EX-4 3 ba670959-ex4.txt P&S AGREEMENT ================================================================================ BANK OF AMERICA MORTGAGE SECURITIES, INC., as Depositor, BANK OF AMERICA, N.A., as Servicer, and THE BANK OF NEW YORK, as Trustee POOLING AND SERVICING AGREEMENT Dated July 25, 2002 ----------------------- Mortgage Pass-Through Certificates Series 2002-H ================================================================================ TABLE OF CONTENTS PRELIMINARY STATEMENT....................................................... ARTICLE I DEFINITIONS Section 1.01 Defined Terms................................................. Section 1.02 Interest Calculations......................................... ARTICLE II CONVEYANCE OF MORTGAGE LOANS ORIGINAL ISSUANCE OF CERTIFICATES Section 2.01 Conveyance of Mortgage Loans.................................. Section 2.02 Acceptance by the Trustee of the Mortgage Loans............... Section 2.03 Representations, Warranties and Covenants of the Servicer..... Section 2.04 Representations and Warranties of the Depositor as to the Mortgage Loans.............................................. Section 2.05 Designation of Interests in the REMIC......................... Section 2.06 Designation of Start-up Day................................... Section 2.07 REMIC Certificate Maturity Date............................... Section 2.08 Execution and Delivery of Certificates........................ Section 2.09 Repurchase of Converted Mortgage Loans........................ ARTICLE III ADMINISTRATION AND SERVICING OF MORTGAGE LOANS Section 3.01 Servicer to Service Mortgage Loans............................ Section 3.02 Subservicing; Enforcement of the Obligations of Servicer...... Section 3.03 Fidelity Bond; Errors and Omissions Insurance................. Section 3.04 Access to Certain Documentation............................... Section 3.05 Maintenance of Primary Mortgage Insurance Policy; Claims..... Section 3.06 Rights of the Depositor and the Trustee in Respect of the Servicer............................................. Section 3.07 Trustee to Act as Servicer.................................... Section 3.08 Collection of Mortgage Loan Payments; Servicer Custodial Account; and Certificate Account............................ Section 3.09 Collection of Taxes, Assessments and Similar Items; Escrow Accounts............................................. Section 3.10 Access to Certain Documentation and Information Regarding the Mortgage Loans.......................................... Section 3.11 Permitted Withdrawals from the Servicer Custodial Account and Certificate Account..................................... Section 3.12 Maintenance of Hazard Insurance............................... Section 3.13 Enforcement of Due-On-Sale Clauses; Assumption Agreements..... Section 3.14 Realization Upon Defaulted Mortgage Loans; REO Property....... Section 3.15 Trustee to Cooperate; Release of Mortgage Files............... Section 3.16 Documents, Records and Funds in Possession of the Servicer to be Held for the Trustee.................................. Section 3.17 Servicing Compensation........................................ Section 3.18 Annual Statement as to Compliance............................. Section 3.19 Annual Independent Public Accountants' Servicing Statement; Financial Statements........................................ Section 3.20 Advances...................................................... Section 3.21 Modifications, Waivers, Amendments and Consents............... Section 3.22 Reports to the Securities and Exchange Commission............. ARTICLE IV SERVICER'S CERTIFICATE Section 4.01 Servicer's Certificate........................................ ARTICLE V PAYMENTS AND STATEMENTS TO CERTIFICATEHOLDERS; REMIC ADMINISTRATION Section 5.01 Distributions................................................. Section 5.02 Priorities of Distributions................................... Section 5.03 Allocation of Losses.......................................... Section 5.04 Statements to Certificateholders.............................. Section 5.05 Tax Returns and Reports to Certificateholders................. Section 5.06 Tax Matters Person............................................ Section 5.07 Rights of the Tax Matters Person in Respect of the Trustee.... Section 5.08 REMIC Related Covenants....................................... ARTICLE VI THE CERTIFICATES Section 6.01 The Certificates.............................................. Section 6.02 Registration of Transfer and Exchange of Certificates......... Section 6.03 Mutilated, Destroyed, Lost or Stolen Certificates............. Section 6.04 Persons Deemed Owners......................................... ARTICLE VII THE DEPOSITOR AND THE SERVICER Section 7.01 Respective Liabilities of the Depositor and the Servicer...... Section 7.02 Merger or Consolidation of the Depositor or the Servicer...... Section 7.03 Limitation on Liability of the Depositor, the Servicer and Others.................................................. Section 7.04 Depositor and Servicer Not to Resign.......................... ARTICLE VIII DEFAULT Section 8.01 Events of Default............................................. Section 8.02 Remedies of Trustee........................................... Section 8.03 Directions by Certificateholders and Duties of Trustee During Event of Default..................................... Section 8.04 Action upon Certain Failures of the Servicer and upon Event of Default............................................ Section 8.05 Trustee to Act; Appointment of Successor...................... Section 8.06 Notification to Certificateholders............................ ARTICLE IX THE TRUSTEE Section 9.01 Duties of Trustee............................................. Section 9.02 Certain Matters Affecting the Trustee......................... Section 9.03 Trustee Not Liable for Certificates or Mortgage Loans......... Section 9.04 Trustee May Own Certificates.................................. Section 9.05 Eligibility Requirements for Trustee.......................... Section 9.06 Resignation and Removal of Trustee............................ Section 9.07 Successor Trustee............................................. Section 9.08 Merger or Consolidation of Trustee............................ Section 9.09 Appointment of Co-Trustee or Separate Trustee................. Section 9.10 Authenticating Agents......................................... Section 9.11 Trustee's Fees and Expenses................................... Section 9.12 Appointment of Custodian...................................... Section 9.13 Paying Agents................................................. Section 9.14 Limitation of Liability....................................... Section 9.15 Trustee May Enforce Claims Without Possession of Certificates................................................ Section 9.16 Suits for Enforcement......................................... Section 9.17 Waiver of Bond Requirement.................................... Section 9.18 Waiver of Inventory, Accounting and Appraisal Requirement..... ARTICLE X TERMINATION Section 10.01 Termination upon Purchase by the Depositor or Liquidation of All Mortgage Loans.......................... Section 10.02 Additional Termination Requirements.......................... ARTICLE XI MISCELLANEOUS PROVISIONS Section 11.01 Amendment.................................................... Section 11.02 Recordation of Agreement..................................... Section 11.03 Limitation on Rights of Certificateholders................... Section 11.04 Governing Law................................................ Section 11.05 Notices...................................................... Section 11.06 Severability of Provisions................................... Section 11.07 Certificates Nonassessable and Fully Paid.................... Section 11.08 Access to List of Certificateholders......................... Section 11.09 Recharacterization........................................... EXHIBITS -------- Exhibit 1-A-1 - Form of Face of Class 1-A-1 Certificate Exhibit 1-A-2 - Form of Face of Class 1-A-2 Certificate Exhibit 1-A-R - Form of Face of Class 1-A-R Certificate Exhibit 1-A-P - Form of Face of Class 1-A-P Certificate Exhibit B-1 - Form of Face of Class B-1 Certificate Exhibit B-2 - Form of Face of Class B-2 Certificate Exhibit B-3 - Form of Face of Class B-3 Certificate Exhibit B-4 - Form of Face of Class B-4 Certificate Exhibit B-5 - Form of Face of Class B-5 Certificate Exhibit B-6 - Form of Face of Class B-6 Certificate Exhibit C Form of Reverse of all Certificates Exhibit D-1 Mortgage Loan Schedule (Loan Group 1) Exhibit D-2 Mortgage Loan Schedule (Loan Group 2) Exhibit E Request for Release of Documents Exhibit F Form of Certification of Establishment of Account Exhibit G-1 Form of Transferor's Certificate Exhibit G-2A Form 1 of Transferee's Certificate Exhibit G-2B Form 2 of Transferee's Certificate Exhibit H Form of Transferee Representation Letter for ERISA Restricted Certificates Exhibit I Form of Affidavit Regarding Transfer of Residual Certificate Exhibit J Contents of Servicing File Exhibit K Form of Special Servicing Agreement Exhibit L List of Recordation States POOLING AND SERVICING AGREEMENT THIS POOLING AND SERVICING AGREEMENT, dated July 25, 2002 is hereby executed by and among BANK OF AMERICA MORTGAGE SECURITIES, INC., as depositor (together with its permitted successors and assigns, the "Depositor"), BANK OF AMERICA, N.A., as servicer (together with its permitted successors and assigns, the "Servicer"), and THE BANK OF NEW YORK, as trustee (together with its permitted successors and assigns, the "Trustee"). W I T N E S S E T H T H A T: - - - - - - - - - - - - - - In consideration of the mutual agreements herein contained, the Depositor, the Servicer and the Trustee agree as follows: PRELIMINARY STATEMENT In exchange for the Certificates, the Depositor hereby conveys the Trust Estate to the Trustee to create the Trust. The Trust Estate for federal income tax purposes will be treated as a real estate mortgage investment conduit (the "REMIC"). The Class A Certificates (other than the Class 1-A-R Certificate) and the Class B Certificates are referred to collectively as the "Regular Certificates" and shall constitute "regular interests" in the REMIC. The Class 1-A-R Certificate shall be the "residual interest" in the REMIC. The Certificates will represent the entire beneficial ownership interest in the Trust. The "latest possible maturity date" for federal income tax purposes of all interests created hereby will be the REMIC Certificate Maturity Date. The following table sets forth characteristics of the Certificates, together with the minimum denominations and integral multiples in excess thereof in which the Classes of Certificates shall be issuable (except that one Certificate of each Class of Certificates may be issued in any amount in excess of the minimum denomination): ================================================================================ Integral Initial Class Multiples Certificate Pass-Through Minimum in Excess Classes Balance Rate Denomination of Minimum -------------------------------------------------------------------------------- Class 1-A-1 $210,000,000.00 (1) $1,000 $1 Class 1-A-2 $105,682,000.0 (2) $1,000 $1 Class 1-A-P $76,650.00 (3) $25,000 $1 Class 1-A-R $100.00 (4) $100 N/A Class 2-A-1 $52,398,000.0 (5) $1,000 $1 Class B-1 $4,358,000.00 (6) $25,000 $1 Class B-2 $3,032,000.00 (6) $25,000 $1 Class B-3 $1,516,000.00 (6) $25,000 $1 Class B-4 $568,000.00 (6) $25,000 $1 Class B-5 $379,000.00 (6) $25,000 $1 Class B-6 $947,946.00 (6) $25,000 $1 -------------------------------------------------------------------------------- --------------------- (1) For each Distribution Date occurring prior to and including the Distribution Date in February 2007, interest will accrue on these Certificates at the rate of 4.428% per annum. For each Distribution Date after the Distribution Date in February 2007 and prior to the Distribution Date in July 2007, interest will accrue on these Certificates at a per annum rate equal to the Adjusted Net WAC of the Group 1 Mortgage Loans minus 0.19752%. For each Distribution Date occurring on and after the Distribution Date in July 2007, interest will accrue on these Certificates at a per annum rate equal to the weighted average of the Net Mortgage Interest Rates of the Group 1 Mortgage Loans (based on the Stated Principal Balances of the Group 1 Mortgage Loans on the Due Date in the month preceding the month of such Distribution Date). (2) For each Distribution Date occurring prior to and including the Distribution Date in February 2007, interest will accrue on these Certificates at the rate of 5.018% per annum. For each Distribution Date after the Distribution Date in February 2007 and prior to the Distribution Date in July 2007, interest will accrue on these Certificates at a per annum rate equal to the Adjusted Net WAC of the Group 1 Mortgage Loans plus 0.39248%. For each Distribution Date occurring on and after the Distribution Date in July 2007, interest will accrue on these Certificates at a per annum rate equal to the weighted average of the Net Mortgage Interest Rates of the Group 1 Mortgage Loans (based on the Stated Principal Balances of the Group 1 Mortgage Loans on the Due Date in the month preceding the month of such Distribution Date). (3) The Class 1-A-P Certificates will receive only distributions of principal until and including the Distribution Date in June 2007. For each Distribution Date after the Distribution Date in June 2007, interest will accrue on the Class 1-A-P Certificates at a per annum rate equal to the weighted average of the Net Mortgage Interest Rates of the Group 1 Mortgage Loans (based on the Stated Principal Balances of the Group 1 Mortgage Loans (based on the Stated Principal Balances of the Group 1 Mortgage Loans on the Due Date in the month preceding the month of such Distribution Date). (4) For each Distribution Date occurring prior to and including the Distribution Date in February 2007, interest will accrue on these Certificates at the rate of 4.62552% per annum. For each Distribution Date after the Distribution Date in February 2007 and prior to the Distribution Date in July 2007, interest will accrue on these Certificates at a per annum rate equal to the Adjusted Net WAC of the Group 1 Mortgage Loans. For each Distribution Date occurring on and after the Distribution Date in July 2007, interest will accrue on these Certificates at a per annum rate equal to the weighted average of the Net Mortgage Interest Rates of the Group 1 Mortgage Loans (based on the Stated Principal Balances of the Group 1 Mortgage Loans on the Due Date in the month preceding the month of such Distribution Date). (5) For each Distribution Date occurring prior to and including the Distribution Date in January 2007, interest will accrue on these Certificates at the rate of 5.024% per annum. For each Distribution Date occurring on and after the Distribution Date in February 2007, interest will accrue on these Certificates at a per annum rate equal to the weighted average of the Net Mortgage Interest Rates of the Group 2 Mortgage Loans (based on the Stated Principal Balances of the Group 2 Mortgage Loans on the Due Date in the month preceding the month of such Distribution Date). (6) For each Distribution Date, interest will accrue on these Certificates at a per annum rate equal to the weighted average (based on the Stated Principal Balances of the Group Subordinate Amount for each Loan Group) of (i) with respect to Loan Group 1, the Adjusted Net WAC of the Group 1 Mortgage Loans prior to the Distribution Date in June 2007 and on and after the Distribution Date in July 2007, the weighted average of the Net Mortgage Interest Rates of the Group 1 Mortgage Loans (based on the Stated Principal Balances of the Group 1 Mortgage Loans on the Due Date in the month preceding the month of such Distribution Date) and (ii) with respect to Loan Group 2, the weighted average of the Net Mortgage Interest Rates of the Group 2 Mortgage Loans (based on the Stated Principal Balances of the Group 2 Mortgage Loans on the Due Date in the month preceding the month of such Distribution Date). ARTICLE I DEFINITIONS Section 1.01 Defined Terms. Whenever used in this Agreement, the following words and phrases, unless the context otherwise requires, shall have the meanings specified in this Article: 1933 Act: The Securities Act of 1933, as amended. Accrued Certificate Interest: For any Distribution Date and each interest-bearing Class, one month's interest accrued during the related Interest Accrual Period at the applicable Pass-Through Rate on the applicable Class Certificate Balance. Adjusted Net WAC: As to any Distribution Date and Loan Group 1, the fraction, expressed as a percentage, equal to (A) the sum of the product, for each Group 1 Mortgage Loan, of (i) the Net Mortgage Interest Rate for such Mortgage Loan multiplied by (ii) the Stated Principal Balance of such Mortgage Loan on the Due Date of the month preceding the month of such Distribution Date divided by (B) the sum of the product, for each such Mortgage Loan, of (i) the Non-Ratio Strip Percentage for such Mortgage Loan multiplied by (ii) the Stated Principal Balance of such Mortgage Loan on the Due Date of the month preceding the month of such Distribution Date. Adjusted Pool Amount: With respect to any Distribution Date and Loan Group, the Cut-Off Date Pool Principal Balance of the Mortgage Loans in such Loan Group minus the sum of (i) all amounts in respect of principal received in respect of the Mortgage Loans in such Loan Group (including, without limitation, amounts received as Monthly Payments, Periodic Advances, Principal Prepayments, Liquidation Proceeds and Substitution Adjustment Amounts) and distributed to Holders of Certificates on such Distribution Date and all prior Distribution Dates and (ii) the principal portion of all Realized Losses (other than Debt Service Reductions) incurred on the Mortgage Loans in such Loan Group from the Cut-Off Date through the end of the month preceding such Distribution Date. Adjusted Pool Amount (Ratio Strip Portion): With respect to any Distribution Date and Loan Group, the sum of the amounts, calculated as follows, with respect to all Outstanding Mortgage Loans in such Loan Group: the product of (i) the Ratio Strip Percentage for each such Mortgage Loan and (ii) the remainder of (A) the Cut-Off Date Principal Balance of such Mortgage Loan minus (B) the sum of (x) all amounts in respect of principal received in respect of such Mortgage Loan (including, without limitation, amounts received as Monthly Payments, Periodic Advances, Principal Prepayments, Liquidation Proceeds and Substitution Adjustment Amounts) and distributed to Holders of the Certificates on such Distribution Date and all prior Distribution Dates and (y) the principal portion of any Realized Loss (other than a Debt Service Reduction) incurred on such Mortgage Loan in such Loan Group from the Cut-Off Date through the end of the month preceding such Distribution Date. Advance: A Periodic Advance or a Servicing Advance. Aggregate Subordinate Percentage: As to any Distribution Date, the aggregate Class Certificate Balance of the Subordinate Certificates divided by the aggregate Pool Stated Principal Balance (Non-Ratio Strip Portion) for both Loan Groups. Agreement: This Pooling and Servicing Agreement together with all amendments hereof and supplements hereto. Amount Held for Future Distribution: As to any Distribution Date and Loan Group, the total of the amounts held in the Servicer Custodial Account at the close of business on the preceding Determination Date on account of (i) Principal Prepayments and Liquidation Proceeds received or made on the Mortgage Loans in such Loan Group in the month of such Distribution Date and (ii) payments which represent receipt of Monthly Payments on the Mortgage Loans in such Loan Group in respect of a Due Date or Due Dates subsequent to the related Due Date. Appraised Value: With respect to any Mortgaged Property, either (i) the lesser of (a) the appraised value determined in an appraisal obtained by the originator at origination of such Mortgage Loan and (b) the sales price for such property, except that, in the case of Mortgage Loans the proceeds of which were used to refinance an existing mortgage loan, the Appraised Value of the related Mortgaged Property is the appraised value thereof determined in an appraisal obtained at the time of refinancing, or (ii) the appraised value determined in an appraisal made at the request of a Mortgagor subsequent to origination in order to eliminate the Mortgagor's obligation to keep a Primary Mortgage Insurance Policy in force. 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 wherein the related Mortgaged Property is located to give record notice of the sale of the Mortgage. Authenticating Agents: As defined in Section 9.10. Book-Entry Certificate: All Classes of Certificates other than the Physical Certificates. Business Day: Any day other than (i) a Saturday or a Sunday or (ii) a day on which banking institutions in the State of North Carolina, the State of New York, the State of Kentucky, the state in which the servicing offices of the Servicer is located or the state in which the Corporate Trust Office is located are required or authorized by law or executive order to be closed. Certificate: Any of the Bank of America Mortgage Securities, Inc. Mortgage Pass-Through Certificates, Series 2002-D that are issued pursuant to this Agreement. Certificate Account: The separate Eligible Account created and maintained by the Trustee pursuant to Section 3.08(c) in the name of the Trustee for the benefit of the Certificateholders and designated "The Bank of New York, in trust for registered holders of Bank of America Mortgage Securities, Inc. Mortgage Pass-Through Certificates, Series 2002-D." Funds in the Certificate Account shall be held in trust for the Certificateholders for the uses and purposes set forth in this Agreement. Certificate Balance: With respect to any Certificate at any date, the maximum dollar amount of principal to which the Holder thereof is then entitled hereunder, such amount being equal to the product of the Percentage Interest of such Certificate and the Class Certificate Balance of the Class of Certificates of which such Certificate is a part. Certificate Custodian: Initially, The Bank of New York; thereafter any other Certificate Custodian acceptable to the Depository and selected by the Trustee. Certificate Owner: With respect to a Book-Entry Certificate, the Person who is the beneficial owner of a Book-Entry Certificate. With respect to any Definitive Certificate, the Certificateholder of such Certificate. Certificate Register: The register maintained pursuant to Section 6.02. Certificate Registrar: The registrar appointed pursuant to Section 6.02. Certificateholder: The Person in whose name a Certificate is registered in the Certificate Register, except that, solely for the purpose of giving any consent pursuant to this Agreement, any Certificate registered in the name of the Depositor, the Servicer or any affiliate thereof shall be deemed not to be outstanding and the Percentage Interest and Voting Rights evidenced thereby shall not be taken into account in determining whether the requisite amount of Percentage Interests or Voting Rights, as the case may be, necessary to effect any such consent has been obtained, unless such entity is the registered owner of the entire Class of Certificates, provided that the Trustee shall not be responsible for knowing that any Certificate is registered in the name of such an affiliate unless one of its Responsible Officers has actual knowledge. Class: As to the Certificates, the Class 1-A-1, Class 1-A-2, Class 1-A-P, Class 1-A-R, Class 2-A-1, Class B-1, Class B-2, Class B-3, Class B-4, Class B-5 and Class B-6 Certificates, as the case may be. Class A Certificates: The Class 1-A-1, Class 1-A-2, Class 1-A-P, Class 1-A-R and Class 2-A-1 Certificates. Class B Certificates: The Class B-1, Class B-2, Class B-3, Class B-4, Class B-5 and Class B-6 Certificates. Class Certificate Balance: With respect to any Class and any date of determination, the Initial Class Certificate Balance of such Class minus the sum of (i) all distributions of principal made with respect thereto, (ii) all Realized Losses allocated thereto pursuant to Section 5.03(a) and (iii) all other reductions in Class Certificate Balance previously allocated thereto pursuant to Section 5.03(b). Class Interest Shortfall: For any Distribution Date and each interest-bearing Class, the amount by which Accrued Certificate Interest for such Class (as reduced pursuant to Section 5.02(c)) exceeds the amount of interest actually distributed on such Class on such Distribution Date pursuant to clause (i) of the definition of "Interest Distribution Amount." Class Unpaid Interest Shortfall: As to any Distribution Date and each interest-bearing Class, the amount by which the aggregate Class Interest Shortfalls for such Class on prior Distribution Dates exceeds the amount of interest actually distributed on such Class on such prior Distribution Dates pursuant to clause (ii) of the definition of "Interest Distribution Amount." Closing Date: July 25, 2002. Code: The Internal Revenue Code of 1986, as amended. Compensating Interest: As defined in Section 3.17. Conversion Date: The date on which a Mortgage Loan becomes a Converted Mortgage Loan. Converted Mortgage Loan: Any Mortgage Loan as to which the related Mortgagor has exercised its option pursuant to the related Mortgage Note to convert the adjustable rate of interest on such Mortgage Loan to a fixed rate of interest. Co-op Shares: Shares issued by private non-profit housing corporations. Corporate Trust Office: The principal office of the Trustee at which at any particular time its certificate transfer services are conducted, which office at the date of the execution of this instrument is located at 101 Barclay Street - 8-West, New York, New York 10286, Attention: Corporate Trust - MBS (Fax: (212) 815-5309). Custodian: Initially, the Trustee, and thereafter the Custodian, if any, hereafter appointed by the Trustee pursuant to Section 9.12. The Custodian may (but need not) be the Trustee or any Person directly or indirectly controlling or controlled by or under common control of either of them. Neither the Servicer nor the Depositor, nor any Person directly or indirectly controlling or controlled by or under common control with any such Person may be appointed Custodian. Customary Servicing Procedures: With respect to the Servicer, procedures (including collection procedures) that the Servicer customarily employs and exercises in servicing and administering mortgage loans for its own account and which are in accordance with accepted mortgage servicing practices of prudent lending institutions servicing mortgage loans of the same type as the Mortgage Loans in the jurisdictions in which the related Mortgaged Properties are located. Cut-Off Date: July 1, 2002. Cut-Off Date Pool Principal Balance: For each Loan Group the aggregate of the Cut-Off Date Principal Balances of the Mortgage Loans in such Loan Group which is $325,022,332.99 for Loan Group 1 and $53,935,363.32 for Loan Group 2. Cut-Off Date Principal Balance: As to any Mortgage Loan, the unpaid principal balance thereof as of the close of business on the Cut-Off Date, reduced by all installments of principal due on or prior thereto whether or not paid. Debt Service Reduction: As to any Mortgage Loan and any Determination Date, the excess of (i) the Monthly Payment due on the related Due Date under the terms of such Mortgage Loan over (ii) the amount of the monthly payment of principal and/or interest required to be paid with respect to such Due Date by the Mortgagor as established by a court of competent jurisdiction (pursuant to an order which has become final and nonappealable) as a result of a proceeding initiated by or against the related Mortgagor under the Bankruptcy Code, as amended from time to time (11 U.S.C.); provided that no such excess shall be considered a Debt Service Reduction so long as (a) the Servicer is pursuing an appeal of the court order giving rise to any such modification and (b)(1) such Mortgage Loan is not in default with respect to payment due thereunder in accordance with the terms of such Mortgage Loan as in effect on the Cut-Off Date or (2) Monthly Payments are being advanced by the Servicer in accordance with the terms of such Mortgage Loan as in effect on the Cut-Off Date. Debt Service Reduction Mortgage Loan: Any Mortgage Loan that became the subject of a Debt Service Reduction. Defective Mortgage Loan: Any Mortgage Loan which is required to be cured, repurchased or substituted for pursuant to Sections 2.02 or 2.04. Deficient Valuation: As to any Mortgage Loan and any Determination Date, the excess of (i) the then outstanding indebtedness under such Mortgage Loan over (ii) the secured valuation thereof established by a court of competent jurisdiction (pursuant to an order which has become final and nonappealable) as a result of a proceeding initiated by or against the related Mortgagor under the Bankruptcy Code, as amended from time to time (11 U.S.C.), pursuant to which such Mortgagor retained such Mortgaged Property; provided that no such excess shall be considered a Deficient Valuation so long as (a) the Servicer is pursuing an appeal of the court order giving rise to any such modification and (b)(1) such Mortgage Loan is not in default with respect to payments due thereunder in accordance with the terms of such Mortgage Loan as in effect on the Cut-Off Date or (2) Monthly Payments are being advanced by the Servicer in accordance with the terms of such Mortgage Loan as in effect on the Cut-Off Date. Deficient Valuation Mortgage Loan: Any Mortgage Loan that became the subject of a Deficient Valuation. Definitive Certificates: As defined in Section 6.02(c)(iii). Depositor: Bank of America Mortgage Securities, Inc., a Delaware corporation, or its successor in interest, as depositor of the Trust Estate. Depository: The Depository Trust Company, the nominee of which is Cede & Co., as the registered Holder of the Book-Entry Certificates or any successor thereto appointed in accordance with this Agreement. The Depository shall at all times be a "clearing corporation" as defined in Section 8-102(3) of the Uniform Commercial Code of the State of New York. Depository Participant: A broker, dealer, bank or other financial institution or other Person for whom from time to time a Depository effects book-entry transfers and pledges of securities deposited with the Depository. Determination Date: As to any Distribution Date, the 16th day of the month of the related Distribution Date or, if such 16th day is not a Business Day, the Business Day immediately preceding such 16th day. Discount Mortgage Loan: A Group 1 Mortgage Loan with a Net Mortgage Interest Rate as of the Closing Date that is less than 4.62552% per annum. No Group 2 Mortgage Loan is a Discount Mortgage Loan. Distribution Date: The 25th day of each month beginning in August 2002 (or, if such day is not a Business Day, the next Business Day). Due Date: As to any Distribution Date and each Mortgage Loan, the first day in the calendar month of such Distribution Date. Eligible Account: Any of (i) an account or accounts maintained with (a) Bank of America, N.A., or (b) 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) an account or accounts in a depository institution or trust company in which such accounts are insured by the FDIC (to the limits established by the FDIC) and the uninsured deposits in which accounts are otherwise secured such that, as evidenced by an Opinion of Counsel delivered to the Trustee and to each Rating Agency, the Certificateholders have a claim with respect to the funds in such account or a perfected first priority security interest against any collateral (which shall be limited to Permitted Investments) securing such funds that is superior to claims of any other depositors or creditors of the depository institution or trust company in which such account is maintained, or (iii) 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 or (iv) any other account acceptable to each Rating Agency. Eligible Accounts may bear interest and may include, if otherwise qualified under this definition, accounts maintained with the Trustee. ERISA: The Employee Retirement Income Security Act of 1974, as amended. ERISA Restricted Certificates: Any Class B-4, Class B-5 or Class B-6 Certificate. Escrow Account: As defined in Section 3.09. Escrow Payments: The amounts constituting taxes, assessments, Primary Mortgage Insurance Policy premiums, fire and hazard insurance premiums 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: As defined in Section 8.01. Excess Proceeds: With respect to any Liquidated Mortgage Loan, the amount, if any, by which the sum of any Liquidation Proceeds of such Mortgage Loan received in the calendar month in which such Mortgage Loan became a Liquidated Mortgage Loan, net of any amounts previously reimbursed to the Servicer as Nonrecoverable Advance(s) with respect to such Mortgage Loan pursuant to Section 3.11(a)(iii), exceeds (i) the unpaid principal balance of such Liquidated Mortgage Loan as of the Due Date in the month in which such Mortgage Loan became a Liquidated Mortgage Loan plus (ii) accrued interest at the Mortgage Interest Rate from the Due Date as to which interest was last paid or for which a Periodic Advance was made (and not reimbursed) up to the Due Date applicable to the Distribution Date immediately following the calendar month during which such liquidation occurred. FDIC: The Federal Deposit Insurance Corporation, or any successor thereto. FHLMC: The Federal Home Loan Mortgage Corporation, or any successor thereto. Final Distribution Date: The Distribution Date on which the final distribution in respect of the Certificates will be made pursuant to Section 10.01. Financial Market Service: Bloomberg Financial Service and any other financial information provider designated by the Depositor by written notice to the Trustee. FIRREA: The Financial Institutions Reform, Recovery and Enforcement Act of 1989, as amended. Fitch: Fitch Ratings, or any successor thereto. FNMA: Fannie Mae, or any successor thereto. Fractional Interest: As defined in Section 5.02(d). Gross Margin: As to each Mortgage Loan, the fixed percentage set forth in the related Mortgage Note and indicated in the Mortgage Loan Schedule as the "Gross Margin," which percentage is added to the Index on each Rate Adjustment Date to determine (subject to rounding, the Periodic Cap and the Lifetime Cap) the Mortgage Interest Rate on such Mortgage Loan until the next Rate Adjustment Date. Group: Either of Group 1 or Group 2. Group 1: The Group 1-A Certificates. Group 1 Mortgage Loan: Each Mortgage Loan listed on Exhibit D-1 hereto. Group 2: The Group 2-A Certificates. Group 2 Mortgage Loan: Each Mortgage Loan listed on Exhibit D-2 hereto. Group 1-A Certificates: Class 1-A-1, Class 1-A-2, Class 1-A-3 and Class 1-A-R Certificates. Group 2-A Certificates: Class 2-A-1 Certificates. Group Subordinate Amount: With respect to any Distribution Date and any Loan Group, the excess of the Pool Stated Principal Balance (Non-Ratio Strip Portion) for such Loan Group over the aggregate Class Certificate Balance of the Senior Certificates of the related Group (other than the Class 1-A-P Certificates with respect to Group 1) immediately prior to such date. Holder: A Certificateholder. Independent: When used with respect to any specified Person means such a Person who (i) is in fact independent of the Depositor and the Servicer, (ii) does not have any direct financial interest or any material indirect financial interest in the Depositor or the Servicer or in an affiliate of either of them, and (iii) is not connected with the Depositor or the Servicer as an officer, employee, promoter, underwriter, trustee, partner, director or person performing similar functions. Index: As to any Mortgage Loan and Rate Adjustment Date, a rate per annum that is defined to be the arithmetic mean of the London interbank offered rate quotations for one year U.S. Dollar-denominated deposits, as published in The Wall Street Journal and most recently available either (i) as of the first Business Day in the month preceding the month of the applicable Adjustment Date or (ii) forty-five days before the applicable Adjustment Date or, in the event that such index is no longer available, a substitute index selected by the Servicer in accordance with the terms of the related Mortgage Note. Initial Class Certificate Balance: As to each Class of Certificates, the Class Certificate Balance set forth in the Preliminary Statement. Insurance Policy: With respect to any Mortgage Loan included in the Trust Estate, any related insurance policy, together with all riders and endorsements thereto in effect, including any replacement policy or policies for any Insurance Policies. Insurance Proceeds: Proceeds paid by an insurer pursuant to any Insurance Policy, 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 Accrual Period: As to any Distribution Date and each Class of Certificates (other than with respect to the Class 1-A-P Certificates prior to the July 2007 Distribution Date), the period from and including the first day of the calendar month preceding the calendar month of such Distribution Date to but not including the first day of the calendar month of such Distribution Date. Interest Distribution Amount: For any Distribution Date and each interest-bearing Class (other than with respect to the Class 1-A-P Certificates), the sum of (i) the Accrued Certificate Interest, subject to reduction pursuant to Section 5.02(c) and (ii) any Class Unpaid Interest Shortfall for such Class. Lifetime Cap: As to any Mortgage Loan, the maximum Mortgage Interest Rate set forth in the related Mortgage Note and indicated in the Mortgage Loan Schedule. Liquidated Mortgage Loan: With respect to any Distribution Date, a defaulted Mortgage Loan (including any REO Property) that was liquidated in the calendar month preceding the month of such Distribution Date and as to which the Servicer has certified (in accordance with this Agreement) that it has received all proceeds it expects to receive in connection with the liquidation of such Mortgage Loan including the final disposition of an REO Property. Liquidation Proceeds: 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 proceeds received in connection with an REO Property, less the sum of related unreimbursed Servicing Fees and Advances. Loan Group: Either of Loan Group 1 or Loan Group 2. Loan Group 1: The Group 1 Mortgage Loans. Loan Group 2: The Group 2 Mortgage Loans. Loan-to-Value Ratio: With respect to any Mortgage Loan and any date of determination, the fraction, expressed as a percentage, the numerator of which is the outstanding principal balance of the related Mortgage Loan at the date of determination and the denominator of which is the Appraised Value of the related Mortgaged Property. MERS: As defined in Section 2.01(b)(iii). 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 which, unless otherwise specified herein, shall give effect to any related Debt Service Reduction and any Deficient Valuation that affects the amount of the monthly payment due on such Mortgage Loan. Moody's: Moody's Investors Service, Inc., or any successor thereto. Mortgage: The mortgage, deed of trust or other instrument creating a first lien on a Mortgaged Property securing a Mortgage Note or creating a first lien on a leasehold interest. Mortgage File: The mortgage documents listed in Section 2.01 pertaining to a particular Mortgage Loan and any additional documents required to be added to the Mortgage File pursuant to this Agreement. Mortgage Interest Rate: As to any Mortgage Loan, the per annum rate of interest at which interest accrues on the principal balance of such Mortgage Loan, as adjusted from time to time in accordance with the provisions of the related Mortgage Note, which rate is (a) prior to the first Rate Adjustment Date for each such Mortgage Loan, the initial Mortgage Interest Rate for such Mortgage Loan indicated on the Mortgage Loan Schedule and (b) from and after such Rate Adjustment Date, the sum of the Index, as of the Rate Adjustment Date applicable to such Due Date, and the Gross Margin, rounded as set forth in such Mortgage Note, subject to the Periodic Cap and the Lifetime Cap applicable to such Mortgage Loan at any time during the life of such Mortgage Loan. Mortgage Loan Purchase Agreement: The Mortgage Loan Purchase Agreement, dated July 25, 2002, between the Bank of America, N.A., as seller, and the Depositor, as purchaser. Mortgage Loan Schedule: The list of Mortgage Loans (as from time to time amended by the Servicer to reflect the addition of Substitute Mortgage Loans and the deletion of Defective Mortgage Loans pursuant to the provisions of this Agreement) transferred to the Trustee as part of the Trust Estate and from time to time subject to this Agreement, attached hereto as Exhibit D-1 and Exhibit D-2, setting forth the following information with respect to each Mortgage Loan: (i) the Mortgage Loan identifying number; (ii) a code indicating whether the Mortgaged Property is owner-occupied; (iii) the property type for each Mortgaged Property; (iv) the original months to maturity or the remaining months to maturity from the Cut-Off Date; (v) the Loan-to-Value Ratio at origination; (vi) the Mortgage Interest Rate as of the Cut-Off Date; (vii) the date on which the first Monthly Payment was due on the Mortgage Loan, and, if such date is not the Due Date currently in effect, such Due Date; (viii) the stated maturity date; (ix) the amount of the Monthly Payment as of the Cut-Off Date; (x) the paid-through date; (xi) the original principal amount of the Mortgage Loan; (xii) the principal balance of the Mortgage Loan as of the close of business on the Cut-Off Date, after application of payments of principal due on or before the Cut-Off Date, whether or not collected, and after deduction of any payments collected of scheduled principal due after the Cut-Off Date; (xiii) a code indicating the purpose of the Mortgage Loan; (xiv) a code indicating the documentation style; (xv) the Appraised Value; (xvi) the first Rate Adjustment Date; (xvii) the Rate Ceiling; (xviii) the Periodic Cap; (xix) the Gross Margin; and (xx) whether such Mortgage Loan has an option to convert from an adjustable rate of interest to a fixed rate of interest. With respect to the Mortgage Loans in the aggregate, the Mortgage Loan Schedule shall set forth the following information, as of the Cut-Off Date: (i) the number of Mortgage Loans; (ii) the current aggregate outstanding principal balance of the Mortgage Loans; (iii) the weighted average Mortgage Rate of the Mortgage Loans; and (iv) the weighted average months to maturity of the Mortgage Loans. Mortgage Loans: Such of the mortgage loans transferred and assigned to the Trustee pursuant to Section 2.01 as from time to time are held as a part of the Trust Estate (including any Substitute Mortgage Loans and REO Property), the Mortgage Loans originally so held being identified in the Mortgage Loan Schedule. Mortgage Note: The originally executed note or other evidence of indebtedness evidencing the indebtedness of a Mortgagor under a Mortgage Loan, together with all riders thereto and amendments thereof. Mortgaged Property: The underlying property securing a Mortgage Loan, which may include Co-op Shares or residential long-term leases. Mortgagor: The obligor on a Mortgage Note. Net Mortgage Interest Rate: As to any Mortgage Loan and Distribution Date, such Mortgage Loan's Mortgage Interest Rate thereon on the first day of the month preceding the month of the related Distribution Date reduced by the Servicing Fee Rate and the Trustee Fee Rate. Non-Ratio Strip Percentage: As to any Discount Mortgage Loan and Loan group 1, a fraction (expressed as a percentage), the numerator of which is the Net Mortgage Interest Rate of such Discount Mortgage Loan and the denominator of which is 4.62552%. As to any Group 1 Mortgage Loan that is not a Discount Mortgage Loan or any Group 2 Mortgage Loan, 100%. Non-Ratio Strip Principal Amount: As to any Distribution Date and Loan Group, the sum of the applicable Non-Ratio Strip Percentage of (a) the principal portion of each Monthly Payment due on each Mortgage Loan in such Loan Group on the related Due Date, (b) the Stated Principal Balance, as of the date of repurchase, of each Mortgage Loan in such Loan Group that was repurchased by the Depositor pursuant to this Agreement as of such Distribution Date, (c) any Substitution Adjustment Amount in connection with a Defective Mortgage Loan in such Loan Group received with respect to such Distribution Date, (d) any Liquidation Proceeds allocable to recoveries of principal of Mortgage Loans in such Loan Group that are not yet Liquidated Mortgage Loans received during the calendar month preceding the month of such Distribution Date, (e) with respect to each Mortgage Loan in such Loan Group that became a Liquidated Mortgage Loan during the calendar month preceding the month of such Distribution Date, the amount of Liquidation Proceeds allocable to principal received during the calendar month preceding the month of such Distribution Date with respect to such Mortgage Loan and (f) all Principal Prepayments received on the Mortgage Loans in such Loan Group during the calendar month preceding the month of such Distribution Date. Non-Supported Interest Shortfalls: As to any Distribution Date, the amount, if any, by which the aggregate of Prepayment Interest Shortfalls exceeds Compensating Interest for such Distribution Date. Non-U.S. Person: A Person other than a U.S. Person. Nonrecoverable Advance: Any portion of an Advance previously made or proposed to be made in respect of a Mortgage Loan which has not been previously reimbursed and which, in the good faith judgment of the Servicer, will not or, in the case of a proposed Advance, would not be ultimately recoverable from the related Mortgagor, related Liquidation Proceeds, or other recoveries in respect of the related Mortgage Loan. Offered Certificates: The Class A, Class B-1, Class B-2 and Class B-3 Certificates. Officer's Certificate: A certificate signed by the Chairman of the Board, Vice Chairman of the Board, President or a Vice President and by the Treasurer, the Secretary or one of the Assistant Treasurers or Assistant Secretaries, or any other duly authorized officer of the Depositor or the Servicer, as the case may be, and delivered to the Trustee. Opinion of Counsel: A written opinion of counsel acceptable to the Trustee, who may be counsel for the Depositor or the Servicer, except that any opinion of counsel relating to the qualification of the Trust Estate as a REMIC or compliance with the REMIC Provisions must be an opinion of Independent counsel. Original Fractional Interest: With respect to each of the following Classes of Subordinate Certificates, the corresponding percentage described below, as of the Closing Date: Class B-1 1.70% Class B-2 0.90% Class B-3 0.50% Class B-4 0.35% Class B-5 0.25% Class B-6 0.00% Original Subordinate Certificate Balance: $10,800,946.00. OTS: The Office of Thrift Supervision. Outstanding Mortgage Loan: As to any Due Date, a Mortgage Loan which was not the subject of a Principal Prepayment in Full prior to such Due Date, which did not become a Liquidated Mortgage Loan prior to such Due Date and which was not purchased from the Trust prior to such Due Date pursuant to Sections 2.02, 2.04 or 2.09. Ownership Interest: As to any Certificate, any ownership or security interest in such Certificate, including any interest in such Certificate as the Holder thereof and any other interest therein, whether direct or indirect, legal or beneficial, as owner or as pledgee. Pass-Through Rate: As to each Class of interest-bearing Certificates (other than the Class 1-A-P Certificates prior to the July 2007 Distribution Date), the per annum rate described in the Preliminary Statement. Paying Agent: As defined in Section 9.13. Percentage Interest: As to any Certificate, the percentage obtained by dividing the initial Certificate Balance of such Certificate by the Initial Class Certificate Balance of the Class of which such Certificate is a part. Periodic Advance: The payment required to be made by the Servicer with respect to any Distribution Date pursuant to Section 3.20, the amount of any such payment being equal to the aggregate of Monthly Payments (net of the Servicing Fee) on the Mortgage Loans (including any REO Property) 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 Servicer has determined would constitute a Nonrecoverable Advance if advanced. Periodic Cap: For each Mortgage Loan, the applicable limit on adjustment of the Mortgage Interest Rate for each Rate Adjustment Date specified in the applicable Mortgage Note and designated as such in the Mortgage Loan Schedule. Permitted Investments: One or more of the following: (i) obligations of or guaranteed as to principal and interest by the United States, FHLMC, FNMA or any agency or instrumentality of the United States when such obligations are backed by the full faith and credit of the United States; provided that such obligations of FHLMC or FNMA shall be limited to senior debt obligations and mortgage participation certificates other than investments in mortgage-backed or mortgage participation securities with yields evidencing extreme sensitivity to the rate of principal payments on the underlying mortgages, which shall not constitute Permitted Investments hereunder; (ii) repurchase agreements on obligations specified in clause (i) maturing not more than one month from the date of acquisition thereof with a corporation incorporated under the laws of the United States or any state thereof rated not lower than "P-1" by Moody's and "F-1" by Fitch; (iii) federal funds, certificates of deposit, demand deposits, time deposits and bankers' acceptances (which shall each have an original maturity of not more than 90 days and, in the case of bankers' acceptances, shall in no event have an original maturity of more than 365 days or a remaining maturity of more than 30 days) denominated in United States dollars of any U.S. depository institution or trust company incorporated under the laws of the United States or any state thereof, rated not lower than "P-1" by Moody's and "F-1" by Fitch; (iv) commercial paper (having original maturities of not more than 365 days) of any corporation incorporated under the laws of the United States or any state thereof which is rated not lower than "P-1" by Moody's and "F-1" by Fitch; (v) investments in money market funds (including funds of the Trustee or its affiliates, or funds for which an affiliate of the Trustee acts as advisor, as well as funds for which the Trustee and its affiliates may receive compensation) rated "Aaa" by Moody's and either "AAAm" or "AAA" by Fitch; and (vi) other obligations or securities that are acceptable to each Rating Agency and, as evidenced by an Opinion of Counsel obtained by the Servicer, will not affect the qualification of the Trust Estate as a REMIC; provided, however, that no instrument shall be a Permitted Investment if it represents either (a) the right to receive only interest payments with respect to the underlying debt instrument or (b) the right to receive both principal and interest payments derived from obligations underlying such instrument and the principal and interest with respect to such instrument provide a yield to maturity greater than 120% of the yield to maturity at par of such underlying obligations. Permitted Transferee: Any Person other than (i) the United States, or any State or any political subdivision thereof, or any agency or instrumentality of any of the foregoing, (ii) a foreign government, international organization or any agency or instrumentality of either of the foregoing, (iii) an organization which is exempt from tax imposed by Chapter 1 of the Code (including the tax imposed by Section 511 of the Code on unrelated business taxable income) (except certain farmers' cooperatives described in Code Section 521), (iv) rural electric and telephone cooperatives described in Code Section 1381(a)(2)(C) and (v) any other Person so designated by the Servicer based on an Opinion of Counsel to the effect that any transfer to such Person may cause the Trust or any other Holder of a Residual Certificate to incur tax liability that would not be imposed other than on account of such transfer. The terms "United States," "State" and "international organization" shall have the meanings set forth in Code Section 7701 or successor provisions. Person: Any individual, corporation, limited liability company, partnership, joint venture, association, joint-stock company, trust, unincorporated organization or government or any agency or political subdivision thereof. Physical Certificates: The Class 1-A-R, Class B-4, Class B-5 and Class B-6 Certificates. Plan: As defined in Section 6.02(e). Pool Distribution Amount: As to any Distribution Date and Loan Group, the excess of (a) the sum of (i) the aggregate of (A) the interest portion of any Monthly Payment on a Mortgage Loan in such Loan Group (net of the Servicing Fee) and the principal portion of any Monthly Payment on a Mortgage Loan in such Loan Group due on the Due Date in the month in which such Distribution Date occurs and which is received prior to the related Determination Date and (B) all Periodic Advances and payments of Compensating Interest made by the Servicer in respect of such Loan Group and Distribution Date deposited to the Servicer Custodial Account pursuant to Section 3.08(b)(vii); (ii) all Liquidation Proceeds received on the Mortgage Loans in such Loan Group during the preceding calendar month and deposited to the Servicer Custodial Account pursuant to Section 3.08(b)(iii); (iii) all Principal Prepayments received on the Mortgage Loans in such Loan Group during the month preceding the month of such Distribution Date and deposited to the Servicer Custodial Account pursuant to Section 3.08(b)(i) during such period; (iv) in connection with Defective Mortgage Loans in such Loan Group, as applicable, the aggregate of the Repurchase Prices and Substitution Adjustment Amounts deposited on the related Remittance Date pursuant to Section 3.08(b)(vi); and (v) any other amounts in the Servicer Custodial Account deposited therein pursuant to Sections 3.08(b)(iv), (v) and (viii) in respect of such Distribution Date and such Loan Group; over (b) any (i) amounts permitted to be withdrawn from the Servicer Custodial Account pursuant to clauses (i) through (vii), inclusive, of Section 3.11(a) in respect of such Loan Group and (ii) amounts permitted to be withdrawn from the related Certificate Account pursuant to clauses (i) and (ii) of Section 3.11(b) in respect of such Loan Group. Pool Stated Principal Balance: As to any Distribution Date and Loan Group, the aggregate Stated Principal Balances of all Mortgage Loans in such Loan Group that were Outstanding Mortgage Loans immediately following the Due Date in the month of such Distribution Date. Pool Stated Principal Balance (Non-Ratio Strip Portion): As to any Distribution Date and Loan Group, the sum of the product for each Mortgage Loan of such Loan Group that was an Outstanding Mortgage Loan immediately following the Due Date in the month of such Distribution Date, of the Non-Ratio Strip Percentage of such Mortgage Loan multiplied by its Stated Principal Balance. Premium Mortgage Loan: A Group 1 Mortgage with a Net Mortgage Interest Rate that is equal to or greater than 4.62552% per annum. No Group 2 Mortgage Loan is a Premium Mortgage Loan. Prepayment Interest Shortfall: As to any Distribution Date and each Mortgage Loan subject to a Principal Prepayment received during the calendar month preceding such Distribution Date, the amount, if any, by which one month's interest at the related Mortgage Interest Rate (net of the Servicing Fee) on such Principal Prepayment exceeds the amount of interest paid in connection with such Principal Prepayment. Primary Mortgage Insurance Policy: Each policy of primary mortgage guaranty insurance or any replacement policy therefor with respect to any Mortgage Loan, in each case issued by an insurer acceptable to FNMA or FHLMC. Principal-Only Certificates: Any Class of Certificates entitled to distributions of principal, but to no distributions of interest. The Class 1-A-P Certificates are Principal-Only Certificates until the July 2007 Distribution Date. Principal Prepayment: Any payment or other recovery of principal on a Mortgage Loan (other than Liquidation Proceeds) 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. Principal Prepayment in Full: Any Principal Prepayment of the entire principal balance of a Mortgage Loan. Private Certificates: The Class B-4, Class B-5 and Class B-6 Certificates. Pro Rata Share: As to any Distribution Date and any Class of Subordinate Certificates that is not a Restricted Class, the portion of the Subordinate Principal Distribution Amount allocable to such Class, equal to the product of the Subordinate Principal Distribution Amount for such Distribution Date and a fraction, the numerator of which is the related Class Certificate Balance thereof and the denominator of which is the aggregate Class Certificate Balance of the Subordinate Certificates that are not Restricted Classes. The Pro Rata Share of a Restricted Class shall be 0%. Qualified Appraiser: An appraiser of a Mortgaged Property duly appointed by the originator of the related Mortgage Loan, who had no interest, direct or indirect, in such Mortgaged Property or in any loan made on the security thereof, whose compensation is not affected by the approval or disapproval of the related Mortgage Loan and who met the minimum qualifications of FNMA or FHLMC. Rate Adjustment Date: As to each Mortgage Loan, the Due Date on which date an adjustment to the Mortgage Interest Rate of such Mortgage Loan becomes effective under the related Mortgage Note, which Due Date is the date set forth in the Mortgage Loan Schedule as the first Rate Adjustment Date and each subsequent anniversary thereof. Rate Ceiling: The maximum per annum Mortgage Interest Rate permitted under the related Mortgage Note. Rating Agency: Each of Fitch and Moody's. If either such organization or a successor is no longer in existence, "Rating Agency" shall be such nationally recognized statistical rating organization, or other comparable Person, as is designated by the Depositor, notice of which designation shall be given to the Trustee. References herein to a given rating or rating category of a Rating Agency shall mean such rating category without giving effect to any modifiers. Ratio Strip Deferred Amount: As to any Distribution Date, the aggregate of the Ratio Strip Percentage of each Realized Loss on the Mortgage Loans in Loan Group 1 to be allocated to the Class 1-A-P Certificates on such Distribution Date or previously allocated to the Class 1-A-P Certificates and not yet paid to the Holders of the Class 1-A-P Certificates pursuant to Section 5.02(a)(iii) and the amount (without duplication) of any reduction in the Class Certificate Balance of the Class 1-A-P Certificates pursuant to Section 5.03(b). Ratio Strip Percentage: As to any Discount Mortgage Loan and Loan Group 1, 100% minus the Non-Ratio Strip Percentage for such Discount Mortgage Loan. As to any Group 1 Mortgage Loan that is not a Discount Mortgage Loan or any group 2 Mortgage Loan, 0%. Ratio Strip Principal Amount: As to any Distribution Date and Loan Group, the sum of the applicable Ratio Strip Percentage of (a) the principal portion of each Monthly Payment due on each Mortgage Loan in such Loan Group on the related Due Date, (b) the Stated Principal Balance, as of the date of repurchase, of each Mortgage Loan in such Loan Group that was repurchased by the related Seller or the Depositor pursuant to this Agreement as of such Distribution Date, (c) any Substitution Adjustment Amount in connection with any Defective Mortgage Loan in such Loan Group received with respect to such Distribution Date, (d) any Liquidation Proceeds allocable to recoveries of principal of Mortgage Loans in such Loan Group that are not yet Liquidated Mortgage Loans received during the calendar month preceding the month of such Distribution Date, (e) with respect to each Mortgage Loan in such Loan Group that became a Liquidated Mortgage Loan during the calendar month preceding the month of such Distribution Date, the amount of Liquidation Proceeds allocable to principal received with respect to such Mortgage Loan during the calendar month preceding the month of such Distribution Date with respect to such Mortgage Loan and (f) all Principal Prepayments received on the Mortgage Loans in such Loan Group received during the calendar month preceding the month of such Distribution Date. Realized Loss: With respect to each Liquidated Mortgage Loan, an amount 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 Interest Rate from the Due Date as to which interest was last paid or advanced (and not reimbursed) 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 Liquidation Proceeds, if any, received during the month in which such liquidation occurred, to the extent applied as recoveries of interest at the Net Mortgage Interest Rate and to principal of the Liquidated Mortgage Loan. 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. With respect to each Mortgage Loan that has become the subject of a Debt Service Reduction and any Distribution Date, the amount, if any, by which the principal portion of the related Monthly Payment has been reduced. Record Date: The last day of the month (or, if such day is not a Business Day, the preceding Business Day) preceding the month of the related Distribution Date. Refinance Mortgage Loan: Any Mortgage Loan the proceeds of which were not used to purchase the related Mortgaged Property. Regular Certificates: As defined in the Preliminary Statement hereto. Related Group: For Loan Group 1, Group 1 and for Loan Group 2, Group 2. Related Loan Group: For Group 1, Loan Group 1 and for Group 2, Loan Group 2. Relief Act: The Soldiers' and Sailors' Civil Relief Act of 1940, as amended. Relief Act Reduction: With respect to any Distribution Date, for 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 Relief Act or comparable state legislation, 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 pursuant to the terms of the Mortgage Note on the same principal amount and for the same period as the interest collectible on such Mortgage Loan for the most recently ended calendar month. REMIC: A "real estate mortgage investment conduit" within the meaning of Section 860D of the Code. REMIC Certificate Maturity Date: The "latest possible maturity date" of the Regular Certificates as that term is defined in Section 2.07. REMIC Provisions: Provisions of the federal income tax law relating to real estate mortgage investment conduits, which appear at Section 860A through 860G of Subchapter M of Chapter 1 of the Code, and related provisions, and regulations promulgated thereunder, as the foregoing may be in effect from time to time, as well as provisions of applicable state laws. Remittance Date: As to any Distribution Date, by 2:00 p.m. Eastern time on the Business Day immediately preceding such Distribution Date. REO Disposition Period: As defined in Section 3.14. REO Proceeds: Proceeds, net of any related expenses of the Servicer, received in respect of any REO Property (including, without limitation, proceeds from the rental of the related Mortgaged Property) which are received prior to the final liquidation of such Mortgaged Property. REO Property: A Mortgaged Property acquired by the Servicer on behalf of the Trust through foreclosure or deed-in-lieu of foreclosure in connection with a defaulted Mortgage Loan. Repurchase Price: As to any Defective Mortgage Loan repurchased on any date pursuant to Sections 2.02 or 2.04 and as to any Converted Mortgage Loan repurchased on any date pursuant to Section 2.09, an amount equal to the sum of (i) the unpaid principal balance thereof and (ii) the unpaid accrued interest thereon at the applicable Mortgage Interest Rate from the Due Date to which interest was last paid by the Mortgagor to the first day of the month following the month in which such Mortgage Loan became eligible to be repurchased. Request for Release: The Request for Release submitted by the Servicer to the Trustee or the Custodian on behalf of the Trustee, substantially in the form of Exhibit E. Required Insurance Policy: With respect to any Mortgage Loan, any insurance policy which is required to be maintained from time to time under this Agreement in respect of such Mortgage Loan. Residual Certificate: The Class 1-A-R Certificate. Responsible Officer: When used with respect to the Trustee, any officer of the Corporate Trust Department of the Trustee, including any Senior Vice President, any Vice President, any Assistant Vice President, any Assistant Secretary, any Trust Officer or Assistant Trust Officer, or any other officer of the Trustee customarily performing functions similar to those performed by any of the above designated officers and having responsibility for the administration of this Agreement. Restricted Classes: As defined in Section 5.02(d). Seller: Bank of America, N.A., a national banking association, or its successor in interest, as seller of the Mortgage Loans under the Mortgage Loan Purchase Agreement. Senior Certificates: The Class A Certificates. Senior Credit Support Depletion Date: The date on which the aggregate Class Certificate Balance of the Subordinate Certificates is reduced to zero. Senior Percentage: With respect to any Distribution Date and Loan Group, the percentage, carried six places rounded up, obtained by dividing the aggregate Class Certificate Balance of the Senior Certificates of the Related Group (other than the Class 1-A-P Certificates with respect to Group 1) immediately prior to such Distribution Date by the Pool Stated Principal Balance (Non-Ratio Strip Portion) of the such Loan Group immediately prior to such Distribution Date. Senior Prepayment Percentage: For any Distribution Date and Loan Group during the seven years beginning on the first Distribution Date, 100%. The Senior Prepayment Percentage for any Distribution Date and Loan Group occurring on or after the seventh year anniversary of the first Distribution Date will, except as provided herein, be as follows: for any Distribution Date in the first year thereafter, the Senior Percentage for such Loan Group plus 70% of the Subordinate Percentage for such Loan Group for such Distribution Date; for any Distribution Date in the second year thereafter, the Senior Percentage for such Loan Group plus 60% of the Subordinate Percentage for such Loan Group for such Distribution Date; for any Distribution Date in the third year thereafter, the Senior Percentage for such Loan Group plus 40% of the Subordinate Percentage for such Loan Group for such Distribution Date; for any Distribution Date in the fourth year thereafter, the Senior Percentage for such Loan Group plus 20% of the Subordinate Percentage for such Loan Group for such Distribution Date; and for any Distribution Date in the fifth or later years thereafter, the Senior Percentage for such Loan Group for such Distribution Date, unless (i) on any of the foregoing Distribution Dates the Total Senior Percentage exceeds the initial Total Senior Percentage, in which case the Senior Prepayment Percentage for Loan Group 1 and Loan Group 2 for such Distribution Date will once again equal 100%, (ii) on any Distribution Date before the Distribution Date occurring in August 2005, the Aggregate Subordinate Percentage for such Distribution Date is greater than or equal to twice the initial Aggregate Subordinate Percentage, in which case the Senior Prepayment Percentage for Loan Group 1 for such Distribution Date will equal the Senior Percentage for Loan Group 1 plus 50% of the Subordinate Percentage for Loan Group 1 and the Senior Prepayment Percentage for Loan Group 2 for such Distribution Date will equal the Senior Percentage for Loan Group 2 plus 50% of the Subordinate Percentage for Loan Group 2 or (iii) on any Distribution Date occurring on or after the Distribution Date in August 2005, the Aggregate Subordinate Percentage for such Distribution Date is greater than or equal to twice the initial Aggregate Subordinate Percentage, in which case the Senior Prepayment Percentage for Loan Group 1 for such Distribution Date will equal the Senior Percentage for Loan Group 1 and the Senior Prepayment Percentage for Loan Group 2 for such Distribution Date will equal the Senior Percentage for Loan Group 2. Notwithstanding the foregoing, no decrease in the Senior Prepayment Percentage for either Loan Group will occur and the Senior Prepayment Percentage for both Loan Groups will be calculated without regard to clause (ii) or (iii) in the preceding sentence unless both of the Senior Step Down Conditions are satisfied. Senior Principal Distribution Amount: As to any Distribution Date and Loan Group, the sum of (i) the Senior Percentage for such Loan Group of the applicable Non-Ratio Strip Percentage of all amounts described in clauses (a) through (d) of the definition of "Non-Ratio Strip Principal Amount" for such Distribution Date and (ii) the Senior Prepayment Percentage for such Loan Group of the applicable Non-Ratio Strip Percentage of the amounts described in clauses (e) and (f) of the definition of "Non-Ratio Strip Principal Amount" for such Distribution Date. Senior Step Down Conditions: As of any Distribution Date as to which any decrease in either Senior Prepayment Percentage applies, (i) the outstanding principal balance of all Mortgage Loans (including, for this purpose, any Mortgage Loans in foreclosure or any REO Property) delinquent 60 days or more, as a percentage of the aggregate Class Certificate Balance of the Subordinate Certificates (averaged over the preceding six-month period), is not equal to or greater than 50% or (ii) cumulative Realized Losses with respect to the Mortgage Loans as of the applicable Distribution Date do not exceed the percentages of the Original Subordinate Certificate Balance set forth below: Percentage of Original Distribution Date Occurring In Subordinate Certificate Balance ------------------------------ ------------------------------- August 2002 through July 2005 20% August 2005 through July 2010 30% August 2010 through July 2011 35% August 2011 through July 2012 40% August 2012 through July 2013 45% August 2013 and thereafter 50% Servicer: Bank of America, N.A., a national banking association, or its successor in interest, in its capacity as servicer of the Mortgage Loans, or any successor servicer appointed as herein provided. Servicer Advance Date: As to any Distribution Date, 11:30 a.m., Eastern time, on the Business Day immediately preceding such Distribution Date. Servicer Custodial Account: The separate Eligible Account or Accounts created and maintained by the Servicer pursuant to Section 3.08(b). Servicer's Certificate: The monthly report required by Section 4.01. 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 (i) the preservation, restoration and protection of a Mortgaged Property, (ii) expenses reimbursable to the Servicer pursuant to Section 3.14 and any enforcement or judicial proceedings, including foreclosures, (iii) the management and liquidation of any REO Property and (iv) compliance with the obligations under Section 3.12. Servicing Fee: With respect to each Mortgage Loan and Distribution Date, the amount of the fee payable to the Servicer, which shall, for such Distribution Date, be equal to one-twelfth of the product of the Servicing Fee Rate with respect to such Mortgage Loan and the Stated Principal Balance of such Mortgage Loan, subject to reduction as provided in Section 3.17. Such fee shall be payable monthly, computed on the basis of the same Stated Principal Balance and period respecting which any related interest payment on a Mortgage Loan is computed. The Servicer's right to receive 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 Section 3.11) of related Monthly Payments collected by the Servicer, or as otherwise provided under Section 3.11. Servicing Fee Rate: With respect to each Group 1 Mortgage Loan until and including the June 2007 Distribution Date, the per annum rate equal to (i) the related Mortgage Interest Rate on the Closing Date less (ii) the sum of 4.62552% and the Trustee Fee Rate; and with respect to each Group 2 Mortgage Loan until and including the January 2007 Distribution Date, the per annum rate equal to (i) the related Mortgage Interest Rate on the Closing Date less (ii) the sum of 5.024% and the Trustee Fee Rate; provided, however, that the Servicing Fee Rate will not be less than 0.25% per annum with respect to any Mortgage Loan. The Servicing Rate with respect to each Group 1 Mortgage Loan after the June 2007 Distribution Date and with respect to each Group 2 Mortgage Loan after the May 2007 Distribution Date will be 0.25% per annum. Servicing File: The items pertaining to a particular Mortgage Loan referred to in Exhibit J hereto, and any additional documents required to be added to the Servicing File pursuant to the Agreement. 