Seller during the Interim Servicing Period available at the Seller’s principal operations center for review by any such prospective assignees during normal business hours upon reasonable prior notice to the Seller (in no event fewer than five (5) Business Days’ prior notice).  The Seller may, in its sole discretion, require that such prospective assignees sign a confidentiality agreement with respect to such information disclosed to the prospective assignee which is not available to the public at large and a release agreement with respect to its activities on the Seller’s premises.  The Purchaser hereby agrees to reimburse the Seller for reasonable “out-of-pocket” expenses incurred by the Seller that relate to such Whole Loan Transfer, including without limitation reimbursement for the amount which reasonably reflects time and effort expended by the Seller in connection therewith.

(c)           In order to facilitate compliance with Regulation AB promulgated under the Securities Act, the Seller and the Purchaser agree to comply with the provisions of the Regulation AB Compliance Addendum attached hereto as Addendum I.

(d)           The Seller shall cooperate with the Purchaser in connection with any Securitization contemplated by the Purchaser pursuant to this Section.  In connection therewith, the Purchaser shall deliver any Reconstitution Agreement or other document related to the Securitization to the Seller at least fifteen (15) days prior to the closing of such Securitization and the Seller shall execute any Reconstitution Agreement that restates the representations and warranties contained in Subsection 7.01 as of the related Closing Date and Subsection 7.02 herein as of the Reconstitution Date.  The Reconstitution Agreement shall include such other terms as may be reasonably necessary to effect the Securitization.

(e)           In connection with each Securitization, the Seller shall deliver to the Purchaser and to any Person designed by the Purchaser, (i) such statements and audit letters of certified public accountants pertaining to information provided by the Seller as are customarily delivered by originators such as the Seller in connection with securitization transactions and (ii) opinions of counsel as are customarily delivered by originators and reasonably determined by the Purchaser to be necessary in connection any Securitization.

(f)           Prior to the Servicing Transfer Date, all Mortgage Loans not sold or transferred pursuant to a Whole Loan Transfer or Securitization shall be subject to this Agreement and shall continue to be serviced in accordance with the terms of this Agreement and with respect thereto this Agreement shall remain in full force and effect.  It is understood and agreed by the Purchaser

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and the Seller that the right to effectuate such Whole Loan Transfer or Securitization as contemplated by this Section 32 is limited to the Purchaser.

[SIGNATURES ON FOLLOWING PAGE]

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IN WITNESS WHEREOF, the parties have caused their names to be signed hereto by their respective officers thereunto duly authorized on the date first above written.

Redwood Residential Acquisition Corporation,
as Purchaser
By:	/s/ John Isbrandtsen
Name:	John Isbrandtsen
Title:	Authorized Officer
PrimeLending, a PlainsCapital Company,
as Seller
By:	/s/ Scott Eggen
Name:	Scott Eggen
Title:	Senior Vice President Capital Markets

[Flow Mortgage Loan Purchase and Sale Agreement, dated January 30, 2011]

EXHIBIT 1

MORTGAGE LOAN DOCUMENTS

With respect to each Mortgage Loan, the Mortgage Loan Documents shall consist of the following:

(a)           the original Mortgage Note bearing all intervening endorsements, endorsed in blank and signed in the name of the Seller by an officer thereof or, if the original Mortgage Note has been lost or destroyed, a lost note affidavit;

(b)           the original Assignment of Mortgage with assignee’s name left blank;

(c)           the original of any guarantee executed in connection with the Mortgage Note;

(d)           the original Mortgage with evidence of recording thereon, or if any such mortgage has not been returned from the applicable recording office or has been lost, or if such public recording office retains the original recorded mortgage, a photocopy of such mortgage certified by the Seller to be a true and complete copy of the original recorded mortgage;

(e)           the originals of all assumption, modification, consolidation or extension agreements, if any, with evidence of recording thereon;

(f)           the originals of all intervening assignments of mortgage with evidence of recording thereon, or if any such intervening assignment of mortgage has not been returned from the applicable recording office or has been lost or if such public recording office retains the original recorded assignments of mortgage, a photocopy of such intervening assignment of mortgage, certified by the Seller to be a true and complete copy of the original recorded intervening assignment of mortgage;

(g)           the original mortgagee title insurance policy including an Environmental Protection Agency Endorsement and, with respect to any Adjustable Rate Mortgage Loan, an adjustable-rate endorsement;

(h)           the original of any security agreement, chattel mortgage or equivalent document executed in connection with the Mortgage; and

(i)            a copy of any applicable power of attorney.

With respect to each Mortgage Loan that is secured by a first lien on and a perfected security interest in Co-op Shares and the related Proprietary Lease (as such terms are defined below) granting exclusive rights to occupy the related co-op unit in the building owned by the related co-op corporation, in lieu of delivering the documents listed above the Seller shall deliver the following documents to the Purchaser or its designee:

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(i) the original Mortgage Note together with any applicable riders, endorsed in blank, with all prior and intervening endorsements as may be necessary to show a complete chain of endorsements;

(ii) the original security agreement;

(iii) the original lease on a co-op unit evidencing the possessory interest of the owner of the Co-op Shares in such co-op unit (the “Proprietary Lease”) and an original assignment of the Proprietary Lease in blank;

(iv) the original recognition agreement;

(v) the original stock certificate representing the shares of stock issued by a co-op corporation and allocated to a co-op unit (the “Co-op Shares”) and original stock power in blank;

(vi) the original UCC-1 financing statement with evidence of filing; and

(vii) the original UCC-3 assignment in blank.

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EXHIBIT 2

CONTENTS OF EACH MORTGAGE FILE

With respect to each Mortgage Loan, the Mortgage File shall include each of the following items, unless otherwise disclosed to the Purchaser on the data tape, which shall be delivered to the Purchaser, with a copy retained by the Seller as necessary:

(a)           The Mortgage Loan Documents as listed in Exhibit 1.

(b)           Residential loan application.

(c)           Mortgage Loan closing statement.

(d)           Verification of employment and income, including the executed 4506T if required.

(e)           Verification of acceptable evidence of source and amount of down payment.

(f)            Credit report on Mortgagor, in a form acceptable to either Fannie Mae or Freddie Mac.

(g)           Residential appraisal report.

(h)           Photograph of the Mortgaged Property.

(i)            Survey of the Mortgaged Property, unless a survey is not required by the title insurer.

(j)            Copy of each instrument necessary to complete identification of any exception set forth in the exception schedule in the title policy, i.e., map or plat, restrictions, easements, home owner association declarations, etc.

(k)           Copies of all required disclosure statements.

(l)            If applicable, termite report, structural engineer’s report, water potability and septic certification.

(m)           Sales contract, if applicable.

(n)           The Primary Mortgage Insurance policy or certificate of insurance or electronic notation of the existence of such policy, where required pursuant to the Agreement.

(o)           Evidence of electronic notation of the hazard insurance policy, and, if required by law, evidence of the flood insurance policy.

(p)           Any documentation provided by the Mortgagor or obtained by the Seller in connection with the granting of any underwriting exception.

(q)           All other documentation involved in the underwriting or origination of the related Mortgage Loan.

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EXHIBIT 3

UNDERWRITING GUIDELINES

[ON FILE WITH THE PURCHASER]

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EXHIBIT 4

[Reserved]

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EXHIBIT 5

FORM OF MONTHLY REMITTANCE REPORT

Seller shall provide or cause to be provided the following information to Purchaser:

Investor Code

First Republic Loan Number

Investor Loan Number

Last Paid Installment

Scheduled Payment

Scheduled Interest Rate

Servicing Fee

Beginning Scheduled Balance

Unpaid Principal Balance

Ending Scheduled Balance

Scheduled Principal

Unscheduled Principal

Interest on Curtailment

Total Principal

Scheduled Interest

Total Remittance

Payoff Date

Payoff Amount

Soldier and Sailor (S&S) Flag

S&S subsidy amount

S&S order end date

Prepayment Penalty Amount

Prepayment Amount Waived

Action Code

Investor Id

Category Code

Deal Name

Reason for Default

Breach Letter Date

Mortgagor First Name

Mortgagor Last Name

Property Street Address

City Name

Property Alpha State Code

Property ZIP Code

Next Payment Due Date

MI Company

MI Coverage %

Bankruptcy Status Code

Bankruptcy Filing Date

Bankruptcy Chapter Type

Bankruptcy Case Number

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Bankruptcy Post Petition Due Date

Bankruptcy Discharge Date

Bankruptcy Dismissal Date

Loss Mitigation Status Code (To include Short sale and loan modification)

Loss Mit Approval Date

Loss Mit Type

Modified Rate

Modified First payment date

Balloon (Y) (N)

Balloon Amount

Amortization Term

Capitalized Amount

Principal Forbearance

Principal Write down Amount

Short Sale (Y) (N)

Short Sale Sales Price

Short Sale Completed Date

Foreclosure Status Code

Foreclosure Attorney Referral Date

First Legal Date

Foreclosure Property Value

Foreclosure Property Value Type

Foreclosure Property Value Date

Scheduled Foreclosure Date

Foreclosure Sale Date

Foreclosure Sale Amount

REO Status Code

Expenses to Date

REO Eviction Start Date

REO Eviction Completed Date

REO Original Listing Price Amount

REO Current Listing Price Amount

REO Listing Start Date

REO Accepted Offer Amount

REO Accepted Offer Date

REO Completed Date

Occupancy Current Status Code

Property Condition

Property Inspection Date

Appraisal Date

Current Property Value

Repaired Property Value

Original Mortgage Amount

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EXHIBIT 6

FORM OF Purchase Price and Terms Letter

CLOSING DATE: _______________                  

This Purchase Price and Terms Letter (this “PPTL”), dated as of _______ (the “Closing Date”), confirms the sale by PrimeLending, a PlainsCapital Company (the “Seller”) to Redwood Residential Acquisition Corporation (the “Purchaser”), and the purchase by the Purchaser from the Seller, of the first lien residential mortgage loans on a servicing released basis described on the Mortgage Loan Schedule attached as Schedule I hereto (the “Mortgage Loans”), pursuant to the terms of the Flow Mortgage Loan Purchase and Sale Agreement (the “Flow Purchase and Sale Agreement”), dated as of January 30, 2011, by and between the Purchaser and the Seller.  Capitalized terms that are used herein but are not defined herein shall have the respective meanings set forth in the Flow Purchase and Sale Agreement.

For good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the Seller does hereby bargain, sell, convey, assign and transfer to Purchaser without recourse, except as provided in the Flow Purchase and Sale Agreement, and on a servicing released basis, all right, title and interest of the Seller in and to each of the Mortgage Loans, together with all documents maintained as part of the related Mortgage Files, all Mortgaged Properties which secure any Mortgage Loan but are acquired by foreclosure, deed in lieu of foreclosure after the Cut-off Date or otherwise, all payments of principal and interest received on the Mortgage Loans after the Cut-off Date, all other unscheduled collections collected in respect of the Mortgage Loans after the Cut-off Date, and all proceeds of the foregoing, subject, however, to the rights of the Seller under the Flow Purchase and Sale Agreement.

The Seller has delivered to the Purchaser or its designee prior to the date hereof the documents with respect to each Mortgage Loan required to be delivered under the Flow Purchase and Sale Agreement.

For purposes of the Mortgage Loans sold pursuant to this PPTL, certain terms shall be as set forth below:

Servicer:
Stated Principal Balance:	$_______________________
Closing Date:	_______________________
Servicing Transfer Date:	_______________________
Cut-off Date:	_______________________
Purchase Price Percentage:	________%

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In WITNESS WHEREOF, the parties hereto, by the hands of their duly authorized officers, execute this PPTL as of the Closing Date referred to above.

Redwood Residential Acquisition	PrimeLending, a PlainsCapital Company
Corporation	as Seller
as Purchaser
By:	By:
Name:	Name:
Its:	Its:

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EXHIBIT 7

[RESERVED]

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EXHIBIT 8

FORM OF NOTICE OF SALE OF OWNERSHIP OF MORTGAGE LOAN

Under federal law, borrowers are required to be notified in writing whenever ownership of a mortgage loan secured by their principal dwelling is sold, transferred or assigned (collectively, “sold”) to a new creditor.  This Notice is to inform you that your prior creditor has sold your loan (described below) to us, the new creditor identified below.

**Please note that while we now own your loan, we are not the servicer of your loan.  The servicer (identified below) acts on our behalf to handle the ongoing administration of your loan, including the collection of mortgage payments.  Please continue to send your mortgage payments as directed by the servicer, and NOT to us.  Also, should you have any questions regarding your loan, please contact the servicer using the contact information set forth below.  The servicer is authorized to handle routine inquiries and requests regarding your loan and, if necessary, to consult with us regarding your request and communicate to you our decision with respect to such request. **

Please note that the sale of your loan to us may also result in a change of servicer.  If this occurs, you will receive a separate notice, required under federal law, providing information regarding the new servicer.

LOAN INFORMATION

Date of Loan:

Original Amount of Loan:

Date Your Loan was Sold to the New Creditor:

Address of Mortgaged Property:

SERVICER INFORMATION

Name:

Mailing Address:

Telephone Number (Toll free):

NEW CREDITOR INFORMATION

Name:

Mailing Address:  (not for payments):

Telephone Number (Toll free):

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AGENT INFORMATION (If we have granted an agent other than the servicer authority to act on our behalf, contact information for such agent will appear below):

Name:

Mailing Address:

Telephone Number (Toll free):

The transfer of the lien associated with your loan is currently recorded, or in the future may be recorded, in the public records of the local County Recorder’s office for the county where your property is located.  If checked ¨, ownership of your loan is also recorded on the registry of the Mortgage Electronic Registrations System at 1818 Library Street, Suite 300, Reston, VA 20190.

[Confirm if applicable]  Your loan has been securitized and we own legal title to your loan acting as trustee of the related securitization trust (the “Trust”) for the benefit of the holders (the “Holders”) of the mortgage-backed securities issued by the Trust.  Our rights and obligations, as trustee, are defined in one or more contracts among us, the Holders and certain other parties.  As a result, our authority to respond favorably to your requests or inquiries may be limited by the terms of such contracts.

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EXHIBIT 9

MORTGAGE LOAN SCHEDULE

[ASF RMBS DISCLOSURE PACKAGE]

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EXHIBIT 10

TRANSFER INSTRUCTIONS

ADDENDUM I

REGULATION AB COMPLIANCE ADDENDUM

TO FLOW PURCHASE AND SALE AGREEMENT

SECTION 1.  DEFINED TERMS

Capitalized terms used but not defined herein shall have the meanings assigned to such terms in the Agreement.  The following terms shall have the meanings set forth below, unless the context clearly indicates otherwise:

Commission:  The United States Securities and Exchange Commission.

Company Information:  As defined in Section 2.04(a).

Depositor:  The depositor, as such term is defined in Regulation AB, with respect to any Securitization Transaction.

Exchange Act:  The Securities Exchange Act of 1934, as amended.

Master Servicer:  With respect to any Securitization Transaction, the “master servicer,” if any, identified in the related transaction documents.

Qualified Correspondent:  Any Person from which the Company purchased Mortgage Loans, provided that this term shall not include the Purchaser or an affiliate of the Purchaser and provided further that the following conditions are satisfied:  (i) such Mortgage Loans were originated pursuant to an agreement between the Company and such Person that contemplated that such Person would underwrite mortgage loans from time to time, for sale to the Company, in accordance with underwriting guidelines designated by the Company (“Designated Guidelines”) or guidelines that do not vary materially from such Designated Guidelines; (ii) such Mortgage Loans were in fact underwritten as described in clause (i) above and were acquired by the Company within 180 days after origination; (iii) either (x) the Designated Guidelines were, at the time such Mortgage Loans were originated, used by the Company in origination of mortgage loans of the same type as the Mortgage Loans for the Company’s own account or (y) the Designated Guidelines were, at the time such Mortgage Loans were underwritten, designated by the Company on a consistent basis for use by lenders in originating mortgage loans to be purchased by the Company; and (iv) the Company employed, at the time such Mortgage Loans were acquired by the Company, pre-purchase or post-purchase quality assurance procedures (which may involve, among other things, review of a sample of mortgage loans purchased during a particular time period or through particular channels) designed to ensure

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that Persons from which it purchased mortgage loans properly applied the underwriting criteria designated by the Company.

Reconstitution Agreement:  The agreement or agreements entered into by the Company and the Purchaser and/or certain third parties on the Reconstitution Date or Dates with respect to any or all of the Mortgage Loans, in connection with a Whole Loan Transfer or Securitization Transaction.

Regulation AB:  Subpart 229.1100 — Asset Backed Securities (Regulation AB), 17 C.F.R. §§229.1100-229.1123, as such may be amended from time to time, and subject to such clarification and interpretation as have been provided by the Commission in the adopting release (Asset-Backed Securities, Securities Act Release No. 33-8518, 70 Fed. Reg. 1,505, 1,531 (Jan. 7, 2005)) or by the staff of the Commission, or as may be provided by the Commission or its staff from time to time.

Securities Act:  The Securities Act of 1933, as amended.

Securitization Transaction:  Any transaction involving either (1) a sale or other transfer of some or all of the Mortgage Loans directly or indirectly by the Purchaser to an issuing entity in connection with an issuance of publicly offered or privately placed, rated or unrated mortgage-backed securities or (2) an issuance of publicly offered or privately placed, rated or unrated securities, the payments on which are determined primarily by reference to one or more portfolios of residential mortgage loans consisting, in whole or in part, of some or all of the Mortgage Loans.

Servicer:  As defined in Section 2.03(c).

Servicing Criteria:  The “servicing criteria” set forth in Item 1122(d) of Regulation AB for which the Company is responsible in its capacity as Servicer as identified on Exhibit B hereto, provided that such Exhibit B may be amended from time to time to reflect changes in Regulation AB.

Sponsor:  With respect to any Securitization Transaction, the Person identified in writing to the Company by the Purchaser as sponsor for such Securitization Transaction.

Static Pool Information:  Static pool information as described in Item 1l05(a)(l)-(3) and 1105(c) of Regulation AB.

Third-Party Originator:  Each Person, other than a Qualified Correspondent, that originated Mortgage Loans acquired by the Company, provided that this term shall not include originators of Mortgage Loans acquired by the Company from the Purchaser or an affiliate of the Purchaser.

Whole Loan Transfer:  Any sale or transfer of some or all of the Mortgage Loans (including an Agency Transfer), other than a Securitization Transaction.

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SECTION 2.  COMPLIANCE WITH REGULATION AB

Subsection 2.01  Intent of the Parties; Reasonableness.

The Purchaser and the Company acknowledge and agree that the purpose of this Regulation AB Addendum is to facilitate compliance by the Purchaser and any Depositor with the provisions of Regulation AB and related rules and regulations of the Commission and that the provisions of this Regulation AB Addendum shall be applicable to all Mortgage Loans included in a Securitization Transaction closing on or after January 1, 2006, regardless whether the Mortgage Loans were purchased by the Purchaser from the Company prior to the date hereof.  Although Regulation AB is applicable by its terms only to offerings of asset-backed securities that are registered under the Securities Act, the Company acknowledges that investors in privately offered securities may require that the Purchaser or any Depositor provide comparable disclosure in unregistered offerings.  References in this Regulation AB Addendum to compliance with Regulation AB include provision of comparable disclosure in private offerings.

Neither the Purchaser nor any Depositor shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act).  The Company acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with reasonable requests made by the Purchaser, any Master Servicer or any Depositor in good faith for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB.  In connection with any Securitization Transaction, the Company shall cooperate fully with the Purchaser and any Master Servicer to deliver to the Purchaser (including any of its assignees or designees) and one of any Master Servicer or any Depositor (as requested), any and all statements, reports, certifications, records and any other information necessary in the good faith determination of the Purchaser or any Depositor to permit the Purchaser, such Master Servicer or such Depositor to comply with the provisions of Regulation AB, together with such disclosures relating to the Company, any Third-Party Originator and the Mortgage Loans reasonably believed by the Purchaser, the Master Servicer or any Depositor to be necessary in order to effect such compliance.

For purposes of this Regulation AB Addendum, the term “Purchaser” shall refer to Redwood Residential Acquisition Corporation and its successors in interest and

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assigns.  In addition, any notice or request that must be “in writing”  or “written” may be made by electronic mail.

Subsection 2.02  Additional Representations and Warranties of the Company.

(a)           The Company shall be deemed to represent to the Purchaser, to any Master Servicer and to any Depositor, as of the date on which information is first provided to the Purchaser, any Master Servicer or any Depositor under Section 2.03 that, except as disclosed in writing to the Purchaser, such Master Servicer or such Depositor prior to such date: (i) there are no material legal or governmental proceedings pending (or known to be contemplated) against the Company or any Third-Party Originator; and (ii) there are no affiliations, relationships or transactions relating to the Company or any Third-Party Originator with respect to any Securitization Transaction and any party thereto identified in writing to the Company by the related Depositor of a type described in Item 1119 of Regulation AB.

(b)           If so requested in writing by the Purchaser, any Master Servicer or any Depositor on any date following the date on which information is first provided to the Purchaser, any Master Servicer or any Depositor under Section 2.03, the Company shall use its best efforts to confirm in writing within five (5) Business Days, but in no event later than ten (10) Business Days, following such request the accuracy of the representations and warranties set forth in paragraph (a) of this Section or, if any such representation and warranty is not accurate as of the date of such request, provide within five (5) Business Days, but in no event later than ten (10) Business Days, reasonably adequate disclosure of the pertinent facts, in writing, to the requesting party.

Subsection 2.03  Information to Be Provided by the Company.

In connection with any Securitization Transaction, the Company shall use its best efforts to (i) within five (5) Business Days, but in no event later than ten (10) Business Days, following written request by the Purchaser or any Depositor, provide to the Purchaser and such Depositor (or, as applicable, cause each Third-Party Originator to provide), in writing and in form and substance reasonably satisfactory to the Purchaser and such Depositor, the information and materials specified in paragraphs (a), (b), (c) and (f) of this Section, and (ii) as promptly as practicable following notice to or discovery by the Company, provide to the Purchaser and any Depositor (in writing and in form and substance reasonably satisfactory to the Purchaser and such Depositor) the information specified in paragraph (d) of this Section.

(a)           If so requested in writing by the Purchaser or any Depositor, the Company shall provide such information regarding (i) the Company, as originator of the Mortgage Loans (including as an acquirer of Mortgage Loans from a Qualified Correspondent), or (ii) each Third-Party Originator, as is requested for the purpose

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of compliance with Items 1103(a)(l), 1105, 1110, 1117 and 1119 of Regulation AB.  Such information shall include, at a minimum:

(A)          the originator’s form of organization;

(B)          a description of the originator’s origination program and how long the originator has been engaged in originating residential mortgage loans, which description shall include a discussion of the originator’s experience in originating mortgage loans of a similar type as the Mortgage Loans; information regarding the size and composition of the originator’s origination portfolio; and information that may be material, in the good faith judgment of the Purchaser or any Depositor, to an analysis of the performance of the Mortgage Loans, including the originators’ credit-granting or underwriting criteria for mortgage loans of similar type(s) as the Mortgage Loans and such other information as the Purchaser or any Depositor may reasonably request for the purpose of compliance with Item 1110(b)(2) of Regulation AB;

(C)          a description of any legal or governmental proceedings pending (or known to be contemplated) against the Company and each Third-Party Originator that would be material to securityholders; and

(D)          a description of any affiliation or relationship between the Company, each Third-Party Originator and any of the following parties to a Securitization Transaction, as such parties are identified to the Company by the Purchaser or any Depositor in writing in advance of such Securitization Transaction:

(1)           the sponsor;

(2)           the depositor;

(3)           the issuing entity;

(4)           any servicer;

(5)           any trustee;

(6)           any originator;

(7)           any significant obligor;

(8)           any enhancement or support provider; and

(9)           any other material transaction party.

(b)           If so requested in writing by the Purchaser or any Depositor, the Company shall provide (or, as applicable, cause each Third-Party Originator to provide) Static Pool Information solely with respect to securitized pools of mortgage loans (of a similar type as the Mortgage Loans, as reasonably identified by the Purchaser as provided below) that were included in securitizations that closed during the five (5) years preceding the closing date of the related Securitization Transaction and for which Banc of America Mortgage Securities, Inc. was the depositor.  Such Static Pool Information shall be prepared by the Company (or Third-Party Originator) on the basis of its reasonable, good faith interpretation of the requirements of Item 1105(a)(3) of Regulation AB.  To the extent that there is reasonably available to the Company (or Third-Party Originator) Static Pool Information with respect to more than one mortgage loan type, the Purchaser or any Depositor shall be entitled to specify whether some or all of such information shall

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be provided pursuant to this paragraph.  The content of such Static Pool Information may be in the form customarily provided by the Company, and need not be customized for the Purchaser or any Depositor.  Such Static Pool Information for each prior securitized pool shall be presented in increments no less frequently than quarterly over the life of the mortgage loans included in such prior securitized pool.  The most recent periodic increment must be as of a date no later than 135 days prior to the date of the prospectus or other offering document in which the Static Pool Information is to be included or incorporated by reference.  The Static Pool Information shall be provided in an electronic format that provides a permanent record of the information provided, such as a portable document format (pdf) file, or other such electronic format reasonably required by the Purchaser or the Depositor, as applicable.

Promptly following notice or discovery of a material error in Static Pool Information provided pursuant to the immediately preceding paragraph (including an omission to include therein information required to be provided pursuant to such paragraph) during the applicable offering period for the securities, the Company shall provide corrected Static Pool Information to the Purchaser or any Depositor, as applicable, in the same format in which Static Pool Information was previously provided to such party by the Company.

If so requested in writing by the Purchaser or any Depositor, the Company shall provide (or, as applicable, cause each Third-Party Originator to provide), at the expense of the requesting party (to the extent of any additional incremental expense associated with delivery pursuant to this Regulation AB Addendum), such statements and agreed-upon procedures letters of certified public accountants reasonably acceptable to the Purchaser or Depositor, as applicable, pertaining to Static Pool Information relating to securitizations closed on or after January 1, 2006, as the Purchaser or such Depositor shall reasonably request.  Such statements and letters shall be addressed to and be for the benefit of such parties as the Purchaser or such Depositor shall designate, which may include, by way of example, any Sponsor, any Depositor and any broker dealer acting as underwriter, placement agent or initial purchaser with respect to a Securitization Transaction.  Any such statement or letter may take the form of a standard, generally applicable document accompanied by a reliance letter authorizing reliance by the addressees designated by the Purchaser or such Depositor.

(c)           For the purpose of satisfying its reporting obligation under the Exchange Act with respect to any class of asset-backed securities, for so long as the Depositor is required to file reports under the Exchange Act with respect to a Securitization Transaction, the Company shall (or shall cause each Third-Party Originator to) (i) provide prompt notice to the Purchaser, any Master Servicer and any Depositor in writing of (A) any litigation or governmental proceedings pending against the Company or any Third-Party Originator that would be material to securityholders and (B) any affiliations or relationships that develop following the closing date of a

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Securitization Transaction between the Company or any Third-Party Originator and any of the parties specified in clause (D) of paragraph (a) of this Section (and any other parties identified in writing by the requesting party) with respect to such Securitization Transaction, but only to the extent that such affiliations or relationships do not include the Purchaser, Depositor or any of their respective affiliates as a party, (C) any Event of Default of which it is aware or has received notice under the terms of the Agreement or any Reconstitution Agreement and (D) any merger or consolidation where the Company is not the surviving entity or sale of substantially all of the assets of the Company and (ii) provide to the Purchaser and any Depositor a description of such proceedings, affiliations or relationships.

Subsection 2.04  Indemnification; Remedies.

