EX-4 3 ba676412v11_exh4.txt POOLING AND SERVICING AGREEMENT EXHIBIT 4 ================================================================================ 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 September 26, 2002 ----------------------- Mortgage Pass-Through Certificates Series 2002-J ============================================================================== 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; Custodial Buy-Down 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 A-1 - Form of Face of Class A-1 Certificate Exhibit A-2 - Form of Face of Class A-2 Certificate Exhibit A-3 - Form of Face of Class A-3 Certificate Exhibit A-4 - Form of Face of Class A-4 Certificate Exhibit A-P - Form of Face of Class A-P Certificate Exhibit A-R - Form of Face of Class A-R 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 - Mortgage Loan Schedule................................. 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 September 26, 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 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 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 Pass- Multiples Certificate Through Minimum in Excess Classes Balance Rate Denomination of Minimum ------- --------------- ------- ------------ ---------- Class A-1 $137,687,000.00 (1) $ 1,000 $ 1 Class A-2 $341,000,000.00 (2) $ 1,000 $ 1 Class A-3 $ 75,000,000.00 (2) $ 1,000 $ 1 Class A-4 $ 2,025,000.00 (2) $ 1,000 $ 1 Class A-P $ 358,269.00 (3) $25,000 $ 1 Class A-R $ 100.00 (4) $ 100 N/A Class B-1 $ 7,144,000.00 (4) $25,000 $ 1 Class B-2 $ 3,143,000.00 (4) $25,000 $ 1 Class B-3 $ 2,286,000.00 (4) $25,000 $ 1 Class B-4 $ 857,000.00 (4) $25,000 $ 1 Class B-5 $ 858,000.00 (4) $25,000 $ 1 Class B-6 $ 1,143,075.00 (4) $25,000 $ 1 --------------- (1) For each Distribution Date occurring prior to and including the Distribution Date in March 2006, interest will accrue on these Certificates at the rate of 2.995% per annum. For each Distribution Date after the Distribution Date in March 2006 and prior to the Distribution Date in September 2007, interest will accrue on these Certificates at a per annum rate equal to the Adjusted Net WAC of the Mortgage Loans minus 1.417231%. For each Distribution Date occurring on and after the Distribution Date in September 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 Mortgage Loans (based on the Stated Principal Balances of the 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 March 2006, interest will accrue on these Certificates at the rate of 4.879% per annum. For each Distribution Date after the Distribution Date in March 2006 and prior to the Distribution Date in September 2007, interest will accrue on these Certificates at a per annum rate equal to the Adjusted Net WAC of the Mortgage Loans plus 0.466769%. For each Distribution Date occurring on and after the Distribution Date in September 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 Mortgage Loans (based on the Stated Principal Balances of the Mortgage Loans on the Due Date in the month preceding the month of such Distribution Date). (3) The Class A-P Certificates will be Principal-Only Certificates and will receive only distributions of principal until and including the Distribution Date in August 2007. For the Distribution Date in September 2007 and thereafter, interest will accrue on the Class A-P Certificates at a per annum rate equal to the weighted average of the Net Mortgage Interest Rates of the Mortgage Loans (based on the Stated Principal Balances of the 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 March 2006, interest will accrue on these Certificates at the rate of 4.412231% per annum. For each Distribution Date after the Distribution Date in March 2006 and prior to the Distribution Date in September 2007, interest will accrue on these Certificates at a per annum rate equal to the Adjusted Net WAC of the Mortgage Loans. For each Distribution Date occurring on and after the Distribution Date in September 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 Mortgage Loans (based on the Stated Principal Balances of the 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, the fraction, expressed as a percentage, equal to (A) the sum of the product, for each 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 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, the Cut-Off Date Pool Principal Balance of the Mortgage Loans minus the sum of (i) all amounts in respect of principal received in respect of the Mortgage Loans (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 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, the sum of the amounts, calculated as follows, with respect to all Outstanding Mortgage Loans: 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 from the Cut-Off Date through the end of the month preceding such Distribution Date. Advance: A Periodic Advance or a Servicing Advance. Agreement: This Pooling and Servicing Agreement together with all amendments hereof and supplements hereto. Amount Held for Future Distribution: As to any Distribution Date, 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 in the month of such Distribution Date and (ii) payments which represent receipt of Monthly Payments 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. Buy-Down Account: The separate Eligible Account or Accounts created and maintained by the Servicer pursuant to Section 3.23. Buy-Down Agreement: An agreement governing the application of Buy-Down Funds with respect to a Buy-Down Mortgage Loan. Buy-Down Funds: Money advanced by a builder, seller or other interested party to reduce a Mortgagor's monthly payment during the initial years of a Buy-Down Mortgage Loan. Buy-Down Mortgage Loan: Any Mortgage Loan in respect of which, pursuant to a Buy-Down Agreement, the monthly interest payments made by the related Mortgagor will be less than the scheduled monthly interest payments on such Mortgage Loan, with the resulting difference in interest payments being provided from Buy-Down Funds. Calculated Principal Distribution: As defined in Section 5.03(d). Certificate: Any of the Bank of America Mortgage Securities, Inc. Mortgage Pass-Through Certificates, Series 2002-J 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-J." 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 A-1, Class A-2, Class A-3, Class A-4, Class A-P, Class A-R, 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 A-1, Class A-2, Class A-3, Class A-4, Class A-P and Class A-R Certificates. Class A-3 Loss Amount: With respect to any Distribution Date after the Senior Credit Support Depletion Date, the amount, if any, by which the Class Certificate Balance of the Class A-3 Certificates would be reduced as a result of the allocation of any Realized Loss to such Class pursuant to Section 5.03(a)(i) or the allocation of any reduction pursuant to Section 5.03(b) to such Class, in each case without regard to the operation of Section 5.03(e). Class A-4 Loss Allocation Amount: With respect to any Distribution Date after the Senior Credit Support Depletion Date, the lesser of (a) the Class Certificate Balance of the Class A-4 Certificates with respect to such Distribution Date prior to any reduction for the Class A-4 Loss Allocation Amount and (b) the sum of the Class A-3 Loss Amount with respect to such Distribution Date. 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), (iii) all other reductions in Class Certificate Balance previously allocated thereto pursuant to Section 5.03(b), and (iv) in the case of the Class A-4 Certificates, any reduction allocated thereto pursuant to Section 5.03(e). 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: September 26, 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 5 Penn Plaza, 16th Floor, New York, New York 10001, Attention: Corporate Trust - MBS (Fax: (212) 328-7620). 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: September 1, 2002. Cut-Off Date Pool Principal Balance: The aggregate of the Cut-Off Date Principal Balances of the Mortgage Loans which is $571,492,445.76. 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: Any Mortgage Loan with a Net Mortgage Interest Rate as of the Closing Date that is less than 4.412231% per annum. Distribution Date: The 25th day of each month beginning in October 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. 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 the Class A-P Certificates until the September 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 the Class A-P Certificates prior to the September 2007 Distribution Date), 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-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. 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 September 26, 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, 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, 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 4.412231%. As to any Mortgage Loan that is not a Discount Mortgage Loan, 100%. Non-Ratio Strip Principal Amount: As to any Distribution Date, the sum of the applicable Non-Ratio Strip Percentage of (a) the principal portion of each Monthly Payment due on each Mortgage Loan on the related Due Date, (b) the Stated Principal Balance, as of the date of repurchase, of each Mortgage Loan 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 received with respect to such Distribution Date, (d) any Liquidation Proceeds allocable to recoveries of principal of Mortgage Loans 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 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 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 1.45% Class B-2 0.90% Class B-3 0.50% Class B-4 0.35% Class B-5 0.20% Class B-6 0.00% Original Subordinate Certificate Balance: $15,431,075.00. 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, 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 "A-1" by S&P 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 "A-1" by S&P 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 "A-1" by S&P 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 either "AAAm" or "AAAm G" by S&P and "AAA" by Fitch or otherwise approved in writing by each Rating Agency; 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), (v) a Person with respect to whom the income on a Residual Certificate is allocable to a foreign permanent establishment or fixed base, within the meaning of an applicable income tax treaty, of such Person or any other Person, and (vi) 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 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, the excess of (a) the sum of (i) the aggregate of (A) the interest portion of any Monthly Payment (net of the Servicing Fee) and the principal portion of any Monthly Payment 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 Distribution Date deposited to the Servicer Custodial Account pursuant to Section 3.08(b)(vii); (ii) all Liquidation Proceeds received during the preceding calendar month and deposited to the Servicer Custodial Account pursuant to Section 3.08(b)(iii); (iii) all Principal Prepayments received 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, 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; 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) and (ii) amounts permitted to be withdrawn from the Certificate Account pursuant to clauses (i) and (ii) of Section 3.11(b). Pool Stated Principal Balance: As to any Distribution Date, the aggregate Stated Principal Balances of all Mortgage Loans that were Outstanding Mortgage Loans immediately following the Due Date in the month preceding the month in which such Distribution Date occurs. Premium Mortgage Loan: Any Mortgage Loan with a Net Mortgage Interest Rate as of the Closing Date that is equal to or more than 4.412231% per annum. 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 A-P Certificates are Principal-Only Certificate until the September 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 S&P and Fitch. 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 applicable Ratio Strip Percentage of each Realized Loss to be allocated to the Class A-P Certificates on such Distribution Date or previously allocated to the Class A-P Certificates and not yet paid to the Holders of the Class 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 A-P Certificates pursuant to Section 5.03(b). Ratio Strip Percentage: As to any Discount Mortgage Loan, 100% minus the Non-Ratio Strip Percentage for such Mortgage Loan. As to any Mortgage Loan that is not a Discount Mortgage Loan, 0%. Ratio Strip Principal Amount: As to any Distribution Date, the sum of the applicable Ratio Strip Percentage of (a) the principal portion of each Monthly Payment due on each Mortgage Loan on the related Due Date, (b) the Stated Principal Balance, as of the date of repurchase, of each Mortgage Loan 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 received with respect to such Distribution Date, (d) any Liquidation Proceeds allocable to recoveries of principal of Mortgage Loans 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 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 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. 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 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, the percentage, carried six places rounded up, obtained by dividing the aggregate Class Certificate Balance of the Senior Certificates (other than the Class A-P Certificates) immediately prior to such Distribution Date by the aggregate Class Certificate Balance of all Classes of Certificates (other than the Class A-P Certificates) immediately prior to such Distribution Date. Senior Prepayment Percentage: For any Distribution Date during the seven years beginning on the first Distribution Date, 100%. The Senior Prepayment Percentage for any Distribution Date 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 plus 70% of the Subordinate Percentage for such Distribution Date; for any Distribution Date in the second year thereafter, the Senior Percentage plus 60% of the Subordinate Percentage for such Distribution Date; for any Distribution Date in the third year thereafter, the Senior Percentage plus 40% of the Subordinate Percentage for such Distribution Date; for any Distribution Date in the fourth year thereafter, the Senior Percentage plus 20% of the Subordinate Percentage for such Distribution Date; and for any Distribution Date in the fifth or later years thereafter, the Senior Percentage for such Distribution Date, unless (i) on any of the foregoing Distribution Dates the Senior Percentage exceeds the initial Senior Percentage, in which case the Senior Prepayment Percentage for such Distribution Date will once again equal 100%, (ii) on any Distribution Date before the Distribution Date occurring in October 2005, the Subordinate Percentage for such Distribution Date is greater than or equal to twice the initial Subordinate Percentage, in which case the Senior Prepayment Percentage for such Distribution Date will equal the Senior Percentage plus 50% of the Subordinate Percentage or (iii) on any Distribution Date occurring after the Distribution Date in October 2005, the Subordinate Percentage for such Distribution Date is greater than or equal to twice the initial Subordinate Percentage, in which case the Senior Prepayment Percentage for such Distribution Date will equal the Senior Percentage. Notwithstanding the foregoing, no decrease in the Senior Prepayment Percentage will occur and the Senior Prepayment Percentage 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, the sum of (i) the Senior Percentage 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 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 the 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 ------------------------------ ------------------------------- October 2002 through September 2005 20% October 2005 through September 2010 30% October 2010 through September 2011 35% October 2011 through September 2012 40% October 2012 through September 2013 45% October 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 Mortgage Loan until and including the August 2007 Distribution Date, the per annum rate equal to (i) the related Mortgage Interest Rate on the Closing Date less (ii) the sum of 4.412231% 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 Mortgage Loan after the August 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). S&P: Standard & Poor's, a division of The McGraw-Hill Companies, Inc., or any successor thereto. 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, 100% minus the Senior Percentage for such Distribution Date. Subordinate Prepayment Percentage: As to any Distribution Date, 100% minus the Senior Prepayment Percentage for such Distribution Date. Subordinate Principal Distribution Amount: With respect to any Distribution Date, an amount equal to the sum of (i) the Subordinate Percentage 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 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 the Sale 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. 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, any other Required Insurance Policy and the right to receive amounts, if any, payable on behalf of any Mortgagor from the Buy-Down Account relating to any Buy-Down Mortgage Loan. The Buy-Down Account shall not be part of the Trust Estate. 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, 0.0030% per annum. Underwriting Guidelines: The underwriting guidelines of Bank of America, N.A. 