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 Trustee by the Servicer, as such list may from time to time be amended. Similar Law: As defined in Section 6.02(e). Stated Principal Balance: As to any Mortgage Loan and date, the unpaid principal balance of such Mortgage Loan as of the Due Date immediately preceding such date as specified in the amortization schedule 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 partial Principal Prepayments and Liquidation Proceeds allocable to principal (other than with respect to any Liquidated Mortgage Loan) and to the payment of principal due on such Due Date and irrespective of any delinquency in payment by the related Mortgagor, and after giving effect to any Deficient Valuation. Subordinate Certificates: The Class B Certificates. Subordinate Percentage: As of any Distribution Date and Loan Group, 100% minus the Senior Percentage for such Loan Group for such Distribution Date. Subordinate Prepayment Percentage: As to any Distribution Date and Loan Group, 100% minus the Senior Prepayment Percentage for such Loan Group for such Distribution Date. Subordinate Principal Distribution Amount: With respect to any Distribution Date and Loan Group, an amount equal to the sum of (i) the Subordinate Percentage for such Loan Group of the applicable Non-Ratio Strip Percentage of all amounts described in clauses (a) through (d) of the definition of "Non-Ratio Strip Principal Amount" for such Distribution Date and (ii) the Subordinate Prepayment Percentage for such Loan Group of the applicable Non-Ratio Strip Percentage of the amounts described in clauses (e) and (f) of the definition of "Non-Ratio Strip Principal Amount" for such Distribution Date. Subservicer: Any Person with which the Servicer has entered into a Subservicing Agreement and which satisfies the requirements set forth therein. Subservicing Agreement: Any subservicing agreement (which, in the event the Subservicer is an affiliate of the Servicer, need not be in writing) between the Servicer and any Subservicer relating to servicing and/or administration of certain Mortgage Loans as provided in Section 3.02. Substitute Mortgage Loan: A Mortgage Loan substituted for a Defective Mortgage Loan which must, on the date of such substitution (i) have a Stated Principal Balance, after deduction of the principal portion of the Monthly Payment due in the month of substitution, not in excess of, and not more than 10% less than, the Stated Principal Balance of the Defective Mortgage Loan; (ii) have a Net Mortgage Interest Rate equal to that of the Defective Mortgage Loan; (iii) have a Loan-to-Value Ratio not higher than that of the Defective Mortgage Loan; (iv) have a Gross Margin equal to that of the Defective Mortgage Loan; (v) have a Periodic Cap and Rate Ceiling equal to that of the Defective Mortgage Loan; (vi) have the same Index and frequency of mortgage interest rate adjustment as the Deleted Mortgage Loan; (vii) have a remaining term to maturity not greater than (and not more than one year less than) that of the Defective Mortgage Loan; and (viii) comply with each Mortgage Loan representation and warranty set forth in this Agreement relating to the Defective Mortgage Loan. More than one Substitute Mortgage Loan may be substituted for a Defective Mortgage Loan if such Substitute Mortgage Loans meet the foregoing attributes in the aggregate. Substitution Adjustment Amount: As defined in Section 2.02. Tax Matters Person: The person designated as "tax matters person" in accordance with Section 5.06 and the manner provided under Treasury Regulation ss. 1.860F-4(d) and Treasury Regulation ss. 301.6231(a)(7)-1. Total Senior Percentage: With respect to any Distribution Date, the percentage, carried six places rounded up, obtained by dividing the aggregate Class Certificate Balance of the Senior Certificates (other than the Class 1-A-P Certificates) immediately prior to such Distribution Date by the aggregate Pool Stated Principal Balance (Non-Ratio Strip Portion) of both Loan Groups immediately prior to such Distribution Date. Treasury Regulations: The final and temporary regulations promulgated under the Code by the U.S. Department of the Treasury. Trust: The trust created by this Agreement. Trust Estate: The corpus of the Trust created to the extent described herein, consisting of the Mortgage Loans, such assets as shall from time to time be identified as deposited in the Servicer Custodial Account or the Certificate Account, in accordance with this Agreement, REO Property, the Primary Mortgage Insurance Policies and any other Required Insurance Policy. Trustee: The Bank of New York, and its successors-in-interest and, if a successor trustee is appointed hereunder, such successor, as trustee. Trustee Fee: As to any Distribution Date, an amount equal to one-twelfth of the Trustee Fee Rate multiplied by the aggregate Stated Principal Balance of the Mortgage Loans immediately following the Due Date in the month preceding the month in which such Distribution Date occurs. Trustee Fee Rate: With respect to each Mortgage Loan, 0.0040% per annum. Underwriting Guidelines: The underwriting guidelines of Bank of America, N.A. Unscheduled Principal Amount: As to any Distribution Date, the applicable Non-Ratio Strip Percentage of the sum of (a) with respect to each Mortgage Loan in such Loan Group that became a Liquidated Mortgage Loan during the calendar month preceding the month of such Distribution Date, the amount of Liquidation Proceeds allocable to principal received with respect to such Mortgage Loan during the calendar month preceding the month of such Distribution Date and (b) all Principal Prepayments on the Mortgage Loans in such Loan Group received during the calendar month preceding the month of such Distribution Date. U.S. Person: A citizen or resident of the United States, a corporation or partnership (unless, in the case of a partnership, Treasury Regulations are adopted that provide otherwise) created or organized in or under the laws of the United States, any state thereof or the District of Columbia, including an entity treated as a corporation or partnership for federal income tax purposes, an estate whose income is subject to United States federal income tax regardless of its source, or a trust if a court within the United States is able to exercise primary supervision over the administration of such trust, and one or more such U.S. Persons have the authority to control all substantial decisions of such trust (or, to the extent provided in applicable Treasury Regulations, certain trusts in existence on August 20, 1996 which are eligible to elect to be treated as U.S. Persons). Voting Rights: The portion of the voting rights of all of the Certificates which is allocated to any Certificate. As of any date of determination, (a) 1% of all Voting Rights shall be allocated to the Holder of the Residual Certificate, and (b) the remaining Voting Rights shall be allocated among Holders of the remaining Classes of Certificates in proportion to the Certificate Balances of their respective Certificates on such date. Section 1.02 Interest Calculations. All calculations of interest will be made on a 360-day year consisting of twelve 30-day months. All dollar amounts calculated hereunder shall be rounded to the nearest penny with one-half of one penny being rounded down. ARTICLE II CONVEYANCE OF MORTGAGE LOANS ORIGINAL ISSUANCE OF CERTIFICATES Section 2.01 Conveyance of Mortgage Loans. (a) The Depositor, concurrently with the execution and delivery hereof, hereby sells, transfers, assigns, sets over and otherwise conveys to the Trustee on behalf of the Trust for the benefit of the Certificateholders, without recourse, all the right, title and interest of the Depositor in and to the Mortgage Loans, including all interest and principal received on or with respect to the Mortgage Loans (other than payments of principal and interest due and payable on the Mortgage Loans on or before the Cut-Off Date). The foregoing sale, transfer, assignment and set over does not and is not intended to result in a creation of an assumption by the Trustee of any obligation of the Depositor or any other Person in connection with the Mortgage Loans or any agreement or instrument relating thereto, except as specifically set forth herein. (b) In connection with such transfer and assignment, the Depositor has delivered or caused to be delivered to the Trustee, for the benefit of the Certificateholders, the following documents or instruments with respect to each Mortgage Loan so assigned: (i) the original Mortgage Note, endorsed by manual or facsimile signature in the following form: "Pay to the order of The Bank of New York, as Trustee, without recourse," with all necessary intervening endorsements showing a complete chain of endorsement from the originator to the Trustee (each such endorsement being sufficient to transfer all right, title and interest of the party so endorsing, as noteholder or assignee thereof, in and to that Mortgage Note); (ii) except as provided below, the original recorded Mortgage with evidence of a 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 copy of such Mortgage certified by the Depositor as being a true and correct copy of the Mortgage; (iii) subject to the provisos at the end of this paragraph, a duly executed Assignment of Mortgage to "Bank of America Mortgage Securities, Inc. Mortgage Pass-Through Certificates, Series 2002-D, The Bank of New York, as trustee for the holders of the Certificates" (which may be included in a blanket assignment or assignments), together with, except as provided below, originals of all interim recorded assignments of such mortgage or a copy of such interim assignment certified by the Depositor as being a true and complete copy of the original recorded intervening assignments of Mortgage (each such assignment, when duly and validly completed, to be in recordable form and sufficient to effect the assignment of and transfer to the assignee thereof, under the Mortgage to which the assignment relates); provided that, if the related Mortgage has not been returned from the applicable public recording office, such Assignment of Mortgage may exclude the information to be provided by the recording office; and provided, further, if the related Mortgage has been recorded in the name of Mortgage Electronic Registration Systems, Inc. ("MERS") or its designee, no Assignment of Mortgage in favor of the Trustee will be required to be prepared or delivered and instead, the Servicer shall take all actions as are necessary to cause the Trust to be shown as the owner of the related Mortgage Loan on the records of MERS for purposes of the system of recording transfers of beneficial ownership of mortgages maintained by MERS; (iv) the originals of all assumption, modification, consolidation or extension agreements, if any, with evidence of recording thereon, if any; (v) the original or duplicate original mortgagee title insurance policy and all riders thereto; (vi) the original of any guarantee executed in connection with the Mortgage Note; (vii) for each Mortgage Loan which is secured by a residential long-term lease, a copy of the lease with evidence of recording indicated thereon, or, if the lease is in the process of being recorded, a photocopy of the lease, certified by an officer of the respective prior owner of such Mortgage Loan or by the applicable title insurance company, closing/settlement/escrow agent or company or closing attorney to be a true and correct copy of the lease transmitted for recordation; (viii) the original of any security agreement, chattel mortgage or equivalent document executed in connection with the Mortgage; and (ix) for each Mortgage Loan secured by Co-op Shares, the originals of the following documents or instruments: (A) The stock certificate; (B) The stock power executed in blank; (C) The executed proprietary lease; (D) The executed recognition agreement; (E) The executed assignment of recognition agreement; (F) The executed UCC-1 financing statement with evidence of recording thereon; and (G) Executed UCC-3 financing statements or other appropriate UCC financing statements required by state law, evidencing a complete and unbroken line from the mortgagee to the Trustee with evidence of recording thereon (or in a form suitable for recordation). provided, however, that on the Closing Date, with respect to item (iii), the Depositor has delivered to the Trustee a copy of such Assignment of Mortgage in blank and has caused the Servicer to retain the completed Assignment of Mortgage for recording as described below, unless such Mortgage has been recorded in the name of MERS or its designee. In addition, if the Depositor is unable to deliver or cause the delivery of any original Mortgage Note due to the loss of such original Mortgage Note, the Depositor may deliver a copy of such Mortgage Note, together with a lost note affidavit, and shall thereby be deemed to have satisfied the document delivery requirements of this Section 2.01(b). As set forth on Exhibit L attached hereto is a list of all states where recordation is required by either Rating Agency to obtain the initial ratings of the Certificates. The Trustee may rely and shall be protected in relying upon the information contained in such Exhibit L. If in connection with any Mortgage Loans, the Depositor cannot deliver (A) the Mortgage, (B) all interim recorded assignments, (C) all assumption, modification, consolidation or extension agreements, if any, or (D) the lender's title policy (together with all riders thereto) satisfying the requirements of clause (ii), (iii), (iv) or (v) above, respectively, concurrently with the execution and delivery hereof because such document or documents have not been returned from the applicable public recording office in the case of clause (ii), (iii) or (iv) above, or because the title policy has not been delivered to either the Servicer or the Depositor by the applicable title insurer in the case of clause (v) above, the Depositor shall promptly deliver or cause to be delivered to the Trustee or the Custodian on behalf of the Trustee, in the case of clause (ii), (iii) or (iv) above, such Mortgage, such interim assignment or such assumption, modification, consolidation or extension agreement, as the case may be, with evidence of recording indicated thereon upon receipt thereof from the public recording office, but in no event shall any such delivery of any such documents or instruments be made later than one year following the Closing Date, unless, in the case of clause (ii), (iii) or (iv) above, there has been a continuing delay at the applicable recording office or, in the case of clause (v), there has been a continuing delay at the applicable insurer and the Depositor has delivered the Officer's Certificate to such effect to the Trustee. The Depositor shall forward or cause to be forwarded to the Trustee (1) from time to time additional original documents evidencing an assumption or modification of a Mortgage Loan and (2) any other documents required to be delivered by the Depositor or the Servicer to the Trustee or the Custodian on the Trustee's behalf. In the event that the original Mortgage is not delivered and in connection with the payment in full of the related Mortgage Loan the public recording office requires the presentation of a "lost instruments affidavit and indemnity" or any equivalent document, because only a copy of the Mortgage can be delivered with the instrument of satisfaction or reconveyance, the Servicer shall prepare, execute and deliver or cause to be prepared, executed and delivered, on behalf of the Trust, such a document to the public recording office. As promptly as practicable subsequent to such transfer and assignment, and in any event, within 30 days thereafter, the Servicer shall (except for any Mortgage which has been recorded in the name of MERS or its designee) (I) cause each Assignment of Mortgage to be in proper form for recording in the appropriate public office for real property records within 30 days of the Closing Date and (II) at the Depositor's expense, cause to be delivered for recording in the appropriate public office for real property records the Assignments of the Mortgages to the Trustee, except that, with respect to any Assignment of a Mortgage as to which the Servicer has not received the information required to prepare such assignment in recordable form, the Servicer's obligation to do so and to deliver the same for such recording shall be as soon as practicable after receipt of such information and in any event within 30 days after the receipt thereof and, no recording of an Assignment of Mortgage will be required in a state if either (i) the Depositor furnishes to the Trustee an unqualified Opinion of Counsel reasonably acceptable to the Trustee to the effect that recordation of such assignment is not necessary under applicable state law to preserve the Trustee's interest in the related Mortgage Loan against the claim of any subsequent transferee of such Mortgage Loan or any successor to, or creditor of, the Depositor or the originator of such Mortgage Loan or (ii) the recordation of an Assignment of Mortgage in such state is not required by either Rating Agency in order to obtain the initial ratings on the Certificates on the Closing Date. In the case of Mortgage Loans that have been prepaid in full as of the Closing Date, the Depositor, in lieu of delivering the above documents to the Trustee, or the Custodian on the Trustee's behalf, will cause the Servicer to deposit in the Servicer Custodial Account the portion of such payment that is required to be deposited in the Servicer Custodial Account pursuant to Section 3.08. Section 2.02 Acceptance by the Trustee of the Mortgage Loans. Subject to the provisions of the following paragraph, the Trustee declares that it, or the Custodian as its agent, will hold the documents referred to in Section 2.01 and the other documents delivered to it constituting the Mortgage Files, and that it will hold such other assets as are included in the Trust Estate, in trust for the exclusive use and benefit of all present and future Certificateholders. Within 90 days after the execution and delivery of this Agreement, the Trustee shall review, or cause the Custodian to review, the Mortgage Files in its possession. If, in the course of such review, the Trustee or the Custodian finds any document constituting a part of a Mortgage File which does not meet the requirements of Section 2.01 or is omitted from such Mortgage File, the Trustee shall promptly so notify the Servicer and the Depositor, or shall cause the Custodian to promptly so notify the Servicer and the Depositor. In performing any such review, the Trustee or the Custodian may conclusively rely on the purported genuineness of any such document and any signature thereon. It is understood that the scope of the Trustee's or the Custodian's review of the Mortgage Files is limited solely to confirming that the documents listed in Section 2.01 have been received and further confirming that any and all documents delivered pursuant to Section 2.01 appear on their face to have been executed and relate to the Mortgage Loans identified in the Mortgage Loan Schedule. Neither the Trustee nor the Custodian shall have any responsibility for determining whether any document is valid and binding, whether the text of any assignment or endorsement is in proper or recordable form, whether any document has been recorded in accordance with the requirements of any applicable jurisdiction, or whether a blanket assignment is permitted in any applicable jurisdiction. The Depositor hereby covenants and agrees that it will promptly correct or cure such defect within 90 days from the date it was so notified of such defect and, if the Depositor does not correct or cure such defect within such period, the Depositor will either (a) substitute for the related Mortgage Loan a Substitute Mortgage Loan, which substitution shall be accomplished in the manner and subject to the conditions set forth below or (b) purchase such Mortgage Loan from the Trustee at the Repurchase Price for such Mortgage Loan; provided, however, that in no event shall such a substitution occur more than two years from the Closing Date; provided, further, that such substitution or repurchase shall occur within 90 days of when such defect was discovered if such defect will cause the Mortgage Loan not to be a "qualified mortgage" within the meaning of Section 860G(a)(3) of the Code. With respect to each Substitute Mortgage Loan the Depositor shall deliver to the Trustee, for the benefit of the Certificateholders, the Mortgage Note, the Mortgage, the related Assignment of Mortgage (except for any Mortgage which has been recorded in the name of MERS or its designee), and such other documents and agreements as are otherwise required by Section 2.01, with the Mortgage Note endorsed and the Mortgage assigned as required by Section 2.01. No substitution is permitted to be made in any calendar month after the Determination Date for such month. Monthly Payments due with respect to any such Substitute Mortgage Loan in the month of substitution shall not be part of the Trust Estate and will be retained by the Depositor. For the month of substitution, distributions to Certificateholders will include the Monthly Payment due for such month on any Defective Mortgage Loan for which the Depositor has substituted a Substitute Mortgage Loan. The Servicer shall amend the Mortgage Loan Schedule for the benefit of the Certificateholders to reflect the removal of each Mortgage Loan that has become a Defective Mortgage Loan and the substitution of the Substitute Mortgage Loan or Loans and the Servicer shall deliver the amended Mortgage Loan Schedule to the Trustee and the Custodian. Upon such substitution, each Substitute Mortgage Loan shall be subject to the terms of this Agreement in all respects, and the Depositor shall be deemed to have made to the Trustee with respect to such Substitute Mortgage Loan, as of the date of substitution, the representations and warranties made pursuant to Section 2.04. Upon any such substitution and the deposit to the Servicer Custodial Account of any required Substitution Adjustment Amount (as described in the next paragraph) and receipt of a Request for Release, the Trustee shall release, or shall direct the Custodian to release, the Mortgage File relating to such Defective Mortgage Loan to the Depositor and shall execute and deliver at the Depositor's direction such instruments of transfer or assignment prepared by the Depositor, in each case without recourse, as shall be necessary to vest title in the Depositor, or its designee, to the Trustee's interest in any Defective Mortgage Loan substituted for pursuant to this Section 2.02. For any month in which the Depositor substitutes one or more Substitute Mortgage Loans for one or more Defective Mortgage Loans, the amount (if any) by which the aggregate principal balance of all such Substitute Mortgage Loans as of the date of substitution is less than the aggregate Stated Principal Balance of all such Defective Mortgage Loans (after application of the principal portion of the Monthly Payments due in the month of substitution) (the "Substitution Adjustment Amount") plus an amount equal to the aggregate of any unreimbursed Advances with respect to such Defective Mortgage Loans shall be deposited into the Certificate Account by the Depositor on or before the Remittance Date for the Distribution Date in the month succeeding the calendar month during which the related Mortgage Loan is required to be purchased or replaced hereunder. The Trustee shall retain or shall cause the Custodian to retain possession and custody of each Mortgage File in accordance with and subject to the terms and conditions set forth herein. The Servicer shall promptly deliver to the Trustee, upon the execution or, in the case of documents requiring recording, receipt thereof, the originals of such other documents or instruments constituting the Mortgage File as come into the Servicer's possession from time to time. It is understood and agreed that the obligation of the Depositor to substitute for or to purchase any Mortgage Loan which does not meet the requirements of Section 2.01 shall constitute the sole remedy respecting such defect available to the Trustee and any Certificateholder against the Depositor. The Trustee or the Custodian, on behalf of the Trustee, shall be under no duty or obligation (i) to inspect, review or examine any such documents, instruments, certificates or other papers to determine that they are genuine, enforceable, or appropriate for the represented purpose or that they are other than what they purport to be on their face or (ii) to determine whether any Mortgage File should include any of the documents specified in Section 2.01(b)(iv), (vi), (vii) and (viii). Section 2.03 Representations, Warranties and Covenants of the Servicer. The Servicer hereby makes the following representations and warranties to the Depositor and the Trustee, as of the Closing Date: (i) The Servicer is a national banking association duly organized, validly existing, and in good standing under the federal laws of the United States of America and has all licenses necessary to carry on its business as now being conducted and is licensed, qualified and in good standing in each of the states where a Mortgaged Property is located if the laws of such state require licensing or qualification in order to conduct business of the type conducted by the Servicer. The Servicer has 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 the Servicer and the consummation of the transactions contemplated hereby have been duly and validly authorized. This Agreement, assuming due authorization, execution and delivery by the other parties hereto, evidences the valid, binding and enforceable obligation of the Servicer, subject to applicable law except as enforceability may be limited by (A) bankruptcy, insolvency, liquidation, receivership, moratorium, reorganization or other similar laws affecting the enforcement of the rights of creditors and (B) general principles of equity, whether enforcement is sought in a proceeding in equity or at law. All requisite corporate action has been taken by the Servicer to make this Agreement valid and binding upon the Servicer in accordance with its terms. (ii) 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 the Servicer is required or, if required, such consent, approval, authorization or order has been or will, prior to the Closing Date, be obtained. (iii) The consummation of the transactions contemplated by this Agreement are in the ordinary course of business of the Servicer and will not result in the breach of any term or provision of the charter or by-laws of the Servicer 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 the Servicer or its property is subject, or result in the violation of any law, rule, regulation, order, judgment or decree to which the Servicer or its property is subject. (iv) There is no action, suit, proceeding or investigation pending or, to the best knowledge of the Servicer, threatened against the Servicer which, either individually or in the aggregate, would result in any material adverse change in the business, operations, financial condition, properties or assets of the Servicer, or in any material impairment of the right or ability of the Servicer 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 the obligations of the Servicer contemplated herein, or which would materially impair the ability of the Servicer to perform under the terms of this Agreement. The representations and warranties made pursuant to this Section 2.03 shall survive delivery of the respective Mortgage Files to the Trustee for the benefit of the Certificateholders. Section 2.04 Representations and Warranties of the Depositor as to the Mortgage Loans. The Depositor hereby represents and warrants to the Trustee with respect to the Mortgage Loans or each Mortgage Loan, as the case may be, as of the date hereof or such other date set forth herein that as of the Closing Date: (i) The information set forth in the Mortgage Loan Schedule is true and correct in all material respects. (ii) There are no delinquent taxes, ground rents, governmental assessments, insurance premiums, leasehold payments, including assessments payable in future installments or other outstanding charges affecting the lien priority of the related Mortgaged Property. (iii) The terms of the Mortgage Note and the Mortgage have not been impaired, waived, altered or modified in any respect, except by written instruments, recorded in the applicable public recording office if necessary to maintain the lien priority of the Mortgage, and which have been delivered to the Trustee; the substance of any such waiver, alteration or modification has been approved by the insurer under the Primary Mortgage Insurance Policy, if any, the title insurer, to the extent required by the related policy, and is reflected on the Mortgage Loan Schedule. No instrument of waiver, alteration or modification has been executed, and no Mortgagor has been released, in whole or in part, except in connection with an assumption agreement approved by the insurer under the Primary Mortgage Insurance Policy, if any, the title insurer, to the extent required by the policy, and which assumption agreement has been delivered to the Trustee. (iv) The Mortgage Note and the Mortgage are not subject to any right of rescission, set-off, counterclaim or defense, including the defense of usury, nor will the operation of any of the terms of the Mortgage Note and the Mortgage, or the exercise of any right thereunder, render either the Mortgage Note or the 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. (v) All buildings upon the Mortgaged Property are insured by an insurer generally acceptable to prudent mortgage lending institutions against loss by fire, hazards of extended coverage and such other hazards as are customary in the area the Mortgaged Property is located, pursuant to insurance policies conforming to the requirements of Customary Servicing Procedures and this Agreement. All such insurance policies contain a standard mortgagee clause naming the originator of the Mortgage Loan, its successors and assigns as mortgagee and all premiums thereon have been paid. If the Mortgaged Property is in an area identified on a flood hazard map or flood insurance rate map issued by the Federal Emergency Management Agency as having special flood hazards (and such flood insurance has been made available), a flood insurance policy meeting the requirements of the current guidelines of the Federal Insurance Administration is in effect which policy conforms to the requirements of FNMA or FHLMC. The Mortgage obligates the Mortgagor thereunder to maintain all such insurance at the Mortgagor's cost and expense, and on the Mortgagor's failure to do so, authorizes the holder of the Mortgage to maintain such insurance at Mortgagor's cost and expense and to seek reimbursement therefor from the Mortgagor. (vi) Any and all requirements of any federal, state or local law including, without limitation, usury, truth in lending, real estate settlement procedures, consumer credit protections, equal credit opportunity or disclosure laws applicable to the origination and servicing of Mortgage Loan have been complied with. (vii) The Mortgage has not been satisfied, canceled, subordinated or rescinded, in whole or in part (other than as to Principal Prepayments in full which may have been received prior to the Closing Date), 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 satisfaction, cancellation, subordination, rescission or release. (viii) The Mortgage is a valid, existing and enforceable first lien on the Mortgaged Property, including all improvements on the Mortgaged Property subject only to (A) the lien of current real property taxes and assessments not yet due and payable, (B) covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording being acceptable to mortgage lending institutions generally and specifically referred to in the lender's title insurance policy delivered to the originator of the Mortgage Loan and which do not adversely affect the Appraised Value of the Mortgaged Property, (C) if the Mortgaged Property consists of Co-op Shares, any lien for amounts due to the cooperative housing corporation for unpaid assessments or charges or any lien of any assignment of rents or maintenance expenses secured by the real property owned by the cooperative housing corporation, and (D) 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, existing and enforceable first lien and first priority security interest on the property described therein and the Depositor has the full right to sell and assign the same to the Trustee. (ix) The Mortgage Note and the related Mortgage are genuine and each is the legal, valid and binding obligation of the maker thereof, enforceable in accordance with its terms except as enforceability may be limited by (A) bankruptcy, insolvency, liquidation, receivership, moratorium, reorganization or other similar laws affecting the enforcement of the rights of creditors and (B) general principles of equity, whether enforcement is sought in a proceeding in equity or at law. (x) All parties to the Mortgage Note and the Mortgage had legal capacity to enter into the Mortgage Loan and to execute and deliver the Mortgage Note and the Mortgage, and the Mortgage Note and the Mortgage have been duly and properly executed by such parties. (xi) The proceeds of the Mortgage Loan have been fully disbursed to or for the account of the Mortgagor and there is no obligation for the Mortgagee to advance additional funds 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 have been paid, and the Mortgagor is not entitled to any refund of any amounts paid or due to the Mortgagee pursuant to the Mortgage Note or Mortgage. (xii) To the best of the Depositor's knowledge, all parties which have had any interest in the Mortgage Loan, whether as mortgagee, assignee, pledgee or otherwise, are (or, during the period in which they held and disposed of such interest, were) in compliance with any and all applicable "doing business" and licensing requirements of the laws of the state wherein the Mortgaged Property is located. (xiii) The Mortgage Loan is covered by an ALTA lender's title insurance policy, acceptable to FNMA or FHLMC, issued by a title insurer acceptable to FNMA or FHLMC and qualified to do business in the jurisdiction where the Mortgaged Property is located, insuring (subject to the exceptions contained in (viii)(A) and (B) 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. The Depositor is the sole insured of such lender's title insurance policy, 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. No claims have been made under such lender's title insurance policy, and the Depositor has not done, by act or omission, anything which would impair the coverage of such lender's title insurance policy. (xiv) There is no default, breach, violation or event of acceleration existing under the Mortgage or the 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 of acceleration, and the Seller has not waived any default, breach, violation or event of acceleration. (xv) As of the date of origination of the Mortgage Loan, there had been no mechanics' or similar liens or claims filed for work, labor or material (and no rights are outstanding that under law could give rise to such lien) affecting the relating Mortgaged Property which are or may be liens prior to, or equal or coordinate with, the lien of the related Mortgage. (xvi) All improvements which were considered in determining the Appraised Value of the related Mortgaged Property lay wholly within the boundaries and building restriction lines of the Mortgaged Property, and no improvements on adjoining properties encroach upon the Mortgaged Property. (xvii) The Mortgage Loan was originated by a commercial bank or similar banking institution which is supervised and examined by a federal or state authority, or by a mortgagee approved by the Secretary of HUD. (xviii) Principal payments on the Mortgage Loan commenced no more than sixty days after the proceeds of the Mortgaged Loan were disbursed. The Mortgage Loans are 20 to 30-year adjustable rate mortgage loans having an original term to maturity of not more than 30 years, with interest payable in arrears on the first day of the month. Each Mortgage Note requires a monthly payment which is sufficient to fully amortize the original principal balance over the original term thereof and to pay interest at the related Mortgage Interest Rate. The Mortgage Note does not permit negative amortization. (xix) There is no proceeding pending or, to the Depositor's knowledge, threatened for the total or partial condemnation of the Mortgaged Property and such property is in good repair and is undamaged by waste, fire, earthquake or earth movement, windstorm, flood, tornado or other casualty, so as to affect adversely the value of the Mortgaged Property as security for the Mortgage Loan or the use for which the premises were intended. (xx) The Mortgage and related Mortgage Note contain customary and enforceable provisions such as to render the rights and remedies of the holder thereof adequate for the realization against the Mortgaged Property of the benefits of the security provided thereby, including (A) in the case of a Mortgage designated as a deed of trust, by trustee's sale, and (B) otherwise by judicial foreclosure. To the best of the Depositor's knowledge, following the date of origination of the Mortgage Loan, the Mortgaged Property has not been subject to any bankruptcy proceeding or foreclosure proceeding and the Mortgagor has not filed for protection under applicable bankruptcy laws. There is no homestead or other exemption or right available to the Mortgagor or any other person which would interfere with the right to sell the Mortgaged Property at a trustee's sale or the right to foreclose the Mortgage. (xxi) The Mortgage Note and Mortgage are on forms acceptable to FNMA or FHLMC. (xxii) The Mortgage Note is not and has not been secured by any collateral except the lien of the corresponding Mortgage on the Mortgaged Property and the security interest of any applicable security agreement or chattel mortgage referred to in (viii) above. (xxiii) The Mortgage File contains an appraisal of the related Mortgaged Property, in a form acceptable to FNMA or FHLMC and such appraisal complies with the requirements of FIRREA, and was made and signed, prior to the approval of the Mortgage Loan application, by a Qualified Appraiser. (xxiv) In the event the Mortgage constitutes a deed of trust, a trustee, duly qualified under applicable law to serve as such, has been properly designated and currently so serves, and no fees or expenses are or will become payable by the Trustee to the trustee under the deed of trust, except in connection with a trustee's sale after default by the Mortgagor. (xxv) No Mortgage Loan is a graduated payment mortgage loan, no Mortgage Loan has a shared appreciation or other contingent interest feature, and no Mortgage Loan contains any "buydown" provision. (xxvi) The Mortgagor has received all disclosure materials required by applicable law with respect to the making of mortgage loans of the same type as the Mortgage Loan and rescission materials required by applicable law if the Mortgage Loan is a Refinance Mortgage Loan. (xxvii) Each Mortgage Loan with a Loan-to-Value Ratio at origination in excess of 80% will be subject to a Primary Mortgage Insurance Policy, issued by an insurer acceptable to FNMA or FHLMC, which insures that portion of the Mortgage Loan in excess of the portion of the Appraised Value of the Mortgaged Property required by FNMA. 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. Any Mortgage subject to any such Primary Mortgage Insurance Policy obligates the Mortgagor thereunder to maintain such insurance and to pay all premiums and charges in connection therewith at least until Loan-to-Value Ratio of such Mortgage Loan is reduced to less than 80%. The Mortgage Interest Rate for the Mortgage Loan does not include any such insurance premium. (xxviii) To the best of the Depositor's knowledge as of the date of origination of the Mortgage Loan, (A) the Mortgaged Property is lawfully occupied under applicable law, (B) 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, have been made or obtained from the appropriate authorities and (C) no improvement located on or part of the Mortgaged Property is in violation of any zoning law or regulation. (xxix) The Assignment of Mortgage (except with respect to any Mortgage that has been recorded in the name of MERS or its designee) is in recordable form and is acceptable for recording under the laws of the jurisdiction in which the Mortgaged Property is located. (xxx) All payments required to be made prior to the Cut-Off Date for such Mortgage Loan under the terms of the Mortgage Note have been made and no Mortgage Loan has been more than 30 days delinquent more than once in the twelve month period immediately prior to the Cut-Off Date. (xxxi) With respect to each Mortgage Loan, the Depositor or Servicer is in possession of a complete Mortgage File except for the documents which have been delivered to the Trustee or which have been submitted for recording and not yet returned. (xxxii) Immediately prior to the transfer and assignment contemplated herein, the Depositor was the sole owner and holder of the Mortgage Loans. The Mortgage Loans were not assigned or pledged by the Depositor and the Depositor had good and marketable title thereto, and the Depositor had full right to transfer and sell the Mortgage Loans to the Trustee free and clear of any encumbrance, participation interest, lien, equity, pledge, claim or security interest and had full right and authority subject to no interest or participation in, or agreement with any other party to sell or otherwise transfer the Mortgage Loans. (xxxiii) Any future advances made prior to the Cut-Off 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 FNMA and FHLMC. The consolidated principal amount does not exceed the original principal amount of the Mortgage Loan. (xxxiv) The Mortgage Loan was underwritten in accordance with the applicable Underwriting Guidelines in effect at the time of origination with exceptions thereto exercised in a reasonable manner. (xxxv) If the Mortgage Loan is secured by a long-term residential lease, (1) the lessor under the lease holds a fee simple interest in the land; (2) the terms of such lease expressly permit the mortgaging of the leasehold estate, the assignment of the lease without the lessor's consent 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 protections; (3) the terms of such lease do not (a) allow the termination thereof upon the lessee's default without the holder of the Mortgage being entitled to receive written notice of, and opportunity to cure, such default, (b) allow the termination of the lease in the event of damage or destruction as long as the Mortgage is in existence, (c) prohibit the holder of the Mortgage from being insured (or receiving proceeds of insurance) under the hazard insurance policy or policies relating to the Mortgaged Property or (d) permit any increase in the rent other than pre-established increases set forth in the lease; (4) the original term of such lease in not less than 15 years; (5) the term of such lease does not terminate earlier than five years after the maturity date of the Mortgage Note; and (6) the Mortgaged Property is located in a jurisdiction in which the use of leasehold estates in transferring ownership in residential properties is a widely accepted practice. (xxxvi) The Mortgaged Property is located in the state identified in the Mortgage Loan Schedule and consists of a parcel of real property with a detached single family residence erected thereon, or a two- to four-family dwelling, or an individual condominium unit, or an individual unit in a planned unit development, or, in the case of Mortgage Loans secured by Co-op Shares, leases or occupancy agreements; provided, however, that any condominium project or planned unit development generally conforms with the applicable Underwriting Guidelines regarding such dwellings, and no residence or dwelling is a mobile home or a manufactured dwelling. (xxxvii) The Depositor used no adverse selection procedures in selecting the Mortgage Loan for inclusion in the Trust Estate. (xxxviii) Each Mortgage Loan is a "qualified mortgage" within Section 860G(a)(3) of the Code. (xxxix) With respect to each Mortgage where a lost note affidavit has been delivered to the Trustee in place of the related Mortgage Note, the related Mortgage Note is no longer in existence. Notwithstanding the foregoing, no representations or warranties are made by the Depositor as to the environmental condition of any Mortgaged Property; the absence, presence or effect of hazardous wastes or hazardous substances on any Mortgaged Property; any casualty resulting from the presence or effect of hazardous wastes or hazardous substances on, near or emanating from any Mortgaged Property; the impact on Certificateholders of any environmental condition or presence of any hazardous substance on or near any Mortgaged Property; or the compliance of any Mortgaged Property with any environmental laws, nor is any agent, Person or entity otherwise affiliated with the Depositor authorized or able to make any such representation, warranty or assumption of liability relative to any Mortgaged Property. In addition, no representations or warranties are made by the Depositor with respect to the absence or effect of fraud in the origination of any Mortgage Loan. It is understood and agreed that the representations and warranties set forth in this Section 2.04 shall survive delivery of the respective Mortgage Files to the Trustee or the Custodian and shall inure to the benefit of the Trustee, notwithstanding any restrictive or qualified endorsement or assignment. Upon discovery by either the Depositor, the Servicer, the Trustee or the Custodian that any of the representations and warranties set forth in this Section 2.04 is not accurate (referred to herein as a "breach") and that such breach materially and adversely affects the interests of the Certificateholders in the related Mortgage Loan, the party discovering such breach shall give prompt written notice to the other parties (any Custodian being so obligated under a Custodial Agreement); provided that any such breach that causes the Mortgage Loan not to be a "qualified mortgage" within the meaning of Section 860G(a)(3) of the Code shall be deemed to materially and adversely affect the interests of the Certificateholders. Within 90 days of its discovery or its receipt of notice of any such breach, the Depositor shall cure such breach in all material respects or shall either (i) repurchase the Mortgage Loan or any property acquired in respect thereof from the Trustee at a price equal to the Repurchase Price or (ii) if within two years of the Closing Date, substitute for such Mortgage Loan in the manner described in Section 2.02; provided that if the breach would cause the Mortgage Loan to be other than a "qualified mortgage" as defined in Section 860G(a)(3) of the Code, any such repurchase or substitution must occur within 90 days from the date the breach was discovered. The Repurchase Price of any repurchase described in this paragraph and the Substitution Adjustment Amount, if any, shall be deposited in the Certificate Account. It is understood and agreed that the obligation of the Depositor to repurchase or substitute for any Mortgage Loan or Mortgaged Property as to which such a breach has occurred and is continuing shall constitute the sole remedy respecting such breach available to Certificateholders, or to the Trustee on behalf of Certificateholders, and such obligation shall survive until termination of the Trust hereunder. Section 2.05 Designation of Interests in the REMIC. The Depositor hereby designates the Classes of Class A Certificates (other than the Class 1-A-R Certificate) and the Classes of Class B Certificates as "regular interests" and the Class 1-A-R Certificate as the single class of "residual interest" in the REMIC for the purposes of Code Sections 860G(a)(1) and 860G(a)(2), respectively. Section 2.06 Designation of Start-up Day. The Closing Date is hereby designated as the "start-up day" of the REMIC within the meaning of Section 860G(a)(9) of the Code. Section 2.07 REMIC Certificate Maturity Date. Solely for purposes of satisfying Section 1.860G-1(a)(4)(iii) of the Treasury Regulations, the "latest possible maturity date" of the regular interests in the REMIC is August 25, 2032. Section 2.08 Execution and Delivery of Certificates. The Trustee has executed and delivered to or upon the order of the Depositor, in exchange for the Mortgage Loans together with all other assets included in the definition of "Trust Estate," receipt of which is hereby acknowledged, Certificates in authorized denominations which evidence ownership of the entire Trust Estate. Section 2.09 Repurchase of Converted Mortgage Loans. The Depositor shall repurchase from the Trust any Converted Mortgage Loan prior to the first Due Date for such Mortgage Loan following the Conversion Date. Any such repurchase shall be at the Repurchase Price. The Repurchase Price for any repurchased Converted Mortgage Loan shall be deposited by the Depositor in the Certificate Account and, upon receipt by the Trustee of written notification of any such deposit signed by an officer of the Depositor, the Trustee shall release to the Depositor the related Mortgage File and shall execute and deliver such instruments of transfer or assignment prepared by the Depositor, in each case without recourse, as shall be necessary to vest in the Depositor legal and beneficial ownership of such Converted Mortgage Loan. ARTICLE III ADMINISTRATION AND SERVICING OF MORTGAGE LOANS Section 3.01 Servicer to Service Mortgage Loans. For and on behalf of the Certificateholders, the Servicer shall service and administer the Mortgage Loans, all in accordance with the terms of this Agreement, Customary Servicing Procedures, applicable law and the terms of the Mortgage Notes and Mortgages. In connection with such servicing and administration, the Servicer shall have full power and authority, acting alone and/or through Subservicers as provided in Section 3.02, to do or cause to be done any and all things that it may deem necessary or desirable in connection with such servicing and administration including, but not limited to, the power and authority, subject to the terms hereof, (a) to execute and deliver, on behalf of the Certificateholders and the Trustee, customary consents or waivers and other instruments and documents, (b) to consent, with respect to the Mortgage Loans it services, to transfers of any Mortgaged Property and assumptions of the Mortgage Notes and related Mortgages (but only in the manner provided in this Agreement), (c) to collect any Insurance Proceeds and other Liquidation Proceeds relating to the Mortgage Loans it services, and (d) to effectuate foreclosure or other conversion of the ownership of the Mortgaged Property securing any Mortgage Loan it services. The Servicer shall represent and protect the interests of the Trust in the same manner as it protects its own interests in mortgage loans in its own portfolio in any claim, proceeding or litigation regarding a Mortgage Loan and shall not make or permit any modification, waiver or amendment of any term of any Mortgage Loan, except as provided pursuant to Section 3.21. Without limiting the generality of the foregoing, the Servicer, in its own name or in the name of any Subservicer or the Depositor and the Trustee, is hereby authorized and empowered by the Depositor and the Trustee, when the Servicer or any Subservicer, as the case may be, believes it appropriate in its reasonable judgment, to execute and deliver, on behalf of the Trustee, the Depositor, the Certificateholders or any of them, any and all instruments of satisfaction or cancellation, or of partial or full release or discharge, and all other comparable instruments, with respect to the Mortgage Loans it services, and with respect to the related Mortgaged Properties held for the benefit of the Certificateholders. The Servicer shall prepare and deliver to the Depositor and/or the Trustee such documents requiring execution and delivery by either or both of them as are necessary or appropriate to enable the Servicer to service and administer the Mortgage Loans it services to the extent that the Servicer is not permitted to execute and deliver such documents pursuant to the preceding sentence. Upon receipt of such documents, the Depositor and/or the Trustee, upon the direction of the Servicer, shall promptly execute such documents and deliver them to the Servicer. In accordance with the standards of the preceding paragraph, the Servicer shall advance or cause to be advanced funds as necessary for the purpose of effecting the payment of taxes and assessments on the Mortgaged Properties relating to the Mortgage Loans it services, which Servicing Advances shall be reimbursable in the first instance from related collections from the Mortgagors pursuant to Section 3.09, and further as provided in Section 3.11. The costs incurred by the Servicer, if any, in effecting the timely payments of taxes and assessments on the Mortgaged Properties and related insurance premiums shall not, for the purpose of calculating monthly distributions to the Certificateholders, be added to the Stated Principal Balances of the related Mortgage Loans, notwithstanding that the terms of such Mortgage Loans so permit. The relationship of the Servicer (and of any successor to the Servicer as servicer under this Agreement) to the Trustee under this Agreement is intended by the parties to be that of an independent contractor and not that of a joint venturer, partner or agent. Section 3.02 Subservicing; Enforcement of the Obligations of Servicer. (a) The Servicer may arrange for the subservicing of any Mortgage Loan it services by a Subservicer pursuant to a Subservicing Agreement; provided, however, that such subservicing arrangement and the terms of the related Subservicing Agreement must provide for the servicing of such Mortgage Loan in a manner consistent with the servicing arrangements contemplated hereunder. Notwithstanding the provisions of any Subservicing Agreement, any of the provisions of this Agreement relating to agreements or arrangements between the Servicer and a Subservicer or reference to actions taken through a Subservicer or otherwise, the Servicer shall remain obligated and liable to the Depositor, the Trustee and the Certificateholders for the servicing and administration of the Mortgage Loans it services in accordance with the provisions of this Agreement without diminution of such obligation or liability by virtue of such Subservicing Agreements or arrangements or by virtue of indemnification from the Subservicer and to the same extent and under the same terms and conditions as if the Servicer alone were servicing and administering those Mortgage Loans. All actions of each Subservicer performed pursuant to the related Subservicing Agreement shall be performed as agent of the Servicer with the same force and effect as if performed directly by the Servicer. (b) For purposes of this Agreement, the Servicer shall be deemed to have received any collections, recoveries or payments with respect to the Mortgage Loans it services that are received by a Subservicer regardless of whether such payments are remitted by the Subservicer to the Servicer. (c) As part of its servicing activities hereunder, the Servicer, for the benefit of the Trustee and the Certificateholders, shall use its best reasonable efforts to enforce the obligations of each Subservicer engaged by the Servicer under the related Subservicing Agreement, to the extent that the non-performance of any such obligation would have a material and adverse effect on a Mortgage Loan. Such enforcement, including, without limitation, the legal prosecution of claims, termination of Subservicing Agreements and the pursuit of other appropriate remedies, shall be in such form and carried out to such an extent and at such time as the Servicer, in its good faith business judgment, would require were it the owner of the related Mortgage Loans. The Servicer shall pay the costs of such enforcement at its own expense, and shall be reimbursed therefor only (i) from a general recovery resulting from such enforcement to the extent, if any, that such recovery exceeds all amounts due in respect of the related Mortgage Loan or (ii) from a specific recovery of costs, expenses or attorneys fees against the party against whom such enforcement is directed. (d) Any Subservicing Agreement entered into by the Servicer shall provide that it may be assumed or terminated by the Trustee, if the Trustee has assumed the duties of the Servicer, or any successor Servicer, at the Trustee's or successor Servicer's option, as applicable, without cost or obligation to the assuming or terminating party or the Trust Estate, upon the assumption by such party of the obligations of the Servicer pursuant to Section 8.05. Any Subservicing Agreement, and any other transactions or services relating to the Mortgage Loans involving a Subservicer, shall be deemed to be between the Servicer and such Subservicer alone, and the Trustee and the Certificateholders shall not be deemed parties thereto and shall have no claims or rights of action against, rights, obligations, duties or liabilities to or with respect to the Subservicer or its officers, directors or employees, except as set forth in Section 3.01. Section 3.03 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 it services. These policies must insure the Servicer against losses resulting from 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. Such 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 Section 3.03 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 bond and insurance policy shall be at least equal to the corresponding amounts required by FNMA in the FNMA Servicing Guide or by FHLMC in the FHLMC Sellers' & Servicers' Guide, as amended or restated from time to time, or in an amount as may be permitted to the Servicer by express waiver of FNMA or FHLMC. Section 3.04 Access to Certain Documentation. The Servicer shall provide to the OTS and the FDIC and to comparable regulatory authorities supervising Holders of Subordinate Certificates and the examiners and supervisory agents of the OTS, the FDIC and such other authorities, access to the documentation required by applicable regulations of the OTS and the FDIC with respect to the Mortgage Loans. Such access shall be afforded without charge, but only upon reasonable and prior written request and during normal business hours at the offices designated by the Servicer. Nothing in this Section 3.04 shall limit the obligation of the Servicer to observe any applicable law and the failure of the Servicer to provide access as provided in this Section 3.04 as a result of such obligation shall not constitute a breach of this Section 3.04. Section 3.05 Maintenance of Primary Mortgage Insurance Policy; Claims. With respect to each Mortgage Loan with a Loan-to-Value Ratio in excess of 80% or such other Loan-to-Value Ratio as may be required by law, the Servicer responsible for servicing such Mortgage Loan shall, without any cost to the Trust Estate, maintain or cause the Mortgagor to maintain in full force and effect a Primary Mortgage Insurance Policy insuring that portion of the Mortgage Loan in excess of a percentage in conformity with FNMA requirements. The Servicer shall pay or shall cause the Mortgagor to pay the premium thereon on a timely basis, at least until the Loan-to-Value Ratio of such Mortgage Loan is reduced to 80% or such other Loan-to-Value Ratio as may be required by law. If such Primary Mortgage Insurance Policy is terminated, the Servicer shall obtain from another 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 an insurer acceptable to FNMA, the Servicer shall notify the Trustee in writing, it being understood that the Servicer shall not have any responsibility or liability for any failure to recover under the Primary Mortgage Insurance Policy for such reason. If the Servicer determines that recoveries under the Primary Mortgage Insurance Policy are jeopardized by the financial condition of the insurer, the Servicer shall obtain from another insurer which meets the requirements of this Section 3.05 a replacement insurance policy. The Servicer shall not take any action that would result in noncoverage under any applicable Primary Mortgage Insurance Policy of any loss that, 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 Section 3.13, 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, the Trustee and the Certificateholders, 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 Section 3.09(a), any amounts collected by the Servicer under any Primary Mortgage Insurance Policy shall be deposited in the related Escrow Account, subject to withdrawal pursuant to Section 3.09(b). The Servicer will comply with all provisions of applicable state and federal law relating to the cancellation of, or collection of premiums with respect to, Primary Mortgage Insurance, including, but not limited to, the provisions of the Homeowners Protection Act of 1998, and all regulations promulgated thereunder, as amended from time to time. Section 3.06 Rights of the Depositor and the Trustee in Respect of the Servicer. The Depositor may, but is not obligated to, enforce the obligations of the Servicer hereunder and may, but is not obligated to, perform, or cause a designee to perform, any defaulted obligation of the Servicer hereunder and in connection with any such defaulted obligation to exercise the related rights of the Servicer hereunder; provided that the Servicer shall not be relieved of any of its obligations hereunder by virtue of such performance by the Depositor or its designee. Neither the Trustee nor the Depositor shall have any responsibility or liability for any action or failure to act by the Servicer nor shall the Trustee or the Depositor be obligated to supervise the performance of the Servicer hereunder or otherwise. Any Subservicing Agreement that may be entered into and any transactions or services relating to the Mortgage Loans involving a Subservicer in its capacity as such shall be deemed to be between the Subservicer and the Servicer alone, and the Trustee and Certificateholders shall not be deemed parties thereto and shall have no claims, rights, obligations, duties or liabilities with respect to the Subservicer except as set forth in Section 3.07. The Servicer shall be solely liable for all fees owed by it to any Subservicer, irrespective of whether the Servicer's compensation pursuant to this Agreement is sufficient to pay such fees. Section 3.07 Trustee to Act as Servicer. If the Servicer shall for any reason no longer be the Servicer hereunder (including by reason of an Event of Default), the Trustee shall thereupon assume, if it so elects, or shall appoint a successor Servicer to assume, all of the rights and obligations of the Servicer hereunder arising thereafter (except that the Trustee shall not be (a) liable for losses of the Servicer pursuant to Section 3.12 or any acts or omissions of the predecessor Servicer hereunder, (b) obligated to make Advances if it is prohibited from doing so by applicable law or (c) deemed to have made any representations and warranties of the Servicer hereunder). Any such assumption shall be subject to Section 7.02. If the Servicer shall for any reason no longer be the Servicer (including by reason of any Event of Default), the Trustee or the successor Servicer may elect to succeed to any rights and obligations of the Servicer under each Subservicing Agreement or may terminate each Subservicing Agreement. If it has elected to assume the Subservicing Agreement, the Trustee or the successor Servicer shall be deemed to have assumed all of the Servicer's interest therein and to have replaced the Servicer as a party to any Subservicing Agreement entered into by the Servicer as contemplated by Section 3.02 to the same extent as if the Subservicing Agreement had been assigned to the assuming party except that the Servicer shall not be relieved of any liability or obligations under any such Subservicing Agreement. The Servicer that is no longer the Servicer hereunder shall, upon request of the Trustee, but at the expense of the Servicer, deliver to the assuming party all documents and records relating to each Subservicing Agreement or substitute servicing agreement and the Mortgage Loans then being serviced thereunder and an accounting of amounts collected or held by it and otherwise use its best efforts to effect the orderly and efficient transfer of such substitute Subservicing Agreement to the assuming party. Section 3.08 Collection of Mortgage Loan Payments; Servicer Custodial Account; and Certificate Account. (a) 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 it services when the same shall become due and payable. Further, the Servicer will in accordance with all applicable law and Customary Servicing Procedures ascertain and estimate taxes, assessments, fire and hazard insurance premiums, mortgage insurance premiums and all other charges with respect to the Mortgage Loans it services 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. Consistent with the foregoing, the Servicer may in its discretion (i) waive any late payment charge or any prepayment charge or penalty interest in connection with the prepayment of a Mortgage Loan it services and (ii) extend the due dates for payments due on a Mortgage Note for a period not greater than 120 days; provided, however, that the Servicer cannot extend the maturity of any such Mortgage Loan past the date on which the final payment is due on the latest maturing Mortgage Loan as of the Cut-Off Date. In the event of any such arrangement, the Servicer shall make Periodic Advances on the related Mortgage Loan in accordance with the provisions of Section 3.20 during the scheduled period in accordance with the amortization schedule of such Mortgage Loan without modification thereof by reason of such arrangements. The Servicer shall not be required to institute or join in litigation with respect to collection of any payment (whether under a Mortgage, Mortgage Note or otherwise or against any public or governmental authority with respect to a taking or condemnation) if it reasonably believes that enforcing the provision of the Mortgage or other instrument pursuant to which such payment is required is prohibited by applicable law. (b) The Servicer shall establish and maintain the Servicer Custodial Account. The Servicer shall deposit or cause to be deposited into the Servicer Custodial Account, all on a daily basis within one Business Day of receipt, except as otherwise specifically provided herein, the following payments and collections remitted by Subservicers or received by the Servicer in respect of the Mortgage Loans subsequent to the Cut-Off Date (other than in respect of principal and interest due on the Mortgage Loans on or before the Cut-Off Date) and the following amounts required to be deposited hereunder with respect to the Mortgage Loans it services: (i) all payments on account of principal of the Mortgage Loans, including Principal Prepayments; (ii) all payments on account of interest on the Mortgage Loans, net of the Servicing Fee; (iii) (A) all Insurance Proceeds and Liquidation Proceeds, other than Insurance Proceeds to be (1) applied to the restoration or repair of the Mortgaged Property, (2) released to the Mortgagor in accordance with Customary Servicing Procedures or (3) required to be deposited to an Escrow Account pursuant to Section 3.09(a) and (B) any Insurance Proceeds released from an Escrow Account pursuant to Section 3.09(b)(iv); (iv) any amount required to be deposited by the Servicer pursuant to Section 3.08(d) in connection with any losses on Permitted Investments with respect to the Servicer Custodial Account; (v) any amounts required to be deposited by the Servicer pursuant to Section 3.14; (vi) all Repurchase Prices and all Substitution Adjustment Amounts received by the Servicer; (vii) Periodic Advances made by the Servicer pursuant to Section 3.20 and any payments of Compensating Interest; and (viii) any other amounts required to be deposited hereunder. The foregoing requirements for deposits to the Servicer Custodial Account by the Servicer shall be exclusive, it being understood and agreed that, without limiting the generality of the foregoing, payments in the nature of prepayment penalties, late payment charges or assumption fees, if collected, need not be deposited by the Servicer. If the Servicer shall deposit in the Servicer Custodial Account any amount not required to be deposited, it may at any time withdraw or direct the institution maintaining the Servicer Custodial Account to withdraw such amount from the Servicer Custodial Account, any provision herein to the contrary notwithstanding. The Servicer Custodial Account may contain funds that belong to one or more trust funds created for mortgage pass-through certificates of other series and may contain other funds respecting payments on mortgage loans belonging to the Servicer or serviced by the Servicer on behalf of others. Notwithstanding such commingling of funds, the Servicer shall keep records that accurately reflect the funds on deposit in the Servicer Custodial Account that have been identified by it as being attributable to the Mortgage Loans it services. The Servicer shall maintain adequate records with respect to all withdrawals made pursuant to this Section 3.08. All funds required to be deposited in the Servicer Custodial Account shall be held in trust for the Certificateholders until withdrawn in accordance with Section 3.11. (c) The Trustee shall establish and maintain, on behalf of the Certificateholders, the Certificate Account. The Trustee shall, promptly upon receipt, deposit in the Certificate Account and retain therein the following: (i) the aggregate amount remitted by the Servicer to the Trustee pursuant to Section 3.11(a)(viii); (ii) any amount paid by the Trustee pursuant to Section 3.08(d) in connection with any losses on Permitted Investments with respect to the Certificate Account; and (iii) any other amounts deposited hereunder which are required to be deposited in the Certificate Account. If the Servicer shall remit any amount not required to be remitted, it may at any time direct the Trustee to withdraw such amount from the Certificate Account, any provision herein to the contrary notwithstanding. Such direction may be accomplished by delivering an Officer's Certificate to the Trustee which describes the amounts deposited in error in the Certificate Account. All funds required to be deposited in the Certificate Account shall be held by the Trustee in trust for the Certificateholders until disbursed in accordance with this Agreement or withdrawn in accordance with Section 3.11. In no event shall the Trustee incur liability for withdrawals from the Certificate Account at the direction of a the Servicer. (d) Each institution at which the Servicer Custodial Account or the Certificate Account is maintained shall invest the funds therein as directed in writing by the Servicer in Permitted Investments, which shall mature not later than (i) in the case of the Servicer Custodial Account, the Business Day next preceding the related Remittance Date (except that if such Permitted Investment is an obligation of the institution that maintains such account, then such Permitted Investment shall mature not later than such Remittance Date) and (ii) in the case of the Certificate Account, the Business Day next preceding the Distribution Date (except that if such Permitted Investment is an obligation of the institution that maintains such account, then such Permitted Investment shall mature not later than such Distribution Date) and, in each case, shall not be sold or disposed of prior to its maturity. All such Permitted Investments shall be made in the name of the Trustee, for the benefit of the Certificateholders. All income or gain (net of any losses) realized from any such investment of funds on deposit in the Servicer Custodial Account shall be for the benefit of the Servicer as servicing compensation and shall be retained by it monthly as provided herein. All income or gain (net of any losses) realized from any such investment of funds on deposit in the Certificate Account shall be for the benefit of the Trustee as additional compensation and shall be retained by it monthly as provided herein. The amount of any losses realized in the Servicer Custodial Account or the Certificate Account incurred in any such account in respect of any such investments shall promptly be deposited by the Servicer in the Servicer Custodial Account or by the Trustee in the Certificate Account, as applicable. (e) The Servicer shall give notice to the Trustee of any proposed change of the location of the Servicer Custodial Account maintained by the Servicer not later than 30 days and not more than 45 days prior to any change thereof. The Trustee shall give notice to the Servicer, each Rating Agency and the Depositor of any proposed change of the location of the Certificate Account not later than 30 days and not more than 45 days prior to any change thereof. The creation of the Servicer Custodial Account shall be evidenced by a certification substantially in the form of Exhibit F hereto. A copy of such certification shall be furnished to the Trustee. Section 3.09 Collection of Taxes, Assessments and Similar Items; Escrow Accounts. (a) To the extent required by the related Mortgage Note and not violative of current law, the Servicer shall segregate and hold all funds collected and received pursuant to each Mortgage Loan which constitute Escrow Payments in trust separate and apart from any of its own funds and general assets and for such purpose shall establish and maintain one or more escrow accounts (collectively, the "Escrow Account"), titled "[Insert name of Servicer], in trust for registered holders of Bank of America Mortgage Securities, Inc. Mortgage Pass-Through Certificates, Series 2002-D and various Mortgagors." The Escrow Account shall be established with a commercial bank, a savings bank or a savings and loan association that meets the guidelines set forth by FNMA or FHLMC as an eligible institution for escrow accounts and which is a member of the Automated Clearing House. In any case, the Escrow Account shall be insured by the FDIC to the fullest extent permitted by law. The Servicer shall deposit in the appropriate Escrow Account on a daily basis, and retain therein: (i) all Escrow Payments collected on account of the Mortgage Loans, (ii) all amounts representing proceeds of any hazard insurance policy which are to be applied to the restoration or repair of any related Mortgaged Property and (iii) all amounts representing proceeds of any Primary Mortgage Insurance Policy. Nothing herein shall require the Servicer to compel a Mortgagor to establish an Escrow Account in violation of applicable law. (b) Withdrawals of amounts so collected from the Escrow Accounts may be made by the Servicer only (i) to effect timely payment of taxes, assessments, mortgage insurance premiums, fire and hazard insurance premiums, condominium or PUD association dues, or comparable items constituting Escrow Payments for the related Mortgage, (ii) to reimburse the Servicer out of related Escrow Payments made with respect to a Mortgage Loan for any Servicing Advance made by the Servicer pursuant to Section 3.09(c) with respect to such Mortgage Loan, (iii) to refund to any Mortgagor any sums determined to be overages, (iv) for transfer to the Servicer Custodial Account upon default of a Mortgagor or in accordance with the terms of the related Mortgage Loan and if permitted by applicable law, (v) for application to restore or repair the Mortgaged Property, (vi) to pay to the Mortgagor, to the extent required by law, any interest paid on the funds deposited in the Escrow Account, (vii) to pay to itself any interest earned on funds deposited in the Escrow Account (and not required to be paid to the Mortgagor), (viii) 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, (ix) to withdraw suspense payments that are deposited into the Escrow Account, (x) to withdraw any amounts inadvertently deposited in the Escrow Account or (xi) to clear and terminate the Escrow Account upon the termination of this Agreement in accordance with Section 10.01. Any Escrow Account shall not be a part of the Trust Estate. (c) With respect to each Mortgage Loan, the Servicer shall maintain accurate records reflecting the status of taxes, assessments and other charges which are or may become a lien upon the Mortgaged Property and the status of Primary Mortgage Insurance Policy premiums and fire and hazard insurance coverage. The Servicer 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, if any, 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. The Servicer shall advance any such payments that are not timely paid, but the Servicer shall be required so to advance only to the extent that such Servicing Advances, in the good faith judgment of the Servicer, will be recoverable by the Servicer out of Insurance Proceeds, Liquidation Proceeds or otherwise. Section 3.10 Access to Certain Documentation and Information Regarding the Mortgage Loans. The Servicer shall afford the Trustee reasonable access to all records and documentation regarding the Mortgage Loans and all accounts, insurance information and other matters relating to this Agreement, such access being afforded without charge, but only upon reasonable request and during normal business hours at the office designated by the Servicer. Upon reasonable advance notice in writing, the Servicer will provide to each Certificateholder which is a savings and loan association, bank or insurance company certain reports and reasonable access to information and documentation regarding the Mortgage Loans sufficient to permit such Certificateholder to comply with applicable regulations of the OTS or other regulatory authorities with respect to investment in the Certificates; provided that the Servicer shall be entitled to be reimbursed by each such Certificateholder for actual expenses incurred by the Servicer in providing such reports and access. Section 3.11 Permitted Withdrawals from the Servicer Custodial Account and Certificate Account. (a) The Servicer may from time to time make withdrawals from the Servicer Custodial Account, for the following purposes: (i) to pay to the Servicer (to the extent not previously retained), the servicing compensation to which it is entitled pursuant to Section 3.17, and to pay to the Servicer, as additional servicing compensation, earnings on or investment income with respect to funds in or credited to the Servicer Custodial Account; (ii) to reimburse the Servicer for unreimbursed Advances made by it, such right of reimbursement pursuant to this clause (ii) being limited to amounts received on the Mortgage Loan(s) in respect of which any such Advance was made; (iii) to reimburse the Servicer for any Nonrecoverable Advance previously made; (iv) to reimburse the Servicer for Insured Expenses from the related Insurance Proceeds; (v) to pay to the purchaser, with respect to each Mortgage Loan or REO Property that has been purchased pursuant to Sections 2.02, 2.04 or 2.09, all amounts received thereon after the date of such purchase; (vi) to reimburse the Servicer or the Depositor for expenses incurred by any of them and reimbursable pursuant to Section 7.03; (vii) to withdraw any amount deposited in the Servicer Custodial Account and not required to be deposited therein; (viii) on or prior to the Remittance Date, to withdraw an amount equal to the related Pool Distribution Amount, the related Trustee Fee and any other amounts due to the Trustee under this Agreement for such Distribution Date, to the extent on deposit, and remit such amount in immediately available funds to the Trustee for deposit in the Certificate Account; and (ix) to clear and terminate the Servicer Custodial Account upon termination of this Agreement pursuant to Section 10.01. The Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, for the purpose of justifying any withdrawal from the Servicer Custodial Account pursuant to clauses (i), (ii), (iv) and (v). Prior to making any withdrawal from the Servicer Custodial Account pursuant to clause (iii), the Servicer shall deliver to the Trustee an Officer's Certificate of a Servicing Officer indicating the amount of any previous Advance determined by the Servicer to be a Nonrecoverable Advance and identifying the related Mortgage Loan(s) and their respective portions of such Nonrecoverable Advance. (b) The Trustee shall withdraw funds from the Certificate Account for distributions to Certificateholders in the manner specified in this Agreement. In addition, the Trustee may from time to time make withdrawals from the Certificate Account for the following purposes: (i) to pay to itself the Trustee Fee and any other amounts due to the Trustee under this Agreement for the related Distribution Date; (ii) to pay to itself as additional compensation earnings on or investment income with respect to funds in the Certificate Account; (iii) to withdraw and return to the Servicer any amount deposited in the Certificate Account and not required to be deposited therein; and (iv) to clear and terminate the Certificate Account upon termination of the Agreement pursuant to Section 10.01. Section 3.12 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 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 having special flood hazards (and such flood insurance has been made available) the Servicer will cause to be maintained a flood insurance policy meeting the requirements of the current guidelines of the Federal Insurance Administration and the requirements of FNMA or FHLMC. 