The Company shall indemnify the Purchaser, each affiliate of the Purchaser, and each of the following parties participating in a Securitization Transaction: each Sponsor; each issuing entity; each Person (including, but not limited to, any Master Servicer if applicable) responsible for the preparation, execution or filing of any report required to be filed with the Commission with respect to such Securitization Transaction, or for execution of a certification pursuant to Rule 13a-14(d) or Rule 15d-14(d) under the Exchange Act with respect to such Securitization Transaction; each broker dealer acting as underwriter, placement agent or initial purchaser, each Person who controls any of such parties or the Depositor (within the meaning of Section 15 of the Securities Act and Section 20 of the Exchange Act); and the respective present and former directors, officers, employees, agents and affiliates of each of the foregoing and of the Depositor (each, an “Indemnified Party”), and shall hold each of them harmless from and against any claims, losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments, and any other costs, fees and expenses that any of them may sustain arising out of or based upon:

(a)           (A) any untrue statement of a material fact contained or alleged to be contained in any information, report, certification, accountants’ letter or other material provided in written or electronic format under this Article II by or on behalf of the Company, or provided under this Article II by or on behalf of any Third-Party Originator (collectively, the “Company Information”), or (B) the omission or alleged omission to state in the Company Information a material fact required to be stated in the Company Information or necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, by way of clarification, that clause (B) of this paragraph shall be construed solely by reference to the Company Information and not to any other information communicated in connection with a sale or purchase of securities, without regard to whether the Company Information or any portion thereof is presented together with or separately from such other information;

(b)          any breach by the Company of its obligations under this Article II, including particularly any failure by the Company or any Third-Party Originator to

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deliver any information, report, certification, accountants’ letter or other material when and as required under this Article II;

(c)           any breach by the Company of a representation or warranty set forth in Section 2.02(a) or in a writing furnished pursuant to Section 2.02(b) and made as of a date prior to the closing date of the related Securitization Transaction, to the extent that such breach is not cured by such closing date, or any breach by the Company of a representation or warranty in a writing furnished pursuant to Section 2.02(b) to the extent made as of a date subsequent to such closing date, or

(d)          the negligence, bad faith or willful misconduct of the Company in connection with its performance under this Article II.

If the indemnification provided for herein is unavailable or insufficient to hold harmless an Indemnified Party, then the Company agrees that it shall contribute to the amount paid or payable by such Indemnified Party as a result of any claims, losses, damages or liabilities incurred by such Indemnified Party in such proportion as is appropriate to reflect the relative fault of such Indemnified Party on the one hand and the Company on the other.

In the case of any failure of performance described in clause (a)(ii) of this Section, the Company shall promptly reimburse the Purchaser, any Depositor, as applicable, and each Person responsible for the preparation, execution or filing of any report required to be filed with the Commission with respect to such Securitization Transaction, or for execution of a certification pursuant to Rule 13a-14(d) or Rule 15d-14(d) under the Exchange Act with respect to such Securitization Transaction, for all costs reasonably incurred by each such party in order to obtain the information, report, certification, accountants’ letter or other material not delivered as required by the Company or any Third-Party Originator.

(e)           This indemnification shall survive the termination of the Agreement or the termination of any party to the Agreement.

Subsection 2.05  Third-party Beneficiary.

For purposes of this Regulation AB Addendum and any related provisions thereto, each Master Servicer shall be considered a third-party beneficiary of the Agreement, entitled to all the rights and benefits hereof as if it were a direct party to the Agreement.

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EX-10.8

EXHIBIT 10.8

EXECUTION COPY

ASSIGNMENT OF REPRESENTATIONS AND WARRANTIES AGREEMENT

This is an Assignment of Representations and Warranties Agreement (the “Agreement”) made as of the 30^th day of January, 2013, among Redwood Residential Acquisition Corporation, a Delaware corporation (“Assignor”), Sequoia Residential Funding, Inc., a Delaware corporation (“Depositor”), Christiana Trust, a division of Wilmington Savings Fund Society, FSB, a federal savings bank, 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 January 1, 2013 (the “Pooling and Servicing Agreement”), and PrimeLending, a PlainsCapital Company, a Texas corporation (“PrimeLending”).

In consideration of the mutual promises contained herein, the parties hereto agree that the mortgage loans (the “Mortgage Loans”) listed on Attachment 1A annexed hereto (the “Mortgage Loan Schedule”) are subject to the terms of the Flow Mortgage Loan Purchase and Sale Agreement dated as of January 30, 2011, between Assignor and PrimeLending (the “Purchase Agreement”), as modified or supplemented by this Agreement. Unless otherwise specified herein, capitalized terms used herein but not defined shall have the meanings ascribed to them in the Purchase Agreement. Assignor will sell the Mortgage Loans to Depositor pursuant to a Mortgage Loan Purchase and Sale Agreement dated the date hereof, and Depositor will sell the Mortgage Loans to Assignee pursuant to the Pooling and Servicing Agreement.

Assignment

1.     Assignor hereby grants, transfers and assigns to Depositor all of its right, title and interest in, to and under the representations and warranties made by PrimeLending pursuant to the Purchase Agreement to the extent relating to the Mortgage Loans, and Depositor hereby accepts such assignment from Assignor.

2.     Depositor hereby grants, transfers and assigns to Assignee all of its right, title and interest in, to and under the representations and warranties made by PrimeLending pursuant to the Purchase Agreement to the extent relating to the Mortgage Loans, and Depositor hereby accepts such assignment from Assignor.

3.     PrimeLending hereby acknowledges the foregoing assignments.

Representations and Warranties

4.     Assignor warrants and represents to, and covenants with, Depositor, Assignee and PrimeLending as of the date hereof that:

(a)     Attached hereto as Attachment 2 is a true and accurate copy of the Purchase Agreement, which agreement is in full force and effect as of the date hereof and the provisions of which have not been waived, amended or modified in any respect, nor has any notice of termination been given thereunder;

(b)     Assignor is the lawful owner of its interests and rights under the Purchase Agreement to the extent of the Mortgage Loans, free and clear from any and all claims and encumbrances whatsoever, and upon the transfer of the representations and warranties to Assignee as contemplated herein, Assignee shall have good title to such representations and warranties under the Purchase Agreement to the extent of the Mortgage Loans, free and clear of all liens, claims and encumbrances;

(c)     There are no offsets, counterclaims or other defenses available to PrimeLending with respect to the Purchase Agreement;

(d)     Assignor 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 enter into and perform its obligations under the Purchase Agreement;

(e)     Assignor has full corporate power and authority to execute, deliver and perform its obligations under this Agreement, and to consummate the transactions set forth herein. The consummation of the transactions contemplated by this 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 Agreement and the consummation by it of the transactions contemplated hereby, have been duly authorized by all necessary corporate action on the part of Assignor. This Agreement has been duly executed and delivered by Assignor and, upon the due authorization, execution and delivery by Assignee, 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 generally, and by general principles of equity regardless of whether enforceability is considered in a proceeding in equity or at law; and

(f)     No 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 Agreement, or the consummation by it of the transactions contemplated hereby.

5.     Depositor warrants and represents to, and covenants with, Assignor, Assignee and PrimeLending that as of the date hereof:

(a)     Depositor is a Delaware corporation duly organized, validly existing and in good standing under the laws of the jurisdiction of its incorporation;

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(b)     Depositor has full corporate power and authority to execute, deliver and perform its obligations under this Agreement, and to consummate the transactions set forth herein. The consummation of the transactions contemplated by this Agreement is in the ordinary course of Depositor’s business and will not conflict with, or result in a breach of, any of the terms, conditions or provisions of Depositor’s charter or by-laws or any legal restriction, or any material agreement or instrument to which Depositor 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 Depositor or its property is subject. The execution, delivery and performance by Depositor of this Agreement and the consummation by it of the transactions contemplated hereby, have been duly authorized by all necessary corporate action on part of Depositor. This Agreement has been duly executed and delivered by Depositor and, upon the due authorization, execution and delivery by the other parties hereto, will constitute the valid and legally binding obligation of Depositor enforceable against Depositor 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; and

(c)     No consent, approval, order or authorization of, or declaration, filing or registration with, any governmental entity is required to be obtained or made by Depositor in connection with the execution, delivery or performance by Depositor of this Agreement, or the consummation by it of the transactions contemplated hereby other than any that have been obtained or made.

6.     Assignee warrants and represents to, and covenants with, Assignor, Depositor and PrimeLending that as of the date hereof:

(a)     Assignee is a federal savings bank duly organized, validly existing and in good standing under the laws of the jurisdiction of its organization; and

(b)     Assignee has been directed to enter into this Agreement pursuant to the provisions of the Pooling and Servicing Agreement. The execution, delivery and performance by Assignee of this Agreement and the consummation by it of the transactions contemplated hereby, have been duly authorized by all necessary action on part of Assignee. This Agreement has been duly executed and delivered by Assignee and, upon the due authorization, execution and delivery by the other parties hereto, 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.

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7.     PrimeLending warrants and represents to, and covenants with, Assignor, Depositor and Assignee as of the date hereof that:

(a)     Attached hereto as Attachment 2 is a true and accurate copy of the Purchase Agreement, which agreement is in full force and effect as of the date hereof and the provisions of which have not been waived, amended or modified in any respect, nor has any notice of termination been given thereunder;

(b)     PrimeLending 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 perform its obligations under the Purchase Agreement;

(c)     PrimeLending has full corporate power and authority to execute, deliver and perform its obligations under this Agreement, and to consummate the transactions set forth herein. The consummation of the transactions contemplated by this Agreement is in the ordinary course of PrimeLending’s business and will not conflict with, or result in a breach of, any of the terms, conditions or provisions of PrimeLending’s charter or by-laws or any legal restriction, or any material agreement or instrument to which PrimeLending 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 PrimeLending or its property is subject. The execution, delivery and performance by PrimeLending of this Agreement and the consummation by it of the transactions contemplated hereby, have been duly authorized by all necessary corporate action on part of PrimeLending. This Agreement has been duly executed and delivered by PrimeLending and, upon the due authorization, execution and delivery by Assignor, Assignee and the Depositor, will constitute the valid and legally binding obligation of PrimeLending enforceable against PrimeLending 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; and

(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 PrimeLending in connection with the execution, delivery or performance by PrimeLending of this Agreement, or the consummation by it of the transactions contemplated hereby.

Restated PrimeLending Representations and Warranties

8.     Pursuant to Section 32(d) of the Purchase Agreement, PrimeLending hereby restates to Depositor and Assignee (a) the representations and warranties set forth in Subsection 7.01 of the Purchase Agreement as of the related Closing Date and (b) the representations and warranties set forth in Subsection 7.02 of the Purchase Agreement as of the date hereof, as if such representations and warranties were set forth herein in full.

 In the event of a breach of any representations and warranties referred to in clauses (a) or (b) above as of the related Closing Date or the date hereof, as the case may be, Assignee shall be entitled to all the remedies under the Purchase Agreement, including, without limitation, the right to compel PrimeLending to repurchase Mortgage Loans pursuant to Section 7.03 of the Purchase Agreement, subject to the provisions of Section 10.

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Recognition of Assignee

9.     From and after the date hereof, subject to Section 10 below, PrimeLending shall recognize Assignee as owner of the Mortgage Loans and will perform its obligations hereunder for the benefit of the Assignee in accordance with the Purchase Agreement, as modified hereby or as may be amended from time to time, as if Assignee and PrimeLending had entered into a separate purchase agreement for the purchase of the Mortgage Loans in the form of the Purchase Agreement, the terms of which are incorporated herein by reference, as amended by this Agreement.

Enforcement of Rights

10.   (a)     Controlling Holder Rights.     PrimeLending agrees and acknowledges that Sequoia Mortgage Funding Corporation, an Affiliate of the Depositor, in its capacity as the initial Controlling Holder pursuant to the Pooling and Servicing Agreement, and for so long as it is the Controlling Holder, will exercise all of Assignee's rights as Purchaser under the following section of the Purchase Agreement:

Purchase Agreement:

Section or Subsection	Matter
7.03, other than 7.03(c)	Repurchase; Substitution

 (b)     If there is no Controlling Holder under the Pooling and Servicing Agreement, then all rights that are to be exercised by the Controlling Holder pursuant to Section 10(a) shall be exercised by Assignee.

Amendments to Purchase Agreement

11.   The parties agree that the Purchase Agreement shall be amended, solely with respect to the Mortgage Loans, as follows:

  (a)     Definitions.

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  (i)     The definitions of “Arbitration,” “Business Day” and “Repurchase Price” set forth in Section 1 of the Purchase Agreement shall be deleted and replaced in their entirety as follows:

   Arbitration:     Arbitration in accordance with the then governing Commercial Arbitration Rules of the American Arbitration Association and administered by the American Arbitration Association, which shall be conducted in New York, New York or other place mutually acceptable to the parties to the arbitration.

   Business Day:     Any day other than (i) a Saturday or a Sunday, (ii) a legal holiday in the states of California, Delaware, Maryland, Minnesota, Missouri, New York or Texas, (iii) a day on which banks in the states of California, Delaware, Maryland, Minnesota, Missouri, New York or Texas, are authorized or obligated by law or executive order to be closed or (iv) a day on which the New York Stock Exchange or the Federal Reserve Bank of New York is closed.

   Repurchase Price:     With respect to any Mortgage Loan, a price equal to (i) the unpaid principal balance of the Mortgage Loan, plus (ii) interest on such unpaid principal balance at the related Mortgage Interest Rate from the last date through which interest was last paid by or on behalf of the Mortgagor to the last day of the month in which such repurchase occurs, plus (iii) reasonable and customary third party expenses incurred in connection with the transfer of the Mortgage Loan being repurchased, minus (iv) any amounts received in respect of such repurchased Mortgage Loan and being held for future distribution in connection with such Mortgage Loan.

(b)     The following sentence shall be added as the new third sentence of Subsection 7.03(a) of the Purchase Agreement:

Each determination as to whether there has been such a breach shall be conducted on a Mortgage Loan-by-Mortgage Loan basis.

 (c)     The rights under the Purchase Agreement assigned to the Depositor and the Assignee pursuant to this Agreement shall be under the Purchase Agreement as amended by this Agreement.

Miscellaneous

12.   All demands, notices and communications related to the Mortgage Loans, the Purchase Agreement and this Agreement shall be in writing and shall be deemed to have been duly given if personally delivered at or mailed by registered mail, postage prepaid, as follows:

(a)    In the case of PrimeLending,

 PrimeLending, a PlainsCapital Company

 18111 Preston Road, Suite 900

 Dallas, Texas 75252

 Attention: Mr. Scott Eggen, SVP

 Phone: 972-248-7866

 with a copy to the

 General Counsel at the same address

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(b)   In the case of Assignee,

 Christiana Trust, a division of Wilmington Savings Fund Society, FSB

 500 Delaware Avenue, 11th Floor

 Wilmington, Delaware, 19801

 Attention: Corporate Trust - Sequoia Mortgage Trust 2013-2

(c)  In the case of Depositor,

 Sequoia Residential Funding, Inc.

 One Belvedere Place, Suite 360

 Mill Valley, California 94941

 Attention: William Moliski

 with a copy to

 General Counsel at the same address

(d)   In the case of Assignor,

 Redwood Residential Acquisition Corporation

 One Belvedere Place, Suite 360

 Mill Valley, California 94941

 Attention: William Moliski

 with a copy to

 General Counsel at the same address

(e)    In the case of Master Servicer,

Wells Fargo Bank, N.A.

 9062 Old Annapolis Road

Columbia, Maryland 21045)

 Telephone number: (410) 884-2000

 Facsimile number: (410) 715-2380

Attention: Client Manager -- Sequoia Mortgage Trust 2013-2

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(f)    In the case of the initial Controlling Holder,

 Sequoia Mortgage Funding Corporation

 One Belvedere Place, Suite 360

 Mill Valley, California 94941

 Attention: William Moliski

 with a copy to

 General Counsel at the same address

13.   This Agreement shall be construed in accordance with the laws of the State of New York, except to the extent preempted by Federal law, and the obligations, rights and remedies of the parties hereunder shall be determined in accordance with such laws, without regard to the conflicts of laws provisions of the State of New York or any other jurisdiction.

14.   No term or provision of this 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.

15.   This Agreement shall inure to the benefit of the successors and assigns of the parties hereto. Any entity into which Assignor, Depositor, Assignee or PrimeLending may be merged or consolidated shall, without the requirement for any further writing, be deemed Assignor, Depositor, Assignee or PrimeLending, respectively, hereunder.

16.   This Agreement shall survive the conveyance of the Mortgage Loans, the assignment of the representations and warranties made by PrimeLending pursuant to the Purchase Agreement to the extent of the Mortgage Loans by Assignor to Depositor and by Depositor to Assignee, and the termination of the Purchase Agreement.

17.   This 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.

18.   The Controlling Holder under the Pooling and Servicing Agreement is an express third party beneficiary of this Agreement, and shall have the same power and ability to exercise and enforce the rights stated to be provided to it hereunder as if it were a signatory hereto. PrimeLending hereby consents to such exercise and enforcement.

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19.   It is expressly understood and agreed by the parties hereto that insofar as this Agreement is executed by the Trustee (i) this Agreement is executed and delivered by Christiana Trust, a division of Wilmington Savings Fund Society, FSB (“Christiana Trust”) not in its individual capacity but solely as Trustee on behalf of the trust created by the Pooling and Servicing Agreement referred to herein (the “Trust”) in the exercise of the powers and authority conferred upon and vested in it, and as directed in the Pooling and Servicing Agreement, (ii) each of the undertakings and agreements herein made on behalf of the Trust is made and intended not as a personal undertaking or agreement of or by Christiana Trust but is made and intended for purposes of binding only the Trust, (iii) nothing herein contained shall be construed as creating any liability on the part of Christiana Trust, individually or personally, to perform any covenant either express or implied in this Agreement, all such liability, if any, being expressly waived by the parties hereto and by any person claiming by, through or under the parties hereto, and (iv) under no circumstances shall Christiana Trust in its individual capacity or in its capacity as Trustee be personally liable for the payment of any indebtedness, amounts or expenses owed by the Assignor under the Purchase Agreement, as modified or supplemented by this Agreement (such indebtedness, expenses and other amounts being payable solely from and to the extent of funds of the Trust) or be personally liable for the breach or failure of any obligation, representation, warranty or covenant made under this Agreement or any other related documents.

20.   Master Servicer. PrimeLending hereby acknowledges that the Assignee has appointed Wells Fargo Bank, N.A. to act as master servicer and securities administrator under the Pooling and Servicing Agreement and hereby agrees to treat all inquiries, demands, instructions, authorizations and other communications from the Master Servicer as if the same had been received from the Assignee. The Master Servicer, acting on behalf of the Assignee, shall have the rights of the Assignee as the Purchaser under this Agreement, including, without limitation, the right to enforce the obligations of PrimeLending hereunder and under the Purchase Agreement and the right to exercise the remedies of the Purchaser hereunder and under the Purchase Agreement.

 PrimeLending shall make all remittances due by it to the Purchaser with respect to the Mortgage Loans to the following account by wire transfer of immediately available funds:

Wells Fargo Bank, N.A.

San Francisco, California

ABA# 121-000-248

Account #3970771416

Account Name: SAS Clearing

FFC: Account #39116400, Sequoia Mortgage Trust 2013-2 Distribution Account

21.   PrimeLending acknowledges that the custodian will be Wells Fargo Bank, N.A. acting pursuant to the Custodial Agreement. Notwithstanding Section 10 of the Purchase Agreement, PrimeLending shall pay shipping expenses for any Mortgage Loan Documents if there has been a breach of any representation or warranty made with respect to the related Mortgage Loan in Subsection 7.01 of the Purchase Agreement.

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22.   Rule 17g-5 Compliance. PrimeLending hereby agrees that it shall provide information with respect to the Mortgage Loans or the origination thereof to any Rating Agency or nationally recognized statistical rating organization (“NRSRO”) via electronic mail at rmbs17g5informationprovider@wellsfargo.com, with a subject reference of “SEMT 2013-2” and an identification of the type of information being provided in the body of such electronic mail. The Securities Administrator, as the initial Rule 17g-5 Information Provider (the “Rule 17g-5 Information Provider”) shall notify PrimeLending in writing of any change in the identity or contact information of the Rule 17g-5 Information Provider. PrimeLending shall have no liability for (i) the Rule 17g-5 Information Provider’s failure to post information provided by it in accordance with the terms of this Agreement or (ii) any malfunction or disabling of the website maintained by the Rule 17g-5 Information Provider. None of the foregoing restrictions in this Section 22 prohibit or restrict oral or written communications, or providing information, between PrimeLending, on the one hand, and any Rating Agency or NRSRO, on the other hand, with regard to (i) such Rating Agency’s or NRSRO’s review of the ratings it assigns to PrimeLending or (ii) such Rating Agency’s or NRSRO’s evaluation of PrimeLending’s operations in general; provided, however, that PrimeLending shall not provide any information relating to the Mortgage Loans to such Rating Agency or NRSRO in connection with such review and evaluation by such Rating Agency or NRSRO unless: (x) borrower, property or deal specific identifiers are redacted; or (y) such information has already been provided to the Rule 17g-5 Information Provider.

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IN WITNESS WHEREOF, the parties hereto have executed this Agreement the day and year first above written.

REDWOOD RESIDENTIAL ACQUISITION CORPORATION

Assignor

By:

Name:

Title:

SEQUOIA RESIDENTIAL FUNDING, INC.

Depositor

By:

Name:

Title:

Christiana Trust, a division of Wilmington Savings Fund Society, FSB, not in its individual capacity but solely as Trustee,

Assignee

By:

Name:

Title:

PRIMELENDING, A PLAINSCAPITAL COMPANY

By:

Name:

Title:

Accepted and agreed to by:

WELLS FARGO BANK, N.A.

Master Servicer

By:

Name:

Title:

Signature Page – Assignment of Representations and Warranties – PrimeLending (SEMT 2013-2)

ATTACHMENT 1

MORTGAGE LOAN SCHEDULE

	1	2	3	4	5	6	7	8	9	10	11
	Primary Servicer	Servicing Fee %	Servicing Fee—Flatdollar	Servicing Advance Methodology	Originator	Loan Group	Loan Number	Amortization Type	Lien Position	HELOC Indicator	Loan Purpose
1	1000383	0.002500			1000536		21271100003	1	1	0	9
2	1000383	0.002500			1000536		21231100073	1	1	0	7
3	1000383	0.002500			1000536		21381100627	1	1	0	7
4	1000383	0.002500			1000536		2154601635	1	1	0	9
5	1000383	0.002500			1000536		23191100030	1	1	0	9
6	1000383	0.002500			1000536		10281100626	1	1	0	3
7	1000383	0.002500			1000536		20631102717	1	1	0	9
8	1000383	0.002500			1000536		21271100076	1	1	0	7
9	1000383	0.002500			1000536		6017600523	1	1	0	6
10	1000383	0.002500			1000536		20011101427	1	1	0	9
11	1000383	0.002500			1000536		20511100070	1	1	0	7
12	1000383	0.002500			1000536		37261100245	1	1	0	9
13	1000383	0.002500			1000536		20171101012	1	1	0	9
14	1000383	0.002500			1000536		20961100082	1	1	0	9
15	1000383	0.002500			1000536		37471100005	1	1	0	9
16	1000383	0.002500			1000536		23191100075	1	1	0	7
17	1000383	0.002500			1000536		2256601110	1	1	0	3
18	1000383	0.002500			1000536		21531100349	1	1	0	7
19	1000383	0.002500			1000536		37221100650	1	1	0	9
20	1000383	0.002500			1000536		20361100408	1	1	0	9
21	1000383	0.002500			1000536		20361100441	1	1	0	9
22	1000383	0.002500			1000536		37361100048	1	1	0	9
23	1000383	0.002500			1000536		22561100111	1	1	0	7
24	1000383	0.002500			1000536		37471100016	1	1	0	7
25	1000383	0.002500			1000536		37221100551	1	1	0	9
26	1000383	0.002500			1000536		23331100049	1	1	0	9
27	1000383	0.002500			1000536		2256601127	1	1	0	9
28	1000383	0.002500			1000536		21981100954	1	1	0	9
29	1000383	0.002500			1000536		36351100289	1	1	0	7
30	1000383	0.002500			1000536		20981100219	1	1	0	7
31	1000383	0.002500			1000536		37181100043	1	1	0	7
32	1000383	0.002500			1000536		37381100459	1	1	0	9
33	1000383	0.002500			1000536		21231100103	1	1	0	9
34	1000383	0.002500			1000536		37261100657	1	1	0	9
35	1000383	0.002500			1000536		30921100409	1	1	0	9
36	1000383	0.002500			1000536		2071604633	1	1	0	3
37	1000383	0.002500			1000536		10281100685	1	1	0	9
38	1000383	0.002500			1000536		6016601076	1	1	0	7
39	1000383	0.002500			1000536		37361100022	1	1	0	9
40	1000383	0.002500			1000536		20731100962	1	1	0	9
41	1000383	0.002500			1000536		20631102852	1	1	0	7
42	1000383	0.002500			1000536		30061100472	1	1	0	7
43	1000383	0.002500			1000536		20011100634	1	1	0	7
44	1000383	0.002500			1000536		37321100172	1	1	0	9
45	1000383	0.002500			1000536		22441100277	1	1	0	9
46	1000383	0.002500			1000536		6018110050	1	1	0	7
47	1000383	0.002500			1000536		30521100867	1	1	0	9
48	1000383	0.002500			1000536		22051101205	1	1	0	9
49	1000383	0.002500			1000536		21351100766	1	1	0	7
50	1000383	0.002500			1000536		37361100068	1	1	0	6

	12	13	14	15	16	17	18	19	20
	Cash Out Amount	Total Origination and Discount Points	Covered/High Cost Loan Indicator	Relocation Loan Indicator	Broker Indicator	Channel	Escrow Indicator	Senior Loan Amount(s)	Loan Type of Most Senior Lien
1						1	4	0
2						1	4	0
3						5	4	0
4						1	0	0
5						1	4	0
6						1	4	0
7						1	0	0
8						1	4	0
9						1	0	0
10						1	0	0
11						1	0	0
12						1	0	0
13						1	0	0
14						1	0	0
15						1	4	0
16						1	4	0
17						1	0	0
18						1	0	0
19						1	0	0
20						1	4	0
21						1	4	0
22						1	4	0
23						1	4	0
24						1	4	0
25						1	4	0
26						1	0	0
27						1	1	0
28						1	0	0
29						1	4	0
30						1	4	0
31						1	0	0
32						1	4	0
33						1	4	0
34						5	0	0
35						1	0	0
36						1	0	0
37						1	4	0
38						1	0	0
39						1	4	0
40						1	4	0
41						1	4	0
42						1	0	0
43						1	4	0
44						1	0	0
45						1	4	0
46						1	0	0
47						1	0	0
48						1	0	0
49						1	0	0
50						1	0	0

	21	22	23	24	25	26	27	28	29
	Hybrid Period of Most Senior Lien (in months)	Neg Am Limit of Most Senior Lien	Junior Mortgage Balance	Origination Date of Most Senior Lien	Origination Date	Original Loan Amount	Original Interest Rate	Original Amortization Term	Original Term to Maturity
1			0.00		20120905	782000.00	0.040000	360	360
2			0.00		20120928	756000.00	0.038750	360	360
3			0.00		20121207	548000.00	0.036250	360	360
4			0.00		20120924	1200000.00	0.042500	360	360
5			0.00		20121109	1000000.00	0.037500	360	360
6			0.00		20121029	750000.00	0.038750	360	360
7			0.00		20121102	778500.00	0.040000	360	360
8			0.00		20121114	461250.00	0.042500	360	360
9			0.00		20121108	629300.00	0.040000	360	360
10			0.00		20121013	716100.00	0.038750	360	360
11			0.00		20121114	840000.00	0.040000	360	360
12			0.00		20121009	997000.00	0.037500	360	360
13			0.00		20121101	543750.00	0.038750	360	360
14			0.00		20121011	608000.00	0.038750	360	360
15			0.00		20121102	683150.00	0.041250	360	360
16			0.00		20121011	467200.00	0.037500	360	360
17			0.00		20121109	700000.00	0.038750	360	360
18			0.00		20121107	688000.00	0.038750	360	360
19			0.00		20121113	612000.00	0.038750	360	360
20			0.00		20121108	590000.00	0.037500	360	360
21			0.00		20121113	469300.00	0.038750	360	360
22			0.00		20121109	956600.00	0.040000	360	360
23			0.00		20121120	465000.00	0.037500	360	360
24			0.00		20121106	620250.00	0.038750	360	360
25			0.00		20121101	1000000.00	0.038750	360	360
26			0.00		20121115	497000.00	0.038750	360	360
27			0.00		20121120	824500.00	0.037500	360	360
28			0.00		20121113	512000.00	0.038750	360	360
29			0.00		20121130	680000.00	0.033750	360	360
30			0.00		20121119	571850.00	0.038750	360	360
31			0.00		20121126	726800.00	0.041250	360	360
32			0.00		20121119	636600.00	0.038750	360	360
33			0.00		20121121	657000.00	0.033750	360	360
34			0.00		20121121	600000.00	0.036250	360	360
35			0.00		20121204	657900.00	0.038750	360	360
36			0.00		20121116	601200.00	0.037500	360	360
37			0.00		20121019	1000000.00	0.038750	360	360
38			0.00		20121026	575000.00	0.036250	360	360
39			0.00		20121026	1432500.00	0.041250	360	360
40			0.00		20121126	620000.00	0.037500	360	360
41			0.00		20121115	521500.00	0.035000	360	360
42			0.00		20121109	506400.00	0.037500	360	360
43			0.00		20121115	504400.00	0.037500	360	360
44			0.00		20121120	818800.00	0.040000	360	360
45			0.00		20121126	556000.00	0.040000	360	360
46			0.00		20121126	540850.00	0.038750	360	360
47			0.00		20121126	910000.00	0.037500	360	360
48			0.00		20121126	944000.00	0.040000	360	360
49			0.00		20121206	1020000.00	0.038750	360	360
50			0.00		20121126	591200.00	0.037500	360	360