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-J, 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 more than 0.19% of the Mortgage Loans (by Cut-Off Date Principal Balance) are Buy-Down Mortgage Loans. (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 A-R Certificate) and the Classes of Class B Certificates as classes of "regular interests" and the Class 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 October 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 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 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; (viii) any Buy-Down Funds required to be deposited pursuant to Section 3.23; and (ix) 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-J 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. (a) With respect to each Distribution Date, prior to the issuance of the related monthly statement to Certificateholders pursuant to Section 5.04(b) (each, a "Distribution Date Statement"), the Servicer shall confirm that it has received all distribution and/or servicing information required to be provided to the Servicer by any Subservicer for inclusion in the Servicer's Certificate on which such Distribution Date Statement is based. In the event that the Servicer determines that any such information has not been provided as required or is materially incorrect, the Servicer shall immediately notify the applicable Subservicer and the Trustee and use its reasonable best efforts to cause the Subservicer to provide or correct, as the case may be, such information in time to permit the Servicer to provide a corrected Servicer's Certificate to the Trustee and to enable the Trustee to distribute the Distribution Date Statement at the time required by Section 5.04(b). In order to enable the Servicer to comply with its obligations under this Section 3.22(a), the Trustee shall use its best commercial efforts to deliver a copy of each Distribution Date Statement to the Servicer not less than one (1) Business Day prior to the date on which the Distribution Date Statement is sent to Certificateholders. (b) Promptly upon receipt of the report of the independent public accountants required pursuant to Section 3.19, the Servicer shall review such report and shall deliver a copy of such report to the Depositor's certified public accountants and the Trustee. As part of the Form 10-K required to be filed pursuant to paragraph (c) of this Section, the Trustee shall include such accountants report and the Officer's Certificate regarding Servicer compliance required pursuant to Section 3.19. (c) The Trustee shall, on behalf of the Trust Fund, cause to be prepared and filed with the Securities and Exchange Commission (the "SEC") (i) on or prior to March 31 (or such earlier date as may then be required by SEC rules or regulations) of each year commencing in 2003, an annual report on Form 10-K (or its successor) for the preceding calendar year; (ii) within 15 days after each Distribution Date, a current report on Form 8-K (or its successor) (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), containing as an exhibit the Distribution Date Statement relating to such Distribution Date; and (iii) any and all other reports, statements and information respecting the Trust which are required, or which the Depositor deems desirable, to be filed with the Securities and Exchange Commission pursuant to Sections 13(a) or 15(d) of the Securities and Exchange Act of 1934, as amended, each such report, statement and information to be filed on or prior to the required filing date for such report, statement or information. Upon the request of the Trustee, each of 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 as the Trustee may reasonably request in connection with the performance of its duties and obligations under this Section. (d) The Servicer shall deliver to the Trustee on a timely basis to permit the Trustee to file it as an exhibit to each annual report on Form 10-K required to be file pursuant to paragraph (c) of this Section, the certification required under 302(a) of the Sarbanes-Oxley Act of 2002 (as amended from time to time) and any rules or regulations promulgated with respect thereto (collectively, the "Section 302 Requirements"). It is the parties' intent that compliance by the Servicer with the provisions of this Section 3.22 will constitute compliance with the review required by the Section 302 Requirements. In no event shall the provisions set forth in this Section 3.22 limit the ability of the Servicer (or the Trustee) to conduct additional procedures or investigations determined by it to be necessary or appropriate to comply with the Section 302 Requirements. (e) The obligations set forth in paragraphs (b) through (d) of this Section shall only apply with respect to periods for which the Trustee is obligated to file reports on Form 8-K or 10-K pursuant to paragraph (c) of this Section. In the event that, upon request of the Depositor, a Form 15D is properly filed pursuant to paragraph (c) of this Section, there shall be no further obligations under paragraphs (b) through (d) of this Section commencing with the fiscal year in which the Form 15D is filed (other than the obligations to be performed in such fiscal year that relate back to the prior fiscal year). Section 3.23 Buy-Down Account; Application of Buy-Down Funds. In addition to the Servicer Custodial Account, if any of the Mortgage Loans are Buy-Down Mortgage Loans, the Servicer shall establish and maintain a Buy-Down Account, which is not part of the Trust Estate, and shall deposit therein all Buy-Down Funds not later than the Business Day following the day of receipt and posting by the Servicer. The Servicer shall keep and maintain a separate account for each Buy-Down Mortgage Loan for the purpose of accounting for deposits to and withdrawals from the Buy-Down Account. The Servicer shall invest the funds in the Buy-Down Account in investments which are Eligible Investments. All income and gain realized from any such investment, to the extent not required by the applicable Buy-Down Agreements to be applied to pay interest on the related Buy-Down Mortgage Loans, shall be for the benefit of the Servicer. The amount of any losses incurred in respect of such investments shall be deposited in the Buy-Down Account by the Servicer out of its own funds immediately as realized. With respect to each Buy-Down Mortgage Loan, on the Business Day next following receipt of the Mortgagor's required monthly payment under the related Buy-Down Agreement, the Servicer shall withdraw from the Buy-Down Account and deposit in immediately available funds in the Servicer Custodial Account an amount which, when added to such Mortgagor's payment, will equal the full monthly payment due under the related Mortgage Note. Upon termination of a Buy-Down Agreement, no further Buy-Down Funds relating thereto shall be deposited into the Servicer Custodial Account, and the Servicer may withdraw the related Buy-Down Funds which remain in the Buy-Down Account and distribute such funds as provided by such Buy-Down Agreement. 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, 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 in the following order of priority and to the extent of such funds: (i) to each Class of Senior Certificates (other than the Class A-P Certificates until the Distribution Date in September 2007), 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 (other than the Class A-P Certificates) and the Class A-P Certificates, pro rata, based on their respective Senior Principal Distribution Amount and Ratio Strip Principal Amount, (A) to the Class A Certificates (other than the Class A-P Certificates), 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 A-P Certificates in an aggregate amount up to the Ratio Strip Principal Amount; (iii) to the Class A-P Certificates, any Ratio Strip Deferred Amount, up to the Subordinate Principal Distribution Amount 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 A-R Certificate, any remaining Pool Distribution Amount. On any Distribution Date, amounts distributed in respect of Ratio Strip Deferred Amounts will not reduce the Class Certificate Balance of the Class 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 definition. (b) On each Distribution Date prior to the Senior Credit Support Depletion Date, the amount distributable to the Class A Certificates (other than the Class A-P 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 A-R Certificate, until its Class Certificate Balance has been reduced to zero; and second, concurrently, to the Class A-1, Class A-2, Class A-3 and Class A-4 Certificates, pro rata, until their Class Certificate Balances have been reduced to zero. 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 available to be distributed as principal of the Class A Certificates (other than the Class A-P Certificates) 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 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, (B) on and after the Senior Credit Support Depletion Date, any Realized Loss allocable to interest and (C) each Relief Act Reduction incurred during the calendar month preceding the month of such Distribution Date. (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 Class Certificate Balance 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 Amount 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 October 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 Amount, an amount equal to the product of their Pro Rata Shares and the percentages set forth in the following table: Distribution Date Occurring Percentage ----------------------------------- ---------- October 2002 through September 2009 0% October 2009 through September 2010 30% October 2010 through September 2011 40% October 2011 through September 2012 60% October 2012 through September 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 Amount, 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 shall be allocated to the Class 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 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 (other than the Class A-P Certificates), 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 Ratio Strip Deferred Amounts 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 in the aggregate (other than the Class Certificate Balance of the Class 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 (other than Class 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 difference between (i) the Adjusted Pool Amount for such Distribution Date and (ii) the Adjusted Pool Amount (Ratio Strip Portion) for such Distribution Date. Any such reduction shall be allocated among the Senior Certificates (other than the Class A-P Certificates) based on the Class Certificate Balances immediately prior to such Distribution Date. The Class Certificate Balance of the Class A-P Certificates shall be reduced on each Distribution Date by the amount, if any, by which the Class Certificate Balance of the Class 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 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) The calculation of the amount to be distributed as principal to any Class of Certificates with respect to a Distribution Date (the "Calculated Principal Distribution") shall be made prior to the allocation of any Realized Losses for such Distribution Date; provided, however, the actual payment of principal to the Classes of Certificates shall be made subsequent to the allocation of Realized Losses for such Distribution Date. In the event that after the allocation of Realized Losses for a Distribution Date, the Calculated Principal Distribution for a Class of Subordinate Certificates is greater than the Class Certificate Balance of such Class, the excess shall be distributed first, sequentially, to the Classes of Subordinate Certificates then outstanding (beginning with the Class of Subordinate Certificates than outstanding with the lowest numerical designation) until the respective Class Certificate Balance of each such Class is reduced to zero and then to the Class A Certificates in accordance with the priorities set forth in Section 5.02. (e) After the Senior Credit Support Depletion Date, on any Distribution Date on which the Class A-4 Loss Allocation Amount is greater than zero, the Class Certificate Balance of the Class A-4 Certificates will be reduced by the Class A-4 Loss Allocation Amount and, notwithstanding Section 5.03(a)(ii) and Section 5.03(b), the Class Certificate Balances of the Class A-3 Certificates will not be reduced by the Class A-4 Loss Allocation Amount. To the extent the sum of the Class A-3 Loss Amounts exceeds the Class A-4 Loss Allocation Amount, such difference will be allocated to the Class A-3 Certificates immediately prior to the related Distribution Date, until the Class Certificate Balance thereof has been reduced to zero. 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) the amount allocable to principal, separately identifying the aggregate amount of any Principal Prepayments and Liquidation Proceeds included therein; (ii) 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) the Pool Stated Principal Balance for the following Distribution Date; (vi) the Senior Percentage and the Subordinate Percentage for the following Distribution Date; (vii) the amount of the Servicing Fee paid to or retained by the Servicer with respect to such Distribution Date; (viii) the Pass-Through Rate for each such Class of Certificates with respect to such Distribution Date; (ix) 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) 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) 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) 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) the Senior Prepayment Percentage and the Subordinate Prepayment Percentage for the following Distribution Date; and (xiv) the aggregate amount of Realized Losses incurred during the preceding calendar month or any Ratio Strip Deferred Amounts 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 A-R Certificate is hereby designated as the Tax Matters Person for the REMIC. By the acceptance of the Class 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 A-1, A-2, A-3, A-4, A-P, A-R, 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 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 A-R Certificate shall be in a minimum denomination of $100. The Senior Certificates (other than the Class 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 S&P and Fitch 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 Pool Stated Principal Balance as of the Final Distribution Date being less than 10% of the Cut-Off Date Pool 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 A-P Certificates, and (II) as to the Class 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: Corporate Trust - MBS Group (Fax: (212) 815-5309), (d) S&P, Standard & Poor's, a division of The McGraw-Hill Companies, Inc., 55 Water Street, New York, New York 10041, Attn: Mortgage Surveillance Group, and (e) in the case of Fitch, Fitch Ratings, One State Street Plaza, New York, New York 10004, Attn: Residential 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 26th day of September, 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 26th day of September, 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 26th day of September, 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 [FORM OF FACE OF CLASS A-1 CERTIFICATE] BANK OF AMERICA MORTGAGE SECURITIES, INC. Mortgage Pass-Through Certificates, Series 2002-J Class 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-J Class A-1 evidencing an interest in a Trust consisting primarily of a pool of adjustable-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: September 1, 2002 First Distribution Date: October 25, 2002 Initial Certificate Balance of this Certificate ("Denomination"): $ Initial Class Certificate Balance of this Class: $137,678,000.00 Pass-Through Rate: Variable CUSIP No.: 06050H VJ 4 ISIN No.: US06050HVJ49 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 September 26, 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 March 2006, interest will accrue at the rate of 2.995% per annum. For each Distribution Date after the Distribution Date in March 2006 and prior to the Distribution Date in September 2007, interest will accrue at a per annum rate equal to the Adjusted Net WAC of the Mortgage Loans minus 1.417231%. For each Distribution Date occurring on and after the Distribution Date in September 2007, interest will accrue at a per annum rate equal to the weighted average of the Net Mortgage Interest Rates of the Mortgage Loans (based on the Stated Principal Balances of the 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-2 [FORM OF FACE OF CLASS A-2 CERTIFICATE] BANK OF AMERICA MORTGAGE SECURITIES, INC. Mortgage Pass-Through Certificates, Series 2002-J Class 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-J Class A-2 evidencing an interest in a Trust consisting primarily of a pool of adjustable-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: September 1, 2002 First Distribution Date: October 25, 2002 Initial Certificate Balance of this Certificate ("Denomination"): $ Initial Class Certificate Balance of this Class: $341,000,000.00 Pass-Through Rate: Variable CUSIP No.: 06050H VK 1 ISIN No.: US06050HVK12 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 September 26, 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 March 2006, interest will accrue at the rate of 4.879% per annum. For each Distribution Date after the Distribution Date in March 2006 and prior to the Distribution Date in September 2007, interest will accrue at a per annum rate equal to the Adjusted Net WAC of the Mortgage Loans plus 0.466769%. For each Distribution Date occurring on and after the Distribution Date in September 2007, interest will accrue at a per annum rate equal to the weighted average of the Net Mortgage Interest Rates of the Mortgage Loans (based on the Stated Principal Balances of the 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-3 [FORM OF FACE OF CLASS A-3 CERTIFICATE] BANK OF AMERICA MORTGAGE SECURITIES, INC. Mortgage Pass-Through Certificates, Series 2002-J Class A-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. BANK OF AMERICA MORTGAGE SECURITIES, INC. Mortgage Pass-Through Certificates, Series 2002-J Class A-3 evidencing an interest in a Trust consisting primarily of a pool of adjustable-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: September 1, 2002 First Distribution Date: October 25, 2002 Initial Certificate Balance of this Certificate ("Denomination"): $ Initial Class Certificate Balance of this Class: $75,000,000.00 Pass-Through Rate: Variable CUSIP No.: 06050H VL 9 ISIN No.: US06050HVL94 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 September 26, 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 March 2006, interest will accrue at the rate of 4.879% per annum. For each Distribution Date after the Distribution Date in March 2006 and prior to the Distribution Date in September 2007, interest will accrue at a per annum rate equal to the Adjusted Net WAC of the Mortgage Loans plus 0.466769%. For each Distribution Date occurring on and after the Distribution Date in September 2007, interest will accrue at a per annum rate equal to the weighted average of the Net Mortgage Interest Rates of the Mortgage Loans (based on the Stated Principal Balances of the 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-4 [FORM OF FACE OF CLASS A-4 CERTIFICATE] BANK OF AMERICA MORTGAGE SECURITIES, INC. Mortgage Pass-Through Certificates, Series 2002-J Class A-4 [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. AFTER THE SENIOR CREDIT SUPPORT DEPLETION DATE, THE PRINCIPAL PORTION OF REALIZED LOSSES ALLOCATED TO THE CLASS A-3 CERTIFICATES WILL BE BORNE BY THE CLASS A-4 CERTIFICATES AS DESCRIBED IN THE POOLING AND SERVICING AGREEMENT REFERRED TO HEREIN. BANK OF AMERICA MORTGAGE SECURITIES, INC. Mortgage Pass-Through Certificates, Series 2002-J Class A-4 evidencing an interest in a Trust consisting primarily of a pool of adjustable-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: September 1, 2002 First Distribution Date: October 25, 2002 Initial Certificate Balance of this Certificate ("Denomination"): $ Initial Class Certificate Balance of this Class: $2,025,000.00 Pass-Through Rate: Variable CUSIP No.: 06050H VM 7 ISIN No.: US06050HVM77 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 September 26, 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 March 2006, interest will accrue at the rate of 4.879% per annum. For each Distribution Date after the Distribution Date in March 2006 and prior to the Distribution Date in September 2007, interest will accrue at a per annum rate equal to the Adjusted Net WAC of the Mortgage Loans plus 0.466769%. For each Distribution Date occurring on and after the Distribution Date in September 2007, interest will accrue at a per annum rate equal to the weighted average of the Net Mortgage Interest Rates of the Mortgage Loans (based on the Stated Principal Balances of the 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-P [FORM OF FACE OF CLASS A-P CERTIFICATE] BANK OF AMERICA MORTGAGE SECURITIES, INC. Mortgage Pass-Through Certificates, Series 2002-J Class 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, 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-J Class A-P evidencing an interest in a Trust consisting primarily of a pool of adjustable-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: September 1, 2002 First Distribution Date: October 25, 2002 Initial Certificate Balance of this Certificate ("Denomination"): $ Initial Class Certificate Balance of this Class: $358,269.00 Pass-Through Rate: Principal Only/Variable CUSIP No.: 06050H VN 5 ISIN No.: US06050HVN50 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 September 26, 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. This Class A-P Certificate represents the right to receive principal only prior to and including the Distribution Date in August 2007. After the August 2007 Distribution Date, interest will accrue at a rate equal to the weighted average of the Net Mortgage Interest Rates of the Mortgage Loans (based on the Stated Principal Balances of the 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-R [FORM OF FACE OF CLASS A-R CERTIFICATE] BANK OF AMERICA MORTGAGE SECURITIES, INC. Mortgage Pass-Through Certificates, Series 2002-J Class 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 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-J Class 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 a pool of adjustable-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: September 1, 2002 First Distribution Date: October 25, 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 VP 0 ISIN No.: US06050HVP09 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 September 26, 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 March 2006, interest will accrue at the rate of 4.412231% per annum. For each Distribution Date after the Distribution Date in March 2006 and prior to the Distribution Date in September 2007, interest will accrue at a per annum rate equal to the Adjusted Net WAC of the Mortgage Loans. For each Distribution Date occurring on and after the Distribution Date in September 2007, interest will accrue at a per annum rate equal to the weighted average of the Net Mortgage Interest Rates of the Mortgage Loans (based on the Stated Principal Balances of the 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 A-R Certificate at the Corporate Trust Office. Each Person who has or who acquires this Class 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 A-R Certificate are expressly subject to the following provisions: (i) each Person holding or acquiring this Class 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 A-R Certificate unless such ownership interest is a pro rata undivided interest; (iii) in connection with any proposed transfer of this Class 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 A-R Certificate to such proposed transferee shall be effected; (v) this Class 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 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 W-8ECI (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 A-R Certificate will not be disregarded for federal income tax purposes; (vi) any attempted or purported transfer of this Class 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 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 B-1 [FORM OF FACE OF CLASS B-1 CERTIFICATE] BANK OF AMERICA MORTGAGE SECURITIES, INC. Mortgage Pass-Through Certificates, Series 2002-J 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-J Class B-1 evidencing an interest in a Trust consisting primarily of a pool of adjustable-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: September 1, 2002 First Distribution Date: October 25, 2002 Initial Certificate Balance of this Certificate ("Denomination"): $ Initial Class Certificate Balance of this Class: $7,144,000.00 Pass-Through Rate: Variable CUSIP No.: 06050H VQ 8 ISIN No.: US06050HVQ81 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 September 26, 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 March 2006, interest will accrue at the rate of 4.412231% per annum. For each Distribution Date after the Distribution Date in March 2006 and prior to the Distribution Date in September 2007, interest will accrue at a per annum rate equal to the Adjusted Net WAC of the Mortgage Loans. For each Distribution Date occurring on and after the Distribution Date in September 2007, interest will accrue at a per annum rate equal to the weighted average of the Net Mortgage Interest Rates of the Mortgage Loans (based on the Stated Principal Balances of the 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-J 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-J Class B-2 evidencing an interest in a Trust consisting primarily of a pool of adjustable-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: September 1, 2002 First Distribution Date: October 25, 2002 Initial Certificate Balance of this Certificate ("Denomination"): $ Initial Class Certificate Balance of this Class: $3,143,000.00 Pass-Through Rate: Variable CUSIP No.: 06050H VR 6 ISIN No.: US06050HVR64 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 September 26, 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 March 2006, interest will accrue at the rate of 4.412231% per annum. For each Distribution Date after the Distribution Date in March 2006 and prior to the Distribution Date in September 2007, interest will accrue at a per annum rate equal to the Adjusted Net WAC of the Mortgage Loans. For each Distribution Date occurring on and after the Distribution Date in September 2007, interest will accrue at a per annum rate equal to the weighted average of the Net Mortgage Interest Rates of the Mortgage Loans (based on the Stated Principal Balances of the 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-J 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-J Class B-3 evidencing an interest in a Trust consisting primarily of a pool of adjustable-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: September 1, 2002 First Distribution Date: October 25, 2002 Initial Certificate Balance of this Certificate ("Denomination"): $ Initial Class Certificate Balance of this Class: $2,286,000.00 Pass-Through Rate: Variable CUSIP No.: 06050H VS 4 ISIN No.: US06050HVS48 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 September 26, 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 March 2006, interest will accrue at the rate of 4.412231% per annum. For each Distribution Date after the Distribution Date in March 2006 and prior to the Distribution Date in September 2007, interest will accrue at a per annum rate equal to the Adjusted Net WAC of the Mortgage Loans. For each Distribution Date occurring on and after the Distribution Date in September 2007, interest will accrue at a per annum rate equal to the weighted average of the Net Mortgage Interest Rates of the Mortgage Loans (based on the Stated Principal Balances of the 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-J 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-J Class B-4 evidencing an interest in a Trust consisting primarily of a pool of adjustable-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: September 1, 2002 First Distribution Date: October 25, 2002 Initial Certificate Balance of this Certificate ("Denomination"): $ Initial Class Certificate Balance of this Class: $857,000.00 Pass-Through Rate: Variable CUSIP No.: 06050H VT 2 ISIN No: US06050HVT21 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 September 26, 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 March 2006, interest will accrue at the rate of 4.412231% per annum. For each Distribution Date after the Distribution Date in March 2006 and prior to the Distribution Date in September 2007, interest will accrue at a per annum rate equal to the Adjusted Net WAC of the Mortgage Loans. For each Distribution Date occurring on and after the Distribution Date in September 2007, interest will accrue at a per annum rate equal to the weighted average of the Net Mortgage Interest Rates of the Mortgage Loans (based on the Stated Principal Balances of the 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-J 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-J Class B-5 evidencing an interest in a Trust consisting primarily of a pool of adjustable-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: September 1, 2002 First Distribution Date: October 25, 2002 Initial Certificate Balance of this Certificate ("Denomination"): $ Initial Class Certificate Balance of this Class: $858,000.00 Pass-Through Rate: Variable CUSIP No.: 06050H VU 9 ISIN No.: US06050HVU93 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 September 26, 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 March 2006, interest will accrue at the rate of 4.412231% per annum. For each Distribution Date after the Distribution Date in March 2006 and prior to the Distribution Date in September 2007, interest will accrue at a per annum rate equal to the Adjusted Net WAC of the Mortgage Loans. For each Distribution Date occurring on and after the Distribution Date in September 2007, interest will accrue at a per annum rate equal to the weighted average of the Net Mortgage Interest Rates of the Mortgage Loans (based on the Stated Principal Balances of the 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-J 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-J Class B-6 evidencing an interest in a Trust consisting primarily of a pool of adjustable-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: September 1, 2002 First Distribution Date: October 25, 2002 Initial Certificate Balance of this Certificate ("Denomination"): $ Initial Class Certificate Balance of this Class: $1,143,075.00 Pass-Through Rate: Variable CUSIP No.: 06050H VV 7 ISIN No.: US06050HVV76 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 September 26, 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 March 2006, interest will accrue at the rate of 4.412231% per annum. For each Distribution Date after the Distribution Date in March 2006 and prior to the Distribution Date in September 2007, interest will accrue at a per annum rate equal to the Adjusted Net WAC of the Mortgage Loans. For each Distribution Date occurring on and after the Distribution Date in September 2007, interest will accrue at a per annum rate equal to the weighted average of the Net Mortgage Interest Rates of the Mortgage Loans (based on the Stated Principal Balances of the 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 Pool Stated Principal Balance is less than 10% of the Cut-Off Date Pool 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 MORTGAGE LOAN SCHEDULE [BANK OF AMERICA LOGO] BOAMS 2002-J 5/1 LIBOR MORTGAGE SCHEDULE Loan Count: 1127 Scheduled PB as of 9/1/02: 571,492,445.76 Unpaid PB W/A: 507,091.79 W/A Interest Rate: 5.522 W/A Remaining Term: 357
LOAN ZIP PROPERTY LOAN DOC ORIGINAL NOTE ORIGINAL NUMBER BORROWER STATE CODE TYPE OCCUPANCY PURPOSE TYPE LTV RATE PB ----------------------------------------------------------------------------------------------------------------------------------- 6000111689 JIANG CA 94080 Single Family Primary Refinance Reduced 63.91 5.375 447,400 6000169885 SPROLES CA 90069 Single Family Primary Cash-out Refinance Standard 44.28 5.625 775,000 6000241957 WESTPHAL CA 94556 Single Family Primary Refinance Reduced 38.07 5.500 495,000 6000448735 SHAMES CA 94705 Single Family Primary Refinance Reduced 42.42 5.625 700,000 6001176608 WINSLOW CA 94901 Single Family Primary Cash-out Refinance Rapid 62.50 5.625 500,000 6001576724 PESTERFIELD CA 94526 Single Family Primary Refinance Reduced 70.96 5.500 567,750 6003367171 RAMASWAMI CA 95070 Single Family Primary Refinance Rapid 60.78 5.500 486,000 6005526683 YEAGER CA 92692 PUD Primary Cash-out Refinance Rapid 74.50 5.750 380,000 6005890782 MCCARRON CA 95608 PUD Primary Refinance Rapid 79.32 5.375 468,000 6006170739 MARTINEZ TX 77382 PUD Primary Purchase Reduced 45.61 4.625 335,000 6006856386 BASECKI CA 95125 Single Family Primary Cash-out Refinance Reduced 75.00 5.375 562,500 6009087369 DOUGLASS NC 27605 Single Family Primary Refinance Reduced 79.70 5.625 381,000 6009716520 RAYGADA CA 94086 Single Family Primary Purchase Standard 95.00 5.500 380,000 6009787364 OLDHAM CA 94010 Single Family Primary Purchase Standard 80.00 5.875 800,000 6011363105 DZIADZIO MA 02421 Single Family Primary Refinance Rapid 74.51 5.625 652,000 6011563340 JACOBS NC 28173 PUD Primary Purchase Reduced 54.68 4.625 350,000 6012259740 HOOPER MO 63005 PUD Primary Purchase Reduced 78.43 5.375 400,000 6012984263 ROHDE CA 94941 Single Family Primary Cash-out Refinance Standard 55.24 5.500 500,000 6013685687 SANDBERG CA 90064 Single Family Primary Purchase Standard 80.00 5.875 561,600 6015901793 ZINN FL 32127 Single Family Secondary Refinance Standard 50.80 5.875 635,000 6016057124 COBB TN 37122 Single Family Primary Purchase Reduced 66.66 5.750 400,000 6016066950 SILVA CT 06897 Single Family Primary Refinance Rapid 76.27 5.750 450,000 6017383537 BRICKMAN NJ 07052 Single Family Primary Purchase Reduced 75.47 4.750 400,000 6017720571 LONG CA 94558 Single Family Primary Purchase Rapid 80.00 5.375 396,000 6018072949 ROSE NC 28401 Condominium Primary Cash-out Refinance Rapid 78.17 5.500 363,500 6019084844 DRZAIC CA 95037 PUD Primary Refinance Rapid 79.42 5.500 556,000 6020982994 DONNER CA 94061 Single Family Primary Refinance Rapid 62.97 5.500 483,000 6021268864 HUBRICH CA 95125 PUD Primary Purchase Rapid 80.00 5.250 414,400 6021896862 SAVIERS CA 94103 High-Rise Condo Primary Purchase Rapid 42.55 5.625 1,000,000 6021994881 MANKOWITZ FL 33050 Single Family Primary Cash-out Refinance Standard 37.50 5.875 750,000 6022624578 ATKIN IL 60022 Single Family Primary Refinance Rapid 52.70 5.500 448,000 6024306547 BISHOP CA 95120 Single Family Primary Refinance Rapid 77.89 6.375 592,000 6024354042 DE KLEER CA 94024 Single Family Primary Refinance Reduced 56.34 5.375 648,000 6024714401 KETTEMAN FL 33957 PUD Primary Purchase Standard 48.78 5.625 500,000 6025461010 PLACOURAKIS CA 94502 PUD Primary Purchase Rapid 77.98 5.500 425,000 6026621182 BOYSAN CA 94404 Condominium Primary Refinance Reduced 63.06 5.750 473,000 6027067385 MYERS III CA 92782 PUD Primary Refinance Standard 58.90 5.500 647,958 6027210290 SACHDEVA CA 94583 PUD Primary Refinance Rapid 79.14 5.500 334,000 6030122797 DONG CA 92835 PUD Primary Refinance Reduced 66.72 5.125 399,000 6031044388 HALVORSEN IL 60020 Single Family Primary Refinance Rapid 62.54 5.500 344,000 6031340273 WINTERS CA 92014 Single Family Primary Refinance Reduced 64.33 5.250 386,000 6032491935 ADDIEGO CA 95762 PUD Secondary Refinance Standard 65.37 5.500 493,597 6032606995 AINSWORTH CA 95066 Single Family Primary Refinance Reduced 66.58 5.500 566,000 6032719806 NEFF CA 95138 Single Family Primary Refinance Reduced 67.57 5.750 354,760 6036764725 DENOEWER CA 92210 Single Family Primary Cash-out Refinance Rapid 62.73 5.500 500,000 6037169916 SHAH MA 01742 Condominium Primary Refinance Rapid 70.00 5.500 700,000 6037325211 HITE CA 92677 PUD Primary Refinance Rapid 73.43 5.125 564,000 6038460512 JEWELL CA 94566 Single Family Primary Cash-out Refinance Standard 69.92 5.750 472,000 6038475965 ROTHMAN CA 92037 Condominium