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, flood insurance in an amount required above. Any amounts collected by the Servicer under any such policies (other than amounts to be deposited in an 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 Servicer Custodial Account, subject to withdrawal pursuant to Section 3.11(a). 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 the Servicer, and shall provide for at least 30 days prior written notice of any cancellation, reduction in amount or material change in coverage to the Servicer. 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 FNMA requirements. Notwithstanding the foregoing, the Servicer may maintain a blanket policy insuring against hazard losses on all of the Mortgaged Properties relating to the Mortgage Loans in lieu of maintaining the required hazard insurance policies for each Mortgage Loan and may maintain a blanket policy insuring against special flood hazards in lieu of maintaining any required flood insurance. Any such blanket policies shall (A) be consistent with prudent industry standards, (B) name the Servicer as loss payee, (C) provide coverage in an amount equal to the aggregate unpaid principal balance on the related Mortgage Loans without co-insurance, and (D) otherwise comply with the requirements of this Section 3.12. Any such blanket policy may contain a deductible clause; provided that if any Mortgaged Property is not covered by a separate policy otherwise complying with this Section 3.12 and a loss occurs with respect to such Mortgaged Property which loss would have been covered by such a policy, the Servicer shall deposit in the Servicer Custodial Account the difference, if any, between the amount that would have been payable under a separate policy complying with this Section 3.12 and the amount paid under such blanket policy. Section 3.13 Enforcement of Due-On-Sale Clauses; Assumption Agreements. (a) Except as otherwise provided in this Section 3.13, when any Mortgaged Property subject to a Mortgage has been conveyed by the Mortgagor, the Servicer shall use reasonable efforts, to the extent that it has actual knowledge of such conveyance, to enforce any due-on-sale clause contained in any Mortgage Note or Mortgage, to the extent permitted under applicable law and governmental regulations, but only to the extent that such enforcement will not adversely affect or jeopardize coverage under any Required Insurance Policy. Notwithstanding the foregoing, the Servicer is not required to exercise such rights with respect to a Mortgage Loan if the Person to whom the related Mortgaged Property has been conveyed or is proposed to be conveyed satisfies the terms and conditions contained in the Mortgage Note and Mortgage related thereto and the consent of the mortgagee under such Mortgage Note or Mortgage is not otherwise required under such Mortgage Note or Mortgage as a condition to such transfer. If (i) the Servicer is prohibited by law from enforcing any such due-on-sale clause, (ii) coverage under any Required Insurance Policy would be adversely affected, (iii) the Mortgage Note does not include a due-on-sale clause or (iv) nonenforcement is otherwise permitted hereunder, the Servicer is authorized, subject to Section 3.13(b), to take or enter into an assumption and modification agreement from or with the Person to whom such Mortgaged Property has been or is about to be conveyed, pursuant to which such Person becomes liable under the Mortgage Note and, unless prohibited by applicable state law, the Mortgagor remains liable thereon; provided that the Mortgage Loan shall continue to be covered (if so covered before the Servicer enters such agreement) by the applicable Required Insurance Policies. The Servicer, subject to Section 3.13(b), is also authorized with the prior approval of the insurers under any Required Insurance Policies to enter into a substitution of liability agreement with such Person, pursuant to which the original Mortgagor is released from liability and such Person is substituted as Mortgagor and becomes liable under the Mortgage Note. Notwithstanding the foregoing, the Servicer shall not be deemed to be in default under this Section 3.13 by reason of any transfer or assumption which the Servicer reasonably believes it is restricted by law from preventing, for any reason whatsoever. (b) Subject to the Servicer's duty to enforce any due-on-sale clause to the extent set forth in Section 3.13(a), in any case in which a Mortgaged Property has been conveyed to a Person by a Mortgagor, and such Person is to enter into an assumption agreement or modification agreement or supplement to the Mortgage Note or Mortgage that requires the signature of the Trustee, or if an instrument of release signed by the Trustee is required releasing the Mortgagor from liability on the Mortgage Loan, the Servicer shall prepare and deliver or cause to be prepared and delivered to the Trustee for signature and shall direct, in writing, the Trustee to execute the assumption agreement with the Person to whom the Mortgaged Property is to be conveyed and such modification agreement or supplement to the Mortgage Note or Mortgage or other instruments as are reasonable or necessary to carry out the terms of the Mortgage Note or Mortgage or otherwise to comply with any applicable laws regarding assumptions or the transfer of the Mortgaged Property to such Person. In no event shall the Trustee incur liability for executing any document under this Section 3.13 at the direction of the Servicer. In connection with any such assumption, no material term of the Mortgage Note may be changed. In addition, the substitute Mortgagor and the Mortgaged Property must be acceptable to the Servicer in accordance with its underwriting standards as then in effect. Together with each such substitution, assumption or other agreement or instrument delivered to the Trustee for execution by it, the Servicer shall deliver an Officer's Certificate signed by a Servicing Officer stating that the requirements of this subsection have been met. The Servicer shall notify the Trustee that any such substitution or assumption agreement has been completed by forwarding to the Trustee (or at the direction of the Trustee, the Custodian) the original of such substitution or assumption agreement, which in the case of the original shall be added to the related Mortgage File and shall, for all purposes, be considered a part of such Mortgage File to the same extent as all other documents and instruments constituting a part thereof. Any fee collected by the Servicer for entering into an assumption or substitution of liability agreement may be retained by the Servicer as additional master servicing compensation. Notwithstanding the foregoing, to the extent permissible under applicable law and at the request of the Servicer, the Trustee shall execute and deliver to the Servicer any powers of attorney and other documents prepared by the Servicer that are reasonably necessary or appropriate to enable the Servicer to execute any assumption agreement or modification agreement required to be executed by the Trustee under this Section 3.13. Section 3.14 Realization Upon Defaulted Mortgage Loans; REO Property. (a) The Servicer shall use reasonable efforts to foreclose upon or otherwise comparably convert the ownership of Mortgaged Properties securing such of the Mortgage Loans as come into and continue in default and as to which no satisfactory arrangements can be made for collection of delinquent payments. In connection with such foreclosure or other conversion, the Servicer shall follow Customary Servicing Procedures and shall meet the requirements of the insurer under any Required Insurance Policy; provided, however, that the Servicer may enter into a special servicing agreement with an unaffiliated Holder of 100% Percentage Interest of a Class of Class B Certificates or a holder of a class of securities representing interests in the Class B Certificates alone or together with other subordinated mortgage pass-through certificates. Such agreement shall be substantially in the form attached hereto as Exhibit K or subject to each Rating Agency's acknowledgment that the ratings of the Certificates in effect immediately prior to the entering into such agreement would not be qualified, downgraded or withdrawn and the Certificates would not be placed on credit review status (except for possible upgrading) as a result of such agreement. Any such agreement may contain provisions whereby such holder may instruct the Servicer to commence or delay foreclosure proceedings with respect to delinquent Mortgage Loans and will contain provisions for the deposit of cash by the holder that would be available for distribution to Certificateholders if Liquidation Proceeds are less than they otherwise may have been had the Servicer acted in accordance with its normal procedures. Notwithstanding the foregoing, the Servicer shall not be required to expend its own funds in connection with any foreclosure or towards the restoration of any Mortgaged Property unless it shall determine (i) that such restoration and/or foreclosure will increase the proceeds of liquidation of the Mortgage Loan after reimbursement to itself of such expenses and (ii) that such expenses will be recoverable to it through proceeds of the liquidation of the Mortgage Loan (respecting which it shall have priority for purposes of withdrawals from the Servicer Custodial Account). Any such expenditures shall constitute Servicing Advances for purposes of this Agreement. The decision of the Servicer to foreclose on a defaulted Mortgage Loan shall be subject to a determination by the Servicer that the proceeds of such foreclosure would exceed the costs and expenses of bringing such a proceeding. With respect to any REO Property, the deed or certificate of sale shall be taken in the name of the Trustee for the benefit of the Certificateholders, or its nominee, on behalf of the Certificateholders. The Trustee's name shall be placed on the title to such REO Property solely as the Trustee hereunder and not in its individual capacity. The Servicer shall ensure that the title to such REO Property references this Agreement and the Trustee's capacity hereunder. Pursuant to its efforts to sell such REO Property, the Servicer shall either itself or through an agent selected by the Servicer manage, conserve, protect and operate such 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. Incident to its conservation and protection of the interests of the Certificateholders, the Servicer may rent the same, or any part thereof, as the Servicer deems to be in the best interest of the Certificateholders for the period prior to the sale of such REO Property. The Servicer shall prepare for and deliver to the Trustee a statement with respect to each REO Property that has been rented, if any, showing the aggregate rental income received and all expenses incurred in connection with the management and maintenance of such REO Property at such times as is necessary to enable the Trustee to comply with the reporting requirements of the REMIC Provisions; provided, however, that the Servicer shall have no duty to rent any REO Property on behalf of the Trust. The net monthly rental income, if any, from such REO Property shall be deposited in the Servicer Custodial Account no later than the close of business on each Determination Date. The Servicer shall perform, with respect to the Mortgage Loans, the tax reporting and withholding required by Sections 1445 and 6050J of the Code with respect to foreclosures and abandonments, the tax reporting required by Section 6050H of the Code with respect to the receipt of mortgage interest from individuals and, if required by Section 6050P of the Code with respect to the cancellation of indebtedness by certain financial entities, by preparing such tax and information returns as may be required, in the form required. The Servicer shall deliver copies of such reports to the Trustee. If the Trust acquires any Mortgaged Property as described above or otherwise in connection with a default or a default which is reasonably foreseeable on a Mortgage Loan, the Servicer shall dispose of such Mortgaged Property prior to the end of the third calendar year following the year of its acquisition by the Trust (such period, the "REO Disposition Period") unless (A) the Trustee shall have been supplied by the Servicer with an Opinion of Counsel to the effect that the holding by the Trust of such Mortgaged Property subsequent to the REO Disposition Period will not result in the imposition of taxes on "prohibited transactions" on the REMIC (as defined in Section 860F of the Code) or cause the Trust Estate to fail to qualify as a REMIC at any time that any Certificates are outstanding, or (B) the Trustee (at the Servicer's expense) or the Servicer shall have applied for, prior to the expiration of the REO Disposition Period, an extension of the REO Disposition Period in the manner contemplated by Section 856(e)(3) of the Code. If such an Opinion of Counsel is provided or such an exemption is obtained, the Trust may continue to hold such Mortgaged Property (subject to any conditions contained in such Opinion of Counsel) for the applicable period. Notwithstanding any other provision of this Agreement, no Mortgaged Property acquired by the Trust shall be rented (or allowed to continue to be rented) or otherwise used for the production of income by or on behalf of the Trust in such a manner or pursuant to any terms that would (i) cause such Mortgaged Property to fail to qualify as "foreclosure property" within the meaning of Section 860G(a)(8) of the Code or (ii) subject the REMIC to the imposition of any federal, state or local income taxes on the income earned from such Mortgaged Property under Section 860G(c) of the Code or otherwise, unless the Servicer has agreed to indemnify and hold harmless the Trust with respect to the imposition of any such taxes. The Servicer shall identify to the Trustee any Mortgaged Property relating to a Mortgage Loan held by the Trust for 30 months for which no plans to dispose of such Mortgaged Property by the Servicer have been made. After delivery of such identification, the Servicer shall proceed to dispose of any such Mortgaged Property by holding a commercially reasonable auction for such property. The income earned from the management of any REO Properties, net of reimbursement to the Servicer for expenses incurred (including any property or other taxes) in connection with such management and net of unreimbursed Servicing Fees, Periodic Advances and Servicing Advances, shall be applied to the payment of principal of and interest on the related defaulted Mortgage Loans (solely for the purposes of allocating principal and interest, interest shall be treated as accruing as though such Mortgage Loans were still current) and all such income shall be deemed, for all purposes in this Agreement, to be payments on account of principal and interest on the related Mortgage Notes and shall be deposited into the Servicer Custodial Account. To the extent the net income received during any calendar month is in excess of the amount attributable to amortizing principal and accrued interest at the related Mortgage Interest Rate on the related Mortgage Loan for such calendar month, such excess shall be considered to be a partial prepayment of principal of the related Mortgage Loan. The proceeds from any liquidation of a Mortgage Loan, as well as any income from an REO Property, will be applied in the following order of priority: first, to reimburse the Servicer for any related unreimbursed Servicing Advances and Servicing Fees; second, to reimburse the Servicer for any unreimbursed Periodic Advances and to reimburse the Servicer Custodial Account for any Nonrecoverable Advances (or portions thereof) that were previously withdrawn by the Servicer pursuant to Section 3.11(a)(iii) that related to such Mortgage Loan; third, to accrued and unpaid interest (to the extent no Periodic Advance has been made for such amount or any such Periodic Advance has been reimbursed) on the Mortgage Loan or related REO Property, at the Mortgage Rate to the Due Date occurring in the month in which such amounts are required to be distributed; and fourth, as a recovery of principal of the Mortgage Loan. Excess Proceeds, if any, from the liquidation of a Liquidated Mortgage Loan will be retained by the Servicer as additional servicing compensation pursuant to Section 3.17. (b) The Servicer shall promptly notify the Depositor of any Mortgage Loan which comes into default. The Depositor shall be entitled, at its option, to repurchase (i) any such defaulted Mortgage Loan from the Trust Estate if (a) in the Depositor's judgment, the default is not likely to be cured by the Mortgagor and (b) such Mortgage Loan is 180 days or more delinquent or (ii) any Mortgage Loan in the Trust Estate which pursuant to Section 4(b) of the Mortgage Loan Purchase Agreement the Seller requests the Depositor to repurchase and to sell to the Seller to facilitate the exercise of the Seller's rights against the originator or prior holder of such Mortgage Loan. The purchase price for any such Mortgage Loan shall be 100% of the unpaid principal balance of such Mortgage Loan plus accrued interest thereon at the Mortgage Interest Rate (less the Servicing Fee Rate for such Mortgage Loan) through the last day of the month in which such repurchase occurs. Upon the receipt of such purchase price, the Servicer shall provide to the Trustee the notification required by Section 3.15 and the Trustee or the Custodian shall promptly release to the Depositor the Mortgage File relating to the Mortgage Loan being repurchased. Section 3.15 Trustee to Cooperate; 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 immediately notify the Trustee (or, at the direction of the Trustee, the Custodian) by delivering, or causing to be delivered, two copies (one of which will be returned to the Servicer with the Mortgage File) of a Request for Release (which may be delivered in an electronic format acceptable to the Trustee and the Servicer). Upon receipt of such request, the Trustee or the Custodian, as applicable, shall within seven Business Days release the related Mortgage File to the Servicer. The Trustee shall at the Servicer's direction execute and deliver to the Servicer the request for reconveyance, deed of reconveyance or release or satisfaction of mortgage or such instrument releasing the lien of the Mortgage, in each case provided by the Servicer, together with the Mortgage Note with written evidence of cancellation thereon. If the Mortgage has been recorded in the name of MERS or its designee, the Servicer shall take all necessary action to reflect the release of the Mortgage on the records of MERS. Expenses incurred in connection with any instrument of satisfaction or deed of reconveyance shall be chargeable to the related Mortgagor. From time to time and as shall be appropriate for the servicing or foreclosure of any Mortgage Loan, including for such purpose collection under any policy of flood insurance, any fidelity bond or errors or omissions policy, or for the purposes of effecting a partial release of any Mortgaged Property from the lien of the Mortgage or the making of any corrections to the Mortgage Note or the Mortgage or any of the other documents included in the Mortgage File, the Trustee or the Custodian, as applicable, shall, upon delivery to the Trustee (or, at the direction of the Trustee, the Custodian) of a Request for Release signed by a Servicing Officer, release the Mortgage File within seven Business Days to the Servicer. Subject to the further limitations set forth below, the Servicer shall cause the Mortgage File so released to be returned to the Trustee or the Custodian, as applicable, when the need therefor by the Servicer no longer exists, unless the Mortgage Loan is liquidated and the proceeds thereof are deposited in the Servicer Custodial Account, in which case the Servicer shall deliver to the Trustee or the Custodian, as applicable, a Request for Release, signed by a Servicing Officer. The Trustee shall execute and deliver to the Servicer any powers of attorney and other documents prepared by the Servicer that are reasonably necessary or appropriate to enable the Servicer to carry out its servicing and administrative duties under this Agreement, upon the request of the Servicer. In addition, upon prepayment in full of any Mortgage Loan or the receipt of notice that funds for such purpose have been placed in escrow, the Servicer is authorized to give, as attorney-in-fact for the Trustee and the mortgagee under the Mortgage, an instrument of satisfaction (or Assignment of Mortgage without recourse) regarding the Mortgaged Property relating to such Mortgage Loan, which instrument of satisfaction or Assignment of Mortgage, as the case may be, shall be delivered to the Person entitled thereto against receipt of the prepayment in full. If the Mortgage is registered in the name of MERS or its designee, the Servicer shall take all necessary action to reflect the release on the records of MERS. In lieu of executing such satisfaction or Assignment of Mortgage, or if another document is required to be executed by the Trustee, the Servicer may deliver or cause to be delivered to the Trustee, for signature, as appropriate, any court pleadings, requests for trustee's sale or other documents necessary to effectuate such foreclosure or any legal action brought to obtain judgment against the Mortgagor on the Mortgage Note or the Mortgage or to obtain a deficiency judgment or to enforce any other remedies or rights provided by the Mortgage Note or the Mortgage or otherwise available at law or in equity. Section 3.16 Documents, Records and Funds in Possession of the Servicer to be Held for the Trustee. The Servicer shall transmit to the Trustee or, at the direction of the Trustee, the Custodian as required by this Agreement all documents and instruments in respect of a Mortgage Loan coming into the possession of the Servicer from time to time and shall account fully to the Trustee for any funds received by the Servicer or which otherwise are collected by the Servicer as Liquidation Proceeds or Insurance Proceeds in respect of any Mortgage Loan. The documents constituting the Servicing File shall be held by the Servicer as custodian and bailee for the Trustee. All Mortgage Files and funds collected or held by, or under the control of, the Servicer in respect of any Mortgage Loans, whether from the collection of principal and interest payments or from Liquidation Proceeds, including but not limited to, any funds on deposit in the Servicer Custodial Account, shall be held by the Servicer for and on behalf of the Trustee and shall be and remain the sole and exclusive property of the Trustee, subject to the applicable provisions of this Agreement. The Servicer also agrees that it shall not knowingly create, incur or subject any Mortgage File or any funds that are deposited in the Servicer Custodial Account, Certificate Account or any Escrow Account, or any funds that otherwise are or may become due or payable to the Trustee for the benefit of the Certificateholders, to any claim, lien, security interest, judgment, levy, writ of attachment or other encumbrance created by the Servicer, or assert by legal action or otherwise any claim or right of setoff against any Mortgage File or any funds collected on, or in connection with, a Mortgage Loan, except, however, that the Servicer shall be entitled to set off against and deduct from any such funds any amounts that are properly due and payable to the Servicer under this Agreement. Section 3.17 Servicing Compensation. The Servicer shall be entitled out of each payment of interest on a Mortgage Loan (or portion thereof) and included in the Trust Estate to retain or withdraw from the Servicer Custodial Account an amount equal to the Servicing Fee for such Distribution Date. Additional servicing compensation in the form of Excess Proceeds, prepayment penalties, assumption fees, late payment charges and all income and gain net of any losses realized from Permitted Investments and all other customary and ancillary income and fees shall be retained by the Servicer to the extent not required to be deposited in the Servicer Custodial Account pursuant to Section 3.08(b). 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 in this Agreement. Notwithstanding the foregoing, with respect to the payment of the Servicing Fee on any Distribution Date, the aggregate Servicing Fee for the Servicer for such Distribution Date shall be reduced (but not below zero) by an amount equal to the lesser of (a) the Prepayment Interest Shortfall for such Distribution Date relating to the Mortgage Loans and (b) one-twelfth of 0.25% of the aggregate Stated Principal Balance of such Mortgage Loans for such Distribution Date (any such reduction, "Compensating Interest"). Section 3.18 Annual Statement as to Compliance. The Servicer shall deliver to the Trustee and each Rating Agency on or before 90 days after the end of the Servicer's fiscal year, commencing with its 2002 fiscal year, an Officer's Certificate stating, as to the signer thereof, that (a) a review of the activities of the Servicer during the preceding calendar year and of the performance of the Servicer under this Agreement has been made under such officer's supervision, and (b) to the best of such officer's knowledge, based on such review, the Servicer has fulfilled all its obligations under this Agreement throughout such year, or, if there has been a default in the fulfillment of any such obligation, specifying each such default known to such officer and the nature and status thereof. Section 3.19 Annual Independent Public Accountants' Servicing Statement; Financial Statements. The Servicer shall, at its own expense, on or before 90 days after the end of the Servicer's fiscal year, commencing with its 2002 fiscal year, cause a firm of independent public accountants (who may also render other services to the Servicer or any affiliate thereof) which is a member of the American Institute of Certified Public Accountants to furnish a statement to the Trustee to the effect that such firm has with respect to the Servicer's overall servicing operations, examined such operations in accordance with the requirements of the Uniform Single Attestation Program for Mortgage Bankers, stating such firm's conclusions relating thereto. Section 3.20 Advances. The Servicer shall determine on or before each Servicer Advance Date whether it is required to make a Periodic Advance pursuant to the definition thereof. If the Servicer determines it is required to make a Periodic Advance, it shall, on or before the Servicer Advance Date, either (a) deposit into the Servicer Custodial Account an amount equal to the Advance and/or (b) make an appropriate entry in its records relating to the Servicer Custodial Account that any portion of the Amount Held for Future Distribution in the Servicer Custodial Account has been used by the Servicer in discharge of its obligation to make any such Periodic Advance. Any funds so applied shall be replaced by the Servicer by deposit in the Servicer Custodial Account no later than the close of business on the Business Day preceding the next Servicer Advance Date. The Servicer shall be entitled to be reimbursed from the Servicer Custodial Account for all Advances of its own funds made pursuant to this Section 3.20 as provided in Section 3.11(a). The obligation to make Periodic Advances with respect to any Mortgage Loan shall continue until the ultimate disposition of the REO Property or Mortgaged Property relating to such Mortgage Loan. The Servicer shall inform the Trustee of the amount of the Periodic Advance to be made by the Servicer on each Servicer Advance Date no later than the related Remittance Date. The Servicer shall deliver to the Trustee on the related Servicer Advance Date an Officer's Certificate of a Servicing Officer indicating the amount of any proposed Periodic Advance determined by the Servicer to be a Nonrecoverable Advance. Notwithstanding anything to the contrary, the Servicer shall not be required to make any Periodic Advance or Servicing Advance that would be a Nonrecoverable Advance. Section 3.21 Modifications, Waivers, Amendments and Consents. (a) Subject to this Section 3.21, the Servicer may agree to any modification, waiver, forbearance, or amendment of any term of any Mortgage Loan without the consent of the Trustee or any Certificateholder. All modifications, waivers, forbearances or amendments of any Mortgage Loan shall be in writing and shall be consistent with Customary Servicing Procedures. (b) The Servicer shall not agree to enter into, and shall not enter into, any modification, waiver (other than a waiver referred to in Section 3.13, which waiver, if any, shall be governed by Section 3.13), forbearance or amendment of any term of any Mortgage Loan if such modification, waiver, forbearance, or amendment would: (i) affect the amount or timing of any related payment of principal, interest or other amount payable thereunder; (ii) in the Servicer's judgment, materially impair the security for such Mortgage Loan or reduce the likelihood of timely payment of amounts due thereon; or (iii) otherwise constitute a "significant modification" within the meaning of Treasury Regulations Section 1.860G-2(b); unless, in either case, (A) such Mortgage Loan is 90 days or more past due or (B) the Servicer delivers to the Trustee an Opinion of Counsel to the effect that such modification, waiver, forbearance or amendment would not affect the REMIC status of the Trust Estate and, in either case, such modification, waiver, forbearance or amendment is reasonably likely to produce a greater recovery with respect to such Mortgage Loan than would liquidation. Subject to Customary Servicing Procedures, the Servicer may permit a forbearance for a Mortgage Loan which in the Servicer's judgment is subject to imminent default. (c) Any payment of interest, which is deferred pursuant to any modification, waiver, forbearance or amendment permitted hereunder, shall not, for purposes hereof, including, without limitation, calculating monthly distributions to Certificateholders, be added to the unpaid principal balance of the related Mortgage Loan, notwithstanding that the terms of such Mortgage Loan or such modification, waiver or amendment so permit. (d) The Servicer may, as a condition to granting any request by a Mortgagor for consent, modification, waiver, forbearance or amendment, the granting of which is within the Servicer's discretion pursuant to the Mortgage Loan and is permitted by the terms of this Agreement, require that such Mortgagor pay to the Servicer, as additional servicing compensation, a reasonable or customary fee for the additional services performed in connection with such request, together with any related costs and expenses incurred by the Servicer, which amount shall be retained by the Servicer as additional servicing compensation. (e) The Servicer shall notify the Trustee, in writing, of any modification, waiver, forbearance or amendment of any term of any Mortgage Loan and the date thereof, and shall deliver to the Trustee (or, at the direction of the Trustee, the Custodian) for deposit in the related Mortgage File, an original counterpart of the agreement relating to such modification, waiver, forbearance or amendment, promptly (and in any event within ten Business Days) following the execution thereof; provided, however, that if any such modification, waiver, forbearance or amendment is required by applicable law to be recorded, the Servicer (i) shall deliver to the Trustee a copy thereof and (ii) shall deliver to the Trustee such document, with evidence of notification upon receipt thereof from the public recording office. Section 3.22 Reports to the Securities and Exchange Commission. The Trustee shall, on behalf of the Trust, cause to be filed with the Securities and Exchange Commission any periodic reports required to be filed under the provisions of the Securities Exchange Act of 1934, as amended, and the rules and regulations of the Securities and Exchange Commission thereunder, for so long as any Certificates registered under the 1933 Act are outstanding (other than the Current Report on Form 8-K to be filed by the Depositor in connection with computational materials and the initial Current Report on Form 8-K to be filed by the Depositor in connection with the issuance of the Certificates). Upon the request of the Trustee, the Servicer and the Depositor shall cooperate with the Trustee in the preparation of any such report and shall provide to the Trustee in a timely manner all such information or documentation as the Trustee may reasonably request in connection with the performance of its duties and obligations under this Section. ARTICLE IV SERVICER'S CERTIFICATE Section 4.01 Servicer's Certificate. Each month, not later than 12:00 noon Eastern time on the Business Day following each Determination Date, the Servicer shall deliver to the Trustee, a Servicer's Certificate (in substance and format mutually acceptable to the Servicer and the Trustee) certified by a Servicing Officer setting forth the information necessary in order for the Trustee to perform its obligations under this Agreement. The Trustee may conclusively rely upon the information contained in a Servicer's Certificate for all purposes hereunder and shall have no duty to verify or re-compute any of the information contained therein. Each such statement shall be provided by the Trustee to any Holder of a Certificate upon request and shall also, to the extent available, include information regarding delinquencies on Mortgage Loans providing such statement, indicating the number and aggregate principal amount of Mortgage Loans which are either one, two, three or more than three months delinquent and the book value of any REO Property. ARTICLE V PAYMENTS AND STATEMENTS TO CERTIFICATEHOLDERS; REMIC ADMINISTRATION Section 5.01 Distributions. On each Distribution Date, based solely on the information in the Servicer's Certificate, the Trustee shall distribute out of the Certificate Account (to the extent funds are available therein) to each Certificateholder of record on the related Record Date (other than as provided in Section 10.01 respecting the final distribution) (a) by check mailed to such Certificateholder entitled to receive a distribution on such Distribution Date at the address appearing in the Certificate Register, or (b) upon written request by the Holder of a Regular Certificate (in the event such Certificateholder owns of record 100% of a Class of Certificates or holds Certificates of any Class having denominations aggregating $1,000,000 or more), by wire transfer or by such other means of payment as such Certificateholder and the Trustee shall agree upon, such Certificateholder's Percentage Interest in the amount to which the related Class of Certificates is entitled in accordance with the priorities set forth below in Section 5.02. None of the Holders of any Class of Certificates, the Depositor, the Servicer or the Trustee shall in any way be responsible or liable to Holders of any Class of Certificates in respect of amounts properly previously distributed on any such Class. Amounts distributed with respect to any Class of Certificates shall be applied first to the distribution of interest thereon and then to principal thereon. Section 5.02 Priorities of Distributions. (a) On each Distribution Date, based solely on the information contained in the Servicer's Certificate, the Trustee shall withdraw from the Certificate Account (to the extent funds are available therein) (1) the amounts payable to the Trustee pursuant to Sections 3.11(b)(i) and 3.11(b)(ii) and shall pay such funds to itself, and (2) the Pool Distribution Amount for each Group, in an amount as specified in written notice received by the Trustee from the Servicer no later than the related Determination Date, and shall apply such funds from the Certificate Account to distributions on the Certificates, paying priorities (i) through (iii) to each Group from the applicable Pool Distribution Amount and priorities (iv) and (v) from the remaining combined Pool Distribution Amounts, in the following order of priority and to the extent of such funds: (i) to each Class of Senior Certificates of such Group, an amount allocable to interest equal to the Interest Distribution Amount for such Class and any shortfall being allocated among such Classes in proportion to the amount of the Interest Distribution Amount that would have been distributed in the absence of such shortfall; (ii) concurrently to the Class A Certificates of such Group (other than the Class 1-A-P Certificates with respect to Group 1) and the Class 1-A-P Certificates with respect to Group 1, pro rata, based on their respective Senior Principal Distribution Amount and Ratio Strip Principal Amount, (A) to the Class A Certificates of such Group (other than the Class 1-A-P Certificates with respect to Group 1), in an aggregate amount up to the Senior Principal Distribution Amount, such distribution to be allocated among such Classes in accordance with Section 5.02(b) and (B) to the Class 1-A-P Certificates with respect to Group 1 in an aggregate amount up to the applicable Ratio Strip Principal Amount; (iii) With respect to Group 1, to the Class 1-A-P Certificates, any Ratio Strip Deferred Amount, up to the Subordinate Principal Distribution Amounts for both Loan Groups for such Distribution Date from amounts otherwise distributable first to the Class B-6 Certificates pursuant to clause (iv)(L) below, second to the Class B-5 Certificates pursuant to clause (iv)(J) below, third to the Class B-4 Certificates pursuant to clause (iv)(H) below, fourth to the Class B-3 Certificates pursuant to clause (iv)(F) below, fifth to the Clause B-2 Certificates pursuant to clause (iv)(D) below and finally to the Class B-1 Certificates pursuant to clause (iv)(B) below. (iv) to each Class of Subordinate Certificates, subject to paragraph (d) below, in the following order of priority: (A) to the Class B-1 Certificates, an amount allocable to interest equal to the Interest Distribution Amount for such Class for such Distribution Date; (B) to the Class B-1 Certificates, an amount allocable to principal equal to its Pro Rata Share for such Distribution Date less any amount used to pay the Ratio Strip Deferred Amount pursuant to clause (iii) above until the Class Certificate Balance thereof has been reduced to zero; (C) to the Class B-2 Certificates, an amount allocable to interest equal to the Interest Distribution Amount for such Class for such Distribution Date; (D) to the Class B-2 Certificates, an amount allocable to principal equal to its Pro Rata Share for such Distribution Date less any amount used to pay the Ratio Strip Deferred Amount pursuant to clause (iii) above until the Class Certificate Balance thereof has been reduced to zero; (E) to the Class B-3 Certificates, an amount allocable to interest equal to the Interest Distribution Amount for such Class for such Distribution Date; (F) to the Class B-3 Certificates, an amount allocable to principal equal to its Pro Rata Share for such Distribution Date less any amount used to pay the Ratio Strip Deferred Amount pursuant to clause (iii) above until the Class Certificate Balance thereof has been reduced to zero; (G) to the Class B-4 Certificates, an amount allocable to interest equal to the Interest Distribution Amount for such Class for such Distribution Date; (H) to the Class B-4 Certificates, an amount allocable to principal equal to its Pro Rata Share for such Distribution Date less any amount used to pay the Ratio Strip Deferred Amount pursuant to clause (iii) above until the Class Certificate Balance thereof has been reduced to zero; (I) to the Class B-5 Certificates, an amount allocable to interest equal to the Interest Distribution Amount for such Class for such Distribution Date; (J) to the Class B-5 Certificates, an amount allocable to principal equal to its Pro Rata Share for such Distribution Date less any amount used to pay the Ratio Strip Deferred Amount pursuant to clause (iii) above until the Class Certificate Balance thereof has been reduced to zero; (K) to the Class B-6 Certificates, an amount allocable to interest equal to the Interest Distribution Amount for such Class for such Distribution Date; and (L) to the Class B-6 Certificates, an amount allocable to principal equal to its Pro Rata Share for such Distribution Date less any amount used to pay the Ratio Strip Deferred Amount pursuant to clause (iii) above until the Class Certificate Balance thereof has been reduced to zero; and (v) to the Holder of the Class 1-A-R Certificate, any remaining Pool Distribution Amounts. On any Distribution Date, amounts distributed in respect of the Ratio Strip Deferred Amount will not reduce the Class Certificate Balance of the Class 1-A-P Certificates. All distributions in respect of the Interest Distribution Amount for a Class will be applied first with respect to the amount payable pursuant to clause (i) of the definition of "Interest Distribution Amount" and second with respect to the amount payable pursuant to clause (ii) of such definitions. (b)(i) With respect to the Class A Certificates of Group 1: On each Distribution Date prior to the Senior Credit Support Depletion Date, the amount distributable to the Group 1-A Certificates pursuant to Section 5.02(a)(ii) for such Distribution Date, will be distributed in the following order of priority: first, to the Class 1-A-R Certificate, until its Class Certificate Balance has been reduced to zero; and second, concurrently, to the Class 1-A-1 and Class 1-A-2 Certificates, pro rata, until their Class Certificate Balances have been reduced to zero. (ii) With respect to the Class A Certificate of Group 2: On each Distribution Date prior to the Senior Credit Support Depletion Date, the amount distributable to the Group 2-A Certificates pursuant to Section 5.02(a)(ii) for such Distribution Date, will be distributed to the Class 2-A-1 Certificates, until their Class Certificate Balance has been reduced to zero. (iii) Notwithstanding the foregoing, on each Distribution Date prior to the Senior Credit Support Depletion Date but on or after the date on which the aggregate Class Certificate Balance of the Senior Certificates of a Group have been reduced to zero, amounts otherwise distributable from the Unscheduled Principal Amounts on the Subordinate Certificates will be paid as principal to the remaining classes of Senior Certificates (other than the Class 1-A-P Certificates with respect to Group 1) in accordance with the priorities set forth for the applicable Group in (i) or (ii) above, provided that on such Distribution Date (a) the Aggregate Subordinate Percentage for such Distribution Date is less than twice the initial Aggregate Subordinate Percentage or (b) the outstanding principal balance of all Mortgage Loans (including, for this purpose, any Mortgage Loans in foreclosure or any REO Property) delinquent 60 days or more, as a percentage of the aggregate Class Certificate Balance of the Subordinate Certificates (averaged over the preceding six-month period), is not equal to or greater than 50%. In addition, if on any Distribution Date the aggregate Class Certificate Balance of the Senior Certificates of a Group (but not the Class 1-A-P Certificates with respect to Group 1 and after giving effect to distributions to be made on such Distribution Date) is greater than the Pool Stated Principal Balance (Non-Ratio Strip Portion) of the related Loan Group (any such Group, the "Undercollateralized Group" and any such excess, the "Undercollateralized Amount"), all amounts otherwise distributable as principal on the Subordinate Certificates pursuant to 5.02(a)(iv)(L), (H), (F), (D) and (B), in that order, will be paid as principal to the Senior Certificates of the Undercollateralized Group in accordance with the priorities set forth for the applicable Group above under (i) or (ii) until the aggregate Class Certificate Balance of the Senior Certificates of the Undercollateralized Group equals the Pool Stated Principal Balance (Non-Ratio Strip Portion) of the related Loan Group. Also, the amount of any Class Unpaid Interest Shortfalls with respect to the Undercollateralized Group (including any Class Unpaid Interest Shortfalls for such Distribution Date) will be paid to the Undercollateralized Group including the Class 1-A-P Certificates with respect to Group 1 (after such Certificates begin to receive distributions of interest) prior to the payment of any Undercollateralized Amount from amounts otherwise distributable as principal on the Subordinate Certificates pursuant to 5.02(a)(iv)(L), (H), (F), (D) and (B), in that order: such amount will be paid pro rata to the Senior Certificates, when applicable, of such Undercollateralized Group up to their Interest Distribution Amounts for such Distribution Date. On each Distribution Date on or after the Senior Credit Support Depletion Date, notwithstanding the allocation and priority set forth above, the portion of the Pool Distribution Amount with respect to a Loan Group available to be distributed as principal of the Class A Certificates of the Related Group (other than the Class 1-A-P Certificates with respect to Group 1) shall be distributed concurrently, as principal, on such Classes, pro rata, on the basis of their respective Class Certificate Balances, until the Class Certificate Balances thereof are reduced to zero. (c) On each Distribution Date, Accrued Certificate Interest for each Class of Certificates (other than the Class 1-A-P Certificates prior to the Distribution Date in July 2007) for such Distribution Date shall be reduced by such Class's pro rata share, based on such Class's Interest Distribution Amount for such Distribution Date, without taking into account the allocation made by this Section 5.02(c), of (A) Non-Supported Interest Shortfalls and (B) each Relief Act Reduction incurred during the calendar month preceding the month of such Distribution Date. On each Distribution Date on and after the Senior Credit Support Depletion Date, Accrued Certificate Interest for each Class of Certificates of a Group for such Distribution Date also shall be reduced by such Class's pro rata share, based on such Class's Interest Distribution Amount for such Distribution Date, without taking into account the allocation made by this Section 5.02(c), of any Realized Loss on a Mortgage Loan in the Related Loan Group allocable to interest. (d) Notwithstanding the priority and allocation contained in Section 5.02(a)(iv), (A) if with respect to any Class of Subordinate Certificates on any Distribution Date, (i) the aggregate of the Class Certificate Balances immediately prior to such Distribution Date of all Classes of Subordinate Certificates which have a higher numerical Class designation than such Class, divided by (ii) the aggregate Pool Principal Balance (Non-Ratio Strip Portion) for both Loan Groups of all the Certificates immediately prior to such Distribution Date (the "Fractional Interest") is less than the Original Fractional Interest for such Class, no distribution of principal in respect of clause (ii) of the Subordinate Principal Distribution Amounts will be made to any Classes junior to such Class (the "Restricted Classes"), the Class Certificate Balances of the Restricted Classes will not be used in determining the Pro Rata Share for the Subordinate Certificates that are not Restricted Classes; provided, however, if the aggregate Class Certificate Balances of the Subordinate Certificates that are not Restricted Classes are reduced to zero, then notwithstanding the above, any funds remaining will be distributed sequentially to the Restricted Classes in order of their respective numerical Class designations (beginning with the Class of Restricted Certificates then outstanding with the lowest numerical Class designation) and (B) if with respect to any Class of Subordinate Certificates on any Distribution Date prior to the Distribution Date in August 2013, the Fractional Interest of such Class is less than twice its Original Fractional Interest and the Senior Prepayment Percentage for such Distribution Date is determined in accordance with clause (ii) or (iii) of the second sentence of the definition of "Senior Prepayment Percentage," the Classes of Subordinate Certificates that have higher numerical designations will receive in respect of clause (ii) of the Subordinate Principal Distribution Amounts, an amount equal to the product of their Pro Rata Shares and the percentages set forth in the following table: Distribution Date Occurring Percentage --------------------------- ---------- August 2002 through July 2009 0% August 2009 through July 2010 30% August 2010 through July 2011 40% August 2011 through July 2012 60% August 2012 through July 2013 80% Each Class of Subordinate Certificates that received its full Pro Rata Share will be allocated any remaining amount in respect of clause (ii) of the Subordinate Principal Distribution Amounts, pro rata (based on the Class Certificate Balances of only those Subordinate Certificates that received a full Pro Rata Share). Section 5.03 Allocation of Losses. (a) On or prior to each Determination Date, the Servicer shall inform the Trustee in writing with respect to each Mortgage Loan: (1) whether any Realized Loss is a Deficient Valuation or a Debt Service Reduction, (2) of the amount of such loss or Deficient Valuation, or of the terms of such Debt Service Reduction and (3) of the total amount of Realized Losses. Based on such information, the Trustee shall determine the total amount of Realized Losses with respect to the related Distribution Date. The principal portion of Realized Losses with respect to any Distribution Date shall be allocated as follows: (i) the applicable Ratio Strip Percentage of the principal portion of any Realized Loss with respect to a Discount Mortgage Loan in Loan Group 1 shall be allocated to the Class 1-A-P Certificates until the Class Certificate Balance thereof is reduced to zero; and (ii) the applicable Non-Ratio Strip Percentage of the principal portion of any Realized Loss with respect to a Mortgage Loan in a Loan Group shall be allocated first to the Subordinate Certificates in reverse order of their respective numerical Class designations (beginning with the Class of Subordinate Certificates then outstanding with the highest numerical Class designation) until the respective Class Certificate Balance of each such Class is reduced to zero, and second to the Senior Certificates of the Related Group (other than the Class 1-A-P Certificates with respect to Group 1), pro rata, on the basis of their respective Class Certificate Balances immediately prior to the related Distribution Date, until the Class Certificate Balances thereof have been reduced to zero. (b) The Class Certificate Balance of the Class of Subordinate Certificates then outstanding with the highest numerical Class designation shall be reduced on each Distribution Date by the amount, if any, by which the aggregate of the Class Certificate Balances of all outstanding Classes of Certificates (after giving effect to the amount to be distributed as a distribution of principal and the allocation of Realized Losses and the Ratio Strip Deferred Amount on such Distribution Date) exceeds the Adjusted Pool Amount for such Distribution Date. After the Senior Credit Support Depletion Date, the Class Certificate Balances of the Senior Certificates of the Related Group in the aggregate (but not the Class Certificate Balance of the Class 1-A-P Certificates) shall be reduced on each Distribution Date by the amount, if any, by which the aggregate of the Class Certificate Balances of all outstanding Classes of Senior Certificates of such Group (but not the Class Certificate Balance of the Class 1-A-P Certificates with respect to Group 1) (after giving effect to the amount to be distributed as a distribution of principal and the allocation of Realized Losses on such Distribution Date) exceeds the difference between (i) the Adjusted Pool Amount for such Loan Group and Distribution Date and (ii) the Adjusted Pool Amount (Ratio Strip Portion) for such Loan Group and Distribution Date. Any such reduction shall be allocated among the Senior Certificates of such Group (other than the Class 1-A-P Certificates with respect to Group 1) based on the Class Certificate Balances immediately prior to such Distribution Date. The Class Certificate Balance of the Class 1-A-P Certificates shall be reduced on each Distribution Date by the amount, if any, by which the Class Certificate Balance of such Class 1-A-P Certificates (after giving effect to the amount to be distributed as a distribution of principal and the allocation of Realized Losses on such Distribution Date) exceeds the Adjusted Pool Amount (Ratio Strip Portion) for the Loan Group 1 for such Distribution Date (c) Any Realized Loss allocated to a Class of Certificates or any reduction in the Class Certificate Balance of a Class of Certificates pursuant to Section 5.03(b) above shall be allocated among the Certificates of such Class in proportion to their respective Percentage Interests. (d) Any allocation of Realized Losses to a Class of Certificates or any reduction in the Class Certificate Balance of a Class pursuant to Section 5.03(b) above shall be accomplished by reducing the Class Certificate Balance thereof prior to the distributions made on the related Distribution Date in accordance with the definition of "Class Certificate Balance." Section 5.04 Statements to Certificateholders. (a) Prior to the Distribution Date in each month, based upon the information provided to the Trustee on the Servicer's Certificates delivered to the Trustee pursuant to Section 4.01, the Trustee shall determine the following information with respect to such Distribution Date: (i) for each Group, the amount allocable to principal, separately identifying the aggregate amount of any Principal Prepayments and Liquidation Proceeds included therein; (ii) for each Group, the amount allocable to interest, any Class Unpaid Interest Shortfall included in such distribution and any remaining Class Unpaid Interest Shortfall after giving effect to such distribution; (iii) if the distribution to the Holders of such Class of Certificates is less than the full amount that would be distributable to such Holders if there were sufficient funds available therefor, the amount of the shortfall and the allocation thereof as between principal and interest; (iv) the Class Certificate Balance of each Class of Certificates after giving effect to the distribution of principal on such Distribution Date; (v) for each Loan Group, the Pool Stated Principal Balance and Pool Principal Balance (Non-Ratio Strip Portion) for the following Distribution Date; (vi) for each Group, the Senior Percentage and the Subordinate Percentage for the following Distribution Date and the Total Senior Percentage and Aggregate Subordinate Percentage for the following Distribution Date; (vii) the amount of the Servicing Fee paid to or retained by the Servicer with respect to each Loan Group and such Distribution Date; (viii) the Pass-Through Rate for each such Class of Certificates with respect to such Distribution Date; (ix) for each Loan Group, the amount of Periodic Advances included in the distribution on such Distribution Date and the aggregate amount of Periodic Advances outstanding as of the close of business on such Distribution Date; (x) for each Loan Group, the number and aggregate principal amounts of Mortgage Loans (A) delinquent (exclusive of Mortgage Loans in foreclosure) (1) 1 to 30 days (2) 31 to 60 days (3) 61 to 90 days and (4) 91 or more days and (B) in foreclosure, as of the close of business on the last day of the calendar month preceding such Distribution Date; (xi) for each Loan Group, with respect to any Mortgage Loan that became an REO Property during the preceding calendar month, the loan number and Stated Principal Balance of such Mortgage Loan as of the close of business on the Determination Date preceding such Distribution Date and the date of acquisition thereof; (xii) for each Loan Group, the total number and principal balance of any REO Properties (and market value, if available) as of the close of business on the Determination Date preceding such Distribution Date; (xiii) for each Loan Group, the Senior Prepayment Percentage and the Subordinate Prepayment Percentage for the following Distribution Date; and (xiv) for each Loan Group, the aggregate amount of Realized Losses incurred during the preceding calendar month or the Ratio Strip Deferred Amount for such Distribution Date. (b) No later than each Distribution Date, the Trustee, based upon information supplied to it on the Servicer's Certificates, shall prepare and deliver (by mail, fax or electronically) to each Holder of a Certificate, each Rating Agency and the Servicer a statement setting forth the information set forth in Section 5.04(a). In the case of information furnished pursuant to clauses (i), (ii) and (ix) of Section 5.04(a), the amounts shall be expressed as a dollar amount per Certificate with a $1,000 denomination. On each Distribution Date, the Trustee shall prepare and furnish to each Financial Market Service, in electronic or such other format and media mutually agreed upon by the Trustee, the Financial Market Service and the Depositor, the information contained in the statement described in Section 5.04(a) for such Distribution Date. The Trustee may make available each month, to any interested party, the monthly statement to Certificateholders via the Trustee's website. Within a reasonable period of time after the end of each calendar year, the Trustee shall furnish to each Person who at any time during the calendar year was the Holder of a Certificate, if requested in writing by such Person, a statement containing the information set forth in clauses (i), (ii) and (vii) of Section 5.04(a), in each case aggregated for such calendar year or applicable portion thereof during which such Person was a Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be provided by the Trustee pursuant to any requirements of the Code as from time to time in force. The Trustee shall deliver to the Holders of Certificates any reports or information the Trustee is required by this Agreement or the Code, Treasury Regulations or REMIC Provisions to deliver to the Holders of Certificates, and the Trustee shall prepare and provide to the Certificateholders (by mail, telephone, or publication as may be permitted by applicable Treasury Regulations) such other reasonable information as the Trustee deems necessary or appropriate or is required by the Code, Treasury Regulations, and the REMIC Provisions including, but not limited to, (i) information to be reported to the Holder of the Residual Certificate for quarterly notices on Schedule Q (Form 1066) (which information shall be forwarded to the Holder of the Residual Certificate by the Trustee), (ii) information to be provided to the Holders of Certificates with respect to amounts which should be included as interest and original issue discount in such Holders' gross income and (iii) information to be provided to all Holders of Certificates setting forth the percentage of the REMIC's assets, determined in accordance with Treasury Regulations using a convention, not inconsistent with Treasury Regulations, selected by the Trustee in its absolute discretion, that constitute real estate assets under Section 856 of the Code, and assets described in Section 7701(a)(19)(C) of the Code; provided, however, that in setting forth the percentage of such assets of the REMIC, nothing contained in this Agreement, including without limitation Section 7.03 hereof, shall be interpreted to require the Trustee periodically to appraise the fair market values of the assets of the Trust Estate or to indemnify the Trust Estate or any Certificateholders from any adverse federal, state or local tax consequences associated with a change subsequently required to be made in the Depositor's initial good faith determinations of such fair market values (if subsequent determinations are required pursuant to the REMIC Provisions) made from time to time. Section 5.05 Tax Returns and Reports to Certificateholders. (a) For federal income tax purposes, the REMIC shall have a calendar year taxable year and shall maintain its books on the accrual method of accounting. (b) The Trustee shall prepare or cause to be prepared, shall execute and shall file or cause to be filed with the Internal Revenue Service and applicable state or local tax authorities income tax information returns for each taxable year with respect to the REMIC containing such information at the times and in the manner as may be required by the Code, the Treasury Regulations or state or local tax laws, regulations, or rules, and shall furnish or cause to be furnished to the REMIC and the Certificateholders the schedules, statements or information at such times and in such manner as may be required thereby. Within 30 days of the Closing Date, the Trustee shall furnish or cause to be furnished to the Internal Revenue Service, on Form 8811 or as otherwise required by the Code or the Treasury Regulations, the name, title, address and telephone number of the person that Holders of the Certificates may contact for tax information relating thereto, together with such additional information at the time or times and in the manner required by the Code or the Treasury Regulations. Such federal, state, or local income tax or information returns shall be signed by the Trustee, or such other Person as may be required to sign such returns by the Code, the Treasury Regulations or state or local tax laws, regulations, or rules. (c) In the first federal income tax return of the REMIC for its short taxable year ending December 31, 2002, REMIC status shall be elected for such taxable year and all succeeding taxable years. (d) The Trustee will maintain or cause to be maintained such records relating to the REMIC, including but not limited to records relating to the income, expenses, assets and liabilities of the Trust Estate, and the initial fair market value and adjusted basis of the Trust Estate property and assets determined at such intervals as may be required by the Code or the Treasury Regulations, as may be necessary to prepare the foregoing returns, schedules, statements or information. Section 5.06 Tax Matters Person. The Tax Matters Person shall have the same duties with respect to the REMIC as those of a "tax matters partner" under Subchapter C of Chapter 63 of Subtitle F of the Code. The Holder of the Class 1-A-R Certificate is hereby designated as the Tax Matters Person for the REMIC. By the acceptance of the Class 1-A-R Certificate, such Holder irrevocably appoints the Trustee as its agent to perform all of the duties of the Tax Matters Person for the REMIC. Section 5.07 Rights of the Tax Matters Person in Respect of the Trustee. The Trustee shall afford the Tax Matters Person, upon reasonable notice during normal business hours, access to all records maintained by the Trustee in respect of its duties hereunder and access to officers of the Trustee responsible for performing such duties. Upon request, the Trustee shall furnish the Tax Matters Person with its most recent report of condition published pursuant to law or to the requirements of its supervisory or examining authority publicly available. The Trustee shall make available to the Tax Matters Person such books, documents or records relating to the Trustee's services hereunder as the Tax Matters Person shall reasonably request. The Tax Matters Person shall not have any responsibility or liability for any action or failure to act by the Trustee and is not obligated to supervise the performance of the Trustee under this Agreement or otherwise. Section 5.08 REMIC Related Covenants. For as long as the Trust shall exist, the Trustee, the Depositor and the Servicer shall act in accordance herewith to assure continuing treatment of the Trust Estate as a REMIC and avoid the imposition of tax on the REMIC. In particular: (a) The Trustee shall not create, or permit the creation of, any "interests" in the REMIC within the meaning of Code Section 860D(a)(2) other than the interests represented by the Regular Certificates and the Residual Certificate. (b) Except as otherwise provided in the Code, (i) the Depositor and the Servicer shall not contribute to the Trust Estate and the Trustee shall not accept property unless substantially all of the property held in the REMIC constitutes either "qualified mortgages" or "permitted investments" as defined in Code Sections 860G(a)(3) and (5), respectively, and (ii) no property shall be contributed to the REMIC after the start-up day unless such contribution would not subject the Trust Estate to the 100% tax on contributions to a REMIC after the start-up day of the REMIC imposed by Code Section 860G(d). (c) The Trustee shall not accept on behalf of the REMIC any fee or other compensation for services and neither the Trustee nor the Servicer shall knowingly accept, on behalf of the Trust Estate any income from assets other than those permitted to be held by a REMIC. (d) The Trustee shall not sell or permit the sale of all or any portion of the Mortgage Loans (other than in accordance with Sections 2.02, 2.04, 2.09 or 3.14(b)), unless such sale is pursuant to a "qualified liquidation" as defined in Code Section 860F(a)(4)(A) and in accordance with Article X. (e) The Trustee shall maintain books with respect to the Trust on a calendar year taxable year and on an accrual basis. Neither the Servicer nor the Trustee shall engage in a "prohibited transaction" (as defined in Code Section 860F(a)(2)), except that, with the prior written consent of the Servicer and the Depositor, the Trustee may engage in the activities otherwise prohibited by the foregoing paragraphs (b), (c) and (d); provided that the Servicer shall have delivered to the Trustee an Opinion of Counsel to the effect that such transaction will not result in the imposition of a tax on the REMIC and will not disqualify the Trust Estate from treatment as a REMIC; and, provided further, that the Servicer shall have demonstrated to the satisfaction of the Trustee that such action will not adversely affect the rights of the Holders of the Certificates and the Trustee and that such action will not adversely impact the rating of the Certificates. ARTICLE VI THE CERTIFICATES Section 6.01 The Certificates. The Classes of Senior Certificates and the Subordinate Certificates shall be substantially in the forms set forth in Exhibits 1-A-1, 1-A-2, 1-A-P, 1-A-R, 2-A-1, B-1, B-2, B-3, B-4, B-5, B-6 and C (reverse of all Certificates) and shall, on original issue, be executed by the Trustee and shall be countersigned and delivered by the Trustee to or upon the order of the Depositor upon receipt by the Trustee of the documents specified in Section 2.01. The Senior Certificates (other than the Class A-P and Class 1-A-R Certificates) shall be available to investors in interests representing minimum dollar Certificate Balances of $1,000 and integral multiples of $1 in excess thereof. The Subordinate Certificates and the Class A-P Certificates shall be available to investors in interests representing minimum dollar Certificate Balances of $25,000 and integral dollar multiples of $1 in excess thereof (except one Certificate of such Class may be issued with a different Certificate Balance. The Class 1-A-R Certificate shall be in a minimum denomination of $100. The Senior Certificates (other than the Class 1-A-R Certificate) and the Class B-1, Class B-2 and Class B-3 Certificates shall initially be issued in book-entry form through the Depository and delivered to the Depository or, pursuant to the Depository's instructions on behalf of the Depository to, and deposited with, the Certificate Custodian, and all other Classes of Certificates shall initially be issued in definitive, fully-registered form. The Certificates shall be executed by manual or facsimile signature on behalf of the Trustee by an authorized officer or signatory. Certificates bearing the manual or facsimile signatures of individuals who were, at the time when such signatures were affixed, authorized to sign on behalf of the Trustee shall bind the Trustee, notwithstanding that such individuals or any of them have ceased to be so authorized prior to the execution and delivery of such Certificates or did not hold such offices or positions at the date of such Certificate. No Certificate shall be entitled to any benefit under this Agreement, or be valid for any purpose, unless such Certificate shall have been manually countersigned by the Trustee substantially in the form provided for herein, and such countersignature 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 countersignature. Section 6.02 Registration of Transfer and Exchange of Certificates. (a) The Trustee shall cause to be kept at an office or agency in the city in which the Corporate Trust Office of the Trustee is located a Certificate Register in which, subject to such reasonable regulations as it may prescribe, the Trustee shall provide for the registration of Certificates and of transfers and exchanges of Certificates as herein provided. The Trustee shall initially serve as Certificate Registrar for the purpose of registering Certificates and transfers and exchanges of Certificates as herein provided. (b) At the option of the Certificateholders, Certificates may be exchanged for other Certificates of authorized denominations of a like Class, tenor and aggregate Percentage Interest, upon surrender of the Certificates to be exchanged at any such office or agency. Whenever any Certificates are so surrendered for exchange, the Trustee shall execute and the Trustee shall authenticate, countersign and deliver the Certificates which the Certificateholder making the exchange is entitled to receive. Every Certificate presented or surrendered for transfer or exchange shall (if so required by the Trustee or the Certificate Registrar) be duly endorsed by, or be accompanied by a written instrument of transfer in form satisfactory to the Trustee and the Certificate Registrar duly executed by, the Holder thereof or its attorney duly authorized in writing. (c) (i) Except as provided in paragraph (c)(iii) below, the Book-Entry Certificates shall at all times remain registered in the name of the Depository or its nominee and at all times: (A) registration of the Certificates may not be transferred by the Trustee except to another Depository; (B) the Depository shall maintain book-entry records with respect to the Certificate Owners and with respect to ownership and transfers of such Book-Entry Certificates; (C) ownership and transfers of registration of the Book-Entry Certificates on the books of the Depository shall be governed by applicable rules established by the Depository; (D) the Depository may collect its usual and customary fees, charges and expenses from its Depository Participants; (E) the Trustee shall deal with the Depository as the representative of the Certificate Owners of the Book-Entry Certificates for purposes of exercising the rights of Holders under this Agreement, and requests and directions for and votes of the Depository shall not be deemed to be inconsistent if they are made with respect to different Certificate Owners; and (F) the Trustee may rely and shall be fully protected in relying upon information furnished by the Depository with respect to its Depository Participants and furnished by the Depository Participants with respect to indirect participating firms and persons shown on the books of such indirect participating firms as direct or indirect Certificate Owners. (ii) All transfers by Certificate Owners of Book-Entry Certificates shall be made in accordance with the procedures established by the Depository Participant or brokerage firm representing such Certificate Owner. Each Depository Participant shall only transfer Book-Entry Certificates of Certificate Owners it represents or of brokerage firms for which it acts as agent in accordance with the Depository's normal procedures. (iii) If (A) (1) the Depository or the Depositor advises the Trustee in writing that the Depository is no longer willing or able to properly discharge its responsibilities as Depository, and (2) the Trustee or the Depositor is unable to locate a qualified successor, (B) the Depositor at its option advises the Trustee in writing that it elects to terminate the book-entry system through the Depository or (C) after the occurrence of an Event of Default, Certificate Owners representing at least 51% of the aggregate Class Certificate Balances of the Book-Entry Certificates together advise the Trustee and the Depository through the Depository Participants in writing that the continuation of a book-entry system through the Depository is no longer in the best interests of the Certificate Owners, the Trustee shall notify all Certificate Owners, through the Depository, of the occurrence of any such event and of the availability of definitive, fully-registered Certificates (the "Definitive Certificates") to Certificate Owners requesting the same. Upon surrender to the Trustee of the related Class of Certificates by the Depository (or by the Certificate Custodian, if it holds such Class on behalf of the Depository), accompanied by the instructions from the Depository for registration, the Trustee shall issue the Definitive Certificates. None of the Servicer, the Depositor or the Trustee shall be liable for any delay in delivery of such instruction and may conclusively rely on, and shall be protected in relying on, such instructions. The Depositor shall provide the Trustee with an adequate inventory of certificates to facilitate the issuance and transfer of