	30	31	32	33	34	35	36	37	38
	First Payment Date of Loan	Interest Type Indicator	Original Interest Only Term	Buy Down Period	HELOC Draw Period	Current Loan Amount	Current Interest Rate	Current Payment Amount Due	Interest Paid Through Date
1	20121101	1	0	0		778608.55	0.040000	3733.39	20121201
2	20121101	1	0	0		752647.98	0.038750	3554.99	20121201
3	20130201	1	0	0		548000.00	0.036250	2499.16	20121201
4	20121101	1	0	0		1195022.57	0.042500	5903.28	20121201
5	20130101	1	0	0		998493.84	0.037500	4631.16	20121201
6	20121201	1	0	0		747786.63	0.038750	3526.78	20121201
7	20130101	1	0	0		777378.32	0.040000	3716.68	20121201
8	20130101	1	0	0		460614.52	0.042500	2269.07	20121201
9	20130101	1	0	0		628393.30	0.040000	3004.37	20121201
10	20121201	1	0	0		713986.67	0.038750	3367.37	20121201
11	20130101	1	0	0		838789.71	0.040000	4010.29	20121201
12	20121201	1	0	0		993992.04	0.037500	4617.26	20121201
13	20130101	1	0	0		542948.95	0.038750	2556.91	20121201
14	20121201	1	0	0		606205.69	0.038750	2859.04	20121201
15	20130101	1	0	0		682187.45	0.041250	3310.88	20121201
16	20121201	1	0	0		465790.44	0.037500	2163.68	20121201
17	20130101	1	0	0		698968.76	0.038750	3291.66	20121201
18	20130101	1	0	0		686986.44	0.038750	3235.23	20121201
19	20130101	1	0	0		611098.40	0.038750	2877.85	20121201
20	20130101	1	0	0		589111.37	0.037500	2732.38	20121201
21	20130101	1	0	0		468608.63	0.038750	2206.82	20121201
22	20130101	1	0	0		955396.45	0.040000	4566.95	20121201
23	20130101	1	0	0		464299.64	0.037500	2153.49	20121201
24	20130101	1	0	0		619336.24	0.038750	2916.65	20121201
25	20130101	1	0	0		998526.80	0.038750	4702.37	20121201
26	20130101	1	0	0		496267.82	0.038750	2337.08	20121201
27	20130101	1	0	0		823258.17	0.037500	3818.39	20121201
28	20130101	1	0	0		511245.72	0.038750	2407.61	20121201
29	20130101	1	0	0		678906.25	0.033750	3006.25	20121201
30	20130101	1	0	0		571007.55	0.038750	2689.05	20121201
31	20130101	1	0	0		725775.95	0.041250	3522.43	20121201
32	20130101	1	0	0		635662.16	0.038750	2993.53	20121201
33	20130101	1	0	0		655943.24	0.033750	2904.57	20121201
34	20130101	1	0	0		599076.19	0.036250	2736.31	20121201
35	20130201	1	0	0		657900.00	0.038750	3093.69	20121201
36	20130101	1	0	0		600294.50	0.037500	2784.25	20121201
37	20121201	1	0	0		997048.84	0.038750	4702.37	20121201
38	20121201	1	0	0		573226.70	0.036250	2622.29	20121201
39	20121201	1	0	0		1428456.28	0.041250	6942.61	20121201
40	20130101	1	0	0		619066.18	0.037500	2871.32	20121201
41	20130101	1	0	0		520679.27	0.035000	2341.77	20121201
42	20130101	1	0	0		505637.28	0.037500	2345.22	20121201
43	20130101	1	0	0		503640.29	0.037500	2335.96	20121201
44	20130101	1	0	0		817620.25	0.040000	3909.08	20121201
45	20130101	1	0	0		555198.90	0.040000	2654.43	20121201
46	20130101	1	0	0		540053.21	0.038750	2543.28	20121201
47	20130101	1	0	0		908629.40	0.037500	4214.35	20121201
48	20130101	1	0	0		942639.87	0.040000	4506.80	20121201
49	20130201	1	0	0		1020000.00	0.038750	4796.42	20121201
50	20130101	1	0	0		590309.56	0.037500	2737.94	20121201

	39	40	41	42	43	44	45	46	47	48	49
	Current Payment Status	Index Type	ARM Look-back Days	Gross Margin	ARM Round Flag	ARM Round Factor	Initial Fixed Rate Period	Initial Interest Rate Cap (Change Up)	Initial Interest Rate Cap (Change Down)	Subsequent Interest Rate Reset Period	Subsequent Interest Rate Cap (Change Down)
1	0	0
2	0	0
3	0	0
4	0	0
5	0	0
6	0	0
7	0	0
8	0	0
9	0	0
10	0	0
11	0	0
12	0	0
13	0	0
14	0	0
15	0	0
16	0	0
17	0	0
18	0	0
19	0	0
20	0	0
21	0	0
22	0	0
23	0	0
24	0	0
25	0	0
26	0	0
27	0	0
28	0	0
29	0	0
30	0	0
31	0	0
32	0	0
33	0	0
34	0	0
35	0	0
36	0	0
37	0	0
38	0	0
39	0	0
40	0	0
41	0	0
42	0	0
43	0	0
44	0	0
45	0	0
46	0	0
47	0	0
48	0	0
49	0	0
50	0	0

	50	51	52	53	54	55	56	57	58	59	60
	Subsequent Interest Rate Cap (Change Up)	Lifetime Maximum Rate (Ceiling)	Lifetime Minimum Rate (Floor)	Negative Amortization Limit	Initial Negative Amortization Recast Period	Subsequent Negative Amortization Recast Period	Initial Fixed Payment Period	Subsequent Payment Reset Period	Initial Periodic Payment Cap	Subsequent Periodic Payment Cap	Initial Minimum Payment Reset Period
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
29
30
31
32
33
34
35
36
37
38
39
40
41
42
43
44
45
46
47
48
49
50

	61	62	63	64	65	66	67	68	69
	Subsequent Minimum Payment Reset Period	Option ARM Indicator	Options at Recast	Initial Minimum Payment	Current Minimum Payment	Prepayment Penalty Calculation	Prepayment Penalty Type	Prepayment Penalty Total Term	Prepayment Penalty Hard Term
1								0
2								0
3								0
4								0
5								0
6								0
7								0
8								0
9								0
10								0
11								0
12								0
13								0
14								0
15								0
16								0
17								0
18								0
19								0
20								0
21								0
22								0
23								0
24								0
25								0
26								0
27								0
28								0
29								0
30								0
31								0
32								0
33								0
34								0
35								0
36								0
37								0
38								0
39								0
40								0
41								0
42								0
43								0
44								0
45								0
46								0
47								0
48								0
49								0
50								0

	70	71	72	73	74	75	76	77	78	79
	Primary Borrower ID	Number of Mortgaged Properties	Total Number of Borrowers	Self-employment Flag	Current ‘Other’ Monthly Payment	Length of Employment: Borrower	Length of Employment: Co- Borrower	Years in Home	FICO Model Used	Most Recent FICO Date
1	205	2		1		19	19	0	1
2	254	1		0		3	0.5	0	1
3	489	2		0		6.5		0	1
4	623	1		0		10	11	1	1
5	154	2		0		0.25	6	8	1
6	423	2		1		15.5		3.25	1
7	444	1		0		8.25		1	1
8	259	2		0		7.5	25	0	1
9	419	1		0		5		0	1
10	561	1		0		5.75		1.75	1
11	420	1		0		5		0	1
12	296	1		0		2	0	0.25	1
13	460	1		0		4.5		2.25	1
14	335	1		0		5		2	1
15	512	1		0		9.75		1	1
16	264	3		0		3.5	18	0	1
17	411	1		0		5.75		8	1
18	386	1		0		13		0	1
19	1	1		0		9.75	5	5	1
20	204	1		0		0		8	1
21	353	2		0		15		3	1
22	323	1		0		27		4	1
23	632	2		0		8		0	1
24	309	1		0		10		0	1
25	394	1		1		9.25		5.75	1
26	167	1		0		1.5	0	2	1
27	410	1		1		5		1.5	1
28	286	1		0		18		1.25	1
29	588	3		0		34	25	0	1
30	719	2		1		18		0	1
31	630	2		1		7	7	0	1
32	462	1		0		4.25		5.75	1
33	257	1		0		13		2	1
34	439	1		0		10		1.25	1
35	327	1		0		22		6	1
36	413	2		0		24	19	8	1
37	421	1		1		3.75		4	1
38	348	1		0		6	5	0	1
39	437	1		1		11		4.5	1
40	180	2		0		2.75	21	2.25	1
41	456	2		0		2		0	1
42	412	2		0		5		0	1
43	454	1		0		3.5		0	1
44	314	1		0		0.25		5.25	1
45	278	2		1		13.25		6.5	1
46	756	2		0		17		0	1
47	294	2		0		0	22	0	1
48	404	1		0		16	18	5	1
49	402	3		1		8		0	1
50	414	1		0		4		0	1

	80	81	82	83	84	85	86	87	88	89
	Primary Wage Earner Original FICO: Equifax	Primary Wage Earner Original FICO: Experian	Primary Wage Earner Original FICO: TransUnion	Secondary Wage Earner Original FICO: Equifax	Secondary Wage Earner Original FICO: Experian	Secondary Wage Earner Original FICO: TransUnion	Original Primary Borrower FICO	Most Recent Primary Borrower FICO	Most Recent Co- Borrower FICO	Most Recent FICO Method
1							791
2							726
3							770
4							768
5							762
6							777
7							769
8							775
9							783
10							726
11							770
12							776
13							785
14							798
15							803
16							782
17							760
18							772
19							788
20							768
21							767
22							722
23							805
24							771
25							735
26							749
27							732
28							802
29							790
30							800
31							778
32							732
33							763
34							786
35							747
36							751
37							726
38							792
39							780
40							768
41							738
42							789
43							790
44							766
45							753
46							748
47							724
48							767
49							745
50							765

	90	91	92	93	94	95	96	97	98
	VantageScore: Primary Borrower	VantageScore: Co- Borrower	Most Recent VantageScore Method	VantageScore Date	Credit Report: Longest Trade Line	Credit Report: Maximum Trade Line	Credit Report: Number of Trade Lines	Credit Line Usage Ratio	Most Recent 12- month Pay History
1									000000000000
2									000000000000
3									000000000000
4									000000000000
5									000000000000
6									000000000000
7									000000000000
8									000000000000
9									000000000000
10									000000000000
11									000000000000
12									000000000000
13									000000000000
14									000000000000
15									000000000000
16									000000000000
17									000000000000
18									000000000000
19									000000000000
20									000000000000
21									000000000000
22									000000000000
23									000000000000
24									000000000000
25									000000000000
26									000000000000
27									000000000000
28									000000000000
29									000000000000
30									000000000000
31									000000000000
32									000000000000
33									000000000000
34									000000000000
35									000000000000
36									000000000000
37									000000000000
38									000000000000
39									000000000000
40									000000000000
41									000000000000
42									000000000000
43									000000000000
44									000000000000
45									000000000000
46									000000000000
47									000000000000
48									000000000000
49									000000000000
50									000000000000

	99	100	101	102	103	104	105	106	107
	Months Bankruptcy	Months Foreclosure	Primary Borrower Wage Income	Co-Borrower Wage Income	Primary Borrower Other Income	Co-Borrower Other Income	All Borrower Wage Income	All Borrower Total Income	4506-T Indicator
1			63425.00	0.00	0.00	0.00	63425.00	63425.00	1
2			9916.67	6435.10	0.00	0.00	16351.77	16351.77	1
3			8825.40	0.00	5306.17	0.00	8825.40	14131.57	1
4			5833.34	10000.00	11772.33	0.00	15833.34	27605.67	1
5			17500.00	0.00	0.00	0.00	17500.00	17500.00	1
6			0.00		19423.80		0.00	19423.80	1
7			16666.66		0.00		16666.66	16666.66	1
8			5001.58	5036.38	5028.84	0.00	10037.96	15066.80	1
9			13032.94		0.00		13032.94	13032.94	1
10			14914.84		0.00		14914.84	14914.84	1
11			33074.99	0.00	0.00	0.00	33074.99	33074.99	1
12			5416.66	11250.00	0.00	0.00	16666.66	16666.66	1
13			18291.00	0.00	0.00	0.00	18291.00	18291.00	1
14			8032.60		13486.63		8032.60	21519.23	1
15			13375.75		0.00		13375.75	13375.75	1
16			14997.32	7274.80	7293.97	2976.66	22272.12	32542.75	1
17			28154.83		5566.87		28154.83	33721.70	1
18			12402.16		8125.00		12402.16	20527.16	1
19			10114.19	16503.17	0.00	0.00	26617.36	26617.36	1
20			0.00	1655.00	7232.25	0.00	1655.00	8887.25	1
21			10112.92	0.00	0.00	0.00	10112.92	10112.92	1
22			32400.00	0.00	0.00	0.00	32400.00	32400.00	1
23			27565.96	0.00	0.00	0.00	27565.96	27565.96	1
24			11423.57		0.00		11423.57	11423.57	1
25			22503.00		0.00		22503.00	22503.00	1
26			14875.00	0.00	0.00	0.00	14875.00	14875.00	1
27			36123.66	0.00	0.00	0.00	36123.66	36123.66	1
28			15112.75		0.00		15112.75	15112.75	1
29			3920.06	1206.00	0.00	0.00	5126.06	5126.06	1
30			42678.83		0.00		42678.83	42678.83	1
31			3250.00	3250.00	12083.22	0.00	6500.00	18583.22	1
32			18450.49	0.00	0.00	0.00	18450.49	18450.49	1
33			14884.78		0.00		14884.78	14884.78	1
34			16614.66		0.00		16614.66	16614.66	0
35			12051.00	0.00	19744.71	0.00	12051.00	31795.71	1
36			7386.44	7231.32	0.00	0.00	14617.76	14617.76	1
37			83028.75		16776.33		83028.75	99805.08	1
38			11357.98	8235.07	0.00	0.00	19593.05	19593.05	1
39			0.00	0.00	21324.80	0.00	0.00	21324.80	1
40			7772.24	8547.78	0.00	0.00	16320.02	16320.02	1
41			38048.87		0.00		38048.87	38048.87	1
42			12515.98	0.00	5157.58	0.00	12515.98	17673.56	1
43			9870.84		0.00		9870.84	9870.84	1
44			20000.00		0.00		20000.00	20000.00	1
45			28012.54	0.00	0.00	0.00	28012.54	28012.54	1
46			15899.50	0.00	2415.83	0.00	15899.50	18315.33	1
47			0.00	20677.83	0.00	0.00	20677.83	20677.83	1
48			10619.44	4345.16	0.00	0.00	14964.60	14964.60	1
49			40268.36	0.00	0.00	0.00	40268.36	40268.36	1
50			17833.34		0.00		17833.34	17833.34	1

	108	109	110	111	112	113	114	115	116
	Borrower Income Verification Level	Co-Borrower Income Verification	Borrower Employment Verification	Co-Borrower Employment Verification	Borrower Asset Verification	Co-Borrower Asset Verification	Liquid / Cash Reserves	Monthly Debt All Borrowers	Originator DTI
1	5		3		4		210334.04	7956.16	0.125442
2	5		3		4		122986.48	4884.62	0.298721
3	5		3		4		73648.94	5097.58	0.360723
4	5		3		4		126547.60	8796.74	0.318657
5	5		3		4		1185080.08	7447.53	0.425573
6	5		3		4		227494.54	8734.40	0.449675
7	5		3		4		415188.58	5254.26	0.315256
8	5		3		4		146767.07	5878.37	0.390154
9	5		3		4		138909.10	3724.89	0.285806
10	5		3		4		33866.17	4861.16	0.325928
11	5		3		4		675657.53	9987.19	0.301956
12	5		3		4		459357.92	5616.30	0.336978
13	5		3		4		988547.85	4819.61	0.263496
14	5		3		4		67983.12	3913.79	0.181874
15	5		3		4		69061.43	4425.21	0.330838
16	5		3		4		182281.51	6099.42	0.187428
17	5		3		4		135390.17	6678.45	0.198046
18	5		3		4		36677.24	6681.43	0.325492
19	5		3		4		710149.69	7086.39	0.266232
20	5		3		4		131088.00	3609.96	0.406195
21	5		3		4		144690.45	4172.95	0.412636
22	5		3		4		393895.17	9097.37	0.280783
23	5		3		4		120500.29	6000.56	0.217680
24	5		3		4		279435.05	4081.31	0.357271
25	5		3		4		354936.67	8171.87	0.363146
26	5		3		4		181380.25	4603.20	0.309459
27	5		3		4		73069.62	7330.50	0.202928
28	5		3		4		37498.31	5017.07	0.331976
29	5		3		4		178086.09	2558.68	0.499151
30	5		3		4		102050.72	6699.25	0.156969
31	5		3		4		292099.77	8475.68	0.456093
32	5		3		4		47678.56	7366.43	0.399254
33	5		3		4		159089.05	5258.24	0.353263
34	5		3		4		154173.47	4990.48	0.300366
35	5		3		4		506979.30	6137.78	0.193038
36	5		3		4		47018.83	6885.08	0.471008
37	5		3		4		176606.11	8755.40	0.087725
38	5		3		4		67010.68	3849.21	0.196458
39	5		3		4		6401819.37	9884.94	0.463542
40	5		3		4		62111.33	6339.74	0.388464
41	5		3		4		102402.66	4740.51	0.124590
42	5		3		4		350859.37	5777.10	0.326878
43	5		3		4		97224.18	3975.62	0.402764
44	5		3		4		48868.15	6275.50	0.313775
45	5		3		4		137845.60	5626.77	0.200866
46	5		3		4		148312.71	7990.17	0.436256
47	5		3		4		53270.06	7759.60	0.375262
48	5		3		4		195535.77	5741.63	0.383681
49	5		3		4		320834.47	16626.69	0.412897
50	5		3		4		128247.09	3926.42	0.220173

	117	118	119	120	121	122	123	124	125
	Fully Indexed Rate	Qualification Method	Percentage of Down Payment from Borrower Own Funds	City	State	Postal Code	Property Type	Occupancy	Sales Price
1				REHOBOTH BEACH	DE	19971	1	2
2				BETHESDA	MD	20816	1	1	945000.00
3			100.000000	OVERLAND PARK	KS	66221	7	1	685000.00
4				MANHATTAN BEACH	CA	90266	1	1
5				WILMINGTON	DE	19806	1	1
6				LUBBOCK	TX	79424	1	1
7				DALLAS	TX	75238	1	1
8			100.000000	REHOBOTH BEACH	DE	19971	4	2	615000.00
9			100.000000	DALLAS	TX	75039	7	1	786631.00
10				PACIFIC PALISADES	CA	90272	1	1
11			100.000000	WILMINGTON	NC	28411	7	2	1200000.00
12				ATLANTA	GA	30342	1	1
13				SAN ANTONIO	TX	78209	1	1
14				DANIEL ISLAND	SC	29492	7	1
15				MERCER ISLAND	WA	98040	1	1
16			100.000000	WILMINGTON	DE	19807	7	1	584000.00
17				HAUGHTON	LA	71037	1	1
18			100.000000	SAN DIEGO	CA	92131	7	1	860000.00
19				FORT WORTH	TX	76107	7	1
20				FOUNTAIN HILLS	AZ	85268	7	1
21				SCOTTSDALE	AZ	85259	1	1
22				DALLAS	TX	75218	1	1
23			100.000000	BATON ROUGE	LA	70810	7	1	620000.00
24			100.000000	SEATTLE	WA	98102	3	1	827000.00
25				AUSTIN	TX	78703	1	1
26				LONG GROVE	IL	60047	7	1
27				BATON ROUGE	LA	70809	1	1
28				KATY	TX	77494	7	1
29			100.000000	ENCINITAS	CA	92024	7	1	980000.00
30			100.000000	SWAN VALLEY	ID	83449	1	2	762500.00
31			100.000000	WOODINVILLE	WA	98077	7	1	908500.00
32				KINGWOOD	TX	77345	7	1
33				BOONSBORO	MD	21713	7	1
34				DALLAS	TX	75214	1	1
35				FRISCO	TX	75034	7	1
36				DALLAS	TX	75205	1	1
37				LUBBOCK	TX	79424	1	1
38			100.000000	MISSOURI CITY	TX	77459	7	1	718831.00
39				Charlotte	NC	28211	1	1
40				GREENWICH	CT	06830	1	1
41			100.000000	MERCER ISLAND	WA	98040	1	1	745000.00
42			100.000000	PLANO	TX	75093	7	1	633000.00
43			100.000000	Dallas	TX	75209	1	1	630500.00
44				HOUSTON	TX	77005	7	1
45				CRAMERTON	NC	28032	7	1
46			100.000000	Sugarland	TX	77479	7	1	676119.00
47				Austin	TX	78731	1	1
48				KINGSTON	TN	37763	7	1
49			100.000000	GALLATIN	TN	37066	1	1	1360000.00
50			100.000000	Houston	TX	77005	1	1	739000.00

	126	127	128	129	130	131	132	133	134
	Original Appraised Property Value	Original Property Valuation Type	Original Property Valuation Date	Original Automated Valuation Model (AVM) Model Name	Original AVM Confidence Score	Most Recent Property Value2	Most Recent Property Valuation Type	Most Recent Property Valuation Date	Most Recent AVM Model Name
1	1300000.00	3	20120723
2	1010000.00	3	20120831
3	690000.00	3	20121127
4	2016000.00	3	20120716
5	1523000.00	3	20120703
6	1375000.00	3	20120925
7	1100000.00	3	20120919
8	618000.00	3	20120919
9	790000.00	3	20121015
10	1200000.00	3	20120920
11	1285000.00	3	20120921
12	1560000.00	3	20120913
13	725000.00	3	20120926
14	900000.00	3	20120813
15	950000.00	3	20120915
16	585000.00	3	20120924
17	1100000.00	3	20121002
18	874000.00	3	20121010
19	920000.00	3	20121012
20	1145000.00	3	20121009
21	820000.00	3	20121010
22	1200000.00	3	20121011
23	650000.00	3	20121016
24	840000.00	3	20121012
25	1725000.00	3	20120830
26	670000.00	3	20121025
27	1071000.00	3	20121018
28	665000.00	3	20121031
29	980000.00	3	20121116
30	775000.00	3	20121027
31	910000.00	3	20121026
32	855000.00	3	20121023
33	858000.00	3	20121023
34	870000.00	3	20121102
35	1080000.00	3	20121119
36	1065000.00	3	20121025
37	1900000.00	3	20120831
38	750000.00	3	20121008
39	1910000.00	3	20120730
40	1000000.00	3	20121016
41	745000.00	3	20121011
42	670000.00	3	20121018
43	665000.00	3	20121022
44	1200000.00	3	20121031
45	695000.00	3	20121012
46	680000.00	3	20121105
47	1300000.00	3	20121024
48	1200000.00	3	20120831
49	1400000.00	3	20121105
50	750000.00	3	20121113

	135	136	137	138	139	140	141	142	143	144	145
	Most Recent AVM Confidence Score	Original CLTV	Original LTV	Original Pledged Assets	Mortgage Insurance Company Name	Mortgage Insurance Percent	MI: Lender or Borrower Paid?	Pool Insurance Co. Name	Pool Insurance Stop Loss %	MI Certificate Number	Updated DTI (Front-end)
1		0.601500	0.601500	0	0	0
2		0.800000	0.800000	0	0	0
3		0.800000	0.800000	0	0	0
4		0.595200	0.595200	0	0	0
5		0.656500	0.656500	0	0	0
6		0.545400	0.545400	0	0	0
7		0.707700	0.707700	0	0	0
8		0.750000	0.750000	0	0	0
9		0.799900	0.799900	0	0	0
10		0.596700	0.596700	0	0	0
11		0.700000	0.700000	0	0	0
12		0.639100	0.639100	0	0	0
13		0.750000	0.750000	0	0	0
14		0.675500	0.675500	0	0	0
15		0.719100	0.719100	0	0	0
16		0.800000	0.800000	0	0	0
17		0.636300	0.636300	0	0	0
18		0.800000	0.800000	0	0	0
19		0.665200	0.665200	0	0	0
20		0.515200	0.515200	0	0	0
21		0.572300	0.572300	0	0	0
22		0.797100	0.797100	0	0	0
23		0.750000	0.750000	0	0	0
24		0.750000	0.750000	0	0	0
25		0.579700	0.579700	0	0	0
26		0.741700	0.741700	0	0	0
27		0.769800	0.769800	0	0	0
28		0.769900	0.769900	0	0	0
29		0.693800	0.693800	0	0	0
30		0.749900	0.749900	0	0	0
31		0.800000	0.800000	0	0	0
32		0.744500	0.744500	0	0	0
33		0.765700	0.765700	0	0	0
34		0.689600	0.689600	0	0	0
35		0.609100	0.609100	0	0	0
36		0.564500	0.564500	0	0	0
37		0.526300	0.526300	0	0	0
38		0.799900	0.799900	0	0	0
39		0.750000	0.750000	0	0	0
40		0.620000	0.620000	0	0	0
41		0.700000	0.700000	0	0	0
42		0.800000	0.800000	0	0	0
43		0.800000	0.800000	0	0	0
44		0.682300	0.682300	0	0	0
45		0.800000	0.800000	0	0	0
46		0.799900	0.799900	0	0	0
47		0.700000	0.700000	0	0	0
48		0.786600	0.786600	0	0	0
49		0.750000	0.750000	0	0	0
50		0.800000	0.800000	0	0	0

	146	147	148	149	150	151	152	153	154	155
	Updated DTI (Back-end)	Modification Effective Payment Date	Total Capitalized Amount	Total Deferred Amount	Pre-Modification Interest (Note) Rate	Pre-Modification P&I Payment	Pre-Modification Initial Interest Rate Change Downward Cap	Pre-Modification Subsequent Interest Rate Cap	Pre-Modification Next Interest Rate Change Date	Pre-Modification I/O Term
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
29
30
31
32
33
34
35
36
37
38
39
40
41
42
43
44
45
46
47
48
49
50