Secondary Refinance Rapid 68.91 5.500 827,000 6040542174 TU CA 95014 Single Family Primary Cash-out Refinance Rapid 34.19 5.375 530,000 6041326411 CORNEIL WA 98023 Single Family Primary Purchase Standard 80.00 4.375 326,400 6041672632 O'BRIEN MD 21042 PUD Primary Purchase Reduced 80.00 4.750 348,000 6043478590 HAMMARSKJOLD FL 34145 Single Family Primary Refinance Reduced 41.66 5.250 750,000 6046327778 MERWIN CA 94002 Single Family Primary Refinance Rapid 80.00 6.000 440,000 6046344211 VO CA 95123 Single Family Primary Purchase Reduced 80.00 4.750 340,000 6046474489 DIVANE IL 60646 Single Family Primary Cash-out Refinance Rapid 66.66 5.750 350,000 6047922429 VIEWEG CA 90275 Single Family Primary Cash-out Refinance Reduced 59.92 5.500 383,500 6051144829 BROHOLM CA 94040 Condominium Primary Refinance Rapid 80.00 6.375 508,000 6051862826 GOLDABER CA 94024 Single Family Primary Refinance All Ready Home 50.92 5.625 662,000 6053401375 GAGE CA 94010 Single Family Primary Refinance Reduced 61.25 5.375 536,000 6053597404 FISHER CA 92260 Single Family Primary Cash-out Refinance Rapid 62.02 5.375 325,000 6054118853 SCHREINER CA 92264 PUD Primary Purchase Reduced 43.39 5.875 460,000 6055710997 HANKS CA 94588 Single Family Primary Refinance Rapid 63.58 5.625 330,000 6056599381 JEWELL CA 95010 Single Family Secondary Cash-out Refinance Rapid 70.00 5.750 350,000 6057199405 DATA CA 92625 PUD Primary Cash-out Refinance Standard 53.57 5.625 750,000 6057360536 WIESE CA 95683 PUD Primary Cash-out Refinance Standard 57.41 5.000 356,000 6058350635 BOLES OR 97201 Single Family Primary Purchase Reduced 78.07 6.000 352,500 6060802151 ROSS NC 27455 Single Family Primary Purchase Reduced 80.00 4.750 316,800 6061300858 SMITH FL 34145 High-Rise Condo Secondary Refinance All Ready Home 67.42 6.000 674,250 6061762149 CHAN CA 94010 Single Family Primary Refinance Standard 24.24 4.625 600,000 6063806589 SCHUH GA 30290 PUD Primary Refinance Rapid 80.00 5.125 340,000 6064086579 LARSONNEUR CA 92253 Single Family Primary Refinance Reduced 38.63 5.750 425,000 6064483594 RAJU VA 22031 PUD Primary Refinance Reduced 72.83 5.625 311,000 6070153975 RUTTEN DC 20002 Single Family Primary Purchase Reduced 80.00 5.625 448,800 6070186256 POWELL CA 90266 PUD Primary Cash-out Refinance Reduced 51.38 5.500 370,000 6071001546 YAMIN CA 90077 Condominium Primary Refinance Rapid 68.37 5.250 547,000 6071630849 RICHARDSON CA 95030 Single Family Primary Refinance Standard 58.82 5.500 1,000,000 6073680487 GOUDGE WA 98390 Single Family Primary Purchase Standard 80.00 4.750 376,000 6073815869 GLOBIG II PA 19067 Single Family Primary Purchase Reduced 90.00 5.500 315,900 6073943703 ANTONOW IL 60614 Two Family Primary Refinance Rapid 68.25 5.875 407,500 6074540037 DAVIS DE 19803 Single Family Primary Refinance Rapid 57.90 5.375 318,500 6075758158 BHALLA CA 94002 Single Family Primary Purchase Rapid 59.11 5.625 402,000 6075874336 MANTH CA 90274 Single Family Primary Purchase Rapid 62.27 5.375 850,000 6075983731 IMBER CA 94062 Condominium Primary Purchase Rapid 80.00 5.875 471,200 6077530753 FLORES CA 92663 Single Family Primary Cash-out Refinance Rapid 47.29 5.500 350,000 6078923213 SHAW-RICE TX 77077 Single Family Primary Refinance Standard 75.47 5.625 377,374 6079548423 SANNER CA 92612 PUD Primary Cash-out Refinance Rapid 65.57 5.625 400,000 6081196468 KENNEDY CA 95687 Single Family Primary Refinance Standard 79.28 5.750 333,000 6082352672 GINZBURG CA 95051 Single Family Primary Refinance Reduced 75.86 5.750 440,000 6083595196 FITZPATRICK CA 94708 Single Family Primary Purchase Rapid 80.00 4.875 468,000 6085409305 NGUYEN CA 95135 Single Family Primary Purchase Standard 79.99 6.000 693,750 6086388110 OOSTING ID 83340 Single Family Primary Refinance Reduced 18.59 5.500 609,000 6086520431 BROWN IL 60558 Single Family Primary Refinance Rapid 66.62 5.625 503,000 6087545429 SPANIER CA 94583 PUD Primary Purchase Rapid 80.00 5.750 563,200 6087657208 CHUNG WA 98004 Single Family Primary Refinance Standard 59.32 5.750 350,000 6088707606 MANISCALCO IL 60093 Single Family Primary Refinance Rapid 53.08 5.750 560,000 6089339342 MARREN CA 92067 PUD Primary Refinance Rapid 44.44 5.125 1,000,000 6090846483 TRIANA TX 75287 Single Family Primary Refinance Reduced 63.59 5.250 492,896 6091274966 SAUCIER GA 31406 PUD Primary Purchase Reduced 80.00 5.125 319,920 6091731148 LIN CA 94539 Single Family Primary Refinance Rapid 67.61 5.500 382,000 6091991692 MORIMOTO CA 94507 Single Family Primary Refinance Standard 39.79 5.375 577,000 6092394581 SPARACINO CA 95125 Single Family Primary Refinance Reduced 67.95 5.750 445,100 6093872254 FUSARO MA 01748 Single Family Primary Refinance Standard 52.47 5.750 350,000 6095022551 CHU CA 91320 PUD Primary Purchase Reduced 65.29 4.375 332,920 6099734565 BRUCE CA 95050 Single Family Primary Cash-out Refinance Rapid 73.03 5.500 409,000 6099767508 WILLIAMS CA 92673 PUD Primary Purchase Rapid 79.98 5.500 583,100 6103177611 MINK CA 94945 PUD Primary Purchase Rapid 80.00 5.500 536,000 6103262447 SEJPAL CA 90274 Single Family Primary Refinance Standard 55.82 5.500 949,000 6104467169 DEL CASTILLO CA 92083 PUD Primary Purchase Rapid 79.98 5.250 367,950 6104736845 MARGULIES CA 94022 Single Family Primary Refinance Reduced 31.54 5.625 560,000 6105323718 COLWELL CA 92131 PUD Primary Refinance Standard 67.97 5.625 675,000 6106508739 BUSCEMI IL 60048 Single Family Primary Cash-out Refinance Rapid 66.66 5.375 450,000 6107589811 NORRIS NV 89014 PUD Primary Purchase Standard 80.00 6.000 548,000 6108402071 BARRETT NC 27310 PUD Primary Purchase Reduced 80.00 4.625 320,000 6109564093 BRIGMAN CA 95138 Single Family Primary Refinance Reduced 41.95 4.750 730,000 6111218241 MONAHAN VA 22314 High-Rise Condo Primary Purchase Reduced 80.00 4.875 376,000 6111769128 FERREIRA CA 94611 Single Family Primary Purchase Standard 80.00 5.875 456,000 6111991151 SHAMSAVARI CA 94949 Single Family Primary Refinance Reduced 68.26 5.375 570,000 6112316374 CAIN CA 94583 PUD Primary Purchase Rapid 79.99 5.250 473,200 6112693988 JONES CA 94550 Single Family Primary Cash-out Refinance Reduced 69.22 5.500 311,500 6116057040 SINGH CA 95020 Single Family Primary Refinance Rapid 77.59 5.375 419,000 6116344695 GALAT CA 94595 Single Family Primary Refinance Reduced 65.28 5.625 457,000 6119322573 PATTERSON CA 94118 Condominium Primary Cash-out Refinance Standard 30.03 6.500 871,000 6119478953 ROBINSON CA 94114 Condominium Primary Refinance Standard 79.37 5.875 508,000 6120239436 MAIORANO CA 92625 PUD Primary Purchase Rapid 80.00 5.250 608,000 6120996944 SPINALE CA 94065 Single Family Primary Cash-out Refinance Reduced 47.74 5.625 370,000 6122547372 HONEYMAN CA 94131 Two Family Primary Refinance Standard 66.44 5.250 588,000 6122722389 SELINE VA 22305 Single Family Primary Cash-out Refinance Standard 70.00 5.500 455,000 6123277086 MOTT OH 44286 PUD Primary Purchase Reduced 80.00 5.250 672,000 6123619261 SELBY CA 94301 Single Family Primary Refinance Reduced 21.94 5.250 587,000 6123975994 DESMET CA 94801 Single Family Primary Refinance All Ready Home 29.48 5.750 317,000 6124224285 NANEVICZ CA 94306 Single Family Primary Refinance Reduced 59.42 5.500 520,000 6124343986 CORSAR CA 90005 Single Family Primary Cash-out Refinance Standard 80.00 6.000 480,000 6124384139 DOUGLASS FL 32082 Single Family Primary Purchase Reduced 90.00 5.625 508,500 6125264751 LAWSON CA 93111 Single Family Primary Cash-out Refinance Reduced 68.18 5.500 375,000 6127220801 THATCHER CA 95120 PUD Primary Purchase Rapid 80.00 5.125 576,000 6129253768 GRANDFIELD CA 92614 Condominium Primary Refinance Rapid 79.61 5.500 410,000 6129494750 MARTIN CA 94123 Condominium Primary Refinance Reduced 40.04 5.125 390,400 6130245431 YUAN CA 95129 Single Family Primary Refinance Rapid 66.37 5.250 385,000 6130627349 LIPMAN CA 94550 Single Family Primary Purchase Rapid 77.82 5.500 749,950 6131113794 SKULSKI IN 46260 Single Family Primary Purchase Rapid 80.00 5.750 520,000 6132078822 BACHMEIER IL 60068 Single Family Primary Refinance Standard 55.37 5.750 443,000 6133837317 SONG CA 95148 Single Family Primary Cash-out Refinance Rapid 54.05 5.250 500,000 6134112702 HARMAN CA 94566 Single Family Primary Purchase Reduced 80.00 5.500 498,000 6135768403 JENAB CA 94022 Single Family Primary Refinance Standard 22.10 5.500 630,000 6139402058 BEVILACQUA CA 91302 Single Family Primary Refinance Reduced 30.12 5.625 376,500 6139940065 CIARLEGLIO CA 92024 PUD Primary Refinance Rapid 54.19 5.375 840,000 6140056182 FINKELSTEIN CA 94901 Single Family Primary Refinance Reduced 46.66 5.750 560,000 6141056686 BACON CA 92130 PUD Primary Purchase Rapid 80.00 5.375 592,000 6141479417 BRADY GA 30305 Single Family Primary Refinance Reduced 80.00 5.875 508,000 6141484797 VICTOR WA 98006 Single Family Primary Refinance Rapid 74.04 5.250 870,000 6143187984 VALIANI IL 60622 Single Family Primary Cash-out Refinance Rapid 54.63 5.625 430,000 6143543632 DOUGHTON TN 38017 Single Family Primary Refinance Reduced 68.59 5.375 391,000 6143661046 NEUSTAEDTER MO 64112 Single Family Primary Purchase Rapid 75.00 5.500 787,500 6145687650 GARAY CA 90254 Single Family Primary Refinance Rapid 80.00 5.500 439,200 6146008211 LIU CA 95070 Single Family Primary Refinance Standard 38.00 5.625 665,000 6146847022 WALLS WA 98118 Single Family Primary Refinance Standard 60.21 5.750 560,000 6148025072 STERLING CA 94107 Single Family Primary Refinance Standard 68.40 5.625 718,200 6150618517 DUNLAP CA 90254 Condominium Primary Refinance Rapid 76.53 6.125 750,000 6152030992 PUGNALE CA 90266 Single Family Primary Refinance Rapid 80.00 5.500 680,000 6152095151 PAREKH CA 94539 Single Family Primary Refinance Rapid 63.87 5.750 990,000 6152252091 KASZYNSKI GA 30307 Single Family Primary Purchase Reduced 56.09 5.750 345,000 6153871063 CHEN MD 21030 Single Family Primary Refinance Reduced 31.48 5.750 425,000 6154246042 ADLER CA 91361 PUD Primary Cash-out Refinance Standard 69.93 5.875 500,000 6156347277 LOW CA 94127 Single Family Primary Purchase Rapid 80.00 5.750 529,600 6156404086 KINNEY MT 59901 Single Family Primary Refinance Rapid 76.54 5.875 509,000 6156473636 PHAM-BARNES IL 60622 Condominium Primary Refinance Rapid 89.60 5.500 336,000 6157452795 HALFERTY CA 90293 Single Family Primary Refinance Standard 64.80 5.875 418,000 6161683211 KEARN CA 94117 Single Family Primary Refinance Standard 44.67 5.625 650,000 6161720286 LUTERMAN CA 91367 Single Family Primary Refinance Rapid 75.13 5.625 695,000 6162201039 SCHNEIDER WI 53125 Single Family Primary Refinance Rapid 67.38 5.875 438,000 6165332245 MULLIGAN CA 94010 Single Family Primary Refinance Reduced 54.30 5.375 543,000 6165879310 THOMPSON CA 94588 PUD Primary Purchase Reduced 62.77 5.125 379,500 6166174653 LEUTENEKER CA 94549 Single Family Primary Purchase Rapid 80.00 5.500 476,800 6166413119 WELLBERY CA 94583 Single Family Primary Purchase Standard 80.00 6.000 388,000 6166810744 KAIL CO 80104 PUD Primary Cash-out Refinance Rapid 69.48 5.625 617,000 6167812210 MIGNOGNA CA 92672 Single Family Primary Refinance Reduced 57.14 5.625 600,000 6169413751 WIPFLER CA 93953 Single Family Secondary Refinance All Ready Home 69.41 5.500 590,000 6169459440 CUSHMAN CA 91423 Single Family Primary Purchase Rapid 80.00 5.250 388,000 6172464585 ELROD CO 80124 PUD Primary Refinance All Ready Home 73.93 5.750 732,000 6172678283 BUCH CA 94591 Single Family Primary Purchase Rapid 79.44 5.625 464,000 6174051240 MAYETTE NJ 07760 PUD Primary Purchase Reduced 76.14 5.250 415,000 6174235884 TAYLOR GA 30305 Single Family Primary Refinance Rapid 62.25 5.500 498,000 6176292552 KIM CA 94536 PUD Primary Refinance Standard 78.33 4.875 376,000 6179080517 GREENBERG IL 60035 Single Family Primary Refinance Rapid 55.22 5.750 497,000 6179157174 KURTZ CA 90274 Single Family Primary Refinance Rapid 26.69 5.000 347,000 6179522120 WEISBEIN CA 90266 Single Family Primary Refinance Rapid 78.12 5.500 750,000 6180155837 ANICICH CA 94507 PUD Primary Refinance All Ready Home 69.76 5.750 750,000 6181573335 GEBBIE CA 95050 Single Family Primary Refinance Rapid 60.68 5.375 440,000 6183461828 GALITZ CA 93063 PUD Primary Purchase Rapid 80.00 5.875 496,000 6183557435 STEVENS CA 94609 Single Family Primary Refinance Reduced 66.95 5.875 462,000 6185145338 FRIEDMAN IL 60657 Single Family Primary Purchase Standard 55.41 5.375 700,000 6185212492 KLAUSNER VA 22207 Single Family Primary Refinance Reduced 45.18 5.375 610,000 6185277834 CAIRNEY CA 95404 Single Family Primary Refinance Standard 55.74 6.000 432,000 6187374076 TSADYK NY 11432 Single Family Primary Purchase Rapid 75.00 5.250 513,750 6188392952 BOUNASSI FL 32963 Single Family Primary Refinance Reduced 34.30 5.250 343,000 6188693995 AHLBERG CA 94507 Single Family Primary Refinance All Ready Home 41.57 5.500 395,000 6188798331 BRUNETTI CA 94550 Single Family Primary Purchase Reduced 80.00 5.875 316,800 6189358507 MARTINEZ CA 92069 Single Family Primary Refinance Rapid 82.74 5.750 335,122 6189845396 SAUTER CA 90210 Single Family Primary Refinance Rapid 54.54 5.500 600,000 6189944595 NGUYEN CA 95132 Single Family Primary Purchase Rapid 79.86 5.500 456,800 6190726684 DENTICE CA 92677 PUD Primary Purchase Standard 80.00 4.875 505,600 6190820321 STORDAHL AZ 85020 PUD Primary Refinance Reduced 74.59 5.375 455,000 6191144226 CALENTINO CA 92677 PUD Primary Refinance Rapid 45.88 5.250 390,000 6191261624 HENLEY MD 21042 PUD Primary Purchase Rapid 80.00 4.875 388,000 6192115688 HAHN IL 60527 Single Family Primary Refinance Rapid 58.40 5.250 438,000 6192681697 HEATH VA 22102 Single Family Primary Cash-out Refinance Standard 70.00 5.500 560,000 6193419253 KUO CA 94301 Single Family Primary Refinance Rapid 50.00 5.500 800,000 6195806556 MOTESHARREI VA 22066 Single Family Primary Purchase Rapid 80.00 5.750 382,000 6198016906 LINDSEY NC 27707 Single Family Primary Refinance Reduced 44.72 5.500 492,000 6198562966 MELLBERG CA 95030 Single Family Primary Refinance Reduced 62.08 5.625 527,700 6198752526 SEROTA MI 49115 Single Family Secondary Purchase Rapid 80.00 5.375 472,000 6199148369 WEBB CA 94070 Single Family Primary Refinance Reduced 66.39 5.625 465,461 6199200319 MUELLER CA 95628 PUD Primary Refinance Rapid 76.12 5.750 590,000 6200164926 PROVENCHER IL 60564 Single Family Primary Refinance Rapid 38.85 5.500 340,000 6202670805 RASTEGAR CA 90275 Single Family Primary Cash-out Refinance Rapid 52.90 5.875 455,000 6203937161 EDYNAK FL 33070 Single Family Secondary Cash-out Refinance Reduced 28.33 5.750 425,000 6205150557 DAGES FL 33445 Single Family Primary Purchase Reduced 80.00 5.875 492,000 6205939710 NANDYALA CA 94539 Single Family Primary Purchase Rapid 80.00 5.750 404,000 6206121110 BEDARD NC 28203 PUD Primary Purchase Standard 63.49 5.750 600,000 6206493766 HOPPESTAD WI 53076 PUD Primary Purchase Reduced 58.82 4.750 350,000 6207674968 MCGINNIS CA 94563 Single Family Primary Purchase Rapid 68.18 4.875 750,000 6209385811 CARLSON CA 94556 Single Family Primary Cash-out Refinance Reduced 50.63 5.375 400,000 6210631369 BARNES TN 37027 Single Family Primary Refinance Reduced 74.66 5.375 391,220 6215385045 RIORDAN MA 01984 Single Family Primary Refinance Rapid 69.45 5.625 507,000 6216754389 SCHECHTER CA 95030 Single Family Primary Refinance Rapid 28.23 5.500 600,000 6217631073 LIVNAT CA 92657 Condominium Primary Purchase Rapid 80.00 5.500 517,600 6218361464 VO CA 95124 Single Family Primary Refinance Reduced 67.70 5.750 650,000 6218928817 HESS CA 90005 Single Family Primary Refinance Rapid 69.67 5.750 533,000 6219969398 GADE CA 94536 Single Family Primary Refinance Rapid 70.00 5.375 476,000 6220473083 LIU CA 92128 PUD Primary Refinance Rapid 79.90 5.500 338,000 6221384834 SORENSON CO 80443 Condominium Secondary Purchase Rapid 80.00 5.375 368,000 6223611044 MATSUO CA 95008 Single Family Primary Purchase Reduced 80.00 5.625 496,800 6224879475 ARKADIE CA 90068 Single Family Primary Purchase Rapid 80.00 5.125 719,200 6225564761 PATEL CA 95124 PUD Primary Refinance Rapid 63.30 5.625 345,000 6227382774 DINGLER TN 37027 Single Family Primary Refinance Reduced 37.00 5.375 666,000 6227562037 CHATOFF CA 95618 Single Family Primary Cash-out Refinance Standard 47.90 5.375 400,000 6229162232 SCHNEIDER DC 20005 Condominium Primary Cash-out Refinance Rapid 67.47 5.375 388,000 6229267486 OKAFOR CA 95136 Single Family Primary Purchase Standard 80.00 5.750 465,600 6229816738 GOLDBERG CA 90026 Single Family Primary Purchase Standard 80.00 5.250 399,200 6231259729 CARROLL CA 93955 Single Family Primary Cash-out Refinance Rapid 80.00 5.750 340,000 6232573144 SITA IL 60093 Single Family Primary Refinance Rapid 38.12 5.250 610,000 6233761532 BRADLEY NV 89135 PUD Primary Cash-out Refinance Reduced 70.00 5.500 595,000 6235426779 WILSON CA 94925 Single Family Primary Refinance Standard 76.98 5.500 475,000 6236454408 COLE DC 20003 Single Family Primary Cash-out Refinance Rapid 68.63 6.000 418,000 6236627425 BARBER CA 94109 Two Family Primary Refinance Standard 75.00 6.000 900,000 6237039000 SOOHOO CA 92130 PUD Primary Refinance Reduced 67.44 5.500 502,500 6237114308 FRITZ CA 94619 Single Family Primary Cash-out Refinance Reduced 68.19 5.750 386,000 6237117541 GOODE CA 92660 Single Family Primary Refinance Reduced 38.10 5.875 362,000 6237807620 BUCHMAN CA 94611 Single Family Primary Purchase Rapid 80.00 5.375 740,000 6240786217 SAIER CA 92130 PUD Primary Refinance Reduced 54.94 5.500 400,000 6240883592 REITER CA 94110 Single Family Primary Purchase Rapid 80.00 5.125 596,000 6242797063 MURPHY CA 95120 Single Family Primary Cash-out Refinance Standard 41.00 5.500 410,000 6243543946 SCHMIDEK CA 94024 Single Family Primary Purchase Rapid 66.66 5.625 1,000,000 6243742647 CLARK CA 93427 Single Family Primary Purchase Standard 80.00 5.875 412,000 6247325100 NIANICK IL 60047 Single Family Primary Cash-out Refinance Rapid 57.50 5.250 690,000 6247896548 MALONE VA 22039 PUD Primary Purchase Rapid 80.00 5.250 447,920 6250605646 SOTHORON VA 22079 Single Family Primary Cash-out Refinance Standard 57.69 5.750 750,000 6251190507 SHI CA 92024 PUD Primary Refinance Rapid 79.25 5.625 489,000 6251588148 PASQUALE FL 32082 Single Family Secondary Purchase Rapid 51.42 5.750 360,000 