Definitive Certificates. Upon the issuance of Definitive Certificates, the Trustee shall recognize the Holders of the Definitive Certificates as Certificateholders hereunder. (d) No transfer of a Private Certificate shall be made unless such transfer is exempt from the registration requirements of the 1933 Act and any applicable state securities laws or is made in accordance with the 1933 Act and such laws. In the event of any such transfer, (i) unless such transfer is made in reliance on Rule 144A under the 1933 Act, the Trustee or the Depositor may require a written Opinion of Counsel (which may be in-house counsel) acceptable to and in form and substance reasonably satisfactory to the Trustee and the Depositor that such transfer may be made pursuant to an exemption, describing the applicable exemption and the basis therefor, from the 1933 Act and such laws or is being made pursuant to the 1933 Act and such laws, which Opinion of Counsel shall not be an expense of the Trustee or the Depositor and (ii) the Trustee shall require a certificate from the Certificateholder desiring to effect such transfer substantially in the form attached hereto as Exhibit G-1 and a certificate from such Certificateholder's prospective transferee substantially in the form attached hereto either as Exhibit G-2A or as Exhibit G-2B, which certificates shall not be an expense of the Trustee or the Depositor; provided that the foregoing requirements under clauses (i) and (ii) shall not apply to a transfer of a Private Certificate between or among the Depositor, the Seller, their affiliates or both. The Depositor shall provide to any Holder of a Private Certificate and any prospective transferees designated by any such Holder, information regarding the related Certificates and the Mortgage Loans and such other information as shall be necessary to satisfy the condition to eligibility set forth in Rule 144A(d)(4) for transfer of any such certificate without registration thereof under the 1933 Act pursuant to the registration exemption provided by Rule 144A. The Holder of a Private Certificate desiring to effect such transfer shall, and does hereby agree to, indemnify the Trustee and the Depositor against any liability that may result if the transfer is not so exempt or is not made in accordance with such federal and state laws. (e) No transfer of an ERISA Restricted Certificate shall be made unless the transferee delivers to the Trustee either (i) a representation letter in the form of Exhibit H from the transferee of such Certificate, which representation letter shall not be an expense of the Depositor, the Trustee or the Servicer, or (ii) in the case of any ERISA Restricted Certificate presented for registration in the name of an employee benefit plan or arrangement, including an individual retirement account, subject to ERISA, the Code, or any federal, state or local law ("Similar Law") which is similar to ERISA or the Code (collectively, a "Plan"), or a trustee or custodian of any of the foregoing, an Opinion of Counsel in form and substance satisfactory to the Trustee and the Servicer to the effect that the purchase or holding of such ERISA Restricted Certificate by or on behalf of such Plan will not result in the assets of the Trust Estate being deemed to be "plan assets" and subject to the prohibited transaction provisions of ERISA, the Code or Similar Law and will not subject the Trustee, the Depositor or the Servicer to any obligation in addition to those undertaken in this Agreement, which Opinion of Counsel shall not be an expense of the Trustee or the Servicer. Any transferee of an ERISA Restricted Certificate that does not comply with either clause (i) or (ii) of the preceding sentence will be deemed to have made one of the representations set forth in Exhibit H. Notwithstanding anything else to the contrary herein, any purported transfer of an ERISA Restricted Certificate to or on behalf of a Plan without the delivery to the Trustee and the Servicer of an Opinion of Counsel satisfactory to the Trustee and the Servicer as described above shall be void and of no effect. Neither the Trustee nor the Certificate Registrar shall have any liability for transfers of Book-Entry Certificates made through the book-entry facilities of the Depository or between or among any Depository Participants or Certificate Owners, made in violation of applicable restrictions. The Trustee may rely and shall be fully protected in relying upon information furnished by the Depository with respect to its Depository Participants and furnished by the Depository Participants with respect to indirect participating firms and Persons shown on the books of such indirect participating firms as direct or indirect Certificate Owners. To the extent permitted under applicable law (including, but not limited to, ERISA), the Trustee 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 6.02 or 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 Trustee in accordance with the foregoing requirements. (f) Each Person who has or who acquires any Ownership Interest in a Residual Certificate shall be deemed by the acceptance or acquisition of such Ownership Interest to have agreed to be bound by the following provisions, and the rights of each Person acquiring any Ownership Interest in a Residual Certificate are expressly subject to the following provisions: (i) Each Person holding or acquiring any Ownership Interest in a Residual Certificate shall be a Permitted Transferee and shall promptly notify the Trustee of any change or impending change in its status as a Permitted Transferee. (ii) No Person shall acquire an Ownership Interest in a Residual Certificate unless such Ownership Interest is a pro rata undivided interest. (iii) In connection with any proposed transfer of any Ownership Interest in a Residual Certificate, the Trustee shall require delivery to it, in form and substance satisfactory to it, of an affidavit in the form of Exhibit I hereto from the proposed transferee. (iv) Notwithstanding the delivery of an affidavit by a proposed transferee under clause (iii) above, if a Responsible Officer of the Trustee has actual knowledge that the proposed transferee is not a Permitted Transferee, no transfer of any Ownership Interest in a Residual Certificate to such proposed transferee shall be effected. (v) No Ownership Interest in a Residual Certificate may be purchased by or transferred to any Person that is not a U.S. Person, unless (A) such Person holds such Residual Certificate in connection with the conduct of a trade or business within the United States and furnishes the transferor and the Trustee with an effective Internal Revenue Service Form W-8ECI (or successor thereto) or (B) the transferee delivers to both the transferor and the Trustee an Opinion of Counsel from a nationally-recognized tax counsel to the effect that such transfer 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. (vi) Any attempted or purported transfer of any Ownership Interest in a Residual Certificate in violation of the provisions of this Section 6.02 shall be absolutely null and void and shall vest no rights in the purported transferee. If any purported transferee shall, in violation of the provisions of this Section 6.02, become a Holder of a Residual Certificate, then the prior Holder of such Residual Certificate that is a Permitted Transferee shall, upon discovery that the registration of transfer of such Residual Certificate was not in fact permitted by this Section 6.02, be restored to all rights as Holder thereof retroactive to the date of registration of transfer of such Residual Certificate. The Trustee 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 6.02 or for making any distributions due on such Residual Certificate to the Holder thereof or taking any other action with respect to such Holder under the provisions of the Agreement so long as the transfer was registered in accordance with this Section 6.02. The Trustee shall be entitled to recover from any Holder of a Residual Certificate that was in fact not a Permitted Transferee at the time such distributions were made all distributions made on such Residual Certificate. Any such distributions so recovered by the Trustee shall be distributed and delivered by the Trustee to the prior Holder of such Residual Certificate that is a Permitted Transferee. (vii) If any Person other than a Permitted Transferee acquires any Ownership Interest in a Residual Certificate in violation of the restrictions in this Section 6.02, then the Trustee, based on information provided to the Trustee by the Servicer, will provide to the Internal Revenue Service, and to the Persons specified in Section 860E(e)(3) and (6) of the Code, information needed to compute the tax imposed under Section 860E(e) of the Code on transfers of residual interests to disqualified organizations. The expenses of the Trustee under this clause (vii) shall be reimbursable by the Trust. (viii) No Ownership Interest in a Residual Certificate shall be acquired by a Plan or any Person acting on behalf of a Plan. (g) [Reserved] (h) No service charge shall be imposed for any transfer or exchange of Certificates of any Class, but the Trustee may require payment of a sum sufficient to cover any tax or governmental charge that may be imposed in connection with any transfer or exchange of Certificates. (i) All Certificates surrendered for transfer and exchange shall be destroyed by the Certificate Registrar. Section 6.03 Mutilated, Destroyed, Lost or Stolen Certificates. If (a) any mutilated Certificate is surrendered to the Certificate Registrar or the Certificate Registrar receives evidence to its satisfaction of the destruction, loss or theft of any Certificate, and (b) there is delivered to the Trustee, the Depositor and the Certificate Registrar such security or indemnity reasonably satisfactory to each, to save each of them harmless, then, in the absence of actual notice to the Trustee or the Certificate Registrar that such Certificate has been acquired by a bona fide purchaser, the Trustee shall countersign and deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Certificate, a new Certificate of like tenor, Class and Percentage Interest but bearing a number not contemporaneously outstanding. Upon the issuance of any new Certificate under this Section, the Trustee 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 and the Certificate Registrar) connected therewith. Any duplicate Certificate issued pursuant to this Section shall constitute complete and indefeasible evidence of ownership in the Trust, as if originally issued, whether or not the lost, stolen or destroyed Certificate shall be found at any time. Section 6.04 Persons Deemed Owners. Prior to due presentation of a Certificate for registration of transfer, the Depositor, the Servicer, the Trustee, the Certificate Registrar and any agent of the Depositor, the Servicer, the Trustee or the Certificate Registrar may treat the Person in whose name any Certificate is registered as the owner of such Certificate for the purpose of receiving distributions pursuant to Section 5.01 and for all other purposes whatsoever, and none of the Depositor, the Servicer, the Trustee, the Certificate Registrar or any agent of the Servicer, the Trustee or the Certificate Registrar shall be affected by notice to the contrary. ARTICLE VII THE DEPOSITOR AND THE SERVICER Section 7.01 Respective Liabilities of the Depositor and the Servicer. The Depositor and the Servicer shall each be liable in accordance herewith only to the extent of the obligations specifically and respectively imposed upon and undertaken by the Depositor and the Servicer herein. By way of illustration and not limitation, the Depositor is not liable for the servicing and administration of the Mortgage Loans, nor is it obligated by Section 8.01 to assume any obligations of the Servicer or to appoint a designee to assume such obligations, nor is it liable for any other obligation hereunder that it may, but is not obligated to, assume unless it elects to assume such obligation in accordance herewith. Section 7.02 Merger or Consolidation of the Depositor or the Servicer. The Depositor and the Servicer will each keep in full effect its existence, rights and franchises as a separate entity under the laws governing its organization, and will each obtain and preserve its qualification to do business as a foreign corporation in each jurisdiction in which such qualification is or shall be necessary to protect the validity and enforceability of this Agreement, the Certificates or any of the Mortgage Loans and to perform its respective duties under this Agreement. Any Person into which the Depositor or the Servicer may be merged or consolidated, or any corporation resulting from any merger or consolidation to which the Depositor or the Servicer shall be a party, or any Person succeeding to the business of the Depositor or the Servicer, shall be the successor of the Depositor or the Servicer, as the case may be, 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 to the Servicer shall be qualified to service mortgage loans on behalf of FNMA or FHLMC. Section 7.03 Limitation on Liability of the Depositor, the Servicer and Others. None of the Depositor, the Servicer or any of the directors, officers, employees or agents of the Depositor or of the Servicer shall be under any liability to the Trust Estate 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 Depositor, the Servicer or any such Person against any breach of warranties or representations made herein or any liability which would otherwise be imposed by reason of willful misfeasance, bad faith or gross negligence in the performance of duties or by reason of reckless disregard of obligations and duties hereunder. The Depositor, the Servicer and any director, officer, employee or agent of the Depositor or the 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 Depositor, the Servicer and any director, officer, employee or agent of the Depositor or the Servicer shall be indemnified by the Trust Estate and held harmless against any loss, liability or expense incurred in connection with any legal action relating to this Agreement or the Certificates, other than any loss, liability or expense related to any specific Mortgage Loan or Mortgage Loans (except as any such loss, liability or expense shall be otherwise reimbursable pursuant to this Agreement) and any loss, liability or expense incurred by reason of willful misfeasance, bad faith or gross negligence in the performance of duties hereunder or by reason of reckless disregard of obligations and duties hereunder. Neither of the Depositor nor the Servicer shall be under any obligation to appear in, prosecute or defend any legal action which is not incidental to its respective duties under this Agreement and which in its opinion may involve it in any expense or liability; provided, however, that the Depositor or the Servicer may in its discretion undertake any such action which it may deem necessary or desirable in respect to 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 Estate, and the Depositor and the Servicer shall be entitled to be reimbursed therefor out of amounts attributable to the Mortgage Loans on deposit in the Servicer Custodial Account as provided by Section 3.11. Section 7.04 Depositor and Servicer Not to Resign. Subject to the provisions of Section 7.02, neither the Depositor nor the Servicer shall resign from its respective obligations and duties hereby imposed on it except upon determination that its duties hereunder are no longer permissible under applicable law. Any such determination permitting the resignation of the Depositor or the Servicer shall be evidenced by an Opinion of Counsel to such effect delivered to the Trustee. No such resignation by the Servicer shall become effective until the Trustee or a successor Servicer shall have assumed the Servicer's responsibilities and obligations in accordance with Section 8.05 hereof. ARTICLE VIII DEFAULT Section 8.01 Events of Default. If any one of the following events ("Events of Default") shall occur and be continuing: (a) any failure by the Servicer to deposit amounts in the Servicer Custodial Account in the amount and manner provided herein so as to enable the Trustee to distribute to Holders of Certificates any payment required to be made under the terms of such Certificates and this Agreement (other than the payments required to be made under Section 3.20) which continues unremedied for a period of five days; or (b) failure on the part of the Servicer duly to observe or perform in any material respect any other covenants or agreements of the Servicer set forth in the Certificates or in this Agreement, which covenants and agreements continue 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 Servicer by the Trustee or the Depositor, or to the Servicer, the Depositor and the Trustee by the Holders of Certificates evidencing Voting Rights aggregating not less than 25% of all Certificates affected thereby; or (c) the entry of a decree or order by a court or agency or supervisory authority having jurisdiction in the premises for the appointment of a conservator, receiver or liquidator in any insolvency, readjustment of debt, marshalling of assets and liabilities or similar proceedings against the Servicer, or for the winding up or liquidation of the Servicer's affairs, and the continuance of any such decree or order unstayed and in effect for a period of 60 consecutive days; or (d) the consent by the Servicer to the appointment of a conservator or receiver or liquidator in any insolvency, readjustment of debt, marshalling of assets and liabilities or similar proceedings of or relating to the Servicer or of or relating to substantially all of its property; or the 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; or (e) the failure of the Servicer to remit any Periodic Advance required to be remitted by the Servicer pursuant to Section 3.20 which failure continues unremedied at 3:00 p.m. on the related Distribution Date; then, and in each and every such case, so long as an Event of Default shall not have been remedied by the Servicer, either the Trustee or the Depositor may, and at the direction of the Holders of Certificates evidencing Voting Rights aggregating not less than 51% of all Certificates affected thereby shall, by notice then given in writing to the Servicer (and to the Trustee, if given by the Depositor, and to the Depositor, if given by the Trustee), terminate all of the rights and obligations of the Servicer under this Agreement. If an Event of Default described in clause (e) hereof shall occur, the Trustee shall, by notice to the Servicer, terminate all of the rights and obligations of the Servicer under this Agreement and in and to the Mortgage Loans and proceeds thereof and the Trustee or a successor Servicer appointed pursuant to Section 8.05 shall make the Advance which the Servicer failed to make. On or after the receipt by the Servicer of such written notice, all authority and power of the Servicer under this Agreement, whether with respect to the Certificates or the Mortgage Loans or otherwise, shall pass to and be vested in the Trustee pursuant to and under this Section 8.01, unless and until such time as the Trustee shall appoint a successor Servicer pursuant to Section 8.05, and, without limitation, the Trustee is hereby authorized and empowered to execute and deliver, on behalf of the 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 of the Mortgage Loans and related documents, or otherwise, including, without limitation, the recordation of the assignments of the Mortgage Loans to it. The Servicer agrees to cooperate with the Trustee in effecting the termination of the responsibilities and rights of the Servicer hereunder, including, without limitation, the transfer to the Trustee for the administration by it of all cash amounts that have been deposited by the Servicer in the Servicer Custodial Account or thereafter received by the Servicer with respect to the Mortgage Loans. Upon obtaining notice or knowledge of the occurrence of any Event of Default, the Person obtaining such notice or knowledge shall give prompt written notice thereof to Certificateholders at their respective addresses appearing in the Certificate Register and to each Rating Agency. All costs and expenses (including attorneys' fees) incurred in connection with transferring the Mortgage Files to the successor Servicer and amending this Agreement to reflect such succession as Servicer pursuant to this Section 8.01 shall be paid by the predecessor Servicer. Notwithstanding the termination of the Servicer pursuant hereto, the Servicer shall remain liable for any causes of action arising out of any Event of Default occurring prior to such termination. Section 8.02 Remedies of Trustee. 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 8.01, shall have the right, in its own name as trustee of an express trust, 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 8.03 Directions by Certificateholders and Duties of Trustee During Event of Default. During the continuance of any Event of Default, Holders of Certificates evidencing Voting Rights aggregating not less than 25% 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, (a) the conducting or defending of any administrative action or litigation hereunder or in relation hereto, and (b) the terminating of the Servicer or any successor Servicer from its rights and duties as 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 costs, expenses and liabilities which may be incurred therein or thereby and, provided further, that, subject to the provisions of Section 9.01, the Trustee shall have the right to decline to follow any such direction if the Trustee, based upon an Opinion of Counsel, determines that the action or proceeding so directed may not lawfully be taken or if the Trustee in good faith determines that the action or proceeding so directed would involve it in personal liability or be unjustly prejudicial to the non-assenting Certificateholders. Section 8.04 Action upon Certain Failures of the Servicer and upon Event of Default. In the event that the Trustee shall have actual knowledge of any failure of the Servicer specified in Section 8.01(a) or (b) which would become an Event of Default upon the Servicer's failure to remedy the same after notice, the Trustee shall give notice thereof to the Servicer. If the Trustee shall have knowledge of an Event of Default, the Trustee shall give prompt written notice thereof to the Certificateholders. Section 8.05 Trustee to Act; Appointment of Successor. (a) On and after the time the Servicer receives a notice of termination pursuant to Section 8.01, the Trustee shall be the successor in all respects to the Servicer in its capacity as servicer under this Agreement and the transactions set forth or provided for herein and shall be subject to all the responsibilities, duties and liabilities relating thereto placed on the Servicer by the terms and provisions hereof or shall appoint a successor pursuant to Section 3.07. Notwithstanding anything provided herein to the contrary, under no circumstances shall any provision of this Agreement be construed to require the Trustee, acting in its capacity as successor to the Servicer in its obligation to make Advances, to advance, expend or risk its own funds or otherwise incur any financial liability in the performance of its duties hereunder if it shall have reasonable grounds for believing that such funds are non-recoverable. Subject to Section 8.05(b), as compensation therefor, the Trustee shall be entitled to such compensation as the terminated Servicer would have been entitled to hereunder if no such notice of termination had been given. Notwithstanding the above, the Trustee may, if it shall be unwilling so to act, or shall, if it is legally unable so to act, appoint, or petition a court of competent jurisdiction to appoint, any established housing and home finance institution having a net worth of not less than $10,000,000 as the successor to the terminated Servicer hereunder in the assumption of all or any part of the responsibilities, duties or liabilities of the Servicer hereunder; provided, however, that (i) any such institution appointed as successor Servicer shall not, as evidenced in writing by each Rating Agency, adversely affect the then current rating of any Class of Certificates immediately prior to the termination of the terminated Servicer. The appointment of a successor Servicer shall not affect any liability of the predecessor Servicer which may have arisen under this Agreement prior to its termination as Servicer, nor shall any successor Servicer be liable for any acts or omissions of the predecessor Servicer or for any breach by the Servicer of any of its representations or warranties contained herein or in any related document or agreement. Pending appointment of a successor to the terminated Servicer hereunder, unless the Trustee is prohibited by law from so acting, the Trustee shall act in such capacity as provided above. The Trustee and such successor shall take such action, consistent with this Agreement, as shall be necessary to effectuate any such succession. (b) In connection with the appointment of a successor Servicer or the assumption of the duties of the Servicer, as specified in Section 8.05(a), the Trustee may make such arrangements for the compensation of such successor out of payments on Mortgage Loans serviced by the predecessor Servicer as it and such successor shall agree; provided, however, that any Person assuming the duties of the Servicer shall pay to such predecessor an amount equal to the market value of the portion of the Servicing Fee that will accrue in the future due to the Servicing Fee Rate exceeding 0.25% per annum with respect to any Mortgage Loan. The "market value" of such portion of the Servicing Fee shall be determined by Bank of America, N.A., on the basis of at least two quotations from third parties actively engaged in the servicing of single-family mortgage loans. If the successor Servicer does not agree that such market value is a fair price, such successor shall obtain two quotations of market value from third parties actively engaged in the servicing of single-family mortgage loans. The market value of the excess portion of the Servicing Fee will then be equal to the average of (i) the lowest figure obtained by Bank of America, N.A., and (ii) the highest figure obtained by the successor Servicer. Payment of the amount calculated above shall be made to Bank of America, N.A., by the successor Servicer no later than the last Business Day of the month in which such successor Servicer becomes entitled to receive the Servicing Fee under this Agreement. In no event will any portion of the Trust Estate be used to pay amounts due to Bank of America, N.A. under this Section 8.05(b). (c) Any successor, including the Trustee, to the Servicer as servicer shall during the term of its service as servicer maintain in force (i) a policy or policies of insurance covering errors and omissions in the performance of its obligations as servicer hereunder and (ii) a fidelity bond in respect of its officers, employees and agents to the same extent as the Servicer is so required pursuant to Section 3.03. Section 8.06 Notification to Certificateholders. Upon any termination or appointment of a successor to the Servicer pursuant to this Article VIII, the Trustee shall give prompt written notice thereof to Certificateholders at their respective addresses appearing in the Certificate Register and to each Rating Agency. ARTICLE IX THE TRUSTEE Section 9.01 Duties of Trustee. (a) The Trustee, prior to the occurrence of an Event of Default and after the curing or waiver of all Events of Default which may have occurred, undertakes to perform such duties and only such duties as are specifically set forth in this Agreement. In case an Event of Default has occurred of which a Responsible Officer of the Trustee shall have actual knowledge (which has not 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 reasonably prudent investor would exercise or use under the circumstances in the conduct of such investor's own affairs. The Trustee, upon receipt of all resolutions, certificates, statements, opinions, reports, documents, orders or other instruments furnished to the Trustee which are specifically required to be furnished pursuant to any provision of this Agreement, shall examine them to determine whether they conform to the requirements of this Agreement. (b) No provision of this Agreement shall be construed to relieve the Trustee from liability for its own grossly negligent action, its own grossly negligent failure to act or its own willful misfeasance; provided, however, that: (i) Prior to the occurrence of an Event of Default, and after the curing or waiver of all such Events of Default which may have occurred, the duties and obligations of the Trustee shall be determined solely by the express provisions of this Agreement, the Trustee shall not be liable except for the performance of such 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 and, in the absence of bad faith on the part of the Trustee, the Trustee 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 the Trustee by the Depositor or the Servicer and which on their face, do not contradict the requirements of this Agreement; (ii) The Trustee (in its individual capacity) shall not be personally liable for an error of judgment made in good faith by a Responsible Officer or Responsible Officers of the Trustee, unless it shall be proved that the Trustee was grossly negligent in ascertaining the pertinent facts; (iii) The Trustee (in its individual capacity) 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 Certificateholders as provided in Section 8.03; (iv) The Trustee shall not be charged with knowledge of any default (other than a default in payment to the Trustee) specified in clauses (a) and (b) of Section 8.01 or an Event of Default under clauses (c), (d) and (e) of Section 8.01 unless a Responsible Officer of the Trustee assigned to and working in the Corporate Trust Office obtains actual knowledge of such failure or event or any officer of the Trustee receives written notice of such failure or event at its Corporate Trust Office from the Servicer, the Depositor or any Certificateholder; and (v) Except to the extent provided in Section 8.05, no provision in this Agreement shall require the Trustee to expend or risk its own funds (including, without limitation, the making of any Advance as successor Servicer) or otherwise incur any personal financial liability in the performance of any of its duties as Trustee hereunder, or in the exercise of any of its rights or powers, if the Trustee shall have reasonable grounds for believing that repayment of funds or adequate indemnity against such risk or liability is not reasonably assured to it. Section 9.02 Certain Matters Affecting the Trustee. Except as otherwise provided in Section 9.01: (i) The Trustee may request and rely upon 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, appraisal, 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; (ii) The Trustee may consult with counsel and any 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 Opinion of Counsel; (iii) The Trustee shall be under no obligation to exercise any of the trusts or powers vested in it by this Agreement or to institute, conduct or defend any litigation hereunder or in relation hereto 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 reasonable security or indemnity against the costs, expenses and liabilities which may be incurred therein or thereby; nothing contained herein shall, however, relieve the Trustee of the obligation, upon the occurrence of an Event of Default (which has not been cured or waived), to exercise such of the rights and powers vested in it by this Agreement, and to use the same degree of care and skill in their exercise as a prudent investor would exercise or use under the circumstances in the conduct of such investor's own affairs; (iv) The Trustee shall not be personally liable for any action taken, suffered or omitted by it in good faith and believed by it to be authorized or within the discretion or rights or powers conferred upon it by this Agreement; (v) Prior to the occurrence of an Event of Default hereunder and after the curing or waiving of all Events of Default which may have occurred, 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, unless requested in writing so to do by Holders or Certificate or any Class evidencing, as to such Class, Percentage Interests, aggregating not less than 50%; 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 as a condition to so proceeding; and (vi) The Trustee may execute any of the trusts or powers hereunder or perform any duties hereunder either directly or by or through agents or attorneys. Section 9.03 Trustee Not Liable for Certificates or Mortgage Loans. The recitals contained herein and in the Certificates (other than the execution of, and the counter-signature on the Certificates) shall be taken as the statements of the Depositor or Servicer, as applicable, and the Trustee assumes no responsibility for their correctness. The Trustee makes no representations as to the validity or sufficiency of this Agreement or of the Certificates or any Mortgage Loans save that the Trustee represents 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 legal, valid and binding obligation, enforceable against it in accordance with its terms, subject, as to enforcement of remedies, to applicable insolvency, receivership, moratorium and other laws affecting the rights of creditors generally, and to general principles of equity and the discretion of the court (regardless of whether enforcement of such remedies is considered in a proceeding in equity or at law). The Trustee shall not be accountable for the use or application by the Depositor of funds paid to the Depositor in consideration of the assignment of the Mortgage Loans hereunder by the Depositor, or for the use or application of any funds paid to Subservicers or the Servicer in respect of the Mortgage Loans or deposited into the Servicer Custodial Account, or any other account hereunder (other than the Certificate Account) by the Servicer. The Trustee shall at no time have any responsibility or liability for or with respect to the legality, validity and enforceability of any Mortgage or any Mortgage Loan, or the perfection and priority of any Mortgage or the maintenance of any such perfection and priority or for or with respect to the sufficiency of the Trust or its ability to generate the payments to be distributed to Certificateholders under this Agreement, including, without limitation: the existence, condition and ownership of any Mortgaged Property; the existence and enforceability of any hazard insurance thereon (other than if the Trustee shall assume the duties of the Servicer pursuant to Section 8.05 and thereupon only for the acts or omissions of the successor Servicer); the validity of the assignment of any Mortgage Loan to the Trustee or of any intervening assignment; the completeness of any Mortgage Loan; the performance or enforcement of any Mortgage Loan (other than if the Trustee shall assume the duties of the Servicer pursuant to Section 8.05 and thereupon only for the acts or omissions of the Trustee as successor Servicer); the compliance by the Depositor or the Servicer with any warranty or representation made under this Agreement or in any related document or the accuracy of any such warranty or representation; any investment of monies by or at the direction of the Servicer or any loss resulting therefrom, it being understood that the Trustee shall remain responsible for any Trust property that it may hold in its individual capacity; the acts or omissions of any of the Depositor, the Servicer (other than if the Trustee shall assume the duties of the Servicer pursuant to Section 8.05 and thereupon only for the acts or omissions of the Trustee as successor Servicer), any Subservicer or any Mortgagor; any action of the Servicer (other than if the Trustee shall assume the duties of the Servicer pursuant to Section 8.05 and thereupon only for the acts or omissions of the Trustee as successor Servicer) or any Subservicer taken in the name of the Trustee; the failure of the Servicer or any Subservicer to act or perform any duties required of it as agent of the Trustee hereunder; or any action by the Trustee taken at the instruction of the Servicer (other than if the Trustee shall assume the duties of the Servicer pursuant to Section 8.05 and thereupon only for the acts or omissions of the Trustee as successor Servicer); provided, however, that the foregoing shall not relieve the Trustee of its obligation to perform its duties under this Agreement, including, without limitation, the Trustee's review of the Mortgage Files pursuant to Section 2.02. The Trustee shall file any financing or continuation statement in any public office at any time required to maintain the perfection of any security interest or lien granted to it hereunder. Section 9.04 Trustee May Own Certificates. The Trustee in its individual or any other capacity may become the owner or pledgee of Certificates with the same rights it would have if it were not Trustee and may otherwise deal with the Servicer, any Subservicer or any of their respective affiliates with the same right it would have if it were not the Trustee. Section 9.05 Eligibility Requirements for Trustee. The Trustee hereunder shall at all times be (a) an institution the deposits of which are fully insured by the FDIC and (b) a corporation or banking association organized and doing business under the laws of the United States of America or of any State, 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 (c) with respect to every successor trustee hereunder either an institution (i) the long-term unsecured debt obligations of which are rated at least "A" by Fitch and "A2" by Moody's or (ii) whose serving as Trustee hereunder would not result in the lowering of the ratings originally assigned to any Class of Certificates. The Trustee shall not be an affiliate of the Depositor or the Servicer. If such corporation or 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 9.05, the combined capital and surplus of such corporation or 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 the provision of this Section 9.05, the Trustee shall resign immediately in the manner and with the effect specified in Section 9.06. Section 9.06 Resignation and Removal of Trustee. The Trustee may at any time resign and be discharged from the trust hereby created by giving written notice thereof to the Servicer and mailing a copy of such notice to all Holders of record. The Trustee shall also mail a copy of such notice of resignation to each Rating Agency. Upon receiving such notice of resignation, the Servicer shall use their best efforts to promptly appoint a mutually acceptable successor Trustee by written instrument, in duplicate, one copy of which instrument shall be delivered to the resigning Trustee and one copy to the successor Trustee. If no successor Trustee shall have been so appointed and shall have accepted appointment within 30 days after the giving of such notice of resignation, the resigning Trustee may petition any court of competent jurisdiction for the appointment of a successor Trustee. If at any time the Trustee shall cease to be eligible in accordance with the provisions of Section 9.05 and shall fail to resign after written request therefor by the Servicer, or if at any time the Trustee shall become incapable of acting, or shall be adjudged a bankrupt or insolvent, or a receiver of the Trustee or of its property shall be appointed, or any public officer shall take charge or control of the Trustee or of its property or affairs for the purpose of rehabilitation, conservation or liquidation, then the Servicer may remove the Trustee and appoint a successor trustee by written instrument, in duplicate, one copy of which instrument shall be delivered to the Trustee so removed and one copy to the successor. The Holders of Certificates evidencing not less than 50% of the Voting Rights may at any time remove the Trustee by written instrument or instruments delivered to the Servicer and the Trustee; the Servicer shall thereupon use their best efforts to appoint a mutually acceptable successor Trustee in accordance with this Section 9.06. Any resignation or removal of the Trustee and appointment of a successor Trustee pursuant to any of the provisions of this Section 9.06 shall become effective upon acceptance of appointment by the successor Trustee as provided in Section 9.07. Section 9.07 Successor Trustee. Any successor Trustee appointed as provided in Section 9.06 shall execute, acknowledge and deliver to the Servicer and to its predecessor Trustee an instrument accepting such appointment hereunder, and thereupon the resignation or removal of the predecessor Trustee shall become effective and such successor Trustee, 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 herein. The predecessor Trustee shall duly assign, transfer, deliver and pay over to the successor Trustee the whole of the Mortgage Files and related documents and statements held by it hereunder, together with all instruments of transfer and assignment or other documents properly executed as may be reasonably required to effect such transfer and such of the records or copies thereof maintained by the predecessor Trustee in the administration hereof as may be reasonably requested by the successor Trustee and shall thereupon be discharged from all duties and responsibilities under this Agreement; provided, however, that if the predecessor Trustee has been terminated pursuant to the third paragraph of Section 9.06, all reasonable expenses of the predecessor Trustee incurred in complying with this Section 9.07 shall be reimbursed by the Trust. No successor Trustee shall accept appointment as provided in this Section 9.07 unless at the time of such appointment such successor Trustee shall be eligible under the provisions of Section 9.05. Upon acceptance of appointment by a successor Trustee as provided in this Section 9.07, the Servicer shall cooperate to mail notice of the succession of such Trustee hereunder to all Holders of Certificates at their addresses as shown in the Certificate Register and to each Rating Agency. If the Servicer fail to mail such notice within ten days after acceptance of appointment by the successor Trustee, the successor Trustee shall cause such notice to be mailed at the expense of the Servicer. Section 9.08 Merger or Consolidation of Trustee. Any corporation or banking association into which the Trustee may be merged or converted or with which it may be consolidated, or any corporation or banking association resulting from any merger, conversion or consolidation to which the Trustee shall be a party, or any corporation or banking association succeeding to all or substantially all of the corporate trust business of the Trustee, shall be the successor of the Trustee hereunder, if such corporation or banking association is eligible under the provisions of Section 9.05, 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 9.09 Appointment of Co-Trustee or Separate Trustee. Notwithstanding any of the provisions hereof, at any time, for the purpose of meeting any legal requirements of any jurisdiction in which any Mortgaged Property may at the time be located or for any other reason, the Servicer and the Trustee acting jointly shall have the power and shall execute and deliver all instruments to appoint one or more Persons approved by the Trustee as co-trustee or separate trustee of all or any part of the Trust Estate, and to vest in such Person or Persons, in such capacity, such title to the Trust Estate, or any part thereof, and, subject to the other provision of this Section 9.09, such powers, duties, obligations, rights and trusts as the Servicer and the Trustee may consider necessary or desirable. If the Servicer shall not have joined in such appointment within ten days after the receipt by it of a request to do so, the Trustee alone shall have the power to make such appointment. No co-trustee or separate trustee hereunder shall be required to meet the terms of eligibility as a successor Trustee under Section 9.05 and no notice to Holders of Certificates of the appointment of co-trustee(s) or separate trustee(s) shall be required under Section 9.07. In the case of any appointment of a co-trustee or separate trustee pursuant to this Section 9.09, all 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 or co-trustee jointly, except to the extent that under any law of any jurisdiction in which any particular act or acts are to be performed (whether as Trustee hereunder or as successor to the Servicer hereunder), 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 Estate or any portion thereof in any such jurisdiction) shall be exercised and performed by such separate trustee or co-trustee at the direction of the Trustee. No trustee hereunder shall be held personally liable by reason of any act or omission of any other trustee hereunder; provided, however, that no appointment of a co-trustee or separate trustee hereunder shall relieve the Trustee of its obligations hereunder. 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 or co-trustee shall refer to this Agreement and the conditions of this Article IX. 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. Any separate trustee or co-trustee 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 or co-trustee shall become incapable of acting, resign or be removed, or shall be adjudged a bankrupt or insolvent, or a receiver of its property shall be appointed, or any public officer shall take charge or control of such trustee or co-trustee or of its property or affairs for the purpose of rehabilitation, conservation or liquidation, 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. Section 9.10 Authenticating Agents. The Trustee may appoint one or more authenticating agents ("Authenticating Agents") which shall be authorized to act on behalf of the Trustee in authenticating or countersigning Certificates. Initially, the Authenticating Agent shall be The Bank of New York. Wherever reference is made in this Agreement to the authentication or countersigning of Certificates by the Trustee or the Trustee's certificate of authentication or countersigning, such reference shall be deemed to include authentication or countersigning on behalf of the Trustee by an Authenticating Agent and a certificate of authentication or countersignature executed on behalf of the Trustee by an Authenticating Agent. Each Authenticating Agent must be acceptable to the Servicer and must be a corporation or banking association organized and doing business under the laws of the United States of America or of any State, having a principal office and place of business in New York, New York, having a combined capital and surplus of at least $15,000,000, authorized under such laws to do a trust business and subject to supervision or examination by Federal or State authorities. Any corporation or banking association into which any Authenticating Agent may be merged or converted or with which it may be consolidated, or any corporation or banking association resulting from any merger, conversion or consolidation to which any Authenticating Agent shall be a party, or any corporation or banking association 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. Any Authenticating Agent may at any time resign by giving written notice of resignation to the Trustee and to the Servicer. The Trustee may at any time terminate the agency of any Authenticating Agent by giving written notice of termination to such Authenticating Agent and to the Servicer. 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 9.10, the Trustee may appoint a successor Authenticating Agent, shall give written notice of such appointment to the Servicer and shall mail notice of such appointment to all Certificateholders. 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. Section 9.11 Trustee's Fees and Expenses. The Trustee, as compensation for its activities hereunder, shall be entitled to receive on each Distribution Date an amount equal to the Trustee Fee for such Distribution Date pursuant to Section 5.02(a). The Trustee and any director, officer, employee or agent of the Trustee shall be indemnified by the Trust and held harmless against any loss, liability or expense (including reasonable attorney's fees) (a) incurred in connection with any claim or legal action relating to (i) this Agreement, (ii) the Certificates, or (iii) the performance of any of the Trustee's duties hereunder, other than any loss, liability or expense incurred by reason of willful misfeasance, bad faith or gross negligence in the performance of any of the Trustee's duties hereunder, (b) resulting from any tax or information return which was prepared by, or should have been prepared by, the Servicer and (c) arising out of the transfer of any Private Certificate not in compliance with ERISA. Such indemnity shall survive the termination of this Agreement or the resignation or removal of the Trustee hereunder. Without limiting the foregoing, except as otherwise agreed upon in writing by the Depositor and the Trustee, and except for any such expense, disbursement or advance as may arise from the Trustee's gross negligence, bad faith or willful misconduct, the Trust shall reimburse the Trustee for all reasonable expenses, disbursements and advances incurred or made by the Trustee in accordance with any of the provisions of this Agreement to the extent permitted by Treasury Regulations Section 1.860G-1(b)(3)(ii) and (iii); provided, however, that the Depositor and the Trustee intend to enter into a separate agreement for custody-related services. Except as otherwise provided herein, the Trustee shall not be entitled to payment or reimbursement for any routine ongoing expenses incurred by the Trustee in the ordinary course of its duties as Trustee, Certificate Registrar or Paying Agent hereunder or for any other expenses. Section 9.12 Appointment of Custodian. The Trustee may at any time on or after the Closing Date, with the consent of the Depositor and the Servicer, appoint one or more Custodians to hold all or a portion of the Mortgage Files as agent for the Trustee, by entering into a custodial agreement in a form acceptable to the Depositor and the Servicer. Subject to this Article IX, the Trustee agrees to comply with the terms of each Custodial Agreement and to enforce the terms and provisions thereof against the Custodian for the benefit of the Certificateholders. Each Custodian shall be a depository institution subject to supervision by federal or state authority, shall have a combined capital and surplus of at least $10,000,000 and shall be qualified to do business in the jurisdiction in which it holds any Mortgage File. Section 9.13 Paying Agents. The Trustee may appoint one or more Paying Agents (each, a "Paying Agent") which shall be authorized to act on behalf of the Trustee in making withdrawals from the Certificate Account and distributions to Certificateholders as provided in Section 3.08 and Section 5.02. Wherever reference is made in this Agreement to the withdrawal from the Certificate Account by the Trustee, such reference shall be deemed to include such a withdrawal on behalf of the Trustee by a Paying Agent. Initially, the Paying Agent shall be The Bank of New York. Whenever reference is made in this Agreement to a distribution by the Trustee or the furnishing of a statement to Certificateholders by the Trustee, such reference shall be deemed to include such a distribution or furnishing on behalf of the Trustee by a Paying Agent. Each Paying Agent shall provide to the Trustee such information concerning the Certificate Account as the Trustee shall request from time to time. Each Paying Agent must be reasonably acceptable to the Servicer and must be a corporation or banking association organized and doing business under the laws of the United States of America or of any state, having (except in the case of the Trustee) a principal office and place of business in New York, New York, having a combined capital and surplus of at least $15,000,000, authorized under such laws to do a trust business and subject to supervision or examination by federal or state authorities. Any corporation into which any Paying Agent may be merged or converted or with which it may be consolidated, or any corporation resulting from any merger, conversion or consolidation to which any Paying Agent shall be a party, or any corporation succeeding to the corporate agency business of any Paying Agent, shall continue to be the Paying Agent provided that such corporation after the consummation of such merger, conversion, consolidation or succession meets the eligibility requirements of this Section 9.13. Any Paying Agent may at any time resign by giving written notice of resignation to the Trustee and to the Servicer; provided that the Paying Agent has returned to the Certificate Account or otherwise accounted, to the reasonable satisfaction of the Trustee, for all amounts it has withdrawn from the Certificate Account. The Trustee may, upon prior written approval of the Servicer, at any time terminate the agency of any Paying Agent by giving written notice of termination to such Paying Agent and to the Servicer. Upon receiving a notice of resignation or upon such a termination, or in case at any time any Paying Agent shall cease to be eligible in accordance with the provisions of the first paragraph of this Section 9.13, the Trustee may appoint, upon prior written approval of the Servicer, a successor Paying Agent, shall give written notice of such appointment to the Servicer and shall mail notice of such appointment to all Certificateholders. Any successor Paying Agent upon acceptance of its appointment hereunder shall become vested with all rights, powers, duties and responsibilities of its predecessor hereunder, with like effect as if originally named as Paying Agent. The Trustee shall remain liable for any duties and obligations assumed by its appointed Paying Agent. Section 9.14 Limitation of Liability. The Certificates are executed by the Trustee, not in its individual capacity but solely as Trustee of the Trust, in the exercise of the powers and authority conferred and vested in it by this Agreement. Each of the undertakings and agreements made on the part of the Trustee in the Certificates is made and intended not as a personal undertaking or agreement by the Trustee but is made and intended for the purpose of binding only the Trust. Section 9.15 Trustee May Enforce Claims Without Possession of Certificates. All rights of action and claims under this Agreement or the Certificates may be prosecuted and enforced by the Trustee without the possession of any of the Certificates or the production thereof in any proceeding relating thereto, and such preceding instituted by the Trustee shall be brought in its own name or in its capacity as Trustee. Any recovery of judgment shall, after provision for the payment of the reasonable compensation, expenses, disbursement and advances of the Trustee, its agents and counsel, be for the ratable benefit of the Certificateholders in respect of which such judgment has been recovered. Section 9.16 Suits for Enforcement. In case an Event of Default or other default by the Servicer or the Depositor hereunder shall occur and be continuing, the Trustee, in its discretion, may proceed to protect and enforce its rights and the rights of the Holders of Certificates under this Agreement by a suit, action or proceeding in equity or at law or otherwise, whether for the specific performance of any covenant or agreement contained in this Agreement or in aid of the execution of any power granted in this Agreement or for the enforcement of any other legal, equitable or other remedy, as the Trustee, being advised by counsel, shall deem most effectual to protect and enforce any of the rights of the Trustee and the Certificateholders. Section 9.17 Waiver of Bond Requirement. The Trustee shall be relieved of, and each Certificateholder hereby waives, any requirement of any jurisdiction in which the Trust, or any part thereof, may be located that the Trustee post a bond or other surety with any court, agency or body whatsoever. Section 9.18 Waiver of Inventory, Accounting and Appraisal Requirement. The Trustee shall be relieved of, and each Certificateholder hereby waives, any requirement of any jurisdiction in which the Trust, or any part thereof, may be located that the Trustee file any inventory, accounting or appraisal of the Trust with any court, agency or body at any time or in any manner whatsoever. ARTICLE X TERMINATION Section 10.01 Termination upon Purchase by the Depositor or Liquidation of All Mortgage Loans. Subject to Section 10.02, the respective obligations and responsibilities of the Depositor, the Servicer and the Trustee created hereby (other than the obligation of the Trustee to make certain payments to Certificateholders after the Final Distribution Date and to send certain notices as hereinafter set forth and the obligations of the Trustee pursuant to Sections 5.04(b) and 5.05(b)) shall terminate upon the last action required to be taken by the Trustee on the Final Distribution Date pursuant to this Article X following the earlier of (a) the purchase by the Depositor of all Mortgage Loans and all REO Property remaining in the Trust Estate at a price equal to the sum of (i) 100% of the Stated Principal Balance of each Mortgage Loan (other than any Mortgage Loan as to which REO Property has been acquired and whose fair market value is included pursuant to clause (ii) below) and (ii) the fair market value of such REO Property (as determined by the Depositor as of the close of business on the third Business Day next preceding the date upon which notice of any such termination is furnished to Certificateholders pursuant to the third paragraph of this Article X), plus any Class Unpaid Interest Shortfall for any Class of Certificates as well as one month's interest at the related Mortgage Rate on the Stated Principal Balance of each Mortgage Loan (including any Mortgage Loan as to which REO Property has been acquired) or (b) the final payment or other liquidation (or any advance with respect thereto) of the last Mortgage Loan remaining in the Trust Estate or the disposition of all REO Property; provided, however, that in no event shall the Trust 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, living on the date hereof. The right of the Depositor to repurchase all Mortgage Loans pursuant to (a) above is conditioned upon the aggregate Stated Principal Balance of the Mortgage Loans as of the Final Distribution Date being less than 10% of the aggregate Cut-Off Date Principal Balance. If such right is exercised, the Trustee shall, promptly following payment of the purchase price, release to the Depositor or its designee the Mortgage Files pertaining to the Mortgage Loans being purchased. Notice of any termination, specifying the Final Distribution Date (which shall be a date that would otherwise be a Distribution Date) upon which the Certificateholders may surrender their Certificates to the Trustee for payment of the final distribution and for cancellation, shall be given promptly by the Depositor (if exercising its right to purchase the assets of the Trust) or by the Trustee (in any other case) by letter to Certificateholders mailed not earlier than the 15th day and not later than the 25th day of the month next preceding the month of such final distribution specifying (1) the Final Distribution Date upon which final payment of the Certificates will be made upon presentation and surrender of Certificates at the office or agency of the Trustee therein designated, (2) the amount of any such final payment and (3) that the Record Date otherwise applicable to such Distribution Date is not applicable, payments being made only upon presentation and surrender of the Certificates at the office or agency of the Trustee therein specified. If the Depositor is obligated to give notice to Certificateholders as aforesaid, it shall give such notice to the Trustee and the Certificate Registrar at the time such notice is given to Certificateholders. In the event such notice is given by the Depositor, the Depositor shall deposit in the Certificate Account on or before the Final Distribution Date in immediately available funds an amount equal to the amount necessary to make the amount, if any, on deposit in the Certificate Account on the Final Distribution Date equal to the purchase price for the related assets of the Trust computed as above provided together with a statement as to the amount to be distributed on each Class of Certificates pursuant to the next succeeding paragraph. Upon presentation and surrender of the Certificates, the Trustee shall cause to be distributed to Certificateholders of each Class, in the order set forth in Section 5.02 hereof, on the final Distribution Date and in proportion to their respective Percentage Interests, with respect to Certificateholders of the same Class, an amount equal to (I) as to each Class of Certificates, the Class Certificate Balance thereof plus (a) accrued interest thereon in the case of an interest bearing Certificate and (b) the Ratio Strip Deferred Amount with respect to the Class 1-A-P Certificates, and (II) as to the Class 1-A-R Certificate, the amounts, if any, which remain on deposit in the Certificate Account (other than the amounts retained to meet claims) after application pursuant to clause (I) above. If all of the Certificateholders do not surrender their Certificates for final payment and cancellation on or before the Final Distribution Date, the Trustee shall on such date cause all funds in the Certificate Account not distributed in final distribution to Certificateholders to continue to be held by the Trustee in an Eligible Account for the benefit of such Certificateholders and the Depositor (if it exercised its right to purchase the assets of the Trust Estate) or the Trustee (in any other case) 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 all the Certificates shall not have been surrendered for cancellation, the Trustee may take appropriate steps, or may appoint an agent to take appropriate steps, to contact the remaining Certificateholders concerning surrender of their Certificates, and the cost thereof shall be paid out of the funds on deposit in such Eligible Account. Section 10.02 Additional Termination Requirements. (a) If the Depositor exercises its purchase option as provided in Section 10.01, the Trust shall be terminated in accordance with the following additional requirements, unless the Trustee has received an Opinion of Counsel to the effect that the failure of the Trust to comply with the requirements of this Section 10.02 will not (i) result in the imposition of taxes on "prohibited transactions" of the Trust as defined in Section 860F of the Code, or (ii) cause the Trust Estate to fail to qualify as a REMIC at any time that any Certificates are outstanding: (i) within 90 days prior to the Final Distribution Date set forth in the notice given by the Depositor under Section 10.01, the Trustee shall sell all of the assets of the Trust Estate to the Depositor for cash; and (ii) the notice given by the Depositor or the Trustee pursuant to Section 10.01 shall provide that such notice constitutes the adopting of a plan of complete liquidation of the REMIC as of the date of such notice (or, if earlier, the date on which such notice was mailed to Certificateholders). The Trustee shall also specify such date in the final tax return of the REMIC. (b) By the acceptance of the Residual Certificate, the Holder thereof hereby agrees to take such other action in connection with such plan of complete liquidation as may be reasonably requested by the Depositor. ARTICLE XI MISCELLANEOUS PROVISIONS Section 11.01 Amendment. This Agreement may be amended from time to time by the Depositor, the Servicer and the Trustee without the consent of any of the Certificateholders, (i) to cure any ambiguity or mistake, (ii) to correct or supplement any provisions herein or therein which may be inconsistent with any other provisions of this Agreement, any amendment to this Agreement or the related Prospectus Supplement, (iii) to modify, eliminate or add to any of its provisions to such extent as shall be necessary to maintain the qualification of the Trust Estate as a REMIC at all times that any Certificates are outstanding or to avoid or minimize the risk of the imposition of any tax on the REMIC pursuant to the Code that would be a claim against the Trust Estate, provided that (a) the Trustee has received an Opinion of Counsel to the effect that such action is necessary or desirable to maintain such qualification or to avoid or minimize the risk of the imposition of any such tax and (b) such action shall not, as evidenced by such Opinion of Counsel, adversely affect in any material respect the interests of any Certificateholder, (iv) to change the timing and/or nature of deposits into the Certificate Account provided that (a) such change shall not, as evidenced by an Opinion of Counsel, adversely affect in any material respect the interests of any Certificateholder and (b) such change shall not adversely affect the then-current rating of the Senior Certificates, the Class B-1 Certificates, the Class B-2 Certificates, the Class B-3 Certificates, the Class B-4 Certificates or the Class B-5 Certificates as evidenced by a letter from each Rating Agency rating such Certificates to such effect, (v) to reduce the percentage of the Cut-Off Date Pool Principal Balance at which the Depositor will have the option to purchase all the remaining Mortgage Loans in accordance with Section 10.01, provided that such reduction is considered necessary by the Depositor, as evidenced by an Officer's Certificate delivered to the Trustee, to preserve the treatment of the transfer of the Mortgage Loans to the Depositor by the Seller or to the Trust by the Depositor as sale for accounting purposes, and (vi) to make any other provisions with respect to matters or questions arising under this Agreement which shall not be materially inconsistent with the provisions of this Agreement, provided that such action shall not, as evidenced by an Opinion of Counsel, adversely affect in any material respect the interests of any Certificateholder, provided that the amendment shall not be deemed to adversely affect in any material respect the interests of the Certificateholders and no Opinion of Counsel to that effect shall be required if the Person requesting the amendment obtains a letter from each Rating Agency stating that the amendment would not result in the downgrading or withdrawal of the respective ratings then assigned to the Certificates. This Agreement may also be amended from time to time by the Depositor, the Servicer and the Trustee, with the consent of the Holders of Certificates of each Class of Certificates which is affected by such amendment, evidencing, as to each such Class of Certificates, Percentage Interests aggregating not less than 66-2/3%, 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 of such Certificates; provided, however, that no such amendment shall (A) reduce in any manner the amount of, or delay the timing of, collections of payments on Mortgage Loans or distributions which are required to be made on any Certificate without the consent of the Holder of such Certificate or (B) reduce the aforesaid percentage required to consent to any such amendment, without the consent of the Holders of all Certificates then Outstanding. Prior to the solicitation of consent of Certificateholders in connection with any such amendment, the party seeking such amendment shall furnish the Trustee with an Opinion of Counsel stating whether such amendment would adversely affect the qualification of the Trust Estate as a REMIC and notice of the conclusion expressed in such Opinion of Counsel shall be included with any such solicitation. An amendment made with the consent of all Certificateholders and executed in accordance with this Section 11.01 shall be permitted or authorized by this Agreement notwithstanding that such Opinion of Counsel may conclude that such amendment would adversely affect the qualification of the Trust Estate as a REMIC. Promptly after the execution of any such amendment or consent the Trustee shall furnish written notification of the substance of or a copy of such amendment to each Certificateholder and to each Rating Agency. It shall not be necessary for the consent of Certificateholders under this Section 11.01 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 Certificateholders shall be subject to such reasonable requirements as the Trustee may prescribe. Section 11.02 Recordation of Agreement. This 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 the Servicer and at its expense on direction by the Trustee, who will act at the direction of Holders of Certificates evidencing not less than 50% of all Voting Rights, but only upon direction of the Trustee accompanied by an Opinion of Counsel to the effect that such recordation materially and beneficially affects the interests of Certificateholders. For the purpose of facilitating the recordation of this Agreement as herein provided and for other purposes, this 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 but one and the same instrument. Section 11.03 Limitation on Rights of Certificateholders. The death or incapacity of any Certificateholder shall not operate to terminate this Agreement or the Trust, nor entitle such Certificateholder's legal representatives or heirs to claim an accounting or to take any action or commence any proceeding in any court for a partition or winding up of the Trust, nor otherwise affect the rights, obligations and liabilities of the parties hereto or any of them. No Certificateholder shall have any right to vote (except as provided herein) or in any manner otherwise control the operation and management of the Trust, 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. No Certificateholder shall have any right by virtue or by availing itself of any provisions 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 default and of the continuance thereof, as provided herein, and unless also the Holders of Certificates evidencing Percentage Interests aggregating not less than 25% of each Class of Certificates 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 costs, expenses and liabilities to be incurred therein or thereby, and the Trustee, for 60 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; it being understood and intended, and being expressly covenanted by each Certificateholder with every other Certificateholder and the Trustee, that no one or more Holders of Certificates shall have any right in any manner whatever by virtue or by availing itself or themselves of any provisions of this Agreement to affect, disturb or prejudice the rights of the Holders of any other of the 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 equal, ratable and common benefit of all Certificateholders. For the protection and enforcement of the provisions of this Section 11.03, each and every Certificateholder and the Trustee shall be entitled to such relief as can be given either at law or in equity. Section 11.04 Governing Law. THIS AGREEMENT SHALL BE CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, WITHOUT APPLICATION OF THE CONFLICTS OF LAWS PROVISIONS THEREOF, AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS. Section 11.05 Notices. All demands, notices, instructions, directions, requests, and communications required to be delivered hereunder shall be in writing and shall be deemed to have been duly given if personally delivered at or mailed by certified mail, return receipt requested, (provided, however, that notices to the Trustee may be delivered by facsimile and shall be deemed effective upon receipt) to (a) in the case of the Depositor, Bank of America Mortgage Securities, Inc., 101 South Tryon Street, Charlotte, North Carolina 28255, Attention: General Counsel and Chief Financial Officer, (b) in the case of the Servicer, Bank of America, N.A., 101 East Main Street, Suite 400, Louisville, Kentucky 40202, Attention: Servicing Manager, with a copy to: Bank of America, N.A. 101 South Tryon Street, Charlotte, North Carolina 28255, Attention: General Counsel and Chief Financial Officer, (c) in the case of the Trustee, 101 Barclay Street - 8-West, New York, New York 10286, Attention: Residential Corporate Trust - MBS Group (Fax: (212) 815-5309), (d) in the case of Moody's, Moody's Investors Service, Inc., 99 Church Street, New York, New York 10007, Attn: Residential Mortgage Monitoring Group, and (e) in the case of Fitch, Fitch Ratings, One State Street Plaza, New York, New York 10004, Attn: Mortgage Surveillance Group; or, as to each party, at such other address as shall be designated by such party in a written notice to each other party. Any notice required or permitted to be mailed to a Certificateholder shall be given by first class mail, postage prepaid, at the address of such Holder as shown in the Certificate Register. Any notice so mailed within the time prescribed in this Agreement shall be conclusively presumed to have been duly given, whether or not the Certificateholder receives such notice. Section 11.06 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 11.07 Certificates Nonassessable and Fully Paid. It is the intention of the Trustee that Certificateholders shall not be personally liable for obligations of the Trust Estate, that the beneficial ownership interests represented by the Certificates shall be nonassessable for any losses or expenses of the Trust Estate or for any reason whatsoever, and that Certificates upon execution, countersignature and delivery thereof by the Trustee pursuant to Section 6.01 are and shall be deemed fully paid. Section 11.08 Access to List of Certificateholders. The Certificate Registrar will furnish or cause to be furnished to the Trustee, within 15 days after the receipt 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 as of the most recent Record Date for payment of distributions to Certificateholders. If three or more Certificateholders apply in writing to the Trustee, and such application states that the applicants desire to communicate with other Certificateholders 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 Trustee shall, within five Business Days after the receipt of such application, afford such applicants access during normal business hours to the most recent list of Certificateholders held by the Trustee. If such a list is as of a date more than 90 days prior to the date of receipt of such applicants' request, the Trustee shall promptly request from the Certificate Registrar a current list as provided above, and shall afford such applicants access to such list promptly upon receipt. Every Certificateholder, by receiving and holding such list, agrees with the Certificate Registrar and the Trustee that neither 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 11.09 Recharacterization. The parties to this Agreement intend the conveyance by the Depositor to the Trustee of all of its right, title and interest in and to the Mortgage Loans pursuant to this Agreement to constitute a purchase and sale and not a loan. Notwithstanding the foregoing, to the extent that such conveyance is held not to constitute a sale under applicable law, it is intended that this Agreement shall constitute a security agreement under applicable law and that the Depositor shall be deemed to have granted to the Trustee a first priority security interest in all of the Depositor's right, title and interest in and to the Mortgage Loans. IN WITNESS WHEREOF, the Depositor, the Servicer and the Trustee have caused this Agreement to be duly executed by their respective officers thereunto duly authorized to be hereunto affixed, all as of the day and year first above written. BANK OF AMERICA MORTGAGE SECURITIES, INC., as Depositor By: ----------------------------------------- Name: Judy Lowman Title: Vice President BANK OF AMERICA, N.A., as Servicer By: ----------------------------------------- Name: Robert J. DeBenedet Title: Senior Vice President THE BANK OF NEW YORK, as Trustee By: ----------------------------------------- Name: Title: STATE OF NEW YORK ) ss.: COUNTY OF