	156	157	158	159	160	161	162	163
	Forgiven Principal Amount	Forgiven Interest Amount	Number of Modifications	Cash To/From Brrw at Closing	Brrw - Yrs at in Industry	CoBrrw - Yrs at in Industry	Junior Mortgage Drawn Amount	Maturity Date
1					19	19		20421001
2					7	0.5		20421001
3					7		0	20430101
4					10	11	0	20421001
5					1	6	0	20421201
6					15.5		0	20421101
7					11		0	20421201
8					9	25	0	20421201
9					10		0	20421201
10					5.75		0	20421101
11					20		0	20421201
12					9	13	0	20421101
13					10		0	20421201
14					9		0	20421101
15					10		0	20421201
16					20	20	0	20421101
17					25		0	20421201
18					14		0	20421201
19					41	5	0	20421201
20					0		0	20421201
21					20		0	20421201
22					27		0	20421201
23					10		0.00	20421201
24					25		0	20421201
25					10		0	20421201
26					25	0	0	20421201
27					5		0	20421201
28					18		0	20421201
29					34	25	0	20421201
30					25		0	20421201
31					7	7	0	20421201
32					17		0	20421201
33					22		0	20421201
34					11		0	20421201
35					28		0	20430101
36					24	19	0	20421201
37					3.75		0	20421101
38					8	8	0	20421101
39					11		0	20421101
40					12	21	0	20421201
41					2		0	20421201
42					22		0	20421201
43					6		0	20421201
44					16		0	20421201
45					15		0	20421201
46					17		0	20421201
47					0	22	0	20421201
48					16	18	0	20421201
49					8		0	20430101
50					5		0	20421201

	164	165	166	167	168	169	170	171	172
	Primary Borrower Wage Income (Salary)	Primary Borrower Wage Income (Bonus)	Primary Borrower Wage Income (Commission)	Co-Borrower Wage Income (Salary)	Co-Borrower Wage Income (Bonus)	Co-Borrower Wage Income (Commission)	Originator Doc Code	RWT Income Verification	RWT Asset Verification
1	63425	0	0	0	0	0	Full	Two Years	Two Months
2	9916.67	0	0	6435.1	0	0	Full	Two Years	Two Months
3	8825.4	0	5306.17	0	0	0	Full	Two Years	Two Months
4	5833.34	0	0	10000	0	0	Full	Two Years	Two Months
5	17500	0	0	0	0	0	Full	Two Years	Two Months
6	0	0	0	0	0	0	Full	Two Years	Two Months
7	16666.66	0	0	0	0	0	Full	Two Years	Two Months
8	5001.58	0	5028.84	5036.38	0	0	Full	Two Years	Two Months
9	13032.94	0	0	0	0	0	Full	Two Years	Two Months
10	14914.84	0	0	0	0	0	Full	Two Years	Two Months
11	33074.99	0	0	0	0	0	Full	Two Years	Two Months
12	5416.66	0	0	11250	0	0	Full	Two Years	Two Months
13	18291	0	0	0	0	0	Full	Two Years	Two Months
14	8032.6	0	13486.63	0	0	0	Full	Two Years	Two Months
15	13375.75	0	0	0	0	0	Full	Two Years	Two Months
16	14997.32	7293.97	0	7274.8	0	0	Full	Two Years	Two Months
17	28154.83	0	5566.87	0	0	0	Full	Two Years	Two Months
18	12402.16	8125	0	0	0	0	Full	Two Years	Two Months
19	10114.19	0	0	16503.17	0	0	Full	Two Years	Two Months
20	0	0	0	1655	0	0	Full	Two Years	Two Months
21	10112.92	0	0	0	0	0	Full	Two Years	Two Months
22	32400	0	0	0	0	0	Full	Two Years	Two Months
23	27565.96	0	0	0	0	0	Full	Two Years	Two Months
24	11423.57	0	0	0	0	0	Full	Two Years	Two Months
25	22503	0	0	0	0	0	Full	Two Years	Two Months
26	14875	0	0	0	0	0	Full	Two Years	Two Months
27	36123.66	0	0	0	0	0	Full	Two Years	Two Months
28	15112.75	0	0	0	0	0	Full	Two Years	Two Months
29	3920.06	0	0	1206	0	0	Full	Two Years	Two Months
30	42678.83	0	0	0	0	0	Full	Two Years	Two Months
31	3250	0	12083.22	3250	0	0	Full	Two Years	Two Months
32	18450.49	0	0	0	0	0	Full	Two Years	Two Months
33	14884.78	0	0	0	0	0	Full	Two Years	Two Months
34	16614.66	0	0	0	0	0	Full	Two Years	Two Months
35	12051	0	19744.71	0	0	0	Full	Two Years	Two Months
36	7386.44	0	0	7231.32	0	0	Full	Two Years	Two Months
37	83028.75	0	0	0	0	0	Full	Two Years	Two Months
38	11357.98	0	0	8235.07	0	0	Full	Two Years	Two Months
39	0	0	0	0	0	0	Full	Two Years	Two Months
40	7772.24	0	0	8547.78	0	0	Full	Two Years	Two Months
41	38048.87	0	0	0	0	0	Full	Two Years	Two Months
42	12515.98	5157.58	0	0	0	0	Full	Two Years	Two Months
43	9870.84	0	0	0	0	0	Full	Two Years	Two Months
44	20000	0	0	0	0	0	Full	Two Years	Two Months
45	28012.54	0	0	0	0	0	Full	Two Years	Two Months
46	15899.5	2415.83	0	0	0	0	Full	Two Years	Two Months
47	0	0	0	20677.83	0	0	Full	Two Years	Two Months
48	10619.44	0	0	4345.16	0	0	Full	Two Years	Two Months
49	40268.36	0	0	0	0	0	Full	Two Years	Two Months
50	17833.34	0	0	0	0	0	Full	Two Years	Two Months

ATTACHMENT 2

PURCHASE AGREEMENT

 Refer to Exhibit 10.7

EX-10.9

EXHIBIT 10.9

CUSTODIAL AGREEMENT

Dated as of

January 1, 2013

CHRISTIANA TRUST, a division of

wilmington savings fund society, fsb,

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 Acquisition Corporation,

as Seller

TABLE OF CONTENTS

			Page
Article 1		Definitions	1
Article 2		Custodial Terms	5
	Section 2.1	Appointment of the Custodian	5
	Section 2.2	Custodian Fees	5
Article 3		Custody of Mortgage Documents	5
	Section 3.1	Delivery of Mortgage Files	5
	Section 3.2	Review of Mortgage Files	7
	Section 3.3	Certifications and Reports	8
	Section 3.4	Release of Mortgage Files	9
	Section 3.5	Inspection of Mortgage Files	10
	Section 3.6	Copies of Mortgage Files	10
	Section 3.7	Documents Missing From Mortgage Files	10
Article 3A		Custody of Credit File Documents and Underwriting Guidelines	10
	Section 3A.1	Delivery of Credit Files	10
	Section 3A.2	Confirmation of Receipt of Credit Files	11
	Section 3A.3	Credit File Certifications and Reports	11
	Section 3A.4	Requests for Credit Files	11
	Section 3A.5	Images Missing from Credit Files	12
	Section 3A.6	Retention of Underwriting Guidelines	12
Article 4		Concerning the Custodian	12
	Section 4.1	Custodian May Resign: Trustee May Remove Custodian.	12
	Section 4.2	Merger or Consolidation of Custodian	13
	Section 4.3	Limitation of Custodians Duties	13
	Section 4.4	Standard of Care; Indemnification	15
	Section 4.5	Force Majeure	16

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	Section 4.6	Accounting	16
	Section 4.7	Compliance Certification	17
	Section 4.8	Subcontracting	17
Article 5		Representations and Warranties	17
	Section 5.1	Capital Requirements	17
	Section 5.2	No Claims to Mortgage Loans	18
Article 6		Covenants	19
	Section 6.1	Insurance	19
	Section 6.2	Storage of Mortgage Files	19
Article 7		Miscellaneous	19
	Section 7.1	Notices	19
	Section 7.2	Entire Agreement	21
	Section 7.3	Binding Nature of Agreement: Assignment	21
	Section 7.4	Governing Law	21
	Section 7.5	Recordation of Agreement	21
	Section 7.6	Agreement for the Exclusive Benefit of Parties	22
	Section 7.7	Counterparts	22
	Section 7.8	Indulgences: Not Waivers	22
	Section 7.9	Titles Not to Affect Interpretation	22
	Section 7.10	Provisions Separable	22
	Section 7.11	Conflict or Inconsistency	22
	Section 7.12	Waiver of Trial by Jury	22
	Section 7.13	Submission to Jurisdiction; Waivers	22
	Section 7.14	Non-petition	23
	Section 7.15	Termination	23
Signature Page			24

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EXHIBITS

EXHIBIT A	DELIVERY INSTRUCTIONS
EXHIBIT B	DATA FORMAT
EXHIBIT C	AUTHORIZED REPRESENTATIVES CERTIFICATION
EXHIBIT D-1	INITIAL AUTHORIZED REPRESENTATIVES OF THE TRUSTEE
EXHIBIT D-2	INITIAL AUTHORIZED REPRESENTATIVES OF THE DEPOSITOR
EXHIBIT D-3	INITIAL AUTHORIZED REPRESENTATIVES OF ORIGINATORS AND SERVICERS
EXHIBIT D-4	INITIAL AUTHORIZED REPRESENTATIVES OF WELLS FARGO BANK, N.A., AS MASTER SERVICER
EXHIBIT E	SCHEDULE OF FEES
EXHIBIT F	REQUEST FOR RELEASE OF DOCUMENTS
EXHIBIT G	FORM OF CERTIFICATION
EXHIBIT H	FORM OF TRANSMITTAL LETTER
EXHIBIT I	FORM OF CERTIFICATION REGARDING SERVICING CRITERIA TO BE ADDRESSED IN REPORT ON ASSESSMENT OF COMPLIANCE
EXHIBIT J	FORM OF CREDIT FILE CERTIFICATION
EXHIBIT K	LIST OF ORIGINATORS AND MORTGAGE LOAN PURCHASE AGREEMENTS
EXHIBIT L	LIST OF SERVICERS AND SERVICING AGREEMENTS
ANNEX 1	DOCUMENT EXCEPTION CODES

iii

CUSTODIAL AGREEMENT

THIS CUSTODIAL AGREEMENT dated as of January 1, 2013 (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 Christiana Trust, a division of Wilmington Savings Fund Society, FSB, 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 2013-2 (the “Mortgage Certificates”), issued pursuant to the Pooling and Servicing Agreement, dated as of January 1, 2013 (the “Pooling and Servicing Agreement”), by and among Wells Fargo Bank, N.A., Christiana Trust, a division of Wilmington Savings Fund Society, FSB, and Sequoia Residential Funding, Inc.

RECITALS

The Trustee desires to appoint the Custodian to act as its custodian for the purposes of, from time to time, receiving and holding certain documents, instruments and papers delivered hereunder, all upon the terms and conditions and subject to the limitations hereinafter set forth.

Now therefore, in consideration of the mutual promises and agreements herein and other good and valuable consideration, the receipt and adequacy of which are hereby acknowledged, the parties hereto agree as follows:

ARTICLE 1.

DEFINITIONS

Except as otherwise specified herein or as the context may otherwise require, whenever used in this Custodial Agreement, the following words and phrases shall have the meaning specified in this Article.

“Acknowledgements” As used on Exhibits K and L, the Assignment of Representations and Warranties Agreements and the Assignment, Assumption and Recognition Agreements, each dated January 30, 2013, assigning rights under the related mortgage loan purchase agreements and the servicing agreements, respectively, from the Seller to the Depositor and from the Depositor to the Trustee, for the benefit of the certificateholders, acknowledged by the Master Servicer.

“Authorized Representative” As defined in Section 3.4 hereof.

“CEN” Cenlar FSB, a federal savings bank.

“Certification” The certificate to be delivered pursuant to Section 3.2(a) in the form of Exhibit G.

“Closing Date” January 30, 2013.

“Co-op Loan” A Mortgage Loan that is secured by a first lien on and a perfected security interest in Co-op Shares and the related Proprietary Lease granting exclusive rights to occupy the related co-op unit in the building owned by the related co-op corporation.

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“Co-op Shares” With respect to any Co-op Loan, the shares of stock issued by a co-op corporation and allocated to a co-op unit and represented by a stock certificate.

“Credit File” As defined in Section 3A.1 of this Custodial Agreement.

“Credit File Certification” The certificate to be delivered pursuant to Section 3A.3 in the form of Exhibit J.

“Credit File Exception Report” As defined in Section 3A.3 of this Custodial Agreement.

“Custodian” Wells Fargo Bank, N.A., and its successors and assigns, in its capacity as custodian hereunder.

“Data Tape” As defined in Section 3A.1 of this Custodial Agreement.

“Delivery Date” The later of the date of receipt by the Custodian of any (i) Mortgage File or (ii) Mortgage Loan Schedule.

“Designated Custody Signer” Any officer or employee of the Custodian involved in, or responsible for, the custody of the Mortgage Loans. The name and specimen signature of each Designated Custody Signer is maintained by the Custodian and is available for review upon request.

“Depositor” Sequoia Residential Funding, Inc., as depositor under the Pooling and Servicing Agreement.

“Exception” With respect to any Mortgage Loan any variance from the requirements of Section 3.1 hereof with respect to the Mortgage Files (taking into consideration the right to deliver certified copies in lieu of original documents in certain circumstances).

“Exception Report” The list, in the format of Annex 1, of Mortgage Loans delivered by the Custodian to the Trustee as provided in Section 3.2 hereof, reflecting the Mortgage Loans held by the Custodian, which includes codes indicating any Exceptions with respect to each Mortgage Loan listed thereon.

“Exchange Act” The Securities Exchange Act of 1934, as amended, and the rules and regulations thereunder.

“FRB” First Republic Bank, a California corporation.

“Master Servicer” Wells Fargo Bank, N.A., and its successors and assigns, as master servicer of the Mortgage Loans under the Pooling and Servicing Agreement.

“MERS” Mortgage Electronic Registration Systems, Inc., a corporation organized and existing under the laws of the State of Delaware, or any successor thereto.

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“MERS Mortgage Loan” Any Mortgage Loan registered with MERS on the MERS® System.

“MERS® System” The system of recording transfers of mortgages electronically maintained by MERS.

“Miscellaneous Images” As defined in Section 3A.1 of this Custodial Agreement.

“MIN” The Mortgage Identification Number for any MERS Mortgage Loan.

“Mortgage” The original mortgage, deed of trust or other instrument creating a first lien on the Mortgaged Property.

“Mortgage Certificates” As defined in the first paragraph of this Custodial Agreement.

“Mortgage File” A legal-sized pocket folder containing the Mortgage Loan documents described in Section 3.1 that is labeled in the upper right-hand corner to identify clearly the Servicer, the Trustee, the mortgagor, the Mortgage Loan number and any previous Mortgage Loan number.

“Mortgage Loan” A loan identified on a Mortgage Loan Schedule.

“Mortgage Loan Schedule” The electronic transmission of Mortgage Loans substantially in the form of Exhibit B. Such list shall set forth the following information with respect to each Mortgage Loan:

(1) the loan number;

(2) the street address (including unit number, city, state) of the related mortgaged property;

(3) mortgagor name;

(4) original principal balance of the Mortgage Loan;

(5) stated maturity date;

(6) mortgage interest rate;

(7) origination date;

(8) first payment date;

(9) principal and interest

(10) with respect to each ARM loan, the first adjustment date;

(11) with respect to each ARM loan, the maximum mortgage interest rate;

(12) with respect to each ARM loan, the periodic rate cap;

(13) with respect to each ARM loan, the gross margin;

(14) rounding method;

(15) ARM rounding percent;

(16) ARM look back;

(17) ARM index;

(18) Interest only flag;

(19) Interest only term;

(20) a code indicating if the Mortgage Loan is a MERS Mortgage Loan and, if so, the MIN;

(21) a code indicating if the Mortgage Loan is a Co-op Loan; and

3

(22) Servicer loan ID.

“Mortgage Note” The original executed note or other evidence of indebtedness of a Mortgagor under a Mortgage Loan.

“Mortgaged Property” The underlying property securing the Mortgage Loan.

“Mortgagor” The obligor on a promissory note.

“Opinion of Counsel” A written opinion of counsel acceptable to the Custodian.

“Originator” Each of the parties listed on Exhibit K, and their respective successors and assigns, as a party to a mortgage loan purchase agreement with the Seller or a prior purchaser.

“Person” Any individual, corporation, company, voluntary association, partnership, joint venture, limited liability company, trust, unincorporated association or government (or any agency, instrumentality or political subdivision thereof).

“PHH” PHH Mortgage Corporation, a New Jersey corporation.

“PHH Mortgage Loan” Any Mortgage Loan originated or acquired by PHH.

“Pooling and Servicing Agreement” As defined in the first paragraph of this Custodial Agreement.

“Proprietary Lease” The lease on a co-op unit evidencing the possessory interest of the owner of the Co-op Shares in such co-op unit.

“Rejected Release Request” A Request for Release that is rejected because (i) the Custodian no longer has custody of the Mortgage File or (ii) the Request for Release is improperly prepared.

“Request for Release” A request for a release from a Servicer or the Master Servicer of a Mortgage File either in an electronic format or signed by an Authorized Representative of a Servicer or the Master Servicer, in the form attached hereto as Exhibit F.

“Securities Administrator” Wells Fargo Bank, N.A., as securities administrator under the Pooling and Servicing Agreement.

“Seller” Redwood Residential Acquisition Corporation, as seller of the Mortgage Loans under the Mortgage Loan Purchase and Sale Agreement, dated January 30, 2013, by and between Redwood Residential Acquisition Corporation and Sequoia Residential Funding, Inc.

“Servicer” Each of CEN, FRB, or PHH, and their respective successors and assigns, in its role as servicer of the Mortgage Loans under the related servicing agreement listed on Exhibit L.

“Trust Fund” The trust fund created pursuant to the Pooling and Servicing Agreement.

4

“Underwriting Guidelines” As defined in Section 3A.7 of this Custodial Agreement.

ARTICLE 2.

CUSTODIAL TERMS

Section 2.1. Appointment of Custodian. The Trustee hereby appoints the Custodian to act as custodian of the Mortgage Files for the Mortgage Loans, the Credit Files and the Underwriting Guidelines delivered to the Custodian pursuant to this Custodial Agreement and the Custodian hereby accepts such appointment.

Section 2.2. Custodian Fees. The Master Servicer hereby agrees to pay the Custodian, out of its own funds and not funds of the Trust Fund, the fees and expenses of the Custodian as described on Exhibit E attached hereto. The obligation of the Master Servicer to pay the fees for services described on Exhibit E hereto shall apply to the Custodian’s services until the termination of this Custodial Agreement, unless the parties hereto mutually agree upon a different schedule. All fees and expenses of the Custodian for services not described in this Custodial Agreement or Exhibit E shall be reimbursed by the Trust Fund, subject to the limitations on reimbursements in clause (B) of the definition of Available Distribution Amount in the Pooling and Servicing Agreement.

All of the Custodian’s fees and expenses shall be due upon receipt of an invoice from the Custodian. The Master Servicer shall notify the Custodian in writing of any disputed fees or expenses within 60 days of the invoice date, specifying the subject matter of the dispute. The obligations of the Master Servicer to pay Custodian for such fees and expenses in connection with services provided by Custodian hereunder can be transferred along with the assignment of this Custodial Agreement. All accrued and unpaid fees and expenses and any other amounts due and owing to the Custodian under this Custodial Agreement shall survive the termination, resignation or removal of the Custodian.

Upon the issuance of the Mortgage Certificates, the Depositor shall pay to the Custodian a loan file review fee of $4.00 per Mortgage File. The Depositor shall not be responsible for any other fees or expenses of the Custodian under this Custodial Agreement, other than as set forth on Exhibit E hereto.

ARTICLE 3.

CUSTODY OF MORTGAGE DOCUMENTS

Section 3.1. Delivery of Mortgage Files. The Depositor shall deliver or cause to be delivered to the Custodian, on a date mutually agreed upon among the parties hereto, a Mortgage Loan Schedule and, to the extent made available to the Depositor, the following documents for each Mortgage Loan listed on such Mortgage Loan Schedule, to be held by the Custodian for the benefit of the Trustee:

(a) With respect to any Mortgage Loan that is not a Co-op Loan:

5

(i) The original Mortgage Note, bearing all intervening endorsements, endorsed, “Pay to the order of                           , without recourse” and signed in the name of the applicable Originator, by an authorized officer or, in the case of a Mortgage Loan serviced by FRB, if the original Mortgage Note has been lost or destroyed, a copy of the note together with a lost note affidavit. In the event that the Mortgage Loan was acquired by the Originator in a merger, the endorsement must be by the applicable Originator, as “[Originator], successor by merger to [name of predecessor]”; and in the event that the Mortgage Loan was acquired or originated by an Originator while doing business under another name, the endorsement must be by the Originator, as the case may be, “[Originator], formerly known as [previous name]”. In the event the mortgagee shown on the Mortgage Note is not an Originator, the endorsement on the Mortgage Note must also reflect a complete chain of title to the applicable Originator.

(ii) The original Mortgage, or a copy of the Mortgage, with evidence of recording thereon certified by the appropriate recording office to be a true copy of the recorded Mortgage, or, if the original Mortgage has not yet been returned from the recording office, a copy of the original Mortgage together with a certificate of either the closing attorney, an officer of the title insurer which issued the related title insurance policy or an officer of the Originator, certifying that the copy is a true copy of the original of the Mortgage which has been delivered by such officer or attorney for recording in the appropriate recording office of the jurisdiction in which the Mortgaged Property is located.

(iii) In the case of each Mortgage Loan that is not a MERS Mortgage Loan, the original assignment of the Mortgage from the applicable Originator, prepared in blank, which assignment shall be in form and substance acceptable for recording. In the event that the Mortgage Loan was acquired by such Originator in a merger, the assignment must be by the Originator, as the case may be, “[Originator], successor by merger to [name of predecessor]”; and in the event that the Mortgage Loan was acquired or originated by an Originator while doing business under another name, the assignment must be by such Originator,, formerly known as [previous name]”. In the event the mortgagee shown in the Mortgage Note is not an Originator, executed assignments of mortgage with respect to each originator and prior owner must be delivered. In the case of each PHH Mortgage Loan that is a MERS Mortgage Loan, the original assignment of the Mortgage from MERS, prepared in blank, which assignment shall be in form and substance acceptable for recording.

(iv) The original policy of title insurance, or a certified true and complete copy of such policy, or an uncertified copy of such policy or, if the policy has not yet been issued, a copy of the written commitment or interim binder issued by the title insurance company.

(v) Originals, or certified true copies from the appropriate recording office, of any intervening assignments of the Mortgage with evidence of recording thereon.

(vi) Originals or copies of all assumption and modification agreements, if any, or, in the case of a Mortgage Loan originated by PHH or Sterling Savings Bank, if the original assumption and modification agreement has not yet been returned from the recording office, a certified copy of such assumption and modification agreement.

6

(vii) Originals or copies of each power of attorney, surety agreement and guaranty agreement.

(viii) With respect to a Mortgage Loan originated by any Originator other than PHH, the original or a copy of any security agreement, chattel mortgage or equivalent document executed in connection with the Mortgage, if any.

(b) With respect to each Co-op Loan:

(i) the original Mortgage Note together with any applicable riders, endorsed in blank, with all prior and intervening endorsements as may be necessary to show a complete chain of endorsements and, in the case of a Co-op Loan originated by PHH, the original or a copy of the guaranty of the Co-op Loan, if any;

(ii) the original security agreement;

(iii) the original proprietary lease and an original assignment of the proprietary lease in blank;

(iv) the original recognition agreement;

(v) the original stock certificate representing the Co-op Shares and original stock power in blank;

(vi) the original UCC-1 financing statement with evidence of filing; and

(vii) the original UCC-3 assignment in blank.

If with respect to any Mortgage Loan there is a not a complete chain of endorsements, the Custodian shall so state in the Exception Report.

With respect to any documents which have been delivered or are being delivered to recording offices for recording and have not been returned in time to permit their delivery hereunder at the time required, in lieu of delivering such original documents, the Depositor shall deliver or shall cause to be delivered to the Custodian a copy thereof certified as a true, correct and complete copy of the original which has been transmitted for recordation, if available to the Depositor. The Depositor shall deliver or shall cause to be delivered such original documents to the Custodian promptly when they are received.

The Custodian hereby acknowledges that the Mortgage File and any other documents, instruments or papers relating to a Mortgage Loan now or hereafter deposited with the Custodian (and not released in accordance with this Custodial Agreement) will be held by the Custodian as the duly appointed agent of the Trustee.

Section 3.2. Review of Mortgage Files. The Custodian shall review items in Section 3.1(a)(i) through (viii) and Section 3.1(b)(i) through (vii) (if applicable) of the Mortgage File and report to the Trustee any exceptions within one Business Day following the Delivery Date, or, if more than 200 Mortgage Files are delivered on the same day, within one additional Business Day following the Delivery Date for each additional 100 Mortgage Files delivered to the Custodian on a Delivery Date. Furthermore, the Custodian shall compare the Mortgage Note to items (1) through (9), and (if applicable) items (10) through (21), set forth in the Mortgage Loan Schedule of this Custodial Agreement. With respect to Section 3(b)(iv), the Custodian shall have no obligation to compare the date of the funding of any Mortgage Loan or the lien priority of any Mortgage Loan with the information in the title policy.

7

Section 3.3. Certifications and Reports. Upon the completion of its review of each Mortgage File pursuant to Section 3.2 hereof, the Custodian shall deliver to the Trustee, the Depositor, the Seller, and the applicable Originator (in an electronic format), a Certification in the form of Exhibit G with respect to the related Mortgage Loans, in which the Custodian shall certify that such Mortgage Loans are held for the Trustee, and that, as to each Mortgage Loan listed on the Mortgage Loan Schedule (other than any Mortgage Loan paid in full or any Mortgage Loan specifically identified in such certification as not covered by such certification), (i) all documents described in Section 3.1(a), and if applicable, all documents described in Section 3.1(b), of this Custodial Agreement are in its possession, and (ii) such documents have been reviewed by the Custodian and appear on their face to be regular and to relate to such Mortgage Loan and satisfy the requirements set forth in Section 3.1 and the Mortgage Note conforms to the Mortgage Loan Schedule items specified in Section 3.1.

If the Custodian determines from such verification that any discrepancy or deficiency exists with respect to a Mortgage File, the Custodian shall note such discrepancy on the schedule of exceptions attached to the Certification (the “Exception Report”). Each Exception Report shall list all Exceptions using such codes substantially as listed on Annex 1. Each Exception Report shall be superseded by a subsequently issued Exception Report and shall replace the then existing Exception Report.

Within 60 days after the Closing Date (as defined in the Pooling and Servicing Agreement), the Depositor shall complete or cause to be completed the assignments of mortgage (“Assignments of Mortgage”) in the name of “Christiana Trust, a division of Wilmington Savings Fund Society, FSB, as Trustee, for Sequoia Mortgage Trust Mortgage Pass-Through Certificates, Series 2013-2” (or shall prepare or cause to be prepared new forms of Assignment of Mortgage so completed in the name of the Trustee) for each PHH Mortgage Loan (including each PHH Mortgage Loan that is a MERS Mortgage Loan), and for each other Mortgage Loan that is not a MERS Mortgage Loan. The Custodian shall release such completed Assignments of Mortgage to the Depositor or its designee for recording and the Depositor shall cause such recorded Assignments of Mortgage (or, in lieu of the original recorded Assignment of Mortgage, a duplicate or conformed copy of the Assignment of Mortgage, together with a certificate of receipt from the recording office, certifying that such copy represents a true and correct copy of the original and that such original has been or is currently submitted to be recorded in the appropriate governmental recording office of the jurisdiction where the Mortgaged Property is located) to be returned to the Custodian within 270 days after the Closing Date, and added to the Mortgage Files. On the 270th day after the Closing Date (or the first Business Day thereafter) the Custodian shall deliver a final Certification in the form annexed hereby as Exhibit G to the Trustee, against receipt of the prior Certification from the Trustee for cancellation.

8

In the event a Certification is lost, destroyed or otherwise unavailable or a revised Certification is required, upon written request to the Custodian, the Custodian will issue a new Certification. Upon the issuance of a new Certification, the prior Certification for such Mortgage Loans shall be deemed canceled. The Custodian shall be under no duty or obligation to inspect, review or examine any documents, instruments, certificates or other papers constituting part of the Mortgage File to determine that the same are genuine, enforceable, recordable or appropriate for the represented purpose, that they have actually been recorded or that they are other than what they purport to be on their face.