6253805755 HITTER CA 90049 Single Family Primary Purchase Reduced 65.20 5.500 749,800 6255788280 RUSH FL 33160 Single Family Primary Refinance Reduced 58.66 5.375 704,000 6256550846 BLOCH MD 20817 Single Family Primary Cash-out Refinance Standard 57.94 4.875 350,000 6256814119 SEDWAY CA 94558 Condominium Secondary Purchase Reduced 75.00 6.250 472,500 6256981579 GILMARTIN CA 94403 Single Family Primary Purchase Standard 80.00 5.500 492,000 6258260717 SINGH CA 94568 PUD Primary Refinance Rapid 73.28 5.500 439,000 6258907457 DOWNEY CA 94941 Single Family Primary Refinance Rapid 62.50 5.250 1,000,000 6259365473 GANESH CA 94002 Single Family Primary Refinance Reduced 45.33 5.375 340,000 6259793229 DUTZER VA 23454 Single Family Primary Refinance Rapid 74.09 5.375 815,000 6262350140 WATSON CA 95139 Single Family Primary Refinance Reduced 66.08 5.625 380,000 6262844779 BRUNTZ CA 94514 Single Family Primary Refinance Reduced 63.10 5.750 489,100 6262890228 VELEZ CA 94110 Condominium Primary Purchase Rapid 80.00 5.875 392,000 6263713254 BALIGA IL 60201 Single Family Primary Refinance Rapid 80.00 5.375 540,800 6263936335 SHAMIEH CA 94010 Single Family Primary Cash-out Refinance Rapid 50.00 5.375 800,000 6265223328 BEYEL KY 40204 Single Family Primary Refinance Rapid 64.85 5.500 388,500 6265827599 WILLIAMS CA 90048 Single Family Primary Refinance Rapid 78.61 5.375 680,000 6266092342 ROSA, JR. CA 93906 Single Family Primary Purchase Reduced 85.54 4.500 355,000 6267463286 GAD CA 94087 Single Family Primary Refinance Reduced 68.28 5.750 478,000 6270838862 SHAH CA 91007 Single Family Primary Purchase Standard 80.00 6.000 477,600 6270886119 QUILATAN JR. CA 94591 Single Family Primary Purchase Rapid 79.98 5.625 461,500 6271602804 PATEL CA 95138 PUD Primary Cash-out Refinance Reduced 51.68 5.250 460,000 6272096766 SOLLAZO WI 53092 Single Family Primary Purchase Rapid 80.00 5.250 695,200 6273536885 THOMAS CA 95129 Single Family Primary Cash-out Refinance Standard 47.13 5.375 320,500 6275143425 ETTERMAN CA 93921 Single Family Secondary Refinance All Ready Home 33.00 5.875 792,000 6275835889 CARDAMONE CA 93923 Single Family Primary Refinance Reduced 51.11 5.500 437,035 6275865696 PARDINI CA 94901 Single Family Primary Refinance Standard 65.21 5.750 750,000 6276515845 HUGHES CA 94040 Single Family Primary Refinance Rapid 57.69 5.125 727,000 6277312747 HALPERN CA 94563 Single Family Primary Purchase Standard 80.00 5.125 616,000 6277987456 ECKMAN CA 92835 Single Family Primary Refinance Reduced 26.96 5.875 356,000 6279011537 SATHE CA 94583 Single Family Primary Refinance Reduced 74.82 5.500 636,000 6279904905 GLEIN IL 60521 Single Family Primary Refinance Rapid 65.37 6.000 474,000 6281975265 WHITE MA 02421 Single Family Primary Purchase Standard 80.00 5.625 450,400 6281979523 MULLANEY CA 95070 Single Family Primary Refinance Standard 44.11 5.375 750,000 6282287256 ROPER CA 94010 Single Family Primary Refinance Rapid 79.06 5.500 593,000 6282617593 MILLER, III FL 33176 Single Family Primary Refinance Reduced 62.95 5.500 330,500 6282817128 HERRON CA 90272 Single Family Primary Purchase Rapid 80.00 5.625 696,000 6283761853 O'ROURKE CA 93924 PUD Secondary Refinance Rapid 74.42 5.500 815,000 6284043772 HERSCHMAN CA 90024 Single Family Primary Refinance Rapid 27.58 5.500 400,000 6284944649 LIU CA 90275 Single Family Primary Cash-out Refinance Rapid 50.20 5.500 360,000 6285337561 PUSKAR CA 93442 PUD Secondary Refinance All Ready Home 56.33 5.500 420,000 6286274540 KOBLER CA 95472 Single Family Primary Refinance Rapid 68.18 5.875 750,000 6286922486 MELLON CA 95746 PUD Primary Refinance Rapid 69.66 5.375 418,000 6287549171 FERRO CA 95422 Single Family Secondary Refinance Standard 52.77 5.875 475,000 6287743097 ARBEED CA 94010 Single Family Primary Refinance Reduced 25.47 5.250 535,000 6288755892 SENDE CA 95762 PUD Primary Refinance Reduced 71.76 5.750 405,500 6289053750 LE FL 34212 PUD Primary Purchase Reduced 80.00 5.625 622,000 6290139598 WRIGHT CA 95008 Single Family Primary Cash-out Refinance Standard 70.49 6.125 497,000 6291744040 PAGES CA 90245 Single Family Primary Purchase Standard 80.00 6.250 375,200 6292669451 BAILEY CA 94920 Single Family Primary Refinance All Ready Home 75.00 5.750 975,000 6293217342 MORETTI CA 95125 Single Family Primary Refinance Reduced 61.34 5.875 374,187 6293736994 CYROS CA 92675 Single Family Primary Refinance Reduced 73.48 5.500 396,800 6294803793 LOFREDO FL 34685 PUD Primary Purchase Reduced 80.00 4.125 567,840 6294901050 DREIER CA 94954 Single Family Primary Refinance Rapid 79.28 5.750 333,000 6295810094 NELSON CA 94954 Single Family Primary Refinance Rapid 80.00 5.375 406,400 6298531457 ZARCO CA 94080 Single Family Primary Purchase Standard 80.00 6.125 364,000 6300582308 KEIZER CA 94947 Single Family Primary Refinance Reduced 80.00 5.250 464,000 6301252877 BENGTSON CA 90277 Condominium Primary Refinance Reduced 67.07 5.750 379,000 6302628281 LAU CA 94538 PUD Primary Refinance Rapid 79.14 5.750 372,000 6302858896 LAU CA 95035 PUD Primary Refinance Rapid 58.56 5.375 366,000 6304037986 HOGAN CA 94611 Single Family Primary Cash-out Refinance Standard 35.87 5.000 400,000 6304287847 FAN CA 94539 Single Family Primary Refinance Reduced 76.68 5.375 365,000 6306230605 PATTON WA 98105 Single Family Primary Refinance Reduced 72.48 5.750 332,000 6307249869 DASGUPTA MD 20876 PUD Primary Purchase Standard 80.00 5.375 311,920 6307372810 EUYOQUE CA 95123 Single Family Primary Refinance Rapid 80.00 5.500 368,000 6307687209 PARIKH CA 95135 Single Family Primary Refinance Rapid 44.40 5.375 333,000 6310093742 BRADY, III VA 22066 Single Family Primary Refinance Standard 64.65 6.000 750,000 6311302886 ZHU CA 94404 PUD Primary Purchase Reduced 80.00 5.375 424,000 6312642678 HOPE CA 95138 PUD Primary Cash-out Refinance Reduced 51.36 5.375 750,000 6314356970 LAU CA 95035 PUD Primary Refinance Rapid 77.01 5.500 335,000 6314872877 SMITH NJ 08226 Condominium Secondary Purchase Reduced 80.00 5.375 403,200 6314980613 QUINN TX 75070 PUD Primary Refinance Rapid 80.00 5.000 336,000 6315100849 HILDEBRAND IL 60657 Single Family Primary Refinance Rapid 44.71 5.375 330,000 6318309165 BRUCE CA 94024 Single Family Primary Cash-out Refinance Rapid 42.50 5.375 850,000 6318358253 TERRY CA 92624 PUD Primary Refinance Reduced 57.55 5.875 518,000 6318678999 SAVIZ CA 95035 Single Family Primary Refinance Rapid 79.78 5.750 750,000 6319213267 CETIN CA 94086 Single Family Primary Refinance Rapid 80.00 5.875 492,000 6319307259 RAJ CA 95051 Single Family Primary Refinance Rapid 62.25 5.375 373,500 6319543044 INGLESBY VA 22102 Single Family Primary Refinance All Ready Home 29.19 5.750 628,000 6320635599 KWOK CA 94506 PUD Primary Refinance Reduced 37.47 5.500 324,148 6320687335 RODVOLD CA 92021 Single Family Primary Purchase Rapid 80.00 5.500 448,000 6321672757 KENT CA 93953 Condominium Primary Cash-out Refinance Reduced 75.00 5.500 483,750 6322965838 KUMAR CA 94402 Single Family Primary Purchase Rapid 80.00 5.125 652,000 6323160801 TUDOR CA 90064 Single Family Primary Purchase Rapid 75.00 5.500 825,000 6324660049 SCRANTON CA 95125 Single Family Investor Refinance Standard 69.91 6.000 395,000 6325533864 NGUYEN CA 95111 Single Family Primary Refinance Reduced 76.67 5.625 371,877 6325967930 LEWIS, JR. SC 29576 PUD Primary Refinance Standard 72.64 5.500 725,000 6326581433 HARTMAN CA 95124 PUD Primary Refinance All Ready Home 72.08 5.250 331,600 6326938799 DESAI CA 95132 Single Family Primary Refinance Rapid 71.94 5.750 388,500 6327711096 RADABAUGH, JR. CA 91103 Single Family Primary Purchase Rapid 80.00 5.500 716,000 6330830479 WILLIS MD 20910 Single Family Primary Purchase Rapid 80.00 4.875 332,000 6331376704 TANGUM GA 30030 Single Family Primary Refinance Reduced 76.62 5.625 317,990 6332407722 MICHELETTI CA 94103 Condominium Primary Refinance All Ready Home 69.09 5.875 304,000 6333875901 LU CA 92602 Single Family Secondary Refinance All Ready Home 61.78 5.875 380,000 6334005920 TSENG CA 94565 Single Family Primary Refinance Standard 87.63 5.625 333,000 6335261852 GOODARZI CA 92677 PUD Primary Refinance Standard 68.73 5.875 653,000 6335527997 DORRONSORO FL 33149 High-Rise Condo Secondary Purchase Standard 70.00 5.375 329,000 6338435719 DOYLE CO 80424 PUD Secondary Purchase Rapid 80.00 5.500 333,000 6339953843 MARSHALL TN 37027 PUD Primary Purchase Reduced 58.82 4.750 500,000 6340149514 FLUHART CO 80134 PUD Primary Refinance Rapid 55.47 5.750 461,000 6340380945 CASONI CA 95008 Single Family Primary Refinance Reduced 78.57 5.375 440,000 6340796694 WADHWANI CA 90210 Single Family Primary Purchase Rapid 75.00 5.875 825,000 6340930038 ROSS CA 92677 PUD Primary Refinance Reduced 70.47 5.875 373,500 6342060156 DUTCHER MD 20878 Single Family Primary Refinance All Ready Home 67.87 5.750 336,000 6342546998 FERNANDEZ CA 94065 Single Family Primary Cash-out Refinance Standard 62.50 5.375 650,000 6342588230 SANDHU CA 94539 Single Family Primary Refinance Standard 73.33 5.500 946,000 6343100480 MCCARTY CO 80127 PUD Primary Cash-out Refinance Rapid 64.29 5.250 434,000 6343813652 MARTELLARO CA 94506 PUD Primary Refinance Standard 52.00 5.500 403,000 6343875057 MOSHER CA 93953 Single Family Primary Cash-out Refinance Standard 46.51 5.500 500,000 6344194201 MATTHEWS CA 95138 Single Family Primary Refinance Rapid 80.00 5.375 376,000 6345096561 HOY IL 60010 Single Family Primary Refinance Rapid 83.79 5.375 331,000 6345186735 PETRANOVIC CA 95014 Single Family Primary Refinance Rapid 70.15 5.250 564,750 6345872433 STEWART TX 75248 Single Family Primary Refinance Reduced 79.68 5.375 382,500 6346298661 PREUCIL ID 83340 Single Family Primary Purchase Reduced 80.00 5.875 615,600 6346843854 FERNANDEZ VA 22044 Single Family Primary Refinance Reduced 57.06 5.500 428,000 6347867373 ERWIN CA 95403 PUD Primary Refinance Rapid 68.00 5.875 748,000 6348238491 OSBURN CA 92612 Condominium Primary Cash-out Refinance Rapid 70.00 5.125 640,500 6349277118 PONNAGANTI CA 95035 Single Family Primary Refinance Rapid 78.43 5.500 400,000 6352312273 HAKIM CA 91354 PUD Primary Refinance Reduced 58.98 5.250 348,000 6352529165 CHAN CA 94539 Single Family Primary Cash-out Refinance Reduced 54.99 5.625 380,000 6353111682 SCHWARTZ CA 92845 Single Family Primary Purchase Rapid 80.00 5.625 311,920 6354494731 MITCHELL CA 94510 Single Family Primary Purchase Standard 80.00 4.500 465,600 6354619956 VAUTIER FL 33037 Condominium Secondary Cash-out Refinance Standard 53.57 5.875 375,000 6357610580 SIEGEL CA 90069 Single Family Primary Cash-out Refinance Standard 63.23 5.500 743,000 6358920459 RUSU CA 94536 Single Family Primary Refinance Reduced 78.25 5.250 336,500 6359190318 HUPP CA 94131 Single Family Primary Refinance Rapid 72.69 5.625 945,000 6361140707 TEMPLETON CA 94062 Single Family Primary Purchase Reduced 80.00 5.375 708,000 6361514349 VIXIE CA 94062 Single Family Primary Refinance Standard 46.08 6.250 772,000 6364637121 SMITH CA 92625 Single Family Secondary Refinance Standard 39.39 5.750 650,000 6365689352 CHAPMAN CA 94507 Single Family Primary Refinance Reduced 35.88 5.500 366,000 6365719464 LESAR OH 45249 PUD Primary Purchase Rapid 80.00 5.750 556,000 6367661045 ZHANG CA 95135 Single Family Primary Refinance Rapid 55.62 5.250 417,150 6368087497 CHRISTENSEN CA 94403 Single Family Primary Refinance Reduced 45.93 5.500 418,000 6369954521 LIN NY 11023 Single Family Primary Cash-out Refinance Rapid 65.86 4.500 438,000 6371751212 HOLDCROFT CA 94044 Single Family Primary Refinance Rapid 77.52 5.500 325,600 6372511912 LANG CA 94602 Single Family Primary Purchase Reduced 80.00 5.500 448,000 6372744687 MALCHOW CA 92675 PUD Primary Refinance Reduced 44.65 5.625 580,525 6373326575 HUI CA 94087 Single Family Primary Refinance Rapid 69.02 5.375 497,000 6374381652 BAUM CA 94062 Single Family Primary Refinance Standard 35.53 5.125 350,000 6376111131 ETTERMAN CA 95070 Single Family Primary Refinance All Ready Home 13.92 5.750 529,000 6376496433 EGYED CA 95008 Single Family Primary Refinance Reduced 60.35 5.875 325,908 6376504673 KOTIS NC 27358 Single Family Primary Refinance Standard 70.24 5.750 317,500 6377711368 COSTELLO,JR CA 95030 Single Family Primary Refinance Rapid 40.96 5.625 512,000 6379325258 BIRNEY MD 21401 Single Family Primary Refinance Rapid 75.00 5.375 825,000 6379354654 GILL DC 20008 Single Family Primary Cash-out Refinance Standard 64.51 5.750 500,000 6380044179 BYRNE DC 20002 Single Family Primary Purchase Rapid 80.00 6.000 344,800 6380114493 BHATT CA 94065 Condominium Primary Purchase Rapid 80.00 5.500 478,400 6381991287 PEARSON CA 92019 Single Family Primary Refinance Reduced 63.10 5.500 325,000 6383683692 SCOTT CA 90067 Condominium Primary Refinance Reduced 69.22 5.375 578,000 6383818785 WADA TX 75034 PUD Primary Purchase Reduced 76.44 4.625 500,000 6384352982 HEFLEY CA 92029 PUD Primary Refinance Reduced 73.33 5.500 484,000 6384782360 GRAVELLE CA 91320 Single Family Primary Cash-out Refinance Reduced 70.00 5.625 395,500 6385376659 ZAMBRI CA 95050 Single Family Primary Purchase Standard 80.00 5.250 400,000 6387228379 JOHNSTON CA 94117 Single Family Primary Refinance All Ready Home 68.75 5.750 825,000 6387430611 BRIGGS CA 95746 PUD Primary Cash-out Refinance Rapid 66.37 5.875 750,000 6387659979 CARROLL NC 27560 PUD Primary Refinance Reduced 80.00 4.875 317,600 6389966083 NIXON CA 92869 Single Family Primary Refinance Reduced 67.42 5.875 354,000 6392934334 QUACH CA 91030 Single Family Primary Refinance Standard 50.13 5.375 380,000 6394590076 BANASIK IL 60035 Condominium Primary Refinance Rapid 80.00 5.875 324,000 6395739680 RUSLEY CA 94044 Single Family Primary Refinance Reduced 64.60 5.750 491,000 6396984012 RIAZANOV CA 94583 PUD Primary Refinance Rapid 79.95 5.625 383,000 6398009750 SU CA 91775 Single Family Primary Refinance Reduced 61.44 5.875 384,000 6398856697 DEMAIO CA 92115 Single Family Primary Refinance Reduced 68.51 5.875 308,300 6399001475 ATRAK FL 33446 PUD Primary Purchase Rapid 79.96 5.125 468,000 6399148144 NASSIRZADEH CA 91302 PUD Primary Refinance Rapid 63.09 4.875 1,000,000 6399866471 RUSPINI CA 94010 Single Family Primary Purchase Rapid 70.00 4.875 658,000 6400443732 LIN CA 95117 Single Family Primary Refinance Rapid 70.85 5.375 338,000 6401068454 FABIS CA 90277 Single Family Primary Refinance Reduced 59.33 5.625 314,500 6401644189 CHAN CA 94122 Single Family Primary Purchase Reduced 70.00 5.625 385,000 6402362690 WESTERMANN CA 90254 Single Family Primary Cash-out Refinance Standard 59.39 5.500 490,000 6402987744 CHAN CA 95050 Single Family Primary Purchase Reduced 80.00 5.625 356,000 6403156422 ROBERTS CA 95608 Single Family Primary Refinance Rapid 20.00 5.500 505,000 6403446799 BLAUSER GA 30305 Single Family Primary Purchase Rapid 80.00 5.375 532,000 6403460253 HASKELL CA 91361 PUD Primary Refinance All Ready Home 56.50 5.875 565,000 6403731232 TERRANOVA CA 91784 Single Family Primary Cash-out Refinance Standard 50.00 6.125 437,500 6404780550 GAGOS CA 93953 Single Family Secondary Refinance Reduced 29.93 5.750 598,600 6405118834 CAMPBELL CA 94107 High-Rise Condo Primary Purchase Rapid 80.00 5.875 628,000 6405567998 YANG CA 95014 Single Family Primary Refinance Rapid 47.21 5.375 661,000 6406487204 LOPEZ CA 95070 Single Family Primary Refinance Standard 63.45 5.000 698,000 6407447371 WITHERS FL 32073 Single Family Primary Purchase Reduced 80.00 5.500 372,000 6407457065 WILLIE CA 92211 Condominium Primary Refinance Reduced 70.00 5.750 525,000 6408094974 ANANIA SC 29455 PUD Secondary Refinance Reduced 30.80 5.500 385,000 6409304661 HIGGINS CA 94114 Two Family Primary Purchase Standard 75.00 5.500 757,500 6410719626 DELGADO CA 94550 PUD Primary Purchase Rapid 77.06 5.875 382,320 6410925041 CAI CA 94539 Single Family Primary Refinance Rapid 63.63 5.250 420,000 6412383488 HEINZ CA 90035 Single Family Primary Purchase Standard 80.00 5.375 468,000 6412944107 CIRONE IL 60061 Single Family Primary Refinance Rapid 64.40 5.750 351,000 6414535424 MANDAVA CA 94089 Condominium Primary Refinance Rapid 78.86 5.625 418,000 6415320719 FIELD CA 90403 Condominium Primary Purchase Standard 80.00 5.750 364,000 6415464095 FORAN IL 60605 Single Family Primary Purchase Standard 63.01 5.625 460,000 6415948550 HAWLEY CA 94025 Single Family Primary Refinance Reduced 57.46 5.375 515,484 6416420419 MUENYONG CA 91765 PUD Primary Refinance Standard 71.97 6.125 655,000 6416598586 CHANG CA 94044 Single Family Primary Purchase Reduced 80.00 5.625 487,200 6417101034 PHILLIPS CA 92887 Single Family Primary Refinance Rapid 50.00 5.375 500,000 6418343544 FRANCO, JR. PA 15044 PUD Primary Refinance Rapid 77.00 5.125 365,000 6418583156 SHIH CA 94306 Single Family Primary Cash-out Refinance Rapid 51.90 5.375 558,000 6420503432 SHAMIEH CA 94070 Single Family Primary Cash-out Refinance Rapid 50.00 5.375 500,000 6420908359 MINUGH IL 60657 Condominium Primary Refinance Rapid 75.24 5.750 538,000 6421384303 SCHOOFF NC 27514 PUD Primary Refinance Reduced 80.00 5.375 362,400 6421630838 WONG CA 94306 Single Family Primary Refinance Rapid 67.13 5.125 715,000 6422631215 DAIN CA 95023 Single Family Primary Cash-out Refinance Standard 52.94 5.625 450,000 6423996260 HINGST CT 06851 Single Family Primary Refinance Reduced 75.81 5.000 652,000 6424323688 KANAAN CA 95762 Single Family Primary Cash-out Refinance Rapid 73.13 5.375 373,000 6424565288 PETROVSKY AZ 86303 Single Family Primary Refinance Reduced 67.30 5.875 350,000 6425331474 DAVIDSON CA 92705 Single Family Primary Purchase Rapid 79.96 5.500 419,000 6427376964 GRANGER PA 19355 Single Family Primary Purchase Rapid 80.00 5.750 332,000 6429380048 KLECK CA 93924 Single Family Primary Refinance Standard 58.87 5.500 627,000 6429776153 CONRAD AZ 85018 Single Family Primary Refinance Rapid 68.45 5.250 359,375 6430063757 BAMBER MD 21042 PUD Primary Purchase Standard 50.95 5.875 400,000 6430757085 SUN CA 95051 Single Family Primary Purchase Reduced 80.00 5.500 422,000 6433154652 STARBIRD-VALENT CA 94301 Single Family Primary Cash-out Refinance Rapid 44.64 5.375 346,000 6433660815 WEN CA 95014 Single Family Primary Refinance Rapid 78.88 5.375 568,000 6433723332 DUMONT DC 20002 Single Family Primary Refinance Reduced 51.30 5.500 