NEW YORK ) On the 25th day of July, 2002, before me, a notary public in and for the State of New York, personally appeared _________________, known to me who, being by me duly sworn, did depose and say that s/he is a ________________ of The Bank of New York, a New York banking corporation, one of the parties that executed the foregoing instrument; and that s/he signed his/her name thereto by order of the Board of Directors of such corporation. --------------------------------------- Notary Public [Notarial Seal] My commission expires ____________. STATE OF NORTH CAROLINA ) ss.: COUNTY OF MECKLENBURG ) On the 25th day of July, 2002, before me, a notary public in and for the State of North Carolina, personally appeared Judy Lowman, known to me who, being by me duly sworn, did depose and say that she is the Vice President of Bank of America Mortgage Securities, Inc. a Delaware corporation, one of the parties that executed the foregoing instrument; and that she signed her name thereto by order of the Board of Directors of such corporation. --------------------------------------- Notary Public [Notarial Seal] My commission expires ____________. STATE OF NORTH CAROLINA ) ss.: COUNTY OF MECKLENBURG ) On the 25th day of July, 2002, before me, a notary public in and for the State of North Carolina, personally appeared Robert J. DeBenedet, known to me who, being by me duly sworn, did depose and say that he is the Senior Vice President of Bank of America, N.A., a national banking association, one of the parties that executed the foregoing instrument; and that he signed her name thereto by order of the Board of Directors of such corporation. --------------------------------------- Notary Public [Notarial Seal] My commission expires ____________. EXHIBIT A-1-A-1 [FORM OF FACE OF CLASS 1-A-1 CERTIFICATE] BANK OF AMERICA MORTGAGE SECURITIES, INC. Mortgage Pass-Through Certificates, Series 2002-H Class 1-A-1 [UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION ("DTC"), TO THE DEPOSITOR 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.] SOLELY FOR U.S. FEDERAL INCOME TAX PURPOSES, THIS CERTIFICATE IS A "REGULAR INTEREST" IN A "REAL ESTATE MORTGAGE INVESTMENT CONDUIT," AS THOSE TERMS ARE DEFINED, RESPECTIVELY, IN SECTIONS 860G AND 860D OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED (THE "CODE"). REDUCTIONS OF THE CERTIFICATE BALANCE OF THIS CERTIFICATE MAY BE MADE MONTHLY AS DESCRIBED IN THE POOLING AND SERVICING AGREEMENT REFERENCED HEREIN. ACCORDINGLY, THE OUTSTANDING CERTIFICATE BALANCE OF THIS CERTIFICATE MAY BE LESS THAN THE AMOUNT SET FORTH BELOW. BANK OF AMERICA MORTGAGE SECURITIES, INC. Mortgage Pass-Through Certificates, Series 2002-H Class 1-A-1 evidencing an interest in a Trust consisting primarily of two loan groups of adjustable interest rate mortgage loans (the "Mortgage Loans") secured by first liens on one- to four-family residential properties deposited by Bank of America Mortgage Securities, Inc., as Depositor Certificate No.: Cut-Off Date: July 1, 2002 First Distribution Date: August 26, 2002 Initial Certificate Balance of this Certificate ("Denomination"): $ Initial Class Certificate Balance of this Class: $210,000,000.00 Pass-Through Rate: Variable CUSIP No.: 06050H QX 9 ISIN No.: US06050HQX97 This certifies that _____________ is the registered owner of the Percentage Interest evidenced by this Certificate (obtained by dividing the Denomination of this Certificate by the Initial Class Certificate Balance of the Class to which this Certificate belongs) in certain monthly distributions with respect to a Trust consisting primarily of the Mortgage Loans deposited by Bank of America Mortgage Securities, Inc. (the "Depositor"). The Trust was created pursuant to a Pooling and Servicing Agreement, dated July 25, 2002 (the "Pooling and Servicing Agreement"), among the Depositor, Bank of America, N.A., as servicer (the "Servicer"), and The Bank of New York, as trustee (the "Trustee"). To the extent not defined herein, the capitalized terms used herein have the meanings assigned in the Pooling and Servicing Agreement. This Certificate is issued under and is subject to the terms, provisions and conditions of the Pooling and Servicing Agreement, to which Pooling and Servicing Agreement the Holder of this Certificate by virtue of the acceptance hereof assents and by which such Holder is bound. Principal in respect of this Certificate is distributable monthly as set forth in the Pooling and Servicing Agreement. Accordingly, the Certificate Balance of this Certificate at any time may be less than the Certificate Balance as set forth herein. This Certificate does not evidence an obligation of, or an interest in, and is not guaranteed by the Depositor, the Servicer or the Trustee referred to below or any of their respective affiliates. Neither this Certificate nor the Mortgage Loans are guaranteed or insured by any governmental agency or instrumentality. For each Distribution Date occurring prior to and including the Distribution Date in February 2007, interest will accrue at a per annum rate equal to 4.428%. For each Distribution Date occurring after the Distribution Date in February 2007 and prior to the Distribution Date in July 2007, interest will accrue at a per annum rate equal to the Adjusted Net WAC of the Group 1 Mortgage Loans minus 0.19752%. For each Distribution Date occurring on and after the Distribution Date in July 2007, interest will accrue at a per annum rate equal to the weighted average of the Net Mortgage Interest Rates of the Group 1 Mortgage Loans (based on the Stated Principal Balances of the Group 1 Mortgage Loans on the Due Date in the month preceding the month of such Distribution Date). Reference is hereby made to the further provisions of this Certificate set forth on the reverse hereof, which further provisions shall for all purposes have the same effect as if set forth at this place. This Certificate shall not be entitled to any benefit under the Pooling and Servicing Agreement or be valid for any purpose unless manually countersigned by an authorized signatory of the Trustee. * * * EXHIBIT A-1-A-2 [FORM OF FACE OF CLASS 1-A-2 CERTIFICATE] BANK OF AMERICA MORTGAGE SECURITIES, INC. Mortgage Pass-Through Certificates, Series 2002-H Class 1-A-2 [UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION ("DTC"), TO THE DEPOSITOR 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.] SOLELY FOR U.S. FEDERAL INCOME TAX PURPOSES, THIS CERTIFICATE IS A "REGULAR INTEREST" IN A "REAL ESTATE MORTGAGE INVESTMENT CONDUIT," AS THOSE TERMS ARE DEFINED, RESPECTIVELY, IN SECTIONS 860G AND 860D OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED (THE "CODE"). REDUCTIONS OF THE CERTIFICATE BALANCE OF THIS CERTIFICATE MAY BE MADE MONTHLY AS DESCRIBED IN THE POOLING AND SERVICING AGREEMENT REFERENCED HEREIN. ACCORDINGLY, THE OUTSTANDING CERTIFICATE BALANCE OF THIS CERTIFICATE MAY BE LESS THAN THE AMOUNT SET FORTH BELOW. BANK OF AMERICA MORTGAGE SECURITIES, INC. Mortgage Pass-Through Certificates, Series 2002-H Class 1-A-2 evidencing an interest in a Trust consisting primarily of two loan groups of adjustable interest rate mortgage loans (the "Mortgage Loans") secured by first liens on one- to four-family residential properties deposited by Bank of America Mortgage Securities, Inc., as Depositor Certificate No.: Cut-Off Date: July 1, 2002 First Distribution Date: August 26, 2002 Initial Certificate Balance of this Certificate ("Denomination"): $ Initial Class Certificate Balance of this Class: $105,682,000.00 Pass-Through Rate: Variable CUSIP No.: 06050H QY 7 ISIN No.: US06050HQY70 This certifies that _____________ is the registered owner of the Percentage Interest evidenced by this Certificate (obtained by dividing the Denomination of this Certificate by the Initial Class Certificate Balance of the Class to which this Certificate belongs) in certain monthly distributions with respect to a Trust consisting primarily of the Mortgage Loans deposited by Bank of America Mortgage Securities, Inc. (the "Depositor"). The Trust was created pursuant to a Pooling and Servicing Agreement, dated July 25, 2002 (the "Pooling and Servicing Agreement"), among the Depositor, Bank of America, N.A., as servicer (the "Servicer"), and The Bank of New York, as trustee (the "Trustee"). To the extent not defined herein, the capitalized terms used herein have the meanings assigned in the Pooling and Servicing Agreement. This Certificate is issued under and is subject to the terms, provisions and conditions of the Pooling and Servicing Agreement, to which Pooling and Servicing Agreement the Holder of this Certificate by virtue of the acceptance hereof assents and by which such Holder is bound. Principal in respect of this Certificate is distributable monthly as set forth in the Pooling and Servicing Agreement. Accordingly, the Certificate Balance of this Certificate at any time may be less than the Certificate Balance as set forth herein. This Certificate does not evidence an obligation of, or an interest in, and is not guaranteed by the Depositor, the Servicer or the Trustee referred to below or any of their respective affiliates. Neither this Certificate nor the Mortgage Loans are guaranteed or insured by any governmental agency or instrumentality. For each Distribution Date occurring prior to and including the Distribution Date in February 2007, interest will accrue at a per annum rate equal to 5.018%. For each Distribution Date occurring after the Distribution Date in February 2007 and prior to the Distribution Date in July 2007, interest will accrue at a per annum rate equal to the Adjusted Net WAC of the Group 1 Mortgage Loans plus 0.39248%. For each Distribution Date occurring on and after the Distribution Date in July 2007, interest will accrue at a per annum rate equal to the weighted average of the Net Mortgage Interest Rates of the Group 1 Mortgage Loans (based on the Stated Principal Balances of the Group 1 Mortgage Loans on the Due Date in the month preceding the month of such Distribution Date). Reference is hereby made to the further provisions of this Certificate set forth on the reverse hereof, which further provisions shall for all purposes have the same effect as if set forth at this place. This Certificate shall not be entitled to any benefit under the Pooling and Servicing Agreement or be valid for any purpose unless manually countersigned by an authorized signatory of the Trustee. * * * EXHIBIT 1-A-P [FORM OF FACE OF CLASS 1-A-P CERTIFICATE] BANK OF AMERICA MORTGAGE SECURITIES, INC. Mortgage Pass-Through Certificates, Series 2002-H Class 1-A-P [UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION ("DTC"), TO THE DEPOSITOR 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.] SOLELY FOR U.S. FEDERAL INCOME TAX PURPOSES, EACH COMPONENT OF THIS CERTIFICATE IS A "REGULAR INTEREST" IN A "REAL ESTATE MORTGAGE INVESTMENT CONDUIT," AS THOSE TERMS ARE DEFINED, RESPECTIVELY, IN SECTIONS 860G AND 860D OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED (THE "CODE"). REDUCTIONS OF THE CERTIFICATE BALANCE OF THIS CERTIFICATE MAY BE MADE MONTHLY AS DESCRIBED IN THE POOLING AND SERVICING AGREEMENT REFERENCED HEREIN. ACCORDINGLY, THE OUTSTANDING CERTIFICATE BALANCE OF THIS CERTIFICATE MAY BE LESS THAN THE AMOUNT SET FORTH BELOW. BANK OF AMERICA MORTGAGE SECURITIES, INC. Mortgage Pass-Through Certificates, Series 2002-H Class 1-A-P evidencing an interest in a Trust consisting primarily of two loan groups of adjustable interest rate mortgage loans (the "Mortgage Loans") secured by first liens on one- to four-family residential properties deposited by Bank of America Mortgage Securities, Inc., as Depositor Certificate No.: Cut-Off Date: July 1, 2002 First Distribution Date: August 26, 2002 Initial Certificate Balance of this Certificate ("Denomination"): $ Initial Class Certificate Balance of this Class: $76,650.00 Pass-Through Rate: Principal Only/Variable CUSIP No.: 06050H QZ 4 ISIN No.: US06050HQZ46 This certifies that _____________ is the registered owner of the Percentage Interest evidenced by this Certificate (obtained by dividing the Denomination of this Certificate by the Initial Class Certificate Balance of the Class to which this Certificate belongs) in certain monthly distributions with respect to a Trust consisting primarily of the Mortgage Loans deposited by Bank of America Mortgage Securities, Inc. (the "Depositor"). The Trust was created pursuant to a Pooling and Servicing Agreement, dated July 25, 2002 (the "Pooling and Servicing Agreement"), among the Depositor, Bank of America, N.A., as servicer (the "Servicer"), and The Bank of New York, as trustee (the "Trustee"). To the extent not defined herein, the capitalized terms used herein have the meanings assigned in the Pooling and Servicing Agreement. This Certificate is issued under and is subject to the terms, provisions and conditions of the Pooling and Servicing Agreement, to which Pooling and Servicing Agreement the Holder of this Certificate by virtue of the acceptance hereof assents and by which such Holder is bound. Principal in respect of this Certificate is distributable monthly as set forth in the Pooling and Servicing Agreement. Accordingly, the Class Certificate Balance of this Certificate at any time may be less than the Class Certificate Balance as set forth herein. This Certificate does not evidence an obligation of, or an interest in, and is not guaranteed by the Depositor, the Servicer or the Trustee referred to below or any of their respective affiliates. Neither this Certificate nor the Mortgage Loans are guaranteed or insured by any governmental agency or instrumentality. This Class 1-A-P Certificate represents the right to receive principal only prior to and including the Distribution Date in June 2007. After the June 2007 Distribution Date, interest will accrue on the Class 1-A-P Certificates at a per annum rate equal to the weighted average of the Net Mortgage Interest Rates of the Group 1 Mortgage Loans (based on the Stated Principal Balances of the Group 1 Mortgage Loans on the Due Date in the month preceding the month of such Distribution Date). Reference is hereby made to the further provisions of this Certificate set forth on the reverse hereof, which further provisions shall for all purposes have the same effect as if set forth at this place. This Certificate shall not be entitled to any benefit under the Pooling and Servicing Agreement or be valid for any purpose unless manually countersigned by an authorized signatory of the Trustee. * * * EXHIBIT A-1-A-R [FORM OF FACE OF CLASS 1-A-R CERTIFICATE] BANK OF AMERICA MORTGAGE SECURITIES, INC. Mortgage Pass-Through Certificates, Series 2002-H Class 1-A-R SOLELY FOR U.S. FEDERAL INCOME TAX PURPOSES, THIS CERTIFICATE IS A "RESIDUAL INTEREST" IN A "REAL ESTATE MORTGAGE INVESTMENT CONDUIT," AS THOSE TERMS ARE DEFINED, RESPECTIVELY, IN SECTIONS 860G AND 860D OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED (THE "CODE"). THIS CLASS 1-A-R CERTIFICATE MAY NOT BE PURCHASED BY OR TRANSFERRED TO ANY EMPLOYEE BENEFIT PLAN OR ARRANGEMENT, INCLUDING AN INDIVIDUAL RETIREMENT ACCOUNT, SUBJECT TO THE EMPLOYEE RETIREMENT INCOME SECURITY ACT OF 1974, AS AMENDED ("ERISA"), THE CODE OR ANY FEDERAL, STATE OR LOCAL LAW WHICH IS SIMILAR TO ERISA OR THE CODE (COLLECTIVELY, A "PLAN"), OR A PERSON ACTING ON BEHALF OF OR INVESTING ASSETS OF A PLAN. TRANSFER OF THIS CERTIFICATE IS SUBJECT TO CERTAIN TAX RELATED TRANSFER RESTRICTIONS DESCRIBED HEREIN AND IN THE POOLING AND SERVICING AGREEMENT. ANY ATTEMPTED OR PURPORTED TRANSFER OF THIS RESIDUAL CERTIFICATE IN VIOLATION OF SUCH RESTRICTIONS SHALL BE ABSOLUTELY NULL AND VOID AND SHALL VEST NO RIGHTS IN THE PURPORTED TRANSFEREE. BANK OF AMERICA MORTGAGE SECURITIES, INC. Mortgage Pass-Through Certificates, Series 2002-H Class 1-A-R evidencing a 100% Percentage Interest in the distributions allocable to the Certificate of the above-referenced Class with respect to a Trust consisting primarily of two loan groups of adjustable interest rate mortgage loans (the "Mortgage Loans") secured by first liens on one- to four-family residential properties deposited by Bank of America Mortgage Securities, Inc., as Depositor Certificate No.: Cut-Off Date: July 1, 2002 First Distribution Date: August 26, 2002 Initial Certificate Balance of this Certificate ("Denomination"): $100.00 Initial Class Certificate Balance of this Class: $100.00 Pass-Through Rate: Variable CUSIP No.: 06050H RA 8 ISIN No.: US06050HRA85 This certifies that _____________________ is the registered owner of 100% Percentage Interest evidenced by this Certificate in certain monthly distributions with respect to a Trust consisting of the Mortgage Loans deposited by Bank of America Mortgage Securities, Inc. (the "Depositor"). The Trust was created pursuant to a Pooling and Servicing Agreement, dated July 25, 2002 (the "Pooling and Servicing Agreement"), among the Depositor, Bank of America, N.A., as servicer (the "Servicer"), and The Bank of New York, as trustee (the "Trustee"). To the extent not defined herein, the capitalized terms used herein have the meanings assigned in the Pooling and Servicing Agreement. This Certificate is issued under and is subject to the terms, provisions and conditions of the Pooling and Servicing Agreement, to which Pooling and Servicing Agreement the Holder of this Certificate by virtue of the acceptance hereof assents and by which such Holder is bound. Principal in respect of this Certificate is distributable monthly as set forth in the Pooling and Servicing Agreement. Accordingly, the Certificate Balance of this Certificate at any time may be less than the Certificate Balance as set forth herein. This Certificate does not evidence an obligation of, or an interest in, and is not guaranteed by the Depositor, the Servicer or the Trustee referred to below or any of their respective affiliates. Neither this Certificate nor the Mortgage Loans are guaranteed or insured by any governmental agency or instrumentality. For each Distribution Date occurring prior to and including the Distribution Date in February 2007, interest will accrue at a per annum rate equal to 4.62552%. For each Distribution Date occurring after the Distribution Date in February 2007 and prior to the Distribution Date in July 2007, interest will accrue at a per annum rate equal to the Adjusted Net WAC of the Group 1 Mortgage Loans. For each Distribution Date occurring on and after the Distribution Date in July 2007, interest will accrue at a per annum rate equal to the weighted average of the Net Mortgage Interest Rates of the Group 1 Mortgage Loans (based on the Stated Principal Balances of the Group 1 Mortgage Loans on the Due Date in the month preceding the month of such Distribution Date). Any distribution of the proceeds of any remaining assets of the Certificate Account will be made only upon presentment and surrender of this Class 1-A-R Certificate at the Corporate Trust Office. Each Person who has or who acquires this Class 1-A-R Certificate shall be deemed by the acceptance or acquisition thereof to have agreed to be bound by the following provisions and the rights of each Person acquiring this Class 1-A-R Certificate are expressly subject to the following provisions: (i) each Person holding or acquiring this Class 1-A-R Certificate shall be a Permitted Transferee and shall promptly notify the Trustee of any change or impending change in its status as a Permitted Transferee; (ii) no Person shall acquire an ownership interest in this Class 1-A-R Certificate unless such ownership interest is a pro rata undivided interest; (iii) in connection with any proposed transfer of this Class 1-A-R Certificate, the Trustee shall require delivery to it, in form and substance satisfactory to it, of an affidavit in the form of Exhibit I to the Pooling and Servicing Agreement; (iv) notwithstanding the delivery of an affidavit by a proposed transferee under clause (iii) above, if a Responsible Officer of the Trustee has actual knowledge that the proposed transferee is not a Permitted Transferee, no transfer of any Ownership Interest in this Class 1-A-R Certificate to such proposed transferee shall be effected; (v) this Class 1-A-R Certificate may not be purchased by or transferred to any Person that is not a U.S. Person, unless (A) such Person holds this Class 1-A-R Certificate in connection with the conduct of a trade or business within the United States and furnishes the transferor and the Trustee with an effective Internal Revenue Service Form 4224 (or any successor thereto) or (B) the transferee delivers to both the transferor and the Trustee an Opinion of Counsel from a nationally-recognized tax counsel to the effect that such transfer is in accordance with the requirements of the Code and the regulations promulgated thereunder and that such transfer of this Class 1-A-R Certificate will not be disregarded for federal income tax purposes; (vi) any attempted or purported transfer of this Class 1-A-R Certificate in violation of the provisions of such restrictions shall be absolutely null and void and shall vest no rights in the purported transferee; and (vii) if any Person other than a Permitted Transferee acquires the Class 1-A-R Certificate in violation of such restrictions, then the Trustee, based on information provided to the Trustee by the Servicer, will provide to the Internal Revenue Service, and to the Persons specified in Section 860E(e)(3) and (6) of the Code, information needed to compute the tax imposed under Section 860E(e) of the Code on transfers of residual interests to disqualified organizations. Reference is hereby made to the further provisions of this Certificate set forth on the reverse hereof, which further provisions shall for all purposes have the same effect as if set forth at this place. This Certificate shall not be entitled to any benefit under the Pooling and Servicing Agreement or be valid for any purpose unless manually countersigned by an authorized signatory of the Trustee. * * * EXHIBIT A-2-A-1 [FORM OF FACE OF CLASS 2-A-1 CERTIFICATE] BANK OF AMERICA MORTGAGE SECURITIES, INC. Mortgage Pass-Through Certificates, Series 2002-H Class 2-A-1 [UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION ("DTC"), TO THE DEPOSITOR 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.] SOLELY FOR U.S. FEDERAL INCOME TAX PURPOSES, THIS CERTIFICATE IS A "REGULAR INTEREST" IN A "REAL ESTATE MORTGAGE INVESTMENT CONDUIT," AS THOSE TERMS ARE DEFINED, RESPECTIVELY, IN SECTIONS 860G AND 860D OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED (THE "CODE"). REDUCTIONS OF THE CERTIFICATE BALANCE OF THIS CERTIFICATE MAY BE MADE MONTHLY AS DESCRIBED IN THE POOLING AND SERVICING AGREEMENT REFERENCED HEREIN. ACCORDINGLY, THE OUTSTANDING CERTIFICATE BALANCE OF THIS CERTIFICATE MAY BE LESS THAN THE AMOUNT SET FORTH BELOW. BANK OF AMERICA MORTGAGE SECURITIES, INC. Mortgage Pass-Through Certificates, Series 2002-H Class 2-A-1 evidencing an interest in a Trust consisting primarily of two loan groups of adjustable interest rate mortgage loans (the "Mortgage Loans") secured by first liens on one- to four-family residential properties deposited by Bank of America Mortgage Securities, Inc., as Depositor Certificate No.: Cut-Off Date: July 1, 2002 First Distribution Date: August 26, 2002 Initial Certificate Balance of this Certificate ("Denomination"): $ Initial Class Certificate Balance of this Class: $52,398,000.00 Pass-Through Rate: Variable CUSIP No.: 06050H RB 6 ISIN No.: US06050HRB68 This certifies that _____________ is the registered owner of the Percentage Interest evidenced by this Certificate (obtained by dividing the Denomination of this Certificate by the Initial Class Certificate Balance of the Class to which this Certificate belongs) in certain monthly distributions with respect to a Trust consisting primarily of the Mortgage Loans deposited by Bank of America Mortgage Securities, Inc. (the "Depositor"). The Trust was created pursuant to a Pooling and Servicing Agreement, dated July 25, 2002 (the "Pooling and Servicing Agreement"), among the Depositor, Bank of America, N.A., as servicer (the "Servicer"), and The Bank of New York, as trustee (the "Trustee"). To the extent not defined herein, the capitalized terms used herein have the meanings assigned in the Pooling and Servicing Agreement. This Certificate is issued under and is subject to the terms, provisions and conditions of the Pooling and Servicing Agreement, to which Pooling and Servicing Agreement the Holder of this Certificate by virtue of the acceptance hereof assents and by which such Holder is bound. Principal in respect of this Certificate is distributable monthly as set forth in the Pooling and Servicing Agreement. Accordingly, the Certificate Balance of this Certificate at any time may be less than the Certificate Balance as set forth herein. This Certificate does not evidence an obligation of, or an interest in, and is not guaranteed by the Depositor, the Servicer or the Trustee referred to below or any of their respective affiliates. Neither this Certificate nor the Mortgage Loans are guaranteed or insured by any governmental agency or instrumentality. For each Distribution Date occurring prior to and including the Distribution Date in January 2007, interest will accrue at a per annum rate equal to 5.024%. For each Distribution Date occurring on and after February 2007, interest will accrue at a per annum rate equal to the weighted average of the Net Mortgage Interest Rates of the Group 2 Mortgage Loans (based on the Stated Principal Balances of the Group 2 Mortgage Loans on the Due Date in the month preceding the month of such Distribution Date). Reference is hereby made to the further provisions of this Certificate set forth on the reverse hereof, which further provisions shall for all purposes have the same effect as if set forth at this place. This Certificate shall not be entitled to any benefit under the Pooling and Servicing Agreement or be valid for any purpose unless manually countersigned by an authorized signatory of the Trustee. * * * EXHIBIT B-1 [FORM OF FACE OF CLASS B-1 CERTIFICATE] BANK OF AMERICA MORTGAGE SECURITIES, INC. Mortgage Pass-Through Certificates, Series 2002-H Class B-1 [UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION ("DTC"), TO THE DEPOSITOR 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.] SOLELY FOR U.S. FEDERAL INCOME TAX PURPOSES, THIS CERTIFICATE IS A "REGULAR INTEREST" IN A "REAL ESTATE MORTGAGE INVESTMENT CONDUIT," AS THOSE TERMS ARE DEFINED, RESPECTIVELY, IN SECTIONS 860G AND 860D OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED (THE "CODE"). REDUCTIONS OF THE CERTIFICATE BALANCE OF THIS CERTIFICATE MAY BE MADE MONTHLY AS DESCRIBED IN THE POOLING AND SERVICING AGREEMENT REFERENCED HEREIN. ACCORDINGLY, THE OUTSTANDING CERTIFICATE BALANCE OF THIS CERTIFICATE MAY BE LESS THAN THE AMOUNT SET FORTH BELOW. THIS CERTIFICATE IS SUBORDINATED IN RIGHT OF PAYMENT TO THE CLASS A CERTIFICATES AS DESCRIBED IN THE POOLING AND SERVICING AGREEMENT. BANK OF AMERICA MORTGAGE SECURITIES, INC. Mortgage Pass-Through Certificates, Series 2002-H Class B-1 evidencing an interest in a Trust consisting primarily of two loan groups of adjustable interest rate mortgage loans (the "Mortgage Loans") secured by first liens on one- to four-family residential properties deposited by Bank of America Mortgage Securities, Inc., as Depositor Certificate No.: Cut-Off Date: July 1, 2002 First Distribution Date: August 26, 2002 Initial Certificate Balance of this Certificate ("Denomination"): $ Initial Class Certificate Balance of this Class: $4,358,000.00 Pass-Through Rate: Variable CUSIP No.: 06050H RC 4 ISIN No.: US06050HRC42 This certifies that _________________ is the registered owner of the Percentage Interest evidenced by this Certificate (obtained by dividing the Denomination of this Certificate by the Initial Class Certificate Balance of the Class to which this Certificate belongs) in certain monthly distributions with respect to a Trust consisting primarily of the Mortgage Loans deposited by Bank of America Mortgage Securities, Inc. (the "Depositor"). The Trust was created pursuant to a Pooling and Servicing Agreement, dated July 25, 2002 (the "Pooling and Servicing Agreement"), among the Depositor, Bank of America, N.A., as servicer (the "Servicer"), and The Bank of New York, as trustee (the "Trustee"). To the extent not defined herein, the capitalized terms used herein have the meanings assigned in the Pooling and Servicing Agreement. This Certificate is issued under and is subject to the terms, provisions and conditions of the Pooling and Servicing Agreement, to which Pooling and Servicing Agreement the Holder of this Certificate by virtue of the acceptance hereof assents and by which such Holder is bound. Principal in respect of this Certificate is distributable monthly as set forth in the Pooling and Servicing Agreement. Accordingly, the Certificate Balance of this Certificate at any time may be less than the Certificate Balance as set forth herein. This Certificate does not evidence an obligation of, or an interest in, and is not guaranteed by the Depositor, the Servicer or the Trustee referred to below or any of their respective affiliates. Neither this Certificate nor the Mortgage Loans are guaranteed or insured by any governmental agency or instrumentality. Interest will accrue on this Certificate as of any Distribution Date at a per annum rate equal to the weighted average (based on the Group Subordinate Amount for each Loan Group) of (i) with respect to Loan Group 1, the Adjusted Net WAC of the Group 1 Mortgage Loans prior to and including the Distribution Date in June 2007 and on and after the Distribution Date in July 2007, the weighted average of the Net Mortgage Interest Rates of the Group 1 Mortgage Loans (based on the Stated Principal Balances of the Group 1 Mortgage Loans on the Due Date in the month preceding the month of such Distribution Date) and (ii) with respect to Loan Group 2, the weighted average of the Net Mortgage Interest Rates of the Group 2 Mortgage Loans (based on the Stated Principal Balances of the Group 2 Mortgage Loans on the Due Date in the month preceding the month of such Distribution Date). Reference is hereby made to the further provisions of this Certificate set forth on the reverse hereof, which further provisions shall for all purposes have the same effect as if set forth at this place. This Certificate shall not be entitled to any benefit under the Pooling and Servicing Agreement or be valid for any purpose unless manually countersigned by an authorized signatory of the Trustee. * * * EXHIBIT B-2 [FORM OF FACE OF CLASS B-2 CERTIFICATE] BANK OF AMERICA MORTGAGE SECURITIES, INC. Mortgage Pass-Through Certificates, Series 2002-H Class B-2 [UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION ("DTC"), TO THE DEPOSITOR 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.] SOLELY FOR U.S. FEDERAL INCOME TAX PURPOSES, THIS CERTIFICATE IS A "REGULAR INTEREST" IN A "REAL ESTATE MORTGAGE INVESTMENT CONDUIT," AS THOSE TERMS ARE DEFINED, RESPECTIVELY, IN SECTIONS 860G AND 860D OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED (THE "CODE"). REDUCTIONS OF THE CERTIFICATE BALANCE OF THIS CERTIFICATE MAY BE MADE MONTHLY AS DESCRIBED IN THE POOLING AND SERVICING AGREEMENT REFERENCED HEREIN. ACCORDINGLY, THE OUTSTANDING CERTIFICATE BALANCE OF THIS CERTIFICATE MAY BE LESS THAN THE AMOUNT SET FORTH BELOW. THIS CERTIFICATE IS SUBORDINATED IN RIGHT OF PAYMENT TO THE CLASS A AND CLASS B-1 CERTIFICATES AS DESCRIBED IN THE POOLING AND SERVICING AGREEMENT. BANK OF AMERICA MORTGAGE SECURITIES, INC. Mortgage Pass-Through Certificates, Series 2002-H Class B-2 evidencing an interest in a Trust consisting primarily of two loan groups of adjustable interest rate mortgage loans (the "Mortgage Loans") secured by first liens on one- to four-family residential properties deposited by Bank of America Mortgage Securities, Inc., as Depositor Certificate No.: Cut-Off Date: July 1, 2002 First Distribution Date: August 26, 2002 Initial Certificate Balance of this Certificate ("Denomination"): $ Initial Class Certificate Balance of this Class: $3,032,000.00 Pass-Through Rate: Variable CUSIP No.: 06050H RD 2 ISIN No.: US06050HRD25 This certifies that _________________ is the registered owner of the Percentage Interest evidenced by this Certificate (obtained by dividing the Denomination of this Certificate by the Initial Class Certificate Balance of the Class to which this Certificate belongs) in certain monthly distributions with respect to a Trust consisting primarily of the Mortgage Loans deposited by Bank of America Mortgage Securities, Inc. (the "Depositor"). The Trust was created pursuant to a Pooling and Servicing Agreement, dated July 25, 2002 (the "Pooling and Servicing Agreement"), among the Depositor, Bank of America, N.A., as servicer (the "Servicer"), and The Bank of New York, as trustee (the "Trustee"). To the extent not defined herein, the capitalized terms used herein have the meanings assigned in the Pooling and Servicing Agreement. This Certificate is issued under and is subject to the terms, provisions and conditions of the Pooling and Servicing Agreement, to which Pooling and Servicing Agreement the Holder of this Certificate by virtue of the acceptance hereof assents and by which such Holder is bound. Principal in respect of this Certificate is distributable monthly as set forth in the Pooling and Servicing Agreement. Accordingly, the Certificate Balance of this Certificate at any time may be less than the Certificate Balance as set forth herein. This Certificate does not evidence an obligation of, or an interest in, and is not guaranteed by the Depositor, the Servicer or the Trustee referred to below or any of their respective affiliates. Neither this Certificate nor the Mortgage Loans are guaranteed or insured by any governmental agency or instrumentality. Interest will accrue on this Certificate as of any Distribution Date at a per annum rate equal to the weighted average (based on the Group Subordinate Amount for each Loan Group) of (i) with respect to Loan Group 1, the Adjusted Net WAC of the Group 1 Mortgage Loans prior to and including the Distribution Date in June 2007 and on and after the Distribution Date in July 2007, the weighted average of the Net Mortgage Interest Rates of the Group 1 Mortgage Loans (based on the Stated Principal Balances of the Group 1 Mortgage Loans on the Due Date in the month preceding the month of such Distribution Date) and (ii) with respect to Loan Group 2, the weighted average of the Net Mortgage Interest Rates of the Group 2 Mortgage Loans (based on the Stated Principal Balances of the Group 2 Mortgage Loans on the Due Date in the month preceding the month of such Distribution Date). Reference is hereby made to the further provisions of this Certificate set forth on the reverse hereof, which further provisions shall for all purposes have the same effect as if set forth at this place. This Certificate shall not be entitled to any benefit under the Pooling and Servicing Agreement or be valid for any purpose unless manually countersigned by an authorized signatory of the Trustee. * * * EXHIBIT B-3 [FORM OF FACE OF CLASS B-3 CERTIFICATE] BANK OF AMERICA MORTGAGE SECURITIES, INC. Mortgage Pass-Through Certificates, Series 2002-H Class B-3 [UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION ("DTC"), TO THE DEPOSITOR 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.] SOLELY FOR U.S. FEDERAL INCOME TAX PURPOSES, THIS CERTIFICATE IS A "REGULAR INTEREST" IN A "REAL ESTATE MORTGAGE INVESTMENT CONDUIT," AS THOSE TERMS ARE DEFINED, RESPECTIVELY, IN SECTIONS 860G AND 860D OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED (THE "CODE"). REDUCTIONS OF THE CERTIFICATE BALANCE OF THIS CERTIFICATE MAY BE MADE MONTHLY AS DESCRIBED IN THE POOLING AND SERVICING AGREEMENT REFERENCED HEREIN. ACCORDINGLY, THE OUTSTANDING CERTIFICATE BALANCE OF THIS CERTIFICATE MAY BE LESS THAN THE AMOUNT SET FORTH BELOW. THIS CERTIFICATE IS SUBORDINATED IN RIGHT OF PAYMENT TO THE CLASS A, CLASS B-1 AND CLASS B-2 CERTIFICATES AS DESCRIBED IN THE POOLING AND SERVICING AGREEMENT. BANK OF AMERICA MORTGAGE SECURITIES, INC. Mortgage Pass-Through Certificates, Series 2002-H Class B-3 evidencing an interest in a Trust consisting primarily of two loan groups of adjustable interest rate mortgage loans (the "Mortgage Loans") secured by first liens on one- to four-family residential properties deposited by Bank of America Mortgage Securities, Inc., as Depositor Certificate No.: Cut-Off Date: July 1, 2002 First Distribution Date: August 26, 2002 Initial Certificate Balance of this Certificate ("Denomination"): $ Initial Class Certificate Balance of this Class: $1,516,000.00 Pass-Through Rate: Variable CUSIP No.: 06050H RE 0 ISIN No.: US06050HRE08 This certifies that _________________ is the registered owner of the Percentage Interest evidenced by this Certificate (obtained by dividing the Denomination of this Certificate by the Initial Class Certificate Balance of the Class to which this Certificate belongs) in certain monthly distributions with respect to a Trust consisting primarily of the Mortgage Loans deposited by Bank of America Mortgage Securities, Inc. (the "Depositor"). The Trust was created pursuant to a Pooling and Servicing Agreement, dated July 25, 2002 (the "Pooling and Servicing Agreement"), among the Depositor, Bank of America, N.A., as servicer (the "Servicer"), and The Bank of New York, as trustee (the "Trustee"). To the extent not defined herein, the capitalized terms used herein have the meanings assigned in the Pooling and Servicing Agreement. This Certificate is issued under and is subject to the terms, provisions and conditions of the Pooling and Servicing Agreement, to which Pooling and Servicing Agreement the Holder of this Certificate by virtue of the acceptance hereof assents and by which such Holder is bound. Principal in respect of this Certificate is distributable monthly as set forth in the Pooling and Servicing Agreement. Accordingly, the Certificate Balance of this Certificate at any time may be less than the Certificate Balance as set forth herein. This Certificate does not evidence an obligation of, or an interest in, and is not guaranteed by the Depositor, the Servicer or the Trustee referred to below or any of their respective affiliates. Neither this Certificate nor the Mortgage Loans are guaranteed or insured by any governmental agency or instrumentality. Interest will accrue on this Certificate as of any Distribution Date at a per annum rate equal to the weighted average (based on the Group Subordinate Amount for each Loan Group) of (i) with respect to Loan Group 1, the Adjusted Net WAC of the Group 1 Mortgage Loans prior to and including the Distribution Date in June 2007 and on and after the Distribution Date in July 2007, the weighted average of the Net Mortgage Interest Rates of the Group 1 Mortgage Loans (based on the Stated Principal Balances of the Group 1 Mortgage Loans on the Due Date in the month preceding the month of such Distribution Date) and (ii) with respect to Loan Group 2, the weighted average of the Net Mortgage Interest Rates of the Group 2 Mortgage Loans (based on the Stated Principal Balances of the Group 2 Mortgage Loans on the Due Date in the month preceding the month of such Distribution Date). Reference is hereby made to the further provisions of this Certificate set forth on the reverse hereof, which further provisions shall for all purposes have the same effect as if set forth at this place. This Certificate shall not be entitled to any benefit under the Pooling and Servicing Agreement or be valid for any purpose unless manually countersigned by an authorized signatory of the Trustee. * * * EXHIBIT B-4 [FORM OF FACE OF CLASS B-4 CERTIFICATE] BANK OF AMERICA MORTGAGE SECURITIES, INC. Mortgage Pass-Through Certificates, Series 2002-H Class B-4 SOLELY FOR U.S. FEDERAL INCOME TAX PURPOSES, THIS CERTIFICATE IS A "REGULAR INTEREST" IN A "REAL ESTATE MORTGAGE INVESTMENT CONDUIT," AS THOSE TERMS ARE DEFINED, RESPECTIVELY, IN SECTIONS 860G AND 860D OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED (THE "CODE"). REDUCTIONS OF THE CERTIFICATE BALANCE OF THIS CERTIFICATE MAY BE MADE MONTHLY AS DESCRIBED IN THE POOLING AND SERVICING AGREEMENT REFERENCED HEREIN. ACCORDINGLY, THE OUTSTANDING CERTIFICATE BALANCE OF THIS CERTIFICATE MAY BE LESS THAN THE AMOUNT SET FORTH BELOW. THIS CERTIFICATE IS SUBORDINATED IN RIGHT OF PAYMENT TO THE CLASS A, CLASS B-1, CLASS B-2 AND CLASS B-3 CERTIFICATES AS DESCRIBED IN THE POOLING AND SERVICING AGREEMENT. THIS CERTIFICATE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "1933 ACT"). ANY RESALE OR TRANSFER OF THIS CERTIFICATE WITHOUT REGISTRATION THEREOF UNDER THE 1933 ACT MAY ONLY BE MADE IN A TRANSACTION EXEMPTED FROM THE REGISTRATION REQUIREMENTS OF THE 1933 ACT AND IN ACCORDANCE WITH THE PROVISIONS OF THE POOLING AND SERVICING AGREEMENT REFERENCED HEREIN. UNDER CURRENT LAW THE PURCHASE AND HOLDING OF THIS CERTIFICATE BY OR ON BEHALF OF ANY EMPLOYEE BENEFIT PLAN OR ARRANGEMENT, INCLUDING AN INDIVIDUAL RETIREMENT ACCOUNT, SUBJECT TO THE EMPLOYEE RETIREMENT INCOME SECURITY ACT OF 1974, AS AMENDED ("ERISA"), THE CODE OR ANY FEDERAL, STATE OR LOCAL LAW ("SIMILAR LAW") WHICH IS SIMILAR TO ERISA OR THE CODE (COLLECTIVELY, A "PLAN"), MAY RESULT IN "PROHIBITED TRANSACTIONS" WITHIN THE MEANING OF ERISA, THE CODE OR SIMILAR LAW. TRANSFER OF THIS CERTIFICATE WILL NOT BE MADE UNLESS THE TRANSFEREE DELIVERS TO THE TRUSTEE EITHER (I) A REPRESENTATION LETTER, IN FORM AND SUBSTANCE SATISFACTORY TO THE TRUSTEE, STATING THAT (A) IT IS NOT, AND IS NOT ACTING ON BEHALF OF, ANY SUCH PLAN OR USING THE ASSETS OF ANY SUCH PLAN TO EFFECT SUCH PURCHASE OR (B) IF IT IS AN INSURANCE COMPANY, THAT THE SOURCE OF FUNDS USED TO PURCHASE THIS CERTIFICATE IS AN "INSURANCE COMPANY GENERAL ACCOUNT" (AS SUCH TERM IS DEFINED IN SECTION V(E) OF PROHIBITED TRANSACTION CLASS EXEMPTION 95-60 ("PTE 95-60"), 60 FED. REG. 35925 (JULY 12, 1995)), THERE IS NO PLAN WITH RESPECT TO WHICH THE AMOUNT OF SUCH GENERAL ACCOUNT'S RESERVES AND LIABILITIES FOR THE CONTRACT(S) HELD BY OR ON BEHALF OF SUCH PLAN AND ALL OTHER PLANS MAINTAINED BY THE SAME EMPLOYER (OR AFFILIATE THEREOF AS DEFINED IN SECTION V(A)(1) OF PTE 95-60) OR BY THE SAME EMPLOYEE ORGANIZATION EXCEEDS 10% OF THE TOTAL OF ALL RESERVES AND LIABILITIES OF SUCH GENERAL ACCOUNT (AS SUCH AMOUNTS ARE DETERMINED UNDER SECTION I(A) OF PTE 95-60) AT THE DATE OF ACQUISITION AND ALL PLANS THAT HAVE AN INTEREST IN SUCH GENERAL ACCOUNT ARE PLANS TO WHICH PTE 95-60 APPLIES, OR (II) AN OPINION OF COUNSEL, IN FORM AND SUBSTANCE SATISFACTORY TO THE TRUSTEE AND THE SERVICER, TO THE EFFECT THAT THE PURCHASE OR HOLDING OF THIS CERTIFICATE BY OR ON BEHALF OF SUCH PLAN WILL NOT RESULT IN THE ASSETS OF THE TRUST BEING DEEMED TO BE "PLAN ASSETS" AND SUBJECT TO THE PROHIBITED TRANSACTION PROVISIONS OF ERISA, THE CODE OR SIMILAR LAW AND WILL NOT SUBJECT THE DEPOSITOR, THE SERVICER OR THE TRUSTEE TO ANY OBLIGATION IN ADDITION TO THOSE UNDERTAKEN IN THE POOLING AND SERVICING AGREEMENT. EACH PERSON WHO ACQUIRES THIS CERTIFICATE OR ANY INTEREST THEREIN SHALL BE DEEMED TO HAVE MADE THE REPRESENTATIONS REQUIRED BY THE REPRESENTATION LETTER REFERRED TO IN THE PRECEDING SENTENCE, UNLESS SUCH PERSON SHALL HAVE PROVIDED SUCH REPRESENTATION LETTER OR THE OPINION OF COUNSEL REFERRED TO IN THE PRECEDING SENTENCE TO THE TRUSTEE. THE POOLING AND SERVICING AGREEMENT PROVIDES THAT ANY ATTEMPTED OR PURPORTED TRANSFER IN VIOLATION OF THESE TRANSFER RESTRICTIONS WILL BE NULL AND VOID AND WILL VEST NO RIGHTS IN ANY PURPORTED TRANSFEREE. BANK OF AMERICA MORTGAGE SECURITIES, INC. Mortgage Pass-Through Certificates, Series 2002-H Class B-4 evidencing an interest in a Trust consisting primarily of two loan groups of adjustable interest rate mortgage loans (the "Mortgage Loans") secured by first liens on one- to four-family residential properties deposited by Bank of America Mortgage Securities, Inc., as Depositor Certificate No.: Cut-Off Date: July 1, 2002 First Distribution Date: August 26, 2002 Initial Certificate Balance of this Certificate ("Denomination"): $ Initial Class Certificate Balance of this Class: $568,000.00 Pass-Through Rate: Variable CUSIP No.: 06050H RF 7 ISIN No.: US06050HRF72 This certifies that _________________ is the registered owner of the Percentage Interest evidenced by this Certificate (obtained by dividing the Denomination of this Certificate by the Initial Class Certificate Balance of the Class to which this Certificate belongs) in certain monthly distributions with respect to a Trust consisting primarily of the Mortgage Loans deposited by Bank of America Mortgage Securities, Inc. (the "Depositor"). The Trust was created pursuant to a Pooling and Servicing Agreement, dated July 25, 2002 (the "Pooling and Servicing Agreement"), among the Depositor, Bank of America, N.A., as servicer (the "Servicer"), and The Bank of New York, as trustee (the "Trustee"). To the extent not defined herein, the capitalized terms used herein have the meanings assigned in the Pooling and Servicing Agreement. This Certificate is issued under and is subject to the terms, provisions and conditions of the Pooling and Servicing Agreement, to which Pooling and Servicing Agreement the Holder of this Certificate by virtue of the acceptance hereof assents and by which such Holder is bound. Principal in respect of this Certificate is distributable monthly as set forth in the Pooling and Servicing Agreement. Accordingly, the Certificate Balance of this Certificate at any time may be less than the Certificate Balance as set forth herein. This Certificate does not evidence an obligation of, or an interest in, and is not guaranteed by the Depositor, the Servicer or the Trustee referred to below or any of their respective affiliates. Neither this Certificate nor the Mortgage Loans are guaranteed or insured by any governmental agency or instrumentality. Interest will accrue on this Certificate as of any Distribution Date at a per annum rate equal to the weighted average (based on the Group Subordinate Amount for each Loan Group) of (i) with respect to Loan Group 1, the Adjusted Net WAC of the Group 1 Mortgage Loans prior to and including the Distribution Date in June 2007 and on and after the Distribution Date in July 2007, the weighted average of the Net Mortgage Interest Rates of the Group 1 Mortgage Loans (based on the Stated Principal Balances of the Group 1 Mortgage Loans on the Due Date in the month preceding the month of such Distribution Date) and (ii) with respect to Loan Group 2, the weighted average of the Net Mortgage Interest Rates of the Group 2 Mortgage Loans (based on the Stated Principal Balances of the Group 2 Mortgage Loans on the Due Date in the month preceding the month of such Distribution Date). No transfer of a Certificate of this Class shall be made unless such transfer is exempt from the registration requirements of the Securities Act of 1933, as amended (the "1933 Act"), and any applicable state securities laws or is made in accordance with the 1933 Act and such laws. In the event of any such transfer, (i) unless the transfer is made in reliance on Rule 144A under the 1933 Act, the Trustee or the Depositor may require a written Opinion of Counsel (which may be in-house counsel) acceptable to and in form and substance reasonably satisfactory to the Trustee and the Depositor that such transfer may be made pursuant to an exemption, describing the applicable exemption and the basis therefor, from the 1933 Act and such laws or is being made pursuant to the 1933 Act and such laws, which Opinion of Counsel shall not be an expense of the Trustee or the Depositor and (ii) the Trustee shall require a certificate from the Certificateholder desiring to effect such transfer substantially in the form attached to the Pooling and Servicing Agreement as Exhibit G-1 and a certificate from such Certificateholder's prospective transferee substantially in the form attached to the Pooling and Servicing Agreement either as Exhibit G-2A or as Exhibit G-2B, which certificates shall not be an expense of the Trustee or the Depositor; provided that the foregoing requirements under clauses (i) and (ii) shall not apply to a transfer of a Private Certificate between or among the Depositor, the Seller, their affiliates or both. The Holder of a Private Certificate desiring to effect such transfer shall, and does hereby agree to, indemnify the Trustee and the Depositor against any liability that may result if the transfer is not so exempt or is not made in accordance with such federal and state laws. Reference is hereby made to the further provisions of this Certificate set forth on the reverse hereof, which further provisions shall for all purposes have the same effect as if set forth at this place. This Certificate shall not be entitled to any benefit under the Pooling and Servicing Agreement or be valid for any purpose unless manually countersigned by an authorized signatory of the Trustee. * * * EXHIBIT B-5 [FORM OF FACE OF CLASS B-5 CERTIFICATE] BANK OF AMERICA MORTGAGE SECURITIES, INC. Mortgage Pass-Through Certificates, Series 2002-H Class B-5 SOLELY FOR U.S. FEDERAL INCOME TAX PURPOSES, THIS CERTIFICATE IS A "REGULAR INTEREST" IN A "REAL ESTATE MORTGAGE INVESTMENT CONDUIT," AS THOSE TERMS ARE DEFINED, RESPECTIVELY, IN SECTIONS 860G AND 860D OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED (THE "CODE"). REDUCTIONS OF THE CERTIFICATE BALANCE OF THIS CERTIFICATE MAY BE MADE MONTHLY AS DESCRIBED IN THE POOLING AND SERVICING AGREEMENT REFERENCED HEREIN. ACCORDINGLY, THE OUTSTANDING CERTIFICATE BALANCE OF THIS CERTIFICATE MAY BE LESS THAN THE AMOUNT SET FORTH BELOW. THIS CERTIFICATE IS SUBORDINATED IN RIGHT OF PAYMENT TO THE CLASS A, CLASS B-1, CLASS B-2, CLASS B-3 AND CLASS B-4 CERTIFICATES AS DESCRIBED IN THE POOLING AND SERVICING AGREEMENT. THIS CERTIFICATE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "1933 ACT"). ANY RESALE OR TRANSFER OF THIS CERTIFICATE WITHOUT REGISTRATION THEREOF UNDER THE 1933 ACT MAY ONLY BE MADE IN A TRANSACTION EXEMPTED FROM THE REGISTRATION REQUIREMENTS OF THE 1933 ACT AND IN ACCORDANCE WITH THE PROVISIONS OF THE POOLING AND SERVICING AGREEMENT REFERENCED HEREIN. UNDER CURRENT LAW THE PURCHASE AND HOLDING OF THIS CERTIFICATE BY OR ON BEHALF OF ANY EMPLOYEE BENEFIT PLAN OR ARRANGEMENT, INCLUDING AN INDIVIDUAL RETIREMENT ACCOUNT, SUBJECT TO THE EMPLOYEE RETIREMENT INCOME SECURITY ACT OF 1974, AS AMENDED ("ERISA"), THE CODE OR ANY FEDERAL, STATE OR LOCAL LAW ("SIMILAR LAW") WHICH IS SIMILAR TO ERISA OR THE CODE (COLLECTIVELY, A "PLAN"), MAY RESULT IN "PROHIBITED TRANSACTIONS" WITHIN THE MEANING OF ERISA, THE CODE OR SIMILAR LAW. TRANSFER OF THIS CERTIFICATE WILL NOT BE MADE UNLESS THE TRANSFEREE DELIVERS TO THE TRUSTEE EITHER (I) A REPRESENTATION LETTER, IN FORM AND SUBSTANCE SATISFACTORY TO THE TRUSTEE, STATING THAT (A) IT IS NOT, AND IS NOT ACTING ON BEHALF OF, ANY SUCH PLAN OR USING THE ASSETS OF ANY SUCH PLAN TO EFFECT SUCH PURCHASE OR (B) IF IT IS AN INSURANCE COMPANY, THAT THE SOURCE OF FUNDS USED TO PURCHASE THIS CERTIFICATE IS AN "INSURANCE COMPANY GENERAL ACCOUNT" (AS SUCH TERM IS DEFINED IN SECTION V(E) OF PROHIBITED TRANSACTION CLASS EXEMPTION 95-60 ("PTE 95-60"), 60 FED. REG. 35925 (JULY 12, 1995)), THERE IS NO PLAN WITH RESPECT TO WHICH THE AMOUNT OF SUCH GENERAL ACCOUNT'S RESERVES AND LIABILITIES FOR THE CONTRACT(S) HELD BY OR ON BEHALF OF SUCH PLAN AND ALL OTHER PLANS MAINTAINED BY THE SAME EMPLOYER (OR AFFILIATE THEREOF AS DEFINED IN SECTION V(A)(1) OF PTE 95-60) OR BY THE SAME EMPLOYEE ORGANIZATION EXCEEDS 10% OF THE TOTAL OF ALL RESERVES AND LIABILITIES OF SUCH GENERAL ACCOUNT (AS SUCH AMOUNTS ARE DETERMINED UNDER SECTION I(A) OF PTE 95-60) AT THE DATE OF ACQUISITION AND ALL PLANS THAT HAVE AN INTEREST IN SUCH GENERAL ACCOUNT ARE PLANS TO WHICH PTE 95-60 APPLIES, OR (II) AN OPINION OF COUNSEL, IN FORM AND SUBSTANCE SATISFACTORY TO THE TRUSTEE AND THE SERVICER, TO THE EFFECT THAT THE PURCHASE OR HOLDING OF THIS CERTIFICATE BY OR ON BEHALF OF SUCH PLAN WILL NOT RESULT IN THE ASSETS OF THE TRUST BEING DEEMED TO BE "PLAN ASSETS" AND SUBJECT TO THE PROHIBITED TRANSACTION PROVISIONS OF ERISA, THE CODE OR SIMILAR LAW AND WILL NOT SUBJECT THE DEPOSITOR, THE SERVICER OR THE TRUSTEE TO ANY OBLIGATION IN ADDITION TO THOSE UNDERTAKEN IN THE POOLING AND SERVICING AGREEMENT. EACH PERSON WHO ACQUIRES THIS CERTIFICATE OR ANY INTEREST THEREIN SHALL BE DEEMED TO HAVE MADE THE REPRESENTATIONS REQUIRED BY THE REPRESENTATION LETTER REFERRED TO IN THE PRECEDING SENTENCE, UNLESS SUCH PERSON SHALL HAVE PROVIDED SUCH REPRESENTATION LETTER OR THE OPINION OF COUNSEL REFERRED TO IN THE PRECEDING SENTENCE TO THE TRUSTEE. THE POOLING AND SERVICING AGREEMENT PROVIDES THAT ANY ATTEMPTED OR PURPORTED TRANSFER IN VIOLATION OF THESE TRANSFER RESTRICTIONS WILL BE NULL AND VOID AND WILL VEST NO RIGHTS IN ANY PURPORTED TRANSFEREE. BANK OF AMERICA MORTGAGE SECURITIES, INC. Mortgage Pass-Through Certificates, Series 2002-H Class B-5 evidencing an interest in a Trust consisting primarily of two loan groups of adjustable interest rate mortgage loans (the "Mortgage Loans") secured by first liens on one- to four-family residential properties deposited by Bank of America Mortgage Securities, Inc., as Depositor Certificate No.: Cut-Off Date: July 1, 2002 First Distribution Date: August 26, 2002 Initial Certificate Balance of this Certificate ("Denomination"): $ Initial Class Certificate Balance of this Class: $379,000.00 Pass-Through Rate: Variable CUSIP No.: 06050H RG 5 ISIN No.: US06050HRG55 This certifies that _________________ is the registered owner of the Percentage Interest evidenced by this Certificate (obtained by dividing the Denomination of this Certificate by the Initial Class Certificate Balance of the Class to which this Certificate belongs) in certain monthly distributions with respect to a Trust consisting primarily of the Mortgage Loans deposited by Bank of America Mortgage Securities, Inc. (the "Depositor"). The Trust was created pursuant to a Pooling and Servicing Agreement, dated July 25, 2002 (the "Pooling and Servicing Agreement"), among the Depositor, Bank of America, N.A., as servicer (the "Servicer"), and The Bank of New York, as trustee (the "Trustee"). To the extent not defined herein, the capitalized terms used herein have the meanings assigned in the Pooling and Servicing Agreement. This Certificate is issued under and is subject to the terms, provisions and conditions of the Pooling and Servicing Agreement, to which Pooling and Servicing Agreement the Holder of this Certificate by virtue of the acceptance hereof assents and by which such Holder is bound. Principal in respect of this Certificate is distributable monthly as set forth in the Pooling and Servicing Agreement. Accordingly, the Certificate Balance of this Certificate at any time may be less than the Certificate Balance as set forth herein. This Certificate does not evidence an obligation of, or an interest in, and is not guaranteed by the Depositor, the Servicer or the Trustee referred to below or any of their respective affiliates. Neither this Certificate nor the Mortgage Loans are guaranteed or insured by any governmental agency or instrumentality. Interest will accrue on this Certificate as of any Distribution Date at a per annum rate equal to the weighted average (based on the Group Subordinate Amount for each Loan Group) of (i) with respect to Loan Group 1, the Adjusted Net WAC of the Group 1 Mortgage Loans prior to and including the Distribution Date in June 2007 and on and after the Distribution Date in July 2007, the weighted average of the Net Mortgage Interest Rates of the Group 1 Mortgage Loans (based on the Stated Principal Balances of the Group 1 Mortgage Loans on the Due Date in the month preceding the month of such Distribution Date) and (ii) with respect to Loan Group 2, the weighted average of the Net Mortgage Interest Rates of the Group 2 Mortgage Loans (based on the Stated Principal Balances of the Group 2 Mortgage Loans on the Due Date in the month preceding the month of such Distribution Date). No transfer of a Certificate of this Class shall be made unless such transfer is exempt from the registration requirements of the Securities Act of 1933, as amended (the "1933 Act"), and any applicable state securities laws or is made in accordance with the 1933 Act and such laws. In the event of any such transfer, (i) unless the transfer is made in reliance on Rule 144A under the 1933 Act, the Trustee or the Depositor may require a written Opinion of Counsel (which may be in-house counsel) acceptable to and in form and substance reasonably satisfactory to the Trustee and the Depositor that such transfer may be made pursuant to an exemption, describing the applicable exemption and the basis therefor, from the 1933 Act and such laws or is being made pursuant to the 1933 Act and such laws, which Opinion of Counsel shall not be an expense of the Trustee or the Depositor and (ii) the Trustee shall require a certificate from the Certificateholder desiring to effect such transfer substantially in the form attached to the Pooling and Servicing Agreement as Exhibit G-1 and a certificate from such Certificateholder's prospective transferee substantially in the form attached to the Pooling and Servicing Agreement either as Exhibit G-2A or as Exhibit G-2B, which certificates shall not be an expense of the Trustee or the Depositor; provided that the foregoing requirements under clauses (i) and (ii) shall not apply to a transfer of a Private Certificate between or among the Depositor, the Seller, their affiliates or both. The Holder of a Private Certificate desiring to effect such transfer shall, and does hereby agree to, indemnify the Trustee and the Depositor against any liability that may result if the transfer is not so exempt or is not made in accordance with such federal and state laws. Reference is hereby made to the further provisions of this Certificate set forth on the reverse hereof, which further provisions shall for all purposes have the same effect as if set forth at this place. This Certificate shall not be entitled to any benefit under the Pooling and Servicing Agreement or be valid for any purpose unless manually countersigned by an authorized signatory of the Trustee. * * * EXHIBIT B-6 [FORM OF FACE OF CLASS B-6 CERTIFICATE] BANK OF AMERICA MORTGAGE SECURITIES, INC. Mortgage Pass-Through Certificates, Series 2002-H Class B-6 SOLELY FOR U.S. FEDERAL INCOME TAX PURPOSES, THIS CERTIFICATE IS A "REGULAR INTEREST" IN A "REAL ESTATE MORTGAGE INVESTMENT CONDUIT," AS THOSE TERMS ARE DEFINED, RESPECTIVELY, IN SECTIONS 860G AND 860D OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED (THE "CODE"). REDUCTIONS OF THE CERTIFICATE BALANCE OF THIS CERTIFICATE MAY BE MADE MONTHLY AS DESCRIBED IN THE POOLING AND SERVICING AGREEMENT REFERENCED HEREIN. ACCORDINGLY, THE OUTSTANDING CERTIFICATE BALANCE OF THIS CERTIFICATE MAY BE LESS THAN THE AMOUNT SET FORTH BELOW. THIS CERTIFICATE IS SUBORDINATED IN RIGHT OF PAYMENT TO THE CLASS A, CLASS B-1, CLASS B-2, CLASS B-3, CLASS B-4 AND CLASS B-5 CERTIFICATES AS DESCRIBED IN THE POOLING AND SERVICING AGREEMENT. THIS CERTIFICATE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "1933 ACT"). ANY RESALE OR TRANSFER OF THIS CERTIFICATE WITHOUT REGISTRATION THEREOF UNDER THE 1933 ACT MAY ONLY BE MADE IN A TRANSACTION EXEMPTED FROM THE REGISTRATION REQUIREMENTS OF THE 1933 ACT AND IN ACCORDANCE WITH THE PROVISIONS OF THE POOLING AND SERVICING AGREEMENT REFERENCED HEREIN. UNDER CURRENT LAW THE PURCHASE AND HOLDING OF THIS CERTIFICATE BY OR ON BEHALF OF ANY EMPLOYEE BENEFIT PLAN OR ARRANGEMENT, INCLUDING AN INDIVIDUAL RETIREMENT ACCOUNT, SUBJECT TO THE EMPLOYEE RETIREMENT INCOME SECURITY ACT OF 1974, AS AMENDED ("ERISA"), THE CODE OR ANY FEDERAL, STATE OR LOCAL LAW ("SIMILAR LAW") WHICH IS SIMILAR TO ERISA OR THE CODE (COLLECTIVELY, A "PLAN"), MAY RESULT IN "PROHIBITED TRANSACTIONS" WITHIN THE MEANING OF ERISA, THE CODE OR SIMILAR LAW. TRANSFER OF THIS CERTIFICATE WILL NOT BE MADE UNLESS THE TRANSFEREE DELIVERS TO THE TRUSTEE EITHER (I) A REPRESENTATION LETTER, IN FORM AND SUBSTANCE SATISFACTORY TO THE TRUSTEE, STATING THAT (A) IT IS NOT, AND IS NOT ACTING ON BEHALF OF, ANY SUCH PLAN OR USING THE ASSETS OF ANY SUCH PLAN TO EFFECT SUCH PURCHASE OR (B) IF IT IS AN INSURANCE COMPANY, THAT THE SOURCE OF FUNDS USED TO PURCHASE THIS CERTIFICATE IS AN "INSURANCE COMPANY GENERAL ACCOUNT" (AS SUCH TERM IS DEFINED IN SECTION V(E) OF PROHIBITED TRANSACTION CLASS EXEMPTION 95-60 ("PTE 95-60"), 60 FED. REG. 35925 (JULY 12, 1995)), THERE IS NO PLAN WITH RESPECT TO WHICH THE AMOUNT OF SUCH GENERAL ACCOUNT'S RESERVES AND LIABILITIES FOR THE CONTRACT(S) HELD BY OR ON BEHALF OF SUCH PLAN AND ALL OTHER PLANS MAINTAINED BY THE SAME EMPLOYER (OR AFFILIATE THEREOF AS DEFINED IN SECTION V(A)(1) OF PTE 95-60) OR BY THE SAME EMPLOYEE ORGANIZATION EXCEEDS 10% OF THE TOTAL OF ALL RESERVES AND LIABILITIES OF SUCH GENERAL ACCOUNT (AS SUCH AMOUNTS ARE DETERMINED UNDER SECTION I(A) OF PTE 95-60) AT THE DATE OF ACQUISITION AND ALL PLANS THAT HAVE AN INTEREST IN SUCH GENERAL ACCOUNT ARE PLANS TO WHICH PTE 95-60 APPLIES, OR (II) AN OPINION OF COUNSEL, IN FORM AND SUBSTANCE SATISFACTORY TO THE TRUSTEE AND THE SERVICER, TO THE EFFECT THAT THE PURCHASE OR HOLDING OF THIS CERTIFICATE BY OR ON BEHALF OF SUCH PLAN WILL NOT RESULT IN THE ASSETS OF THE TRUST BEING DEEMED TO BE "PLAN ASSETS" AND SUBJECT TO THE PROHIBITED TRANSACTION PROVISIONS OF ERISA, THE CODE OR SIMILAR LAW AND WILL NOT SUBJECT THE DEPOSITOR, THE SERVICER OR THE TRUSTEE TO ANY OBLIGATION IN ADDITION TO THOSE UNDERTAKEN IN THE POOLING AND SERVICING AGREEMENT. EACH PERSON WHO ACQUIRES THIS CERTIFICATE OR ANY INTEREST THEREIN SHALL BE DEEMED TO HAVE MADE THE REPRESENTATIONS REQUIRED BY THE REPRESENTATION LETTER REFERRED TO IN THE PRECEDING SENTENCE, UNLESS SUCH PERSON SHALL HAVE PROVIDED SUCH REPRESENTATION LETTER OR THE OPINION OF COUNSEL REFERRED TO IN THE PRECEDING SENTENCE TO THE TRUSTEE. THE POOLING AND SERVICING AGREEMENT PROVIDES THAT ANY ATTEMPTED OR PURPORTED TRANSFER IN VIOLATION OF THESE TRANSFER RESTRICTIONS WILL BE NULL AND VOID AND WILL VEST NO RIGHTS IN ANY PURPORTED TRANSFEREE. BANK OF AMERICA MORTGAGE SECURITIES, INC. Mortgage Pass-Through Certificates, Series 2002-H Class B-6 evidencing an interest in a Trust consisting primarily of two loan groups of adjustable interest rate mortgage loans (the "Mortgage Loans") secured by first liens on one- to four-family residential properties deposited by Bank of America Mortgage Securities, Inc., as Depositor Certificate No.: Cut-Off Date: July 1, 2002 First Distribution Date: August 26, 2002 Initial Certificate Balance of this Certificate ("Denomination"): $ Initial Class Certificate Balance of this Class: $947,946.00 Pass-Through Rate: Variable CUSIP No.: 06050H RH 3 ISIN No.: US06050HRH39 This certifies that _________________ is the registered owner of the Percentage Interest evidenced by this Certificate (obtained by dividing the Denomination of this Certificate by the Initial Class Certificate Balance of the Class to which this Certificate belongs) in certain monthly distributions with respect to a Trust consisting primarily of the Mortgage Loans deposited by Bank of America Mortgage Securities, Inc. (the "Depositor"). The Trust was created pursuant to a Pooling and Servicing Agreement, dated July 25, 2002 (the "Pooling and Servicing Agreement"), among the Depositor, Bank of America, N.A., as servicer (the "Servicer"), and The Bank of New York, as trustee (the "Trustee"). To the extent not defined herein, the capitalized terms used herein have the meanings assigned in the Pooling and Servicing Agreement. This Certificate is issued under and is subject to the terms, provisions and conditions of the Pooling and Servicing Agreement, to which Pooling and Servicing Agreement the Holder of this Certificate by virtue of the acceptance hereof assents and by which such Holder is bound. Principal in respect of this Certificate is distributable monthly as set forth in the Pooling and Servicing Agreement. Accordingly, the Certificate Balance of this Certificate at any time may be less than the Certificate Balance as set forth herein. This Certificate does not evidence an obligation of, or an interest in, and is not guaranteed by the Depositor, the Servicer or the Trustee referred to below or any of their respective affiliates. Neither this Certificate nor the Mortgage Loans are guaranteed or insured by any governmental agency or instrumentality. Interest will accrue on this Certificate as of any Distribution Date at a per annum rate equal to the weighted average (based on the Group Subordinate Amount for each Loan Group) of (i) with respect to Loan Group 1, the Adjusted Net WAC of the Group 1 Mortgage Loans prior to and including the Distribution Date in June 2007 and on and after the Distribution Date in July 2007, the weighted average of the Net Mortgage Interest Rates of the Group 1 Mortgage Loans (based on the Stated Principal Balances of the Group 1 Mortgage Loans on the Due Date in the month preceding the month of such Distribution Date) and (ii) with respect to Loan Group 2, the weighted average of the Net Mortgage Interest Rates of the Group 2 Mortgage Loans (based on the Stated Principal Balances of the Group 2 Mortgage Loans on the Due Date in the month preceding the month of such Distribution Date). No transfer of a Certificate of this Class shall be made unless such transfer is exempt from the registration requirements of the Securities Act of 1933, as amended (the "1933 Act"), and any applicable state securities laws or is made in accordance with the 1933 Act and such laws. In the event of any such transfer, (i) unless the transfer is made in reliance on Rule 144A under the 1933 Act, the Trustee or the Depositor may require a written Opinion of Counsel (which may be in-house counsel) acceptable to and in form and substance reasonably satisfactory to the Trustee and the Depositor that such transfer may be made pursuant to an exemption, describing the applicable exemption and the basis therefor, from the 1933 Act and such laws or is being made pursuant to the 1933 Act and such laws, which Opinion of Counsel shall not be an expense of the Trustee or the Depositor and (ii) the Trustee shall require a certificate from the Certificateholder desiring to effect such transfer substantially in the form attached to the Pooling and Servicing Agreement as Exhibit G-1 and a certificate from such Certificateholder's prospective transferee substantially in the form attached to the Pooling and Servicing Agreement either as Exhibit G-2A or as Exhibit G-2B, which certificates shall not be an expense of the Trustee or the Depositor; provided that the foregoing requirements under clauses (i) and (ii) shall not apply to a transfer of a Private Certificate between or among the Depositor, the Seller, their affiliates or both. The Holder of a Private Certificate desiring to effect such transfer shall, and does hereby agree to, indemnify the Trustee and the Depositor against any liability that may result if the transfer is not so exempt or is not made in accordance with such federal and state laws. Reference is hereby made to the further provisions of this Certificate set forth on the reverse hereof, which further provisions shall for all purposes have the same effect as if set forth at this place. This Certificate shall not be entitled to any benefit under the Pooling and Servicing Agreement or be valid for any purpose unless manually countersigned by an authorized signatory of the Trustee. * * * EXHIBIT C [FORM OF REVERSE OF ALL CERTIFICATES] BANK OF AMERICA MORTGAGE SECURITIES, INC. Mortgage Pass-Through Certificates This Certificate is one of a duly authorized issue of Certificates designated as Bank of America Mortgage Securities, Inc. Mortgage Pass-Through Certificates, of the Series specified on the face hereof (collectively, the "Certificates"), and representing a beneficial ownership interest in the Trust created by the Pooling and Servicing Agreement. The Certificateholder, by its acceptance of this Certificate, agrees that it will look solely to the funds on deposit in the Certificate Account for payment hereunder and that the Trustee is not liable to the Certificateholders for any amount payable under this Certificate or the Pooling and Servicing Agreement or, except as expressly provided in the Pooling and Servicing Agreement, subject to any liability under the Pooling and Servicing Agreement. This Certificate does not purport to summarize the Pooling and Servicing Agreement and reference is made to the Pooling and Servicing Agreement for the interests, rights and limitations of rights, benefits, obligations and duties evidenced thereby, and the rights, duties and immunities of the Trustee. Pursuant to the terms of the Pooling and Servicing Agreement, a distribution will be made on the 25th day of each calendar month (or, if such day is not a Business Day, the next Business Day) (each, a "Distribution Date"), commencing on the first Distribution Date specified on the face hereof, to the Person in whose name this Certificate is registered at the close of business on the applicable Record Date in an amount required pursuant to the Pooling and Servicing Agreement. The Record Date applicable to each Distribution Date is the last Business Day of the month next preceding the month of such Distribution Date. On each Distribution Date, the Trustee shall distribute out of the Certificate Account to each Certificateholder of record on the related Record Date (other than respecting the final distribution) (a) by check mailed to such Certificateholder entitled to receive a distribution on such Distribution Date at the address appearing in the Certificate Register, or (b) upon written request by the Holder of a Regular Certificate (in the event such Certificateholder owns of record 100% of a Class of Certificates or holds Certificates of any Class having denominations aggregating $1,000,000 or more), by wire transfer or by such other means of payment as such Certificateholder and the Trustee shall agree upon, such Certificateholder's Percentage Interest in the amount to which the related Class of Certificates is entitled in accordance with the priorities set forth in Section 5.02 of the Pooling and Servicing Agreement. The final distribution on each Certificate will be made in like manner, but only upon presentation and surrender of such Certificate to the Trustee as contemplated by Section 10.01 of the Pooling and Servicing Agreement. The Pooling and Servicing Agreement permits, with certain exceptions therein provided, the amendment thereof and the modification of the rights and obligations of the Trustee and the rights of the Certificateholders under the Pooling and Servicing Agreement at any time by the Depositor, the Servicer and the Trustee with the consent of the Holders of Certificates affected by such amendment evidencing the requisite Percentage Interest, as provided in the Pooling and Servicing Agreement. Any such consent by the Holder of this Certificate shall be conclusive and binding on such Holder and upon all future Holders of this Certificate and of any Certificate issued upon the transfer hereof or in exchange therefor or in lieu hereof whether or not notation of such consent is made upon this Certificate. The Pooling and Servicing Agreement also permits the amendment thereof, in certain limited circumstances, without the consent of the Holders of any of the Certificates. As provided in the Pooling and Servicing Agreement and subject to certain limitations therein set forth, the transfer of this Certificate is registrable in the Certificate Register of the Trustee upon surrender of this Certificate for registration of transfer at the Corporate Trust Office accompanied by a written instrument of transfer in form satisfactory to the Trustee and the Certificate Registrar duly executed by the Holder hereof or such Holder's attorney duly authorized in writing, and thereupon one or more new Certificates of the same Class in authorized denominations and evidencing the same aggregate Percentage Interest in the Trust will be issued to the designated transferee or transferees. The Certificates are issuable only as registered Certificates without coupons in denominations specified in the Pooling and Servicing Agreement. As provided in the Pooling and Servicing Agreement and subject to certain limitations therein set forth, Certificates are exchangeable for new Certificates of the same Class in authorized denominations and evidencing the same aggregate Percentage Interest, as requested by the Holder surrendering the same. No service charge will be made for any such registration of transfer or exchange, but the Trustee may require payment of a sum sufficient to cover any tax or other governmental charge payable in connection therewith. The Depositor, the Servicer, the Certificate Registrar and the Trustee and any agent of the Depositor, the Servicer, the Certificate Registrar or the Trustee may treat the Person in whose name this Certificate is registered as the owner hereof for all purposes, and none of the Depositor, the Servicer, the Certificate Registrar, the Trustee or any such agent shall be affected by any notice to the contrary. On any Distribution Date on which the aggregate Stated Principal Balance of the Mortgage Loans is less than 10% of the aggregate Cut-Off Date Principal Balance, the Depositor will have the option to repurchase, in whole, from the Trust all remaining Mortgage Loans and all property acquired in respect of the Mortgage Loans at a purchase price determined as provided in the Pooling and Servicing Agreement. The 10% may be reduced by an amendment to the Pooling and Servicing Agreement without Certificateholder consent under certain conditions set forth in the Pooling and Servicing Agreement. In the event that no such optional termination occurs, the obligations and responsibilities created by the Pooling and Servicing Agreement will terminate upon the later of the maturity or other liquidation (or any advance with respect thereto) of the last Mortgage Loan remaining in the Trust or the disposition of all property in respect thereof and the distribution to Certificateholders of all amounts required to be distributed pursuant to the Pooling and Servicing Agreement. In no event shall 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 of Joseph P. Kennedy, the late ambassador of the United States to the Court of St. James, living on the date thereof. Any term used herein that is defined in the Pooling and Servicing Agreement shall have the meaning assigned in the Pooling and Servicing Agreement, and nothing herein shall be deemed inconsistent with that meaning. IN WITNESS WHEREOF, the Trustee has caused this Certificate to be duly executed. Dated: THE BANK OF NEW YORK, as Trustee By ---------------------------------------- Authorized Signatory CERTIFICATE OF AUTHENTICATION This is one of the Class [__] Certificates referred to in the Pooling and Servicing Agreement referenced herein. THE BANK OF NEW YORK, as Trustee By ---------------------------------------- Authorized Signatory ASSIGNMENT FOR VALUE RECEIVED, the undersigned hereby sell(s), assign(s) and transfer(s) unto _______________________________________________________________ ________________________________________________________________________________ ________________________________________________________________________________ (Please print or typewrite name and address including postal zip code of assignee) the Percentage Interest evidenced by the within Certificate and hereby authorizes the transfer of registration of such Percentage Interest to assignee on the Certificate Register of the Trust. I (We) further direct the Trustee to issue a new Certificate of a like denomination and Class, to the above named assignee and deliver such Certificate to the following address: Dated: -------------------------------------------- Signature by or on behalf of assignor DISTRIBUTION INSTRUCTIONS The assignee should include the following for purposes of distribution: Distributions shall be made, by wire transfer or otherwise, in immediately available funds to _________________________________________________ for the account of ___________________, account number ________________________, or, if mailed by check, to _____________________________________________________ ______________________. Applicable statements should be mailed to _____________ ____________________________________. This information is provided by _________________, the assignee named above, or, as its agent. EXHIBIT D-1 LOAN GROUP 1 MORTGAGE LOAN SCHEDULE