Section 3.4. Release of Mortgage Files.

(a) Upon the payment in full of a Mortgage Loan and within two Business Days of its receipt of a Request for Release, the Custodian will either (i) release the related Mortgage File to or upon the order of the requesting party, as directed in the Request for Release, or (ii) notify the requesting party in writing or in a mutually agreed upon electronic format of the Rejected Release Request and take no further action on the Request for Release.

(b) Upon the purchase or repurchase of any Mortgage Loan or the substitution of any Mortgage Loan pursuant to a mortgage loan purchase agreement or the Pooling and Servicing Agreement and within two Business Days of its receipt of a Request for Release, the Custodian will either (i) release the related Mortgage File to or upon the order of the requesting party, as directed in the Request for Release, or (ii) notify the requesting party in writing or in a mutually agreed upon electronic format of the Rejected Release Request and take no further action on the Request for Release.

(c) Upon the foreclosure of any Mortgage Loan or to facilitate modification, enforcement, and collection procedures with respect to any Mortgage Note and within two Business Days of its receipt of a Request for Release, the Custodian will either (i) release the related Mortgage File to the requesting party as directed in the Request for Release, or (ii) notify the requesting party in writing or in a mutually agreed upon electronic format of the Rejected Release Request and take no further action on the Request for Release.

(d) From time to time and as appropriate for the sale to a third party purchaser of any of the Mortgage Loans, the Custodian is hereby authorized, upon receipt of a Request for Release from a requesting party, to release or cause to be released to the related third party purchaser the Mortgage Loans set forth in such Request for Release together with a transmittal letter substantially in the form attached hereto as Exhibit H. Upon receipt of the payoff amount for such sale and notice thereof from the Securities Administrator, the Trustee will provide the Custodian written notification of its release of interest in such Mortgage Loans;

(e) Any Certification issued while any Mortgage File is held by a party other than the Custodian shall reflect that the Custodian holds such Mortgage File as custodian pursuant to this Custodial Agreement, but the Exception Report shall specify that the Custodian has released such Mortgage File to the Person specified therein pursuant to this Section 3.4. Upon receipt of a written certification from the Master Servicer or a Servicer to the Custodian that a Mortgage Loan has been liquidated, the Custodian shall thereupon reflect any such liquidation on its Mortgage Loan Schedule.

9

(f) Notwithstanding the foregoing and unless otherwise required by state law, as notified by the Master Servicer, in the event the Custodian receives a Request for Release within five (5) days of the Delivery Date, the Custodian shall have a reasonable period of time to release the Mortgage File in accordance with this Section 3.4.

Each person initially authorized to give and receive notices, requests and instructions and to deliver certificates and documents in connection with this Custodial Agreement on behalf of the Trustee, the Depositor, CEN, as a Servicer, FRB, as a Servicer and as an Originator, PHH, as a Servicer and as an Originator, or as the Master Servicer, is listed, together with the specimen signature for such person, on Exhibit D-1, Exhibit D-2, Exhibit D-3 and Exhibit D-4 (each person so authorized from time to time, an “Authorized Representative”).

From time to time, the Trustee, the Depositor, the Seller, the Master Servicer or a Servicer may deliver to the Custodian a certification in the form of Exhibit C hereof, reflecting changes in the respective list of Authorized Representatives, but the Custodian shall be entitled to rely conclusively on the each current list of Authorized Representatives until receipt of a superseding certification in the form of Exhibit C hereof.

Section 3.5. Inspection of Mortgage Files. Upon at least two Business Days prior written notice to the Custodian, a Servicer, or the agent of such Servicer, may inspect and examine, at any time during ordinary business hours of the Custodian, any or all Mortgage Files relating to Mortgage Loans serviced by such Servicer that are in the possession, or under the control of, the Custodian. Such Servicer shall pay all fees, costs, and expenses incurred by the Custodian in connection with any such inspection and/or examination.

Section 3.6. Copies of Mortgage Files. Upon at least two Business Days prior written notice to the Custodian, the Custodian shall provide the Trustee with copies of any document or documents contained in the Mortgage File for any Mortgage Loan. The Master Servicer shall pay copy fees and expenses as provided in Exhibit E attached hereto.

Section 3.7. Documents Missing from Mortgage Files. Upon the request of the Trustee or the Depositor, the Custodian shall, not later than one Business Day after receipt of such request, provide to the Depositor or the Trustee, as the case may be, a list of all the Mortgage Loans for which Custodian holds a Mortgage File pursuant to this Custodial Agreement and a list of documents missing from each Mortgage File. Such list may be in the form of a copy of the Mortgage Loan Schedule with manual deletions to specifically denote any Mortgage Loans paid off, liquidated or repurchased since the date of this Custodial Agreement.

ARTICLE 3A.

CUSTODY OF CREDIT FILES AND UNDERWRITING GUIDELINES

Section 3A.1. Delivery of Credit Files. The Seller shall deliver or cause to be delivered to the Custodian, in form and method reasonably acceptable to the Custodian, and on a date mutually agreed upon by and among the parties hereto, a data tape (which shall include the (a) Mortgage Loan number, (b) borrower first name, (c) borrower last name and (d) property address for each Mortgage Loan) (the “Data Tape”), and, to the extent made available to the Depositor, the following images, to be held by the Custodian for the benefit of the Trustee:

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(a) Mortgage Loan application;

(b) Mortgage Loan property appraisal; and

(c) HUD-1 for each Mortgage Loan (collectively, the “Credit Files”).

The Custodian hereby acknowledges that the Credit Files will be held by the Custodian as the duly appointed agent of the Trustee. The parties hereto acknowledge that the definition of “Credit Files” in the immediately preceding sentence may not be inclusive of all the possible contents of a credit file, as that term may be generally used or otherwise defined or referred to, and is only defined in this Section 3A.1 for the purpose of the Custodian’s confirmation of receipt of (a), (b), and (c) as listed in the immediately preceding sentence. The parties hereto also agree that nothing contained in this Section 3A.1 is intended to obligate or otherwise require the Custodian to confirm or otherwise verify receipt of any images other than those explicitly set forth in (a), (b), and (c) above that comprise the definition of “Credit Files.”

Any image, document, file, or any other information delivered to the Custodian with the Credit Files that is not included in the images described in Section 3A.1 (a), (b) or (c) shall be deemed to be a miscellaneous image (collectively, “Miscellaneous Images”). The Custodian shall have no obligation to review, report or otherwise confirm the presence or existence of any Miscellaneous Images.

Section 3A.2. Confirmation of Receipt of Credit Files. The Custodian shall review the items described in Section 3A.1 of the Credit Files and report to the Trustee any exceptions within 45 Business Days following the Custodian’s receipt of the Credit Files. An exception shall exist if any image listed in Section 3A.1 (a), (b) or (c) is missing.

Section 3A.3. Credit File Certifications and Reports. Upon the completion of its review of each Credit File pursuant to Section 3A.2 hereof, the Custodian shall deliver to the Trustee, the Depositor, and the Seller (in electronic format), a Credit File Certification in the form of Exhibit J with respect to the related Credit Files, in which the Custodian shall certify (subject to any identified exceptions as described below) that such Credit Files are held for the Trustee, and thatall images described in Section 3A.1(a), (b) and (c) are in its possession.

If the Custodian determines that any image is missing from the Credit File, the Custodian shall note such exception on the schedule of exceptions attached to the Confirmation (the “Credit File Exception Report”). Each Credit File Exception Report shall be superseded by a subsequently issued Credit File Exception Report and shall replace the then existing Credit File Exception Report.

In the event a Credit File Certification is lost, destroyed, or otherwise unavailable or a revised Credit File Certification is required, upon written request to the Custodian, the Custodian shall issue a new Credit File Certification. Upon the issuance of a new Credit File Certification, the prior Credit File Certification for such Credit Files shall be deemed canceled.

Section 3A.4. Requests for Credit Files. Upon receipt of a request in the form of Exhibit F from the Trustee in a mutually agreed upon format, the Custodian shall, within 5 Business Days of receipt of such request, deliver electronic images of the Credit Files to the Trustee or its designated agent. The designated agent must be identified to the Custodian in advance by the Trustee in writing by an authorized officer of the Trustee. The Custodian shall not be required to provide any physical copies of any of the Credit Files to any requesting party.

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Section 3A.5. Images Missing from Credit Files. Upon the written request of the Trustee, the Seller or the Depositor, the Custodian shall, not later than one Business Day after receipt of such request, provide to the Depositor, the Seller or the Trustee, as the case may be, a list of all of the Mortgage Loans for which the Custodian holds a Credit File pursuant to this Custodial Agreement and the most recent Credit File Exception Report.

Section 3A.6. Retention of Underwriting Guidelines. The Custodian hereby agrees to hold all underwriting guidelines (“Underwriting Guidelines”) that it receives from the Seller. The Underwriting Guidelines shall be delivered to the Custodian in a .zip format, and shall be clearly labeled as the “Underwriting Guidelines.” The Custodian shall not conduct, and shall not be responsible for conducting, any review of the Underwriting Guidelines. The Custodian’s sole responsibility regarding the Underwriting Guidelines shall be to hold the .zip file of the Underwriting Guidelines received from the Seller in custody for the benefit of the Trustee, and the Custodian hereby acknowledges that the Underwriting Guidelines shall be held by the Custodian as the duly appointed agent of the Trustee.

Upon the Custodian’s receipt of a written request from the Trustee, the Seller or the Depositor for a copy of any of the Underwriting Guidelines, the Custodian shall promptly deliver (no later than 3 Business Days from the receipt of such request) a copy of the entire .zip file containing such Underwriting Guidelines to the requesting party.

ARTICLE 4.

CONCERNING THE CUSTODIAN

Section 4.1. Custodian May Resign: Trustee May Remove Custodian.

(a) The Custodian may resign from the obligations and duties hereby imposed upon it as such obligations and duties relate to its acting as Custodian of any or all of the Mortgage Loans by giving 60 days’ written notice thereof to the Trustee. Upon receiving such notice of resignation, the Trustee shall either (i) take custody of the Mortgage Files, the Credit Files and the Underwriting Guidelines itself and give prompt notice thereof to Custodian or (ii) promptly appoint a successor Custodian by written instrument, in duplicate, which instrument shall be delivered to the resigning Custodian and to the successor Custodian. If the Trustee shall not have taken custody of the Mortgage Files, the Credit Files and the Underwriting Guidelines and no successor Custodian shall have been so appointed and have accepted appointment within 30 days after the giving of such notice of resignation, the resigning Custodian may petition any court of competent jurisdiction for the appointment of a successor Custodian. Any and all fees and expenses incurred by the Custodian relating to any such petition shall be paid by the Custodian.

(b) The Trustee may remove the Custodian for cause upon 60 days’ prior written notice. In such event, the Trustee shall either (i) take custody of the Mortgage Files, the Credit Files and the Underwriting Guidelines itself and give prompt notice thereof to Custodian or (ii) promptly appoint a successor Custodian by written instrument, in duplicate, which instrument shall be delivered to the removed Custodian and to the successor Custodian. In the event of the removal of the Custodian for cause, the Master Servicer shall pay any release fee charged by the Custodian. In the event of any such removal, the Custodian shall promptly transfer to the successor custodian, as directed by Trustee, all Mortgage Files, the Credit Files and the Underwriting Guidelines being administered under this Custodial Agreement relating to such Mortgage Loans. The cost and expenses relating to such file transfer shall be paid by the Custodian. If the Trustee shall not have taken custody of the Mortgage Files, the Credit Files and the Underwriting Guidelines and no successor Custodian shall have been so appointed and have accepted appointment within 30 days after the giving of such notice of removal, the removed Custodian may petition any court of competent jurisdiction for the appointment of a successor Custodian. Any and all fees and expenses incurred by the Custodian relating to any such petition shall be paid by the Custodian.

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(c) In the event of resignation by the Custodian or removal of the Custodian by the Trustee due to a breach of this Agreement by the Custodian, then the cost and expenses of transfer of the Mortgage Files, the Credit Files and the Underwriting Guidelines shall be the responsibility of the Custodian; provided, however, in the event that the Custodian terminates its obligations and resigns hereunder due in part to nonpayment of the Custodian’s fees or expenses that are the responsibility of the Master Servicer hereunder, then such transfer shall be at the expense of the Master Servicer.

(d) In the event that the Custodian moves any Mortgage File from the state where the Mortgage Files are initially kept pursuant to this Agreement, the Custodian shall provide prompt written notice to the Trustee of the location of such Mortgage File.

(e) No resignation or termination of the Custodian shall be effective hereunder until the Trustee or a successor Custodian acceptable to the Trustee and the Depositor has assumed the duties of Custodian hereunder. The Master Servicer shall pay all the fees and expenses of a successor Custodian to the extent any such fees and expenses are required to be paid by the Master Servicer as specified in Exhibit E.

Section 4.2. Merger or Consolidation of Custodian. Any entity into which the Custodian may be merged or converted or with which it may be consolidated, or any entity resulting from any merger, conversion, or consolidation to which the Custodian shall be a party, or any entity succeeding to the business of the Custodian, shall be the successor of the Custodian hereunder, without the execution or filing of any paper or any further act on the part of any of the parties hereto, anything herein to the contrary notwithstanding.

Section 4.3. Limitation of Custodian’s Duties. The Custodian shall have no duties or obligations other than those specifically set forth herein or as may subsequently be agreed to in writing by the parties hereto. The Custodian:

(a) may consult with counsel and any Opinion of Counsel shall be full and complete authorization and protection in respect of any action taken, suffered or omitted by it hereunder in good faith and in accordance with such opinion of counsel; and shall not be liable for any error of judgment, or for any act done or step taken or omitted by it, in good faith, unless it shall be provided that the Custodian was negligent in ascertaining the pertinent facts;

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(b) shall use the same degree of care and skill as is reasonably expected of financial institutions acting in comparable capacities, provided that this subsection shall not be interpreted to impose upon the Custodian a higher standard of care than that set forth herein;

(c) will be regarded as making no representations and having no responsibilities as to the validity, perfectibility, sufficiency, value, genuineness, ownership or transferability of the Mortgage Loans, and will not be required to and will not make any representations as to the validity, value, perfectibility, genuineness, ownership or transferability of the Mortgage Loans;

(d) may rely on and shall be protected in acting upon any certificate, instrument, opinion, notice, letter, facsimile or other document delivered to it and in good faith believed by it to be genuine and to have been signed by the proper party or parties; may rely on and shall be protected in acting upon the written instructions of the Trustee and such employees and representatives of the Trustee as the Trustee may hereinafter designate in writing;

(g) shall not be responsible for the validity and perfection of the Trustee’s security interest in the Mortgage Loans hereunder, other than the Custodian’s obligation to take possession of the Mortgage Files as set forth in Section 3.1 hereof, and makes no representation or warranty with respect to, the validity, adequacy or perfection of any lien upon or security interest in any Mortgage File;

(h) shall have no responsibility or duty with respect to any Mortgage Files, Credit Files or Underwriting Guidelines while not in its possession;

(i) shall be under no obligation to make any investigation into the facts or matters stated in any resolution, exhibit, request, representation, opinion, certificate, statement, acknowledgement, consent, order or document in the Mortgage Files, the Credit Files or the Underwriting Guidelines;

(j) shall not be liable with respect to any action taken or omitted to be taken in accordance with any written direction, instruction, acknowledgement, consent or any other communication that is from the Trustee or any other Person specified herein and that complies with the provisions of this Custodial Agreement.

(k) shall not be responsible for preparing or filing any reports or returns relating to federal, state or local income taxes with respect to this Custodial Agreement, other than for the Custodian’s compensation or for reimbursement of expenses;

(l) shall have no duty to qualify to do business in any jurisdiction, other than (i) any jurisdiction where any Mortgage File is or may be held by the Custodian from time to time hereunder, and (ii) any jurisdiction where its ownership of property or conduct of business requires such qualification and where failure to qualify could have a material adverse effect on the Custodian or its property or business or on the ability of the Custodian to perform it duties hereunder; and

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(m) shall have no duty to ascertain whether or not any cash amount or payment has been received by the Securities Administrator, any Servicer, any Originator, any Mortgage Loan purchaser or seller, or any other third person.

(n) In the event that (i) the Trustee or the Custodian shall be served by a third party with any type of levy, attachment, writ or court order with respect to any Mortgage File, Credit File or Underwriting Guidelines or any document included within a Mortgage File, Credit File or Underwriting Guidelines or (ii) a third party shall institute any court proceeding by which any Mortgage File, Credit File or Underwriting Guidelines or a document included within a Mortgage File, Credit File or Underwriting Guidelines shall be required to be delivered otherwise than in accordance with the provisions of this Custodial Agreement, the Trustee or the Custodian (whichever is the party receiving such service) shall promptly deliver or cause to be delivered to the applicable Servicer copies of all court papers, orders, documents and other materials concerning such proceedings. The Custodian shall, to the extent permitted by law and any court order, continue to hold and maintain all Mortgage Files, Credit Files and Underwriting Guidelines that are the subject of such proceedings pending an order of a court of competent jurisdiction permitting or directing disposition thereof. Upon final determination of such court, and if permitted by such determination, the Custodian shall dispose of such Mortgage File, Credit File or Underwriting Guidelines or any document included within such Mortgage File, Credit File or Underwriting Guidelines as directed in writing by the applicable Servicer, which shall give a direction consistent with such court determination. Neither the Custodian nor the Trustee shall have any obligation to monitor or appear in any such proceeding on behalf of or in the name of the Trustee. Expenses and fees (including, without limitation, attorney’s fees and expenses) of the Custodian or the Trustee, as applicable, incurred as a result of such proceedings shall be reimbursed by the Trust Fund, subject to the limitations on reimbursements in clause (B) of the definition of Available Distribution Amount in the Pooling and Servicing Agreement.

The provisions of this Section 4.3 shall survive the resignation or removal of the Custodian and the termination or transfer of this Custodial Agreement.

Section 4.4. Standard of Care; Indemnification.

(a) The Seller agrees to indemnify and hold harmless the Custodian and each of the Custodian’s parent, affiliates, subsidiaries, directors, officers, employees and agents against any and all claims, liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses or disbursements of any kind or nature whatsoever, including reasonable attorneys’ fees and expenses, that may be imposed on, incurred by, or asserted against it or them in any way relating to or arising out of this Custodial Agreement or any action taken or not taken by it or them under this Custodial Agreement or any related document or agreement unless such claims, liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses or disbursements were imposed on, incurred by or asserted against Custodian solely as a result of the material breach by Custodian of its obligations hereunder, which breach was caused by negligence, bad faith, or willful misconduct on the part of the Custodian. The foregoing indemnification shall survive the termination or transfer of this Custodial Agreement, and the resignation or removal of the Custodian.

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(b) The Custodian shall indemnify and hold harmless the Seller, the Depositor, the Master Servicer (where the Master Servicer and the Custodian are not the same entity) and the Trustee and each of their directors, officers, employees and agents from and against any and all losses, liabilities, obligations, damages, penalties, actions, judgments, suits, claims, costs, expenses (including attorneys’ fees and related expenses), disbursements or any and all other costs and expenses of any kind or nature whatsoever that may be incurred in connection with, or arising out of, the Custodian’s willful misfeasance, bad faith or negligence in the performance of its duties hereunder or by reason of its reckless disregard for its obligations and duties hereunder, including but not limited to its failure to produce (or provide evidence of delivery of), upon any request hereunder, any Mortgage Note or other document or instrument comprising a Mortgage File after the Custodian has certified that such document or instrument was in its possession pursuant to the terms hereof. Neither the Custodian nor any of its directors, officers, agents or employees, shall be liable for any action taken or omitted to be taken by it or them hereunder or in connection herewith in good faith and believed by it or them to be within the purview of this Custodial Agreement, except as set forth above. In no event shall the Custodian or its directors, officers, agents or employees be held liable for any special, indirect or consequential damages resulting from any action taken or omitted to be taken by it or any of them hereunder or in connection herewith even if advised of the possibility of such damages. This indemnification provided in this Section 4.4(b) shall survive the termination of this Custodial Agreement and the resignation or removal of the Custodian hereunder.

(c) No provision of this Custodial Agreement shall require the Custodian to expend or risk its own funds or otherwise incur financial liability (other than expenses or liabilities otherwise required to be incurred by the express terms of this Custodial Agreement, including but not limited to Section 4.4(b) hereof) in the performance of its duties under this Custodial Agreement if it shall have reasonable grounds for believing that repayment of such funds or adequate indemnity is not reasonably assured to it.

(d) If the Seller fails to indemnify the Custodian as required in this Section 4.4, the Trust Fund shall indemnify the Custodian as required under this Section 4.4, subject to the limitation on reimbursements described in clause (B) of the definition of Available Distribution Amount in the Pooling and Servicing Agreement.

Section 4.5. Force Majeure. The Custodian will not have any liability for failure to perform or delay in performing duties set forth herein if the failure or delay is due to an event of force majeure. A force majeure is an event or condition beyond the Custodian’s control, such as, without limitation, a natural disaster, civil unrest, state of war, or act of terrorism. The Custodian will make reasonable efforts to prevent performance delays or disruptions in the event of such occurrences.

Section 4.6. Accounting. On or before March 1st of each calendar year, beginning with March 1, 2014, unless a Form 15 suspension notice has been filed on behalf of the Trust Fund, and in each year in which the Depositor has instructed the Securities Administrator to file Exchange Act reports, the Custodian shall, at its own expense, cause a firm of independent public accountants (who may also render other services to Custodian), which is a member of the American Institute of Certified Public Accountants, to furnish to the Depositor, the Securities Administrator, the Seller and each Servicer a report to the effect that such firm that attests to, and reports on, the assessment made by such asserting party pursuant to Section 4.7 below, which report shall be made in accordance with standards for attestation engagements issued or adopted by the Public Company Accounting Oversight Board.

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Section 4.7. Compliance Certification. On or before March 1st of each calendar year, beginning with March 1, 2014, unless a Form 15 suspension notice has been filed on behalf of the Trust Fund, and in each year in which the Depositor has instructed the Securities Administrator to file Exchange Act reports, the Custodian shall deliver to the Depositor, the Securities Administrator, the Seller and each Servicer a report regarding its assessment of compliance with the servicing criteria identified in Exhibit I attached hereto, as of and for the period ending the end of the fiscal year ending no later than December 31 of the year prior to the year of delivery of the report, with respect to asset-backed security transactions taken as a whole in which the Custodian is performing any of the servicing criteria specified in Exhibit I and that are backed by the same asset type backing such asset-backed securities. Each such report shall include (a) a statement of the party’s responsibility for assessing compliance with the servicing criteria applicable to such party, (b) a statement that such party used the criteria identified in Item 1122(d) of Regulation AB (17 C.F.R. §§229.1100-229.1123, as such may be amended from time to time, and subject to such clarification and interpretation as have been provided by the Commission in the adopting release (Asset-Backed Securities, Securities Act Release No. 33-8518, 70 Fed. Reg. 1,506, 1,631 (Jan. 7, 2005)) or by the staff of the Commission, or as may be provided by the Commission or its staff from time to time, “Regulation AB”) (§ 229.1122(d)) to assess compliance with the applicable servicing criteria, (c) disclosure of any material instance of noncompliance identified by such party, and (d) a statement that a registered public accounting firm has issued an attestation report on such party’s assessment of compliance with the applicable servicing criteria, which report shall be delivered by the Custodian as provided in this Section 4.7.

Section 4.8. Subcontracting. The Custodian has not and shall not engage any subcontractor which is “participating in the servicing function” within the meaning of Item 1122 of Regulation AB.

ARTICLE 5.

REPRESENTATIONS AND WARRANTIES

Section 5.1. Capital Requirements. The Custodian represents, warrants, and covenants that:

(a) The Custodian is (i) a national banking association duly organized, validly existing and in good standing under the laws of the United States and (ii) duly qualified and in good standing and in possession of all requisite authority, power, licenses, permits and franchises in order to execute, deliver and comply with its obligations under the terms of this Custodial Agreement. Nothing in this Agreement shall be deemed to impose on the Custodian any duty to qualify to do business in any jurisdiction, other than (i) any jurisdiction where any Mortgage Loan is or may be held by the Custodian from time to time hereunder, and (ii) any jurisdiction where its ownership of property or conduct of business requires such qualification and where failure to qualify could have a material adverse effect on the Custodian or its property or business or on the ability of the Custodian to perform it duties hereunder;

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(b) The execution, delivery and performance of this Custodial Agreement have been duly authorized by all necessary corporate action and the execution and delivery of this Custodial Agreement by the Custodian in the manner contemplated herein and the performance of and compliance with the terms hereof by it will not (i) violate, contravene or create a default under any applicable laws, licenses or permits to the best of its knowledge, or (ii) violate, contravene or create a default under any charter document or bylaw of the Custodian or, to the best of the Custodian’s knowledge, any contract, agreement or instrument to which the Custodian or by which any of its property may be bound and will not result in the creation of any lien, security interest or other charge or encumbrance upon or with respect to any of its property;

(c) The execution and delivery of this Custodial Agreement by the Custodian and the performance of and compliance with its obligations and covenants hereunder do not require the consent or approval of any governmental authority, or, if such consent or approval is required, it has been obtained; and

(d) This Custodial Agreement, and each Certification issued hereunder, when executed and delivered by the Custodian will constitute valid, legal and binding obligations of the Custodian, enforceable against the Custodian in accordance with their respective terms, except (i) as the enforcement thereof may be limited by applicable debtor relief laws and (ii) that certain equitable remedies may not be available regardless of whether enforcement is sought in equity or at law.

(e) Unless the Custodian notifies the Trustee and the Depositor in writing not less than thirty (30) days prior to any transfer of the Mortgage Files, such files will be held by the Custodian, in the Custodian’s sole discretion, in the State of Minnesota.

(f) The Custodian represents and warrants that the Custodian is a depository institution or a trust company subject to supervision or examination by a federal or state authority and has the combined capital and surplus of at least $50 million.

Section 5.2. No Claims to Mortgage Loans. The Custodian, solely in its capacity as Custodian, represents and warrants that (i) it took possession of the Mortgage Loans on behalf of the Trustee, to the best of its knowledge, without written notice of any adverse claim, lien, charge, encumbrance or security interest (including without limitation, federal tax liens or liens arising under the Employee Retirement Income Security Act of 1974, as amended), (ii) except as permitted in this Custodial Agreement, it does not and will not, in its capacity as Custodian, assert any claim or interest in the Mortgage Loans and will hold such Mortgage Loans pursuant to the terms of this Custodial Agreement, and (iii) it has not encumbered or transferred its right, title or interest as Custodian in the Mortgage Loans other than to, or as directed by, the Trustee. Notwithstanding any other provisions of this Custodial Agreement and without limiting the generality of the foregoing, the Custodian shall not at any time exercise or seek to enforce any claim, right or remedy, including any statutory or common law rights of set-off, if any, that the Custodian may otherwise have against all or any part of a Mortgage File, Mortgage Loan or proceeds of either.

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ARTICLE 6.

COVENANTS

Section 6.1. Insurance. The Custodian will, at its own expense, maintain in full force and effect at all times during the term of this Custodial Agreement the following:

(a) fidelity insurance;

(b) errors and omissions insurance;

(c) theft of documents insurance; and

(d) forgery insurance.

All such insurance shall be in amounts with standard coverage and subject to deductibles as is customary for insurance typically maintained by banking institutions or trust companies which act as custodians. A certificate of the respective insurer as to each such policy shall be furnished to the Trustee, upon request.

Section 6.2. Storage of Mortgage Files. The Custodian will segregate and store the Mortgage Files in secure, fire resistant storage facilities in accordance with customary controls on access regarding the safety and security of the Mortgage Files.

ARTICLE 7.

MISCELLANEOUS

Section 7.1 Notices. Any notice, demand or consent, required or permitted by this Custodial Agreement shall be in writing and shall be effective and deemed delivered only when received by the party to which it is sent. Any such notice, demand or consent shall be deemed to have been duly given if (i) personally delivered, (ii) mailed by registered mail, postage prepaid, (iii) delivered by overnight courier, or (iv) transmitted via email, telegraph or facsimile, in each instance at the address listed below, or such other address as may hereafter be furnished by any party to the other parties in writing:

If to the Custodian:

Wells Fargo Bank, N.A.