315,500 6435027963 JORDAN III IL 60091 Single Family Primary Purchase Rapid 50.00 5.375 950,000 6437592766 ELLENIKIOTIS CA 94002 Single Family Primary Purchase Reduced 80.00 5.625 591,200 6439812485 SEIGERMAN CA 94507 Single Family Primary Refinance Standard 79.09 5.625 870,000 6440589122 SMITH MO 63112 Single Family Primary Purchase Standard 95.00 5.750 351,500 6440743836 CLIFFORD CA 94960 Single Family Primary Cash-out Refinance Reduced 66.66 5.750 390,000 6442101207 BAGCHI CA 95125 Single Family Primary Refinance Reduced 76.80 5.625 480,000 6442123961 KAPADIA CA 95051 Single Family Primary Refinance Reduced 78.52 5.375 451,494 6442247505 COSTELLO AZ 85262 PUD Primary Refinance Standard 79.94 5.875 523,618 6442507858 COOK CA 95131 Single Family Primary Refinance Reduced 78.97 5.875 627,852 6442608425 KETCHUM FL 33458 PUD Primary Purchase Reduced 80.00 4.375 360,000 6443716565 COWAN JR. KS 66211 Single Family Primary Refinance Reduced 80.00 5.750 616,000 6444123209 LICCARDO CA 94022 Single Family Primary Refinance Reduced 18.76 5.500 703,500 6445075820 MERRICK CA 95124 Single Family Primary Refinance Standard 80.00 5.875 528,000 6445267674 GOLDBERG CA 94010 Single Family Primary Refinance Standard 40.00 5.750 1,000,000 6446862515 TEKOS CA 94065 PUD Primary Purchase Reduced 80.00 5.500 444,000 6448079209 CHESLEY CA 94066 Single Family Primary Purchase Rapid 80.00 5.000 444,000 6448091824 THEODORE CA 94040 PUD Primary Refinance Standard 77.60 5.500 454,000 6448668167 SAVAGE IL 60610 Single Family Primary Refinance Rapid 66.66 5.375 1,000,000 6449400628 GAGOS CA 95361 Single Family Primary Cash-out Refinance Rapid 69.98 5.875 507,400 6449680518 STRACHMAN CA 95124 Single Family Primary Refinance Reduced 80.00 5.625 560,000 6450292583 SHOOMAN VA 20171 PUD Primary Purchase Standard 80.00 5.875 343,920 6452884064 SHENON CA 94024 Single Family Primary Refinance Reduced 54.73 5.625 520,000 6454423994 CARPIZO CA 94588 Single Family Primary Cash-out Refinance Reduced 75.00 5.875 333,750 6454675825 HUGHES FL 32779 Single Family Primary Purchase Reduced 63.02 5.875 500,000 6454758589 STEVENS CA 92037 Single Family Primary Cash-out Refinance Standard 62.85 5.875 550,000 6456644621 WHELAN CA 94904 Single Family Primary Refinance Rapid 51.53 5.625 670,000 6457310560 NIVEN CA 94019 Single Family Primary Refinance Rapid 74.83 5.500 898,000 6457343165 POOL FL 33019 PUD Primary Refinance Reduced 65.82 5.500 520,000 6458220891 SOBHANI MD 20882 Single Family Primary Cash-out Refinance Standard 76.92 5.375 400,000 6459190085 LI CA 92129 Single Family Primary Purchase Rapid 79.98 5.500 418,300 6459535107 BASINGER, III VA 22314 Single Family Primary Refinance Reduced 70.74 5.750 382,000 6459820889 MCLAUGHLIN CA 94502 PUD Primary Purchase Rapid 80.00 5.750 457,600 6460546077 MA CA 91030 Single Family Primary Refinance Rapid 67.31 5.500 454,400 6461440825 PANOS CA 92024 PUD Primary Purchase Rapid 80.00 5.625 404,000 6461711191 BIGONESS TN 37064 PUD Primary Purchase Reduced 75.22 4.625 340,000 6461849561 MALEK CA 90275 Single Family Primary Purchase Rapid 75.00 5.750 757,500 6462159028 SLAWSON GA 30342 Single Family Primary Purchase Reduced 80.00 5.500 716,000 6462620029 PAESSLER CA 95037 Single Family Primary Refinance Rapid 79.13 5.750 364,000 6462919850 SPECTOR MA 02493 Single Family Primary Cash-out Refinance Rapid 31.63 5.375 650,000 6463032224 WARD IL 60067 Single Family Primary Cash-out Refinance Rapid 60.00 5.250 360,000 6463063419 STARK IL 60022 Single Family Primary Cash-out Refinance Rapid 52.00 5.250 650,000 6464277646 LI CA 95120 Single Family Primary Refinance Rapid 78.88 5.375 568,000 6467107980 BANNERMAN CA 94109 Three Family Primary Purchase Standard 59.63 5.250 650,000 6467735764 JOHNSON AZ 85253 Single Family Primary Refinance Rapid 63.96 5.375 829,000 6468236317 BANGALORE CA 95135 Single Family Primary Purchase Rapid 79.99 5.500 518,390 6468366791 FAMA CA 94506 PUD Primary Purchase Standard 75.75 5.375 500,000 6468541229 FRUSTERE CA 93030 PUD Primary Refinance Reduced 75.47 5.375 400,000 6468708919 PATEL CA 94002 Single Family Primary Purchase Rapid 53.83 5.500 425,000 6470274041 SEROTA IL 60062 PUD Primary Cash-out Refinance Rapid 60.32 5.625 549,000 6470865335 ESCOBAR CA 91201 Single Family Primary Refinance Rapid 72.96 5.500 332,000 6470929479 FILIPPONE FL 34113 Single Family Primary Refinance All Ready Home 75.00 5.500 360,000 6471751765 QUILTER CA 95003 Single Family Secondary Purchase Rapid 80.00 5.625 415,200 6473846704 ZARRINNAAL CA 95136 PUD Primary Cash-out Refinance Standard 63.33 5.375 380,000 6475580863 GANNON IL 60068 Single Family Primary Refinance Rapid 68.34 5.500 434,000 6476074056 BAUMAN CA 94970 PUD Secondary Cash-out Refinance Standard 34.16 5.500 410,000 6476335317 GUO CA 95409 Single Family Primary Purchase Rapid 80.00 5.750 431,200 6476481145 WOOD CO 80138 Single Family Primary Refinance Rapid 62.66 5.500 376,000 6478533679 BIDART CA 93446 Single Family Primary Cash-out Refinance Standard 34.00 5.750 340,000 6480565610 LONG TN 37205 PUD Primary Refinance Standard 79.73 5.375 610,000 6480770541 TROFATTER, JR SC 29681 Single Family Primary Purchase Rapid 79.30 5.375 550,000 6481106497 XIE CA 91108 Single Family Primary Refinance Rapid 60.12 5.500 600,000 6481728373 O'NEILL CA 95682 PUD Primary Purchase Rapid 70.49 5.250 430,000 6483250640 ROBERT CA 95070 Single Family Primary Refinance Rapid 23.46 6.000 657,000 6483474810 SCHULTZ WI 53066 Single Family Primary Refinance Rapid 42.18 5.750 928,000 6483946122 LAMPLEY CA 94550 Single Family Primary Refinance Rapid 69.90 5.625 720,000 6484198756 NOTKIN MA 02026 Single Family Secondary Refinance Rapid 80.00 5.500 428,000 6484496705 COMMINOS IL 60062 Single Family Primary Refinance Rapid 63.57 5.375 370,000 6485230616 MURPHY CA 95148 Single Family Primary Cash-out Refinance Reduced 55.22 5.250 370,000 6485620345 VOLZ CA 95138 Single Family Primary Refinance Reduced 44.27 5.375 646,458 6486236877 SMITH GA 30305 Single Family Primary Refinance Reduced 49.22 5.500 726,000 6487112648 DANIEL IL 60618 Single Family Primary Refinance Reduced 56.00 5.250 322,000 6487415678 WOO CA 94116 Single Family Primary Cash-out Refinance Standard 55.94 5.625 400,000 6488581783 MANDEL CA 94118 Two Family Primary Refinance Standard 80.00 5.500 636,000 6490067227 HENRIKSEN CA 90025 Condominium Primary Purchase Rapid 80.00 5.625 484,000 6490134258 BHARWANI CA 94579 PUD Primary Cash-out Refinance Standard 70.00 5.875 364,000 6491794027 VILLARD CA 93101 Single Family Primary Refinance Standard 48.78 5.375 1,000,000 6493043183 JAIN IL 60614 Single Family Primary Refinance Rapid 39.12 5.500 978,000 6495351683 PAPPAS-BERGERON CA 90254 Single Family Primary Refinance Reduced 71.11 5.500 604,500 6499024559 LAM CA 94506 PUD Primary Refinance Reduced 60.15 5.250 400,000 6501326240 BLEAN CA 94514 PUD Secondary Purchase Rapid 80.00 5.500 424,000 6501673393 CERASUOLO TN 37027 PUD Primary Refinance Reduced 75.98 5.750 374,600 6503933282 KOENEMANN CA 95124 Single Family Primary Refinance Reduced 46.51 5.500 314,000 6505013596 RATH CA 94583 PUD Primary Refinance Rapid 80.00 5.750 532,000 6505589157 VENCE CA 94574 Single Family Primary Refinance Reduced 27.41 5.375 425,000 6505881208 TATE WA 98136 Single Family Primary Cash-out Refinance Standard 80.00 5.625 352,000 6507296231 CITRON CA 92270 Single Family Primary Refinance Reduced 74.40 5.375 327,380 6507561915 REESE CA 95135 Single Family Primary Purchase Rapid 70.00 5.625 770,000 6508064612 LARSON CA 90274 Single Family Primary Refinance Reduced 59.43 5.125 422,000 6509649718 XU CA 92130 PUD Primary Refinance Rapid 52.41 5.375 380,000 6510368795 SAHEPJAMEI KS 66211 Single Family Primary Purchase Standard 75.00 5.250 851,250 6511824135 CHIN CA 92808 Single Family Primary Cash-out Refinance Reduced 46.48 6.125 337,000 6514507034 STAUFFER CA 95037 Single Family Primary Cash-out Refinance Rapid 64.41 5.625 438,000 6515220538 DUVALL CA 95008 Single Family Primary Refinance Reduced 57.73 5.125 332,000 6515265236 SANTAYANA NY 11377 Three Family Primary Purchase Standard 80.00 6.000 520,000 6516710735 SHAMIEH CA 94402 Single Family Primary Cash-out Refinance Rapid 57.17 5.375 486,000 6516760292 LIEBERT CA 90039 Single Family Primary Purchase Reduced 80.00 5.625 360,000 6516896823 RANDLE CA 94611 Single Family Primary Purchase Standard 80.00 6.000 719,200 6519086968 DE GUZMAN AR 72212 PUD Primary Refinance Standard 80.00 5.250 308,000 6519660044 GOLLEHER CA 92651 PUD Primary Refinance Reduced 13.86 5.500 721,000 6521267804 MENNELLA FL 33446 PUD Primary Purchase Standard 61.37 5.250 1,000,000 6522160131 HEJMADI CA 94087 Single Family Primary Purchase Rapid 77.72 5.250 750,000 6524827596 HSIEH CA 91030 Single Family Primary Refinance Rapid 76.08 5.500 700,000 6526986796 PIERCY CA 94025 Single Family Primary Refinance Rapid 79.34 5.750 365,000 6527039710 AKELLA CA 94577 Single Family Primary Purchase Rapid 80.00 5.875 428,000 6527136342 EICHORN CA 91741 Single Family Primary Refinance Reduced 44.30 5.625 350,000 6527426354 REESE CA 95382 Single Family Primary Refinance Rapid 78.52 5.875 340,000 6528018143 BODLA CA 94404 Single Family Primary Refinance Rapid 79.51 5.875 493,000 6528562561 OESTERREICHER IL 60089 Single Family Primary Refinance Rapid 70.00 5.500 420,000 6533783541 SMITH CO 80134 Single Family Primary Purchase Rapid 80.00 5.250 448,000 6533798556 GAYHEART CA 91384 Single Family Primary Refinance Reduced 79.90 5.500 350,000 6534701831 GARRETT CA 95125 Single Family Investor Refinance All Ready Home 47.05 5.750 400,000 6534982175 BRUBAKER CA 94133 Condominium Primary Refinance Reduced 60.26 5.750 346,500 6535687799 PANJWANI CA 94536 PUD Primary Refinance Rapid 79.51 5.750 326,000 6537234889 BARBER TN 37069 PUD Primary Refinance Reduced 76.78 5.250 441,500 6538309912 MCMEEKIN NV 89135 PUD Primary Purchase Rapid 68.83 5.750 550,000 6539838422 OSPINA CA 94018 Single Family Primary Cash-out Refinance Standard 59.80 5.500 469,500 6540300560 ANANTUNI AZ 85248 PUD Primary Refinance Reduced 80.00 5.875 312,000 6542764359 WILCOXSON CA 94611 Single Family Primary Cash-out Refinance Reduced 57.02 5.875 350,700 6543138041 WASEEM MD 21153 PUD Primary Refinance Reduced 79.83 5.500 479,000 6544465997 KIERNAN CA 95037 Single Family Primary Purchase Rapid 76.27 5.500 450,000 6544668608 TEEL CA 92270 PUD Secondary Purchase Rapid 75.00 5.625 637,500 6544907899 COBB NM 87111 PUD Primary Purchase Rapid 79.99 5.125 740,000 6546523660 HOFFLICH CA 90066 Single Family Primary Cash-out Refinance Rapid 70.47 5.250 370,000 6546671048 HARRIS IL 60015 Single Family Primary Refinance Rapid 35.89 5.625 332,000 6547265022 WINER IL 60622 Single Family Primary Refinance Rapid 69.85 5.625 496,000 6547336559 KRUCZEK NM 87506 PUD Primary Purchase Rapid 80.00 5.375 663,200 6548232252 KUNDTZ CA 95070 Single Family Primary Refinance Standard 29.03 5.500 900,000 6548316055 RANDHAWA CA 94553 PUD Primary Purchase Standard 80.00 5.625 342,400 6548604054 ROY MD 20878 Single Family Primary Purchase Reduced 78.25 5.625 403,000 6549222864 DATA CA 92625 Single Family Investor Purchase Standard 55.00 5.750 566,500 6550303116 BARKER CA 92014 Single Family Primary Purchase Rapid 54.05 5.375 700,000 6551031922 LA RUE CA 94025 Single Family Primary Refinance Reduced 40.90 5.500 630,000 6552109453 WATERS CA 94507 Single Family Primary Refinance Reduced 43.15 5.500 410,000 6554062270 JONES CA 94583 PUD Primary Cash-out Refinance Rapid 45.33 5.500 374,000 6554408598 SCHEER NC 27613 PUD Primary Purchase Reduced 59.82 4.750 335,000 6555461810 JOHNSON FL 34241 PUD Primary Cash-out Refinance Standard 80.00 5.625 400,000 6555781753 BECKETT CO 80111 PUD Primary Cash-out Refinance Standard 80.00 5.625 368,000 6556727144 XU CA 94536 Single Family Primary Refinance Standard 80.00 5.875 512,000 6560424639 ANTONIETTI CA 90278 Condominium Primary Refinance Standard 79.72 5.875 409,000 6561588846 REZNIKOV CA 94583 Single Family Primary Cash-out Refinance Rapid 74.40 5.750 465,000 6562097391 JOHNSON CA 94605 Three Family Primary Purchase Standard 80.00 6.000 504,000 6562555570 KUO CA 95070 Single Family Primary Refinance Rapid 66.12 5.625 529,000 6562925914 MOTTAEZ CA 94024 Single Family Primary Refinance Standard 65.57 5.625 800,000 6563127551 FULFORD CA 95112 Single Family Primary Purchase Standard 80.00 5.750 400,000 6563605440 MANDELKER MO 63124 Single Family Primary Refinance Rapid 48.96 5.250 404,000 6564040381 DYM WA 98112 Single Family Primary Refinance Reduced 46.84 5.250 386,500 6565005276 LEVITCH CA 94566 PUD Primary Refinance Rapid 34.28 5.000 660,000 6565414320 NELICK MD 20878 PUD Primary Refinance Rapid 62.00 5.500 470,000 6565457337 KOMO CA 94024 Single Family Primary Cash-out Refinance Standard 67.95 5.375 600,000 6565690895 GORBACH CA 95476 Single Family Primary Refinance Rapid 77.14 5.625 405,000 6565856710 SNYDER TN 37027 PUD Primary Refinance Reduced 76.51 5.500 570,000 6566008006 BADOVINUS CA 94103 Condominium Primary Refinance Standard 70.07 5.375 480,000 6566034903 ALTOONIAN CA 94117 Two Family Primary Refinance Standard 70.00 5.375 665,000 6566652613 SHEN CA 95035 Condominium Primary Purchase Standard 79.99 5.375 345,784 6570724986 AYOLTE-BRENNAN VA 22302 Single Family Primary Purchase Reduced 80.00 6.000 339,200 6570940913 ROGOWSKI CA 94127 Single Family Primary Refinance Standard 58.57 6.000 369,000 6572255971 THOMAS FL 32259 PUD Primary Purchase Reduced 68.31 5.750 345,000 6572410402 ZIPKIN MN 55305 Single Family Primary Refinance Rapid 68.55 5.625 617,000 6572634431 HELLER CA 94127 PUD Primary Refinance Reduced 64.60 5.375 646,000 6573925796 VENARDOS CA 90266 Single Family Primary Refinance Rapid 47.58 5.500 571,000 6574959331 HOPEMAN CA 94110 Two Family Primary Purchase Standard 80.00 5.750 648,000 6575189821 CHIANG CA 94539 Single Family Primary Refinance Rapid 46.08 5.625 447,000 6575426454 MAESTOSO CA 94952 Single Family Primary Refinance Reduced 49.07 5.625 400,000 6576134867 GALVIN, JR. MA 02452 Single Family Primary Purchase Standard 80.00 6.125 420,720 6576165614 RAMONA CA 95762 Single Family Primary Cash-out Refinance Rapid 78.43 5.750 400,000 6576704164 BINNIE FL 33433 PUD Primary Purchase Reduced 80.00 5.625 404,000 6577161786 BELLAVIA CA 94539 Single Family Primary Refinance Standard 64.96 5.375 825,000 6586242585 VERMA CA 95054 Single Family Primary Refinance Reduced 74.32 5.500 386,500 6586775048 ANDREUS VA 20151 PUD Primary Purchase Reduced 80.00 5.875 357,800 6587290203 HOPPE CA 94709 Single Family Primary Purchase Standard 80.00 5.875 522,400 6588703386 MANCUSO, JR CA 95032 PUD Primary Refinance Reduced 70.00 5.875 490,000 6589215349 FETTY CA 91604 Single Family Primary Refinance Reduced 70.62 5.750 497,900 6589225207 BURTON CA 94070 Single Family Primary Refinance All Ready Home 74.94 5.375 498,400 6589825030 HARRIS CA 95066 Single Family Primary Refinance Reduced 72.61 5.375 403,000 6589903779 MACOMBER CA 93110 Two Family Primary Purchase Standard 80.00 6.000 549,900 6590491202 GREEN CA 94507 Single Family Primary Refinance Reduced 42.77 5.500 470,500 6591124448 PHILLIPS CA 95030 Single Family Primary Cash-out Refinance Standard 41.25 5.375 825,000 6591575029 MADSEN AZ 85749 Single Family Primary Refinance Rapid 78.12 5.625 500,000 6592291410 ARNOLD CA 95409 Single Family Primary Purchase Standard 79.89 6.125 488,000 6593036921 BROWN CA 94403 Single Family Primary Purchase Rapid 80.00 5.625 476,000 6593154443 RUVALCABA CA 94103 Condominium Primary Refinance Standard 80.00 5.500 380,000 6593912790 TOMKIEWICZ-SCRA CA 95125 Single Family Investor Refinance Reduced 60.20 6.000 301,000 6593956136 JACHINOWSKI CA 94110 Two Family Primary Refinance Standard 65.06 5.750 943,500 6594224765 STEINKE NV 89451 Single Family Primary Cash-out Refinance Reduced 62.50 5.250 750,000 6595369486 KASHUR PA 15044 Single Family Primary Purchase Rapid 67.06 5.375 448,000 6595691483 O'GRADY CA 92009 PUD Primary Refinance Rapid 71.55 5.500 390,000 6597859997 CHEN CA 94002 Single Family Primary Refinance Reduced 70.00 5.750 665,700 6598641493 BRESSLER SC 29928 PUD Primary Refinance Reduced 48.33 5.750 348,000 6599176002 BENFORD CA 92705 Single Family Primary Refinance Rapid 22.13 5.250 996,000 6600222324 KRAMER IL 60062 Single Family Primary Purchase Rapid 80.00 5.125 448,000 6600597311 URICH CO 80302 Single Family Primary Refinance All Ready Home 44.97 5.500 398,000 6603448546 BUCKLEY IL 60126 Single Family Primary Purchase Rapid 61.28 5.500 450,000 6607353809 GOOHS DC 00020 Single Family Primary Cash-out Refinance Rapid 50.64 5.000 390,000 6607720072 CABOT CA 94024 Single Family Primary Refinance Reduced 50.00 5.625 600,000 6608918915 FAUDMAN CA 94939 Single Family Primary Refinance Standard 57.97 5.125 782,607 6608955917 KASAD CA 94555 PUD Primary Refinance Rapid 67.68 5.375 365,500 6609159469 WANG CA 94587 Single Family Primary Refinance Rapid 63.15 5.375 360,000 6609634545 SWINT NC 27358 PUD Primary Purchase Standard 79.99 4.625 542,818 6611578441 RYAN CA 92106 Single Family Primary Refinance Reduced 52.77 5.875 353,600 6612002466 LEUNG CA 94303 Single Family Primary Refinance Rapid 71.01 5.750 976,500 6612236288 BONIFACE SC 29926 PUD Primary Cash-out Refinance Standard 75.00 6.250 465,000 6612291804 MUTH IL 60089 Single Family Primary Refinance Rapid 68.81 5.750 320,000 6612740339 PATEL CA 95135 Single Family Primary Refinance Reduced 51.19 5.375 386,000 6613004818 JAMSHIDIPOUR CA 92653 PUD Primary Refinance Standard 79.01 5.625 561,000 6614248703 KING IL 60614 Single Family Primary Refinance Rapid 69.21 5.375 796,000 6614845904 SU CA 94022 Single Family Primary Refinance Rapid 49.89 5.500 741,000 6615095905 SHERMAN CA 91302 PUD Primary Cash-out Refinance Reduced 35.31 5.125 415,000 6616625221 DANIEL JR. CA 94506 PUD Primary Refinance Standard 59.42 5.750 410,000 6616712227 SHUTE AZ 85262 PUD Primary Refinance All Ready Home 50.06 5.875 801,000 6617898140 SWYGERT CA 92127 PUD Primary Purchase Reduced 79.99 5.625 460,853 6618636895 WINTER CA 91011 Single Family Primary Refinance Rapid 55.31 5.125 437,000 6620135464 STAHL CA 92648 Single Family Primary Purchase Rapid 80.00 5.375 516,000 6620593860 STAAF MD 20854 PUD