BANK OF AMERICA MORTGAGE BOAMS 2002-H GROUP 1: 5/1 LIBOR MORTGAGE SCHEDULE LOAN ZIP PROPERTY LOAN DOC ORIGINAL NUMBER STATE CODE TYPE OCCUPANCY PURPOSE TYPE LTV ------------------------------------------------------------------------------------------------------------------------------- 6002677612 DC 20002 Single Family Primary Cash-out Refinance Standard 71.47 6003925051 FL 33133 Single Family Primary Purchase Reduced 47.63 6004345416 AZ 85251 Single Family Primary Purchase Reduced 80.00 6005132888 IL 60622 Single Family Primary Refinance Rapid 60.00 6005931701 WA 98199 Single Family Primary Purchase Rapid 80.00 6010962741 CA 94114 Condominium Primary Purchase Reduced 80.00 6011589980 CA 95135 Single Family Primary Refinance Standard 78.99 6012761026 CA 95120 Single Family Primary Purchase Standard 55.92 6015293316 VA 23185 PUD Primary Purchase Standard 80.00 6015682336 CA 94947 Single Family Primary Refinance Reduced 68.69 6016880186 VA 23430 PUD Primary Purchase Reduced 58.49 6019364725 CA 94040 Single Family Primary Refinance Reduced 53.54 6019602660 NV 89109 High-Rise Condo Secondary Purchase Reduced 69.99 6021656761 CA 94002 Single Family Primary Purchase Reduced 75.00 6022250572 CA 95008 Single Family Primary Refinance Standard 77.84 6026539053 CA 92064 Single Family Primary Purchase Standard 75.00 6026650439 CA 90266 Single Family Primary Refinance Reduced 21.48 6027541280 CA 94087 Single Family Primary Refinance Rapid 77.37 6031483800 CA 94595 Single Family Primary Refinance Reduced 58.00 6032767193 CA 91377 PUD Primary Purchase Standard 80.00 6033638625 CA 95138 PUD Primary Refinance Reduced 59.91 6034731536 CA 94086 Single Family Primary Refinance Rapid 78.36 6036905286 HI 96740 Single Family Secondary Purchase Reduced 80.00 6037967715 CA 93103 PUD Secondary Purchase Reduced 74.19 6041264182 CA 94025 Single Family Primary Refinance Reduced 29.15 6043884565 CA 92612 Condominium Primary Refinance Standard 79.68 6044284377 CA 90266 Single Family Primary Purchase Standard 80.00 6045208805 CA 94563 Single Family Primary Refinance Rapid 66.66 6045324578 IL 60613 Single Family Primary Refinance Rapid 67.53 6054175390 CA 92675 Single Family Primary Purchase Rapid 75.00 6055361551 CA 94025 Single Family Primary Cash-out Refinance Standard 70.00 6056462739 CA 94555 Single Family Primary Purchase Standard 80.00 6056536037 CA 94118 Condominium Secondary Refinance Rapid 68.96 6057191519 IL 60564 Single Family Primary Purchase Standard 79.96 6058205664 CA 95120 Single Family Primary Refinance Rapid 76.82 6058299162 CA 90019 Single Family Primary Refinance Rapid 67.00 6058951077 CA 95035 Single Family Primary Purchase Rapid 80.00 6062448862 CA 95120 Single Family Primary Cash-out Refinance Rapid 69.95 6065213834 CA 94114 Condominium Primary Purchase Reduced 73.33 6066975357 CA 95135 Single Family Primary Refinance Rapid 77.07 6068129508 CA 94939 Single Family Primary Refinance Reduced 52.07 6068902185 CA 95003 Single Family Primary Refinance Reduced 25.90 6070791154 CA 95138 Single Family Primary Refinance Rapid 46.38 6072291997 VA 22066 Single Family Primary Purchase Rapid 80.00 6072349779 CA 94104 High-Rise Condo Primary Refinance Rapid 68.75 6073090109 CA 95014 Single Family Primary Refinance Rapid 79.53 6073478049 CA 94544 Single Family Primary Refinance Rapid 69.95 6075702727 CA 94123 Condominium Primary Purchase Rapid 78.94 6075839925 CA 95062 Single Family Primary Purchase Rapid 80.00 6076918041 CA 94062 Single Family Primary Refinance Rapid 76.68 6078605794 CA 95119 Single Family Primary Refinance Rapid 79.80 6080254474 CA 95827 Single Family Primary Refinance Rapid 69.60 6080488239 CA 95008 Single Family Primary Refinance Reduced 66.87 6080548461 IL 60523 Single Family Primary Refinance Rapid 63.95 6084885240 CA 95120 PUD Primary Refinance Rapid 54.37 6085673009 AZ 85086 PUD Primary Purchase Rapid 80.00 6085779343 CA 95131 Condominium Primary Purchase Rapid 80.00 6086358428 NC 27959 Single Family Secondary Cash-out Refinance Rapid 50.00 6087984875 CA 90266 Single Family Primary Cash-out Refinance Rapid 65.18 6093024294 MD 20871 Single Family Primary Cash-out Refinance Rapid 80.00 6093363304 CA 90266 Single Family Primary Refinance Rapid 77.37 6094928279 FL 33418 PUD Primary Refinance Reduced 69.49 6095051949 CA 94507 PUD Primary Refinance Standard 64.43 6095056385 CA 94539 PUD Primary Purchase Rapid 80.00 6095607823 CA 92649 Single Family Primary Refinance Rapid 75.00 6096858045 CA 93921 Single Family Secondary Refinance All Ready Home 24.00 6099191196 CA 92677 PUD Primary Refinance Reduced 52.47 6099708163 WY 83001 Single Family Secondary Purchase Reduced 80.00 6100709598 AZ 85255 PUD Primary Cash-out Refinance Standard 57.14 6102598676 CA 95020 Single Family Primary Purchase Rapid 79.99 6103819519 CA 94022 Single Family Primary Purchase Standard 76.53 6105457433 CA 93401 Single Family Primary Purchase Reduced 80.00 6106489781 CA 95409 Single Family Primary Purchase Reduced 80.00 6106713875 CA 90503 Single Family Primary Purchase Standard 80.00 6106896357 TX 75002 Single Family Primary Refinance Rapid 79.38 6107604214 CA 90036 Single Family Primary Purchase Standard 80.00 6117063799 CA 94608 Two Family Primary Purchase Standard 80.00 6118230603 MD 20815 Single Family Primary Purchase Rapid 80.00 6119045166 CA 94583 PUD Primary Refinance Rapid 68.67 6119286034 MN 55372 Single Family Primary Refinance Rapid 80.00 6121118076 TX 75147 Single Family Secondary Refinance Rapid 61.69 6123537141 CA 94070 Single Family Primary Refinance Standard 75.00 6125574142 CA 92037 Single Family Primary Cash-out Refinance Rapid 37.83 6127833280 CA 95125 Single Family Primary Purchase Rapid 57.69 6128526156 CA 95120 Single Family Primary Refinance Rapid 78.08 6130526822 CA 94303 Single Family Primary Refinance Standard 61.34 6132132736 CA 92657 PUD Primary Refinance Rapid 73.33 6132685634 CA 94133 Condominium Primary Purchase Standard 79.99 6135825765 IA 50325 Single Family Primary Purchase Standard 95.00 6135830831 CA 94552 PUD Primary Purchase Rapid 62.11 6139589458 SC 29420 PUD Primary Refinance Reduced 71.81 6140056158 IL 60043 Single Family Primary Refinance Rapid 70.00 6140365880 CA 92625 Condominium Primary Purchase Standard 80.00 6140657559 CA 94539 Single Family Primary Refinance Rapid 70.49 6141142973 CA 94566 PUD Primary Refinance Reduced 48.82 6149341916 CA 94044 Single Family Primary Refinance Rapid 79.06 6151367585 CA 94087 Single Family Primary Refinance Rapid 80.00 6151592521 CA 95829 Single Family Primary Refinance Standard 62.80 6154251463 CA 92027 Single Family Primary Refinance Reduced 67.40 6155383968 CA 93950 Single Family Primary Purchase Rapid 67.48 6157043727 CA 90266 Single Family Primary Cash-out Refinance Rapid 62.96 6157122091 CA 95133 Single Family Primary Purchase Rapid 70.00 6158557022 MA 02460 Single Family Primary Purchase Rapid 52.94 6160093719 CA 95123 Single Family Primary Refinance Rapid 79.79 6160703101 CA 95132 Single Family Primary Refinance Rapid 76.92 6161446502 CA 93103 Single Family Primary Refinance Rapid 58.05 6162091380 CA 94024 Single Family Primary Refinance Reduced 40.54 6163023135 CA 94131 Single Family Primary Refinance Reduced 75.80 6164054808 CA 95020 Single Family Primary Cash-out Refinance Standard 67.24 6166645751 TX 75230 PUD Primary Purchase Standard 80.00 6167616181 CA 94117 Condominium Primary Purchase Rapid 80.00 6169187157 CA 94022 Single Family Primary Refinance All Ready Home 18.54 6171273284 CA 95073 Single Family Primary Refinance Standard 64.42 6175993226 CA 92028 Single Family Primary Cash-out Refinance Standard 80.00 6179204588 CA 94583 PUD Primary Refinance Rapid 61.14 6180452846 CA 94558 Single Family Primary Purchase Reduced 95.00 6181486454 CA 92807 PUD Primary Refinance Standard 53.83 6181604288 CA 92679 PUD Primary Purchase Rapid 80.00 6183512067 IL 61525 Single Family Primary Cash-out Refinance Rapid 74.46 6184337126 WA 98275 Single Family Primary Purchase Standard 95.00 6185579320 CA 92037 Condominium Secondary Purchase Reduced 44.18 6187554362 CA 92660 PUD Primary Refinance Standard 50.00 6190959723 CA 95014 Single Family Primary Refinance Rapid 69.98 6194301351 AZ 85262 PUD Investor Purchase Standard 35.80 6195549339 TX 78258 PUD Primary Refinance Standard 80.00 6195663882 CA 90503 PUD Primary Purchase Reduced 79.97 6196195397 CA 94010 Three Family Primary Cash-out Refinance Standard 70.00 6196670597 GA 30080 PUD Primary Purchase Reduced 75.47 6199164119 CA 94513 Single Family Primary Purchase Standard 86.92 6202339955 CA 94306 PUD Primary Cash-out Refinance Rapid 64.54 6203399065 CA 91602 Single Family Primary Refinance All Ready Home 48.95 6203459422 CA 95008 Single Family Primary Purchase Rapid 80.00 6204005273 CA 95758 Single Family Primary Purchase Reduced 80.00 6204557893 IL 60091 Single Family Primary Refinance Rapid 74.85 6206471655 CA 91364 Single Family Primary Cash-out Refinance Standard 65.45 6206750009 CA 91604 Single Family Primary Purchase Rapid 80.00 6207217131 GA 31024 Single Family Secondary Refinance Reduced 56.62 6211024093 CA 92211 PUD Primary Purchase Rapid 80.00 6212861600 CA 95070 Single Family Primary Refinance Rapid 24.27 6217811741 SC 29483 Single Family Primary Purchase Standard 80.00 6220326158 CA 94538 Single Family Primary Refinance Reduced 80.00 6220461088 CA 94086 Condominium Primary Purchase Rapid 80.00 6222060912 CO 80301 Single Family Primary Refinance Standard 61.96 6227144695 CA 95126 Single Family Primary Cash-out Refinance Standard 80.00 6230840032 CA 96150 Single Family Secondary Refinance Rapid 50.71 6231295483 IL 60126 Single Family Primary Refinance Rapid 56.66 6233880951 CA 92630 PUD Primary Purchase Standard 80.00 6237921272 MD 21146 Single Family Primary Refinance Reduced 70.26 6238513805 CA 94086 Condominium Primary Purchase Rapid 80.00 6241563367 WA 98033 Condominium Primary Purchase Rapid 64.60 6249987170 CA 91001 Single Family Primary Cash-out Refinance Standard 70.00 6251453046 CA 94303 Single Family Primary Purchase Standard 89.98 6253665480 CA 94123 Condominium Primary Refinance Rapid 47.04 6253798596 CA 94015 Single Family Primary Cash-out Refinance Reduced 58.18 6257553088 MD 20850 PUD Primary Purchase Rapid 80.00 6257917259 CA 94611 PUD Investor Purchase Standard 80.00 6258815635 CA 94080 PUD Primary Purchase Rapid 80.00 6259502604 CA 94025 Single Family Primary Cash-out Refinance Standard 32.00 6260456634 CA 94539 Single Family Primary Purchase Rapid 80.00 6262333906 AZ 85253 Single Family Primary Purchase Standard 80.00 6262439208 CA 95827 Single Family Primary Refinance Rapid 68.92 6262954198 CO 80138 Single Family Primary Cash-out Refinance Standard 80.00 6262980318 SC 29585 PUD Primary Refinance Reduced 47.96 6263861277 CA 94555 Single Family Primary Purchase Rapid 80.00 6264248581 CA 94401 Single Family Primary Refinance Reduced 79.83 6264923597 CA 93923 Single Family Secondary Refinance Reduced 46.51 6265969706 CA 92651 PUD Primary Refinance Rapid 19.00 6266751665 CA 94587 Single Family Primary Purchase Standard 80.00 6266927075 CA 95003 Single Family Primary Refinance Reduced 60.89 6268485734 CA 95032 Single Family Primary Cash-out Refinance Rapid 57.37 6269136732 CA 94949 Single Family Investor Refinance Standard 50.00 6270585117 CA 95060 Single Family Primary Cash-out Refinance Rapid 38.33 6271918267 CA 95014 Single Family Primary Cash-out Refinance Standard 60.52 6273559978 CA 91602 Single Family Primary Refinance Standard 80.00 6276693642 CA 92692 PUD Primary Refinance Rapid 67.41 6276750681 CA 93924 Single Family Primary Purchase Rapid 68.05 6277257249 CA 94065 Condominium Primary Purchase Rapid 80.00 6277826357 CA 91214 Single Family Primary Purchase Rapid 76.74 6279396011 CA 92679 PUD Primary Purchase Reduced 80.00 6279562513 VT 05452 Single Family Primary Purchase Rapid 80.00 6280220127 IL 60047 PUD Primary Refinance Rapid 60.85 6281202074 CA 94107 Condominium Primary Purchase Rapid 54.67 6281392156 CA 94954 Single Family Primary Purchase Standard 80.00 6282948980 CA 94109 Condominium Primary Purchase Reduced 80.00 6282969929 CA 94598 PUD Primary Purchase Rapid 80.00 6285246093 CA 91354 PUD Primary Purchase Rapid 79.99 6285826837 CA 92625 Single Family Primary Refinance All Ready Home 38.29 6289480003 CA 94560 Single Family Primary Purchase Standard 95.00 6291456439 DC 20009 Single Family Primary Refinance Standard 77.60 6294262982 CA 92694 PUD Primary Purchase Rapid 79.99 6294787723 CA 94941 Single Family Primary Purchase Rapid 38.46 6295342940 FL 33140 High-Rise Condo Primary Purchase Reduced 80.00 6296814160 CA 95035 PUD Primary Purchase Standard 80.00 6300619589 CA 95135 Single Family Primary Purchase Reduced 80.00 6302012981 CA 94549 Single Family Primary Refinance Rapid 75.38 6302595431 CA 94122 Single Family Primary Purchase Rapid 80.00 6306093441 CA 94566 Single Family Primary Purchase Rapid 75.00 6306913200 CA 92808 PUD Primary Purchase Standard 89.99 6309202569 GA 30076 PUD Primary Refinance Reduced 66.84 6309793088 CA 93901 Single Family Primary Purchase Standard 90.00 6310723546 FL 34108 High-Rise Condo Secondary Purchase Rapid 80.00 6310935959 CA 94611 Single Family Primary Cash-out Refinance Reduced 40.00 6318059802 CA 92663 Single Family Primary Cash-out Refinance Rapid 46.66 6321439504 CA 94133 Condominium Primary Purchase Rapid 80.00 6321964402 CA 93013 Single Family Investor Purchase Standard 75.00 6322760098 CA 94560 PUD Primary Refinance Standard 62.06 6325561196 CA 94303 Single Family Primary Purchase Standard 46.78 6326085211 CA 90272 Single Family Primary Purchase Rapid 80.00 6326095178 CA 94087 Single Family Primary Refinance Reduced 50.00 6326541262 FL 32547 PUD Primary Refinance Reduced 80.00 6328762718 CA 94555 PUD Primary Refinance Rapid 79.76 6335001977 CO 80127 PUD Primary Refinance Reduced 75.54 6335333370 KS 66205 Single Family Primary Purchase Reduced 77.01 6335646185 CA 90807 Single Family Primary Purchase Reduced 80.00 6335829799 CA 95014 PUD Primary Purchase Rapid 79.96 6336026742 CA 94061 Single Family Primary Refinance Rapid 51.90 6336139685 IN 46240 Single Family Primary Refinance Standard 71.38 6336580698 CA 94707 Single Family Primary Purchase Rapid 80.00 6336584351 CA 94595 Condominium Primary Purchase Rapid 74.07 6338607382 CA 94609 Single Family Primary Purchase Standard 80.00 6342216725 CA 92715 PUD Primary Refinance Rapid 69.30 6346889816 CA 94618 Single Family Primary Purchase Rapid 80.00 6346994277 CA 94941 Condominium Primary Purchase Rapid 80.00 6347181700 VA 22015 Single Family Primary Purchase Standard 80.00 6352654088 CA 94536 PUD Primary Purchase Rapid 80.00 6354309129 CA 94025 Single Family Primary Cash-out Refinance Reduced 31.25 6354788538 CO 81657 Single Family Secondary Refinance Rapid 61.58 6355855096 FL 33761 Single Family Primary Refinance Reduced 76.34 6356030277 CA 95035 Condominium Primary Purchase Standard 80.00 6357838561 CA 94566 PUD Primary Refinance Standard 39.76 6359029789 CA 95136 Single Family Primary Purchase Standard 80.00 6359582258 CA 92110 Single Family Primary Cash-out Refinance Standard 74.71 6359969745 CA 95132 Single Family Primary Purchase Standard 78.72 6360116328 CA 94539 Single Family Primary Purchase Rapid 79.20 6362763770 NM 87506 Single Family Primary Refinance Standard 67.47 6365816823 CA 95070 Single Family Primary Refinance Rapid 57.07 6368148182 CA 94597 PUD Primary Purchase Reduced 80.00 6368817125 CA 94618 Single Family Primary Refinance Rapid 78.94 6368819287 CA 94587 Single Family Primary Cash-out Refinance Rapid 80.00 6370612282 CA 93067 Single Family Primary Cash-out Refinance Reduced 61.68 6370919638 CA 95129 Single Family Primary Purchase Reduced 80.00 6371237923 CA 92029 Single Family Primary Purchase Rapid 80.00 6372342169 CA 92831 PUD Primary Refinance Reduced 63.37 6375893457 CA 94507 PUD Primary Purchase Rapid 54.16 6377584229 CA 92270 PUD Primary Purchase Rapid 68.25 6378806985 CA 95125 Condominium Primary Purchase Rapid 80.00 6379971879 CA 94591 PUD Primary Purchase Rapid 79.98 6380048386 CA 94121 Condominium Primary Purchase Rapid 80.00 6380581725 CA 92067 PUD Primary Purchase Standard 38.46 6380937067 CA 92625 Condominium Primary Cash-out Refinance Standard 67.17 6381095923 MD 21108 PUD Primary Cash-out Refinance Reduced 63.88 6381623526 CA 95020 Single Family Primary Purchase Rapid 80.00 6384016173 CA 94555 PUD Primary Refinance Reduced 78.70 6385302010 CA 93940 Single Family Primary Cash-out Refinance Rapid 71.42 6389300580 CA 92110 Single Family Primary Refinance All Ready Home 59.84 6390502547 CA 94960 Single Family Primary Purchase Standard 41.66 6393843880 CA 94116 Condominium Primary Purchase Standard 80.00 6394128372 CA 94002 Single Family Primary Purchase Standard 80.00 6397043271 CA 91202 Single Family Primary Purchase Standard 80.00 6399710356 FL 33180 PUD Secondary Purchase Standard 67.79 6399970976 FL 34677 Single Family Primary Purchase Rapid 70.00 6400314297 CA 94065 Condominium Primary Refinance Rapid 70.00 6401018491 CA 90254 Condominium Primary Purchase Standard 80.00 6404499748 CA 95129 Single Family Primary Refinance Rapid 80.00 6404695386 CA 94556 PUD Primary Refinance Rapid 66.66 6406498763 IL 60657 Single Family Primary Refinance Rapid 62.75 6410486572 CA 94549 Single Family Primary Refinance Rapid 31.83 6412101609 CA 95130 Single Family Primary Purchase Rapid 67.49 6413502029 NC 27612 Single Family Primary Purchase Reduced 80.00 6415663720 CA 94022 Single Family Primary Refinance All Ready Home 23.75 6415992046 CA 90275 Single Family Primary Purchase Rapid 73.84 6418439581 CA 92679 PUD Primary Purchase Reduced 77.85 6420318336 CA 92128 PUD Primary Purchase Rapid 80.00 6421295087 CA 92660 PUD Primary Refinance Standard 79.91 6422628682 HI 96740 Condominium Secondary Refinance Reduced 80.00 6427401341 CA 95050 Single Family Primary Purchase Standard 80.00 6427526196 CA 95124 Single Family Primary Refinance Rapid 80.00 6429971069 CA 94588 Single Family Primary Refinance All Ready Home 71.94 6431492708 WA 98199 Single Family Primary Refinance Reduced 64.61 6434040405 CA 90254 Condominium Primary Refinance Reduced 76.12 6434970312 FL 34145 High-Rise Condo Secondary Purchase Rapid 75.00 6435999948 CA 94949 Single Family Primary Purchase Rapid 80.00 6440861711 CA 94066 Single Family Primary Purchase Rapid 80.00 6442003155 CA 92660 PUD Primary Refinance Rapid 39.28 6442148034 CA 94070 Single Family Primary Refinance Standard 80.00 6443398570 CA 94901 Single Family Primary Purchase Rapid 80.00 6443736670 GA 30305 Single Family Primary Purchase Rapid 80.00 6445744235 CA 94114 Condominium Primary Purchase Rapid 80.00 6448171964 CA 91103 Single Family Primary Refinance Standard 80.00 6449658597 IL 60035 Single Family Primary Refinance Rapid 64.51 6450771057 CA 94803 Single Family Primary Cash-out Refinance Standard 80.00 6453544006 NC 27927 PUD Secondary Refinance Standard 80.00 6454626109 CA 95678 Single Family Primary Refinance Reduced 79.61 6457575642 CA 94552 PUD Primary Purchase Reduced 80.00 6461580943 CA 94552 PUD Primary Purchase Rapid 77.10 6461713940 CA 94025 Single Family Primary Refinance Standard 80.00 6462640506 CA 95014 Single Family Primary Refinance Rapid 47.22 6464829040 CA 95014 Single Family Primary Cash-out Refinance Standard 61.84 6467737968 CA 94549 Single Family Primary Refinance Reduced 75.31 6468839946 CT 06896 Single Family Primary Purchase Rapid 80.00 6470864080 CO 80487 Single Family Secondary Refinance Standard 79.13 6473750096 CA 94010 Single Family Primary Refinance Rapid 73.88 6475831068 AZ 86336 Single Family Secondary Refinance Reduced 63.27 6476603185 CA 92118 Single Family Primary Cash-out Refinance Standard 49.73 6477245523 CA 92660 Condominium Primary Refinance Rapid 52.26 6479202969 CA 92881 Single Family Primary Cash-out Refinance Rapid 53.60 6482594543 CA 94070 Single Family Primary Cash-out Refinance Standard 70.00 6484312282 CA 90272 Single Family Primary Refinance Standard 68.49 6488018695 CA 94538 Single Family Primary Refinance Rapid 74.21 6488739738 CA 94010 Single Family Primary Purchase Rapid 36.36 6489271871 CA 90277 Condominium Primary Purchase Rapid 80.00 6490275937 CA 94588 Single Family Primary Refinance Reduced 77.75 6491884778 CA 94536 Single Family Primary Refinance Rapid 69.56 6493244260 CA 94957 Single Family Primary Cash-out Refinance Standard 31.94 6493883505 CA 91320 PUD Primary Purchase Reduced 70.00 6496145829 CA 90019 Single Family Primary Cash-out Refinance Standard 75.00 6497807641 CA 95008 Single Family Primary Refinance Rapid 80.00 6500647984 CA 94526 Single Family Primary Cash-out Refinance Rapid 48.95 6501534454 CA 94539 Single Family Primary Purchase Rapid 80.00 6503061209 MA 02129 Condominium Primary Purchase Standard 90.00 6503383371 SC 29036 Single Family Primary Cash-out Refinance Standard 48.78 6504055754 CA 95123 Single Family Primary Refinance Reduced 77.57 6504137966 CA 94588 Single Family Primary Purchase Standard 80.00 6504208064 CA 94087 Single Family Primary Purchase Rapid 80.00 6504672038 CO 80401 PUD Primary Refinance Reduced 56.12 6505283520 CA 95014 Single Family Primary Cash-out Refinance Reduced 53.95 6506513644 CA 94539 PUD Primary Refinance Rapid 65.66 6508675581 CA 94025 Single Family Investor Purchase Standard 51.02 6510465237 CA 91105 Single Family Primary Refinance Reduced 44.47 6511486513 CA 95070 Single Family Primary Refinance Standard 16.66 6511781848 CA 92648 Single Family Primary Purchase Standard 80.00 6513645843 CA 93427 Single Family Primary Purchase Rapid 79.99 6516218648 NJ 08247 Single Family Secondary Purchase Rapid 74.98 6517084742 CA 94555 PUD Primary Refinance Rapid 80.00 6517209505 CA 95014 Single Family Primary Refinance Standard 75.78 6518067894 CA 94107 Condominium Primary Cash-out Refinance Standard 56.62 6520829737 CA 95014 Single Family Primary Refinance Rapid 47.09 6521091790 FL 34134 Single Family Primary Refinance Reduced 67.51 6524644587 CA 94539 Single Family Primary Refinance Rapid 67.71 6525605389 CA 94080 PUD Primary Refinance Reduced 59.03 6525863749 CA 90064 Single Family Primary Purchase Rapid 77.41 6530114633 CA 94062 Single Family Primary Purchase Standard 35.04 6532193924 CA 94303 Single Family Primary Purchase Rapid 70.87 6532786149 CA 91362 Single Family Primary Purchase Rapid 80.00 6533114788 CA 92657 PUD Primary Refinance All Ready Home 58.57 6538184976 CA 94402 Single Family Primary Purchase Standard 79.91 6543359233 CA 94506 PUD Primary Purchase Standard 51.86 6543578188 NC 28216 PUD Primary Refinance Reduced 64.20 6543588625 WA 98040 Single Family Primary Refinance Reduced 52.13 6543642828 CA 93401 Single Family Secondary Purchase Rapid 80.00 6543737438 CA 90275 Single Family Primary Refinance Rapid 77.26 6545219302 CA 95035 Condominium Primary Purchase Rapid 80.00 6550946286 CA 94040 Single Family Primary Purchase Rapid 79.89 6551011726 CA 94117 Three Family Primary Cash-out Refinance Standard 39.03 6551546333 CA 94010 Single Family Primary Refinance Rapid 55.00 6553504660 CA 94602 Single Family Primary Purchase Standard 80.00 6553908655 CA 92591 PUD Secondary Purchase Rapid 80.00 6554159670 CA 95121 Single Family Primary Refinance Standard 73.91 6556932306 CT 06870 Single Family Primary Refinance Rapid 29.25 6558583461 CA 95136 Single Family Primary Refinance Reduced 61.73 6558621469 CA 94596 PUD Primary Purchase Rapid 80.00 6559099442 DC 20002 Single Family Primary Purchase Standard 80.00 6560836469 CA 91321 Single Family Primary Refinance Reduced 48.81 6561939619 IL 60045 Single Family Primary Purchase Reduced 88.23 6562153798 MD 20817 Single Family Primary Purchase Standard 70.00 6563860714 FL 33305 Condominium Primary Purchase Reduced 80.00 6564418025 CA 90732 Single Family Primary Purchase Rapid 80.00 6568839077 CA 94566 Single Family Primary Purchase Rapid 64.12 6569332684 CA 90035 Single Family Primary Refinance Rapid 53.12 6569661801 CA 94087 Single Family Primary Refinance Standard 78.17 6569793059 CA 94404 PUD Primary Refinance Standard 79.06 6570160520 WY 83014 Single Family Secondary Refinance Standard 80.00 6571548327 CA 90266 Single Family Primary Purchase Reduced 79.68 6573154694 NV 89451 Condominium Secondary Purchase Rapid 77.59 6575102725 CA 94506 PUD Primary Refinance Rapid 63.52 6575608143 CA 90266 Single Family Primary Refinance Rapid 66.66 6577222828 CA 95403 PUD Primary Cash-out Refinance Standard 32.83 6577540047 GA 30269 Single Family Primary Purchase Standard 90.00 6580842653 SC 29576 Single Family Primary Purchase Reduced 80.00 6585989426 CA 94925 Condominium Primary Purchase Rapid 79.79 6587468494 CA 94507 Single Family Investor Refinance Standard 69.56 6589406914 CA 93012 PUD Primary Purchase Standard 85.00 6591858201 CA 95030 Single Family Primary Refinance Standard 56.00 6594299171 CA 94118 Single Family Primary Refinance Rapid 69.04 6594575000 CA 94602 Single Family Primary Refinance Reduced 61.41 6594817741 CA 92660 PUD Primary Refinance Rapid 43.45 6596917705 CA 94038 Single Family Primary Refinance Standard 80.00 6598558150 CA 92677 PUD Primary Purchase Rapid 80.00 6603123727 CA 94024 Single Family Primary Refinance Rapid 68.27 6604402864 CA 95032 PUD Primary Refinance Rapid 68.96 6610484989 CA 92130 PUD Primary Purchase Standard 71.63 6611158244 CA 90068 Single Family Primary Refinance Standard 68.48 6612013133 CA 94523 Single Family Primary Refinance Rapid 80.00 6614179049 CA 92109 Condominium Primary Refinance Reduced 79.33 6616747041 CA 92673 PUD Primary Purchase Standard 79.85 6618221409 CA 94546 Single Family Primary Cash-out Refinance Reduced 72.25 6621108643 CA 94536 Single Family Primary Purchase Rapid 80.00 6621502951 CA 95062 Two Family Primary Purchase Standard 80.00 6621859187 CA 94127 Single Family Primary Refinance Rapid 66.42 6623983217 CA 95014 PUD Primary Refinance Rapid 58.34 6624158165 CA 95003 Single Family Secondary Refinance Reduced 53.29 6624485741 CA 90274 Single Family Primary Refinance Rapid 47.77 6625800898 CA 94583 PUD Primary Refinance Reduced 47.36 6626642125 CA 95120 Single Family Primary Refinance Reduced 54.70 6626707175 CA 95130 Single Family Primary Purchase Standard 80.00 6631406326 NC 28173 PUD Primary Purchase Rapid 70.66 6632145634 CA 94560 PUD Primary Purchase Standard 80.00 6634878265 CA 94539 PUD Primary Refinance Standard 78.28 6636201953 CA 95066 Single Family Primary Purchase Reduced 80.00 6639380176 CA 94553 Single Family Primary Cash-out Refinance Standard 57.17 6641067084 SC 29063 Single Family Primary Purchase Reduced 90.00 6645854784 CA 90732 Single Family Primary Refinance Standard 77.50 6646019064 CA 94901 PUD Primary Refinance Standard 37.77 6648032701 CA 92651 PUD Primary Refinance Rapid 26.26 6649154256 CA 94920 Single Family Primary Purchase Rapid 46.51 6649294854 CA 95124 Single Family Primary Refinance Rapid 75.43 6649305460 CA 95014 Single Family Primary Purchase Standard 54.00 6649816896 CA 94303 Single Family Primary Purchase Standard 55.30 6653141850 TN 38017 PUD Primary Purchase Reduced 78.89 6653791225 CA 92866 Single Family Primary Purchase Reduced 80.00 6654265716 CA 94563 Single Family Primary Cash-out Refinance Reduced 42.79 6654682019 CA 94044 Single Family Primary Purchase Rapid 79.37 6657084163 CA 94707 Single Family Primary Purchase Standard 79.25 6658115743 CA 94080 Single Family Primary Cash-out Refinance Reduced 69.80 6658377632 CA 93117 Single Family Primary Refinance Standard 80.00 6661107141 DC 20010 Single Family Primary Purchase Reduced 80.00 6662408225 CA 92078 Single Family Primary Purchase Standard 80.00 6666693327 CA 94122 Single Family Primary Cash-out Refinance Standard 57.33 6667553223 CA 94303 Single Family Primary Purchase Standard 95.00 6667784273 CO 80122 PUD Primary Purchase Rapid 80.00 6668681064 CO 80498 PUD Primary Purchase Rapid 80.00 6668865998 CA 94134 Single Family Primary Purchase Standard 80.00 6669493709 CA 94591 Single Family Primary Purchase Standard 79.99 6669836329 CA 94536 Single Family Primary Cash-out Refinance Rapid 74.44 6671284716 NY 11768 Single Family Primary Purchase Rapid 58.33 6675823261 CA 92867 PUD Primary Cash-out Refinance Reduced 70.85 6675852153 CA 95035 Single Family Primary Refinance Rapid 79.36 6677030576 NC 27614 PUD Primary Purchase Standard 95.00 6681007818 CA 91602 Single Family Primary Purchase Reduced 80.00 6684206748 CA 94954 Single Family Primary Cash-out Refinance Reduced 74.52 6684233171 WA 98112 Single Family Primary Cash-out Refinance Rapid 60.00 6685071216 CA 94925 Single Family Primary Refinance Reduced 57.04 6685917384 CA 95121 Single Family Primary Refinance Rapid 53.67 6687436821 CA 90623 Single Family Primary Purchase Standard 90.00 6691618224 IL 60614 Condominium Primary Refinance Reduced 73.10 6693624600 GA 30517 PUD Primary Purchase Standard 80.00 6695720950 CA 96143 Single Family Secondary Refinance Standard 74.72 6696146270 CA 92675 Single Family Primary Cash-out Refinance Standard 66.66 6698100101 CA 95409 Single Family Primary Purchase Standard 80.00 6698480115 CA 91103 Single Family Primary Refinance Standard 52.16 6702534972 VA 22066 Single Family Primary Cash-out Refinance Rapid 58.59 6704391751 GA 30350 PUD Primary Refinance Standard 60.25 6706112783 CA 94080 Single Family Primary Purchase Rapid 80.00 6712366852 CA 94133 Condominium Primary Purchase Standard 65.35 6714039515 CA 91006 Single Family Primary Purchase Standard 80.00 6715243017 GA 30506 PUD Primary Purchase Standard 79.79 6718244988 TX 78726 Single Family Primary Refinance Reduced 80.00 6719030345 CA 94109 Condominium Primary Purchase Rapid 80.00 6722921142 CA 94560 Single Family Primary Purchase Rapid 77.59 6724400038 CA 92782 PUD Primary Refinance Standard 55.25 6724901290 CA 95377 Single Family Primary Purchase Reduced 90.00 6727327568 AZ 85253 Single Family Primary Cash-out Refinance Rapid 21.87 6728113678 IL 60091 Single Family Primary Purchase Rapid 62.50 6731056690 CA 92009 Single Family Primary Refinance Reduced 74.42 6731191711 CA 95035 Single Family Primary Purchase Rapid 80.00 6732613580 CA 95006 Single Family Primary Refinance Reduced 70.13 6732790230 FL 33134 Single Family Secondary Purchase Standard 70.00 6733433210 CA 95403 Single Family Primary Refinance Rapid 78.43 6735071927 CA 94538 Single Family Primary Purchase Standard 95.00 6736372365 CA 95032 Single Family Primary Purchase Rapid 80.00 6736933430 CA 94558 Single Family Primary Purchase Rapid 80.00 6738546446 CA 95070 Single Family Primary Refinance Reduced 33.24 6739676457 CA 94070 Single Family Primary Purchase Rapid 70.42 6742228593 CA 90814 Single Family Primary Cash-out Refinance Rapid 80.00 6747156088 CA 92683 Single Family Primary Refinance Standard 82.22 6747182878 CA 92651 Single Family Primary Refinance Rapid 51.39 6747424023 CA 94598 Single Family Primary Refinance Rapid 47.81 6749455231 CA 90034 Single Family Primary Purchase Rapid 80.00 6751802114 CA 94521 Single Family Primary Purchase Rapid 61.07 6753746301 CA 95020 Single Family Primary Purchase Reduced 80.00 6754922455 CA 95126 Single Family Primary Refinance Reduced 69.56 6755059950 CA 95630 Single Family Primary Purchase Rapid 80.00 6758259581 VA 23185 Single Family Primary Purchase Standard 80.00 6762037544 CA 94539 PUD Primary Purchase Rapid 55.00 6762309026 CA 94618 PUD Primary Purchase Reduced 80.00 6763807176 CA 95136 Single Family Primary Purchase Rapid 78.78 6766438383 CA 94568 PUD Primary Refinance Standard 80.00 6768930205 CA 94506 PUD Primary Cash-out Refinance Rapid 55.75 6773804189 CA 91105 Single Family Primary Purchase Rapid 80.00 6774760893 CA 95051 Single Family Primary Purchase Rapid 80.00 6779335105 CA 95070 Single Family Primary Refinance Rapid 68.01 6780398811 CA 94025 Single Family Primary Purchase Rapid 71.94 6781243438 FL 33428 PUD Primary Purchase Standard 79.82 6781911810 CA 94404 Single Family Primary Refinance Rapid 80.00 6782247016 NY 11215 Single Family Primary Purchase Rapid 59.70 6782635574 CA 94110 Single Family Primary Refinance Reduced 55.38 6783511758 GA 30075 PUD Primary Purchase Rapid 79.99 6784093988 CA 91604 Single Family Primary Refinance Reduced 48.96 6790846734 CA 95003 Single Family Primary Purchase Standard 75.87 6790962671 SC 29401 Single Family Secondary Refinance Reduced 57.03 6791412767 CA 94555 Single Family Primary Purchase Rapid 80.00 6791979062 CA 94107 High-Rise Condo Primary Purchase Rapid 80.00 6792731116 CA 94087 Single Family Primary Refinance Rapid 78.43 6793514271 IL 60015 Single Family Primary Refinance Rapid 74.89 6797885420 MD 21056 Single Family Primary Cash-out Refinance Reduced 60.26 6798552201 CA 95130 Single Family Primary Refinance Rapid 80.00 6799781437 CA 90278 Condominium Primary Purchase Standard 80.00 6800853316 IL 60048 Single Family Primary Refinance Rapid 64.54 6805471833 CA 92130 PUD Primary Refinance Rapid 76.02 6807307365 CA 94024 Single Family Primary Refinance Reduced 21.84 6810002730 CA 95117 Single Family Primary Cash-out Refinance Rapid 60.48 6810388683 CA 94587 Single Family Primary Cash-out Refinance Standard 73.81 6815848368 CA 95124 Single Family Primary Cash-out Refinance Standard 80.00 6816004045 CA 94941 Single Family Primary Cash-out Refinance Standard 48.30 6817358242 GA 30269 PUD Primary Purchase Rapid 80.00 6817859991 CA 95123 Single Family Primary Cash-out Refinance Rapid 52.80 6818278118 CA 93924 Single Family Primary Cash-out Refinance Standard 66.66 6820824016 CA 94080 Single Family Primary Purchase Standard 80.00 6821090419 CA 94550 Single Family Primary Purchase Rapid 69.99 6821176416 CA 94061 Single Family Primary Cash-out Refinance Standard 48.14 6825452086 CA 92008 PUD Primary Purchase Standard 90.00 6828613890 CA 92019 PUD Primary Purchase Standard 80.00 6829741039 FL 32210 Single Family Primary Purchase Reduced 75.30 6830308323 CA 94603 Single Family Primary Cash-out Refinance Reduced 26.49 6830526262 CA 92782 Condominium Primary Purchase Standard 80.00 6836039328 CA 95125 Single Family Investor Purchase Standard 62.68 6836956158 CA 95129 Single Family Primary Refinance Rapid 69.44 6840301912 CA 92660 PUD Primary Refinance Rapid 47.41 6841422949 CA 94539 Single Family Primary Refinance Rapid 78.27 6844688025 CA 94062 Single Family Primary Refinance Rapid 16.23 6844766318 CA 95051 Single Family Primary Purchase Rapid 79.99 6845281085 FL 33067 Single Family Primary Purchase Reduced 80.00 6848018245 CA 92131 PUD Primary Purchase Rapid 80.00 6848884323 CA 92130 PUD Primary Refinance Reduced 62.41 6851504420 CA 94550 Single Family Primary Refinance Standard 76.44 6852132288 CA 90403 Condominium Primary Purchase Rapid 80.00 6852792792 CA 95070 Single Family Primary Refinance Rapid 62.33 6853049218 CA 94501 Single Family Primary Purchase Standard 80.00 6853909965 FL 33308 High-Rise Condo Secondary Cash-out Refinance Rapid 40.72 6854904056 NJ 08809 Single Family Primary Cash-out Refinance Standard 79.54 6854917959 DC 20003 Single Family Primary Refinance Reduced 55.89 6855014236 WA 98034 Single Family Primary Purchase Standard 80.00 6858501825 CO 80424 Condominium Secondary Purchase Rapid 80.00 6860714143 CA 94558 Single Family Primary Cash-out Refinance Reduced 52.55 6862462469 CA 94538 PUD Primary Purchase Rapid 80.00 6862545685 DC 20015 Single Family Primary Purchase Reduced 80.00 6863645096 CA 94526 Single Family Primary Purchase Standard 80.00 6864192312 CA 94104 Condominium Primary Purchase Standard 89.77 6864434169 CA 94403 Single Family Primary Purchase Rapid 80.00 6864848517 CA 92128 PUD Primary Cash-out Refinance Standard 71.69 6866013003 IL 60614 Condominium Primary Refinance Standard 69.14 6872507873 CA 94541 PUD Primary Purchase Standard 73.68 6874085381 CA 94925 Single Family Primary Purchase Rapid 80.00 6877820537 CA 92705 Single Family Primary Refinance Rapid 80.00 6878209441 DC 20007 Single Family Primary Refinance Rapid 75.00 6879148978 CA 95138 PUD Primary Refinance Standard 39.37 6884190338 CA 90066 Single Family Primary Cash-out Refinance Rapid 80.00 6884446995 CA 94704 Single Family Primary Purchase Rapid 79.20 6884516912 CA 94566 PUD Primary Purchase Rapid 80.00 6885496619 CA 90049 Single Family Primary Cash-out Refinance Standard 70.00 6887552724 CA 94110 Two Family Primary Purchase Standard 70.68 6887694005 KS 66216 Single Family Primary Refinance Standard 78.19 6894174892 CA 94112 Single Family Primary Purchase Rapid 80.00 6895166350 CA 90045 Single Family Primary Purchase Reduced 80.00 6896273932 CA 94110 Single Family Primary Purchase Reduced 80.00 6904345474 CA 95124 PUD Primary Cash-out Refinance Rapid 63.07 6905078934 CA 94025 Single Family Primary Refinance All Ready Home 42.20 6905113681 CA 95076 Single Family Primary Refinance Reduced 23.83 6905282890 CA 94925 Single Family Primary Purchase Rapid 80.00 6906327132 CA 94539 Single Family Primary Purchase Rapid 79.92 6911659461 CA 95746 PUD Primary Refinance Rapid 71.42 6911815246 GA 30097 PUD Primary Refinance Reduced 80.00 6912561344 CA 94544 Single Family Primary Purchase Standard 95.00 6912844211 CA 94044 Single Family Primary Purchase Reduced 80.00 6914879611 CA 91006 Single Family Primary Refinance Reduced 56.18 6917125376 CA 94960 Single Family Primary Purchase Standard 80.00 6921755416 CA 94087 Single Family Primary Purchase Reduced 80.00 6923381161 CA 94544 PUD Primary Purchase Standard 80.00 6924107482 CA 95125 Single Family Primary Refinance Rapid 78.32 6924812842 AZ 85718 PUD Primary Refinance Reduced 58.83 6925291558 MA 02478 Single Family Primary Purchase Rapid 80.00 6929736061 CA 91107 Single Family Primary Purchase Reduced 63.20 6930866097 CA 91362 Single Family Primary Refinance Standard 80.00 6931171281 CA 90703 Single Family Primary Purchase Rapid 94.98 6931857558 CA 94596 Single Family Primary Purchase Rapid 80.00 6933772029 CA 95135 Single Family Primary Refinance Rapid 64.73 6934617686 CA 94531 Single Family Primary Cash-out Refinance Standard 75.29 6935519691 CA 92867 PUD Primary Refinance Rapid 71.37 6938905210 CA 94022 Single Family Primary Refinance Rapid 16.55 6940023986 CA 94301 Single Family Primary Refinance All Ready Home 54.74 6943688496 CA 94563 Single Family Primary Purchase Standard 80.00 6944482279 CA 95070 Single Family Primary Refinance Rapid 57.50 6947469034 CA 92008 PUD Primary Cash-out Refinance Rapid 79.00 6948719676 CA 90266 Single Family Primary Refinance Rapid 78.63 6949206970 CA 93953 Single Family Primary Refinance Reduced 21.42 6949990425 CA 94080 Single Family Primary Purchase Standard 80.00 6950606902 CO 80220 Single Family Primary Refinance Reduced 73.71 6951050365 GA 30338 PUD Primary Refinance Reduced 52.44 6952153184 CA 94118 Single Family Primary Purchase Standard 75.00 6960886767 CA 94536 PUD Primary Refinance Rapid 80.00 6962621832 AZ 86322 PUD Primary Purchase Reduced 80.00 6963157042 CA 91007 Single Family Primary Refinance Rapid 80.00 6963757742 CA 94536 Condominium Primary Purchase Standard 89.97 6965158360 MN 55347 Single Family Primary Cash-out Refinance Rapid 76.19 6966328897 SC 29464 PUD Primary Purchase Reduced 80.00 6968275005 CA 92612 PUD Primary Refinance Rapid 62.50 6972713967 CA 94506 PUD Primary Refinance Rapid 77.00 6972920877 CA 94549 Single Family Primary Refinance Reduced 57.94 6973413161 CO 81435 PUD Secondary Refinance Standard 25.97 6976468832 CO 80129 PUD Primary Refinance Rapid 78.54 6978448246 CA 91302 Single Family Primary Refinance Reduced 36.73 6978561444 CA 95066 Single Family Primary Purchase Reduced 76.88 6978863378 MN 55359 Single Family Primary Purchase Standard 79.99 6981733444 CA 90254 Single Family Primary Purchase Standard 80.00 6981847418 CO 80111 PUD Primary Purchase Standard 65.00 6982664655 CA 94002 Single Family Primary Purchase Rapid 80.00 6983044493 FL 32082 Single Family Primary Refinance Standard 39.52 6983477503 CA 94558 Single Family Investor Refinance Standard 71.76 6987163570 MO 63124 Single Family Primary Purchase Reduced 27.02 6988365018 CO 80218 Single Family Primary Refinance Rapid 26.92 6988517519 CA 92705 Single Family Primary Purchase Rapid 61.40 6990250778 CA 95120 Single Family Primary Refinance Reduced 59.94 6991938652 CA 94555 PUD Primary Purchase Rapid 80.00 6993191706 FL 34108 PUD Secondary Purchase Rapid 70.00 6994808662 CA 94080 PUD Primary Refinance Rapid 64.43 6999247825 CA 92663 Single Family Primary Refinance Reduced 68.43 7016016177 GA 30005 PUD Primary Purchase Standard 79.87 7016022019 VA 22203 Townhouse Primary Cash-out Refinance Rapid 77.36 7016022407 CA 92657 PUD Primary Refinance Reduced 50.62 7016023017 CA 92646 PUD Primary Refinance Reduced 63.01 7016039815 CA 92663 Single Family Primary Cash-out Refinance Standard 27.33 7016040847 VA 22182 PUD Primary Refinance Standard 67.95 7016041357 NC 28210 Single Family Primary Purchase Reduced 79.55 7016042942 CA 92606 PUD Primary Refinance Standard 61.76 BANK OF AMERICA MORTGAGE BOAMS 2002-H GROUP 1: 5/1 LIBOR MORTGAGE SCHEDULE (Table Continued) LOAN NOTE ORIGINAL 1ST PAYMENT MATURITY ORIGINAL MONTHLY CURRENT REMAINING NUMBER RATE PB DATE DATE TERM P&I DUE DATE TERM -------------------------------------------------------------------------------------------------------------------------------- 6002677612 6.250 413,286 20020801 20320701 360 2,544.68 20020801 360 6003925051 5.875 442,500 20020801 20320701 360 2,617.56 20020801 360 6004345416 6.000 428,000 20020801 20320701 360 2,566.08 20020801 360 6005132888 5.750 750,000 20020801 20320701 360 4,376.80 20020801 360 6005931701 6.250 308,000 20020801 20320701 360 1,896.41 20020801 360 6010962741 6.000 492,000 20020801 20320701 360 2,949.79 20020801 360 6011589980 6.000 628,000 20020801 20320701 360 3,765.18 20020801 360 6012761026 6.250 425,000 20020801 20320701 360 2,616.80 20020801 360 6015293316 6.000 481,440 20020801 20320701 360 2,886.48 20020801 360 6015682336 5.750 632,000 20020801 20320701 360 3,688.19 20020801 360 6016880186 5.875 310,000 20020701 20320601 360 1,833.77 20020801 359 6019364725 6.125 340,000 20020701 20320601 360 2,065.88 20020801 359 6019602660 6.375 573,700 20020801 20320701 360 3,579.15 20020801 360 6021656761 6.000 555,000 20020701 20320601 360 3,327.51 20020701 359 6022250572 6.375 447,626 20020801 20320701 360 2,792.61 20020801 360 6026539053 6.875 731,250 20020801 20320701 360 4,803.80 20020801 360 6026650439 5.625 580,000 20020801 20320701 360 3,338.81 20020801 360 6027541280 6.125 472,000 20020801 20320701 360 2,867.93 20020801 360 6031483800 6.000 464,000 20020801 20320701 360 2,781.92 20020801 360 6032767193 6.125 413,600 20020801 20320701 360 2,513.08 20020801 360 6033638625 5.875 569,200 20020801 20320701 360 3,367.04 20020801 360 6034731536 5.875 623,000 20020801 20320701 360 3,685.29 20020801 360 6036905286 6.375 468,000 20020801 20320701 360 2,919.72 20020801 360 6037967715 6.250 575,000 20020801 20320701 360 3,540.38 20020801 360 6041264182 6.250 554,000 20020701 20320601 360 3,411.08 20020701 359 6043884565 6.125 510,000 20020801 20320701 360 3,098.82 20020801 360 6044284377 6.000 583,200 20020801 20320701 360 3,496.58 20020801 360 6045208805 6.000 1,000,000 20020801 20320701 360 5,995.51 20020801 360 6045324578 6.000 945,450 20020801 20320701 360 5,668.46 20020801 360 6054175390 5.875 830,550 20020801 20320701 360 4,913.02 20020801 360 6055361551 6.125 672,000 20020801 20320701 360 4,083.15 20020801 360 6056462739 6.250 328,000 20020801 20320701 360 2,019.56 20020801 360 6056536037 6.125 1,000,000 20020701 20320601 360 6,076.11 20020701 359 6057191519 6.125 399,200 20020701 20320601 360 2,425.59 20020701 359 6058205664 6.250 643,000 20020801 20320701 360 3,959.07 20020801 360 6058299162 5.500 737,000 20020801 20320701 360 4,184.61 20020801 360 6058951077 6.000 438,000 20020801 20320701 360 2,626.04 20020801 360 6062448862 5.875 710,000 20020701 20320601 360 4,199.92 20020701 359 6065213834 6.125 495,000 20020801 20320701 360 3,007.68 20020801 360 6066975357 5.875 593,500 20020801 20320701 360 3,510.78 20020801 360 6068129508 6.000 729,000 20020801 20320701 360 4,370.73 20020801 360 6068902185 5.750 544,000 20020801 20320701 360 3,174.64 20020801 360 6070791154 6.000 603,000 20020801 20320701 360 3,615.29 20020801 360 6072291997 6.000 352,000 20020801 20320701 360 2,110.42 20020801 360 6072349779 6.125 997,000 20020801 20320701 360 6,057.88 20020801 360 6073090109 6.000 684,000 20020801 20320701 360 4,100.93 20020801 360 6073478049 5.875 340,000 20020801 20320701 360 2,011.23 20020801 360 6075702727 6.250 750,000 20020801 20320701 360 4,617.88 20020801 360 6075839925 5.875 364,800 20020801 20320701 360 2,157.93 20020801 360 6076918041 6.250 625,000 20020701 20320601 360 3,848.24 20020701 359 6078605794 6.000 403,000 20020801 20320701 360 2,416.19 20020801 360 6080254474 6.250 609,000 20020701 20320601 360 3,749.72 20020701 359 6080488239 5.875 535,000 20020801 20320701 360 3,164.73 20020801 360 6080548461 6.000 550,000 20020801 20320701 360 3,297.53 20020801 360 6084885240 5.750 367,000 20020801 20320701 360 2,141.72 20020801 360 6085673009 5.875 356,000 20020801 20320701 360 2,105.88 20020801 360 6085779343 5.875 389,600 20020801 20320701 360 2,304.64 20020801 360 6086358428 6.125 575,000 20020801 20320701 360 3,493.77 20020801 360 6087984875 5.625 515,000 20020801 20320701 360 2,964.64 20020801 360 6093024294 6.125 361,600 20020801 20320701 360 2,197.12 20020801 360 6093363304 6.250 718,000 20020801 20320701 360 4,420.85 20020801 360 6094928279 6.125 410,000 20020801 20320701 360 2,491.21 20020801 360 6095051949 6.125 509,000 20020701 20320601 360 3,092.74 20020701 359 6095056385 6.125 484,000 20020801 20320701 360 2,940.84 20020801 360 6095607823 6.000 480,000 20020801 20320701 360 2,877.85 20020801 360 6096858045 6.250 600,000 20020701 20320601 360 3,694.31 20020701 359 6099191196 6.375 614,000 20020801 20320701 360 3,830.57 20020801 360 6099708163 6.000 492,000 20020801 20320701 360 2,949.79 20020801 360 6100709598 5.875 600,000 20020801 20320701 360 3,549.23 20020801 360 6102598676 6.250 404,000 20020801 20320701 360 2,487.50 20020801 360 6103819519 6.000 750,000 20020801 20320701 360 4,496.63 20020801 360 6105457433 6.375 332,000 20020801 20320701 360 2,071.25 20020801 360 6106489781 6.125 345,600 20020701 20320601 360 2,099.91 20020701 359 6106713875 6.375 336,000 20020801 20320701 360 2,096.21 20020801 360 6106896357 6.625 467,600 20020801 20320701 360 2,994.10 20020801 360 6107604214 5.875 631,200 20020801 20320701 360 3,733.79 20020801 360 6117063799 5.375 416,000 20020801 20320701 360 2,329.49 20020801 360 6118230603 6.125 620,000 20020701 20320601 360 3,767.19 20020801 359 6119045166 6.375 570,000 20020701 20320601 360 3,556.06 20020701 359 6119286034 6.500 436,000 20020701 20320601 360 2,755.82 20020701 359 6121118076 5.750 373,250 20020801 20320701 360 2,178.19 20020801 360 6123537141 6.250 750,000 20020801 20320701 360 4,617.88 20020801 360 6125574142 5.750 700,000 20020801 20320701 360 4,085.02 20020801 360 6127833280 6.000 750,000 20020701 20320601 360 4,496.63 20020701 359 6128526156 5.875 570,000 20020801 20320701 360 3,371.77 20020801 360 6130526822 6.125 1,000,000 20020801 20320701 360 6,076.11 20020801 360 6132132736 5.750 770,000 20020801 20320701 360 4,493.52 20020801 360 6132685634 6.375 463,686 20020801 20320701 360 2,892.80 20020801 360 6135825765 6.000 347,225 20020801 20320701 360 2,081.79 20020801 360 6135830831 5.625 400,000 20020801 20320701 360 2,302.63 20020801 360 6139589458 6.250 395,000 20020801 20320701 360 2,432.09 20020801 360 6140056158 6.000 595,000 20020701 20320601 360 3,567.33 20020701 359 6140365880 6.000 432,000 20020801 20320701 360 2,590.06 20020801 360 6140657559 5.750 356,000 20020801 20320701 360 2,077.52 20020801 360 6141142973 5.875 664,000 20020801 20320701 360 3,927.82 20020801 360 6149341916 6.250 510,000 20020701 20320601 360 3,140.16 20020701 359 6151367585 6.000 576,000 20020801 20320701 360 3,453.42 20020801 360 6151592521 6.500 314,000 20020801 20320701 360 1,984.70 20020801 360 6154251463 5.875 337,000 20020801 20170701 180 2,821.09 20020801 180 6155383968 5.750 550,000 20020801 20320701 360 3,209.66 20020801 360 6157043727 6.000 510,000 20020801 20320701 360 3,057.71 20020801 360 6157122091 5.875 399,000 20020801 20320701 360 2,360.24 20020801 360 6158557022 6.500 900,000 20020801 20320701 360 5,688.62 20020801 360 6160093719 5.750 395,000 20020801 20320701 360 2,305.12 20020801 360 6160703101 6.125 400,000 20020801 20320701 360 2,430.45 20020801 360 6161446502 6.000 313,500 20020701 20320601 360 1,879.60 20020701 359 6162091380 6.250 750,000 20020801 20320701 360 4,617.88 20020801 360 6163023135 5.875 470,000 20020801 20320701 360 2,780.23 20020801 360 6164054808 6.125 659,000 20020801 20320701 360 4,004.16 20020801 360 6166645751 6.000 384,000 20020801 20320701 360 2,302.28 20020801 360 6167616181 6.500 540,000 20020801 20320701 360 3,413.17 20020801 360 6169187157 6.125 510,000 20020801 20320701 360 3,098.82 20020801 360 6171273284 6.000 417,500 20020801 20320701 360 2,503.13 20020801 360 6175993226 6.250 360,000 20020701 20320601 360 2,216.59 20020701 359 6179204588 6.000 321,000 20020801 20320701 360 1,924.56 20020801 360 6180452846 5.875 378,100 20020801 20320701 360 2,236.61 20020801 360 6181486454 6.250 498,000 20020701 20320601 360 3,066.28 20020701 359 6181604288 5.875 748,000 20020801 20320701 360 4,424.71 20020801 360 6183512067 6.250 350,000 20020701 20320601 360 2,155.02 20020701 359 6184337126 6.500 311,125 20020801 20320701 360 1,966.53 20020801 360 6185579320 6.000 475,000 20020801 20320701 360 2,847.87 20020801 360 6187554362 6.250 950,000 20020701 20320601 360 5,849.32 20020701 359 6190959723 5.875 471,000 20020801 20320701 360 2,786.15 20020801 360 6194301351 5.875 350,000 20020801 20320701 360 2,070.39 20020801 360 6195549339 6.000 404,000 20020701 20320601 360 2,422.19 20020701 359 6195663882 6.000 495,036 20020701 20320601 360 2,968.00 20020701 359 6196195397 6.875 525,000 20020801 20320701 360 3,448.88 20020801 360 6196670597 6.250 400,000 20020801 20320701 360 2,462.87 20020801 360 6199164119 6.250 312,456 20020801 20320701 360 1,923.85 20020801 360 6202339955 6.000 597,000 20020801 20320701 360 3,579.32 20020801 360 6203399065 6.125 350,000 20020801 20320701 360 2,126.64 20020801 360 6203459422 6.250 397,600 20020801 20320701 360 2,448.10 20020801 360 6204005273 6.125 452,000 20020801 20320701 360 2,746.40 20020801 360 6204557893 6.000 935,650 20020801 20320701 360 5,609.70 20020801 360 6206471655 6.375 360,000 20020801 20320701 360 2,245.94 20020801 360 6206750009 6.125 373,600 20020801 20320701 360 2,270.04 20020801 360 6207217131 6.000 537,937 20020801 20320701 360 3,225.21 20020801 360 6211024093 6.000 600,000 20020701 20320601 360 3,597.31 20020701 359 6212861600 5.875 355,600 20020801 20320701 360 2,103.51 20020801 360 6217811741 5.500 412,000 20020801 20320701 360 2,339.30 20020801 360 6220326158 5.875 440,000 20020701 20320601 360 2,602.77 20020701 359 6220461088 6.250 392,800 20020801 20320701 360 2,418.54 20020801 360 6222060912 6.125 945,000 20020801 20320701 360 5,741.92 20020801 360 6227144695 6.000 392,000 20020801 20320701 360 2,350.24 20020801 360 6230840032 5.875 710,000 20020801 20320701 360 4,199.92 20020801 360 6231295483 6.000 340,000 20020801 20320701 360 2,038.48 20020801 360 6233880951 6.250 382,800 20020701 20320601 360 2,356.97 20020701 359 6237921272 6.250 467,275 20020701 20320601 360 2,877.10 20020701 359 6238513805 5.750 424,000 20020801 20320701 360 2,474.35 20020801 360 6241563367 5.875 365,000 20020801 20320701 360 2,159.12 20020801 360 6249987170 6.375 735,000 20020801 20320701 360 4,585.45 20020801 360 6251453046 6.250 395,950 20020801 20320701 360 2,437.94 20020801 360 6253665480 5.750 588,000 20020801 20320701 360 3,431.41 20020801 360 6253798596 6.375 320,000 20020801 20320701 360 1,996.39 20020801 360 6257553088 5.875 600,000 20020801 20320701 360 3,549.23 20020801 360 6257917259 5.875 360,000 20020801 20320701 360 2,129.54 20020801 360 6258815635 5.625 324,800 20020801 20320701 360 1,869.74 20020801 360 6259502604 6.000 512,000 20020801 20320701 360 3,069.70 20020801 360 6260456634 5.750 564,000 20020801 20320701 360 3,291.36 20020801 360 6262333906 6.625 456,000 20020801 20320701 360 2,919.82 20020801 360 6262439208 6.500 896,000 20020801 20320701 360 5,663.33 20020801 360 6262954198 6.250 376,000 20020801 20320701 360 2,315.10 20020801 360 6262980318 6.000 385,000 20020801 20320701 360 2,308.27 20020801 360 6263861277 6.000 352,000 20020801 20320701 360 2,110.42 20020801 360 6264248581 6.250 495,000 20020701 20320601 360 3,047.81 20020701 359 6264923597 6.125 500,000 20020801 20320701 360 3,038.06 20020801 360 6265969706 5.875 570,000 20020801 20320701 360 3,371.77 20020801 360 6266751665 6.000 368,000 20020801 20320701 360 2,206.35 20020801 360 6266927075 6.125 475,000 20020701 20320601 360 2,886.15 20020701 359 6268485734 6.000 700,000 20020701 20320601 360 4,196.86 20020701 359 6269136732 6.125 350,000 20020801 20320701 360 2,126.64 20020801 360 6270585117 6.375 345,000 20020801 20320701 360 2,152.36 20020801 360 6271918267 6.000 460,000 20020801 20320701 360 2,757.94 20020801 360 6273559978 6.250 560,000 20020801 20320701 360 3,448.02 20020801 360 6276693642 5.625 600,000 20020801 20320701 360 3,453.94 20020801 360 6276750681 5.875 850,000 20020801 20320701 360 5,028.08 20020801 360 6277257249 6.125 320,000 20020801 20320701 360 1,944.36 20020801 360 6277826357 6.000 330,000 20020801 20320701 360 1,978.52 20020801 360 6279396011 6.000 320,000 20020801 20320701 360 1,918.57 20020801 360 6279562513 6.500 359,600 20020801 20320701 360 2,272.92 20020801 360 6280220127 6.250 426,000 20020701 20320601 360 2,622.96 20020701 359 6281202074 6.500 380,000 20020801 20320701 360 2,401.86 20020801 360 6281392156 6.125 348,000 20020701 20320601 360 2,114.49 20020701 359 6282948980 6.375 472,000 20020701 20320601 360 2,944.67 20020801 359 6282969929 6.000 391,200 20020801 20320701 360 2,345.45 20020801 360 6285246093 5.500 352,700 20020801 20320701 360 2,002.60 20020801 360 6285826837 6.250 785,000 20020801 20320701 360 4,833.39 20020801 360 6289480003 6.250 391,400 20020801 20320701 360 2,409.92 20020801 360 6291456439 6.500 349,200 20020701 20320601 360 2,207.19 20020701 359 6294262982 6.125 411,900 20020701 20320601 360 2,502.75 20020701 359 6294787723 6.000 1,000,000 20020801 20320701 360 5,995.51 20020801 360 6295342940 5.875 380,000 20020701 20320601 360 2,247.85 20020701 359 6296814160 6.000 457,600 20020801 20320701 360 2,743.55 20020801 360 6300619589 6.500 584,000 20020701 20320601 360 3,691.28 20020701 359 6302012981 6.375 735,000 20020801 20320701 360 4,585.45 20020801 360 6302595431 6.000 508,000 20020801 20320701 360 3,045.72 20020801 360 6306093441 5.875 831,750 20020801 20320701 360 4,920.12 20020801 360 6306913200 6.125 404,900 20020701 20320601 360 2,460.22 20020701 359 6309202569 6.250 508,000 20020801 20320701 360 3,127.85 20020801 360 6309793088 5.625 333,000 20020801 20320701 360 1,916.94 20020801 360 6310723546 6.250 396,000 20020801 20320701 360 2,438.25 20020801 360 6310935959 5.750 400,000 20020801 20320701 360 2,334.30 20020801 360 6318059802 6.375 700,000 20020801 20320701 360 4,367.09 20020801 360 6321439504 6.250 516,000 20020801 20320701 360 3,177.11 20020801 360 6321964402 6.000 328,500 20020801 20320701 360 1,969.53 20020801 360 6322760098 6.125 450,000 20020801 20320701 360 2,734.25 20020801 360 6325561196 5.750 750,000 20020801 20320701 360 4,376.80 20020801 360 6326085211 6.000 612,400 20020701 20320601 360 3,671.65 20020701 359 6326095178 6.000 500,000 20020801 20320701 360 2,997.76 20020801 360 6326541262 6.125 504,000 20020701 20320601 360 3,062.36 20020701 359 6328762718 6.125 467,400 20020801 20320701 360 2,839.98 20020801 360 6335001977 6.250 313,500 20020801 20320701 360 1,930.28 20020801 360 6335333370 6.375 368,500 20020701 20320601 360 2,298.97 20020801 359 6335646185 6.125 320,000 20020801 20320701 360 1,944.36 20020801 360 6335829799 5.875 447,000 20020801 20320701 360 2,644.18 20020801 360 6336026742 6.000 519,000 20020801 20320701 360 3,111.67 20020801 360 6336139685 6.375 928,000 20020801 20320701 360 5,789.52 20020801 360 6336580698 6.000 528,000 20020801 20320701 360 3,165.63 20020801 360 6336584351 6.250 500,000 20020801 20320701 360 3,078.59 20020801 360 6338607382 6.250 580,000 20020801 20320701 360 3,571.16 20020801 360 6342216725 5.875 648,000 20020801 20320701 360 3,833.17 20020801 360 6346889816 6.500 742,000 20020801 20320701 360 4,689.95 20020801 360 6346994277 4.875 500,000 20020801 20320701 360 2,646.05 20020801 360 6347181700 6.375 351,920 20020801 20320701 360 2,195.53 20020801 360 6352654088 6.000 531,200 20020801 20320701 360 3,184.82 20020801 360 6354309129 6.250 500,000 20020801 20320701 360 3,078.59 20020801 360 6354788538 6.250 369,500 20020801 20320701 360 2,275.08 20020901 360 6355855096 6.375 580,200 20020801 20320701 360 3,619.70 20020801 360 6356030277 6.250 382,400 20020701 20320601 360 2,354.51 20020701 359 6357838561 6.000 994,000 20020801 20320701 360 5,959.54 20020801 360 6359029789 6.000 368,000 20020701 20320601 360 2,206.35 20020701 359 6359582258 6.000 325,000 20020801 20320701 360 1,948.54 20020801 360 6359969745 6.000 370,000 20020801 20320701 360 2,218.34 20020801 360 6360116328 6.125 400,000 20020701 20320601 360 2,430.45 20020701 359 6362763770 6.000 894,000 20020801 20320701 360 5,359.99 20020801 360 6365816823 5.750 742,000 20020801 20320701 360 4,330.12 20020801 360 6368148182 6.500 448,000 20020701 20320601 360 2,831.67 20020701 359 6368817125 5.875 584,200 20020801 20320701 360 3,455.77 20020801 360 6368819287 6.000 344,000 20020801 20320701 360 2,062.46 20020801 360 6370612282 6.125 586,000 20020801 20320701 360 3,560.60 20020801 360 6370919638 6.375 580,000 20020801 20320701 360 3,618.45 20020801 360 6371237923 6.375 440,000 20020801 20320701 360 2,745.03 20020801 360 6372342169 6.125 329,567 20020801 20320701 360 2,002.49 20020801 360 6375893457 5.875 650,000 20020801 20320701 360 3,845.00 20020801 360 6377584229 6.125 430,000 20020701 20320601 360 2,612.73 20020701 359 6378806985 6.125 358,000 20020801 20320701 360 2,175.25 20020801 360 6379971879 6.000 342,300 20020801 20320701 360 2,052.27 20020801 360 6380048386 6.750 488,000 20020701 20320601 360 3,165.16 20020801 359 6380581725 6.000 700,000 20020801 20320701 360 4,196.86 20020801 360 6380937067 6.250 440,000 20020701 20320601 360 2,709.16 20020701 359 6381095923 6.375 345,000 20020701 20320601 360 2,152.36 20020701 359 6381623526 5.750 400,000 20020801 20320701 360 2,334.30 20020801 360 6384016173 5.875 425,000 20020701 20320601 360 2,514.04 20020701 359 6385302010 6.250 500,000 20020701 20320601 360 3,078.59 20020701 359 6389300580 5.875 778,000 20020801 20320701 360 4,602.17 20020801 360 6390502547 6.250 1,000,000 20020801 20320701 360 6,157.18 20020801 360 6393843880 6.375 472,000 20020801 20320701 360 2,944.67 20020801 360 6394128372 6.500 615,200 20020701 20320601 360 3,888.49 20020701 359 6397043271 6.125 633,600 20020801 20320701 360 3,849.83 20020801 360 6399710356 6.125 400,000 20020801 20170701 180 3,402.50 20020801 180 6399970976 6.375 373,800 20020701 20320601 360 2,332.03 20020701 359 6400314297 5.875 448,000 20020801 20320701 360 2,650.09 20020801 360 6401018491 5.875 362,400 20020701 20320601 360 2,143.74 20020701 359 6404499748 5.875 612,000 20020701 20320601 360 3,620.22 20020701 359 6404695386 6.125 800,000 20020801 20320701 360 4,860.89 20020801 360 6406498763 6.000 615,000 20020701 20320601 360 3,687.24 20020701 359 6410486572 6.125 955,000 20020801 20320701 360 5,802.69 20020801 360 6412101609 6.000 353,000 20020801 20320701 360 2,116.42 20020801 360 6413502029 6.000 459,600 20020801 20320701 360 2,755.54 20020801 360 6415663720 6.250 974,000 20020701 20320601 360 5,997.09 20020701 359 6415992046 5.875 479,900 20020801 20320701 360 2,838.79 20020801 360 6418439581 6.000 422,000 20020801 20320701 360 2,530.11 20020801 360 6420318336 6.625 356,000 20020701 20320601 360 2,279.51 20020701 359 6421295087 5.875 362,000 20020301 20320201 360 2,141.37 20020701 355 6422628682 6.125 500,000 20020801 20320701 360 3,038.06 20020801 360 6427401341 6.125 412,000 20020801 20320701 360 2,503.36 20020801 360 6427526196 5.875 560,000 20020801 20320701 360 3,312.62 20020801 360 6429971069 6.000 400,000 20020801 20320701 360 2,398.21 20020801 360 6431492708 5.750 336,000 20020801 20320701 360 1,960.81 20020801 360 6434040405 6.375 609,000 20020801 20320701 360 3,799.37 20020801 360 6434970312 6.000 513,750 20020801 20320701 360 3,080.20 20020801 360 6435999948 6.000 500,000 20020801 20320701 360 2,997.76 20020801 360 6440861711 6.000 464,000 20020801 20320701 360 2,781.92 20020801 360 6442003155 5.875 628,600 20020801 20320701 360 3,718.41 20020801 360 6442148034 6.375 880,000 20020701 20320601 360 5,490.06 20020701 359 6443398570 5.500 420,000 20020801 20320701 360 2,384.72 20020801 360 6443736670 6.000 960,000 20020701 20320601 360 5,755.69 20020701 359 6445744235 6.750 353,600 20020801 20320701 360 2,293.45 20020801 360 6448171964 6.000 568,000 20020801 20320701 360 3,405.45 20020801 360 6449658597 5.750 500,000 20020801 20320701 360 2,917.87 20020801 360 6450771057 6.250 392,000 20020801 20320701 360 2,413.62 20020801 360 6453544006 6.750 320,000 20020801 20320701 360 2,075.52 20020801 360 6454626109 6.000 310,500 20020801 20320701 360 1,861.61 20020801 360 6457575642 6.250 480,000 20020801 20320701 360 2,955.45 20020801 360 6461580943 5.875 480,000 20020801 20320701 360 2,839.39 20020801 360 6461713940 6.375 720,000 20020801 20320701 360 4,491.87 20020801 360 6462640506 6.000 850,000 20020801 20320701 360 5,096.18 20020801 360 6464829040 6.000 535,000 20020801 20320701 360 3,207.60 20020801 360 6467737968 6.000 482,000 20020801 20320701 360 2,889.84 20020801 360 6468839946 5.875 516,000 20020801 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359 6493883505 5.250 630,000 20020801 20320701 360 3,478.89 20020801 360 6496145829 6.000 412,500 20020801 20320701 360 2,473.15 20020801 360 6497807641 6.000 472,000 20020801 20320701 360 2,829.88 20020801 360 6500647984 6.000 350,000 20020801 20320701 360 2,098.43 20020801 360 6501534454 6.000 376,000 20020801 20320701 360 2,254.31 20020801 360 6503061209 6.000 340,200 20020801 20320701 360 2,039.68 20020801 360 6503383371 6.375 500,000 20020701 20320601 360 3,119.35 20020701 359 6504055754 6.625 332,000 20020701 20320601 360 2,125.84 20020701 359 6504137966 6.000 415,200 20020801 20320701 360 2,489.34 20020801 360 6504208064 5.750 674,400 20020801 20320701 360 3,935.62 20020801 360 6504672038 5.750 348,000 20020801 20320701 360 2,030.84 20020801 360 6505283520 6.250 375,000 20020701 20320601 360 2,308.94 20020701 359 6506513644 6.000 985,000 20020801 20320701 360 5,905.58 20020801 360 6508675581 6.375 550,000 20020801 20320701 360 3,431.29 20020801 360 6510465237 5.875 709,332 20020801 20320701 360 4,195.97 20020801 360 6511486513 6.375 1,000,000 20020801 20320701 360 6,238.70 20020801 360 6511781848 6.000 344,000 20020801 20320701 360 2,062.46 20020801 360 6513645843 6.375 333,980 20020701 20320601 360 2,083.61 20020701 359 6516218648 6.375 986,000 20020801 20320701 360 6,151.36 20020801 360 6517084742 5.875 476,000 20020801 20320701 360 2,815.72 20020801 360 6517209505 6.125 720,000 20020801 20320701 360 4,374.80 20020801 360 6518067894 5.875 325,000 20020801 20320701 360 1,922.50 20020801 360 6520829737 6.000 989,000 20020801 20320701 360 5,929.56 20020801 360 6521091790 5.875 418,591 20020801 20320701 360 2,476.13 20020801 360 6524644587 6.000 474,000 20020801 20320701 360 2,841.87 20020801 360 6525605389 5.875 487,000 20020801 20320701 360 2,880.79 20020801 360 6525863749 6.000 360,000 20020801 20320701 360 2,158.39 20020801 360 6530114633 5.875 650,000 20020801 20320701 360 3,845.00 20020801 360 6532193924 6.000 460,000 20020801 20320701 360 2,757.94 20020801 360 6532786149 6.250 404,000 20020801 20320701 360 2,487.50 20020801 360 6533114788 6.000 515,500 20020801 20320701 360 3,090.69 20020801 360 6538184976 5.875 471,480 20020801 20320701 360 2,788.99 20020801 360 6543359233 6.000 625,000 20020801 20320701 360 3,747.20 20020801 360 6543578188 5.750 542,500 20020701 20320601 360 3,165.89 20020701 359 6543588625 5.750 336,300 20020701 20320601 360 1,962.56 20020701 359 6543642828 6.250 391,200 20020801 20320701 360 2,408.69 20020801 360 6543737438 6.125 734,000 20020801 20320701 360 4,459.87 20020801 360 6545219302 6.000 326,320 20020801 20320701 360 1,956.46 20020801 360 6550946286 5.625 624,000 20020801 20320701 360 3,592.10 20020801 360 6551011726 6.375 605,000 20020701 20320601 360 3,774.42 20020701 359 6551546333 6.250 825,000 20020801 20320701 360 5,079.67 20020801 360 6553504660 5.750 426,400 20020801 20320701 360 2,488.36 20020801 360 6553908655 6.250 492,000 20020801 20320701 360 3,029.33 20020801 360 6554159670 5.875 850,000 20020801 20320701 360 5,028.08 20020801 360 6556932306 6.000 585,000 20020701 20320601 360 3,507.38 20020701 359 6558583461 6.125 355,000 20020801 20320701 360 2,157.02 20020801 360 6558621469 6.250 509,600 20020801 20320701 360 3,137.70 20020801 360 6559099442 6.500 312,080 20020801 20320701 360 1,972.56 20020801 360 6560836469 5.750 341,700 20020801 20320701 360 1,994.07 20020801 360 6561939619 5.500 450,000 20020701 20320601 360 2,555.06 20020701 359 6562153798 6.125 367,500 20020801 20320701 360 2,232.97 20020801 360 6563860714 5.750 320,000 20020701 20320601 360 1,867.44 20020701 359 6564418025 6.125 396,000 20020801 20320701 360 2,406.14 20020801 360 6568839077 6.250 699,000 20020701 20320601 360 4,303.87 20020701 359 6569332684 5.625 425,000 20020801 20320701 360 2,446.54 20020801 360 6569661801 6.000 684,000 20020801 20320701 360 4,100.93 20020801 360 6569793059 6.375 482,303 20020801 20320701 360 3,008.95 20020801 360 6570160520 6.250 540,000 20020801 20320701 360 3,324.88 20020801 360 6571548327 6.500 600,000 20020801 20320701 360 3,792.41 20020801 360 6573154694 6.000 322,000 20020801 20320701 360 1,930.56 20020801 360 6575102725 6.250 648,000 20020801 20320701 360 3,989.85 20020801 360 6575608143 5.875 800,000 20020701 20320601 360 4,732.31 20020801 359 6577222828 6.750 550,000 20020801 20320701 360 3,567.29 20020801 360 6577540047 5.625 427,410 20020701 20320601 360 2,460.42 20020701 359 6580842653 6.250 600,000 20020701 20320601 360 3,694.31 20020701 359 6585989426 6.125 387,000 20020801 20320701 360 2,351.46 20020801 360 6587468494 6.750 400,000 20020701 20320601 360 2,594.40 20020801 359 6589406914 6.125 369,665 20020801 20320701 360 2,246.13 20020801 360 6591858201 5.750 896,000 20020801 20320701 360 5,228.82 20020801 360 6594299171 6.125 725,000 20020801 20320701 360 4,405.18 20020801 360 6594575000 6.250 476,000 20020701 20320601 360 2,930.82 20020801 359 6594817741 5.875 956,000 20020801 20320701 360 5,655.11 20020801 360 6596917705 6.125 424,000 20020801 20320701 360 2,576.27 20020801 360 6598558150 5.375 428,000 20020701 20320601 360 2,396.68 20020701 359 6603123727 6.000 990,000 20020801 20320701 360 5,935.55 20020801 360 6604402864 6.375 1,000,000 20020701 20320601 360 6,238.70 20020701 359 6610484989 5.375 505,000 20020701 20320601 360 2,827.86 20020701 359 6611158244 6.000 452,000 20020801 20320701 360 2,709.97 20020801 360 6612013133 6.000 428,000 20020801 20320701 360 2,566.08 20020801 360 6614179049 6.000 392,700 20020801 20320701 360 2,354.44 20020801 360 6616747041 6.000 399,200 20020801 20320701 360 2,393.41 20020801 360 6618221409 6.375 343,200 20020701 20320601 360 2,141.13 20020701 359 6621108643 5.875 480,000 20020801 20320701 360 2,839.39 20020801 360 6621502951 5.875 480,000 20020801 20320701 360 2,839.39 20020801 360 6621859187 6.250 465,000 20020701 20320601 360 2,863.09 20020701 359 6623983217 5.875 563,000 20020801 20320701 360 3,330.36 20020801 360 6624158165 6.000 490,300 20020801 20320701 360 2,939.60 20020801 360 6624485741 6.250 430,000 20020801 20320701 360 2,647.59 20020801 360 6625800898 5.875 315,000 20020801 20320701 360 1,863.35 20020801 360 6626642125 6.125 689,249 20020801 20320701 360 4,187.95 20020801 360 6626707175 6.500 532,000 20020801 20320701 360 3,362.61 20020801 360 6631406326 6.250 560,000 20020701 20320601 360 3,448.02 20020701 359 6632145634 6.125 392,800 20020801 20320701 360 2,386.70 20020801 360 6634878265 6.000 595,000 20020801 20320701 360 3,567.33 20020801 360 6636201953 6.750 396,000 20020701 20320601 360 2,568.45 20020701 359 6639380176 6.000 546,000 20020801 20320701 360 3,273.55 20020801 360 6641067084 5.875 333,900 20020701 20320601 360 1,975.15 20020701 359 6645854784 6.875 310,000 20020701 20320601 360 2,036.48 20020701 359 6646019064 5.875 330,500 20020801 20320701 360 1,955.04 20020801 360 6648032701 5.875 998,000 20020801 20320701 360 5,903.55 20020801 360 6649154256 6.000 1,000,000 20020801 20320701 360 5,995.51 20020801 360 6649294854 6.125 430,000 20020701 20320601 360 2,612.73 20020701 359 6649305460 6.250 654,480 20020801 20320701 360 4,029.75 20020801 360 6649816896 5.875 990,000 20020801 20320701 360 5,856.23 20020801 360 6653141850 4.750 400,000 20020801 20320701 360 2,086.59 20020801 360 6653791225 6.750 640,000 20020801 20120701 120 7,348.75 20020801 120 6654265716 6.250 460,000 20020801 20320701 360 2,832.30 20020801 360 6654682019 6.000 381,000 20020801 20320701 360 2,284.29 20020801 360 6657084163 6.500 442,650 20020801 20320701 360 2,797.85 20020801 360 6658115743 5.875 349,000 20020801 20320701 360 2,064.47 20020801 360 6658377632 6.000 440,000 20020701 20320601 360 2,638.03 20020701 359 6661107141 5.875 319,200 20020701 20320601 360 1,888.19 20020701 359 6662408225 6.250 340,000 20020801 20320701 360 2,093.44 20020801 360 6666693327 6.500 645,000 20020701 20320601 360 4,076.84 20020701 359 6667553223 6.250 361,000 20020801 20320701 360 2,222.74 20020801 360 6667784273 6.000 500,000 20020801 20320701 360 2,997.76 20020801 360 6668681064 5.875 382,400 20020801 20320701 360 2,262.05 20020801 360 6668865998 6.250 320,000 20020801 20320701 360 1,970.30 20020801 360 6669493709 6.000 416,767 20020801 20320701 360 2,498.73 20020801 360 6669836329 6.000 335,000 20020801 20320701 360 2,008.50 20020801 360 6671284716 5.500 420,000 20020801 20320701 360 2,384.72 20020801 360 6675823261 5.875 372,000 20020801 20320701 360 2,200.53 20020801 360 6675852153 6.375 327,000 20020701 20320601 360 2,040.06 20020701 359 6677030576 6.625 306,850 20020701 20320601 360 1,964.80 20020701 359 6681007818 6.000 712,000 20020801 20320701 360 4,268.80 20020801 360 6684206748 6.000 395,000 20020801 20320701 360 2,368.23 20020801 360 6684233171 6.125 600,000 20020701 20320601 360 3,645.67 20020701 359 6685071216 5.875 656,000 20020701 20320601 360 3,880.49 20020701 359 6685917384 6.000 362,300 20020801 20320701 360 2,172.18 20020801 360 6687436821 6.125 341,910 20020801 20320701 360 2,077.49 20020801 360 6691618224 6.125 391,100 20020701 20320601 360 2,376.37 20020701 359 6693624600 5.875 719,200 20020701 20320601 360 4,254.34 20020701 359 6695720950 6.250 482,000 20020801 20320701 360 2,967.76 20020801 360 6696146270 5.750 500,000 20020701 20320601 360 2,917.87 20020701 359 6698100101 5.750 444,000 20020801 20320701 360 2,591.07 20020801 360 6698480115 6.125 626,000 20020801 20320701 360 3,803.65 20020801 360 6702534972 5.875 375,000 20020801 20320701 360 2,218.27 20020801 360 6704391751 6.250 482,000 20020801 20320701 360 2,967.76 20020801 360 6706112783 5.875 456,000 20020801 20320701 360 2,697.42 20020801 360 6712366852 6.375 415,000 20020801 20320701 360 2,589.07 20020801 360 6714039515 6.125 780,000 20020701 20320601 360 4,739.37 20020701 359 6715243017 6.500 395,000 20020701 20320601 360 2,496.67 20020701 359 6718244988 6.125 344,000 20020801 20320701 360 2,090.19 20020801 360 6719030345 6.125 328,000 20020801 20320701 360 1,992.97 20020801 360 6722921142 6.500 329,000 20020801 20320701 360 2,079.51 20020801 360 6724400038 6.250 436,000 20020801 20320701 360 2,684.53 20020801 360 6724901290 6.500 400,410 20020701 20320601 360 2,530.87 20020701 359 6727327568 6.000 350,000 20020801 20320701 360 2,098.43 20020801 360 6728113678 5.875 600,000 20020801 20320701 360 3,549.23 20020801 360 6731056690 5.875 355,000 20020801 20320701 360 2,099.96 20020801 360 6731191711 6.000 504,000 20020801 20320701 360 3,021.74 20020801 360 6732613580 5.875 526,000 20020801 20320701 360 3,111.49 20020801 360 6732790230 6.125 339,500 20020801 20320701 360 2,062.84 20020801 360 6733433210 5.875 502,000 20020801 20320701 360 2,969.52 20020801 360 6735071927 6.125 375,250 20020801 20320701 360 2,280.06 20020801 360 6736372365 6.250 492,000 20020801 20320701 360 3,029.33 20020801 360 6736933430 6.500 396,000 20020801 20320701 360 2,502.99 20020801 360 6738546446 5.875 507,000 20020801 20320701 360 2,999.10 20020801 360 6739676457 6.250 1,000,000 20020801 20320701 360 6,157.18 20020801 360 6742228593 6.000 356,000 20020801 20320701 360 2,134.40 20020801 360 6747156088 6.375 370,000 20020701 20320601 360 2,308.32 20020701 359 6747182878 5.875 627,000 20020801 20320701 360 3,708.95 20020801 360 6747424023 5.875 765,000 20020801 20320701 360 4,525.27 20020801 360 6749455231 6.375 428,000 20020701 20320601 360 2,670.17 20020701 359 6751802114 5.875 353,000 20020701 20320601 360 2,088.13 20020701 359 6753746301 6.375 478,000 20020801 20320701 360 2,982.10 20020801 360 6754922455 6.125 400,000 20020801 20320701 360 2,430.45 20020801 360 6755059950 6.375 416,000 20020801 20320701 360 2,595.30 20020801 360 6758259581 6.000 428,000 20020801 20320701 360 2,566.08 20020801 360 6762037544 6.125 550,000 20020701 20320601 360 3,341.86 20020701 359 6762309026 6.125 728,000 20020701 20320601 360 4,423.41 20020701 359 6763807176 6.250 421,500 20020801 20320701 360 2,595.25 20020801 360 6766438383 6.125 520,000 20020801 20320701 360 3,159.58 20020801 360 6768930205 6.125 407,000 20020801 20320701 360 2,472.98 20020801 360 6773804189 6.375 572,000 20020801 20320701 360 3,568.54 20020801 360 6774760893 6.125 550,000 20020801 20320701 360 3,341.86 20020801 360 6779335105 6.000 496,500 20020801 20320701 360 2,976.77 20020801 360 6780398811 5.125 900,000 20020801 20320701 360 4,900.39 20020801 360 6781243438 6.375 360,000 20020701 20320601 360 2,245.94 20020701 359 6781911810 6.125 564,000 20020801 20320701 360 3,426.93 20020801 360 6782247016 5.750 1,000,000 20020701 20320601 360 5,835.73 20020701 359 6782635574 6.000 324,000 20020701 20320601 360 1,942.55 20020701 359 6783511758 4.875 532,054 20020801 20320701 360 2,815.68 20020801 360 6784093988 6.375 612,000 20020801 20320701 360 3,818.09 20020801 360 6790846734 5.750 379,000 20020801 20320701 360 2,211.75 20020801 360 6790962671 6.250 462,000 20020801 20320701 360 2,844.62 20020801 360 6791412767 6.125 585,600 20020801 20320701 360 3,558.17 20020801 360 6791979062 6.125 375,200 20020801 20320701 360 2,279.76 20020801 360 6792731116 6.000 600,000 20020801 20320701 360 3,597.31 20020801 360 6793514271 6.125 543,000 20020701 20320601 360 3,299.33 20020701 359 6797885420 6.000 662,912 20020801 20320701 360 3,974.50 20020801 360 6798552201 6.125 460,000 20020801 20320701 360 2,795.01 20020801 360 6799781437 6.250 456,000 20020801 20320701 360 2,807.68 20020801 360 6800853316 6.125 355,000 20020701 20320601 360 2,157.02 20020701 359 6805471833 5.750 536,000 20020801 20320701 360 3,127.96 20020801 360 6807307365 6.125 710,000 20020801 20320701 360 4,314.04 20020801 360 6810002730 6.000 375,000 20020801 20320701 360 2,248.32 20020801 360 6810388683 6.250 358,000 20020801 20320701 360 2,204.27 20020801 360 6815848368 6.125 380,000 20020701 20320601 360 2,308.92 20020701 359 6816004045 6.375 500,000 20020801 20320701 360 3,119.35 20020801 360 6817358242 4.625 371,600 20020701 20320601 360 1,910.55 20020701 359 6817859991 6.500 320,000 20020701 20320601 360 2,022.62 20020701 359 6818278118 6.500 450,000 20020801 20320701 360 2,844.31 20020801 360 6820824016 6.000 404,000 20020801 20320701 360 2,422.19 20020801 360 6821090419 5.875 582,000 20020801 20320701 360 3,442.75 20020801 360 6821176416 5.875 325,000 20020801 20320701 360 1,922.50 20020801 360 6825452086 6.500 423,000 20020801 20320701 360 2,673.65 20020801 360 6828613890 5.875 540,000 20020801 20320701 360 3,194.31 20020801 360 6829741039 5.125 375,000 20020701 20320601 360 2,041.83 20020701 359 6830308323 5.875 355,000 20020801 20320701 360 2,099.96 20020801 360 6830526262 5.875 344,000 20020801 20320701 360 2,034.90 20020801 360 6836039328 6.250 420,000 20020801 20320701 360 2,586.02 20020801 360 6836956158 6.000 562,500 20020801 20320701 360 3,372.48 20020801 360 6840301912 5.625 550,000 20020801 20320701 360 3,166.12 20020801 360 6841422949 6.125 400,000 20020701 20320601 360 2,430.45 20020701 359 6844688025 6.250 974,000 20020801 20170701 180 8,351.30 20020801 180 6844766318 6.000 499,900 20020801 20320701 360 2,997.16 20020801 360 6845281085 5.875 352,000 20020801 20320701 360 2,082.22 20020801 360 6848018245 6.125 444,000 20020701 20320601 360 2,697.80 20020701 359 6848884323 6.250 671,000 20020701 20320601 360 4,131.47 20020701 359 6851504420 6.125 610,000 20020801 20320701 360 3,706.43 20020801 360 6852132288 6.125 352,000 20020801 20320701 360 2,138.79 20020801 360 6852792792 6.000 748,000 20020801 20320701 360 4,484.64 20020801 360 6853049218 6.375 476,000 20020701 20320601 360 2,969.63 20020701 359 6853909965 5.875 509,000 20020801 20320701 