751 Kasota Avenue

Minneapolis, MN 55414

Attention: Document Custody – Sequoia Mortgage Trust 2013-2

If to the Master Servicer:

Wells Fargo Bank, N.A.

P.O. Box 98

Columbia, MD 21046

Attention: Client Manager – Sequoia Mortgage Trust 2013-2

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(or, for overnight deliveries,

9062 Old Annapolis Road

Columbia, MD 21045

Attention: Client Manager – Sequoia Mortgage Trust 2013-2)

If to the Trustee:

Christiana Trust, a division of Wilmington Savings Fund Society, FSB

500 Delaware Avenue, 11th Floor

Wilmington, DE 19801

Attention: Corporate Trust - Sequoia Mortgage Trust 2013-2

If the Depositor:

Sequoia Residential Funding, Inc.

One Belvedere Place, Suite 330

Mill Valley, CA 94941

If to the Seller:

Redwood Residential Acquisition Corporation

One Belvedere Place, Suite 330

Mill Valley, CA 94941

Attention: Sequoia Mortgage Trust 2013-2

If to CEN:

Cenlar FSB

425 Phillips Boulevard

Ewing, NJ 08618

With a copy address to Corporate Counsel at the same address

If to FRB:

First Republic Bank

111 Pine Street

San Francisco, CA 94111

Attention: Tony Sachs

If to PHH:

PHH Mortgage Corporation

One Mortgage Way

Mt. Laurel, NJ 08054

Attention: Vice President, Servicing

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Section 7.2. Entire Agreement. This Custodial Agreement contains the entire agreement among the parties hereto with respect to the subject matter hereof, and supersedes all prior and contemporaneous agreements, understandings, inducements and conditions, express or implied, oral or written, of any nature whatsoever with respect to the subject matter hereof, including any prior custodial agreements. The express terms hereof control and supersede any course of performance and/or usage of the trade inconsistent with any of the terms hereof, and no implied covenants or obligations shall be read into this Custodial Agreement concerning the Custodian. This Custodial Agreement may not be modified or amended other than by an agreement in writing signed by the parties hereto.

Section 7.3. Binding Nature of Agreement: Assignment. This Custodial Agreement shall be binding upon and inure to the benefit of the Custodian and the Trustee and their respective and permitted assigns. The Trustee may assign its interest in any of the Mortgage Loans held under this Custodial Agreement to a successor trustee pursuant to the Pooling and Servicing Agreement, by delivery of the following to the Custodian: (a) written notice of such assignment identifying the Mortgage Loans to be assigned and the assignee of such Mortgage Loans and (b) a written agreement of such assignee to assume all obligations of the Trustee under this Custodial Agreement with respect to such Mortgage Loans. Upon receipt of any such written notice of assignment and written assumption of obligations, the Custodian shall treat such assignee as the Trustee for all purposes of this Custodial Agreement. The Custodian shall not assign, transfer, pledge or grant a security interest in any of its rights, benefits or privileges hereunder, nor shall the Custodian delegate or appoint any other person or entity to perform or carry out any of its duties, responsibilities or obligations under this Custodial Agreement, without the prior written consent of the Trustee.

Section 7.4. Governing Law. This Custodial Agreement and all questions relating to its validity, interpretation, performance and enforcement shall be governed by and construed, interpreted and enforced in accordance with the laws of the State of New York notwithstanding any law, rule, regulation, or other conflict-of-law provisions to the contrary.

Section 7.5. Recordation of Agreement. To the extent permitted by applicable law, this Custodial Agreement is subject to recordation in all appropriate public offices for real property records in all the counties or other comparable jurisdictions in which any or all of the properties subject to the mortgages are situated, and in any other appropriate public recording office or elsewhere, such recordation to be effected by each Servicer in its sole discretion.

Section 7.6. Agreement for the Exclusive Benefit of Parties. This Custodial Agreement is for the exclusive benefit of the parties hereto and their respective successors and permitted assigns, and shall not be deemed to create or confer any legal or equitable right, remedy or claim upon any other Person whatsoever, except that the holders of the Mortgage Certificates shall be third party beneficiaries of this Custodial Agreement.

21

Section 7.7 Counterparts. This Custodial Agreement may be executed simultaneously in any number of counterparts, each of which counterparts shall be deemed to be an original, and such counterparts shall constitute one and the same instrument.

Section 7.8. Indulgences: Not Waivers. Neither the failure nor any delay on the part of a party hereto to exercise any right, remedy, power or privilege under this Custodial Agreement shall operate as a waiver thereof, nor shall any single or partial exercise of any right, remedy, power or privilege preclude any other or further exercise of the same or of any other right, remedy, power or privilege, nor shall any waiver of any right, remedy, power or privilege with respect to any occurrence be construed as a waiver of such right, remedy, power or privilege with respect to any other occurrence. No waiver shall be effective unless it is in writing and is signed by the party asserted to have granted such waiver.

Section 7.9. Titles Not to Affect Interpretation. The titles of sections and subsections contained in this Custodial Agreement are for convenience only and they neither form a part of this Custodial Agreement nor are they to be used in the construction or interpretation hereof.

Section 7.10. Provisions Separable. The provisions of this Custodial Agreement are independent of and separable from each other and no provision shall be affected or rendered invalid or unenforceable by virtue of the fact that for any reason any other or others of them may be valid or unenforceable in whole or in part.

Section 7.11. Conflict or Inconsistency. In the event of any conflict or inconsistency between the terms and provisions of this Custodial Agreement and the terms and provisions of any contract, instrument or other agreement between Custodian and any third party, the terms and provisions of this Custodial Agreement shall control, provided, however, that in the event of any conflict or inconsistency between the terms of this Custodial Agreement and the instructions of the Trustee, the Trustee’s instructions shall control.

Section 7.12. Waiver of Trial by Jury. The parties hereto each knowingly, voluntarily and intentionally waives to the fullest extent permitted by applicable law any right it may have to a trial by jury of any dispute arising under or relating to this Custodial Agreement or the transactions contemplated hereby.

Section 7.13. Submission To Jurisdiction; Waivers. Each party hereto hereby irrevocably and unconditionally:

(a) submits for itself and its property in any legal action or proceeding relating to this Custodial Agreement, or for recognition and enforcement of any judgment in respect thereof, to the non-exclusive jurisdiction of the courts of the State of New York, the federal courts of the United States of America for the Southern District of New York, and any appellate courts from any thereof;

(b) consents that any such action or proceeding may be brought in such courts and, to the extent permitted by applicable law, waives any objection that it may now or hereafter have to the venue of any such court or that such action or proceeding was brought in an inconvenient court and agrees not to plead or claim the same;

22

(c) agrees that the service of process in any such action or proceeding may be effected by mailing a copy thereof by registered or certified mail, postage prepaid, to its address set forth herein or at such other address of which the other party shall have been notified; and

(d) agrees that nothing herein shall affect the right to effect service of process in any other manner permitted by law or shall limit the right to sue in any other jurisdiction.

Section 7.14. Non-petition. Notwithstanding anything in this Custodial Agreement to the contrary, the Custodian, in its capacity as custodian hereunder, shall not, prior to the date which is one year and one day after the termination of this Custodial Agreement, with respect to the Depositor or the Trustee, acquiesce, petition or otherwise invoke or cause the Depositor or the Trustee (or any assignee) to invoke the process of the court or governmental authority for the purpose of commencing or sustaining a case against the Depositor or the Trustee under any federal or state bankruptcy, insolvency or similar law, or appointing a receiver, liquidator, assignee, trustee, custodian, sequestrator or other similar official of the Depositor or the Trustee or any substantial part of its property or ordering the winding up or liquidation of the affairs of the Depositor or the Trustee.

Section 7.15 Termination. Unless terminated earlier pursuant to Section 4.1, this Custodial Agreement shall terminate upon the earlier of (a) the repurchase of all of the Mortgage Loans pursuant to a mortgage loan purchase agreement or pursuant to the Pooling and Servicing Agreement, which repurchase shall be evidenced by a notice from the Securities Administrator to the Custodian stating that beneficial ownership of the Mortgage Loans has been transferred to their purchaser or purchasers, (b) the Custodian’s receipt of written notice from the Securities Administrator of the final payment or liquidation of the final Mortgage Loan held by the Custodian under this Custodial Agreement or the disposition of all property acquired upon foreclosure or deed in lieu of foreclosure of any such Mortgage Loan, or (c) the final payment date of the Certificates as evidenced by a notice from the Securities Administrator to the Custodian, a copy of which notice shall be simultaneously delivered to the Depositor, and delivery of the Mortgage Files pursuant to the Trustee’s instructions. Upon termination of this Custodial Agreement, the related Mortgage Files will be released by the Custodian in accordance with the Trustee’s written instructions.

[Signatures appear on the following page.]

23

IN WITNESS WHEREOF, the parties have entered into this Custodial Agreement as of the date on the cover page of this Custodial Agreement.

CHRISTIANA TRUST, a division of

Wilmington Savings Fund Society, FSB, not in its individual capacity, but solely as Trustee

By: ___________________________________

Name: _________________________________

Title: __________________________________

Wells Fargo Bank, N.A., as Custodian

By: ___________________________________

Name: _________________________________

Title: __________________________________

Wells Fargo Bank, N.A., as Master Servicer

By: ___________________________________

Name: _________________________________

Title: __________________________________

Sequoia Residential Funding, Inc.,

as Depositor

By: ___________________________________

Name: _________________________________

Title: __________________________________

Redwood Residential Acquisition Corporation, as Seller

By: ___________________________________

Name: _________________________________

Title: __________________________________

Signature Page – Custodial Agreement (SEMT 2013-2)

EXHIBIT A

DELIVERY INSTRUCTIONS

Wells Fargo DOCUMENT CUSTODY

Address & Contact Name:	Wells Fargo Bank, N.A.
	Attn: Private Certifications
	751 Kasota Avenue
	Minneapolis, MN 55414

Notification of Transfer: Please notify ____________ at (612)______ with the anticipated date of the transfers and the number of loan files to be sent to Wells Fargo Bank, N.A.

Shipping instructions:

· Documents placed in a pocket file folder (legal size)

· Labels, affixed to the upper right hand corner of the legal-size pocket file folder, including Issuer Name, Previous Loan # (if any), Borrower Name, Loan #

· Loan files placed in sequential, numerical loan number order inside archive boxes

· A packing list, consisting of a list of the loans and the box number, must be included in each box

· Each box must be marked on the outside to identify its contents as follows: Investor/Seller/Funding Date/Box 1 of __ , Ln # 100000–100200

A-1

EXHIBIT B

DATA FORMAT

Each column must contain the column header indicated in the new CSV Field Header name column on the attached grid.

Each column is separated by a comma; if data in a column contains valid commas, that data is surrounded by double quotes; so the file is comma delimited and double quote text qualified. Double quotes are only required when the data contains commas that do not indicate a new column.

Dates are required to be formatted as follows: MM/DD/YYYY

All data should be formatted as Text. The TYPE referred to below is a listing of what the field type on the collateral tracking system is. This is to assist in identifying what data is importable to a specific field and what is not. For example a value of ‘Monday’ would not be importable to the Rate field as Rate is a numeric field and the value of ‘Monday’ is text characters.

Char and Varchar = Any text up to the length specified, can be any combo of letters numbers that fit within the maximum field length

Numeric = Only numbers. Precision is found under formatting. For example 3.3 = 123.123, 6.2 = 123456.12

Small int = A number between 0 and 32,000

Tiny Int = 0 or 1 (0 = unchecked, 1 = checked).

Integer = Numeric without decimals.

*Required

Field Header Name	Type	Formatting	Max Length	Description
COLL_KEY*	Char(20)		20	Collateral Id
ALT_ID	Char(20)		20	Alternate id
BORROWER*	Varchar(60)		60	Borrower 1 Last Name
CASENUM	Char(20)		20	Case Number
CLOSED	Small Date	MM/DD/YYYY	10	Closed Date
FIRSTDUE	Small Date	MM/DD/YYYY	10	First Due Date
MATURITY*	Small Date	MM/DD/YYYY	10	Maturity Date
RATE*	Numeric	3.6	9	Rate
LNAMOUNT*	Numeric	12.2	14	Original Loan Amount
PI	Numeric	6.2	8	Payment & Interest
STATE*	Char(2)		2	State
CITY*	Varchar(60)		60	City
ZIP*	Varchar(10)		10	Zip Code
ADDRESS*	Varchar(60)		60	Address
ARMADJ*	Small Date	MM/DD/YYYY	10	ARM Adjust Date
ARMCONV	Char(1)		1	ARM Convertability
ARMROUND	Numeric	3.6	9	ARM Round
ARMACAP*	Numeric	3.6	9	ARM Annual Cap
ARMLCAP*	Numeric	3.6	9	ARM Life Cap
ARMMARGIN*	Numeric	3.6	9	ARM Margin
ARMFLOOR	Numeric	3.6	9	ARM Floor
ARMINDEX	Varchar(10)		10	ARM Index Source
ARMIDXRATE	Numeric	3.6	9	ARM Index Rate

B-1

Field Header Name	Type	Formatting	Max Length	Description
ARMLOOKBAK	Small Int	1	5	ARM Look back
MERSMIN*	Char(18)		18	Mers Min Number
MERSFLAG*	TinyInt	1	1	MERS Flag (1=Checked 0 = Unchecked)
BOOKPAGE	Char(10)		10	Instrument Book and Page number
CTRLNUM	Varchar(7)		7	Control Number
INSTRUMENT	Varchar(20)		20	Instrument Number
RECORDED	Small Date	MM/DD/YYYY	10	Recorded Date
CURR_UPB	Numeric	12.2	14	Current Unpaid Principal Balance
INVEST_KEY	Char(20)		20	Investor Id
ISMOM	TinyInt	1	1	MOM Flag (1 = Checked 0 = Unchecked)
TRUSTNUM	VarChar(40)		40	Trust Number
UDF_CHAR1*	Varchar(40)		40	User Defined Character Field 1 (co-op)
UDF_CHAR2	Varchar(40)		40	User Defined Character Field 2
UDF_DATE1	Small Date	MM/DD/YYYY	10	User Defined Date Field 1
UDF_DATE2	Small Date	MM/DD/YYYY	10	User Defined Date Field 2
UDF_DOL1	Numeric	12.2	14	User Defined Dollar Field 1
UDF_DOL2	Numeric	12.2	14	User Defined Dollar Field 2
UDF_PCT1	Numeric	4.6	10	User Defined Percentage Field 1
UDF_PCT2	Numeric	4.6	10	User Defined Percentage Field 2
UDF_INT1	Integer	7	7	User Defined Integer Field 1
UDF_INT2	Integer	7	7	User Defined Integer Field 2
VINNUM	Varchar(20)		20	Vehicle Identification Number
MAKE	Varchar(10)		10	Vehicle Make
MODEL	Varchar(10)		10	Vehicle Model
YEAR	Varchar(4)		4	Vehicle Year
ASSTDESC	Varchar(25)		25	Description Of The Asset
LTV	Numeric	3.1	4	Loan To Value Ratio
TERM	Varchar(3)		3	Loan or Lease Term
Address2	Varchar(30)		30	Address 2
BORR1FIRST*	Varchar(30)		30	Borrower 1 First name
BORR1MID	Varchar(30)		30	Borrower 1 Middle Name
BORR2FIRST	Varchar(30)		30	Borrower 2 First Name
BORR2MID	Varchar(30)		30	Borrower 2 Middle Name
BORR2LAST	Varchar(60)		60	Borrower 2 Last Name
ARMCEIL	Numeric	2.3	5	ARM Ceiling
COUNTY	Varchar		40	County
RATECHGFRQ	Small Int		5	Rate Change Frequency – In months
BALLOONFLG	TinyInt		1	Balloon Flag (1 = Checked 0 = Unchecked)
BALLOONTRM	Small Int		5	Balloon Term – In months
IO_FLAG	TinyInt		1	Interest Only Flag (1 = Checked 0 = Unchecked)
IO_TERM	Small Int		5	Interest Only Term – In months
ARMPFLRINI	Numeric	3.6	9	Initial Periodic Rate Floor
ARMPCAPINI	Numeric	3.6	9	Initial Periodic Rate Cap
ARMPFLOOR	Numeric	3.6	9	Periodic Rate Floor
ROUND_METH	TinyInt		1	Arm Loan Rounding Method ( 0=Round Nearest, 1=Round Up, 2=Round Down, 3=None )
INTAMOUNT	Numeric	12.2	14	Interest Amount
FUNDDATE	Small Date	MM/DD/YYYY	10	Funding Date

B-2

Field Header Name	Type	Formatting	Max Length	Description
NEGAMFLAG	TinyInt		1	Negative Amortization Flag (1 = Checked 0 = Unchecked)
NEGAMCAP	Numeric	3.6	9	Negative Amortization Cap
PAYCAP	Numeric	12.2	14	Payment Cap Amount
PREPAYTERM	Small Int		5	Prepayment Term
PPP_FLAG	TinyInt		1	Prepayment Penalty Flag (1 = Checked 0 = Unchecked)
PPP_DESCR	Varchar(254)		254	Prepayment Penalty Description
PPP_PCT	Numeric	3.6	9	Prepayment Penalty Percent
SERVICER_LOAN_ID	Varchar(20)		20	Servicer Loan Number
ADDITIONAL_LOAN_ID	Varchar(20)		20	Additional Loan Number

B-3

EXHIBIT C

AUTHORIZED REPRESENTATIVES CERTIFICATION

TO: Wells Fargo Bank Document Custody

Reference is hereby made to the Custodial Agreement, dated as of January 1, 2013, between Christiana Trust, a division of Wilmington Savings Fund Society, FSB, as Trustee, Redwood Residential Acquisition Corporation, as Seller, Sequoia Residential Funding, Inc., as Depositor, Wells Fargo Bank, N.A., as Master Servicer, and Wells Fargo Bank, N.A., as Custodian (the “Custodial Agreement”).

Effective ________________ (date), the undersigned, a duly authorized representative of [_________], as [Servicer/Originator][Christiana Trust, a division of Wilmington Savings Fund Society, FSB, as Trustee][Sequoia Residential Funding, Inc., as Depositor][Wells Fargo Bank, N.A., as Master Servicer], hereby designates each of the persons whose names, titles, and signatures appear below as an Authorized Representative under the Custodial Agreement. This authorization will remain in place until such time as it is revoked, amended or supplemented in writing, by an officer of the Trustee or the Servicer.

Capitalized terms not defined herein shall have the meaning ascribed to them in the Custodial Agreement.

Name Title Specimen Signature

The above named company agrees to immediately notify Wells Fargo Bank, N.A., or its successors or assigns (“Wells Fargo”), should any person named hereunder become ineligible as an Authorized Representative and shall indemnify Wells Fargo and hold it harmless from and against any actions and/or suits whether groundless or otherwise and from and against any losses, damages, costs, charges, counsel fees, payments, expenses and liabilities (“Losses”) arising directly out of any action as an Authorized Representative under the Custodial Agreement of any person named in this list, except for liability arising out of Wells Fargo’s negligence, wilful misconduct or bad faith. These indemnity provisions shall survive the termination or assignment of the pools or loans.

C-1

IN WITNESS WHEREOF, the undersigned has executed this certificate for and on behalf of [_________], as [Servicer/Originator][Christiana Trust, a division of Wilmington Savings Fund Society, FSB, as Trustee][Sequoia Residential Funding, Inc., as Depositor][Wells Fargo Bank, N.A., as Master Servicer], this __ day of ______________, ___.

By (signature): ___________________________________

Name:                                                                                                  

Title: ______________________________________

Phone #: ________________     Fax #:                                             

This form must be signed by an officer of the company. The officer needs to be someone other than those individuals who are being added as authorized signers.

ACKNOWLEDGEMENT:

(Individual)

State of                                                     }ss.

County of                                                 }ss.

This instrument was acknowledged before me on                                                (date) by                                                          

(Seal) (Signature of notarial officer)

My Commission Expires:                                                                        

C-2

EXHIBIT D-1

INITIAL AUTHORIZED REPRESENTATIVES OF THE TRUSTEE

Name Title Specimen Signature

D-1-1

EXHIBIT D-2

INITIAL AUTHORIZED REPRESENTATIVES OF THE DEPOSITOR

Name Title Specimen Signature

D-2-1

EXHIBIT D-3

INITIAL AUTHORIZED REPRESENTATIVES OF [_______], AS

[ORIGINATOR][AND][SERVICER]

Name Title Specimen Signature

D-3-1

EXHIBIT D-4

INITIAL AUTHORIZED REPRESENTATIVES OF THE MASTER SERVICER

Name Title Specimen Signature

D-4-1

EXHIBIT E

Wells Fargo Bank, N.A.

SCHEDULE OF FEES FOR CUSTODY SERVICES

All fees described below to be paid by the Master Servicer as set forth in the Custodial Agreement, except as described under “Shipping.”

Transaction Charges:¹

Annual Safekeeping Fee:

Per Mortgage File held at end of month

Final/trailing Documents – Rejected Trailing/Final Documents

Includes filing of documents in the Mortgage File,

Per occurrence

Release Requests/Rejected Release Requests

Standard Release

-48 hour turnaround time, excludes shipping expense

-Requests returned for Mortgage Files not in custody or improperly prepared

Requests for Release

Rush Release Requests

24 hour turnaround time, excludes shipping expense

Shipping

The applicable Servicer shall be required to pay shipping expenses for any Mortgage File if there has been a breach of any representation or warranty made with respect to the related Mortgage Loan in the related servicing agreement resulting in the repurchase of such Mortgage Loan by such Servicer. In all other cases where any Mortgage Files are required to be shipped to any party, the Depositor shall pay the related shipping expenses; provided, however, that if the Depositor fails to pay such expenses within 45 days of invoicing from the Custodian, such expenses shall be paid by the Trust Fund, subject to the limitations on reimbursements in clause (B) of the definition of Available Distribution Amount in the Pooling and Servicing Agreement.

File Reinstatements/Rejected File Reinstate

Reinstatements that cannot be accepted because the file is incomplete

Trust Receipts/ Certifications /Bailee Letters

Issuance of bailee letters, trust receipts, if applicable. Per receipt/letter

File Pull Fee

Per file includes research, etc.

Labeling of files

Includes the preparation and application of labels to files

Endorsement and Assignment Stamping

Per endorsement or assignment

Copies of Documents

Pull fee per file

Per single sided copy

Costs of special projects requiring copies of more than 5% of the Mortgage Files shall be negotiated with and paid by the requesting party.

Interfiling fee

Includes placing loan files or documents in loan number order. Per file or document.

File Folders Includes placing documents not received in manila folder

¹ Fee amount to be provided to the Master Servicer by the Custodian

E-1

EXHIBIT F

REQUEST FOR RELEASE OF DOCUMENTS

To:	Wells Fargo Bank, N.A.	Date: _______________
	751 Kasota Avenue
	Minneapolis, MN 55414
	Attn: WFDC Release Department

Re: Custodial Agreement, dated as of January 1, 2013, among Christiana Trust, a division of Wilmington Savings Fund Society, FSB, as Trustee, Redwood Residential Acquisition Corporation, as Seller, Sequoia Residential Funding, Inc., as Depositor, Wells Fargo Bank, N.A., as Master Servicer, and Wells Fargo Bank, N.A., as Custodian (the “Custodial Agreement”)

In connection with the administration of the Mortgage Loans held by you as Custodian for the Trustee pursuant to the above-captioned Custodial Agreement, we request the release of the Custodian's [Mortgage File][Credit File][Underwriting Guidelines] for the Mortgage Loan described below, for the reason indicated.

Mortgage Loan Number:	Investor Number:
Mortgagor Name, Address & Zip Code:	Pool Number:
Reason for Requesting Documents (check one):
_______ 1. Mortgage Paid in Full
_______ 2. Foreclosure
_______ 3. Substitution
_______ 4. Other Liquidation
_______ 5. Non-liquidation	Reason:
_______ PDF copy of the Credit File (Trustee Only)
_______ PDF copy of the Underwriting Guidelines (Trustee Only)

By:____________________________________________
       (Authorized Signature)

Printed Name ___________________________________

[Servicer][Master Servicer][Trustee] Name:________ __________

Ship To Address:	___________________________
	_______ _____________________
Phone:	_______ _____________________

Custodian

F-1

Please acknowledge the execution of the above request by your signature and date below:

Date

Signature

Documents returned to Custodian:

Date

Custodian

F-2

EXHIBIT G

FORM OF CERTIFICATION

DATE

Christiana Trust, a division of

Wilmington Savings Fund Society, FSB, as Trustee

500 Delaware Avenue, 11th Floor

Wilmington, DE 19801

Attention: Corporate Trust - Sequoia Mortgage Trust 2013-2

Sequoia Residential Funding, Inc.

One Belvedere Place, Suite 330

Mill Valley, CA 94941

Attention:  Sequoia Mortgage Trust 2013-2

Redwood Residential Acquisition Corporation

One Belvedere Place, Suite 330

Mill Valley, CA 94941

Attention:  Sequoia Mortgage Trust 2013-2

Re: Custodial Agreement, dated as of January 1, 2013, among Christiana Trust, a division of

Wilmington Savings Fund Society, FSB, as Trustee, Redwood Residential Acquisition Corporation, as Seller, Sequoia Residential Funding, Inc., as Depositor, Wells Fargo Bank, N.A., as Master Servicer, and Wells Fargo Bank, N.A., as Custodian (the “Custodial Agreement”)

Ladies and Gentlemen:

In accordance with the provisions of Section 3.2(a) of the above referenced Custodial Agreement, the undersigned, as the Custodian, hereby certifies that, except as noted on the attached Exception Report, it has reviewed each Mortgage Loan listed in the Mortgage Loan Schedule and has determined that (i) all documents required to be delivered to it pursuant to the Custodial Agreement are in its possession; and, (ii) such documents have been reviewed by it and appear regular on their face and related to such Mortgage Loan. All capitalized terms used but not defined herein shall have the meanings set forth in the Custodial Agreement.

The Custodian makes no representations as to, and shall not be responsible to verify, (I) the validity, legality, enforceability, perfectibility, due authorization, recordability, sufficiency, or genuineness of any of the documents contained in each Mortgage File or (ii) the collectability, insurability, effectiveness or suitability of any such Mortgage Loan.

Wells Fargo Bank, N.A., as Custodian

By:                                                                                

Name:                                                                            

Title:                                                                               

G-1

EXHIBIT H

FORM OF TRANSMITTAL LETTER

[Custodian Letterhead]

[Date]

[Purchaser]

[Insert street address]

________________

________________

Re: ___________________________

Ladies and Gentlemen:

Attached please find those Mortgage Loans listed separately on the attached schedule, which Mortgage Loans are owned by the Trustee and are being delivered to you for purchase.

Capitalized terms used herein and not otherwise defined shall have the meanings set forth in that certain Custodial Agreement, dated as of January 1, 2013, among Christiana Trust, a division of Wilmington Savings Fund Society, FSB, as Trustee, Redwood Residential Acquisition Corporation, as Seller, Sequoia Residential Funding, Inc., as Depositor, Wells Fargo Bank, N.A., as Master Servicer, and Wells Fargo Bank, N.A., as Custodian.

Each of the Mortgage Loans is owned by the Trustee. Such ownership interest shall be released only upon remittance of $_____________ representing the full amount of the purchase price of such Mortgage Loans (the “Payoff Amount”) by wire transfer of immediately available funds to the following account:

WIRE TRANSFER INSTRUCTIONS:

[to be provided by Securities Administrator]

Pending the purchase of each Mortgage Loan and until the Payoff Amount is received, the aforesaid ownership interest therein will remain in full force and effect, and you shall hold possession of the Mortgage Loans and the documentation evidencing same as custodian, agent and bailee for and on behalf of the Trustee. In the event that any Mortgage Loan is unacceptable for purchase, promptly return the rejected item directly to the Custodian at its address set forth below. The Mortgage Loans must be so returned or Payoff Amount remitted in full no later than 30 days from the date hereof. If you are unable to comply with the above instructions, please so advise the undersigned Custodian immediately.