Primary Refinance Reduced 61.48 5.750 506,000 6620677952 RAISCH CA 95120 Single Family Primary Refinance Standard 53.84 5.750 525,000 6621838207 BALISY CA 91011 Single Family Primary Refinance Reduced 60.19 5.500 472,500 6622630728 BARSKY CA 92037 Single Family Primary Refinance Rapid 20.00 5.375 360,000 6623694517 BRAL CA 90210 Single Family Primary Refinance Standard 43.90 5.500 922,000 6624768542 LOVE GA 30327 Single Family Primary Refinance Reduced 57.94 5.250 507,000 6625242240 MOODY CA 94702 Single Family Primary Purchase Standard 80.00 5.125 348,000 6625325631 TYO CA 93442 PUD Investor Refinance Standard 55.48 5.875 354,798 6625402935 WONG CA 94109 High-Rise Condo Primary Refinance Rapid 70.00 5.875 385,000 6625766073 VARGAS VA 20155 PUD Primary Refinance Rapid 78.57 5.500 412,500 6625989931 FREEMAN CA 95476 Single Family Primary Cash-out Refinance Rapid 57.75 5.875 670,000 6627054387 JACOB CA 92663 Single Family Primary Refinance Rapid 45.34 5.250 370,000 6628250729 PENDRY IL 60657 Two Family Primary Refinance Rapid 60.22 5.500 542,000 6628339613 DRENNAN IL 60010 Single Family Primary Cash-out Refinance Rapid 70.00 5.375 700,000 6628666429 HASTINGS MA 02420 Single Family Primary Cash-out Refinance Standard 47.05 5.625 800,000 6629681807 SNIDER CA 95126 Single Family Primary Purchase Rapid 80.00 5.375 511,200 6630160767 ROBERTSON FL 33467 PUD Primary Purchase Reduced 80.00 5.250 448,000 6630450903 CHANG CA 95129 Single Family Primary Refinance Rapid 80.00 5.375 404,000 6631261721 KELLY MO 63119 Single Family Primary Purchase Rapid 80.00 5.625 516,320 6631361216 AMES CA 90210 Single Family Primary Refinance Standard 58.80 5.625 985,000 6631497358 QI CA 92130 Condominium Primary Refinance Rapid 72.43 5.375 402,000 6632322720 HUDSON CA 95037 PUD Primary Refinance Reduced 80.00 5.500 520,000 6632530090 PACKER WA 98022 Single Family Primary Purchase Rapid 80.00 5.625 400,000 6632647662 JACKSON CA 95382 Single Family Primary Refinance Reduced 80.00 6.000 548,000 6632846355 BINNIE CA 92118 Single Family Primary Cash-out Refinance Reduced 58.66 5.875 440,000 6633155186 ENGLISH CA 92024 Single Family Primary Refinance Rapid 68.27 5.625 990,000 6633735573 SCHWARTZ CA 92660 PUD Primary Purchase Reduced 80.00 5.375 496,000 6633776874 MCAULIFFE TX 78733 PUD Primary Refinance Reduced 62.05 5.250 484,000 6634308396 RONDENET CA 94501 Single Family Primary Purchase Rapid 80.00 5.500 344,000 6636985589 PANDYA CA 94555 PUD Primary Refinance Reduced 64.00 5.625 339,200 6637625085 MISSIORECK CA 90266 PUD Primary Refinance Reduced 51.75 5.750 383,000 6639264826 REE CA 94109 Condominium Primary Purchase Reduced 75.00 5.250 442,500 6640292659 JAFFE CA 90272 PUD Primary Purchase Standard 72.20 5.250 1,000,000 6641178659 ANTHONY CA 92705 PUD Primary Cash-out Refinance Rapid 41.27 5.875 485,000 6641838799 LIZARRAGA ORTIZ CA 95122 Single Family Primary Purchase Standard 80.00 5.625 336,000 6645665537 POLLOCK CA 95476 Single Family Primary Purchase Reduced 80.00 5.750 568,000 6646687597 DEPIERRO CA 92629 PUD Primary Refinance Reduced 64.84 5.250 333,960 6650212175 MAYELE CA 94544 Single Family Primary Cash-out Refinance Standard 63.80 5.750 335,000 6652207553 INGLE CA 95070 Single Family Primary Refinance Rapid 49.86 5.500 553,500 6653013778 DRIMMER MD 20815 Single Family Primary Cash-out Refinance Standard 70.00 5.375 490,000 6653262771 ELIAFAN CA 90049 Single Family Primary Cash-out Refinance Standard 60.49 5.625 650,341 6654166492 FISHER CA 90266 Single Family Primary Purchase Rapid 74.48 5.625 1,000,000 6654599155 MIDDAUGH AZ 85255 PUD Primary Purchase Reduced 80.00 5.625 370,400 6655267463 SCHURAWEL CA 94566 Single Family Primary Refinance Reduced 35.90 5.500 395,000 6655913538 CZYZ JR. CA 94061 Single Family Primary Refinance Rapid 68.29 5.750 560,000 6656812002 SCHMITZ IV CA 94945 Single Family Primary Cash-out Refinance Reduced 60.71 5.375 510,000 6657855935 KESAVAN CA 95050 Single Family Primary Refinance Rapid 79.66 5.625 470,000 6660149524 BRADY FL 33957 Single Family Secondary Refinance Standard 57.89 6.000 550,000 6662040945 NATHAN CA 90069 Single Family Primary Refinance Reduced 42.00 5.500 525,000 6663558689 FARRAR CA 94563 Single Family Primary Refinance Reduced 42.06 5.375 683,500 6664070940 TAGLIAFERRI CA 94507 Single Family Primary Refinance Standard 60.27 5.875 440,000 6664517213 CONSIDINE CA 94107 Condominium Primary Purchase Rapid 80.00 5.500 700,000 6664660294 POWELL CA 95060 Single Family Primary Purchase Rapid 80.00 5.125 633,600 6664848741 MATHUR CA 94509 Single Family Primary Refinance Reduced 79.29 5.750 337,000 6665677396 HOLCOMBE CA 92679 PUD Primary Cash-out Refinance Rapid 52.63 5.250 500,000 6666625410 STELLY CA 94605 PUD Primary Refinance Standard 69.23 5.500 450,000 6667032475 HARMAN CA 94528 Single Family Primary Refinance Rapid 64.08 5.750 505,000 6669235779 FILIPSKI CA 94904 Single Family Primary Refinance Reduced 37.50 5.500 412,500 6669859909 FREY CA 90064 Single Family Primary Refinance Reduced 69.13 5.500 560,000 6670304549 LEIGH MN 55347 PUD Primary Refinance Rapid 65.76 5.750 970,000 6670711610 CHU CA 95014 Single Family Primary Refinance Rapid 45.12 5.375 370,000 6671698758 WEYL CA 94022 Single Family Primary Refinance All Ready Home 29.85 5.500 1,000,000 6671968433 RAINEY CA 91501 Single Family Primary Refinance Rapid 78.94 5.625 450,000 6673962582 MONARK CA 92075 Single Family Primary Cash-out Refinance Reduced 39.66 5.750 595,000 6674465585 STILLWAGON SC 29572 Single Family Primary Refinance All Ready Home 24.10 5.250 638,700 6674828329 THOMAS CA 92037 Single Family Primary Refinance Reduced 30.12 5.750 361,500 6675641804 SCHINDLER CA 92064 Single Family Primary Purchase Standard 80.00 5.875 703,200 6679053345 FREIJE CA 90265 Single Family Primary Purchase Standard 53.69 5.750 800,000 6681046709 PICKER CA 94568 PUD Investor Refinance Standard 53.96 6.000 313,000 6681677743 LEUPOLD CA 94025 Single Family Primary Refinance Standard 50.26 5.500 475,000 6682507568 MATIJEVICH, JR. CA 92625 PUD Primary Purchase Standard 48.89 5.375 1,000,000 6683200445 RAMONA CA 95120 Single Family Primary Refinance Reduced 17.69 5.500 495,510 6684349316 LUTZ CA 94404 Single Family Primary Refinance All Ready Home 54.11 5.375 460,000 6685820224 KENNEDY CA 95125 Single Family Primary Refinance All Ready Home 80.00 5.500 580,000 6688010559 YU CA 94303 Single Family Primary Refinance Rapid 46.00 5.500 460,000 6691521881 MCDERMOTT CA 94087 Single Family Primary Refinance Reduced 48.71 5.375 475,000 6691996372 HOSTETTLER TN 37215 Single Family Primary Cash-out Refinance Rapid 65.21 5.125 750,000 6692032359 MAXWELL CA 92009 PUD Primary Cash-out Refinance Standard 72.99 5.875 500,000 6693913151 POPKY CA 93940 Single Family Primary Refinance Reduced 54.15 5.500 528,000 6694040350 FREDRICKSON CA 94070 Single Family Primary Purchase Rapid 80.00 5.625 617,600 6694676724 BERNER MD 20878 Single Family Primary Refinance Reduced 65.97 5.375 320,000 6695056116 CULLEN CA 93950 Single Family Primary Refinance All Ready Home 58.78 5.750 970,000 6695234622 WANG CA 94108 Two Family Primary Refinance Rapid 60.64 5.375 940,000 6696189817 HEDLEY CA 95476 Single Family Primary Cash-out Refinance Standard 55.68 5.875 490,000 6697789961 VINING CA 90272 PUD Primary Refinance Reduced 45.58 5.250 490,000 6697799804 CELA CA 94507 Single Family Primary Refinance Reduced 57.30 5.375 745,000 6698641906 HAAKE, JR FL 34135 PUD Primary Purchase Rapid 80.00 5.875 352,000 6699134828 FOWLER CA 95121 PUD Primary Purchase Rapid 80.00 5.375 680,000 6700105171 STEIN CA 91387 Single Family Primary Refinance Reduced 61.33 5.250 368,000 6700882860 PEARSON CA 91364 Single Family Primary Purchase Rapid 69.69 5.000 460,000 6705230180 MARTENS CA 92562 Single Family Primary Purchase Reduced 61.22 5.250 525,000 6705395801 HARTMAN CA 91301 Single Family Primary Refinance Standard 56.63 5.750 580,500 6705454434 CROWLEY CA 95008 Two Family Primary Purchase Standard 80.00 5.750 479,200 6708160822 VITI IL 60622 Townhouse Primary Cash-out Refinance Standard 74.10 5.750 352,000 6708169203 ANG CA 90745 Single Family Primary Refinance Reduced 82.59 6.000 337,000 6708908238 VELA CA 92782 PUD Primary Cash-out Refinance Rapid 61.29 5.375 475,000 6711237666 COSTA CA 94022 Single Family Primary Refinance Rapid 72.92 5.375 948,000 6712426060 HALPERN CA 90402 Single Family Primary Refinance Standard 33.33 5.375 1,000,000 6713023585 COLLINS CA 90272 Single Family Primary Refinance Rapid 76.43 5.750 600,000 6713154687 RAMSBACHER CA 94107 Condominium Primary Refinance All Ready Home 53.42 5.375 421,000 6713597224 KING CA 94010 Single Family Primary Refinance All Ready Home 32.36 5.750 890,000 6714338206 MORENO CA 95138 Single Family Primary Refinance Rapid 68.49 5.750 1,000,000 6715160963 HONTALAS CA 94044 Single Family Primary Cash-out Refinance Rapid 74.19 5.500 463,000 6715777394 WEBB IL 60045 Single Family Primary Refinance Rapid 79.50 5.625 481,000 6716138158 OMENS CA 92130 Single Family Primary Refinance Rapid 59.44 5.375 535,000 6716383689 PAGE CA 90274 Single Family Primary Purchase Standard 80.00 5.875 600,000 6716488819 SULLIVAN CA 95006 Single Family Investor Refinance Reduced 65.09 5.875 358,000 6717397696 NOVEN CO 80220 Single Family Primary Refinance Rapid 75.32 5.250 403,000 6718881250 HUDSON NC 27516 Single Family Primary Cash-out Refinance Standard 56.00 5.250 350,000 6719905439 SIMPSON CA 93105 Single Family Primary Refinance Reduced 67.79 5.750 400,000 6721294632 RUSSELL, JR. CA 94062 Single Family Primary Refinance All Ready Home 26.93 5.750 808,000 6721391198 SULMONT NJ 07090 Single Family Primary Purchase Standard 90.00 4.375 377,100 6725139031 STEELE CA 94105 Condominium Primary Refinance Rapid 79.56 5.625 549,000 6725204595 COOKE CA 94539 Single Family Primary Refinance Rapid 72.22 5.375 650,000 6725280165 VESPI FL 34109 PUD Primary Refinance Reduced 76.84 5.750 365,000 6726940601 MCDONALD, III CA 95128 Single Family Primary Refinance Rapid 65.55 5.500 354,000 6728437028 BAJAJ CA 94568 PUD Primary Refinance Rapid 69.67 5.750 540,000 6728607349 FORCHETTI IL 60062 Single Family Primary Purchase Reduced 51.33 5.250 375,000 6730738066 SIVARAM CA 95030 Single Family Primary Cash-out Refinance Standard 45.45 5.375 1,000,000 6731013436 RUBY IL 60613 Single Family Primary Refinance Standard 79.28 5.500 333,000 6731146590 PARKER CA 92677 PUD Primary Refinance Reduced 69.48 5.750 469,000 6732005563 PUSKAS CA 94610 Single Family Primary Refinance Rapid 44.23 5.250 460,000 6733438524 GREENE CA 90278 Condominium Primary Refinance Rapid 69.29 5.375 343,000 6735351550 SKWERES IL 60025 Single Family Primary Purchase Rapid 79.61 5.750 400,000 6735434208 MULLEN CA 93953 Single Family Primary Purchase Rapid 73.79 5.625 845,000 6736056299 ANDRIOLA CA 94965 Two Family Primary Refinance Reduced 47.50 5.750 475,000 6736624344 HINDE CA 95405 PUD Primary Refinance Standard 73.84 5.625 480,000 6738528709 NORMANDY CA 94080 Single Family Primary Refinance Standard 79.57 5.875 448,000 6738761946 CHUNG CA 92833 Single Family Primary Refinance Rapid 69.32 5.250 409,000 6738771424 RAMAN CA 95014 Single Family Primary Refinance Reduced 78.39 5.750 595,788 6739299722 SHMIDT CA 94040 Single Family Primary Refinance Rapid 57.67 5.500 650,000 6739587555 JONES SC 29928 PUD Primary Refinance Reduced 51.91 5.125 379,000 6741133349 BROWN CA 94947 PUD Investor Purchase Standard 76.15 6.000 346,500 6741736885 IRVINE FL 33957 Single Family Secondary Purchase Rapid 80.00 5.375 424,000 6741748229 PATEL TX 77469 PUD Primary Purchase Reduced 80.00 5.750 499,200 6742085662 TESORO CA 92008 PUD Primary Refinance Standard 79.57 6.000 469,500 6743713650 LIU CA 94539 PUD Primary Purchase Rapid 80.00 5.375 664,000 6745236239 CARR WA 98146 Single Family Primary Refinance Reduced 69.94 5.625 566,550 6745471927 YING CA 95014 Single Family Primary Refinance Rapid 54.80 5.375 539,800 6746574703 ZHU CA 92130 Condominium Primary Refinance Rapid 77.80 5.375 389,000 6746745097 ZAMPI VA 23455 PUD Primary Purchase Reduced 90.00 5.625 306,000 6746982070 OCAMPO CA 95020 Single Family Primary Refinance Standard 49.71 5.375 435,000 6747261771 THOMPSON CA 90045 Single Family Primary Refinance Rapid 73.88 5.750 430,000 6747424346 LESTER CA 94588 Single Family Primary Purchase Rapid 80.00 5.750 342,400 6747767652 LOWELL NC 28786 Single Family Primary Cash-out Refinance Reduced 80.00 5.500 360,800 6749440126 SOMAN CA 95126 Single Family Primary Purchase Standard 80.00 5.625 335,200 6749663925 POLETTI SC 29464 PUD Primary Refinance Reduced 33.65 5.375 639,500 6749883846 POLITE CA 94941 Single Family Primary Refinance Rapid 49.73 5.375 945,000 6750039510 PALAPARTY CA 91320 PUD Primary Purchase Reduced 72.22 4.625 340,000 6750491034 AMLING CA 92886 PUD Primary Refinance Rapid 79.34 5.500 365,000 6753328910 MCCORMACK CA 95120 Single Family Primary Refinance Reduced 32.35 5.625 647,000 6753385597 POTHULOORI NE 68516 Single Family Primary Refinance Rapid 80.00 5.500 448,000 6756542772 SANDHU CA 94539 PUD Primary Refinance Reduced 30.66 5.250 437,000 6758045741 CROSSLIN CA 94117 Three Family Primary Refinance Standard 59.09 6.250 650,000 6758333675 MARTINEZ CA 94061 Single Family Primary Purchase Standard 80.00 5.875 552,000 6758873506 TRAUTMAN CA 94024 Single Family Primary Purchase Rapid 53.84 5.625 700,000 6761186359 KRISHNASWAMI CA 95136 PUD Primary Refinance Reduced 79.92 5.375 565,500 6761848099 SIBBITT CA 96145 Single Family Secondary Refinance Standard 79.80 5.500 320,000 6762847561 NARITA CA 94044 PUD Primary Refinance Rapid 77.36 5.500 588,000 6765120925 KOTHARI CA 94065 PUD Primary Refinance Rapid 77.58 5.750 523,700 6765698813 WARMAN, JR. CA 94402 Single Family Primary Refinance Reduced 73.15 5.750 695,000 6766405366 GITLES IL 60025 Single Family Primary Refinance Rapid 59.67 5.500 370,000 6766439811 FERRER VA 22102 Single Family Primary Refinance Rapid 48.00 5.125 960,000 6766667858 GOODELL CA 95125 Single Family Primary Cash-out Refinance Standard 80.00 5.750 500,000 6766714841 HOWTON CA 92029 Single Family Primary Refinance Reduced 57.17 5.375 506,000 6766777947 HAN CA 94539 Single Family Primary Refinance Rapid 75.32 5.375 580,000 6768842376 HOWIE CA 92881 Single Family Primary Refinance Standard 57.20 5.875 457,600 6769458974 CLEM SC 29455 PUD Secondary Purchase Rapid 80.00 5.000 458,000 6769561819 CHAMBERLIN CA 94901 PUD Primary Refinance Rapid 63.04 5.250 725,000 6770187026 KELFER FL 33626 Single Family Primary Purchase Rapid 80.00 5.500 312,000 6770425723 BHAGWAT CA 95035 PUD Primary Refinance Rapid 78.88 5.875 426,000 6770690193 SALUD CA 94539 PUD Primary Refinance Reduced 44.00 5.500 440,000 6771170336 TUNG CA 94568 PUD Primary Refinance Reduced 78.74 5.500 426,000 6771595268 DEPEW FL 34202 PUD Primary Purchase Reduced 76.36 5.375 420,000 6771646376 MITLOFF CA 94019 Single Family Primary Purchase Rapid 79.67 5.375 463,700 6772068695 ANAND CA 94303 PUD Primary Purchase Rapid 79.99 5.750 479,900 6772446388 SHIROL CA 95135 Single Family Primary Refinance Rapid 79.78 5.375 435,200 6773556375 LEWIS CO 80550 Single Family Primary Cash-out Refinance Rapid 69.93 5.375 570,000 6773712895 ZENGER MA 02030 Single Family Primary Refinance Rapid 61.28 5.750 383,000 6775388017 JOHNSON CA 92705 Single Family Primary Purchase Standard 80.00 5.875 500,000 6775730903 WILLIAMS CA 95014 Single Family Primary Refinance Rapid 45.38 5.625 998,411 6776168186 RICH CA 90274 Single Family Primary Refinance All Ready Home 54.04 5.500 594,500 6777281020 RAMIREZ CA 95131 Single Family Primary Refinance All Ready Home 66.78 5.875 327,222 6778468212 COMBS CA 95445 Single Family Primary Purchase Reduced 78.94 5.625 750,000 6778596822 CAREY CA 92835 PUD Primary Purchase Reduced 67.80 5.500 495,000 6779978284 BHATT MD 20817 Single Family Primary Refinance Rapid 79.66 5.500 478,000 6780100225 BEASLEY, MD IL 60605 Condominium Secondary Purchase Rapid 80.00 5.625 520,000 6780853807 BERRY CA 92660 PUD Primary Purchase Standard 75.00 6.000 553,125 6781579344 ALLEN FL 32223 Single Family Primary Refinance Standard 62.28 5.875 398,605 6781939308 CASTELEIN CA 94506 PUD Primary Refinance Reduced 53.79 5.500 390,000 6782933920 SINGH CA 95130 Single Family Primary Purchase Rapid 80.00 5.500 452,000 6783251017 WONG CA 94402 Single Family Primary Refinance Reduced 77.87 5.875 514,000 6783373852 GORDON SC 29926 PUD Secondary Refinance Reduced 67.28 5.500 471,004 6785729051 CHAO CA 94501 Single Family Primary Purchase Reduced 80.00 5.750 462,400 6786276326 KIM CA 95129 Single Family Primary Refinance Reduced 41.20 5.625 515,000 6786726759 KOLLIPARA CA 95148 Single Family Primary Refinance Standard 77.41 5.875 480,000 6788373006 FURLOW IL 60647 Single Family Primary Purchase Rapid 74.53 5.625 600,000 6788428065 HUBACKER CT 06432 Single Family Primary Purchase Reduced 79.48 4.125 387,500 6788554662 HUTTER CA 93065 PUD Primary Cash-out Refinance Standard 59.52 5.625 500,000 6789800726 GEORGE CA 92024 PUD Primary Refinance Rapid 75.00 4.875 450,000 6790534215 ROBERTS CA 92630 PUD Primary Refinance Rapid 76.30 5.875 425,000 6791579391 KARUNAKARAN CA 95135 PUD Primary Refinance Rapid 61.72 5.375 500,000 6791759241 VALI CA 92625 Condominium Primary Refinance Rapid 80.00 5.500 748,000 6793511343 SAVOIE FL 34202 PUD Primary Purchase Reduced 80.00 5.500 346,400 6794408002 MA CA 94588 PUD Primary Refinance Rapid 66.93 5.625 415,000 6794778024 PESCHEL MN 55340 Single Family Primary Cash-out Refinance Rapid 66.26 5.875 550,000 6795276010 MARKS DC 20002 Single Family Primary Refinance Reduced 78.75 5.625 315,000 6795590444 FRANGENTE CA 92692 PUD Primary Purchase Rapid 80.00 5.500 520,000 6795897658 TOOMEY WA 98056 Single Family Primary Refinance Reduced 74.21 5.500 337,700 6796855085 SABIA CO 80015 PUD Primary Purchase Reduced 80.00 5.625 412,000 6797190128 SAMAK CA 95008 Single Family Primary Refinance All Ready Home 79.79 5.875 474,761 6799126344 ENGFER IL 60010 Single Family Primary Refinance Rapid 69.81 5.750 366,550 6800726546 TAYLOR, JR. CA 94541 Single Family Primary Cash-out Refinance Standard 70.00 5.750 455,000 6801748788 LUO CA 94539 PUD Primary Refinance Rapid 50.58 5.000 607,000 6802007689 PELTZ IL 