360 3,010.93 20020801 360 6854904056 5.875 350,000 20020801 20320701 360 2,070.39 20020801 360 6854917959 6.000 384,563 20020801 20320701 360 2,305.65 20020801 360 6855014236 5.250 379,840 20020801 20320701 360 2,097.50 20020801 360 6858501825 6.500 600,000 20020801 20320701 360 3,792.41 20020801 360 6860714143 6.125 360,000 20020701 20320601 360 2,187.40 20020701 359 6862462469 6.500 348,800 20020801 20320701 360 2,204.66 20020801 360 6862545685 6.000 620,000 20020801 20320701 360 3,717.22 20020801 360 6863645096 5.875 360,000 20020801 20320701 360 2,129.54 20020801 360 6864192312 6.375 430,000 20020801 20320701 360 2,682.65 20020801 360 6864434169 6.375 591,200 20020701 20320601 360 3,688.32 20020701 359 6864848517 5.875 380,000 20020801 20320701 360 2,247.85 20020801 360 6866013003 6.125 325,000 20020801 20320701 360 1,974.74 20020801 360 6872507873 5.875 350,000 20020801 20320701 360 2,070.39 20020801 360 6874085381 6.125 640,000 20020701 20320601 360 3,888.71 20020701 359 6877820537 6.125 360,000 20020701 20320601 360 2,187.40 20020701 359 6878209441 6.250 750,000 20020701 20320601 360 4,617.88 20020701 359 6879148978 5.875 515,850 20020701 20170601 180 4,318.28 20020701 179 6884190338 6.000 336,000 20020801 20320701 360 2,014.49 20020801 360 6884446995 6.125 600,000 20020801 20320701 360 3,645.67 20020801 360 6884516912 5.875 527,200 20020801 20320701 360 3,118.59 20020801 360 6885496619 6.250 693,000 20020801 20320701 360 4,266.93 20020801 360 6887552724 6.125 569,000 20020801 20320701 360 3,457.31 20020801 360 6887694005 6.625 320,600 20020701 20320601 360 2,052.84 20020701 359 6894174892 6.125 389,200 20020801 20320701 360 2,364.83 20020801 360 6895166350 5.750 466,000 20020801 20320701 360 2,719.45 20020801 360 6896273932 6.375 596,000 20020801 20320701 360 3,718.27 20020801 360 6904345474 6.000 492,000 20020801 20270701 300 3,169.97 20020801 300 6905078934 6.125 844,000 20020801 20320701 360 5,128.24 20020801 360 6905113681 6.250 738,974 20020701 20320601 360 4,550.00 20020701 359 6905282890 6.000 530,800 20020801 20320701 360 3,182.42 20020801 360 6906327132 6.000 442,000 20020801 20320701 360 2,650.02 20020801 360 6911659461 6.500 650,000 20020801 20320701 360 4,108.45 20020801 360 6911815246 6.750 337,600 20020701 20320601 360 2,189.67 20020701 359 6912561344 6.875 327,750 20020701 20320601 360 2,153.09 20020701 359 6912844211 5.875 320,000 20020801 20320701 360 1,892.93 20020801 360 6914879611 6.125 522,500 20020701 20320601 360 3,174.77 20020701 359 6917125376 6.250 568,000 20020801 20320701 360 3,497.28 20020801 360 6921755416 6.000 636,800 20020701 20320601 360 3,817.94 20020701 359 6923381161 6.125 464,000 20020801 20320701 360 2,819.32 20020801 360 6924107482 6.125 536,500 20020801 20320701 360 3,259.84 20020801 360 6924812842 6.250 706,000 20020801 20320701 360 4,346.97 20020801 360 6925291558 6.375 326,400 20020701 20320601 360 2,036.32 20020701 359 6929736061 6.500 450,000 20020801 20320701 360 2,844.31 20020801 360 6930866097 6.375 416,000 20020801 20320701 360 2,595.30 20020801 360 6931171281 6.375 339,100 20020801 20320701 360 2,115.55 20020801 360 6931857558 6.125 406,400 20020801 20320701 360 2,469.33 20020801 360 6933772029 5.625 492,000 20020801 20320701 360 2,832.23 20020801 360 6934617686 6.000 320,000 20020801 20320701 360 1,918.57 20020801 360 6935519691 6.250 910,000 20020801 20320701 360 5,603.03 20020801 360 6938905210 6.000 745,000 20020801 20320701 360 4,466.66 20020801 360 6940023986 6.250 980,000 20020801 20320701 360 6,034.03 20020801 360 6943688496 6.125 500,800 20020801 20320701 360 3,042.92 20020801 360 6944482279 5.625 575,000 20020801 20320701 360 3,310.03 20020801 360 6947469034 6.375 399,000 20020801 20320701 360 2,489.25 20020801 360 6948719676 6.125 432,500 20020801 20320701 360 2,627.92 20020801 360 6949206970 6.500 525,000 20020701 20320601 360 3,318.36 20020701 359 6949990425 5.250 436,800 20020801 20320701 360 2,412.03 20020801 360 6950606902 6.500 387,000 20020701 20320601 360 2,446.11 20020701 359 6951050365 6.000 375,000 20020701 20320601 360 2,248.32 20020701 359 6952153184 6.125 900,000 20020801 20320701 360 5,468.50 20020801 360 6960886767 6.375 649,600 20020801 20320701 360 4,052.66 20020801 360 6962621832 6.500 540,000 20020801 20320701 360 3,413.17 20020801 360 6963157042 6.000 472,000 20020801 20320701 360 2,829.88 20020801 360 6963757742 6.125 382,400 20020801 20320701 360 2,323.51 20020801 360 6965158360 6.000 400,000 20020801 20320701 360 2,398.21 20020801 360 6966328897 5.875 496,000 20020801 20320701 360 2,934.03 20020801 360 6968275005 5.750 1,000,000 20020801 20320701 360 5,835.73 20020801 360 6972713967 6.250 385,000 20020801 20320701 360 2,370.52 20020801 360 6972920877 6.375 394,000 20020801 20320701 360 2,458.05 20020801 360 6973413161 6.625 1,000,000 20020701 20320601 360 6,403.11 20020701 359 6976468832 5.875 377,000 20020701 20320601 360 2,230.10 20020701 359 6978448246 6.500 477,600 20020801 20320701 360 3,018.76 20020801 360 6978561444 6.250 432,500 20020801 20320701 360 2,662.98 20020801 360 6978863378 5.875 550,700 20020801 20320701 360 3,257.60 20020801 360 6981733444 6.000 479,200 20020801 20320701 360 2,873.05 20020801 360 6981847418 6.125 650,000 20020801 20320701 360 3,949.47 20020801 360 6982664655 6.500 548,000 20020701 20320601 360 3,463.74 20020701 359 6983044493 6.375 988,000 20020701 20320601 360 6,163.84 20020701 359 6983477503 6.125 305,000 20020801 20320701 360 1,853.22 20020801 360 6987163570 6.125 500,000 20020801 20320701 360 3,038.06 20020801 360 6988365018 6.000 700,000 20020801 20320701 360 4,196.86 20020801 360 6988517519 5.875 350,000 20020801 20320701 360 2,070.39 20020801 360 6990250778 6.125 413,650 20020801 20320701 360 2,513.39 20020801 360 6991938652 5.875 396,000 20020801 20320701 360 2,342.49 20020801 360 6993191706 6.125 392,000 20020701 20320601 360 2,381.84 20020701 359 6994808662 5.875 341,500 20020801 20320701 360 2,020.11 20020801 360 6999247825 6.500 633,000 20020701 20320601 360 4,001.00 20020701 359 7016016177 6.250 446,000 20020801 20320701 360 2,746.10 20020801 360 7016022019 6.125 386,800 20020801 20320701 360 2,350.24 20020801 360 7016022407 6.125 405,000 20020801 20320701 360 2,460.83 20020801 360 7016023017 6.250 460,000 20020801 20320701 360 2,832.30 20020801 360 7016039815 5.500 410,000 20020801 20320701 360 2,327.94 20020801 360 7016040847 6.250 316,000 20020801 20320701 360 1,945.67 20020801 360 7016041357 5.750 490,000 20020801 20320701 360 2,859.51 20020801 360 7016042942 5.500 315,000 20020801 20320701 360 1,788.54 20020801 360 BANK OF AMERICA MORTGAGE BOAMS 2002-H GROUP 1: 5/1 LIBOR MORTGAGE SCHEDULE (Table Continued) LOAN SCHEDULED APPRAISAL SALES 1ST CHANGE ADJUSTMENT CONVERSION NUMBER PB FICO VALUE PRICE DATE FREQUENCY FLAG MARGIN ----------------------------------------------------------------------------------------------------------------------------------- 6002677612 413,286.00 657 578,250 -- 20070701 012 N 2.250 6003925051 442,500.00 786 930,000 929,000 20070701 012 N 2.250 6004345416 428,000.00 789 550,000 535,000 20070701 012 N 2.250 6005132888 750,000.00 760 1,250,000 -- 20070701 012 N 2.250 6005931701 308,000.00 797 400,000 385,000 20070701 012 N 2.250 6010962741 492,000.00 763 625,000 615,000 20070701 012 N 2.250 6011589980 628,000.00 710 795,000 -- 20070701 012 N 2.250 6012761026 425,000.00 788 760,000 760,000 20070701 012 N 2.250 6015293316 481,440.00 771 620,000 601,800 20070701 012 N 2.250 6015682336 632,000.00 772 920,000 -- 20070701 012 N 2.250 6016880186 309,683.94 775 537,000 530,000 20070601 012 N 2.250 6019364725 338,769.54 778 635,000 -- 20070601 012 N 2.250 6019602660 573,700.00 786 820,000 819,650 20070701 012 N 2.250 6021656761 554,447.49 760 740,000 740,000 20070601 012 N 2.250 6022250572 447,626.00 791 575,000 -- 20070701 012 N 2.250 6026539053 731,250.00 674 975,000 975,000 20070701 012 N 2.250 6026650439 580,000.00 740 2,700,000 -- 20070701 012 N 2.250 6027541280 472,000.00 775 610,000 -- 20070701 012 N 2.250 6031483800 464,000.00 741 800,000 -- 20070701 012 N 2.250 6032767193 413,600.00 734 517,000 517,000 20070701 012 N 2.250 6033638625 569,200.00 749 950,000 -- 20070701 012 N 2.250 6034731536 623,000.00 763 795,000 -- 20070701 012 N 2.250 6036905286 468,000.00 794 585,000 585,000 20070701 012 N 2.250 6037967715 575,000.00 775 775,000 775,000 20070701 012 N 2.250 6041264182 553,474.34 720 1,900,000 -- 20070601 012 N 2.250 6043884565 510,000.00 707 640,000 -- 20070701 012 N 2.250 6044284377 583,200.00 680 729,000 729,000 20070701 012 N 2.250 6045208805 1,000,000.00 718 1,500,000 -- 20070701 012 N 2.250 6045324578 945,450.00 786 1,400,000 -- 20070701 012 N 2.250 6054175390 830,550.00 765 1,107,400 1,107,400 20070701 012 N 2.250 6055361551 672,000.00 708 960,000 -- 20070701 012 N 2.250 6056462739 328,000.00 780 415,000 410,000 20070701 012 N 2.250 6056536037 999,028.06 785 1,450,000 -- 20070601 012 N 2.250 6057191519 398,811.99 774 505,000 499,203 20070601 012 N 2.250 6058205664 643,000.00 764 837,000 -- 20070701 012 N 2.250 6058299162 737,000.00 746 1,100,000 -- 20070701 012 N 2.250 6058951077 438,000.00 742 548,000 547,500 20070701 012 N 2.250 6062448862 709,276.12 726 1,015,000 -- 20070601 012 N 2.250 6065213834 495,000.00 780 675,000 675,000 20070701 012 N 2.250 6066975357 593,500.00 739 770,000 -- 20070701 012 N 2.250 6068129508 729,000.00 766 1,400,000 -- 20070701 012 N 2.250 6068902185 544,000.00 791 2,100,000 -- 20070701 012 N 2.250 6070791154 603,000.00 768 1,300,000 -- 20070701 012 N 2.250 6072291997 352,000.00 740 450,000 440,000 20070701 012 N 2.250 6072349779 997,000.00 730 1,450,000 -- 20070701 012 N 2.250 6073090109 684,000.00 725 860,000 -- 20070701 012 N 2.250 6073478049 340,000.00 726 486,000 -- 20070701 012 N 2.250 6075702727 750,000.00 747 950,000 950,000 20070701 012 N 2.250 6075839925 364,800.00 734 456,000 456,000 20070701 012 N 2.250 6076918041 624,406.97 770 815,000 -- 20070601 012 N 2.250 6078605794 403,000.00 773 505,000 -- 20070701 012 N 2.250 6080254474 608,422.16 754 875,000 -- 20070601 012 N 2.250 6080488239 535,000.00 723 800,000 -- 20070701 012 N 2.250 6080548461 550,000.00 775 860,000 -- 20070701 012 N 2.250 6084885240 367,000.00 757 675,000 -- 20070701 012 N 2.250 6085673009 356,000.00 751 445,000 445,000 20070701 012 N 2.250 6085779343 389,600.00 744 487,000 487,000 20070701 012 N 2.250 6086358428 575,000.00 752 1,150,000 -- 20070701 012 N 2.250 6087984875 515,000.00 714 790,000 -- 20070701 012 N 2.250 6093024294 361,600.00 720 452,000 -- 20070701 012 N 2.250 6093363304 718,000.00 794 928,000 -- 20070701 012 N 2.250 6094928279 410,000.00 733 590,000 -- 20070701 012 N 2.250 6095051949 508,505.28 670 790,000 -- 20070601 012 N 2.250 6095056385 484,000.00 745 605,000 612,000 20070701 012 N 2.250 6095607823 480,000.00 793 640,000 -- 20070701 012 N 2.250 6096858045 599,430.69 784 2,500,000 -- 20070601 012 N 2.250 6099191196 614,000.00 738 1,170,000 -- 20070701 012 N 2.250 6099708163 492,000.00 786 635,500 615,000 20070701 012 N 2.250 6100709598 600,000.00 745 1,050,000 -- 20070701 012 N 2.250 6102598676 404,000.00 757 505,011 505,011 20070701 012 N 2.250 6103819519 750,000.00 715 980,000 980,000 20070701 012 N 2.250 6105457433 332,000.00 799 415,000 415,000 20070701 012 N 2.250 6106489781 345,264.09 739 432,000 432,000 20070601 012 N 2.250 6106713875 336,000.00 721 420,000 420,000 20070701 012 N 2.250 6106896357 467,600.00 717 589,000 -- 20070701 012 N 2.250 6107604214 631,200.00 681 789,000 789,000 20070701 012 N 2.250 6117063799 416,000.00 745 520,000 520,000 20070701 012 N 2.250 6118230603 619,397.39 743 779,000 775,000 20070601 012 N 2.250 6119045166 569,472.07 750 830,000 -- 20070601 012 N 2.250 6119286034 435,605.85 722 545,000 -- 20070601 012 N 2.250 6121118076 373,250.00 740 605,000 -- 20070701 012 N 2.250 6123537141 750,000.00 723 1,000,000 -- 20070701 012 N 2.250 6125574142 700,000.00 770 1,850,000 -- 20070701 012 N 2.250 6127833280 749,253.37 774 1,300,000 1,300,000 20070601 012 N 2.250 6128526156 570,000.00 722 730,000 -- 20070701 012 N 2.250 6130526822 1,000,000.00 720 1,630,000 -- 20070701 012 N 2.250 6132132736 770,000.00 703 1,050,000 -- 20070701 012 N 2.250 6132685634 463,686.00 696 580,000 579,608 20070701 012 N 2.250 6135825765 347,225.00 705 370,000 365,500 20070701 012 N 2.250 6135830831 400,000.00 753 645,000 643,999 20070701 012 N 2.250 6139589458 395,000.00 739 550,000 -- 20070701 012 N 2.250 6140056158 594,407.67 788 850,000 -- 20070601 012 N 2.250 6140365880 432,000.00 658 540,000 540,000 20070701 012 N 2.250 6140657559 356,000.00 768 505,000 -- 20070701 012 N 2.250 6141142973 664,000.00 693 1,360,000 -- 20070701 012 N 2.250 6149341916 509,516.09 725 645,000 -- 20070601 012 N 2.250 6151367585 576,000.00 780 720,000 -- 20070701 012 N 2.250 6151592521 314,000.00 746 500,000 -- 20070701 012 N 2.250 6154251463 337,000.00 774 500,000 -- 20070701 012 N 2.250 6155383968 550,000.00 791 815,000 815,000 20070701 012 N 2.250 6157043727 510,000.00 739 810,000 -- 20070701 012 N 2.250 6157122091 399,000.00 750 570,000 570,000 20070701 012 N 2.250 6158557022 900,000.00 730 1,800,000 1,700,000 20070701 012 N 2.250 6160093719 395,000.00 720 495,000 -- 20070701 012 N 2.250 6160703101 400,000.00 798 520,000 -- 20070701 012 N 2.250 6161446502 313,187.90 735 540,000 -- 20070601 012 N 2.250 6162091380 750,000.00 689 1,850,000 -- 20070701 012 N 2.250 6163023135 470,000.00 751 620,000 -- 20070701 012 N 2.250 6164054808 659,000.00 791 980,000 -- 20070701 012 N 2.250 6166645751 384,000.00 644 480,000 480,000 20070701 012 N 2.250 6167616181 540,000.00 789 675,000 675,000 20070701 012 N 2.250 6169187157 510,000.00 704 2,750,000 -- 20070701 012 N 2.250 6171273284 417,500.00 760 648,000 -- 20070701 012 N 2.250 6175993226 359,658.41 774 450,000 -- 20070601 012 N 2.250 6179204588 321,000.00 788 525,000 -- 20070701 012 N 2.250 6180452846 378,100.00 742 398,000 398,000 20070701 012 N 2.250 6181486454 497,527.47 721 925,000 -- 20070601 012 N 2.250 6181604288 748,000.00 714 935,000 935,000 20070701 012 N 2.250 6183512067 349,667.90 728 470,000 -- 20070601 012 N 2.250 6184337126 311,125.00 770 330,000 327,500 20070701 012 N 2.250 6185579320 475,000.00 752 1,075,000 1,075,000 20070701 012 N 2.250 6187554362 946,158.70 643 1,900,000 -- 20070601 012 N 2.250 6190959723 471,000.00 745 673,000 -- 20070701 012 N 2.250 6194301351 350,000.00 744 980,000 977,500 20070701 012 N 2.250 6195549339 403,597.81 693 505,000 -- 20070601 012 Y 2.250 6195663882 494,543.18 781 619,000 618,986 20070601 012 N 2.250 6196195397 525,000.00 722 750,000 -- 20070701 012 N 2.250 6196670597 400,000.00 789 539,000 530,005 20070701 012 N 2.250 6199164119 312,456.00 684 360,000 359,456 20070701 012 N 2.250 6202339955 597,000.00 726 925,000 -- 20070701 012 N 2.250 6203399065 350,000.00 681 715,000 -- 20070701 012 N 2.250 6203459422 397,600.00 766 497,000 497,000 20070701 012 N 2.250 6204005273 452,000.00 732 565,000 565,000 20070701 012 N 2.250 6204557893 935,650.00 768 1,250,000 -- 20070701 012 N 2.250 6206471655 360,000.00 686 550,000 -- 20070701 012 N 2.250 6206750009 373,600.00 780 467,000 467,000 20070701 012 N 2.250 6207217131 537,937.00 748 950,000 -- 20070701 012 N 2.250 6211024093 599,402.69 796 750,000 750,000 20070601 012 N 2.250 6212861600 355,600.00 790 1,465,000 -- 20070701 012 N 2.250 6217811741 412,000.00 667 520,000 515,000 20070701 012 N 2.250 6220326158 439,551.40 749 550,000 -- 20070601 012 N 2.250 6220461088 392,800.00 800 491,000 491,000 20070701 012 N 2.250 6222060912 945,000.00 675 1,525,000 -- 20070701 012 N 2.250 6227144695 392,000.00 763 490,000 -- 20070701 012 N 2.250 6230840032 710,000.00 750 1,400,000 -- 20070701 012 N 2.250 6231295483 340,000.00 733 600,000 -- 20070701 012 N 2.250 6233880951 382,436.78 680 478,500 478,500 20070601 012 N 2.250 6237921272 466,831.62 798 665,000 -- 20070601 012 N 2.250 6238513805 424,000.00 749 530,000 530,000 20070701 012 N 2.250 6241563367 365,000.00 784 565,000 565,000 20070701 012 N 2.250 6249987170 735,000.00 720 1,050,000 -- 20070701 012 N 2.250 6251453046 395,950.00 712 440,000 440,000 20070701 012 N 2.250 6253665480 588,000.00 732 1,250,000 -- 20070701 012 N 2.250 6253798596 320,000.00 734 550,000 -- 20070701 012 N 2.250 6257553088 600,000.00 764 750,000 750,000 20070701 012 N 2.250 6257917259 360,000.00 778 450,000 450,000 20070701 012 N 2.250 6258815635 324,800.00 742 406,000 406,000 20070701 012 N 2.250 6259502604 512,000.00 666 1,600,000 -- 20070701 012 N 2.250 6260456634 564,000.00 798 705,000 705,000 20070701 012 N 2.250 6262333906 456,000.00 762 570,000 570,000 20070701 012 N 2.250 6262439208 896,000.00 803 1,300,000 -- 20070701 012 N 2.250 6262954198 376,000.00 626 470,000 -- 20070701 012 N 2.250 6262980318 385,000.00 765 802,600 -- 20070701 012 N 2.250 6263861277 352,000.00 716 440,000 440,000 20070701 012 N 2.250 6264248581 494,530.32 776 620,000 -- 20070601 012 N 2.250 6264923597 500,000.00 702 1,075,000 -- 20070701 012 N 2.250 6265969706 570,000.00 760 3,000,000 -- 20070701 012 N 2.250 6266751665 368,000.00 705 460,000 460,000 20070701 012 N 2.250 6266927075 474,538.33 765 780,000 -- 20070601 012 N 2.250 6268485734 699,303.14 734 1,220,000 -- 20070601 012 N 2.250 6269136732 350,000.00 777 700,000 -- 20070701 012 N 2.250 6270585117 345,000.00 718 900,000 -- 20070701 012 N 2.250 6271918267 460,000.00 759 760,000 -- 20070701 012 N 2.250 6273559978 560,000.00 708 700,000 -- 20070701 012 N 2.250 6276693642 600,000.00 780 890,000 -- 20070701 012 N 2.250 6276750681 850,000.00 747 1,250,000 1,249,000 20070701 012 N 2.250 6277257249 320,000.00 727 400,000 400,000 20070701 012 N 2.250 6277826357 330,000.00 712 430,000 430,000 20070701 012 N 2.250 6279396011 320,000.00 786 400,000 400,000 20070701 012 N 2.250 6279562513 359,600.00 802 450,000 449,500 20070701 012 N 2.250 6280220127 425,595.79 776 700,000 -- 20070601 012 N 2.250 6281202074 380,000.00 769 695,000 695,000 20070701 012 N 2.250 6281392156 347,661.76 634 435,000 435,000 20070601 012 N 2.250 6282948980 471,507.50 756 590,000 590,000 20070601 012 N 2.250 6282969929 391,200.00 738 489,000 489,000 20070701 012 N 2.250 6285246093 352,700.00 773 441,000 440,916 20070701 012 N 2.250 6285826837 785,000.00 736 2,050,000 -- 20070701 012 N 2.250 6289480003 391,400.00 704 412,000 412,000 20070701 012 N 2.250 6291456439 348,884.31 693 450,000 -- 20070601 012 N 2.250 6294262982 411,499.66 704 515,000 514,900 20070601 012 N 2.250 6294787723 1,000,000.00 773 2,600,000 2,600,000 20070701 012 N 2.250 6295342940 379,612.57 759 487,000 475,000 20070601 012 Y 2.250 6296814160 457,600.00 736 572,000 572,000 20070701 012 N 2.250 6300619589 583,472.05 783 730,000 730,000 20070601 012 N 2.250 6302012981 735,000.00 724 975,000 -- 20070701 012 N 2.250 6302595431 508,000.00 770 635,000 635,000 20070701 012 N 2.250 6306093441 831,750.00 745 1,109,000 1,109,000 20070701 012 N 2.250 6306913200 404,506.46 681 450,000 449,900 20070601 012 N 2.250 6309202569 508,000.00 747 760,000 -- 20070701 012 N 2.250 6309793088 333,000.00 699 370,000 370,000 20070701 012 N 2.250 6310723546 396,000.00 721 500,000 495,000 20070701 012 N 2.250 6310935959 400,000.00 741 1,000,000 -- 20070701 012 N 2.250 6318059802 700,000.00 713 1,500,000 -- 20070701 012 N 2.250 6321439504 516,000.00 780 645,000 645,000 20070701 012 N 2.250 6321964402 328,500.00 748 438,000 438,000 20070701 012 N 2.250 6322760098 450,000.00 742 725,000 -- 20070701 012 N 2.250 6325561196 750,000.00 742 1,630,000 1,603,000 20070701 012 N 2.250 6326085211 611,790.35 789 770,000 765,500 20070601 012 N 2.250 6326095178 500,000.00 718 1,000,000 -- 20070701 012 N 2.250 6326541262 503,510.14 720 630,000 -- 20070601 012 N 2.250 6328762718 467,400.00 752 586,000 -- 20070701 012 N 2.250 6335001977 313,500.00 687 415,000 -- 20070701 012 N 2.250 6335333370 368,158.69 727 500,000 478,500 20070601 012 N 2.250 6335646185 320,000.00 776 400,000 400,000 20070701 012 N 2.250 6335829799 447,000.00 803 559,000 559,000 20070701 012 N 2.250 6336026742 519,000.00 805 1,000,000 -- 20070701 012 N 2.250 6336139685 928,000.00 628 1,300,000 -- 20070701 012 N 2.250 6336580698 528,000.00 745 660,000 660,000 20070701 012 N 2.250 6336584351 500,000.00 782 675,000 675,000 20070701 012 N 2.250 6338607382 580,000.00 699 725,000 725,000 20070701 012 N 2.250 6342216725 648,000.00 759 935,000 -- 20070701 012 N 2.250 6346889816 742,000.00 791 928,000 927,500 20070701 012 N 2.250 6346994277 500,000.00 808 625,000 625,000 20070701 012 N 2.250 6347181700 351,920.00 739 440,000 439,900 20070701 012 N 2.250 6352654088 531,200.00 720 664,000 664,000 20070701 012 N 2.250 6354309129 500,000.00 788 1,600,000 -- 20070701 012 N 2.250 6354788538 369,500.00 714 600,000 -- 20070701 012 N 2.250 6355855096 577,827.77 699 760,000 -- 20070701 012 N 2.250 6356030277 382,037.16 660 480,000 478,000 20070601 012 N 2.250 6357838561 994,000.00 726 2,500,000 -- 20070701 012 N 2.250 6359029789 367,633.65 710 460,000 460,000 20070601 012 N 2.250 6359582258 325,000.00 647 435,000 -- 20070701 012 N 2.250 6359969745 370,000.00 697 470,000 470,000 20070701 012 N 2.250 6360116328 399,611.22 735 505,000 505,000 20070601 012 N 2.250 6362763770 894,000.00 660 1,325,000 -- 20070701 012 N 2.250 6365816823 742,000.00 776 1,300,000 -- 20070701 012 N 2.250 6368148182 447,595.00 787 560,000 560,000 20070601 012 N 2.250 6368817125 584,200.00 775 740,000 -- 20070701 012 N 2.250 6368819287 344,000.00 760 430,000 -- 20070701 012 N 2.250 6370612282 586,000.00 752 950,000 -- 20070701 012 N 2.250 6370919638 580,000.00 767 725,000 725,000 20070701 012 N 2.250 6371237923 440,000.00 766 551,000 550,000 20070701 012 N 2.250 6372342169 329,567.00 784 520,000 -- 20070701 012 Y 2.250 6375893457 650,000.00 739 1,200,000 1,250,000 20070701 012 N 2.250 6377584229 429,582.06 724 630,000 630,000 20070601 012 N 2.250 6378806985 358,000.00 755 447,500 447,500 20070701 012 N 2.250 6379971879 342,300.00 728 427,980 427,976 20070701 012 N 2.250 6380048386 487,579.84 761 610,000 610,000 20070601 012 N 2.250 6380581725 700,000.00 696 1,850,000 1,820,000 20070701 012 N 2.250 6380937067 439,582.51 663 655,000 -- 20070601 012 N 2.250 6381095923 344,680.45 720 540,000 -- 20070601 012 N 2.250 6381623526 400,000.00 784 500,000 500,000 20070701 012 N 2.250 6384016173 424,566.69 762 540,000 -- 20070601 012 N 2.250 6385302010 499,525.58 775 700,000 -- 20070601 012 N 2.250 6389300580 778,000.00 768 1,300,000 -- 20070701 012 N 2.250 6390502547 1,000,000.00 723 2,400,000 2,400,000 20070701 012 N 2.250 6393843880 472,000.00 669 590,000 590,000 20070701 012 N 2.250 6394128372 614,643.84 716 825,000 769,000 20070601 012 N 2.250 6397043271 633,600.00 687 792,000 792,000 20070701 012 N 2.250 6399710356 400,000.00 0 591,000 590,000 20070701 012 N 2.250 6399970976 373,453.78 744 535,000 534,000 20070601 012 Y 2.250 6400314297 448,000.00 746 640,000 -- 20070701 012 N 2.250 6401018491 362,030.51 766 453,000 453,000 20070601 012 N 2.250 6404499748 611,376.03 723 765,000 -- 20070601 012 N 2.250 6404695386 800,000.00 703 1,200,000 -- 20070701 012 N 2.250 6406498763 614,387.76 712 980,000 -- 20070601 012 N 2.250 6410486572 955,000.00 769 3,000,000 -- 20070701 012 N 2.250 6412101609 353,000.00 736 523,000 523,000 20070701 012 N 2.250 6413502029 459,600.00 772 580,000 574,500 20070701 012 N 2.250 6415663720 973,075.83 679 4,100,000 -- 20070601 012 N 2.250 6415992046 479,900.00 777 650,000 649,900 20070701 012 N 2.250 6418439581 422,000.00 782 542,000 542,000 20070701 012 N 2.250 6420318336 355,685.91 782 445,000 445,000 20070601 012 N 2.250 6421295087 360,136.44 669 453,000 -- 20070201 012 N 2.250 6422628682 500,000.00 756 625,000 -- 20070701 012 N 2.250 6427401341 412,000.00 752 515,000 515,000 20070701 012 N 2.250 6427526196 560,000.00 776 700,000 -- 20070701 012 N 2.250 6429971069 400,000.00 766 556,000 -- 20070701 012 N 2.250 6431492708 336,000.00 695 520,000 -- 20070701 012 N 2.250 6434040405 609,000.00 765 800,000 -- 20070701 012 N 2.250 6434970312 513,750.00 786 685,000 685,000 20070701 012 N 2.250 6435999948 500,000.00 756 625,000 625,000 20070701 012 N 2.250 6440861711 464,000.00 713 580,000 580,000 20070701 012 N 2.250 6442003155 628,600.00 782 1,600,000 -- 20070701 012 N 2.250 6442148034 879,184.94 777 1,100,000 -- 20070601 012 N 2.250 6443398570 420,000.00 772 525,000 525,000 20070701 012 N 2.250 6443736670 959,044.31 783 1,250,000 1,200,000 20070601 012 N 2.250 6445744235 353,600.00 739 442,000 442,000 20070701 012 N 2.250 6448171964 568,000.00 674 710,000 -- 20070701 012 N 2.250 6449658597 500,000.00 763 775,000 -- 20070701 012 N 2.250 6450771057 392,000.00 762 490,000 -- 20070701 012 N 2.250 6453544006 320,000.00 819 400,000 -- 20070701 012 N 2.250 6454626109 310,500.00 687 390,000 -- 20070701 012 N 2.250 6457575642 480,000.00 748 600,000 600,000 20070701 012 N 2.250 6461580943 480,000.00 798 622,500 622,500 20070701 012 N 2.250 6461713940 720,000.00 792 900,000 -- 20070701 012 N 2.250 6462640506 850,000.00 789 1,800,000 -- 20070701 012 N 2.250 6464829040 535,000.00 706 865,000 -- 20070701 012 N 2.250 6467737968 482,000.00 790 640,000 -- 20070701 012 N 2.250 6468839946 516,000.00 745 655,000 645,000 20070701 012 N 2.250 6470864080 454,588.67 649 575,000 -- 20070601 012 N 2.250 6473750096 997,500.00 757 1,350,000 -- 20070701 012 N 2.250 6475831068 560,000.00 755 885,000 -- 20070701 012 N 2.250 6476603185 571,482.90 685 1,150,000 -- 20070601 012 N 2.250 6477245523 588,000.00 796 1,125,000 -- 20070701 012 N 2.250 6479202969 670,000.00 720 1,250,000 -- 20070701 012 N 2.250 6482594543 595,000.00 645 850,000 -- 20070701 012 N 2.250 6484312282 1,000,000.00 660 1,460,000 -- 20070701 012 N 2.250 6488018695 352,140.60 734 475,000 -- 20070601 012 N 2.250 6488739738 800,000.00 747 2,200,000 2,200,000 20070701 012 N 2.250 6489271871 344,000.00 759 430,000 430,000 20070701 012 N 2.250 6490275937 416,000.00 782 535,000 -- 20070701 012 N 2.250 6491884778 396,500.00 741 570,000 -- 20070701 012 N 2.250 6493244260 542,497.07 646 1,700,000 -- 20070601 012 Y 2.250 6493883505 630,000.00 737 900,000 900,000 20070701 012 N 2.250 6496145829 412,500.00 764 550,000 -- 20070701 012 N 2.250 6497807641 472,000.00 741 590,000 -- 20070701 012 N 2.250 6500647984 350,000.00 771 715,000 -- 20070701 012 N 2.250 6501534454 376,000.00 742 470,000 470,000 20070701 012 N 2.250 6503061209 340,200.00 693 384,000 378,000 20070701 012 N 2.250 6503383371 499,536.90 732 1,025,000 -- 20070601 012 N 2.250 6504055754 331,707.08 721 428,000 -- 20070601 012 N 2.250 6504137966 415,200.00 726 520,000 519,000 20070701 012 N 2.250 6504208064 674,400.00 735 843,000 843,000 20070701 012 N 2.250 6504672038 348,000.00 764 620,000 -- 20070701 012 N 2.250 6505283520 374,644.19 693 695,000 -- 20070601 012 N 2.250 6506513644 985,000.00 762 1,500,000 -- 20070701 012 N 2.250 6508675581 550,000.00 716 1,078,000 1,078,000 20070701 012 N 2.250 6510465237 709,332.00 720 1,595,000 -- 20070701 012 N 2.250 6511486513 1,000,000.00 689 6,000,000 -- 20070701 012 N 2.250 6511781848 344,000.00 779 435,000 430,000 20070701 012 N 2.250 6513645843 333,670.66 725 417,486 417,486 20070601 012 N 2.250 6516218648 986,000.00 804 1,350,000 1,315,000 20070701 012 N 2.250 6517084742 476,000.00 755 595,000 -- 20070701 012 N 2.250 6517209505 720,000.00 686 950,000 -- 20070701 012 N 2.250 6518067894 325,000.00 710 574,000 -- 20070701 012 N 2.250 6520829737 989,000.00 761 2,100,000 -- 20070701 012 N 2.250 6521091790 418,591.00 780 620,000 -- 20070701 012 N 2.250 6524644587 474,000.00 748 700,000 -- 20070701 012 N 2.250 6525605389 487,000.00 753 825,000 -- 20070701 012 N 2.250 6525863749 360,000.00 700 465,000 465,000 20070701 012 N 2.250 6530114633 650,000.00 773 1,855,000 1,855,000 20070701 012 N 2.250 6532193924 460,000.00 797 649,000 651,954 20070701 012 N 2.250 6532786149 404,000.00 732 505,000 505,000 20070701 012 N 2.250 6533114788 515,500.00 756 880,000 -- 20070701 012 N 2.250 6538184976 471,480.00 780 589,950 589,950 20070701 012 N 2.250 6543359233 625,000.00 612 1,205,000 1,205,000 20070701 012 N 2.250 6543578188 541,933.59 792 845,000 -- 20070601 012 N 2.250 6543588625 335,948.88 735 645,000 -- 20070601 012 N 2.250 6543642828 391,200.00 758 489,000 489,000 20070701 012 N 2.250 6543737438 734,000.00 756 950,000 -- 20070701 012 N 2.250 6545219302 326,320.00 732 408,000 407,900 20070701 012 N 2.250 6550946286 624,000.00 803 781,000 781,000 20070701 012 N 2.250 6551011726 604,439.64 755 1,550,000 -- 20070601 012 N 2.250 6551546333 825,000.00 722 1,500,000 -- 20070701 012 N 2.250 6553504660 426,400.00 694 535,000 533,000 20070701 012 N 2.250 6553908655 492,000.00 782 615,000 615,000 20070701 012 N 2.250 6554159670 850,000.00 692 1,150,000 -- 20070701 012 N 2.250 6556932306 584,417.62 716 2,000,000 -- 20070601 012 N 2.250 6558583461 355,000.00 777 575,000 -- 20070701 012 N 2.250 6558621469 509,600.00 792 638,000 637,000 20070701 012 N 2.250 6559099442 312,080.00 738 391,000 390,100 20070701 012 N 2.250 6560836469 341,700.00 718 700,000 -- 20070701 012 N 2.250 6561939619 449,507.44 754 524,000 510,000 20070601 012 N 2.250 6562153798 367,500.00 712 525,000 525,000 20070701 012 N 2.250 6563860714 319,665.89 800 400,000 400,000 20070601 012 N 2.250 6564418025 396,000.00 785 495,000 495,000 20070701 012 N 2.250 6568839077 698,336.76 761 1,090,000 1,090,000 20070601 012 N 2.250 6569332684 425,000.00 747 800,000 -- 20070701 012 N 2.250 6569661801 684,000.00 699 875,000 -- 20070701 012 N 2.250 6569793059 482,303.00 624 610,000 -- 20070701 012 N 2.250 6570160520 540,000.00 725 675,000 -- 20070701 012 N 2.250 6571548327 600,000.00 778 753,000 753,000 20070701 012 N 2.250 6573154694 322,000.00 762 415,000 415,000 20070701 012 N 2.250 6575102725 648,000.00 759 1,020,000 -- 20070701 012 N 2.250 6575608143 799,184.36 778 1,200,000 -- 20070601 012 N 2.250 6577222828 550,000.00 784 1,675,000 -- 20070701 012 N 2.250 6577540047 426,953.06 0 490,000 474,900 20070601 012 N 2.250 6580842653 599,430.69 776 750,000 750,000 20070601 012 N 2.250 6585989426 387,000.00 777 485,000 485,000 20070701 012 N 2.250 6587468494 399,644.35 786 575,000 -- 20070601 012 N 2.250 6589406914 369,665.00 628 435,000 434,900 20070701 012 N 2.250 6591858201 896,000.00 700 1,600,000 -- 20070701 012 N 2.250 6594299171 725,000.00 747 1,050,000 -- 20070701 012 N 2.250 6594575000 475,548.35 742 775,000 -- 20070601 012 N 2.250 6594817741 956,000.00 796 2,200,000 -- 20070701 012 N 2.250 6596917705 424,000.00 776 530,000 -- 20070701 012 N 2.250 6598558150 427,520.40 721 535,000 535,000 20070601 012 N 2.250 6603123727 990,000.00 747 1,450,000 -- 20070701 012 N 2.250 6604402864 999,073.80 746 1,450,000 -- 20070601 012 N 2.250 6610484989 504,434.12 696 705,000 705,000 20070601 012 N 2.250 6611158244 452,000.00 672 660,000 -- 20070701 012 N 2.250 6612013133 428,000.00 752 535,000 -- 20070701 012 N 2.250 6614179049 392,700.00 788 495,000 -- 20070701 012 N 2.250 6616747041 399,200.00 699 500,000 499,900 20070701 012 N 2.250 6618221409 342,882.12 779 475,000 -- 20070601 012 N 2.250 6621108643 480,000.00 764 600,000 600,000 20070701 012 N 2.250 6621502951 480,000.00 630 601,000 600,000 20070701 012 N 2.250 6621859187 464,558.79 784 700,000 -- 20070601 012 N 2.250 6623983217 563,000.00 768 965,000 -- 20070701 012 N 2.250 6624158165 490,300.00 810 920,000 -- 20070701 012 N 2.250 6624485741 430,000.00 757 900,000 -- 20070701 012 N 2.250 6625800898 315,000.00 749 665,000 -- 20070701 012 N 2.250 6626642125 689,249.00 762 1,260,000 -- 20070701 012 N 2.250 6626707175 532,000.00 744 665,000 665,000 20070701 012 N 2.250 6631406326 559,468.65 719 805,000 792,500 20070601 012 N 2.250 6632145634 392,800.00 627 491,000 491,000 20070701 012 N 2.250 6634878265 595,000.00 678 760,000 -- 20070701 012 N 2.250 6636201953 395,659.05 765 495,000 495,000 20070601 012 N 2.250 6639380176 546,000.00 684 955,000 -- 20070701 012 N 2.250 6641067084 333,559.57 781 444,000 371,000 20070601 012 N 2.250 6645854784 309,739.56 650 400,000 -- 20070601 012 N 2.250 6646019064 329,518.94 674 875,000 -- 20070701 012 N 2.250 6648032701 998,000.00 701 3,800,000 -- 20070701 012 N 2.250 6649154256 1,000,000.00 779 2,150,000 2,150,000 20070701 012 N 2.250 6649294854 429,582.06 760 570,000 -- 20070601 012 N 2.250 6649305460 654,480.00 794 1,212,000 1,212,000 20070701 012 N 2.250 6649816896 990,000.00 698 1,800,000 1,790,000 20070701 012 N 2.250 6653141850 400,000.00 767 514,000 507,000 20070701 012 N 2.250 6653791225 640,000.00 779 800,000 800,000 20070701 012 N 2.250 6654265716 460,000.00 718 1,075,000 -- 20070701 012 N 2.250 6654682019 381,000.00 765 480,000 480,000 20070701 012 N 2.250 6657084163 442,650.00 734 559,000 558,500 20070701 012 N 2.250 6658115743 349,000.00 741 500,000 -- 20070701 012 N 2.250 6658377632 439,561.97 724 550,000 -- 20070601 012 N 2.250 6661107141 318,874.56 744 400,000 399,000 20070601 012 N 2.250 6662408225 340,000.00 775 425,000 425,000 20070701 012 N 2.250 6666693327 644,416.91 683 1,125,000 -- 20070601 012 N 2.250 6667553223 361,000.00 714 380,000 380,000 20070701 012 N 2.250 6667784273 500,000.00 756 655,000 625,000 20070701 012 N 2.250 6668681064 382,400.00 776 490,000 478,000 20070701 012 N 2.250 6668865998 320,000.00 723 400,000 400,000 20070701 012 N 2.250 6669493709 416,767.00 626 521,000 520,959 20070701 012 N 2.250 6669836329 335,000.00 743 450,000 -- 20070701 012 N 2.250 6671284716 420,000.00 760 725,000 720,000 20070701 012 N 2.250 6675823261 372,000.00 734 525,000 -- 20070701 012 N 2.250 6675852153 326,697.13 742 412,000 -- 20070601 012 N 2.250 6677030576 306,579.27 732 343,000 323,000 20070601 012 N 2.250 6681007818 712,000.00 779 890,000 890,000 20070701 012 N 2.250 6684206748 395,000.00 694 530,000 -- 20070701 012 N 2.250 6684233171 599,416.83 810 1,000,000 -- 20070601 012 N 2.250 6685071216 655,331.18 712 1,150,000 -- 20070601 012 N 2.250 6685917384 362,300.00 762 675,000 -- 20070701 012 N 2.250 6687436821 341,910.00 688 380,000 379,900 20070701 012 N 2.250 6691618224 390,719.87 751 535,000 -- 20070601 012 N 2.250 6693624600 718,466.74 647 905,000 899,000 20070601 012 N 2.250 6695720950 482,000.00 680 645,000 -- 20070701 012 N 2.250 6696146270 499,477.96 637 750,000 -- 20070601 012 N 2.250 6698100101 444,000.00 708 555,000 555,000 20070701 012 N 2.250 6698480115 626,000.00 725 1,200,000 -- 20070701 012 N 2.250 6702534972 375,000.00 769 640,000 -- 20070701 012 N 2.250 6704391751 482,000.00 688 800,000 -- 20070701 012 N 2.250 6706112783 456,000.00 753 570,000 570,000 20070701 012 N 2.250 6712366852 415,000.00 725 635,000 635,000 20070701 012 N 2.250 6714039515 779,241.88 745 975,000 975,000 20070601 012 N 2.250 6715243017 394,642.91 797 500,000 495,000 20070601 012 N 2.250 6718244988 344,000.00 754 430,000 -- 20070701 012 N 2.250 6719030345 328,000.00 706 410,000 410,000 20070701 012 N 2.250 6722921142 329,000.00 725 424,000 424,000 20070701 012 N 2.250 6724400038 436,000.00 671 789,000 -- 20070701 012 N 2.250 6724901290 400,048.02 750 445,000 444,900 20070601 012 N 2.250 6727327568 350,000.00 724 1,600,000 -- 20070701 012 N 2.250 6728113678 600,000.00 796 960,000 960,000 20070701 012 N 2.250 6731056690 355,000.00 759 477,000 -- 20070701 012 N 2.250 6731191711 504,000.00 745 630,000 630,000 20070701 012 N 2.250 6732613580 526,000.00 662 750,000 -- 20070701 012 N 2.250 6732790230 339,500.00 0 485,000 485,000 20070701 012 N 2.250 6733433210 502,000.00 765 640,000 -- 20070701 012 N 2.250 6735071927 375,250.00 682 395,000 395,000 20070701 012 N 2.250 6736372365 492,000.00 731 616,500 615,000 20070701 012 N 2.250 6736933430 396,000.00 726 498,000 495,000 20070701 012 N 2.250 6738546446 507,000.00 737 1,525,000 -- 20070701 012 N 2.250 6739676457 1,000,000.00 784 1,420,000 1,420,000 20070701 012 N 2.250 6742228593 356,000.00 726 445,000 -- 20070701 012 N 2.250 6747156088 369,657.31 682 450,000 -- 20070601 012 N 2.250 6747182878 627,000.00 767 1,220,000 -- 20070701 012 N 2.250 6747424023 765,000.00 770 1,600,000 -- 20070701 012 N 2.250 6749455231 427,603.58 765 535,000 535,000 20070601 012 N 2.250 6751802114 352,640.10 706 590,000 578,000 20070601 012 N 2.250 6753746301 478,000.00 798 600,000 597,500 20070701 012 N 2.250 6754922455 400,000.00 778 575,000 -- 20070701 012 N 2.250 6755059950 416,000.00 774 520,000 520,388 20070701 012 N 2.250 6758259581 428,000.00 720 567,000 535,000 20070701 012 N 2.250 6762037544 549,465.43 766 1,000,000 1,020,000 20070601 012 N 2.250 6762309026 727,292.42 732 950,000 910,000 20070601 012 N 2.250 6763807176 421,500.00 724 535,000 535,000 20070701 012 N 2.250 6766438383 520,000.00 706 650,000 -- 20070701 012 N 2.250 6768930205 407,000.00 763 730,000 -- 20070701 012 N 2.250 6773804189 572,000.00 805 715,000 715,000 20070701 012 N 2.250 6774760893 550,000.00 751 687,500 687,500 20070701 012 N 2.250 6779335105 496,500.00 777 730,000 -- 20070701 012 N 2.250 6780398811 900,000.00 791 1,251,000 1,251,000 20070701 012 N 2.250 6781243438 359,666.56 721 451,000 451,000 20070601 012 N 2.250 6781911810 564,000.00 794 705,000 -- 20070701 012 N 2.250 6782247016 998,955.94 777 1,680,000 1,675,000 20070601 012 N 2.250 6782635574 319,657.45 792 585,000 -- 20070601 012 N 2.250 6783511758 532,054.00 776 690,000 665,068 20070701 012 N 2.250 6784093988 612,000.00 744 1,250,000 -- 20070701 012 N 2.250 6790846734 379,000.00 678 499,500 499,500 20070701 012 N 2.250 6790962671 462,000.00 759 810,000 -- 20070701 012 N 2.250 6791412767 585,600.00 794 732,000 732,000 20070701 012 N 2.250 6791979062 375,200.00 788 469,000 469,000 20070701 012 N 2.250 6792731116 600,000.00 779 765,000 -- 20070701 012 N 2.250 6793514271 542,472.23 707 725,000 -- 20070601 012 N 2.250 6797885420 662,912.00 779 1,100,000 -- 20070701 012 N 2.250 6798552201 460,000.00 786 575,000 -- 20070701 012 N 2.250 6799781437 456,000.00 806 570,000 570,000 20070701 012 N 2.250 6800853316 354,654.96 681 550,000 -- 20070601 012 N 2.250 6805471833 536,000.00 759 705,000 -- 20070701 012 N 2.250 6807307365 710,000.00 722 3,250,000 -- 20070701 012 N 2.250 6810002730 375,000.00 767 620,000 -- 20070701 012 N 2.250 6810388683 358,000.00 698 485,000 -- 20070701 012 N 2.250 6815848368 379,630.66 668 475,000 -- 20070601 012 N 2.250 6816004045 500,000.00 745 1,035,000 -- 20070701 012 N 2.250 6817358242 371,121.66 761 468,000 464,500 20070601 012 N 2.250 6817859991 319,710.71 723 606,000 -- 20070601 012 N 2.250 6818278118 450,000.00 753 675,000 -- 20070701 012 N 2.250 6820824016 404,000.00 671 505,000 520,000 20070701 012 N 2.250 6821090419 582,000.00 770 832,000 831,503 20070701 012 N 2.250 6821176416 325,000.00 649 675,000 -- 20070701 012 N 2.250 6825452086 423,000.00 699 470,000 470,000 20070701 012 N 2.250 6828613890 540,000.00 679 675,000 675,000 20070701 012 N 2.250 6829741039 374,559.73 759 528,000 498,000 20070601 012 N 2.250 6830308323 355,000.00 794 1,340,000 -- 20070701 012 N 2.250 6830526262 344,000.00 772 430,000 430,000 20070701 012 N 2.250 6836039328 420,000.00 746 670,000 670,000 20070701 012 N 2.250 6836956158 562,500.00 766 810,000 -- 20070701 012 N 2.250 6840301912 550,000.00 701 1,160,000 -- 20070701 012 N 2.250 6841422949 399,611.22 807 511,000 -- 20070601 012 N 2.250 6844688025 974,000.00 757 6,000,000 -- 20070701 012 N 2.250 6844766318 499,900.00 792 624,888 624,888 20070701 012 N 2.250 6845281085 352,000.00 742 440,000 440,000 20070701 012 N 2.250 6848018245 443,568.45 778 555,000 555,000 20070601 012 N 2.250 6848884323 670,363.32 752 1,075,000 -- 20070601 012 N 2.250 6851504420 610,000.00 655 798,000 -- 20070701 012 N 2.250 6852132288 352,000.00 765 440,000 440,000 20070701 012 N 2.250 6852792792 748,000.00 787 1,200,000 -- 20070701 012 N 2.250 6853049218 475,559.12 732 595,000 595,000 20070601 012 N 2.250 6853909965 509,000.00 741 1,250,000 -- 20070701 012 N 2.250 6854904056 350,000.00 693 440,000 -- 20070701 012 N 2.250 6854917959 384,563.00 766 688,000 -- 20070701 012 N 2.250 6855014236 379,840.00 771 477,000 474,800 20070701 012 N 2.250 6858501825 600,000.00 813 750,000 750,000 20070701 012 N 2.250 6860714143 359,650.10 747 685,000 -- 20070601 012 N 2.250 6862462469 348,800.00 737 436,000 436,000 20070701 012 N 2.250 6862545685 620,000.00 712 775,000 775,000 20070701 012 N 2.250 6863645096 360,000.00 691 450,000 450,000 20070701 012 N 2.250 6864192312 430,000.00 688 479,000 479,000 20070701 012 N 2.250 6864434169 590,652.43 748 739,000 739,000 20070601 012 N 2.250 6864848517 380,000.00 684 530,000 -- 20070701 012 Y 2.250 6866013003 325,000.00 660 470,000 -- 20070701 012 N 2.250 6872507873 350,000.00 677 475,000 480,000 20070701 012 N 2.250 6874085381 639,377.96 750 800,000 800,000 20070601 012 N 2.250 6877820537 359,650.10 725 450,000 -- 20070601 012 N 2.250 6878209441 749,288.37 736 1,000,000 -- 20070601 012 N 2.250 6879148978 514,057.24 693 1,310,000 -- 20070601 012 N 2.250 6884190338 336,000.00 737 420,000 -- 20070701 012 N 2.250 6884446995 600,000.00 759 760,000 757,500 20070701 012 N 2.250 6884516912 527,200.00 789 660,000 659,000 20070701 012 N 2.250 6885496619 693,000.00 784 990,000 -- 20070701 012 N 2.250 6887552724 569,000.00 738 805,000 805,000 20070701 012 N 2.250 6887694005 320,317.14 649 410,000 -- 20070601 012 N 2.250 6894174892 389,200.00 782 486,500 486,500 20070701 012 N 2.250 6895166350 466,000.00 788 583,000 582,500 20070701 012 N 2.250 6896273932 596,000.00 737 745,000 745,000 20070701 012 N 2.250 6904345474 492,000.00 746 780,000 -- 20070701 012 N 2.250 6905078934 844,000.00 703 2,000,000 -- 20070701 012 N 2.250 6905113681 738,272.82 758 3,100,000 -- 20070601 012 N 2.250 6905282890 530,800.00 760 665,000 663,500 20070701 012 N 2.250 6906327132 442,000.00 692 553,000 553,000 20070701 012 N 2.250 6911659461 650,000.00 747 910,000 -- 20070701 012 N 2.250 6911815246 337,309.33 774 422,000 -- 20070601 012 N 2.250 6912561344 327,474.64 713 345,000 345,000 20070601 012 N 2.250 6912844211 320,000.00 803 400,000 400,000 20070701 012 N 2.250 6914879611 521,992.16 772 930,000 -- 20070601 012 N 2.250 6917125376 568,000.00 794 725,000 710,000 20070701 012 N 2.250 6921755416 636,166.06 763 800,000 796,000 20070601 012 N 2.250 6923381161 464,000.00 686 580,000 580,000 20070701 012 N 2.250 6924107482 536,500.00 731 685,000 -- 20070701 012 N 2.250 6924812842 706,000.00 803 1,200,000 -- 20070701 012 N 2.250 6925291558 326,097.68 798 410,000 408,000 20070601 012 N 2.250 6929736061 450,000.00 797 712,000 712,000 20070701 012 N 2.250 6930866097 416,000.00 689 520,000 -- 20070701 012 N 2.250 6931171281 339,100.00 757 357,000 357,000 20070701 012 N 2.250 6931857558 406,400.00 769 508,000 508,000 20070701 012 N 2.250 6933772029 492,000.00 746 760,000 -- 20070701 012 N 2.250 6934617686 320,000.00 780 425,000 -- 20070701 012 N 2.250 6935519691 910,000.00 785 1,275,000 -- 20070701 012 N 2.250 6938905210 745,000.00 777 4,500,000 -- 20070701 012 N 2.250 6940023986 980,000.00 717 1,790,000 -- 20070701 012 N 2.250 6943688496 500,800.00 706 670,000 626,000 20070701 012 N 2.250 6944482279 575,000.00 755 1,000,000 -- 20070701 012 N 2.250 6947469034 399,000.00 719 505,000 -- 20070701 012 N 2.250 6948719676 432,500.00 778 550,000 -- 20070701 012 N 2.250 6949206970 524,525.39 741 2,450,000 -- 20070601 012 N 2.250 6949990425 436,800.00 704 546,000 546,000 20070701 012 N 2.250 6950606902 386,650.14 725 525,000 -- 20070601 012 N 2.250 6951050365 374,626.68 686 715,000 -- 20070601 012 N 2.250 6952153184 900,000.00 765 1,200,000 1,200,000 20070701 012 N 2.250 6960886767 649,600.00 709 812,000 -- 20070701 012 N 2.250 6962621832 540,000.00 740 675,000 675,000 20070701 012 N 2.250 6963157042 472,000.00 710 590,000 -- 20070701 012 N 2.250 6963757742 382,400.00 696 425,000 425,000 20070701 012 N 2.250 6965158360 400,000.00 700 525,000 -- 20070701 012 N 2.250 6966328897 496,000.00 759 622,500 620,000 20070701 012 N 2.250 6968275005 1,000,000.00 735 1,600,000 -- 20070701 012 N 2.250 6972713967 385,000.00 772 500,000 -- 20070701 012 N 2.250 6972920877 394,000.00 784 680,000 -- 20070701 012 N 2.250 6973413161 999,117.72 781 3,850,000 -- 20070601 012 N 2.250 6976468832 376,615.63 765 480,000 -- 20070601 012 N 2.250 6978448246 477,600.00 700 1,300,000 -- 20070701 012 N 2.250 6978561444 432,500.00 706 565,000 562,500 20070701 012 N 2.250 6978863378 550,700.00 670 700,000 688,398 20070701 012 N 2.250 6981733444 479,200.00 751 600,000 599,000 20070701 012 N 2.250 6981847418 650,000.00 644 1,000,000 1,000,000 20070701 012 N 2.250 6982664655 547,504.59 708 685,000 685,000 20070601 012 N 2.250 6983044493 987,084.91 651 2,500,000 -- 20070601 012 N 2.250 6983477503 305,000.00 776 425,000 -- 20070701 012 N 2.250 6987163570 500,000.00 788 1,850,000 1,850,000 20070701 012 N 2.250 6988365018 700,000.00 768 2,600,000 -- 20070701 012 N 2.250 6988517519 350,000.00 713 570,000 570,000 20070701 012 N 2.250 6990250778 413,650.00 733 690,000 -- 20070701 012 N 2.250 6991938652 396,000.00 776 495,000 495,000 20070701 012 N 2.250 6993191706 391,618.99 725 565,000 560,000 20070601 012 N 2.250 6994808662 341,500.00 758 530,000 -- 20070701 012 N 2.250 6999247825 632,427.75 775 925,000 -- 20070601 012 N 2.250 7016016177 446,000.00 701 560,000 558,400 20070701 012 N 2.250 7016022019 386,800.00 717 500,000 -- 20070701 012 N 2.250 7016022407 405,000.00 706 800,000 -- 20070701 012 N 2.250 7016023017 460,000.00 773 730,000 -- 20070701 012 N 2.250 7016039815 410,000.00 763 1,500,000 -- 20070701 012 N 2.250 7016040847 316,000.00 644 465,000 -- 20070701 012 N 2.250 7016041357 490,000.00 697 680,000 615,900 20070701 012 N 2.250 7016042942 315,000.00 714 510,000 -- 20070701 012 N 2.250 BANK OF AMERICA MORTGAGE BOAMS 2002-H GROUP 1: 5/1 LIBOR MORTGAGE SCHEDULE (Table Continued) LOAN APPRAISAL SALES 1ST CHANGE ADJUSTMENT CONVERSION 1ST CHANGE NUMBER FICO VALUE PRICE DATE FREQUENCY FLAG MARGIN CAP ------------------------------------------------------------------------------------------------------------------------------- 6002677612 657 578,250 - 20070701 012 N 2.250 5.00000 6003925051 786 930,000 929,000 20070701 012 N 2.250 5.00000 6004345416 789 550,000 535,000 20070701 012 N 2.250 5.00000 6005132888 760 1,250,000 - 20070701 012 N 2.250 5.00000 6005931701 797 400,000 385,000 20070701 012 N 2.250 5.00000 6010962741 763 625,000 615,000 20070701 012 N 2.250 5.00000 6011589980 710 795,000 - 20070701 012 N 2.250 5.00000 6012761026 788 760,000 760,000 20070701 012 N 2.250 5.00000 6015293316 771 620,000 601,800 20070701 012 N 2.250 5.00000 6015682336 772 920,000 - 20070701 012 N 2.250 5.00000 6016880186 775 537,000 530,000 20070601 012 N 2.250 5.00000 6019364725 778 635,000 - 20070601 012 N 2.250 5.00000 6019602660 786 820,000 819,650 20070701 012 N 2.250 5.00000 6021656761 760 740,000 740,000 20070601 012 N 2.250 5.00000 6022250572 791 575,000 - 20070701 012 N 2.250 5.00000 6026539053 674 975,000 975,000 20070701 012 N 2.250 5.00000 6026650439 740 2,700,000 - 20070701 012 N 2.250 5.00000 6027541280 775 610,000 - 20070701 012 N 2.250 5.00000 6031483800 741 800,000 - 20070701 012 N 2.250 5.00000 6032767193 734 517,000 517,000 20070701 012 N 2.250 5.00000 6033638625 749 950,000 - 20070701 012 N 2.250 5.00000 6034731536 763 795,000 - 20070701 012 N 2.250 5.00000 6036905286 794 585,000 585,000 20070701 012 N 2.250 5.00000 6037967715 775 775,000 775,000 20070701 012 N 2.250 5.00000 6041264182 720 1,900,000 - 20070601 012 N 2.250 5.00000 6043884565 707 640,000 - 20070701 012 N 2.250 5.00000 6044284377 680 729,000 729,000 20070701 012 N 2.250 5.00000 6045208805 718 1,500,000 - 20070701 012 N 2.250 5.00000 6045324578 786 1,400,000 - 20070701 012 N 2.250 5.00000 6054175390 765 1,107,400 1,107,400 20070701 012 N 2.250 5.00000 6055361551 708 960,000 - 20070701 012 N 2.250 5.00000 6056462739 780 415,000 410,000 20070701 012 N 2.250 5.00000 6056536037 785 1,450,000 - 20070601 012 N 2.250 5.00000 6057191519 774 505,000 499,203 20070601 012 N 2.250 5.00000 6058205664 764 837,000 - 20070701 012 N 2.250 5.00000 6058299162 746 1,100,000 - 20070701 012 N 2.250 5.00000 6058951077 742 548,000 547,500 20070701 012 N 2.250 5.00000 6062448862 726 1,015,000 - 20070601 012 N 2.250 5.00000 6065213834 780 675,000 675,000 20070701 012 N 2.250 5.00000 6066975357 739 770,000 - 20070701 012 N 2.250 5.00000 6068129508 766 1,400,000 - 20070701 012 N 2.250 5.00000 6068902185 791 2,100,000 - 20070701 012 N 2.250 5.00000 6070791154 768 1,300,000 - 20070701 012 N 2.250 5.00000 6072291997 740 450,000 440,000 20070701 012 N 2.250 5.00000 6072349779 730 1,450,000 - 20070701 012 N 2.250 5.00000 6073090109 725 860,000 - 20070701 012 N 2.250 5.00000 6073478049 726 486,000 - 20070701 012 N 2.250 5.00000 6075702727 747 950,000 950,000 20070701 012 N 2.250 5.00000 6075839925 734 456,000 456,000 20070701 012 N 2.250 5.00000 6076918041 770 815,000 - 20070601 012 N 2.250 5.00000 6078605794 773 505,000 - 20070701 012 N 2.250 5.00000 6080254474 754 875,000 - 20070601 012 N 2.250 5.00000 6080488239 723 800,000 - 20070701 012 N 2.250 5.00000 6080548461 775 860,000 - 20070701 012 N 2.250 5.00000 6084885240 757 675,000 - 20070701 012 N 2.250 5.00000 6085673009 751 445,000 445,000 20070701 012 N 2.250 5.00000 6085779343 744 487,000 487,000 20070701 012 N 2.250 5.00000 6086358428 752 1,150,000 - 20070701 012 N 2.250 5.00000 6087984875 714 790,000 - 20070701 012 N 2.250 5.00000 6093024294 720 452,000 - 20070701 012 N 2.250 5.00000 6093363304 794 928,000 - 20070701 012 N 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- 20070701 012 N 2.250 5.00000 6987163570 788 1,850,000 1,850,000 20070701 012 N 2.250 5.00000 6988365018 768 2,600,000 - 20070701 012 N 2.250 5.00000 6988517519 713 570,000 570,000 20070701 012 N 2.250 5.00000 6990250778 733 690,000 - 20070701 012 N 2.250 5.00000 6991938652 776 495,000 495,000 20070701 012 N 2.250 5.00000 6993191706 725 565,000 560,000 20070601 012 N 2.250 5.00000 6994808662 758 530,000 - 20070701 012 N 2.250 5.00000 6999247825 775 925,000 - 20070601 012 N 2.250 5.00000 7016016177 701 560,000 558,400 20070701 012 N 2.250 5.00000 7016022019 717 500,000 - 20070701 012 N 2.250 5.00000 7016022407 706 800,000 - 20070701 012 N 2.250 5.00000 7016023017 773 730,000 - 20070701 012 N 2.250 5.00000 7016039815 763 1,500,000 - 20070701 012 N 2.250 5.00000 7016040847 644 465,000 - 20070701 012 N 2.250 5.00000 7016041357 697 680,000 615,900 20070701 012 N 2.250 5.00000 7016042942 714 510,000 - 20070701 012 N 2.250 5.00000 BANK OF AMERICA MORTGAGE BOAMS 2002-H GROUP 1: 5/1 LIBOR MORTGAGE SCHEDULE (Table Continued) LOAN MAX RATE MINIMUM MAXIMUM MINIMUM PERIODIC NUMBER INCREASE RATE DECREASE RATE RATE RATE CAP ----------------------------------------------------------------------------------------------- 6002677612 5.00 4.00 11.250 2.250 2.00 6003925051 5.00 3.63 10.875 2.250 2.00 6004345416 5.00 5.00 11.000 2.250 2.00 6005132888 5.00 5.00 10.750 2.250 2.00 6005931701 5.00 5.00 11.250 2.250 2.00 6010962741 5.00 3.75 11.000 2.250 2.00 6011589980 5.00 5.00 11.000 2.250 2.00 6012761026 5.00 4.00 11.250 2.250 2.00 6015293316 5.00 5.00 11.000 2.250 2.00 6015682336 5.00 5.00 10.750 2.250 2.00 6016880186 5.00 3.63 10.875 2.250 2.00 6019364725 5.00 3.88 11.125 2.250 2.00 6019602660 5.00 4.13 11.375 2.250 2.00 6021656761 5.00 3.75 11.000 2.250 2.00 6022250572 5.00 5.00 11.375 2.250 2.00 6026539053 5.00 4.63 11.875 2.250 2.00 6026650439 5.00 3.38 10.625 2.250 2.00 6027541280 5.00 5.00 11.125 2.250 2.00 6031483800 5.00 3.75 11.000 2.250 2.00 6032767193 5.00 3.88 11.125 2.250 2.00 6033638625 5.00 3.63 10.875 2.250 2.00 6034731536 5.00 3.63 10.875 2.250 2.00 6036905286 5.00 4.13 11.375 2.250 2.00 6037967715 5.00 5.00 11.250 2.250 2.00 6041264182 5.00 4.00 11.250 2.250 2.00 6043884565 5.00 3.88 11.125 2.250 2.00 6044284377 5.00 5.00 11.000 2.250 2.00 6045208805 5.00 5.00 11.000 2.250 2.00 6045324578 5.00 5.00 11.000 2.250 2.00 6054175390 5.00 5.00 10.875 2.250 2.00 6055361551 5.00 5.00 11.125 2.250 2.00 6056462739 5.00 4.00 11.250 2.250 2.00 6056536037 5.00 3.88 11.125 2.250 2.00 6057191519 5.00 3.88 11.125 2.250 2.00 6058205664 5.00 4.00 11.250 2.250 2.00 6058299162 5.00 5.00 10.500 2.250 2.00 6058951077 5.00 5.00 11.000 2.250 2.00 6062448862 5.00 3.63 10.875 2.250 2.00 6065213834 5.00 3.88 11.125 2.250 2.00 6066975357 5.00 3.63 10.875 2.250 2.00 6068129508 5.00 3.75 11.000 2.250 2.00 6068902185 5.00 5.00 10.750 2.250 2.00 6070791154 5.00 3.75 11.000 2.250 2.00 6072291997 5.00 3.75 11.000 2.250 2.00 6072349779 5.00 5.00 11.125 2.250 2.00 6073090109 5.00 3.75 11.000 2.250 2.00 6073478049 5.00 5.00 10.875 2.250 2.00 6075702727 5.00 5.00 11.250 2.250 2.00 6075839925 5.00 3.63 10.875 2.250 2.00 6076918041 5.00 4.00 11.250 2.250 2.00 6078605794 5.00 3.75 11.000 2.250 2.00 6080254474 5.00 4.00 11.250 2.250 2.00 6080488239 5.00 3.63 10.875 2.250 2.00 6080548461 5.00 3.75 11.000 2.250 2.00 6084885240 5.00 3.50 10.750 2.250 2.00 6085673009 5.00 5.00 10.875 2.250 2.00 6085779343 5.00 5.00 10.875 2.250 2.00 6086358428 5.00 5.00 11.125 2.250 2.00 6087984875 5.00 3.38 10.625 2.250 2.00 6093024294 5.00 5.00 11.125 2.250 2.00 6093363304 5.00 4.00 11.250 2.250 2.00 6094928279 5.00 3.88 11.125 2.250 2.00 6095051949 5.00 5.00 11.125 2.250 2.00 6095056385 5.00 3.88 11.125 2.250 2.00 6095607823 5.00 5.00 11.000 2.250 2.00 6096858045 5.00 4.00 11.250 2.250 2.00 6099191196 5.00 5.00 11.375 2.250 2.00 6099708163 5.00 5.00 11.000 2.250 2.00 6100709598 5.00 5.00 10.875 2.250 2.00 6102598676 5.00 5.00 11.250 2.250 2.00 6103819519 5.00 3.75 11.000 2.250 2.00 6105457433 5.00 4.13 11.375 2.250 2.00 6106489781 5.00 3.88 11.125 2.250 2.00 6106713875 5.00 5.00 11.375 2.250 2.00 6106896357 5.00 4.38 11.625 2.250 2.00 6107604214 5.00 5.00 10.875 2.250 2.00 6117063799 5.00 5.00 10.375 2.250 2.00 6118230603 5.00 3.88 11.125 2.250 2.00 6119045166 5.00 4.13 11.375 2.250 2.00 6119286034 5.00 4.25 11.500 2.250 2.00 6121118076 5.00 3.50 10.750 2.250 2.00 6123537141 5.00 4.00 11.250 2.250 2.00 6125574142 5.00 3.50 10.750 2.250 2.00 6127833280 5.00 3.75 11.000 2.250 2.00 6128526156 5.00 5.00 10.875 2.250 2.00 6130526822 5.00 3.88 11.125 2.250 2.00 6132132736 5.00 5.00 10.750 2.250 2.00 6132685634 5.00 4.13 11.375 2.250 2.00 6135825765 5.00 5.00 11.000 2.250 2.00 6135830831 5.00 5.00 10.625 2.250 2.00 6139589458 5.00 5.00 11.250 2.250 2.00 6140056158 5.00 3.75 11.000 2.250 2.00 6140365880 5.00 3.75 11.000 2.250 2.00 6140657559 5.00 3.50 10.750 2.250 2.00 6141142973 5.00 5.00 10.875 2.250 2.00 6149341916 5.00 4.00 11.250 2.250 2.00 6151367585 5.00 3.75 11.000 2.250 2.00 6151592521 5.00 4.25 11.500 2.250 2.00 6154251463 5.00 5.00 10.875 2.250 2.00 6155383968 5.00 5.00 10.750 2.250 2.00 6157043727 5.00 5.00 11.000 2.250 2.00 6157122091 5.00 5.00 10.875 2.250 2.00 6158557022 5.00 5.00 11.500 2.250 2.00 6160093719 5.00 3.50 10.750 2.250 2.00 6160703101 5.00 3.88 11.125 2.250 2.00 6161446502 5.00 3.75 11.000 2.250 2.00 6162091380 5.00 5.00 11.250 2.250 2.00 6163023135 5.00 3.63 10.875 2.250 2.00 6164054808 5.00 5.00 11.125 2.250 2.00 6166645751 5.00 3.75 11.000 2.250 2.00 6167616181 5.00 4.25 11.500 2.250 2.00 6169187157 5.00 3.88 11.125 2.250 2.00 6171273284 5.00 5.00 11.000 2.250 2.00 6175993226 5.00 4.00 11.250 2.250 2.00 6179204588 5.00 5.00 11.000 2.250 2.00 6180452846 5.00 5.00 10.875 2.250 2.00 6181486454 5.00 4.00 11.250 2.250 2.00 6181604288 5.00 3.63 10.875 2.250 2.00 6183512067 5.00 4.00 11.250 2.250 2.00 6184337126 5.00 4.25 11.500 2.250 2.00 6185579320 5.00 3.75 11.000 2.250 2.00 6187554362 5.00 4.00 11.250 2.250 2.00 6190959723 5.00 5.00 10.875 2.250 2.00 6194301351 5.00 3.63 10.875 2.250 2.00 6195549339 5.00 3.75 11.000 2.250 2.00 6195663882 5.00 3.75 11.000 2.250 2.00 6196195397 5.00 4.63 11.875 2.250 2.00 6196670597 5.00 4.00 11.250 2.250 2.00 6199164119 5.00 4.00 11.250 2.250 2.00 6202339955 5.00 3.75 11.000 2.250 2.00 6203399065 5.00 3.88 11.125 2.250 2.00 6203459422 5.00 5.00 11.250 2.250 2.00 6204005273 5.00 5.00 11.125 2.250 2.00 6204557893 5.00 5.00 11.000 2.250 2.00 6206471655 5.00 5.00 11.375 2.250 2.00 6206750009 5.00 3.88 11.125 2.250 2.00 6207217131 5.00 3.75 11.000 2.250 2.00 6211024093 5.00 3.75 11.000 2.250 2.00 6212861600 5.00 3.63 10.875 2.250 2.00 6217811741 5.00 3.25 10.500 2.250 2.00 6220326158 5.00 3.63 10.875 2.250 2.00 6220461088 5.00 4.00 11.250 2.250 2.00 6222060912 5.00 3.88 11.125 2.250 2.00 6227144695 5.00 5.00 11.000 2.250 2.00 6230840032 5.00 5.00 10.875 2.250 2.00 6231295483 5.00 5.00 11.000 2.250 2.00 6233880951 5.00 4.00 11.250 2.250 2.00 6237921272 5.00 4.00 11.250 2.250 2.00 6238513805 5.00 3.50 10.750 2.250 2.00 6241563367 5.00 5.00 10.875 2.250 2.00 6249987170 5.00 5.00 11.375 2.250 2.00 6251453046 5.00 4.00 11.250 2.250 2.00 6253665480 5.00 5.00 10.750 2.250 2.00 6253798596 5.00 4.13 11.375 2.250 2.00 6257553088 5.00 5.00 10.875 2.250 2.00 6257917259 5.00 5.00 10.875 2.250 2.00 6258815635 5.00 5.00 10.625 2.250 2.00 6259502604 5.00 3.75 11.000 2.250 2.00 6260456634 5.00 3.50 10.750 2.250 2.00 6262333906 5.00 4.38 11.625 2.250 2.00 6262439208 5.00 5.00 11.500 2.250 2.00 6262954198 5.00 4.00 11.250 2.250 2.00 6262980318 5.00 3.75 11.000 2.250 2.00 6263861277 5.00 3.75 11.000 2.250 2.00 6264248581 5.00 4.00 11.250 2.250 2.00 6264923597 5.00 3.88 11.125 2.250 2.00 6265969706 5.00 3.63 10.875 2.250 2.00 6266751665 5.00 5.00 11.000 2.250 2.00 6266927075 5.00 3.88 11.125 2.250 2.00 6268485734 5.00 3.75 11.000 2.250 2.00 6269136732 5.00 3.88 11.125 2.250 2.00 6270585117 5.00 5.00 11.375 2.250 2.00 6271918267 5.00 3.75 11.000 2.250 2.00 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11.250 2.250 2.00 6309793088 5.00 3.38 10.625 2.250 2.00 6310723546 5.00 4.00 11.250 2.250 2.00 6310935959 5.00 5.00 10.750 2.250 2.00 6318059802 5.00 4.13 11.375 2.250 2.00 6321439504 5.00 4.00 11.250 2.250 2.00 6321964402 5.00 5.00 11.000 2.250 2.00 6322760098 5.00 3.88 11.125 2.250 2.00 6325561196 5.00 3.50 10.750 2.250 2.00 6326085211 5.00 3.75 11.000 2.250 2.00 6326095178 5.00 5.00 11.000 2.250 2.00 6326541262 5.00 3.88 11.125 2.250 2.00 6328762718 5.00 5.00 11.125 2.250 2.00 6335001977 5.00 4.00 11.250 2.250 2.00 6335333370 5.00 4.13 11.375 2.250 2.00 6335646185 5.00 5.00 11.125 2.250 2.00 6335829799 5.00 3.63 10.875 2.250 2.00 6336026742 5.00 3.75 11.000 2.250 2.00 6336139685 5.00 4.13 11.375 2.250 2.00 6336580698 5.00 3.75 11.000 2.250 2.00 6336584351 5.00 4.00 11.250 2.250 2.00 6338607382 5.00 4.00 11.250 2.250 2.00 6342216725 5.00 5.00 10.875 2.250 2.00 6346889816 5.00 4.25 11.500 2.250 2.00 6346994277 5.00 2.63 09.875 2.250 2.00 6347181700 5.00 4.13 11.375 2.250 2.00 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11.250 2.250 2.00 6381095923 5.00 4.13 11.375 2.250 2.00 6381623526 5.00 5.00 10.750 2.250 2.00 6384016173 5.00 3.63 10.875 2.250 2.00 6385302010 5.00 4.00 11.250 2.250 2.00 6389300580 5.00 3.63 10.875 2.250 2.00 6390502547 5.00 4.00 11.250 2.250 2.00 6393843880 5.00 4.13 11.375 2.250 2.00 6394128372 5.00 4.25 11.500 2.250 2.00 6397043271 5.00 3.88 11.125 2.250 2.00 6399710356 5.00 3.88 11.125 2.250 2.00 6399970976 5.00 4.13 11.375 2.250 2.00 6400314297 5.00 3.63 10.875 2.250 2.00 6401018491 5.00 3.63 10.875 2.250 2.00 6404499748 5.00 3.63 10.875 2.250 2.00 6404695386 5.00 5.00 11.125 2.250 2.00 6406498763 5.00 3.75 11.000 2.250 2.00 6410486572 5.00 3.88 11.125 2.250 2.00 6412101609 5.00 3.75 11.000 2.250 2.00 6413502029 5.00 3.75 11.000 2.250 2.00 6415663720 5.00 4.00 11.250 2.250 2.00 6415992046 5.00 3.63 10.875 2.250 2.00 6418439581 5.00 3.75 11.000 2.250 2.00 6420318336 5.00 4.38 11.625 2.250 2.00 6421295087 5.00 3.63 10.875 2.250 2.00 6422628682 5.00 3.88 11.125 2.250 2.00 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11.000 2.250 2.00 6550946286 5.00 5.00 10.625 2.250 2.00 6551011726 5.00 4.13 11.375 2.250 2.00 6551546333 5.00 4.00 11.250 2.250 2.00 6553504660 5.00 3.50 10.750 2.250 2.00 6553908655 5.00 4.00 11.250 2.250 2.00 6554159670 5.00 3.63 10.875 2.250 2.00 6556932306 5.00 3.75 11.000 2.250 2.00 6558583461 5.00 5.00 11.125 2.250 2.00 6558621469 5.00 5.00 11.250 2.250 2.00 6559099442 5.00 4.25 11.500 2.250 2.00 6560836469 5.00 3.50 10.750 2.250 2.00 6561939619 5.00 5.00 10.500 2.250 2.00 6562153798 5.00 5.00 11.125 2.250 2.00 6563860714 5.00 3.50 10.750 2.250 2.00 6564418025 5.00 3.88 11.125 2.250 2.00 6568839077 5.00 4.00 11.250 2.250 2.00 6569332684 5.00 5.00 10.625 2.250 2.00 6569661801 5.00 5.00 11.000 2.250 2.00 6569793059 5.00 5.00 11.375 2.250 2.00 6570160520 5.00 4.00 11.250 2.250 2.00 6571548327 5.00 4.25 11.500 2.250 2.00 6573154694 5.00 3.75 11.000 2.250 2.00 6575102725 5.00 4.00 11.250 2.250 2.00 6575608143 5.00 3.63 10.875 2.250 2.00 6577222828 5.00 5.00 11.750 2.250 2.00 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10.875 2.250 2.00 6626642125 5.00 5.00 11.125 2.250 2.00 6626707175 5.00 4.25 11.500 2.250 2.00 6631406326 5.00 4.00 11.250 2.250 2.00 6632145634 5.00 5.00 11.125 2.250 2.00 6634878265 5.00 3.75 11.000 2.250 2.00 6636201953 5.00 4.50 11.750 2.250 2.00 6639380176 5.00 3.75 11.000 2.250 2.00 6641067084 5.00 3.63 10.875 2.250 2.00 6645854784 5.00 4.63 11.875 2.250 2.00 6646019064 5.00 3.63 10.875 2.250 2.00 6648032701 5.00 3.63 10.875 2.250 2.00 6649154256 5.00 5.00 11.000 2.250 2.00 6649294854 5.00 3.88 11.125 2.250 2.00 6649305460 5.00 4.00 11.250 2.250 2.00 6649816896 5.00 3.63 10.875 2.250 2.00 6653141850 5.00 2.50 09.750 2.250 2.00 6653791225 5.00 4.50 11.750 2.250 2.00 6654265716 5.00 5.00 11.250 2.250 2.00 6654682019 5.00 5.00 11.000 2.250 2.00 6657084163 5.00 4.25 11.500 2.250 2.00 6658115743 5.00 5.00 10.875 2.250 2.00 6658377632 5.00 3.75 11.000 2.250 2.00 6661107141 5.00 3.63 10.875 2.250 2.00 6662408225 5.00 4.00 11.250 2.250 2.00 6666693327 5.00 4.25 11.500 2.250 2.00 6667553223 5.00 4.00 11.250 2.250 2.00 6667784273 5.00 3.75 11.000 2.250 2.00 6668681064 5.00 5.00 10.875 2.250 2.00 6668865998 5.00 4.00 11.250 2.250 2.00 6669493709 5.00 5.00 11.000 2.250 2.00 6669836329 5.00 5.00 11.000 2.250 2.00 6671284716 5.00 3.25 10.500 2.250 2.00 6675823261 5.00 3.63 10.875 2.250 2.00 6675852153 5.00 4.13 11.375 2.250 2.00 6677030576 5.00 4.38 11.625 2.250 2.00 6681007818 5.00 5.00 11.000 2.250 2.00 6684206748 5.00 3.75 11.000 2.250 2.00 6684233171 5.00 3.88 11.125 2.250 2.00 6685071216 5.00 3.63 10.875 2.250 2.00 6685917384 5.00 3.75 11.000 2.250 2.00 6687436821 5.00 3.88 11.125 2.250 2.00 6691618224 5.00 5.00 11.125 2.250 2.00 6693624600 5.00 5.00 10.875 2.250 2.00 6695720950 5.00 4.00 11.250 2.250 2.00 6696146270 5.00 5.00 10.750 2.250 2.00 6698100101 5.00 3.50 10.750 2.250 2.00 6698480115 5.00 3.88 11.125 2.250 2.00 6702534972 5.00 5.00 10.875 2.250 2.00 6704391751 5.00 4.00 11.250 2.250 2.00 6706112783 5.00 5.00 10.875 2.250 2.00 6712366852 5.00 4.13 11.375 2.250 2.00 6714039515 5.00 3.88 11.125 2.250 2.00 6715243017 5.00 4.25 11.500 2.250 2.00 6718244988 5.00 3.88 11.125 2.250 2.00 6719030345 5.00 3.88 11.125 2.250 2.00 6722921142 5.00 4.25 11.500 2.250 2.00 6724400038 5.00 5.00 11.250 2.250 2.00 6724901290 5.00 4.25 11.500 2.250 2.00 6727327568 5.00 5.00 11.000 2.250 2.00 6728113678 5.00 5.00 10.875 2.250 2.00 6731056690 5.00 5.00 10.875 2.250 2.00 6731191711 5.00 3.75 11.000 2.250 2.00 6732613580 5.00 3.63 10.875 2.250 2.00 6732790230 5.00 5.00 11.125 2.250 2.00 6733433210 5.00 3.63 10.875 2.250 2.00 6735071927 5.00 3.88 11.125 2.250 2.00 6736372365 5.00 5.00 11.250 2.250 2.00 6736933430 5.00 5.00 11.500 2.250 2.00 6738546446 5.00 5.00 10.875 2.250 2.00 6739676457 5.00 4.00 11.250 2.250 2.00 6742228593 5.00 5.00 11.000 2.250 2.00 6747156088 5.00 4.13 11.375 2.250 2.00 6747182878 5.00 3.63 10.875 2.250 2.00 6747424023 5.00 3.63 10.875 2.250 2.00 6749455231 5.00 4.13 11.375 2.250 2.00 6751802114 5.00 3.63 10.875 2.250 2.00 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11.000 2.250 2.00 6798552201 5.00 3.88 11.125 2.250 2.00 6799781437 5.00 4.00 11.250 2.250 2.00 6800853316 5.00 3.88 11.125 2.250 2.00 6805471833 5.00 5.00 10.750 2.250 2.00 6807307365 5.00 3.88 11.125 2.250 2.00 6810002730 5.00 5.00 11.000 2.250 2.00 6810388683 5.00 5.00 11.250 2.250 2.00 6815848368 5.00 3.88 11.125 2.250 2.00 6816004045 5.00 4.13 11.375 2.250 2.00 6817358242 5.00 2.38 09.625 2.250 2.00 6817859991 5.00 4.25 11.500 2.250 2.00 6818278118 5.00 4.25 11.500 2.250 2.00 6820824016 5.00 3.75 11.000 2.250 2.00 6821090419 5.00 3.63 10.875 2.250 2.00 6821176416 5.00 5.00 10.875 2.250 2.00 6825452086 5.00 5.00 11.500 2.250 2.00 6828613890 5.00 3.63 10.875 2.250 2.00 6829741039 5.00 2.88 10.125 2.250 2.00 6830308323 5.00 5.00 10.875 2.250 2.00 6830526262 5.00 5.00 10.875 2.250 2.00 6836039328 5.00 5.00 11.250 2.250 2.00 6836956158 5.00 3.75 11.000 2.250 2.00 6840301912 5.00 5.00 10.625 2.250 2.00 6841422949 5.00 3.88 11.125 2.250 2.00 6844688025 5.00 5.00 11.250 2.250 2.00 6844766318 5.00 3.75 11.000 2.250 2.00 6845281085 5.00 5.00 10.875 2.250 2.00 6848018245 5.00 3.88 11.125 2.250 2.00 6848884323 5.00 4.00 11.250 2.250 2.00 6851504420 5.00 3.88 11.125 2.250 2.00 6852132288 5.00 3.88 11.125 2.250 2.00 6852792792 5.00 3.75 11.000 2.250 2.00 6853049218 5.00 4.13 11.375 2.250 2.00 6853909965 5.00 3.63 10.875 2.250 2.00 6854904056 5.00 5.00 10.875 2.250 2.00 6854917959 5.00 3.75 11.000 2.250 2.00 6855014236 5.00 3.00 10.250 2.250 2.00 6858501825 5.00 4.25 11.500 2.250 2.00 6860714143 5.00 3.88 11.125 2.250 2.00 6862462469 5.00 4.25 11.500 2.250 2.00 6862545685 5.00 3.75 11.000 2.250 2.00 6863645096 5.00 5.00 10.875 2.250 2.00 6864192312 5.00 4.13 11.375 2.250 2.00 6864434169 5.00 4.13 11.375 2.250 2.00 6864848517 5.00 5.00 10.875 2.250 2.00 6866013003 5.00 3.88 11.125 2.250 2.00 6872507873 5.00 5.00 10.875 2.250 2.00 6874085381 5.00 3.88 11.125 2.250 2.00 6877820537 5.00 3.88 11.125 2.250 2.00 6878209441 5.00 4.00 11.250 2.250 2.00 6879148978 5.00 3.63 10.875 2.250 2.00 6884190338 5.00 3.75 11.000 2.250 2.00 6884446995 5.00 3.88 11.125 2.250 2.00 6884516912 5.00 3.63 10.875 2.250 2.00 6885496619 5.00 5.00 11.250 2.250 2.00 6887552724 5.00 3.88 11.125 2.250 2.00 6887694005 5.00 4.38 11.625 2.250 2.00 6894174892 5.00 3.88 11.125 2.250 2.00 6895166350 5.00 5.00 10.750 2.250 2.00 6896273932 5.00 4.13 11.375 2.250 2.00 6904345474 5.00 5.00 11.000 2.250 2.00 6905078934 5.00 3.88 11.125 2.250 2.00 6905113681 5.00 4.00 11.250 2.250 2.00 6905282890 5.00 5.00 11.000 2.250 2.00 6906327132 5.00 5.00 11.000 2.250 2.00 6911659461 5.00 4.25 11.500 2.250 2.00 6911815246 5.00 4.50 11.750 2.250 2.00 6912561344 5.00 4.63 11.875 2.250 2.00 6912844211 5.00 3.63 10.875 2.250 2.00 6914879611 5.00 3.88 11.125 2.250 2.00 6917125376 5.00 4.00 11.250 2.250 2.00 6921755416 5.00 3.75 11.000 2.250 2.00 6923381161 5.00 3.88 11.125 2.250 2.00 6924107482 5.00 3.88 11.125 2.250 2.00 6924812842 5.00 4.00 11.250 2.250 2.00 6925291558 5.00 4.13 11.375 2.250 2.00 6929736061 5.00 5.00 11.500 2.250 2.00 6930866097 5.00 4.13 11.375 2.250 2.00 6931171281 5.00 4.13 11.375 2.250 2.00 6931857558 5.00 3.88 11.125 2.250 2.00 6933772029 5.00 5.00 10.625 2.250 2.00 6934617686 5.00 3.75 11.000 2.250 2.00 6935519691 5.00 5.00 11.250 2.250 2.00 6938905210 5.00 4.00 11.000 2.250 2.00 6940023986 5.00 4.00 11.250 2.250 2.00 6943688496 5.00 3.88 11.125 2.250 2.00 6944482279 5.00 5.00 10.625 2.250 2.00 6947469034 5.00 4.13 11.375 2.250 2.00 6948719676 5.00 5.00 11.125 2.250 2.00 6949206970 5.00 4.25 11.500 2.250 2.00 6949990425 5.00 5.00 10.250 2.250 2.00 6950606902 5.00 4.25 11.500 2.250 2.00 6951050365 5.00 3.75 11.000 2.250 2.00 6952153184 5.00 3.88 11.125 2.250 2.00 6960886767 5.00 4.13 11.375 2.250 2.00 6962621832 5.00 4.25 11.500 2.250 2.00 6963157042 5.00 3.75 11.000 2.250 2.00 6963757742 5.00 3.88 11.125 2.250 2.00 6965158360 5.00 5.00 11.000 2.250 2.00 6966328897 5.00 3.63 10.875 2.250 2.00 6968275005 5.00 5.00 10.750 2.250 2.00 6972713967 5.00 4.00 11.250 2.250 2.00 6972920877 5.00 4.13 11.375 2.250 2.00 6973413161 5.00 4.38 11.625 2.250 2.00 6976468832 5.00 3.63 10.875 2.250 2.00 6978448246 5.00 4.25 11.500 2.250 2.00 6978561444 5.00 4.00 11.250 2.250 2.00 6978863378 5.00 5.00 10.875 2.250 2.00 6981733444 5.00 3.75 11.000 2.250 2.00 6981847418 5.00 5.00 11.125 2.250 2.00 6982664655 5.00 4.25 11.500 2.250 2.00 6983044493 5.00 4.13 11.375 2.250 2.00 6983477503 5.00 5.00 11.125 2.250 2.00 6987163570 5.00 3.88 11.125 2.250 2.00 6988365018 5.00 3.75 11.000 2.250 2.00 6988517519 5.00 3.63 10.875 2.250 2.00 6990250778 5.00 3.88 11.125 2.250 2.00 6991938652 5.00 3.63 10.875 2.250 2.00 6993191706 5.00 3.88 11.125 2.250 2.00 6994808662 5.00 5.00 10.875 2.250 2.00 6999247825 5.00 4.25 11.500 2.250 2.00 7016016177 5.00 4.00 11.250 2.250 2.00 7016022019 5.00 5.00 11.125 2.250 2.00 7016022407 5.00 3.88 11.125 2.250 2.00 7016023017 5.00 4.00 11.250 2.250 2.00 7016039815 5.00 3.25 10.500 2.250 2.00 7016040847 5.00 5.00 11.250 2.250 2.00 7016041357 5.00 3.50 10.750 2.250 2.00 7016042942 5.00 5.00 10.500 2.250 2.00
LOAN COUNT: 634 Scheduled PB as of June 1, 2002: 325,022,332.99 Unpaid PB W/A: 512,654.00 W/A Interest Rate: 6.077 W/A Remaining Term: 358 EXHIBIT D-2 LOAN GROUP 2 MORTGAGE LOAN SCHEDULE