H-1

NOTE: BY ACCEPTING THE MORTGAGE LOANS DELIVERED TO YOU WITH THIS LETTER, YOU CONSENT TO BE THE CUSTODIAN, AGENT AND BAILEE FOR THE OWNER ON THE TERMS DESCRIBED IN THIS LETTER. THE CUSTODIAN REQUESTS THAT YOU ACKNOWLEDGE RECEIPT OF THE ENCLOSED MORTGAGE LOANS AND THIS LETTER BY SIGNING AND RETURNING THE ENCLOSED COPY OF THIS LETTER TO THE CUSTODIAN; HOWEVER, YOUR FAILURE TO DO SO DOES NOT NULLIFY SUCH CONSENT.

Very truly yours,

Wells Fargo Bank, N.A.,
as Custodian

By:
Name:
Title:
Address:

ACKNOWLEDGED AND AGREED:

Authorized Signature:

[Purchaser]

By:
Name:
Title:
Address:

H-2

EXHIBIT I

FORM OF CERTIFICATION REGARDING SERVICING CRITERIA TO BE
ADDRESSED IN REPORT ON ASSESSMENT OF COMPLIANCE

The assessment of compliance to be delivered by the Custodian shall address, at a minimum, the criteria identified below with an "X" as Servicing Criteria applicable to the Custodian:

Regulation AB Reference	Servicing Criteria		Custodian
	General Servicing Considerations
1122(d)(1)(i)		Policies and procedures are instituted to monitor any performance or other triggers and events of default in accordance with the transaction agreements.		N/A
1122(d)(1)(ii)		If any material servicing activities are outsourced to third parties, policies and procedures are instituted to monitor the third party’s performance and compliance with such servicing activities.		N/A
1122(d)(1)(iii)		Any requirements in the transaction agreements to maintain a back-up servicer for the pool assets are maintained.		N/A
1122(d)(1)(iv)		A fidelity bond and errors and omissions policy is in effect on the party participating in the servicing function throughout the reporting period in the amount of coverage required by and otherwise in accordance with the terms of the transaction agreements.		N/A
		Cash Collection and Administration
1122(d)(2)(i)		Payments on pool assets are deposited into the appropriate bank collection accounts and related bank clearing accounts no more than two business days following receipt, or such other number of days specified in the transaction agreements.		N/A
1122(d)(2)(ii)		Disbursements made via wire transfer on behalf of an obligor or to an investor are made only by authorized personnel.		N/A
1122(d)(2)(iii)		Advances of funds or guarantees regarding collections, cash flows or distributions, and any interest or other fees charged for such advances, are made, reviewed and approved as specified in the transaction agreements.		N/A
1122(d)(2)(iv)		The related accounts for the transaction, such as cash reserve accounts or accounts established as a form of over collateralization, are separately maintained (e.g., with respect to commingling of cash) as set forth in the transaction agreements.		N/A
1122(d)(2)(v)		Each collection account is maintained at a federally insured depository institution as set forth in the transaction agreements. For purposes of this criterion, “federally insured depository institution” with respect to a foreign financial institution means a foreign financial institution that meets the requirements of Rule 13k-1(b)(1) of the Securities Exchange Act.		N/A

I-1

Regulation AB Reference	Servicing Criteria	Custodian
1122(d)(2)(vi)	Unissued checks are safeguarded so as to prevent unauthorized access.	N/A
1122(d)(2)(vii)	Reconciliations are prepared on a monthly basis for all asset-backed securities related bank accounts, including collection accounts and related bank clearing accounts. These reconciliations are (A) mathematically accurate; (B) prepared within 30 calendar days after the bank statement cutoff date, or such other number of days specified in the transaction agreements; (C) reviewed and approved by someone other than the person who prepared the reconciliation; and (D) contain explanations for reconciling items. These reconciling items are resolved within 90 calendar days of their original identification, or such other number of days specified in the transaction agreements.	N/A
	Investor Remittances and Reporting
1122(d)(3)(i)	Reports to investors, including those to be filed with the Commission, are maintained in accordance with the transaction agreements and applicable Commission requirements. Specifically, such reports (A) are prepared in accordance with timeframes and other terms set forth in the transaction agreements; (B) provide information calculated in accordance with the terms specified in the transaction agreements; (C) are filed with the Commission as required by its rules and regulations; and (D) agree with investors’ or the trustee’s records as to the total unpaid principal balance and number of pool assets serviced by the Servicer.	N/A
1122(d)(3)(ii)	Amounts due to investors are allocated and remitted in accordance with timeframes, distribution priority and other terms set forth in the transaction agreements.	N/A
1122(d)(3)(iii)	Disbursements made to an investor are posted within two business days to the Servicer’s investor records, or such other number of days specified in the transaction agreements.	N/A
1122(d)(3)(iv)	Amounts remitted to investors per the investor reports agree with cancelled checks, or other form of payment, or custodial bank statements.	N/A
	Pool Asset Administration
1122(d)(4)(i)	Collateral or security on pool assets is maintained as required by the transaction agreements or related pool asset documents.	X
1122(d)(4)(ii)	Pool assets  and related documents are safeguarded as required by the transaction agreements	X
1122(d)(4)(iii)	Any additions, removals or substitutions to the asset pool are made, reviewed and approved in accordance with any conditions or requirements in the transaction agreements.	N/A
1122(d)(4)(iv)	Payments on pool assets, including any payoffs, made in accordance with the related pool asset documents are posted to the Servicer’s obligor records maintained no more than two business days after receipt, or such other number of days specified in the transaction agreements, and allocated to principal, interest or other items (e.g., escrow) in accordance with the related pool asset documents.	N/A

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Regulation AB Reference	Servicing Criteria		Custodian
1122(d)(4)(v)	The Servicer’s records regarding the pool assets agree with the Servicer’s records with respect to an obligor’s unpaid principal balance.		N/A
1122(d)(4)(vi)	Changes with respect to the terms or status of an obligor's pool assets (e.g., loan modifications or re-agings) are made, reviewed and approved by authorized personnel in accordance with the transaction agreements and related pool asset documents.		N/A
1122(d)(4)(vii)	Loss mitigation or recovery actions (e.g., forbearance plans, modifications and deeds in lieu of foreclosure, foreclosures and repossessions, as applicable) are initiated, conducted and concluded in accordance with the timeframes or other requirements established by the transaction agreements.		N/A
1122(d)(4)(viii)		Records documenting collection efforts are maintained during the period a pool asset is delinquent in accordance with the transaction agreements. Such records are maintained on at least a monthly basis, or such other period specified in the transaction agreements, and describe the entity’s activities in monitoring delinquent pool assets including, for example, phone calls, letters and payment rescheduling plans in cases where delinquency is deemed temporary (e.g., illness or unemployment).		N/A
1122(d)(4)(ix)		Adjustments to interest rates or rates of return for pool assets with variable rates are computed based on the related pool asset documents.		N/A
1122(d)(4)(x)		Regarding any funds held in trust for an obligor (such as escrow accounts): (A) such funds are analyzed, in accordance with the obligor’s pool asset documents, on at least an annual basis, or such other period specified in the transaction agreements; (B) interest on such funds is paid, or credited, to obligors in accordance with applicable pool asset documents and state laws; and (C) such funds are returned to the obligor within 30 calendar days of full repayment of the related pool assets, or such other number of days specified in the transaction agreements.		N/A
1122(d)(4)(xi)		Payments made on behalf of an obligor (such as tax or insurance payments) are made on or before the related penalty or expiration dates, as indicated on the appropriate bills or notices for such payments, provided that such support has been received by the servicer at least 30 calendar days prior to these dates, or such other number of days specified in the transaction agreements.		N/A
1122(d)(4)(xii)		Any late payment penalties in connection with any payment to be made on behalf of an obligor are paid from the Servicer’s funds and not charged to the obligor, unless the late payment was due to the obligor’s error or omission.		N/A
1122(d)(4)(xiii)		Disbursements made on behalf of an obligor are posted within two business days to the obligor’s records maintained by the servicer, or such other number of days specified in the transaction agreements.		N/A
1122(d)(4)(xiv)		Delinquencies, charge-offs and uncollectible accounts are recognized and recorded in accordance with the transaction agreements.		N/A

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Regulation AB Reference	Servicing Criteria	Custodian
1122(d)(4)(xv)	Any external enhancement or other support, identified in Item 1114(a)(1) through (3) or Item 1115 of Regulation AB, is maintained as set forth in the transaction agreements.	N/A

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EXHIBIT J

FORM OF CREDIT FILE CERTIFICATION

DATE

Christiana Trust, a division of

Wilmington Savings Fund Society, FSB, as Trustee

500 Delaware Avenue, 11th Floor

Wilmington, DE 19801

Attention: Corporate Trust - Sequoia Mortgage Trust 2013-2

Sequoia Residential Funding, Inc.

One Belvedere Place, Suite 330

Mill Valley, CA 94941

Attention:  Sequoia Mortgage Trust 2013-2

Redwood Residential Acquisition Corporation

One Belvedere Place, Suite 330

Mill Valley, CA 94941

Attention:  Sequoia Mortgage Trust 2013-2

Re: Custodial Agreement, dated as of January 1, 2013, among Christiana Trust, a division of

Wilmington Savings Fund Society, FSB, as Trustee, Redwood Residential Acquisition Corporation, as Seller, Sequoia Residential Funding, Inc., as Depositor, Wells Fargo Bank, N.A., as Master Servicer, and Wells Fargo Bank, N.A., as Custodian (the “Custodial Agreement”)

Ladies and Gentlemen:

In accordance with the provisions of Section 3A.3 of the above referenced Custodial Agreement, the undersigned, as the Custodian, hereby certifies that, except as noted on the attached Exception Report, it has confirmed the presence of each Credit File listed in the Data Tape and has determined that (i) the Credit Files required to be delivered to it pursuant to the Custodial Agreement are in its possession; and, (ii) such Credit Files have been received by it and appear regular on their face. All capitalized terms used but not defined herein shall have the meanings set forth in the Custodial Agreement.

The Custodian makes no representations as to, and shall not be responsible to verify, (I) the validity, legality, enforceability, perfectibility, due authorization, recordability, sufficiency, or genuineness of any of the Credit Files or (ii) the collectability, insurability, effectiveness or suitability of any such Credit File.

Wells Fargo Bank, N.A., as Custodian

By:                                                                               

Name:                                                                            

Title:                                                                               

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EXHIBIT K

LIST OF ORIGINATORS AND MORTGAGE LOAN
PURCHASE AGREEMENTS

1. Flow Mortgage Loan Purchase and Sale Agreement, dated as of April 1, 2012, between Redwood Residential Acquisition Corporation (“RRAC”) and Alaska USA Federal Credit Union, as modified by the related Acknowledgement.

2. Flow Mortgage Loan Purchase and Sale Agreement, dated as of October 1, 2011, between RRAC and American Pacific Mortgage Corporation, as modified by the related Acknowledgement.

3. Flow Mortgage Loan Purchase and Sale Agreement, dated as of August 1, 2012, between RRAC and Bay Equity, LLC, as modified by the related Acknowledgement.

4. Flow Mortgage Loan Purchase and Sale Agreement, dated as of September 1, 2011, between RRAC and Benchmark Bank, as modified by the related Acknowledgement.

5. Flow Mortgage Loan Purchase and Sale Agreement, dated as of January 1, 2012, between RRAC and Bethpage Federal Credit Union, as modified by the related Acknowledgement.

6. Flow Mortgage Loan Purchase and Sale Agreement, dated as of April 1, 2012, between RRAC and Boston Private Bank & Trust Company, as modified by the related Acknowledgement.

7. Flow Mortgage Loan Purchase and Sale Agreement, dated as of November 1, 2011, between RRAC and Castle & Cooke Mortgage, LLC, as modified by the related Acknowledgement.

8. Flow Mortgage Loan Purchase and Sale Agreement, dated as of October 1, 2011, between RRAC and Cherry Creek Mortgage Co., Inc., as modified by the related Acknowledgement.

9. Flow Mortgage Loan Purchase and Sale Agreement, dated as of August 1, 2011, between RRAC and Cole Taylor Bank, as modified by the related Acknowledgement.

10. Flow Mortgage Loan Purchase and Sale Agreement, dated as of February 1, 2012, between RRAC and Colonial Savings, F.A., as modified by the related Acknowledgement.

11. Flow Mortgage Loan Purchase and Sale Agreement, dated as of September 1, 2011, between RRAC and Cornerstone Mortgage Company, as modified by the related Acknowledgement.

12. Flow Mortgage Loan Purchase and Sale Agreement, dated as of December 1, 2011, between RRAC and Embrace Home Loans, Inc., as modified by the related Acknowledgement

13. Flow Mortgage Loan Purchase and Sale Agreement, dated as of February 1, 2012, between RRAC and Evergreen Moneysource Mortgage Company dba Evergreen Home Loans, as modified by the related Acknowledgement.

14. Flow Mortgage Loan Purchase and Sale Agreement, dated as of February 1, 2012, between RRAC and Fairway Independent Mortgage Corporation, as modified by the related Acknowledgement.

15. Flow Mortgage Loan Purchase and Sale Agreement, dated as of March 1, 2012, between RRAC and Fidelity Bank dba Fidelity Bank Mortgage, as modified by the related Acknowledgement.

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16. Flow Mortgage Loan Purchase and Sale Agreement, dated as of August 1, 2012, between RRAC and First National Bank of Omaha, as modified by the related Acknowledgement.

17. Flow Mortgage Loan Purchase and Sale Agreement, dated as of May 23, 2011, between RRAC and Flagstar Capital Markets Corporation, as modified by the related Acknowledgement.

18. Flow Mortgage Loan Purchase and Sale Agreement, dated as of August 1, 2011, between RRAC and Franklin American Mortgage Company, as modified by the related Acknowledgement.

19. Flow Mortgage Loan Purchase and Sale Agreement, dated as of August 1, 2011, between RRAC and Fremont Bank, as modified by the related Acknowledgement.

20. Flow Mortgage Loan Purchase and Sale Agreement, dated as of December 1, 2011, between RRAC and Fulton Bank, National Association, as modified by the related Acknowledgement.

21. Flow Mortgage Loan Purchase and Sale Agreement, dated as of August 1, 2012, between RRAC and George Mason Mortgage, LLC, as modified by the related Acknowledgement.

22. Flow Mortgage Loan Purchase and Sale Agreement, dated as of July 1, 2012, between RRAC and GFI Mortgage Bankers, Incorporated, as modified by the related Acknowledgement.

23. Flow Mortgage Loan Purchase and Sale Agreement, dated as of October 1, 2011, between RRAC and GuardHill Financial Corporation, as modified by the related Acknowledgement.

24. Flow Mortgage Loan Purchase and Sale Agreement, dated as of January 1, 2012, between RRAC and Guild Mortgage Company, as modified by the related Acknowledgement.

25. Flow Mortgage Loan Purchase and Sale Agreement, dated as of December 1, 2011, between RRAC and The Huntington National Bank, as modified by the related Acknowledgement.

26. Flow Mortgage Loan Purchase and Sale Agreement, dated as of May 1, 2012, between RRAC and Leader Bank, N.A., as modified by the related Acknowledgement.

27. Flow Mortgage Loan Purchase and Sale Agreement, dated as of July 1, 2012, between RRAC and The Lending Partners, LLC, as modified by the related Acknowledgement.

28. Flow Mortgage Loan Purchase and Sale Agreement, dated as of January 1, 2012, between RRAC and MegaStar Financial Corporation, as modified by the related Acknowledgement.

29. Flow Mortgage Loan Purchase and Sale Agreement, dated as of February 1, 2012, between RRAC and Monarch Bank, as modified by the related Acknowledgement.

30. Flow Mortgage Loan Purchase and Sale Agreement, dated as of June 1, 2012, between RRAC and Mortgage Master, Inc., as modified by the related Acknowledgement.

31. Flow Mortgage Loan Purchase and Sale Agreement, dated as of May 1, 2012, between RRAC and Paramount Equity Mortgage, as modified by the related Acknowledgement.

32. Mortgage Loan Flow Purchase, Sale & Servicing Agreement, dated as of July 21, 2010, between RRAC and PHH Mortgage Corporation, as modified by the related Acknowledgement.

33. Flow Mortgage Loan Purchase and Sale Agreement, dated as of December 1, 2011, between RRAC and Plaza Home Mortgage, Incorporated, as modified by the related Acknowledgement.

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34. Flow Mortgage Loan Purchase and Sale Agreement, dated as of May 1, 2012, between RRAC and Primary Residential Mortgage, Inc., as modified by the related Acknowledgement.

35. Flow Mortgage Loan Purchase and Sale Agreement, dated as of January 30, 2011, between RRAC and PrimeLending, a PlainsCapital Company, as modified by the related Acknowledgement.

36. Flow Mortgage Loan Purchase and Sale Agreement, dated as of May 1, 2011, between RRAC and Prospect Mortgage, LLC, as modified by the related Acknowledgement.

37. Flow Mortgage Loan Purchase and Sale Agreement, dated as of October 1, 2011, between RRAC and Provident Savings Bank, as modified by the related Acknowledgement.

38. Flow Mortgage Loan Purchase and Sale Agreement, dated as of November 10, 2012, between RRAC and Rockland Trust Company, as modified by the related Acknowledgement.

39. Flow Mortgage Loan Purchase and Sale Agreement, dated as of November 1, 2012, between RRAC and Salem Five Cents Savings Bank, as modified by the related Acknowledgement.

40. Flow Mortgage Loan Purchase and Sale Agreement, dated as of May 1, 2012, between RRAC and SCBT, N.A., as modified by the related Acknowledgement.

41. Flow Mortgage Loan Purchase and Sale Agreement, dated as of August 1, 2011, between RRAC and Simonich Corporation, dba BOC Mortgage, as modified by the related Acknowledgement.

42. Flow Mortgage Loan Purchase and Sale Agreement, dated as of March 1, 2011, between RRAC and Sterling Savings Bank, as modified by the related Acknowledgement.

43. Flow Mortgage Loan Purchase and Sale Agreement, dated as of October 1, 2011, between RRAC and Stifel Bank and Trust, as modified by the related Acknowledgement.

44. Flow Mortgage Loan Purchase and Sale Agreement, dated as of January 1, 2012, between RRAC and Umpqua Bank, as modified by the related Acknowledgement.

45. Flow Mortgage Loan Purchase and Sale Agreement, dated as of December 1, 2011, between RRAC and United Shore Financial Services, LLC, as successor in interest to Shore Financial Services, Inc., as modified by the related Acknowledgement.

46. Flow Mortgage Loan Purchase and Sale Agreement, dated as of June 1, 2011, between RRAC and Wintrust Mortgage, a division of Barrington Bank and Trust Company, N.A., as modified by the related Acknowledgement.

47. Flow Mortgage Loan Purchase and Sale Agreement, dated as of July 1, 2012, between RRAC and WJ Bradley Mortgage Capital LLC, as modified by the related Acknowledgement.

K-3

EXHIBIT L

LIST OF SERVICERS AND SERVICING AGREEMENTS

1. Flow Mortgage Loan Servicing Agreement, dated as of August 1, 2011, between Redwood Residential Acquisition Corporation (“RRAC”) and Cenlar FSB, as amended by Amendment No. 1 to the Flow Mortgage Loan Servicing Agreement, dated November 3, 2011, and as modified by the related Acknowledgement.

2. Flow Mortgage Loan Sale and Servicing Agreement, dated as of July 1, 2010, between RRAC and First Republic Bank, as modified by the related Acknowledgement.

3. Mortgage Loan Flow Purchase, Sale & Servicing Agreement, dated as of July 21, 2010, between RRAC and PHH Mortgage Corporation, as modified by the related Acknowledgement.

L-1

Annex 1

DOCUMENT TYPES AND EXCEPTION CODES

DOCUMENT TYPES

Track Item Type	Doc Type
COLLATERAL ITEM
1003	Residential Loan Application
1008	Underwriting and Transmittal Summary
1994	1994 CHCH SECTY
1995	1995 CHCH SECTY
1996	1996 CHCH SECTY
1997	1997 CHCH SECTY
711A	GNMA 11711A
711B	GNMA 11711B
AAL1	ASSN/ASSN LEAS1
AAL2	ASSN/ASSN LEAS2
ACC1	ASUM CO. UCC1
ACC3	ASUM-AMD/TRM CO
ACCA	ACCT CTRL AGREE
ACCP	ACCEPT & ASSUM ( COOP)
ACS1	ASUM ST. UCC1
ACS3	ASUM-AMD/TRM ST
ADDM	ADDENDUM
AFFD	NAME AFFIDAVIT
AFFX	Affidavit of Affixation
AGRE	ASSIGN OF AGREE
ALCR	Assignment to Letter of Credit
ALN1	ALLONGE 1
ALN2	ALLONGE 2
ALN3	ALLONGE 3
ALN4	ALLONGE 4
ALN5	ALLONGE 5
ALN6	ALLONGE 6
ALN7	ALLONGE 7
ALN8	ALLONGE 8
ALN9	ALLONGE 9
ALNG	ALLONGE
ALNI	ALLONGE INTRVN
ALNV	ALLONGE FINAL
AMOR	Amortization Schedule
AMRT	AMORT. SCH.
APL	ASSIGNMENT OF PROPERTY LEASE
APPL	APPLICATION
APPR	APPRAISAL
AREC	ASN RECG AGREE
ARM	ADJ RATE MORTG
AS10	ASSIGNMENT 10
AS11	ASSIGNMENT 11
ASAG	ASSN-ASSU AGRMT

I-1

Track Item Type	Doc Type
COLLATERAL ITEM
ASCC	(New) ASCC
ASGM	ASSN OF MTGE
ASGN	(New) ASGN
ASL1	ASSN 1 OF LEASE
ASL2	ASSN 2 OF LEASE
ASL3	ASSN 3 OF LEASE
ASL4	ASSN 4 OF LEASE
ASL5	ASSN 5 OF LEASE
ASL6	ASSN 6 OF LEASE
ASL7	ASSN 7 OF LEASE
ASLQ	ASN LIQUOR LIC.
ASLR	ASSN LEASE/RENT
ASLV	LEASE INV ASSN
ASN1	ASSIGNMENT 1
ASN2	ASSIGNMENT 2
ASN3	ASSIGNMENT 3
ASN4	ASSIGNMENT 4
ASN5	ASSIGNMENT 5
ASN6	ASSIGNMENT 6
ASN7	ASSIGNMENT 7
ASN8	ASSIGNMENT 8
ASN9	ASSIGNMENT 9
ASNB	BLANKET ASSN
ASNP	Assignment of Proprietary Lease
ASNV	ASSN TO INVESTR
ASNX	ASSIGNMENT 10+
ASPW	ASG-PRMTS&WARRT
ASSB	(New) ASSB
ASSE	ASSETT MGR AGRT
ASSM	ASSN SUB/MGMT
ASSN	INT. ASSIGNMENT
ASSO	ORIG ASSIGNMENT
ASSU	ASSUMPTION
ASUM	ASSUMPT AGREEMT
ASV1	SUBSEQ PRIV ASN
ASVB	BLNKT ASSN--INV
ATTY	ATTY'S OPINION
AVRF	Asset Verification
BAIL	BAILEE LETER
BALN	Balloon Mortgages
BARC	(New) BARC
BASN	BARCLAYS A/M
BCIA	BLNKT CERT-GNMA
BKST	Bank Statements
BLNK	(c) Blank Description
BOFS	BILL OF SALE
BOND	LOST INSTR AFFD
BORR	CERT OF BORROW
BPO	Brokers Price Opinion

I-2

Track Item Type	Doc Type
COLLATERAL ITEM
BUYD	BUYDOWN AGREEMT
CASH	CASH MANAGEMENT
CEM	CONSOL/EXT AGRM
CERI	REO Certificate of Insurance
CERT	MIC/LGC
CINL	(New) CINL
CKLT	LOAN FILE CHECKLIST
CNFS	CERT NONFOREIGN
CNSV	Conservator Court Appointment
COAG	Co-Ownership Agreement
COFS	CONTRACT OF SALE
COFT	CERT OF TITLE
COM1	Combined Document Intervening Assignment 1
COM2	Combined Document Intervening Assignment 2
COM3	Combined Document Intervening Assignment 3
COM4	Combined Document Intervening Assignment 4
COM5	Combined Document Intervening Assignment 5
COM6	Combined Document Intervening Assignment 6
COM7	Combined Document Intervening Assignment 7
COM8	Combined Document Intervening Assignment 8
COM9	Combined Document Intervening Assignment 9
COMB	COMBINATION DOC
COMP	COMPLETION/REP
COMV	Combined Document Final Assignment
CONC	Construction Contract
CONE	CONSENT (COOP)
CONS	CONSOLIDATION
CONT	CNTRCT FOR DEED
CONV	CONVERSION AGMT
COOP	CO-OP
CORP	CORPORATE ASSN
CRPT	Credit Report
CSUB	COLL SUBMISSION
CTRL	CRED.TENANT LSE
CUST	CUSTODY AGREEMT
DEE1	ADD'L DEED
DEE2	2ND ADDL DEED
DEED	DEED OF TRUST
DEFR	Deferral Agreement
DEFS	DEFEASANCE DOCUMENTS
DOC	DOCUMENT
DOFT	(New) DOFT
EDV1	SUBSEQ PRIV END
EMIC	Electronic MIC
ENAS	ENVIR ASSESSMNT
END1	ENDORSEMENT 1
END2	ENDORSEMENT 2
END3	ENDORSEMENT 3
END4	ENDORSEMENT 4

I-3

Track Item Type	Doc Type
COLLATERAL ITEM
END5	ENDORSEMENT 5
END6	ENDORSEMENT 6
END7	ENDORSEMENT 7
END8	ENDORSEMENT 8
END9	ENDORSEMENT 9
ENDI	Intervening Endorsement
ENDV	FINAL ENDORSEMENT
ENOT	Electronic Note
ENVI	ENVIRO INDEMNIT
EOMP	E&O POLICY
ESCL	ESCROW LETTER
ESCR	ESCROW AGREEMNT
ESTO	ESTOPPEL L/A
EXTN	Extension Agreement
FDOC	Final Package-No Insuring Document
FHFC	FHA Firm Commitment
FHIN	FHA Insurance
FHPN	FHA Project Number
FHRA	FHA Regulatory Agreement
FHUD	Final HUD
FILE	LOAN FILE
FILN	(New) FILN
FIN	(New) FIN
FIN'	(New) FIN'
FIN.	(New) FIN.
FIN;	(New) FIN;
FINL	FINAL PACKAGE
FIXF	Fixture Filing
FLIN	FLOOD INSURANCE
FPLN	FHA Home Equity Conversion Mtg with Line of Credit Only Plan
FPNT	1ST PAYMT NOTIC
FRAN	FRANCHISE AGRMT
FSCH	FILE SCHEDULE
GFE	Good Faith Estimate
GRND	GROUND LEASES
GUAR	GUARANTEE AGMNT
HAZA	HAZARD POLICY
HEAA	Equity Access Agreement
ICAG	INTERCREDITOR
IFNL	(New) IFNL
ILGC	INDIAN LGC
INCL	INS CLOSE LETTR
INIP	INITIAL PACKAGE
INP	(New) INP
INSU	GOVERNMENT INSURANCE
INV2	(New) INV2
INVA	INVESTOR ASSN
INVC	(New) INVC
IRCA	INTEREST RCA

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Track Item Type	Doc Type
COLLATERAL ITEM
LAGR	LOAN AGREEMENT
LAND	LAND HOME CONTRACT
LCI	Lender’s Closing Instructions
LCRD	LETTR OF CREDIT
LEAS	LEASE DOCUMENT
LEGL	LEGAL DESCR DOC
LES1	ASSN OF LESS
LES2	ASSN OF LES1
LESS	LEASE ESTOPPEL
LGC	LGC
LIB	Lost Instrument Bond
LIEN	Lienholder/ Security Interest Evidence
LIFE	Life Insurance
LLA	LOST LEASE AFFIDAVIT
LLAP	Lender's Loan Approval
LNA	LOST NOTE AFDVT
LNG	LOAN NOTE GUAR.
LSA	LOST STOCK AFFIDAVIT
LSCH	LOAN SCHEDULE
MEMO	MEMO DOCUMENT
MERG	MERGER DOCUMENT
MERS	MERS
MFAM	Multi-Family Rider
MFLG	MERS FLAG
MGMT	ASSIGN OF MGMT
MHCT	Mobile Home Certificate
MHRD	Mobile Home Rider
MIC	MIC
MILR	(New) MILR
MISC	MISC. DOCUMENTS
MMIN	MERS ID NUMBER
MOD	MODIFICATION
MODF	MODIF AGREEMT
MODN	MODIFICATION AGREEMENT FOR NOTE ONLY
MORT	MORTGAGE
MTG2	2nd Mortgage
NDEF	Notice of Default
NOLA	NOLA FORM
NOT1	ADD'L NOTE
NOT2	2ND ADDL NOTE
NOTA	NOTICE OF ASN
NOTE	MTG NOTE
NRID	Note Rider
NTAS	ASSIGNEE NOTICE
NVA	(New) NVA
OMNA	Intervening Assignment for Omnibus
OMNI	OMNIBUS
OMNV	Final Assignment for Omnibus
OMVA	(New) OMVA

I-5

Track Item Type	Doc Type
COLLATERAL ITEM
OPER	OPERATIONS/MAIN
OPIN	OPINION
PART	Participation Agreement/Certificate
PBND	Performance Bond
PLSA	PLEDGE/SEC AGRE
PMI	PRIV MORTG INS
PMIS	PRIV. MORT INS
POA	POWER OF ATTNY
POFA	POWER OF ATTORN
POOL	POOL PAPERS
PORT	PORTFOLIO
PPPA	Prepayment Penalty Addendum
PRLS	PROPRIETARY LEASE
PROL	PROPRIETARY LSE
PTPL	PRELIM. TITLE POLICY
PURL	PURCHASER LEASE
QCLD	QUIT CLAIM DEED
RAPR	RES. APPRAISAL
RAS'	(New) RAS'
RAS2	2ND ASSN SENT
RAS3	3RD ASSN SENT
RAS4	4TH ASSN SENT
RASN	RECORDED ASSIGN
RCAG	RECOGNITION AGREEMENT
RCER	RECERT FORM
REAG	RECIP EASE AGRE
RECG	RECOGN AGREEMT
RECO	RECONVEYANCE
RECP	RECPT&CLSG CERT
RELR	RELEASE REQUEST
REOP	REO Phase Report
REPL	REPLACEMENT RES
REQU	REQUIRED REPAIR
RIDR	RIDERS
RLAP	RES. LOAN APPL.
RTC	Right to Cancel
SCER	STOCK CERT
SCHD	POOL SCHEDULE
SCON	Sales Contract
SCRT	STOCK CERT
SEC1	ASN OF SEC AGMT
SEC2	Second Property Mortgage
SEC3	Third Property Mortgage
SECA	SECURITY AGREEMENT
SECI	SECURITY INSTR
SEVC	Final Assignment for Security Agreement
SIGN	SIGNATURE AFFID
SINS	SITE INSPECTION
SPOW	STOCK POWER

I-6

Track Item Type	Doc Type
COLLATERAL ITEM
SPRG	SPREADER AGREMT
SPWR	STOCK POWER
SRID	Security Instrument Rider
SRPT	Surveyor's Report
STUB	Paystub
SUB	SUBORDINATION
SUBD	SUBORD AGREEMT
SUBR	SUBORDINATION
SUR1	FINAL SURVEY
SURT	Surrender of Title/Origin Certificate
SURV	SURVEY
TAGR	TRUST AGREEMENT
TAXR	Tax Returns
TCMT	TITLE COMMITMENT
TEND	Title Policy Endorsement
TENT	TENANT ESTOPPEL
TEST	TEST DOCUMENT
TIL	Truth in Lending Disclosure Statement
TILN	TRUTH IN LENDNG
TITL	TITL - Converted
TPOL	TITLE POLICY
TRAN	(New) TRAN
TRFL	MTG,ASSN & DOCS
TRNS	TORRENS CERT
TTRB	TRIAL BALANCE
UARL	UNREC ASSN REL
UC31	Intervening UCC3 County Assignment 1
UC32	Intervening UCC3 County Assignment 2
UC33	Intervening UCC3 County Assignment 3
UC34	Intervening UCC3 County Assignment 4
UC35	Intervening UCC3 County Assignment 5
UC36	Intervening UCC3 County Assignment 6
UC37	Intervening UCC3 County Assignment 7
UC38	Intervening UCC3 County Assignment 8
UC39	Intervening UCC3 County Assignment 9
UC3I	UCC-3 INTV(CO)
UC3U	Unfiled UCC3 to Blank
UCC1	UCC-1 (CO)
UCC2	UCC2 - Converted
UCC3	UCC-3 (CO)
UCS1	UCC-1 (ST)
UCS3	UCC-3 (ST)
US31	Intervening UCC3 State Assignment 1
US32	Intervening UCC3 State Assignment 2
US33	Intervening UCC3 State Assignment 3
US34	Intervening UCC3 State Assignment 4
US35	Intervening UCC3 State Assignment 5
US36	Intervening UCC3 State Assignment 6
US37	Intervening UCC3 State Assignment 7

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Track Item Type	Doc Type
COLLATERAL ITEM
US38	Intervening UCC3 State Assignment 8
US39	Intervening UCC3 State Assignment 9
US3I	UCC-3 INTV (ST)
VOE	Verification of Employment
VOM	Verification of MTG
VOR	Verification of Rent
W2F	W2 Form
WARD	WARRANTY DEED
WDEB	WARRANTY DEED TO BUYER
WDED	WARRANTY DEED
WVOP	WRTN VAL OF PRP

EXCEPTION CODES

Code	Question Description
01	Missing
02	Document is Copy, Need Original
03	Doc is a Copy, but not Certified True and Correct
04	Pages are Missing from Document
05	Damaged Document
06	Incorrect Form
07	Date is Incorrect
08	Loan Number does not agree with Schedule
09	Property Address does not agree with Schedule
10	Interest Rate does not agree with Schedule
11	Interest Rate (alpha & numeric) do not agree
12	Date of First Payment does not agree with Schedule
13	Date of Last Payment does not agree with Schedule
14	Loan Amount does not agree with Schedule
15	Loan Amount (alpha & numeric) do not agree
16	Monthly P&I does not agree with Schedule
17	P&I (alpha & numeric) do not agree
18	Mortgagor Name(s) does not agree with Schedule
19	Legal Description is Missing/Incorrect
20	Unrecorded Original
21	White-out / Corrections Not Initialed
22	Endorsement(s) is Missing/Incorrect
23	Notary, Acknowledgment, or Witness Information is Missing
24	Name is Missing/Incorrect
25	Signature(s) does not agree with Typed Name(s)
26	Signature is Missing
27	Signature is Not Original
28	Signature Date is Missing
29	Title Insurance Coverage is Insufficient
30	Named Insured is Missing/Incorrect
31	Trustee Name is Missing/Incorrect
32	Guarantee Percentage is Missing
33	Case Number does not agree with Schedule
34	Commitment Number does not agree with Schedule

I-8

Code	Question Description
35	Investor Loan Number does not agree with Schedule
36	First Interest Rate Adjustment Date differs from Schedule
37	The Margin does not agree with Schedule
38	The Percent Rounded does not agree with Schedule
39	The Periodic Cap does not agree with Schedule
40	The Lifetime Cap does not agree with Schedule
41	ARM Convertibility Feature is Missing/Incorrect
42	ARM Index is Missing/Incorrect
43	ARM Lookback Period is Missing/Incorrect
44	Schedule A is Incorrect
45	County Missing/Incorrect
46	Loan Reference Missing/Incorrect
47	Incomplete Information
48	Not Listed on Trial Balance (recertification code)
49	Life Floor Does not Agree with Schedule
50	Rate Adj Frequency Does Not Agree with Schedule
51	Closing Date Does Not Agree with Schedule
52	Document Does Not Belong in File
53	Total Loan to Value does not agree with Schedule
54	Property Type does not agree with Schedule
55	Loan Purpose does not agree with Schedule
56	Occupancy does not agree with Schedule
57	Document is a "True & Correct" copy, need Original
58	Prepayment Penalty Term differs from Schedule.
59	Title Policy Assumption Endorsement Missing
60	Break in Assignment Chain.
61	Document is Missing, Need a Copy
62	CLAIM, LIEN, INTEREST, ENCUMBRANCE, OR RESTRICTION EXISTS
63	Mers Beneficiary Name Missing/Incorrect
64	Duplicate Original in file
65	Corrected MIC in file
66	Rider Missing
67	in File
68	Certified True Copy
69	Recorded Copy
70	IN PROCESS AND\OR SUBMITTED FOR RECORDING
71	Start date is incorrect.
72	Max. principal sum doesn't agree with schedule.
73	Advance limit amount doesn't agree with schedule.
74	Initial advance doesn't agree with schedule.
75	Monthly advance doesn't agree with schedule.
76	Maturity fee doesn't agree with schedule.
77	Equity share doesn't agree with schedule.
78	Reserve acct. advance amount doesn't agree with schedule.
79	Loan Percentage does not match the schedule
80	Missing CO-OP documents
81	Initial Fair Value does not match the schedule
82	Compounding Amount does not match the schedule
83	Initial Lending Value does not agree with Schedule

I-9

Code	Question Description
84	Initial Annual Percentage Rate does not match Schedule
85	Maximum Rate does not match Schedule
86	RECEIVING BANK NAME DOES NOT AGREE
87	ABA NUMBER DOES NOT AGREE
88	MISSING
89	ACCOUNT # DOES NOT AGREE
90	LOST DOCUMENT - AFFIDAVIT IN FILE
91	TRUST INFORMATION MISSING OR INCORRECT
92	DOCUMENT BEING CREATED AND OR EXECUTED
93	PAGES ARE MISSING FROM RECORDED DOC
94	OUT FOR EXECUTION
95	NOTARY, ACKNW., OR WITNESS INFO. MISSING FROM RECORDED DOC
96	DOCUMENT IS AN UNRECORDED COPY, NEED RECORDED COPY
97	ADDITIONAL DOCUMENTS IN FILE
98	Missing. Title Commitment Received
99	Document is a "True & Correct" Copy, need Original
CM	MIC/LGC IS MISSING
F1	Misc. Exception
F2	Misc. Exception
F3	Missing File
F4	MISSING FILE
MM	MORTGAGE/DEED OF TRUST IS MISSING
NM	NOTE MISSING
NR	NOT REVIEWED
TM	TITLE POLICY MISSING
02A	DOCUMENT IS A COPY, ASSIGNEE NAME IS MISSING
09A	PROPERTY ADDRESS MISSPELLING OF ADDRESS
09B	PROPERTY ADDRESS MISSPELLING OF CITY
09C	Legal Description or Property Address missing
100	RECORDING INFORMATION MISSING/INCORRECT
101	VA ELIGIBILITY PERCENT
102	VA VENDEE
103	ADP CODE
104	HUD REPO
105	PRODUCT TYPE
106	LAST RECORDED INTERIM ASSIGNMENT.
107	ADP CODE NOT APPROVED.
108	NOTE HELD AT FNMA/FHLMC CUSTODIAN
109	REC'D ASUM NEED UCC AMENDMENT OR NEW FILING
110	PORTFOLIO REVIEWED LOAN
111	RECORDED DOCUMENT SENT TO BE RE-RECORDED
112	Mortgagor name(s) does not agree with Assignment.(FHLB)
113	Property address does not agree with Assignment.(FHLB)
114	Note is not on a standard FNMA/FHLMC uniform instrument form
115	Processing and or submitted for recording to issuer vendor.
116	DOCUMENTS IN A FOREIGN LANGUAGE, CAN NOT BE REVIEWED
117	Initial Rate Cap doesn't agree with schedule.
118	Lost Note Affdidavit in File, Missing Copy of Note
119	Lost Note Affidavit and Copy of Note in File

I-10

Code	Question Description
120	Assignee Name Missing
121	Recording Search and/or Confirmation of Filing
122	Screen Print of Government Insurance Received
123	Desc. of Easements and Encroachments does not agree with TPO
124	Name of insured not mortgagee and/or Sec'y of HUD
125	NOT VERIFIED AS MERS REGISTERED
126	INTERIM FUNDER IS NOT BLANK
127	PREPAYMENT CHARGE DOES NOT MATCH SCHEDULE
128	Lender signature missing
129	Balloon Call Date does not match system
130	ARM DATA MISSING
131	First rate Adjustment Min Rate does not agree with schedule
132	First Rate Adjustment Max Rate does not agree with schedule
134	Loan requires new FHLMC review
135	Co-Borrower name does not agree with schedule
136	CUSTODIAN NOT ON MERS SYSTEM
137	WAREHOUSE LENDER NOT BLANK OR IS INCORRECT ON MERS SYSTEM
138	INVESTOR INCORRECT ON MERS SYSTEM
139	1st Payment Change Date differs from schedule
140	Copy Missing
141	MIN NUMBER is Missing/Incorrect
142	ARM Note Rounding Method differs from Schedule
143	1st full amortizing payment date does not match the Schedule
144	Amortization term does not match schedule
145	IO Term Does Not Match Schedule
146	Periodic Payment Cap does not agree with Schedule
147	File Released in Excess of 30 days
148	File Released-Attorney Bailee Terminated
18A	Borrowers Age does not agree Schedule
200	Lien release/short sale.
20A	UNRECORDED ORIGINAL INVESTOR ASSIGNMENT
21A	Document Initialed Inconsistently
22A	NOTE ENDORSEMENT MISSING TYPED NAME OF SIGNER
22B	NOTE ENDORSEMENT MISSING TITLE OF OFFICER
22C	NOTE ENDORSEMENT IS DUPLICATE
22D	NOTE ENDORSEMENT IS ILLEGIBLE
22E	ALLONGE TYPED SIGNERS NAME IS MISSING
22F	ALLONGE TITLE OF OFFICER MISSING
22G	Allonge verbiage missing from Note
22H	Endorsement subsequent to allonge is on note
277	Signature is a facsimile.
300	Evidence of title received, need title policy
301	Standard form of Alta policy not received
302	HUD Insurance Option does not match schedule
303	Principal Limit does not match schedule
304	Payment Option does not match schedule
305	Expected Rate does not match schedule
310	Max Claim Amount does not agree with Plan
311	Monthly Servicing Fee does not agree with Plan

I-11

Code	Question Description
41A	ARM Conversion/Modification Date is Missing/Incorrect
440	Schedule A missing
441	Schedule B missing
490	ARM Ceiling does not agree with Schedule
491	INTEREST RATE CAPS DO NOT MEET GNMA STANDARDS
492	Subsequent Adjustment Floor does not agree with schedule
493	Original Months to Maturity does not match Schedule
494	Interest Rate Calculation Method does not match Schedule
495	Payment Change Cap does not match Schedule
496	First Mandatory Recast period does not match Schedule
500	ASSIGNMENT TO BLANK S/B TO EMC MTG FROM:
501	Pmt Change Frequency does not agree with schedule
502	Draw period does not match schedule
503	Repayment period does not match schedule
580	PREPAYMENT FLAG IS INCORRECT
600	ENDORSEMENT TO BLANK S/B TO EMC MTG FROM:
700	Submitted for Recording
710	Repair Set-Aside Amount differs from Schedule
730	Closing Cost does not Agree with Schedule
731	Discharge of Lien does not Agree with Schedule
732	Outstanding Balance does not Agree with Schedule
800	File Received, Not Reviewed
900	Bailee in Lieu of Note
901	Recorded Document Missing
905	Damaged Document on recorded Document
909	Property address does not agree with sch. on recorded doc.
914	Loan amount does not agree with schedule on recorded doc.
918	Borrower name does not agree with sch. on recorded document
919	Legal description missing/incorrect on recorded document
924	Name is Missing/Incorrect on recorded Document
926	Signature is missing from recorded document
947	Incomplete information on Recorded document
990	Bailee in Lieu of File
999	NOT REVIEWED
AFM	FINAL ASSN MISSING/INCORRECT
AI1	INTERIM (INTERVENING) ASSIGNMENT IS INCOMPLETE
AI2	INTERIM (INTERVENING) ASSIGNMENT IS INCOMPLETE
AI3	INTERIM (INTERVENING) ASSIGNMENT IS INCOMPLETE
ALL	MISSING ALL DOCUMENTS
AM1	INTERIM ASSN IS MISSING
AM2	INTERIM (INTERVENING) ASSIGNMENT IS MISSING
AM3	INTERIM (INTERVENING) ASSIGNMENT IS MISSING
ANP	NOTARY INFORMATION IS MISSING/INCORRECT ON ASSIGNMENT
EFI	FINAL (ISSUER TO BLANK/INVESTOR) ENDORSEMENT IS INCOMPLETE
EFM	FINAL (ISSUER TO BLANK/INVESTOR) ENDORSEMENT IS MISSING
EI1	INTERIM (INTERVENING) ENDORSEMENT IS INCOMPLETE
EI2	INTERIM (INTERVENING) ENDORSEMENT IS INCOMPLETE
EI3	INTERIM (INTERVENING) ENDORSEMENT IS INCOMPLETE
EM1	INTERIM (INTERVENING) ENDORSEMENT IS MISSING

I-12

Code	Question Description
EM2	INTERIM (INTERVENING) ENDORSEMENT IS MISSING
EM3	INTERIM (INTERVENING) ENDORSEMENT IS MISSING
END	MISSING ENDORSEMENT
MIC	MIC/LGC is missing or incorrect
MNP	NOTARY INFORMATION MISSING ON MORTGAGE
NNP	NOTARY INFORMATION IS MISSING/INCORRECT ON NOTE
NPI	MONTHLY P & I IS MISSING ON NOTE
POA	MISSING POWER OF ATTORNEY
RF1	BLUE SLIP-BUT RFC ASSGN IS REQUIRED
SCH	PROPERTY ADDRESS ON NOTE IS DIFFERENT THAN SCHEDULE
SPI	MONTHLY P & I ON SCHEDULE DOES NOT MATCH NOTE
01CC	Cook County, IL Mortgage Missing Certificate
101A	VA Eligibility AMT
119A	Document not Addressed to Freddie Mac
128A	Officer Name or Title Missing
1706	PROPERTY ADDRESS ON NOTE IS DIFFERENT THAN 1706
1708	MISSING RELEASE REQUEST
A-01	OTHER LOAN #
AAMT	FNMA ASSIGNMENT IS MISSING THE MORTGAGE AMT
ACER	ASSIGNMENT COPY NEEDS TO BE ISSUER CERTIFIED
ACOP	COPY OF ASSIGNMENT IS NOT COUNTY CERTIFIED
ADAT	NOTE DATE REFERENCED ON ASSIGNMENT IS MISSING/INCORRECT
AIM1	INTERIM (INTERVENING) ASSIGNMENT IS MISSING/INCORRECT
AIM2	INTERIM (INTERVENING) ASSIGNMENT IS MISSING/INCORRECT
AIM3	INTERIM (INTERVENING) ASSIGNMENT IS MISSING/INCORRECT
ALEN	LENDER NAME IS INCORRECT ON ASSIGNMENT
ANAM	BORROWER NAME IS MISSING ON ASSIGNMENT
AOTH	OTHER ASSIGNMENT EXCEPTION
AREC	ASSIGNMENT SHOWS NO EVIDENCE OF RECORDING
AS33	MISSING ASSIGNMENT FROM PRINCIPAL TO FHLMC
ASCC	ASSIGNMENT NEEDS TO BE ISSUER CERTIFIED
ASEL	CORPORATE SEAL IS MISSING ON ASSIGNMENT
ASGN	MISSING RECORDED RFC ASSIGNMENT
ASIG	ASSIGNMENT IS NOT SIGNED BY ISSUING OFFICER
ASN1	Assignment Exception
ASN2	Assignment Exception
ASN3	Assignment Exception
ASN5	Missing Original, Recorded Interim Assignment
ASN6	Missing Assignment to GNMA
ASN7	Missing Assignment to FNMA
ASN8	Assn indicates Prin Mutual on Deed of Trust
ASNE	ASSIGNEE NAME IS MISSING/INCORRECT ON ASSIGNMENT
ASPE	MISSING INT ASSN FROM PUBLIC EMP RET SYSTEM TO PRIN
ASPL	BORROWER NAME IS MISSPELLED ON FINAL ASSIGNMENT
ASSE	MISSING INT ASSN FROM SECURITY PACIFIC TO CA EMP RET SYSTEM
ASSN	Interim Assignment is missing or incorrect
ASSO	Original Assignment is missing or incorrect
AXTR	EXTRA UNNECESSARY ASSIGNMENT
BLNK	BLNK DESCRIPTION

I-13

Code	Question Description
CAMT	LOAN AMOUNT ON MIC/LGC DOES NOT MATCH MORTGAGE
CCZC	CITY & ZIP CODE ON MIC BOTH DO NOT MATCH MORTGAGE
CMAT	MATURITY DATE ON MIC DOES NOT MATCH MORTGAGE
CNAM	MORTGAGOR NAME ON MIC/LGC DOES NOT MATCH MORTGAGE
CNUM	HOUSE # ON MIC DOES NOT MATCH MORTGAGE
COTH	OTHER CERT EXCEPTION
CSIG	AUTHORIZATION SIGNATURE IS MISSING ON MIC/LGC
CSTR	STREET NAME ON MIC DOES NOT MATCH MORTGAGE
DOFT	Deed of Trust is missing or incorrect
EDUP	DUPLICATE ENDORSEMENT NEEDS TO BE CANCELLED
EIM1	INTERIM (INTERVENING) ENDORSEMENT IS MISSING/INCORRECT
EIM2	INTERIM (INTERVENING) ENDORSEMENT IS MISSING/INCORRECT
EINI	CANCELLED ENDORSEMENT IS NOT INITIALED BY AN OFFICER
END1	INCORRECT ENDORSEMENT
END2	Extra Endn from Prin Mutual to Prin Residential
END3	MISSING BLANK ENDORSEMENT
ENDN	MISSING ENDORSEMENT FROM NMI TO BLANK
ENDP	MISSING ENDORSEMENT FROM PRINCIPAL TO BLANK
EOTH	OTHER ENDORSEMENT EXCEPTION
EV01	Tamper evident seal validation failed.
EV02	DTD validation failed.
EV03	Digital certificate could not be obtained.
EV04	Digital certificate expired.
EV05	Digital certificate authentication failed.
EV06	Digital signature validation failed.
EV07	Data/View comparison failed.
EV08	MERS-MIN CRC check failed.
EV09	Digital certificate not issued by valid SISAC issuer.
EV10	Document hash does not match MERS eRegistry.
EX01	MISSING FHLMC STAMP
FFPM	FINAL PACKAGE IS MISSING
FLIS	FILE RECEIVED IS NOT ON LIST
FOOL	FILE RECEIVED DOES NOT BELONG IN POOL
GONE	ENTIRE FILE IS MISSING
I-01	Assignment is missing or incorrect
I-03	Other exception
I-04	Other exception
INIT	CANCELLED NOTE ENDORSEMENT IS NOT INITIALLED BY OFFICER
INVA	Missing Investor Assignment
LEGL	LEGAL DESCRIPTION MISSING
M-01	Miscellaneous Document Exceptions
MCAS	FHA CASE NUMBER ON MORTGAGE DOES NOT MATCH MIC/LGC
MCOP	COPY OF MORTGAGE IS NOT COUNTY CERTIFIED
MINF	INFORMATION IS MISSING/INCORRECT ON MORTGAGE
MMAT	MATURITY DATE MISSING/INCORRECT ON MORTGAGE
MNNA	NUMERIC AND ALPHA AMOUNTS DO NOT MATCH ON MORTGAGE
MORT	MORTGAGE IS MISSING OR INCORRECT
MOTH	OTHER MORTGAGE EXCEPTION
MREC	MORTGAGE SHOWS NO EVIDENCE OF RECORDING

I-14

Code	Question Description
MSIG	MORTGAGOR/CO-MORTGAGOR SIGNATURE MISSING ON MORTGAGE
NAME	Different Name/Address
NCOP	NOTE IS NOT ORIGINAL
NDAT	FIRST/LAST PAYMENT DATE IS MISSING ON NOTE
NINI	NOTE CORRECTION IS NOT INITIALLED
NINT	INTEREST RATE IS MISSING ON NOTE
NLEN	LENDER NAME IS MISSING ON NOTE
NNNA	NUMERIC AND ALPHA LOAN AMOUNTS DO NOT MATCH ON NOTE
NOT1	NOTE EXCEPTION
NOT2	NOTE EXCEPTION
NOTE	Note is missing or incorrect
NOTH	OTHER NOTE EXCEPTION
NRID	NOTE RIDER/ALLONGE/MODIFICATION IS NOT ORIGINAL
NSIG	BORROWER SIGNATURE IS INCOMPLETE ON NOTE
OBOR	DOCUMENT(S) IN THE FILE IS/ARE FOR OTHER BORROWER
OEXC	OTHER MISCELLANEOUS EXCEPTION
ONUM	OTHER LOAN # (FOR FHLMC)
POAC	POWER OF ATTORNEY COPY IS NOT CERTIFIED
POAM	POWER OF ATTORNEY IS MISSING
RFC0	NOT STAMPED ARS BUT EXTRA ASSIGN
RFC1	MISSING ASSIGNMENT(S)
RFC2	MISSING RECORDED OR COUNTY CERTIFIED ASSIGNMENT(S)
RFC3	ENDORSEMENT EXCEPTION
RFC8	STAMPED ARS OR PINK SLIP BUT NOT MISSING ASSIGN
RFC9	STAMPED ARS BUT IS MISSING ASSIGN
SADR	PROPERTY ADDRESS ON SCHEDULE DOES NOT MATCH NOTE
SAMT	ORIGINAL LOAN AMT ON SCHEDULE DOES NOT MATCH NOTE
SCIT	CITY ON SCHEDULE DOES NOT MATCH NOTE
SCZC	CITY & ZIP CODE BOTH DO NOT MATCH NOTE
SDAT	FIRST/LAST PAYMENT DATES ON SCHEDULE DO NOT MATCH NOTE
SIGN	BORROWER'S SIGNATURE IS INCOMPLETE ON NOTE
SINF	LOAN INFORMATION ON SCHEDULE DOES NOT MATCH NOTE
SINT	INTEREST RATE ON SCHEDULE DOES NOT MATCH NOTE
SLAB	NAME ON SCHEDULE AND LABEL DOES NOT MATCH NOTE
SNAM	NAME ON SCHEDULE DOES NOT MATCH NOTE
SNUM	HOUSE # ON SCHEDULE DOES NOT MATCH NOTE
SOTH	OTHER SCHEDULE EXCEPTION
SPLA	BORROWER'S NAME IS MISSPELLED ON ASSIGNMENT
SPLB	BORROWER'S NAME IS MISSPELLED ON SCHEDULE, FILE AND ASSIGN
SSTR	STREET NAME ON SCHEDULE DOES NOT MATCH NOTE
STAT	STATE ON SCHEDULE DOES NOT MATCH NOTE
SZIP	ZIP CODE ON SCHEDULE DOES NOT MATCH NOTE
TAMT	TITLE POLICY INSURANCE AMOUNT IS LESS THAN MORTGAGE
TCOP	TITLE POLICY COPY MISSING ORIGINAL AUTHORIZED SIGNATURE
TDAT	MORTGAGE DATE IN SCHEDULE "A" IS INCORRECT
TDES	MORTGAGE DESCRIPTION IN SCHEDULE "A" IS INCORRECT
TLGL	LEGAL DESCRIPTION IS MISSING FROM TITLE POLICY
TMTG	MORTGAGE AMOUNT IN SCHEDULE "A" IS INCORRECT
TNAM	NAME OF BORROWER IS INCORRECT ON TITLE POLICY

I-15

Code	Question Description
TOTH	OTHER TITLE POLICY EXCEPTION
TPOL	Title Policy is missing or incorrect

I-16