BANK OF AMERICA MORTGAGE BOAMS 2002-H GROUP 2: NET 5 MORTGAGE SCHEDULE LOAN ZIP PROPERTY LOAN DOC ORIGINAL NUMBER STATE CODE TYPE OCCUPANCY PURPOSE TYPE LTV ---------------------------------------------------------------------------------------------------------------------------- 6006766163 CA 92660 PUD Primary Refinance Standard 36.66 6027238960 TX 77005 Single Family Primary Refinance Rapid 65.21 6068644985 CA 95124 Single Family Primary Purchase Rapid 80.00 6085394481 CA 94607 Condominium Primary Purchase Standard 95.00 6101118658 IL 60175 PUD Primary Refinance Standard 71.12 6106414292 CA 90025 Single Family Primary Purchase Standard 80.00 6121278987 CA 90272 Single Family Primary Refinance Rapid 20.00 6124090330 CA 94536 Single Family Primary Purchase Standard 80.00 6133163094 CA 94022 Single Family Primary Refinance Standard 25.14 6149606920 CA 90277 Condominium Primary Purchase Rapid 80.00 6150427414 CA 92692 PUD Primary Purchase Rapid 80.00 6174938040 CA 94303 Single Family Primary Purchase Rapid 75.00 6183444675 CA 92673 Single Family Primary Refinance Rapid 71.44 6193801906 CA 94103 Condominium Primary Purchase Standard 79.36 6216483948 MN 55391 Single Family Primary Refinance Rapid 79.84 6217682571 CA 92128 Condominium Primary Purchase Rapid 80.00 6218268297 CA 94539 Single Family Primary Refinance Standard 56.18 6228588460 CA 94070 Single Family Primary Purchase Standard 80.00 6241550455 CA 91361 PUD Primary Purchase Rapid 79.29 6271574912 CA 90025 Single Family Primary Refinance Rapid 78.22 6276241822 FL 34217 Single Family Secondary Purchase Rapid 63.84 6283454442 CA 92688 PUD Primary Purchase Rapid 80.00 6288616193 GA 30327 Single Family Primary Purchase Rapid 73.33 6315713781 CA 94019 PUD Primary Purchase Rapid 28.73 6317713847 IL 60010 Single Family Primary Refinance Standard 76.26 6319158009 CT 06831 Single Family Primary Refinance Standard 42.32 6347247337 CA 94109 Condominium Primary Purchase Rapid 80.00 6350537699 CA 94112 PUD Primary Purchase Standard 69.69 6353164434 CA 94708 Single Family Primary Refinance Rapid 64.10 6355327161 MN 55436 Single Family Primary Purchase Rapid 45.73 6355524353 CA 94062 Single Family Primary Cash-out Refinance Standard 30.00 6363037331 CA 90266 Condominium Primary Purchase Standard 75.00 6405399913 CA 95032 Single Family Primary Refinance Standard 63.07 6412409481 CA 92673 PUD Primary Refinance Rapid 75.37 6424270293 CA 95136 Single Family Primary Purchase Standard 80.00 6429986380 MN 55331 Single Family Primary Refinance Rapid 76.84 6436627712 CA 95070 Single Family Primary Refinance Rapid 21.62 6441390728 WA 98166 Single Family Primary Purchase Standard 77.88 6455014032 CA 93452 Condominium Secondary Purchase Rapid 76.45 6458483135 CA 94030 Single Family Primary Purchase Rapid 75.00 6474337752 VA 22101 Single Family Primary Cash-out Refinance Rapid 20.00 6485783747 CA 94131 Condominium Primary Cash-out Refinance Standard 71.76 6499577077 WA 98040 Single Family Primary Cash-out Refinance Rapid 70.00 6504702801 CA 92024 PUD Primary Purchase Rapid 80.00 6507557095 CA 95037 Single Family Primary Cash-out Refinance Standard 51.61 6509663958 CA 93921 Single Family Primary Refinance Rapid 18.57 6515656723 AZ 85018 Single Family Primary Purchase Rapid 78.09 6547627742 CA 90803 Single Family Primary Refinance Standard 39.50 6553758308 CA 94103 Condominium Primary Purchase Rapid 80.00 6562037686 CA 94941 Single Family Primary Refinance Rapid 34.00 6565338784 TX 76034 PUD Primary Refinance Standard 73.66 6587695807 CA 90062 Single Family Primary Refinance Rapid 62.00 6595789253 CA 95030 Single Family Primary Refinance Standard 31.25 6606869060 CA 94022 Single Family Primary Purchase Standard 80.00 6613709648 CA 95120 PUD Primary Purchase Rapid 80.00 6632636640 CA 92651 Single Family Secondary Refinance Rapid 64.72 6638450772 MN 55331 Single Family Primary Refinance Rapid 45.34 6642437575 PA 19462 Single Family Primary Purchase Rapid 79.99 6647415774 MN 55047 Single Family Primary Cash-out Refinance Rapid 79.87 6651492990 VA 22101 Single Family Primary Purchase Rapid 80.00 6661673043 CA 92115 Single Family Primary Purchase Rapid 80.00 6666019481 CA 90069 Single Family Primary Refinance Rapid 70.76 6704294070 CA 94062 Single Family Primary Purchase Rapid 75.00 6706303457 CA 90272 Single Family Primary Purchase Standard 58.39 6707024979 CA 94112 Condominium Primary Purchase Reduced 80.00 6709023284 CA 94602 Single Family Primary Purchase Rapid 80.00 6713795026 CA 95070 Single Family Primary Refinance Rapid 27.93 6737948528 CA 94566 Single Family Primary Purchase Rapid 80.00 6744852242 CA 94301 Single Family Primary Refinance Rapid 48.53 6751365831 TX 75205 Single Family Primary Purchase Rapid 80.00 6759008904 CA 92009 PUD Primary Purchase Standard 90.00 6773315947 NM 87506 PUD Primary Cash-out Refinance Rapid 56.52 6777530012 CA 92024 PUD Primary Purchase Standard 80.00 6796577515 MD 20861 Single Family Primary Cash-out Refinance Rapid 68.70 6802607371 NV 89135 PUD Primary Refinance Standard 48.33 6824021742 CA 92129 Single Family Primary Purchase Standard 79.38 6840764796 CA 92625 PUD Primary Purchase Rapid 79.35 6846455902 CA 94103 Condominium Primary Purchase Standard 80.00 6848548910 CA 94550 Single Family Primary Purchase Rapid 80.00 6850667673 CA 91423 Single Family Primary Purchase Standard 80.00 6860478186 CA 91602 Single Family Primary Cash-out Refinance Rapid 72.40 6862525356 CA 95020 Single Family Primary Purchase Rapid 80.00 6862879423 CA 92706 Single Family Primary Refinance Rapid 73.66 6870289326 CA 90266 Single Family Primary Purchase Rapid 74.96 6905997836 CA 91001 Single Family Primary Refinance Rapid 66.66 6920235626 CA 96161 PUD Secondary Refinance Rapid 37.30 6921738297 NM 87571 Single Family Primary Cash-out Refinance Rapid 63.15 6929062104 KS 66207 Single Family Primary Purchase Standard 80.00 6935987013 CA 94558 Single Family Primary Refinance Standard 48.12 6936890851 GA 30305 Single Family Primary Purchase Rapid 79.77 6959100071 MA 02114 Condominium Primary Purchase Rapid 95.00 6959910966 CA 94122 Single Family Primary Purchase Standard 80.00 6969717179 CA 90046 Single Family Primary Refinance Rapid 75.00 6979977573 CA 90026 Single Family Primary Purchase Rapid 69.23 6985786257 CA 92782 PUD Primary Purchase Standard 78.12 6988367659 CA 95037 Single Family Primary Purchase Standard 65.38 6989107807 FL 34110 PUD Primary Purchase Standard 80.00 6992643681 CA 92009 Single Family Primary Purchase Standard 63.63 6999108217 CA 94117 Single Family Primary Purchase Rapid 80.00 6183113973 WA 98053 Single Family Primary Purchase Rapid 56.90 6251387020 FL 34217 Single Family Secondary Purchase Rapid 80.00 6529203975 FL 33179 PUD Primary Purchase Standard 79.85 6900044873 CA 96161 PUD Secondary Refinance Rapid 62.75 BANK OF AMERICA MORTGAGE BOAMS 2002-H GROUP 2: NET 5 MORTGAGE SCHEDULE (Table Continued) LOAN NOTE ORIGINAL 1ST PAYMENT MATURITY ORIGINAL MONTHLY CURRENT REMAINING SCHEDULED NUMBER Rate PB Date Date Term P&I Due Date Term PB ------------------------------------------------------------------------------------------------------------------------------------ 6006766163 6.125 550,000 20020501 20320401 360 2,807.29 20020701 357 550,000.00 6027238960 6.375 750,000 20020701 20320601 360 3,984.38 20020701 359 750,000.00 6068644985 6.875 364,000 20020601 20320501 360 2,085.42 20020701 358 364,000.00 6085394481 6.750 318,250 20020501 20320401 360 1,790.16 20020701 357 318,250.00 6101118658 6.125 340,000 20020701 20320601 360 1,735.42 20020701 359 340,000.00 6106414292 6.500 626,400 20020601 20320501 360 3,393.00 20020701 358 626,400.00 6121278987 6.375 500,000 20020701 20320601 360 2,656.25 20020701 359 500,000.00 6124090330 5.875 382,400 20020801 20320701 360 1,872.17 20020801 360 382,400.00 6133163094 7.125 591,000 20020601 20320501 360 3,509.06 20020801 358 591,000.00 6149606920 6.000 412,000 20020701 20320601 360 2,060.00 20020701 359 412,000.00 6150427414 6.375 440,000 20020701 20320601 360 2,337.50 20020701 359 440,000.00 6174938040 6.625 746,250 20020601 20320501 360 4,119.92 20020701 358 746,250.00 6183444675 6.375 321,500 20020701 20320601 360 1,707.97 20020701 359 321,500.00 6193801906 6.125 500,000 20020701 20320601 360 2,552.08 20020701 359 500,000.00 6216483948 6.625 515,000 20020601 20320501 360 2,843.23 20020701 358 515,000.00 6217682571 6.125 332,000 20020801 20320701 360 1,694.58 20020801 360 332,000.00 6218268297 5.750 899,000 20020801 20320701 360 4,307.71 20020801 360 899,000.00 6228588460 6.500 332,000 20020601 20320501 360 1,798.33 20020701 358 332,000.00 6241550455 5.875 337,000 20020801 20320701 360 1,649.90 20020801 360 337,000.00 6271574912 6.125 352,000 20020801 20320701 360 1,796.67 20020801 360 352,000.00 6276241822 6.625 340,000 20020601 20320501 360 1,877.08 20020701 358 340,000.00 6283454442 6.250 348,000 20020601 20320501 360 1,812.50 20020701 358 348,000.00 6288616193 6.250 440,000 20020801 20320701 360 2,291.67 20020801 360 440,000.00 6315713781 6.625 500,000 20020601 20320501 360 2,760.42 20020701 358 500,000.00 6317713847 6.125 601,000 20020701 20320601 360 3,067.60 20020701 359 601,000.00 6319158009 6.250 910,000 20020601 20320501 360 4,739.58 20020701 358 910,000.00 6347247337 6.000 457,600 20020501 20320401 360 2,288.00 20020701 357 456,971.31 6350537699 6.250 460,000 20020801 20320701 360 2,395.83 20020801 360 460,000.00 6353164434 6.250 375,000 20020501 20320401 360 1,953.12 20020701 357 375,000.01 6355327161 6.250 600,000 20020601 20320501 360 3,125.00 20020701 358 600,000.00 6355524353 6.000 600,000 20020501 20320401 360 3,000.00 20020701 357 600,000.00 6363037331 6.625 937,500 20020701 20320601 360 5,175.78 20020701 359 937,500.00 6405399913 6.375 820,000 20020501 20320401 360 4,356.25 20020701 357 820,000.00 6412409481 6.125 456,000 20020601 20320501 360 2,327.50 20020701 358 456,000.00 6424270293 6.250 379,200 20020501 20320401 360 1,975.00 20020701 357 379,200.00 6429986380 6.000 428,000 20020701 20320601 360 2,140.00 20020701 359 428,000.00 6436627712 6.125 800,000 20020701 20320601 360 4,083.33 20020701 359 800,000.00 6441390728 6.500 500,000 20020701 20320601 360 2,708.33 20020701 359 500,000.00 6455014032 6.250 350,000 20020801 20320701 360 1,822.92 20020801 360 350,000.00 6458483135 6.125 813,750 20020701 20320601 360 4,153.52 20020701 359 813,750.00 6474337752 6.875 600,000 20020601 20320501 360 3,437.50 20020801 358 600,000.00 6485783747 6.750 305,000 20020701 20320601 360 1,715.63 20020801 359 304,980.00 6499577077 6.125 644,008 20020601 20320501 360 3,287.12 20020701 358 644,008.00 6504702801 6.250 343,920 20020701 20320601 360 1,791.25 20020701 359 343,920.00 6507557095 6.000 400,000 20020701 20320601 360 2,000.00 20020701 359 400,000.00 6509663958 6.625 353,000 20020501 20320401 360 1,948.85 20020701 357 353,000.00 6515656723 6.500 328,000 20020601 20320501 360 1,776.67 20020701 358 328,000.00 6547627742 6.250 790,000 20020201 20320101 360 4,114.58 20020701 354 790,000.00 6553758308 6.500 448,000 20020701 20320601 360 2,426.67 20020701 359 448,000.00 6562037686 6.250 340,000 20020601 20320501 360 1,770.83 20020701 358 340,000.00 6565338784 6.500 733,000 20020701 20320601 360 3,970.42 20020701 359 733,000.00 6587695807 5.875 465,000 20020701 20320601 360 2,276.56 20020701 359 465,000.00 6595789253 6.625 1,000,000 20020601 20320501 360 5,520.83 20020701 358 1,000,000.00 6606869060 5.875 686,000 20020701 20320601 360 3,358.54 20020701 359 686,000.00 6613709648 6.250 360,800 20020801 20320701 360 1,879.17 20020801 360 360,800.00 6632636640 6.500 356,000 20020601 20320501 360 1,928.33 20020701 358 356,000.00 6638450772 6.375 975,000 20020701 20320601 360 5,179.69 20020701 359 975,000.00 6642437575 6.000 439,736 20020701 20320601 360 2,198.68 20020701 359 439,736.00 6647415774 6.750 635,000 20020701 20320601 360 3,571.88 20020701 359 635,000.00 6651492990 6.875 591,920 20020601 20320501 360 3,391.21 20020701 358 591,920.00 6661673043 6.750 384,000 20020601 20320501 360 2,160.00 20020801 358 384,000.00 6666019481 6.500 460,000 20020601 20320501 360 2,491.67 20020801 358 460,000.00 6704294070 6.000 825,000 20020601 20320501 360 4,125.00 20020801 358 825,000.00 6706303457 6.000 520,000 20020701 20320601 360 2,600.00 20020701 359 520,000.00 6707024979 5.750 379,920 20020801 20320701 360 1,820.45 20020801 360 379,920.00 6709023284 6.000 560,000 20020701 20320601 360 2,800.00 20020701 359 560,000.00 6713795026 6.500 405,000 20020601 20320501 360 2,193.75 20020701 358 405,000.00 6737948528 6.000 496,000 20020801 20320701 360 2,480.00 20020801 360 496,000.00 6744852242 6.500 910,000 20020601 20320501 360 4,929.17 20020701 358 910,000.00 6751365831 6.250 478,400 20020701 20320601 360 2,491.67 20020701 359 478,400.00 6759008904 6.500 418,500 20020501 20320401 360 2,266.88 20020701 357 417,951.49 6773315947 6.250 650,000 20020701 20320601 360 3,385.42 20020701 359 650,000.00 6777530012 6.250 319,200 20020701 20320601 360 1,662.50 20020701 359 319,200.00 6796577515 6.250 450,000 20020601 20320501 360 2,343.75 20020701 358 450,000.00 6802607371 6.625 655,000 20020601 20320501 360 3,616.15 20020701 358 654,358.96 6824021742 6.250 360,000 20020601 20320501 360 1,875.00 20020701 358 360,000.00 6840764796 6.250 615,000 20020601 20320501 360 3,203.12 20020701 358 615,000.01 6846455902 7.000 380,000 20020701 20320601 360 2,216.67 20020701 359 380,000.00 6848548910 6.500 328,000 20020601 20320501 360 1,776.67 20020801 358 328,000.00 6850667673 6.625 700,000 20020501 20320401 360 3,864.58 20020701 357 700,000.00 6860478186 6.000 362,000 20020701 20320601 360 1,810.00 20020701 359 362,000.00 6862525356 7.125 367,200 20020601 20320501 360 2,180.25 20020701 358 367,200.00 6862879423 6.875 884,000 20020601 20320501 360 5,064.58 20020701 358 881,164.43 6870289326 6.000 952,000 20020701 20320601 360 4,760.00 20020701 359 952,000.00 6905997836 6.375 800,000 20020801 20320701 360 4,250.00 20020801 360 800,000.00 6920235626 6.250 485,000 20020801 20320701 360 2,526.04 20020801 360 485,000.00 6921738297 6.375 600,000 20020701 20320601 360 3,187.50 20020701 359 600,000.00 6929062104 6.875 340,000 20020801 20320701 360 1,947.92 20020801 360 340,000.00 6935987013 6.250 385,000 20020801 20320701 360 2,005.21 20020801 360 385,000.00 6936890851 6.000 355,000 20020701 20320601 360 1,775.00 20020701 359 355,000.00 6959100071 6.375 397,100 20020801 20320701 360 2,109.59 20020801 360 397,100.00 6959910966 6.375 552,800 20020701 20320601 360 2,936.75 20020701 359 552,800.00 6969717179 6.375 787,500 20020601 20320501 360 4,183.59 20020801 358 787,367.10 6979977573 6.500 360,000 20020601 20320501 360 1,950.00 20020701 358 360,000.00 6985786257 6.500 500,000 20020701 20320601 360 2,708.33 20020701 359 500,000.00 6988367659 5.750 850,000 20020801 20320701 360 4,072.92 20020801 360 850,000.00 6989107807 6.000 305,176 20020801 20320701 360 1,525.88 20020801 360 305,176.00 6992643681 6.250 350,000 20020801 20320701 360 1,822.92 20020801 360 350,000.00 6999108217 5.875 639,200 20020701 20320601 360 3,129.42 20020701 359 639,200.00 6183113973 6.375 399,500 20020601 20320501 360 2,122.34 20020701 358 399,500.00 6251387020 6.250 432,000 20020601 20320501 360 2,250.00 20020801 358 432,000.00 6529203975 6.250 568,440 20020601 20320501 360 2,960.62 20020701 358 568,440.01 6900044873 6.875 455,000 20020601 20320501 360 2,606.77 20020801 358 455,000.00 BANK OF AMERICA MORTGAGE BOAMS 2002-H GROUP 2: NET 5 MORTGAGE SCHEDULE (Table Continued) LOAN APPRAISAL SALES 1ST CHANGE ADJUSTMENT CONVERSION 1ST CHANGE NUMBER FICO VALUE PRICE DATE FREQUENCY FLAG MARGIN CAP -------------------------------------------------------------------------------------------------------------------------- 6006766163 664 1,500,000 -- 20070401 012 N 2.25 5.00000 6027238960 722 1,150,000 -- 20070601 012 N 2.25 5.00000 6068644985 711 455,000 455,000 20070501 012 N 2.25 5.00000 6085394481 709 335,000 335,000 20070401 012 N 2.25 5.00000 6101118658 634 478,000 -- 20070601 012 N 2.25 5.00000 6106414292 745 783,000 783,000 20070501 012 N 2.25 5.00000 6121278987 762 2,500,000 -- 20070601 012 N 2.25 5.00000 6124090330 698 478,000 478,000 20070701 012 N 2.25 5.00000 6133163094 646 2,350,000 -- 20070501 012 N 2.25 5.00000 6149606920 723 515,000 515,000 20070601 012 N 2.25 5.00000 6150427414 753 550,000 550,000 20070601 012 N 2.25 5.00000 6174938040 788 1,000,000 995,000 20070501 012 N 2.25 5.00000 6183444675 758 450,000 -- 20070601 012 N 2.25 5.00000 6193801906 707 630,000 630,000 20070601 012 N 2.25 5.00000 6216483948 734 645,000 -- 20070501 012 N 2.25 5.00000 6217682571 729 415,000 415,000 20070701 012 N 2.25 5.00000 6218268297 714 1,600,000 -- 20070701 012 N 2.25 5.00000 6228588460 766 415,000 415,000 20070501 012 N 2.25 5.00000 6241550455 778 425,000 425,000 20070701 012 N 2.25 5.00000 6271574912 759 450,000 -- 20070701 012 N 2.25 5.00000 6276241822 762 541,000 532,500 20070501 012 N 2.25 5.00000 6283454442 712 435,000 435,000 20070501 012 N 2.25 5.00000 6288616193 760 601,000 600,000 20070701 012 N 2.25 5.00000 6315713781 790 1,740,000 1,740,000 20070501 012 N 2.25 5.00000 6317713847 684 788,000 -- 20070601 012 N 2.25 5.00000 6319158009 632 2,150,000 -- 20070501 012 N 2.25 5.00000 6347247337 766 572,000 572,000 20070401 012 N 2.25 5.00000 6350537699 697 660,000 660,000 20070701 012 N 2.25 5.00000 6353164434 791 585,000 -- 20070401 012 N 2.25 5.00000 6355327161 759 1,350,000 1,312,000 20070501 012 N 2.25 5.00000 6355524353 732 2,000,000 -- 20070401 012 N 2.25 5.00000 6363037331 647 1,250,000 1,250,000 20070601 012 N 2.25 5.00000 6405399913 752 1,300,000 -- 20070401 012 N 2.25 5.00000 6412409481 719 605,000 -- 20070501 012 N 2.25 5.00000 6424270293 626 474,000 474,000 20070401 012 N 2.25 5.00000 6429986380 788 557,000 -- 20070601 012 N 2.25 5.00000 6436627712 770 3,700,000 -- 20070601 012 N 2.25 5.00000 6441390728 687 650,000 642,000 20070601 012 N 2.25 5.00000 6455014032 760 460,000 457,780 20070701 012 N 2.25 5.00000 6458483135 751 1,085,000 1,085,000 20070601 012 N 2.25 5.00000 6474337752 806 3,000,000 -- 20070501 012 N 2.25 5.00000 6485783747 659 425,000 -- 20070601 012 N 2.25 5.00000 6499577077 780 920,000 -- 20070501 012 N 2.25 5.00000 6504702801 789 430,000 429,900 20070601 012 N 2.25 5.00000 6507557095 779 775,000 -- 20070601 012 N 2.25 5.00000 6509663958 758 1,900,000 -- 20070401 012 N 2.25 5.00000 6515656723 782 460,000 420,000 20070501 012 N 2.25 5.00000 6547627742 764 2,000,000 -- 20070101 012 N 2.25 5.00000 6553758308 727 560,000 560,000 20070601 012 N 2.25 5.00000 6562037686 785 1,000,000 -- 20070501 012 N 2.25 5.00000 6565338784 635 995,000 -- 20070601 012 N 2.25 5.00000 6587695807 746 750,000 -- 20070601 012 N 2.25 5.00000 6595789253 724 3,200,000 -- 20070501 012 N 2.25 5.00000 6606869060 753 865,000 857,500 20070601 012 N 2.25 5.00000 6613709648 759 451,000 451,000 20070701 012 N 2.25 5.00000 6632636640 755 550,000 -- 20070501 012 N 2.25 5.00000 6638450772 764 2,150,000 -- 20070601 012 N 2.25 5.00000 6642437575 739 560,000 549,671 20070601 012 N 2.25 5.00000 6647415774 724 795,000 -- 20070601 012 N 2.25 5.00000 6651492990 721 740,000 739,900 20070501 012 N 2.25 5.00000 6661673043 736 480,000 480,000 20070501 012 N 2.25 5.00000 6666019481 705 650,000 -- 20070501 012 N 2.25 5.00000 6704294070 714 1,100,000 1,100,000 20070501 012 N 2.25 5.00000 6706303457 634 890,500 890,500 20070601 012 N 2.25 5.00000 6707024979 754 475,000 474,900 20070701 012 N 2.25 5.00000 6709023284 737 700,000 700,000 20070601 012 N 2.25 5.00000 6713795026 777 1,450,000 -- 20070501 012 N 2.25 5.00000 6737948528 780 622,500 620,000 20070701 012 N 2.25 5.00000 6744852242 701 1,875,000 -- 20070501 012 N 2.25 5.00000 6751365831 743 615,000 598,000 20070601 012 N 2.25 5.00000 6759008904 722 465,000 465,000 20070401 012 N 2.25 5.00000 6773315947 719 1,150,000 -- 20070601 012 N 2.25 5.00000 6777530012 647 400,000 399,000 20070601 012 N 2.25 5.00000 6796577515 752 655,000 -- 20070501 012 N 2.25 5.00000 6802607371 630 1,355,000 -- 20070501 012 N 2.25 5.00000 6824021742 682 454,000 453,500 20070501 012 N 2.25 5.00000 6840764796 727 776,000 775,000 20070501 012 N 2.25 5.00000 6846455902 662 475,000 475,000 20070601 012 N 2.25 5.00000 6848548910 794 410,000 410,000 20070501 012 N 2.25 5.00000 6850667673 718 875,000 875,000 20070401 012 N 2.25 5.00000 6860478186 712 500,000 -- 20070601 012 N 2.25 5.00000 6862525356 770 459,000 459,000 20070501 012 N 2.25 5.00000 6862879423 781 1,200,000 -- 20070501 012 N 2.25 5.00000 6870289326 782 1,270,000 1,270,000 20070601 012 N 2.25 5.00000 6905997836 755 1,200,000 -- 20070701 012 N 2.25 5.00000 6920235626 790 1,300,000 -- 20070701 012 N 2.25 5.00000 6921738297 706 950,000 -- 20070601 012 N 2.25 5.00000 6929062104 638 435,000 425,000 20070701 012 N 2.25 5.00000 6935987013 784 800,000 -- 20070701 012 N 2.25 5.00000 6936890851 763 447,000 445,000 20070601 012 N 2.25 5.00000 6959100071 780 418,000 418,000 20070701 012 N 2.25 5.00000 6959910966 660 691,000 691,000 20070601 012 N 2.25 5.00000 6969717179 760 1,050,000 -- 20070501 012 N 2.25 5.00000 6979977573 759 520,000 520,000 20070501 012 N 2.25 5.00000 6985786257 638 640,000 640,000 20070601 012 N 2.25 5.00000 6988367659 658 1,300,000 1,300,000 20070701 012 N 2.25 5.00000 6989107807 690 382,000 381,470 20070701 012 N 2.25 5.00000 6992643681 681 565,000 550,000 20070701 012 N 2.25 5.00000 6999108217 705 799,000 799,000 20070601 012 N 2.25 5.00000 6183113973 723 702,000 702,000 20070501 012 Y 2.25 5.00000 6251387020 765 540,000 540,000 20070501 012 Y 2.25 5.00000 6529203975 735 715,000 711,850 20070501 012 Y 2.25 5.00000 6900044873 799 725,000 -- 20070501 012 Y 2.25 5.00000 BANK OF AMERICA MORTGAGE BOAMS 2002-H GROUP 2: NET 5 MORTGAGE SCHEDULE (Table Continued) LOAN MAX RATE MINIMUM MAXIMUM MINIMUM PERIODIC NUMBER INCREASE RATE DECREASE RATE RATE RATE CAP ------------------------------------------------------------------------------------------- 6006766163 5.00 3.88 11.125 2.250 2.00 6027238960 5.00 4.13 11.375 2.250 2.00 6068644985 5.00 4.63 11.875 2.250 2.00 6085394481 5.00 4.50 11.750 2.250 2.00 6101118658 5.00 3.88 11.125 2.250 2.00 6106414292 5.00 5.00 11.500 2.250 2.00 6121278987 5.00 4.13 11.375 2.250 2.00 6124090330 5.00 5.00 10.875 2.250 2.00 6133163094 5.00 4.88 12.125 2.250 2.00 6149606920 5.00 3.75 11.000 2.250 2.00 6150427414 5.00 4.13 11.375 2.250 2.00 6174938040 5.00 4.38 11.625 2.250 2.00 6183444675 5.00 4.13 11.375 2.250 2.00 6193801906 5.00 3.88 11.125 2.250 2.00 6216483948 5.00 4.38 11.625 2.250 2.00 6217682571 5.00 5.00 11.125 2.250 2.00 6218268297 5.00 5.00 10.750 2.250 2.00 6228588460 5.00 5.00 11.500 2.250 2.00 6241550455 5.00 3.63 10.875 2.250 2.00 6271574912 5.00 3.88 11.125 2.250 2.00 6276241822 5.00 4.38 11.625 2.250 2.00 6283454442 5.00 4.00 11.250 2.250 2.00 6288616193 5.00 4.00 11.250 2.250 2.00 6315713781 5.00 4.38 11.625 2.250 2.00 6317713847 5.00 3.88 11.125 2.250 2.00 6319158009 5.00 4.00 11.250 2.250 2.00 6347247337 5.00 3.75 11.000 2.250 2.00 6350537699 5.00 4.00 11.250 2.250 2.00 6353164434 5.00 4.00 11.250 2.250 2.00 6355327161 5.00 4.00 11.250 2.250 2.00 6355524353 5.00 3.75 11.000 2.250 2.00 6363037331 5.00 4.38 11.625 2.250 2.00 6405399913 5.00 4.13 11.375 2.250 2.00 6412409481 5.00 3.88 11.125 2.250 2.00 6424270293 5.00 4.00 11.250 2.250 2.00 6429986380 5.00 5.00 11.000 2.250 2.00 6436627712 5.00 3.88 11.125 2.250 2.00 6441390728 5.00 4.25 11.500 2.250 2.00 6455014032 5.00 5.00 11.250 2.250 2.00 6458483135 5.00 3.88 11.125 2.250 2.00 6474337752 5.00 4.63 11.875 2.250 2.00 6485783747 5.00 4.50 11.750 2.250 2.00 6499577077 5.00 5.00 11.125 2.250 2.00 6504702801 5.00 4.00 11.250 2.250 2.00 6507557095 5.00 3.75 11.000 2.250 2.00 6509663958 5.00 4.38 11.625 2.250 2.00 6515656723 5.00 4.25 11.500 2.250 2.00 6547627742 5.00 4.00 11.250 2.250 2.00 6553758308 5.00 4.25 11.500 2.250 2.00 6562037686 5.00 4.00 11.250 2.250 2.00 6565338784 5.00 4.25 11.500 2.250 2.00 6587695807 5.00 3.63 10.875 2.250 2.00 6595789253 5.00 4.38 11.625 2.250 2.00 6606869060 5.00 3.63 10.875 2.250 2.00 6613709648 5.00 4.00 11.250 2.250 2.00 6632636640 5.00 4.25 11.500 2.250 2.00 6638450772 5.00 4.13 11.375 2.250 2.00 6642437575 5.00 3.75 11.000 2.250 2.00 6647415774 5.00 4.50 11.750 2.250 2.00 6651492990 5.00 4.63 11.875 2.250 2.00 6661673043 5.00 4.50 11.750 2.250 2.00 6666019481 5.00 4.25 11.500 2.250 2.00 6704294070 5.00 3.75 11.000 2.250 2.00 6706303457 5.00 3.75 11.000 2.250 2.00 6707024979 5.00 3.50 10.750 2.250 2.00 6709023284 5.00 3.75 11.000 2.250 2.00 6713795026 5.00 4.25 11.500 2.250 2.00 6737948528 5.00 3.75 11.000 2.250 2.00 6744852242 5.00 4.25 11.500 2.250 2.00 6751365831 5.00 4.00 11.250 2.250 2.00 6759008904 5.00 4.25 11.500 2.250 2.00 6773315947 5.00 4.00 11.250 2.250 2.00 6777530012 5.00 4.00 11.250 2.250 2.00 6796577515 5.00 4.00 11.250 2.250 2.00 6802607371 5.00 4.38 11.625 2.250 2.00 6824021742 5.00 4.00 11.250 2.250 2.00 6840764796 5.00 4.00 11.250 2.250 2.00 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LOAN COUNT: 103 SCHEDULED PB AS OF JUNE 1, 2002: 53,935,363.32 UNPAID PB W/A: 523,644.00 W/A INTEREST RATE: 6.329 W/A REMAINING TERM: 359 EXHIBIT E REQUEST FOR RELEASE OF DOCUMENTS [date] To: The Bank of New York 101 Barclay Street - 8-W New York, New York 10286 Attn: Inventory Control Re: The Pooling and Servicing Agreement dated July 25, 2002, among Bank of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and The Bank of New York, as Trustee In connection with the administration of the Mortgage Loans held by you, as Custodian, pursuant to the above-captioned Pooling and Servicing Agreement, we request the release, and hereby acknowledge receipt, of the Mortgage File for the Mortgage Loan described below, for the reason indicated. Mortgage Loan Number: -------------------- Mortgagor Name, Address & Zip Code: ---------------------------------- Reason for Requesting Documents (check one) ------------------------------- ____ 1. Mortgage Paid in Full ____ 2. Foreclosure ____ 3. Substitution ____ 4. Other Liquidation ____ 5. Nonliquidation Reason: ___________________ By: ----------------------------------------- (authorized signer of Bank of America Mortgage Securities, Inc.) Issuer:_____________________________________ Address:____________________________________ ____________________________________________ Date:_______________________________________ Custodian --------- The Bank of New York Please acknowledge the execution of the above request by your signature and date below: --------------------------------- --------------- Signature Date Documents returned to Custodian: --------------------------------- --------------- Signature Date EXHIBIT F FORM OF CERTIFICATION OF ESTABLISHMENT OF ACCOUNT [Date] [_______________] hereby certifies that it has established a [__________] Account pursuant to Section [________] of the Pooling and Servicing Agreement, dated July 25, 2002, among Bank of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and The Bank of New York, as Trustee. [_______________], By: ------------------------------------- Name: ----------------------------------- Title: ---------------------------------- EXHIBIT G-1 FORM OF TRANSFEROR CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] The Bank of New York 101 Barclay Street - 8-W New York, New York 10286 Re: Bank of America Mortgage Securities, Inc., Mortgage Pass-Through Certificates, Series 2002-H, Class ___, having an initial aggregate Certificate Balance as of July 25, 2002 of $___________ Ladies and Gentlemen: This letter is delivered to you in connection with the transfer by [______________] (the "Transferor") to [______________] (the "Transferee") of the captioned Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement (the "Pooling and Servicing Agreement"), dated July 25, 2002, among Bank of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and The Bank of New York, as Trustee. All capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement. The Transferor hereby certifies, represents and warrants to you, as Trustee, that: 1. The Transferor is the lawful owner of the Transferred Certificates with the full right to transfer such Certificates free from any and all claims and encumbrances whatsoever. 2. Neither the Transferor nor anyone acting on its behalf has (a) offered, transferred, pledged, sold or otherwise disposed of any Transferred Certificate, any interest in a Transferred Certificate or any other similar security to any person in any manner, (b) solicited any offer to buy or accept a transfer, pledge or other disposition of any Transferred Certificate, any interest in a Transferred Certificate or any other similar security from any person in any manner, (c) otherwise approached or negotiated with respect to any Transferred Certificate, any interest in a Transferred Certificate or any other similar security with any person in any manner, (d) made any general solicitation with respect to any Transferred Certificate, any interest in a Transferred Certificate or any other similar security by means of general advertising or in any other manner, or (e) taken any other action with respect to any Transferred Certificate, any interest in a Transferred Certificate or any other similar security, which (in the case of any of the acts described in clauses (a) through (e) hereof) would constitute a distribution of the Transferred Certificates under the Securities Act of 1933, as amended (the "1933 Act"), would render the disposition of the Transferred Certificates a violation of Section 5 of the 1933 Act or any state securities laws, or would require registration or qualification of the Transferred Certificates pursuant to the 1933 Act or any state securities laws. Very truly yours, ------------------------------------------ (Transferor) By: --------------------------------------- Name: ------------------------------------- Title: ------------------------------------ EXHIBIT G-2A FORM I OF TRANSFEREE CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] The Bank of New York 101 Barclay Street - 8-W New York, New York 10001 Re: Bank of America Mortgage Securities, Inc., Mortgage Pass-Through Certificates, Series 2002-H, Class ___, having an initial aggregate Certificate Balance as of July 25, 2002 of $_________] Ladies and Gentlemen: This letter is delivered to you in connection with the transfer by [_______________] (the "Transferor") to [_________________________________] (the "Transferee") of the captioned Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement (the "Pooling and Servicing Agreement"), dated July 25, 2002, among Bank of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and The Bank of New York, as Trustee. All capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement. The Transferor hereby certifies, represents and warrants to you, as Trustee, that: 1. The Transferee is a "qualified institutional buyer" (a "Qualified Institutional Buyer") as that term is defined in Rule 144A ("Rule 144A") under the Securities Act of 1933, as amended (the "1933 Act"), and has completed one of the forms of certification to that effect attached hereto as Annex 1 and Annex 2. The Transferee is aware that the sale to it is being made in reliance on Rule 144A. The Transferee is acquiring the Transferred Certificates for its own account or for the account of another Qualified Institutional Buyer, and understands that such Transferred Certificates may be resold, pledged or transferred only (a) to a person reasonably believed to be a Qualified Institutional Buyer that purchases for its own account or for the account of another Qualified Institutional Buyer to whom notice is given that the resale, pledge or transfer is being made in reliance on Rule 144A, or (b) pursuant to another exemption from registration under the 1933 Act. 2. The Transferee has been furnished with all information regarding (a) the Depositor, (b) the Transferred Certificates and distributions thereon, (c) the nature, performance and servicing of the Mortgage Loans, (d) the Pooling and Servicing Agreement and the Trust created pursuant thereto, (e) any credit enhancement mechanism associated with the Transferred Certificate, and (f) all related matters, that it has requested. 3. If the Transferee proposes that the Transferred Certificates be registered in the name of a nominee, such nominee has completed the Nominee Acknowledgment below. Very truly yours, ------------------------------------------ (Transferor) By: --------------------------------------- Name: ------------------------------------- Title: ------------------------------------ Nominee Acknowledgment ---------------------- The undersigned hereby acknowledges and agrees that as to the Transferred Certificates being registered in its name, the sole beneficial owner thereof is and shall be the Transferee identified above, for whom the undersigned is acting as nominee. ------------------------------------------ (Nominee) By: --------------------------------------- Name: ------------------------------------- Title: ------------------------------------ ANNEX 1 TO EXHIBIT G-2A QUALIFIED INSTITUTIONAL BUYER STATUS UNDER SEC RULE 144A [For Transferees Other Than Registered Investment Companies] The undersigned hereby certifies as follows to [__________________] (the "Transferor") and The Bank of New York, as Trustee, with respect to the mortgage pass-through certificates (the "Transferred Certificates") described in the Transferee certificate to which this certification relates and to which this certification is an Annex: 1. As indicated below, the undersigned is the chief financial officer, a person fulfilling an equivalent function, or other executive officer of the entity purchasing the Transferred Certificates (the "Transferee"). 2. The Transferee is a "qualified institutional buyer" as that term is defined in Rule 144A ("Rule 144A") under the Securities Act of 1933, as amended, because (i) the Transferee owned and/or invested on a discretionary basis $______________________1 in securities (other than the excluded securities referred to below) as of the end of the Transferee's most recent fiscal year (such amount being calculated in accordance with Rule 144A) and (ii) the Transferee satisfies the criteria in the category marked below. ___ Corporation, etc. The Transferee is a corporation (other than a bank, savings and loan association or similar institution), Massachusetts or similar business trust, partnership, or any organization described in Section 501(c)(3) of the Internal Revenue Code of 1986. ___ Bank. The Transferee (a) is a national bank or a banking institution organized under the laws of any state, U.S. territory or the District of Columbia, the business of which is substantially confined to banking and is supervised by the state or territorial banking commission or similar official or is a foreign bank or equivalent institution, and (b) has an audited net worth of at least $25,000,000 as demonstrated in its latest annual financial statements, a copy of which is attached hereto, as of a date not more than 16 months preceding the date of sale of the Transferred Certificates in the case of a U.S. bank, and not more than 18 months preceding such date of sale in the case of a foreign bank or equivalent institution. ___ Savings and Loan. The Transferee (a) is a savings and loan association, building and loan association, cooperative bank, homestead association or similar institution, which is supervised and examined by a state or federal authority having supervision over any such institutions, or is a foreign savings and loan association or equivalent institute and (b) has an audited net worth of at least $25,000,000 as demonstrated in its latest annual financial statements, a copy of which is attached hereto, as of a date not more than 16 months preceding the date of sale of the Transferred Certificates in the case of a U.S. savings and loan association, and not more than 18 months preceding such date of sale in the case of a foreign savings and loan association or equivalent institution. ---------------------- 1 Transferee must own and/or invest on a discretionary basis at least $100,000,000 in securities unless Transferee is a dealer, and, in that case, Transferee must own and/or invest on a discretionary basis at least $10,000,000 in securities. ___ Broker-dealer. The Transferee is a dealer registered pursuant to Section 15 of the Securities Exchange Act of 1934, as amended. ___ Insurance Company. The Transferee is an insurance company whose primary and predominant business activity is the writing of insurance or the reinsuring of risks underwritten by insurance companies and which is subject to supervision by the insurance commissioner or a similar official or agency of a state, U.S. territory or the District of Columbia. ___ State or Local Plan. The Transferee is a plan established and maintained by a state, its political subdivisions, or any agency or instrumentality of the state or its political subdivisions, for the benefit of its employees. ___ ERISA Plan. The Transferee is an employee benefit plan within the meaning of Title I of the Employee Retirement Income Security Act of 1974. ___ Investment Advisor. The Transferee is an investment advisor registered under the Investment Advisers Act of 1940. ___ Other. (Please supply a brief description of the entity and a cross-reference to the paragraph and subparagraph under subsection (a)(1) of Rule 144A pursuant to which it qualifies. Note that registered investment companies should complete Annex 2 rather than this Annex 1.) 3. The term "securities" as used herein does not include (i) securities of issuers that are affiliated with the Transferee, (ii) securities that are part of an unsold allotment to or subscription by the Transferee, if the Transferee is a dealer, (iii) bank deposit notes and certificates of deposit, (iv) loan participations, (v) repurchase agreements, (vi) securities owned but subject to a repurchase agreement and (vii) currency, interest rate and commodity swaps. For purposes of determining the aggregate amount of securities owned and/or invested on a discretionary basis by the Transferee, the Transferee did not include any of the securities referred to in this paragraph. 4. For purposes of determining the aggregate amount of securities owned and/or invested on a discretionary basis by the Transferee, the Transferee used the cost of such securities to the Transferee, unless the Transferee reports its securities holdings in its financial statements on the basis of their market value, and no current information with respect to the cost of those securities has been published, in which case the securities were valued at market. Further, in determining such aggregate amount, the Transferee may have included securities owned by subsidiaries of the Transferee, but only if such subsidiaries are consolidated with the Transferee in its financial statements prepared in accordance with generally accepted accounting principles and if the investments of such subsidiaries are managed under the Transferee's direction. However, such securities were not included if the Transferee is a majority-owned, consolidated subsidiary of another enterprise and the Transferee is not itself a reporting company under the Securities Exchange Act of 1934, as amended. 5. The Transferee is familiar with Rule 144A and understands that the Transferor and other parties related to the Transferred Certificates are relying and will continue to rely on the statements made herein because one or more sales to the Transferee may be in reliance on Rule 144A. ____ ____ Will the Transferee be purchasing the Yes No Transferred Certificates only for the Transferee's own account? 6. If the answer to the foregoing question is "no," then in each case where the Transferee is purchasing for an account other than its own, such account belongs to a third party that is itself a "qualified institutional buyer" within the meaning of Rule 144A, and the "qualified institutional buyer" status of such third party has been established by the Transferee through one or more of the appropriate methods contemplated by Rule 144A. 7. The Transferee will notify each of the parties to which this certification is made of any changes in the information and conclusions herein. Until such notice is given, the Transferee's purchase of the Transferred Certificates will constitute a reaffirmation of this certification as of the date of such purchase. In addition, if the Transferee is a bank or savings and loan as provided above, the Transferee agrees that it will furnish to such parties any updated annual financial statements that become available on or before the date of such purchase, promptly after they become available. ------------------------------------------ Print Name of Transferee By: --------------------------------------- Name: ------------------------------------- Title: ------------------------------------ Date: ------------------------------------- ANNEX 2 TO EXHIBIT G-2A QUALIFIED INSTITUTIONAL BUYER STATUS UNDER SEC RULE 144A [For Transferees That Are Registered Investment Companies] The undersigned hereby certifies as follows to [_________________] (the "Transferor") and The Bank of New York, as Trustee, with respect to the mortgage pass-through certificates (the "Transferred Certificates") described in the Transferee certificate to which this certification relates and to which this certification is an Annex: 1. As indicated below, the undersigned is the chief financial officer, a person fulfilling an equivalent function, or other executive officer of the entity purchasing the Transferred Certificates (the "Transferee") or, if the Transferee is a "qualified institutional buyer" as that term is defined in Rule 144A ("Rule 144A") under the Securities Act of 1933, as amended, because the Transferee is part of a Family of Investment Companies (as defined below), is an executive officer of the investment adviser (the "Adviser"). 2. The Transferee is a "qualified institutional buyer" as defined in Rule 144A because (i) the Transferee is an investment company registered under the Investment Company Act of 1940, and (ii) as marked below, the Transferee alone owned and/or invested on a discretionary basis, or the Transferee's Family of Investment Companies owned, at least $100,000,000 in securities (other than the excluded securities referred to below) as of the end of the Transferee's most recent fiscal year. For purposes of determining the amount of securities owned by the Transferee or the Transferee's Family of Investment Companies, the cost of such securities was used, unless the Transferee or any member of the Transferee's Family of Investment Companies, as the case may be, reports its securities holdings in its financial statements on the basis of their market value, and no current information with respect to the cost of those securities has been published, in which case the securities of such entity were valued at market. ____ The Transferee owned and/or invested on a discretionary basis $____________________ in securities (other than the excluded securities referred to below) as of the end of the Transferee's most recent fiscal year (such amount being calculated in accordance with Rule 144A). ____ The Transferee is part of a Family of Investment Companies which owned in the aggregate $__________________ in securities (other than the excluded securities referred to below) as of the end of the Transferee's most recent fiscal year (such amount being calculated in accordance with Rule 144A). 3. The term "Family of Investment Companies" as used herein means two or more registered investment companies (or series thereof) that have the same investment adviser or investment advisers that are affiliated (by virtue of being majority owned subsidiaries of the same parent or because one investment adviser is a majority owned subsidiary of the other). 4. The term "securities" as used herein does not include (i) securities of issuers that are affiliated with the Transferee or are part of the Transferee's Family of Investment Companies, (ii) bank deposit notes and certificates of deposit, (iii) loan participations, (iv) repurchase agreements, (v) securities owned but subject to a repurchase agreement and (vi) currency, interest rate and commodity swaps. For purposes of determining the aggregate amount of securities owned and/or invested on a discretionary basis by the Transferee, or owned by the Transferee's Family of Investment Companies, the securities referred to in this paragraph were excluded. 5. The Transferee is familiar with Rule 144A and understands that the Transferor and other parties related to the Transferred Certificates are relying and will continue to rely on the statements made herein because one or more sales to the Transferee will be in reliance on Rule 144A. ____ ____ Will the Transferee be purchasing the Yes No Transferred Certificates only for the Transferee's own account? 6. If the answer to the foregoing question is "no," then in each case where the Transferee is purchasing for an account other than its own, such account belongs to a third party that is itself a "qualified institutional buyer" within the meaning of Rule 144A, and the "qualified institutional buyer" status of such third party has been established by the Transferee through one or more of the appropriate methods contemplated by Rule 144A. 7. The undersigned will notify the parties to which this certification is made of any changes in the information and conclusions herein. Until such notice, the Transferee's purchase of the Transferred Certificates will constitute a reaffirmation of this certification by the undersigned as of the date of such purchase. ------------------------------------------ Print Name of Transferee or Adviser By: --------------------------------------- Name: ------------------------------------- Title: ------------------------------------ IF AN ADVISER: ------------------------------------------ Print Name of Transferee By: --------------------------------------- Date: ------------------------------------- EXHIBIT G-2B FORM II OF TRANSFEREE CERTIFICATE FOR TRANSFERS OF PRIVATE CERTIFICATES [Date] The Bank of New York 101 Barclay Street - 8-W New York, New York 10001 Re: Bank of America Mortgage Securities, Inc., Mortgage Pass-Through Certificates, Series 2002-H, Class ___, having an initial aggregate Certificate Principal Balance as of July 25, 2002 of $_________ Ladies and Gentlemen: This letter is delivered to you in connection with the transfer by [_______________________] (the "Transferor") to [_____________________________ __________] (the "Transferee") of the captioned Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement (the "Pooling and Servicing Agreement"), dated July 25, 2002, among Bank of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and The Bank of New York, as Trustee. All capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement. The Transferor hereby certifies, represents and warrants to you, as Trustee, that: 1. Transferee is acquiring the Transferred Certificates for its own account for investment and not with a view to or for sale or transfer in connection with any distribution thereof, in whole or in part, in any manner which would violate the Securities Act of 1933, as amended (the "1933 Act"), or any applicable state securities laws. 2. Transferee understands that (a) the Transferred Certificates have not been and will not be registered under the 1933 Act or registered or qualified under any applicable state securities laws, (b) neither the Depositor nor the Trustee is obligated so to register or qualify the Transferred Certificates and (c) neither the Transferred Certificates nor any security issued in exchange therefor or in lieu thereof may be resold or transferred unless such resale or transfer is exempt from the registration requirements of the 1933 Act and any applicable state securities laws or is made in accordance with the 1933 Act and laws, in which case (i) unless the transfer is made in reliance on Rule 144A under the 1933 Act, the Trustee or the Depositor may require a written Opinion of Counsel (which may be in-house counsel) acceptable to and in form and substance reasonably satisfactory to the Trustee and the Depositor that such transfer may be made pursuant to an exemption, describing the applicable exemption and the basis therefor, from the 1933 Act and such laws or is being made pursuant to the 1933 Act and such laws, which Opinion of Counsel shall not be an expense of the Trustee or the Depositor and (ii) the Trustee shall require a certificate from the Certificateholder desiring to effect such transfer substantially in the form attached to the Pooling and Servicing Agreement as Exhibit G-1 and a certificate from such Certificateholder's prospective transferee substantially in the form attached to the Pooling and Servicing Agreement either as Exhibit G-2A or as Exhibit G-2B, which certificates shall not be an expense of the Trustee or the Depositor; provided that the foregoing requirements under clauses (i) and (ii) shall not apply to a transfer of a Private Certificate between or among the Depositor, the Seller, their affiliates or both. 3. The Transferee understands that it may not sell or otherwise transfer the Transferred Certificates, any security issued in exchange therefor or in lieu thereof or any interest in the foregoing except in compliance with the provisions of Section 6.02 of the Pooling and Servicing Agreement, which provisions it has carefully reviewed, and that the Transferred Certificates will bear legends substantially to the following effect: THIS CERTIFICATE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "1933 ACT"). ANY RESALE OR TRANSFER OF THIS CERTIFICATE WITHOUT REGISTRATION THEREOF UNDER THE 1933 ACT MAY ONLY BE MADE IN A TRANSACTION EXEMPTED FROM THE REGISTRATION REQUIREMENTS OF THE 1933 ACT AND IN ACCORDANCE WITH THE PROVISIONS OF THE POOLING AND SERVICING AGREEMENT REFERENCED HEREIN. UNDER CURRENT LAW THE PURCHASE AND HOLDING OF THIS CERTIFICATE BY OR ON BEHALF OF ANY EMPLOYEE BENEFIT PLAN OR ARRANGEMENT, INCLUDING AN INDIVIDUAL RETIREMENT ACCOUNT, SUBJECT TO THE EMPLOYEE RETIREMENT INCOME SECURITY ACT OF 1974, AS AMENDED ("ERISA"), THE INTERNAL REVENUE CODE OF 1986, AS AMENDED (THE "CODE"), OR ANY FEDERAL, STATE OR LOCAL LAW ("SIMILAR LAW") WHICH IS SIMILAR TO ERISA OR THE CODE (COLLECTIVELY, A "PLAN"), MAY RESULT IN "PROHIBITED TRANSACTIONS" WITHIN THE MEANING OF ERISA, THE CODE OR SIMILAR LAW. TRANSFER OF THIS CERTIFICATE WILL NOT BE MADE UNLESS THE TRANSFEREE DELIVERS TO THE TRUSTEE EITHER (I) A REPRESENTATION LETTER, IN FORM AND SUBSTANCE SATISFACTORY TO THE TRUSTEE, STATING THAT (A) IT IS NOT, AND IS NOT ACTING ON BEHALF OF, ANY SUCH PLAN OR USING THE ASSETS OF ANY SUCH PLAN TO EFFECT SUCH PURCHASE OR (B) IF IT IS AN INSURANCE COMPANY, THAT THE SOURCE OF FUNDS USED TO PURCHASE THIS CERTIFICATE IS AN "INSURANCE COMPANY GENERAL ACCOUNT" (AS SUCH TERM IS DEFINED IN SECTION V(E) OF PROHIBITED TRANSACTION CLASS EXEMPTION 95-60 ("PTE 95-60"), 60 FED. REG. 35925 (JULY 12, 1995)), THERE IS NO BENEFIT PLAN WITH RESPECT TO WHICH THE AMOUNT OF SUCH GENERAL ACCOUNT'S RESERVES AND LIABILITIES FOR THE CONTRACT(S) HELD BY OR ON BEHALF OF SUCH BENEFIT PLAN AND ALL OTHER BENEFIT PLANS MAINTAINED BY THE SAME EMPLOYER (OR AFFILIATE THEREOF AS DEFINED IN SECTION V(A)(1) OF PTE 95-60) OR BY THE SAME EMPLOYEE ORGANIZATION EXCEEDS 10% OF THE TOTAL OF ALL RESERVES AND LIABILITIES OF SUCH GENERAL ACCOUNT (AS SUCH AMOUNTS ARE DETERMINED UNDER SECTION I(A) OF PTE 95-60) AT THE DATE OF ACQUISITION AND ALL PLANS THAT HAVE AN INTEREST IN SUCH GENERAL ACCOUNT ARE PLANS TO WHICH PTE 95-60 APPLIES, OR (II) AN OPINION OF COUNSEL, IN FORM AND SUBSTANCE SATISFACTORY TO THE TRUSTEE AND THE SERVICER, TO THE EFFECT THAT THE PURCHASE OR HOLDING OF THIS CERTIFICATE BY OR ON BEHALF OF SUCH PLAN WILL NOT RESULT IN THE ASSETS OF THE TRUST BEING DEEMED TO BE "PLAN ASSETS" AND SUBJECT TO THE PROHIBITED TRANSACTION PROVISIONS OF ERISA, THE CODE OR SIMILAR LAW AND WILL NOT SUBJECT THE DEPOSITOR, THE SERVICER OR THE TRUSTEE TO ANY OBLIGATION IN ADDITION TO THOSE UNDERTAKEN IN THE POOLING AND SERVICING AGREEMENT. EACH PERSON WHO ACQUIRES THIS CERTIFICATE OR ANY INTEREST THEREIN SHALL BE DEEMED TO HAVE MADE THE REPRESENTATIONS REQUIRED BY THE REPRESENTATION LETTER REFERRED TO IN THE PRECEDING SENTENCE UNLESS SUCH PERSON SHALL HAVE PROVIDED SUCH REPRESENTATION LETTER OR THE OPINION OF COUNSEL REFERRED TO IN THE PRECEDING SENTENCE TO THE TRUSTEE. THE POOLING AND SERVICING AGREEMENT PROVIDES THAT ANY ATTEMPTED OR PURPORTED TRANSFER IN VIOLATION OF THESE TRANSFER RESTRICTIONS WILL BE NULL AND VOID AND WILL VEST NO RIGHTS IN ANY PURPORTED TRANSFEREE. 4. Neither the Transferee nor anyone acting on its behalf has (a) offered, transferred, pledged, sold or otherwise disposed of any Transferred Certificate, any interest in a Transferred Certificate or any other similar security to any person in any manner, (b) solicited any offer to buy or accept a transfer, pledge or other disposition of any Transferred Certificate, any interest in a Transferred Certificate or any other similar security from any person in any manner, (c) otherwise approached or negotiated with respect to any Transferred Certificate, any interest in a Transferred Certificate or any other similar security with any person in any manner, (d) made any general solicitation by means of general advertising or in any other manner, or (e) taken any other action, that (in the case of any of the acts described in clauses (a) through (e) above) would constitute a distribution of the Transferred Certificates under the 1933 Act, would render the disposition of the Transferred Certificates a violation of Section 5 of the 1933 Act or any state securities law or would require registration or qualification of the Transferred Certificates pursuant thereto. The Transferee will not act, nor has it authorized nor will it authorize any person to act, in any manner set forth in the foregoing sentence with respect to the Transferred Certificates, any interest in the Transferred Certificates or any other similar security. 5. The Transferee has been furnished with all information regarding (a) the Depositor, (b) the Transferred Certificates and distributions thereon, (c) nature, performance and servicing of the Mortgage Loans., (d) the Pooling and Servicing Agreement and the Trust created pursuant thereto, (e) any credit enhancement mechanism associated with the Transferred Certificates, and (f) all related matters, that it has requested. 6. The Transferee is an "accredited investor" within the meaning of paragraph (1), (2), (3) or (7) of Rule 501 (a) under the 1933 Act or an entity in which all the equity owners come within such paragraphs and has such knowledge and experience in financial and business matters as to be capable of evaluating the merits and risks of an investment in the Transferred Certificates; the Transferee has sought such accounting, legal and tax advice as it has considered necessary to make an informed investment decision; and the Transferee is able to bear the economic risks of such an investment and can afford a complete loss of such investment. 7. If the Transferee proposes that the Transferred Certificates be registered in the name of a nominee, such nominee has completed the Nominee Acknowledgment below. Very truly yours, ------------------------------------------ (Transferee) By: --------------------------------------- Name: ------------------------------------- Title: ------------------------------------ Date: ------------------------------------- Nominee Acknowledgment ---------------------- The undersigned hereby acknowledges and agrees that as to the Transferred Certificates being registered in its name, the sole beneficial owner thereof is and shall be the Transferee identified above, for whom the undersigned is acting as nominee. ------------------------------------------ (Nominee) By: --------------------------------------- Name: ------------------------------------- Title: ------------------------------------ EXHIBIT H FORM OF TRANSFEREE REPRESENTATION LETTER FOR BENEFIT PLAN-RESTRICTED CERTIFICATES The Bank of New York 101 Barclay Street - 8-W New York, New York 10001 Re: Bank of America Mortgage Securities, Inc., Mortgage Pass-Through Certificates, Series 2002-H, Class ___, having an initial aggregate Certificate Principal Balance as of July 25, 2002 of $_________ Ladies and Gentlemen: This letter is delivered to you in connection with the transfer by [_______________________] (the "Transferor") to [______________________________] (the "Transferee") of the captioned Certificates (the "Transferred Certificates"), pursuant to Section 6.02 of the Pooling and Servicing Agreement (the "Pooling and Servicing Agreement"), dated July 25, 2002, among Bank of America Mortgage Securities, Inc., as Depositor, Bank of America, N.A., as Servicer, and The Bank of New York, as Trustee. All capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Pooling and Servicing Agreement. The Transferee hereby certifies, represents and warrants to you, as Trustee, either that: (a) it is not, and is not acting on behalf of, an employee benefit plan or arrangement, including an individual retirement account, subject to the Employee Retirement Income Security Act of 1974, as amended ("ERISA"), the Internal Revenue Code of 1986, as amended (the "Code"), or any federal, state or local law ("Similar Law") which is similar to ERISA or the Code (collectively, a "Plan"), and it is not using the assets of any such Plan to effect the purchase of the Transferred Certificates; or (b) it is an insurance company and the source of funds used to purchase the Transferred Certificates is an "insurance company general account" (as defined in Section V(e) of Prohibited Transaction Class Exemption 95-60 ("PTE 95-60"), 60 Fed. Reg. 35925 (July 12, 1995)), there is no Plan with respect to which the amount of such general account's reserves and liabilities for the contract(s) held by or on behalf of such Plan and all other Plans maintained by the same employer (or affiliate thereof as defined in Section V(a)(1) of PTE 95-60) or by the same employee organization exceeds 10% of the total of all reserves and liabilities of such general account (as such amounts are determined under Section I(a) of PTE 95-60) at the date of acquisition and all Plans that have an interest in such general account are Plans to which PTE 95-60 applies. Capitalized terms used in and not otherwise defined herein shall have the meaning assigned to them in the Pooling and Servicing Agreement. Very truly yours, ------------------------------------------ (Transferee) By: --------------------------------------- Name: ------------------------------------- Title: ------------------------------------ Date: ------------------------------------- EXHIBIT I FORM OF AFFIDAVIT REGARDING TRANSFER OF RESIDUAL CERTIFICATE PURSUANT TO SECTION 6.02 Bank of America Mortgage Securities, Inc. Mortgage Pass-Through Certificates, Series 2002-H STATE OF ) ) ss: COUNTY OF ) The undersigned, being first duly sworn, deposes and says as follows: 1. The undersigned is an officer of _______________________________, the proposed transferee (the "Transferee") of the Class 1-A-R Certificate (the "Residual Certificate") issued pursuant to the Pooling and Servicing Agreement, dated July 25, 2002, (the "Agreement"), relating to the above-referenced Series, by and among Bank of America Mortgage Securities, Inc., as depositor (the "Depositor"), Bank of America, N.A., as servicer, and The Bank of New York, as trustee. Capitalized terms used but not defined herein shall have the meanings ascribed to such terms in the Agreement. The Transferee has authorized the undersigned to make this affidavit on behalf of the Transferee. 2. The Transferee is, as of the date hereof, and will be, as of the date of the transfer, a Permitted Transferee. The Transferee is acquiring the Residual Certificate either (i) for its own account or (ii) as nominee, trustee or agent for another Person who is a Permitted Transferee and has attached hereto an affidavit from such Person in substantially the same form as this affidavit. The Transferee has no knowledge that any such affidavit is false. 3. The Transferee has been advised of, and understands that (i) a tax will be imposed on Transfers of the Residual Certificate to Persons that are not Permitted Transferees; (ii) such tax will be imposed on the transferor, or, if such transfer is through an agent (which includes a broker, nominee or middleman) for a Person that is not a Permitted Transferee, on the agent; and (iii) the Person otherwise liable for the tax shall be relieved of liability for the tax if the subsequent Transferee furnished to such Person an affidavit that such subsequent Transferee is a Permitted Transferee and, at the time of transfer, such Person does not have actual knowledge that the affidavit is false. 4. The Transferee has been advised of, and understands that a tax will be imposed on a "pass-through entity" holding the Certificate if at any time during the taxable year of the pass-through entity a Person that is not a Permitted Transferee is the record Holder of an interest in such entity. The Transferee understands that, other than in the case of an "electing large partnership" under Section 775 of the Code, such tax will not be imposed for any period with respect to which the record Holder furnishes to the pass-through entity an affidavit that such record Holder is a Permitted Transferee and the pass-through entity does not have actual knowledge that such affidavit is false. (For this purpose, a "pass-through entity" includes a regulated investment company, a real estate investment trust or common trust fund, a partnership, trust or estate, and certain cooperatives and, except as may be provided in Treasury Regulations, persons holding interests in pass-through entities as a nominee for another Person.) 5. The Transferee has reviewed the provisions of Section 6.02 of the Agreement and understands the legal consequences of the acquisition of the Residual Certificate including, without limitation, the restrictions on subsequent Transfers and the provisions regarding voiding the transfer and mandatory sales. The Transferee expressly agrees to be bound by and to abide by the provisions of Section 6.02 of the Agreement and the restrictions noted on the face of the Certificate. The Transferee understands and agrees that any breach of any of the representations included herein shall render the transfer to the Transferee contemplated hereby null and void. 6. The Transferee agrees to require a transfer affidavit in the form of this Affidavit from any Person to whom the Transferee attempts to transfer the Residual Certificate, and in connection with any transfer by a Person for whom the Transferee is acting as nominee, trustee or agent, and the Transferee will not transfer the Residual Certificate or cause the Residual Certificate to be transferred to any Person that the Transferee knows is not a Permitted Transferee. 7. The Transferee historically has paid its debts as they have become due. 8. The Transferee does not have the intention to impede the assessment or collection of any tax legally required to be paid with respect to the Residual Certificate. 9. The Transferee's taxpayer identification number is __________________ ______. 10. The Transferee is a U.S. Person as defined in Code Section 7701(a)(30). 11. The Transferee is aware that the Residual Certificate may be a "noneconomic residual interest" within the meaning of proposed Treasury Regulations promulgated pursuant to the Code and that the transferor of a noneconomic residual interest will remain liable for any taxes due with respect to the income on such residual interest, unless no significant purpose of the transfer was to impede the assessment or collection of tax. The Transferee understands that it may incur tax liabilities with respect to the Residual Certificate in excess of cash flows generated thereby, and agrees to pay taxes associated with holding the Residual Certificate as such taxes become due. 12. The Transferee is not an employee benefit plan or arrangement, including an individual retirement account, subject to ERISA, the Code or any federal, state or local law which is similar to ERISA or the Code, and the Transferee is not acting on behalf of such a plan or arrangement. * * * IN WITNESS WHEREOF, the Transferee has caused this instrument to be executed on its behalf, pursuant to authority of its Board of Directors, by its duly authorized officer this _____ day of ________________, ____. ------------------------------------------ Print Name of Transferee By: --------------------------------------- Name: Title: 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 Transferee, and acknowledged that he executed the same as his free act and deed and the free act and deed of the Transferee. Subscribed and sworn before me this _____ day of ___________________, ____ ------------------------------------- NOTARY PUBLIC My Commission expires the ____ day of ______________, ____ EXHIBIT J CONTENTS OF THE SERVICER MORTGAGE FILE 1. Copies of Mortgage Loans Documents. 2. Residential loan application. 3. Mortgage Loan closing statement. 4. Verification of employment and income, if required. 5. Verification of acceptable evidence of source and amount of downpayment. 6. Credit report on Mortgagor, in a form acceptable to either FNMA or FHLMC. 7. Residential appraisal report. 8. Photograph of the Mortgaged Property. 9. Survey of the Mortgaged Property, unless a survey is not required by the title insurer. 10. 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. 11. Copies of all required disclosure statements. 12. If applicable, termite report, structural engineer's report, water potability and septic certification. 13. Sales Contract, if applicable. 14. The Primary Insurance Policy or certificate of insurance or an electronic notation of the existence of such policy, where required pursuant to the Agreement. 15. Evidence of electronic notation of the hazard insurance policy, and if required by law, evidence of the flood insurance policy. EXHIBIT K FORM OF SPECIAL SERVICING AGREEMENT ----------------------------------- This Special Servicing Agreement (the "Agreement") is made and entered into as of ___________________, between Bank of America, N.A. (the "Servicer") and ___________________ (the "Loss Mitigation Advisor "). PRELIMINARY STATEMENT _________________ (the "Purchaser") is the holder of the entire interest in Bank of America Mortgage Securities, Inc.; Mortgage Pass-Through Certificates, Series ______, Class ____ (the "Class B Certificates"). The Class B Certificates were issued pursuant to a Pooling and Servicing Agreement dated ___________________among Bank of America Mortgage Securities, Inc., as depositor (the "Depositor"), the Servicer, and The Bank of New York, as Trustee. The Purchaser has requested the Servicer to engage the Loss Mitigation Advisor, at the Purchaser's expense, to assist the Servicer with respect to default management and reporting situations for the benefit of the Purchaser. In consideration of the mutual agreements herein contained, the receipt and sufficiency of which are hereby acknowledged, the Servicer hereby engages the Loss Mitigation Advisor to provide advice in connection with default management and reporting situations with respect to defaulted loans, including providing to the Servicer recommendations with respect to foreclosures, the acceptance of so-called short payoffs, deeds in lieu of or in aid of foreclosure and deficiency notes, as well as with respect to the sale of REO properties. The Loss Mitigation Advisor hereby accepts such engagement, and acknowledges that its fees will be paid by the Purchaser and not the Servicer, and that it will not look to the Servicer for financial remuneration. It is the intent of the parties to this Agreement that the services of the Loss Mitigation Advisor are provided without fee to the Servicer for the benefit of the Purchaser for the life of the Class B Certificates. ARTICLE I DEFINITIONS Section 1.01. Defined Terms. Whenever used in this Agreement, the following words and phrases, unless the context otherwise requires, shall have the following meanings: Business Day: Any day other than (i) a Saturday or a Sunday or (ii) a day on which banking institutions in the State of New York are required or authorized by law or executive order to be closed. Commencement of Foreclosure: The first official action required under local law in order to commence foreclosure proceedings or to schedule a trustee's sale under a deed of trust, including (i) in the case of a mortgage, any filing or service of process necessary to commence an action to foreclose, or (ii) in the case of a deed of trust, the posting, publishing, filing or delivery of a notice of sale. Delay of Foreclosure: The postponement for more than three Business Days of the scheduled sale of Mortgaged Property to obtain satisfaction of a Mortgage Loan. Loss Mitigation Advisor: ______________. Purchaser: _______________________, or the holder of record of the Class B Certificates. Short Payoff: Liquidation of a Mortgage Loan at less than the full amount of the outstanding balance of the Mortgage Loan plus advances and costs through a negotiated settlement with the borrower, which may include a deed-in-lieu of foreclosure or sale of the property or of the promissory note secured by the collateral property to a third party, in either case with or without a contribution toward any resulting deficiency by the borrower. Section 1.02. Definitions Incorporated by Reference. All capitalized terms not otherwise defined in this Agreement shall have the meanings assigned in the Pooling and Servicing Agreements. ARTICLE II SPECIAL SERVICING PROCEDURES Section 2.01. Reports and Notices. (a) In connection with the performance of its duties under the Pooling and Servicing Agreement relating to the realization upon defaulted Mortgage Loans, the Servicer shall use reasonable efforts to provide to the Loss Mitigation Advisor with the following notices and reports. All such notices and reports may be sent to the Loss Mitigation Advisor by telecopier, electronic mail, express mail or regular mail. (i) The Servicer shall within five Business Days after each Distribution Date either: (A) provide to the Loss Mitigation Advisor a written or electronic report, using the same methodology and calculations as in its standard servicing reports, indicating for the trust fund formed by the Pooling and Servicing Agreement, the number of Mortgage Loans that are (1) sixty days delinquent, (2) ninety days or more delinquent, (3) in foreclosure or (4) real estate owned (REO), and indicating for each such Mortgage Loan the loan number, whether the loan is in bankruptcy or paying under the terms of a repayment plan, the reason for default, and outstanding principal balance; or (B) provide the information detailed in (A) to a data service provider of the Loss Mitigation Advisor's choice in an electronic format acceptable to that data service provider. Provision of the information to a service provider other than that specified by the Loss Mitigation Advisor is acceptable. (ii) Prior to a Delay of Foreclosure in connection with any Mortgage Loan, the Servicer shall provide the Loss Mitigation Advisor with a notice of such proposed and imminent delay, stating the loan number, the aggregate amount owing under the Mortgage Loan, and the reason and justification for delaying foreclosure action. All notices and supporting documentation pursuant to this subsection may be provided via telecopier, express mail or electronic mail. (iii) Prior to accepting any Short Payoff in connection with any Mortgage Loan, the Servicer shall provide the Loss Mitigation Advisor with a notice of such proposed and imminent Short Payoff, stating the loan number, the aggregate amount owing under the Mortgage Loan, and the justification for accepting the proposed Short Payoff. Such notice may be sent by telecopier, express mail, electronic mail or regular mail. (iv) Within five (5) business days of each Distribution Date, the Servicer shall provide the Loss Mitigation Advisor with a report listing each loan that has resulted in a realized loss that has been reported to the trustee. Such report shall specify the loan number, the outstanding principal balance of the loan upon its liquidation, the realized loss, and the following components of realized loss: foreclosure costs, advances, mortgage insurance proceeds, marketing and property rehabilitation costs, and other costs. Such report may be provided by telecopier, express mail, regular mail or electronic mail. The Loss Mitigation Advisor shall have at least ten (10) business days in which to respond with reasonable questions or requests for additional information regarding the amounts reported as realized losses, and the Servicer shall within five (5) business days of receipt of the Loss Mitigation Advisor's questions or additional information requests provide responses to such questions and requests. (v) Within five (5) business days of receipt by the Servicer of an offer to acquire an REO property at an amount that is more than 15% below the most recent market valuation of that property obtained by the Servicer (or if no such valuation has been obtained, the appraisal used in connection with the originating of the related Mortgage Loan), the Servicer shall notify the Loss Mitigation Advisor of such offer and shall provide a justification for accepting such offer, if that is the Servicer's recommendation. (vi) Within five (5) business days of receipt by the Servicer that a claim filed for mortgage insurance, or any part thereof, has been rejected by the mortgage insurance provider, the Servicer shall provide a copy of the rejected claim with explanations for the item or items rejected to the Loss Mitigation Advisor. (vii) Within five (5) business days of providing the trustee with any notice regarding a mortgage loan substitution, loan modification, or loan repurchase, the Servicer shall provide the Loss Mitigation Advisor with a copy of the notice. (b) If requested by the Loss Mitigation Advisor, the Servicer shall make its servicing personnel available during its normal business hours to respond to reasonable inquiries, in writing by facsimile transmission, express mail or electronic mail, by the Loss Mitigation Advisor in connection with any Mortgage Loan identified in a report under subsection 2.01 (a)(i), (a)(ii), (a)(iii) or (a)(iv) which has been given to the Loss Mitigation Advisor; provided that the Servicer shall only be required to provide information that is readily accessible to their servicing personnel. (c) In addition to the foregoing, the Servicer shall provide to the Loss Mitigation Advisor such information as the Loss Mitigation Advisor may reasonably request concerning each Mortgage Loan that is at least sixty days delinquent and each Mortgage Loan which has become real estate owned, provided that the Servicer shall only be required to provide information that is readily accessible to its servicing personnel. (d) With respect to all Mortgage Loans which are serviced at any time by the Servicer through a subservicer, the Servicer shall be entitled to rely for all purposes hereunder, including for purposes of fulfilling its reporting obligations under this Section 2.01, on the accuracy and completeness of any information provided to it by the applicable subservicer. Section 2.02. Loss Mitigation Advisor's Recommendations With Respect to Defaulted Loans. (a) All parties to this Agreement acknowledge that the Loss Mitigation Advisor's advice is made in the form of recommendations, and that the Loss Mitigation Advisor does not have the right to direct the Servicer in performing its duties under the Pooling and Servicing Agreement. The Servicer may, after review and analysis of the Loss Mitigation Advisor's recommendation, accept or reject it, in the Servicer's sole discretion, subject to the standards of the Servicer to protect the interest of the Certificateholders set forth in the Pooling and Servicing Agreement. (b) Within two (2) business days of receipt of a notice of a foreclosure delay, the Loss Mitigation Advisor shall provide the Servicer with a recommendation regarding the delay, provided, however, that if additional information is required on which to base a recommendation, the Loss Mitigation Advisor shall notify the Servicer of the additional information needed within the allotted time, and the Servicer shall promptly provide such information and the Loss Mitigation Advisor shall then submit to the Servicer its recommendation. The Loss Mitigation Advisor may recommend that additional procedures be undertaken to further analyze the property, the borrower, or issues related to the default or foreclosure. Such additional procedures may include asset searches, property valuations, legal analysis or other procedures that are warranted by the circumstances of the property, borrower or foreclosure. The Loss Mitigation Advisor may recommend such other actions as are warranted by the circumstances of the property, borrower or foreclosure. (c) Within two (2) business days of receipt of a notice of a proposed Short Payoff, the Loss Mitigation Advisor shall provide the Servicer with a recommendation regarding the proposed Short Payoff, provided, however, that if additional information is required on which to base a recommendation, the Loss Mitigation Advisor shall notify the Servicer of the additional information needed within two business days, and the Servicer shall promptly provide such information and the Loss Mitigation Advisor shall then submit to the Servicer its recommendation. The Loss Mitigation Advisor's recommendation may take the form of concurring with the proposed Short Payoff, recommending against such Short Payoff, with a justification provided, or proposing a counteroffer. (d) Within two (2) business days of receipt of a notice of an REO sale at an amount that is more than 15% below the recent market valuation of that property, the Loss Mitigation Advisor shall provide the Servicer with its recommendation. The Loss Mitigation Advisor's recommendation may take the form of concurring with the proposed below-market sale, recommending against such below-market sale, or proposing a counteroffer. Section 2.03. Termination. (a) With respect to all Mortgage Loans included in a trust fund, the Servicer's obligations under Section 2.01 and Section 2.02 shall terminate at such time as the Certificate Principal Balances of the related Class B Certificates have been reduced to zero. (b) The Loss Mitigation Advisor's responsibilities under this Agreement shall terminate upon the termination of the fee agreement between the Purchaser or its successor and the Loss Mitigation Advisor. The Loss Mitigation Advisor shall promptly notify the Servicer of the date of termination of such fee agreement, but in no event later than 5:00 P.M., EST, on the effective date thereof. (c) Neither the Servicer nor any of its directors, officers, employees or agents shall be under any liability 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 Servicer or any such Person against any liability which would otherwise be imposed by reason of willful misfeasance, bad faith or gross negligence in the performance of duties or by reason of reckless disregard of obligations and duties hereunder. The Servicer and the Loss Mitigation Advisor and any director, officer, employee or agent thereof 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. Neither the Loss Mitigation Advisor, its directors, officers, employees or agents shall be under any liability for any actions taken by the Servicer based upon the recommendation pursuant to this Agreement, provided they are made in good faith. ARTICLE III MISCELLANEOUS PROVISIONS Section 3.01. Amendment. This Agreement may be amended from time to time by the Servicer and the Loss Mitigation Advisor by written agreement signed by the Servicer and the Loss Mitigation Advisor. Section 3.02. Counterparts. This 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 but one and the same instrument. Section 3.03. Governing Law. This 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 such laws. Section 3.04. Notices. All demands, notices and direction hereunder shall be in writing or by telecopier and shall be deemed effective upon receipt to: (a) in the case of the Servicer, Bank of America, N.A. 201 North Tryon Street Charlotte, North Carolina 28255 Attn: Secondary Marketing with a copy to the General Counsel or such other address as may hereafter be furnished in writing by the Servicer, (b) in the case of the Loss Mitigation Advisor, ___________________________________ (c) in the case of the Purchaser: ___________________________________ Section 3.05. Severability of Provisions. If any one or more of the covenants, agreements, provisions or terms of this Agreement shall be for any reason whatsoever, including regulatory, 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. Section 3.06. Successors and Assigns. (a) The provisions of this Agreement shall be binding upon and inure to the benefit of the respective successors and assigns of the parties hereto, and all such provisions shall inure to the benefit of the Certificateholders. (b) The Servicer shall notify the Loss Mitigation Advisor of the assignment of its duties to any successor servicer within thirty (30) days prior to such assignment, and shall provide the name, address, telephone number and telecopier number for the successor to the Loss Mitigation Advisor. Section 3.07. Article and Section Headings. The article and section headings herein are for convenience of reference only and shall not limit or otherwise affect the meaning hereof. Section 3.08. Confidentiality. The Servicer acknowledges the confidentiality of this Agreement and will not release or republish its contents without the consent of the Loss Mitigation Advisor except to the extent required by law, regulation or court order. The Loss Mitigation Advisor agrees that all information supplied by or on behalf of the Servicer under this Agreement, is the property of the Servicer. The Loss Mitigation Advisor shall keep in strictest confidence all information relating to this Agreement, including, without limitation, individual account information and other information supplied by or on behalf of the Servicer pursuant to Section 2.01, and that information which may be acquired in connection with or as a result of this Agreement. During the term of this Agreement and at any time thereafter, without the prior written consent of the Servicer, the Loss Mitigation Advisor shall not publish, communicate, divulge, disclose or use any of such information. Upon termination or expiration of this Agreement, the Loss Mitigation Advisor shall deliver all records, data, information, and other documents and all copies thereof supplied by or on behalf of the Servicer pursuant to Section 2.01 to the Servicer and such shall remain the property of the Servicer. Section 3.09. Independent Contractor. In all matters relating to this Agreement, the Loss Mitigation Advisor shall be acting as an independent contractor. Neither the Loss Mitigation Advisor nor any employees of the Loss Mitigation Advisor are employees or agents of the Servicer under the meaning or application of any Federal or State Unemployment or Insurance Laws or Workmen's Compensation Laws, or otherwise. The Loss Mitigation Advisor shall assume all liabilities or obligations imposed by any one or more of such laws with respect to the employees of the Loss Mitigation Advisor in the performance of this Agreement. The Loss Mitigation Advisor shall not have any authority to assume or create any obligation, express or implied, on behalf of the Servicer, and the Loss Mitigation Advisor shall not have the authority to represent itself as an agent, employee, or in any other capacity of the Servicer. IN WITNESS WHEREOF, the Servicer and the Loss Mitigation Advisor have caused their names to be signed hereto by their respective officers thereunto duly authorized, all as of the day and year first above written. Bank of America, N.A. By:___________________________________ Name:_________________________________ Title:________________________________ Loss Mitigation Advisor ______________________________________ By:___________________________________ Name: Title: PURCHASER'S ACKNOWLEDGEMENT AND AGREEMENT Purchaser executes this agreement for the purpose of acknowledging the limited obligations of the Servicer in respect of the Loss Mitigation Advisor's recommendation, as described in Section 2.02(a) hereof and confirming to the Servicer that (i) it shall be solely responsible for the payment of the fees of the Loss Mitigation Advisor pursuant to the terms of an agreement between Purchaser and Loss Mitigation Advisor dated _____________, 20__ and (ii) Purchaser upon transfer of its interest in any of the Class B Certificates or any part thereof will require its successor to consent to this Special Servicing Agreement and to pay any of the fees due to the Loss Mitigation Advisor pursuant to the agreement referenced in clause (i) above. Purchaser By:___________________________________ Name:_________________________________ Title:________________________________ EXHIBIT L LIST OF RECORDATION STATES Maryland Florida