60022 Single Family Primary Refinance Rapid 57.14 5.125 800,000 6802375474 ELLIOTT, JR. FL 33037 Single Family Secondary Refinance Reduced 30.08 5.500 692,000 6802750304 ROBERTS FL 33330 Single Family Primary Purchase Rapid 86.79 7.750 455,179 6805153837 SILVERSTEIN CA 95070 Single Family Primary Refinance Reduced 23.33 5.500 700,000 6805165047 SCHILLING, JR. CA 94402 Single Family Primary Refinance Standard 75.29 5.375 640,000 6805681365 BELSKI NC 27817 PUD Primary Refinance Reduced 80.00 5.500 352,000 6810357936 HAMADE CA 92672 PUD Primary Refinance Rapid 71.81 5.375 395,000 6810596657 LAROSA CA 94551 Single Family Primary Refinance Rapid 69.79 5.500 506,000 6811994810 PURTELL MA 01915 Single Family Primary Purchase Standard 80.00 5.875 448,000 6813283592 HICKS VA 22312 Single Family Primary Refinance Reduced 86.85 5.500 308,335 6814541758 HERMAN MD 21046 PUD Primary Refinance All Ready Home 67.33 5.625 331,961 6814863913 HINZE CA 95124 Single Family Primary Refinance Rapid 68.51 5.500 346,000 6815337925 GLEAN CA 94015 Single Family Primary Refinance Rapid 66.31 5.500 381,300 6815670002 MENTAS CA 92651 PUD Primary Refinance Reduced 27.85 5.875 390,000 6816834532 TATE CA 94063 Single Family Primary Purchase Rapid 80.00 5.750 384,000 6818697960 BLUMENFELD CA 94402 PUD Primary Cash-out Refinance Reduced 57.14 5.875 400,000 6818998038 CLAPP CA 93110 Single Family Secondary Purchase Reduced 28.00 5.750 604,800 6819418390 JENGO CA 94526 PUD Primary Refinance Rapid 40.00 5.375 340,000 6820116348 COMMINS CA 94583 PUD Primary Refinance Standard 59.10 5.375 591,000 6823921645 KRISTOFF SC 29926 PUD Primary Refinance Rapid 62.50 5.250 1,000,000 6825222703 PRESSLER CA 90068 Single Family Primary Refinance Standard 67.90 5.875 730,000 6825268607 JACOBSON CA 94610 Single Family Primary Purchase Rapid 80.00 5.750 608,000 6825361279 ACKERMAN CA 90046 Single Family Primary Refinance Reduced 64.56 5.875 481,000 6825733063 HAMOUDI CA 95624 Single Family Primary Cash-out Refinance Standard 80.00 5.875 378,400 6827438026 AZAR CA 91307 PUD Primary Refinance Reduced 48.86 5.625 368,925 6829667648 KEELE CA 94010 Single Family Primary Refinance Reduced 60.74 5.375 650,000 6833023275 SERAFICA CA 92887 Single Family Primary Cash-out Refinance Reduced 61.06 5.125 400,000 6833205799 KASAI CA 92067 PUD Primary Refinance Rapid 49.57 5.750 867,500 6834056902 DUPREE NC 28031 PUD Primary Refinance Standard 64.75 5.250 391,139 6834861483 LUI IL 60045 Single Family Primary Purchase Reduced 62.47 4.750 499,500 6835216133 HARRIS AZ 85250 PUD Primary Cash-out Refinance Standard 80.00 5.250 320,000 6835278968 ADAMS CA 92210 PUD Primary Refinance Rapid 44.44 5.875 800,000 6836010253 PYNE IL 60622 Single Family Primary Purchase Rapid 74.56 5.625 425,000 6836058542 FELITON JR. CA 91206 Single Family Primary Refinance Rapid 79.52 5.500 672,000 6838889894 KIRBY CO 80126 PUD Primary Refinance All Ready Home 63.32 5.500 480,000 6839256341 ZEBE CA 95037 Single Family Primary Purchase Rapid 75.00 5.875 483,750 6839829972 EARLE CA 94025 Single Family Primary Purchase Standard 40.91 5.125 716,000 6841720771 CAMPBELL IL 60093 Single Family Primary Refinance Rapid 41.52 5.625 980,000 6842234194 SCURIC CA 90049 Single Family Primary Refinance Standard 39.25 5.750 516,200 6842399559 HILLMAN CA 93401 Single Family Secondary Purchase Rapid 80.00 5.500 504,000 6843093771 POOLE CA 94010 Single Family Primary Refinance Reduced 67.40 5.375 471,800 6843330470 SMITH GA 30062 PUD Primary Refinance Reduced 49.05 5.375 390,000 6844000650 RETES NY 11560 Single Family Primary Purchase Standard 80.00 6.000 404,000 6844721297 RYAN CA 90505 Single Family Primary Purchase Rapid 79.95 5.375 399,000 6844967890 SCHAEFFER CA 94107 Condominium Primary Refinance Reduced 71.82 5.750 330,400 6845642674 HULSEBUS NV 89511 PUD Primary Purchase Reduced 79.99 5.500 615,234 6845646303 DHAMIJA CA 90605 PUD Primary Refinance Rapid 48.66 6.000 730,000 6845890430 KUMAR CA 94539 Single Family Primary Refinance Rapid 69.92 5.375 493,000 6847192850 MATTSON IL 60045 Single Family Primary Refinance Rapid 72.00 5.750 864,000 6847443089 HAWKINS CA 92024 Single Family Primary Refinance All Ready Home 36.89 5.250 535,000 6847813687 WONG CA 95070 Single Family Primary Cash-out Refinance Standard 31.80 5.375 800,000 6848609886 ECONOMOU FL 34236 PUD Primary Refinance Rapid 37.03 4.875 1,000,000 6849607889 WESTERBECK IL 60559 Single Family Primary Cash-out Refinance Rapid 77.66 5.500 400,000 6851428430 MANNE FL 34110 PUD Primary Refinance Rapid 64.64 5.250 490,000 6851832383 MEI CA 94568 PUD Primary Refinance Reduced 77.37 5.500 394,607 6853123039 DANIELS, III SC 29412 PUD Primary Refinance Reduced 79.38 5.375 381,040 6853599279 MALLIPEDDI CA 95135 Single Family Primary Refinance Rapid 80.00 5.250 664,000 6854550164 COSTALES CA 90275 Single Family Primary Refinance Reduced 61.18 5.750 559,805 6854701601 DALEY CA 92660 PUD Primary Refinance Reduced 52.52 5.500 525,250 6855152697 MUDRAK CA 95037 PUD Primary Purchase Rapid 79.99 5.875 319,999 6855212533 WANG CA 95054 PUD Primary Refinance Rapid 75.47 5.500 400,000 6855265622 HANSEN CA 94065 PUD Primary Refinance Reduced 71.79 5.875 700,000 6855970536 HAMADA CA 92648 PUD Primary Refinance Rapid 80.00 5.500 620,000 6856004368 KERNS CA 94070 Single Family Primary Refinance Reduced 38.67 5.750 350,000 6856528903 PERI CA 94022 Single Family Primary Refinance Rapid 36.58 5.750 750,000 6857760364 HUBLEY CA 95060 PUD Secondary Refinance Reduced 55.55 5.125 400,000 6858444893 GRIFFIN GA 30215 PUD Primary Cash-out Refinance Rapid 76.48 5.250 348,000 6859721596 ADERHOLD CA 95138 Single Family Primary Cash-out Refinance Reduced 46.95 5.125 655,000 6861436464 MOHIDEEN VA 20120 PUD Primary Purchase Reduced 80.00 5.000 345,600 6862702856 MCBRIDE CA 94002 Single Family Primary Cash-out Refinance Rapid 53.84 5.375 350,000 6863958291 JAMISON CA 95120 Single Family Primary Refinance Standard 80.00 5.875 875,200 6865032087 EATON CA 92651 Single Family Primary Purchase Rapid 80.00 4.625 692,000 6865045337 CLARKE CA 95124 Single Family Primary Refinance Reduced 63.63 5.250 350,000 6865545013 HOLLINGER OK 74137 Single Family Primary Purchase Reduced 80.00 5.125 417,200 6867232362 BOUQUET TX 78132 PUD Primary Purchase Reduced 80.00 5.250 400,000 6868061711 NIHIRA TX 75219 Single Family Primary Refinance Reduced 79.86 5.375 471,200 6868433274 CELLI CA 94566 Single Family Primary Cash-out Refinance Standard 44.37 5.750 599,000 6868532331 D'AMOUR CA 92122 PUD Primary Purchase Reduced 80.00 5.625 379,600 6869510344 TANG CA 94024 Single Family Primary Refinance Rapid 63.74 5.250 988,000 6870601306 ALBERT CA 90266 Single Family Primary Refinance Rapid 74.60 5.500 858,000 6872624785 SMITH DE 19971 Single Family Secondary Cash-out Refinance Standard 70.00 5.625 395,500 6872762122 DUARTE CA 94303 Single Family Primary Purchase Rapid 80.00 5.625 352,000 6872821738 BAUMAN CA 94960 Single Family Primary Cash-out Refinance Standard 44.74 5.500 536,990 6874154740 SHEETS CA 92131 Single Family Primary Purchase Rapid 80.00 5.500 384,000 6874834762 HIRAHARA M.D. CA 95670 PUD Primary Cash-out Refinance Rapid 75.00 5.500 408,750 6876466324 BAYER CA 94110 Single Family Primary Refinance Standard 66.04 5.500 317,000 6878340451 PAGE VA 22180 Single Family Primary Refinance Reduced 58.78 5.250 367,383 6878995155 WEBSTER CA 94533 Single Family Primary Purchase Reduced 80.00 5.375 343,200 6883197854 LAWLER CA 92653 PUD Secondary Purchase Standard 80.00 5.750 399,920 6887571724 THAYER CA 92660 PUD Primary Refinance Rapid 64.30 5.125 836,000 6888597041 RAYMOND CA 94070 Condominium Primary Purchase Standard 80.00 5.875 328,000 6890582650 GEARY CA 92625 Condominium Primary Refinance Rapid 65.03 5.500 504,000 6890913020 CHAN CA 95134 Condominium Primary Refinance Reduced 79.20 5.625 396,000 6891811876 MEYER CA 96146 Single Family Secondary Refinance Standard 39.88 5.375 335,000 6895206081 CRIPE CA 92627 PUD Primary Refinance Rapid 70.00 5.875 357,700 6900335008 KNOX CA 93923 Single Family Primary Refinance Rapid 31.89 5.500 850,000 6900796076 KRAMER CA 94550 Single Family Primary Refinance Reduced 80.00 6.125 352,000 6901876265 BROWN CA 94301 Single Family Primary Refinance Rapid 73.70 5.625 995,000 6902071346 KAPLAN DE 19930 PUD Secondary Refinance Standard 31.25 6.250 969,000 6902227195 BENKOSKI CA 94025 Single Family Primary Refinance All Ready Home 40.94 5.625 778,000 6905374903 MONTALBO CA 94588 Single Family Primary Purchase Rapid 75.00 5.500 337,500 6906802274 HALUALANI CA 94403 Single Family Primary Refinance Reduced 51.00 5.875 510,000 6907469214 DILEMBO WA 98146 Single Family Primary Purchase Reduced 80.00 4.375 347,960 6907483009 WHEELER CA 92117 Condominium Primary Purchase Rapid 80.00 5.750 352,000 6910043311 GUILLEN CA 93003 Single Family Primary Cash-out Refinance Standard 79.20 5.750 400,000 6911883871 SAMAHA NC 27612 Single Family Primary Refinance Reduced 78.56 5.250 459,600 6912085757 PONGE CA 94591 Single Family Primary Refinance Reduced 79.36 5.750 313,500 6914153397 ROHAM CA 95136 Condominium Primary Refinance Rapid 74.34 5.875 342,000 6914782799 MERKWAN CA 92648 PUD Primary Refinance Rapid 43.62 4.875 523,500 6915739137 HODGE DC 20008 Single Family Primary Refinance Rapid 48.75 5.375 975,000 6919944527 CASSITY CA 92692 PUD Primary Purchase Rapid 80.00 5.375 468,000 6920685937 SHEIKH OR 97221 Single Family Primary Purchase Reduced 80.00 5.375 372,000 6921764566 MELARA CA 94553 Single Family Primary Refinance Standard 80.00 5.750 400,000 6922698722 PHELAN CA 94015 PUD Primary Purchase Rapid 80.00 5.625 340,000 6922841900 AANNESTAD CA 92130 Single Family Primary Purchase Standard 80.00 5.250 480,800 6923092388 CHAN CA 94015 Single Family Primary Refinance Rapid 68.82 5.625 382,000 6924416487 TAYLOR CA 92651 Single Family Primary Refinance Standard 43.47 6.125 1,000,000 6924538751 MURPHY IL 60462 Single Family Primary Refinance Reduced 62.18 5.750 342,000 6925189042 CHEEKS VA 23140 PUD Primary Purchase Reduced 80.00 5.000 356,000 6925479583 JEW CA 94517 PUD Primary Purchase Standard 84.50 5.375 384,500 6927275385 HOEBER CA 94024 Single Family Primary Refinance Reduced 37.70 5.375 697,500 6928366365 GOETSCH CA 94107 High-Rise Condo Primary Purchase Rapid 80.00 5.125 344,000 6929245303 DODD CA 94506 PUD Primary Refinance Rapid 54.76 5.000 534,000 6930165060 THOMAS CA 94131 Single Family Primary Refinance Rapid 62.18 5.875 684,000 6930191355 WRIGHT CA 95124 Single Family Primary Purchase Rapid 80.00 5.750 403,200 6930664195 BAYLES FL 34997 PUD Primary Refinance Reduced 76.14 5.500 434,000 6931200551 EVANS, II CA 94040 Single Family Primary Refinance Rapid 38.46 5.625 500,000 6931280363 DETTMER CA 94960 Single Family Primary Purchase Reduced 80.00 6.250 588,800 6932074120 KELLEHER CA 94118 Condominium Primary Refinance Reduced 48.10 5.125 454,600 6932386714 GARCIA CA 91775 Single Family Primary Purchase Reduced 80.00 5.375 340,000 6932527887 GUPTA CA 95129 Single Family Primary Refinance Rapid 70.06 5.500 515,000 6932656694 FEDOTOV CA 94121 Condominium Primary Refinance Rapid 80.00 5.500 488,000 6933175744 SINAI PA 19066 Single Family Primary Refinance Standard 69.69 5.500 324,100 6935351640 KIRKHORN CA 94707 Single Family Primary Refinance Reduced 25.44 5.875 360,000 6937089784 OZA CA 95134 Condominium Primary Refinance Rapid 76.44 5.750 409,000 6937261375 O'CONNELL CA 92667 PUD Primary Refinance All Ready Home 54.50 5.750 545,000 6939710684 FERRONE NJ 07401 Single Family Primary Purchase Reduced 80.00 5.125 430,000 6939911746 VEJENDLA CA 95035 Condominium Primary Purchase Rapid 80.00 5.625 340,000 6940311076 CHUN CA 94133 Condominium Primary Purchase Rapid 79.99 5.375 485,818 6940841841 DE LOS ANGELES CA 90232 Condominium Primary Purchase Rapid 80.00 5.375 311,200 6941493998 BERGMAN IL 60035 Single Family Primary Refinance Rapid 63.03 5.500 520,000 6941792779 GARRETT CA 95125 Single Family Primary Cash-out Refinance Standard 58.88 5.625 588,855 6942019446 KELLY CA 95070 Single Family Primary Cash-out Refinance Standard 27.77 5.625 750,000 6942876662 BRUNEAULT CA 95138 Single Family Primary Refinance Standard 57.69 5.500 750,000 6943143286 ISSAKOV CA 94303 Condominium Primary Refinance Rapid 80.00 6.000 488,000 6943328184 MUSCARELLO AZ 85268 PUD Secondary Refinance Rapid 53.75 5.250 430,000 6943450012 MURPHY CA 94507 PUD Primary Refinance Rapid 50.27 5.500 583,200 6945459359 MEHRING IL 60614 Condominium Primary Refinance Rapid 57.55 5.375 400,000 6945886064 MATTHEWS CA 95118 PUD Primary Cash-out Refinance Standard 80.00 5.625 348,000 6945900873 BORZI CA 95060 Single Family Primary Purchase Standard 80.00 5.375 628,000 6946216451 MODY CA 94086 Condominium Primary Refinance Reduced 58.18 5.750 320,000 6947368715 HUBBARD CA 94022 Single Family Primary Refinance Standard 29.50 5.750 413,000 6948676553 RILEY CA 93950 Single Family Secondary Refinance All Ready Home 77.19 5.875 352,000 6949936394 HALEY CA 94506 PUD Primary Refinance Reduced 54.04 5.500 354,000 6950211810 SCHMIDT CA 94517 Single Family Primary Purchase Standard 80.00 5.125 353,600 6950829413 GUERRERO CA 94560 Single Family Primary Purchase Standard 90.00 5.625 373,500 6951207718 MICHAUD NC 28211 Single Family Primary Purchase Reduced 62.06 5.125 450,000 6951695169 GILLETTE CA 92025 Single Family Primary Refinance Reduced 51.23 5.625 310,000 6952240205 BRATTON,III GA 30327 Single Family Primary Purchase Reduced 80.00 5.625 680,000 6954176209 SMITH IL 60091 Single Family Primary Refinance Rapid 51.76 5.375 308,000 6954346851 KARFIOL CA 90036 Single Family Primary Cash-out Refinance Reduced 59.34 5.375 365,000 6954632748 ROHDE WI 53045 Single Family Primary Refinance Standard 79.05 5.625 468,000 6956047507 WISE VA 22101 PUD Primary Cash-out Refinance Reduced 39.03 5.500 341,567 6956154287 SHERMAN CA 92677 Single Family Primary Cash-out Refinance Standard 69.69 5.625 690,000 6957267138 ROBERTS CA 93420 PUD Primary Refinance Standard 79.12 5.500 486,600 6958012699 THAU CA 94025 Single Family Primary Refinance Standard 55.55 5.500 750,000 6958101641 LANE IL 60521 Single Family Primary Refinance Rapid 50.00 5.750 350,000 6958546134 BERTOLLI CA 94708 Single Family Primary Refinance Rapid 54.43 5.375 509,000 6959258432 MEINARDUS CA 91214 Single Family Primary Refinance Reduced 47.23 5.750 359,000 6959466555 ROONEY,. JR CA 95124 Single Family Primary Purchase Standard 80.00 5.875 408,000 6960321716 JACARUSO FL 33062 Single Family Primary Purchase Standard 73.78 5.250 487,000 6960644190 BETTSTELLER CA 91377 Single Family Primary Purchase Rapid 80.00 5.625 420,000 6961525927 PRESTON IL 60305 Single Family Primary Refinance Rapid 78.92 5.750 588,000 6962748098 HUYNH CA 94583 Single Family Primary Cash-out Refinance Reduced 53.42 5.625 374,000 6963024473 MUNSHI CA 95020 Single Family Primary Cash-out Refinance Reduced 53.16 5.625 420,000 6963366502 JOSEPHSON CA 93401 Single Family Secondary Refinance Rapid 31.25 5.375 500,000 6965148403 SORIBEN CA 94080 Single Family Primary Refinance Standard 56.04 5.625 468,000 6966176395 LEAHY CA 95651 Single Family Primary Purchase Reduced 75.00 5.250 600,000 6966957026 WEBB CA 95404 Single Family Primary Refinance All Ready Home 25.46 5.500 382,000 6967274082 GEORGE CA 95135 Single Family Primary Purchase Rapid 80.00 5.375 616,000 6967540763 FRIEDLICH CA 91607 Single Family Primary Cash-out Refinance Reduced 40.06 5.500 360,540 6970289275 JOVANOVIC CA 90049 Single Family Primary Refinance Reduced 46.63 5.375 513,000 6970374531 BALASUBRAMANIAN CA 94086 Single Family Primary Refinance Reduced 67.03 5.500 429,000 6970600711 YEH CA 94403 Single Family Primary Refinance Rapid 50.66 5.625 380,000 6971031171 SINHA CA 95120 Single Family Primary Refinance Rapid 63.42 5.125 834,100 6972790213 ZUCKMAN CA 94107 Two Family Primary Refinance Rapid 65.83 5.375 559,600 6973411660 WALKER, JR. CA 94541 Single Family Primary Refinance Standard 80.00 5.500 344,000 6974448083 ALLEN CA 94080 PUD Primary Refinance Reduced 69.21 5.750 443,000 6975608784 LIANG CA 95035 Single Family Primary Refinance Reduced 42.40 5.875 335,000 6976073376 DEDRICK CA 94402 Single Family Primary Refinance Reduced 45.16 5.500 700,000 6976087079 KARAS CA 90048 Single Family Primary Refinance Rapid 65.05 5.375 505,500 6976999737 YUEN CA 94502 PUD Primary Refinance Reduced 49.26 5.625 335,000 6977684429 NEWBERRY GA 30307 Single Family Primary Purchase Reduced 80.00 5.250 354,800 6978395074 MORRISON CA 95133 Single Family Primary Refinance Reduced 59.28 5.500 380,000 6979382642 FAN CA 92131 PUD Primary Refinance Rapid 80.00 5.375 467,200 6982183219 HARRISON VA 22079 PUD Primary Refinance Reduced 76.74 5.625 395,250 6983064087 SHIN CA 94538 PUD Primary Purchase Reduced 79.99 5.250 391,800 6986803333 WANG CA 94306 Single Family Primary Refinance Rapid 34.28 5.375 548,500 6986955364 MILLER CA 92037 Single Family Primary Purchase Rapid 71.09 5.125 750,000 6989072902 SELIG-AIMONETTI CA 94062 Single Family Primary Refinance Reduced 54.70 5.250 548,700 6989490658 SCHERP CA 95070 Single Family Primary Refinance Rapid 74.07 5.875 896,250 6992045986 CARDIN CA 92691 PUD Primary Purchase Rapid 80.00 5.125 344,000 6994429691 MAGNUS CA 91403 Single Family Primary Cash-out Refinance Rapid 55.41 5.000 450,000 6994555339 DJAVAHERIAN CA 92677 PUD Primary Refinance Standard 40.00 5.750 400,000 6995321269 DURKIN, JR. NH 03110 Single Family Primary Cash-out Refinance Standard 80.00 4.875 336,000 6997046773 ROHATGI CA 94403 Single Family Primary Purchase Rapid 80.00 5.500 428,000 6997557704 NORLING CA 94611 Single Family Primary Purchase Rapid 80.00 5.625 480,000 6998264235 LAPORTA CA 94118 Single Family Primary Purchase Rapid 15.00 4.375 600,000 7016089018 ARZUAGA VA 20124 Single Family Primary Cash-out Refinance Standard 42.85 5.000 600,000 7016089596 HEILMAN MD 21146 Single Family Primary Cash-out Refinance Standard 53.05 5.375 490,747 7016099611 BALLARD NC 27517 PUD Primary Refinance Reduced 44.54 5.125 504,200 7016100930 FAIRWEATHER MD 20817 Single Family Primary Cash-out Refinance Reduced 54.99 5.375 417,949 7016102449 KIMBALL MO 63005 Single Family Primary Refinance Standard 77.83 5.250 307,450 7016103223 PATEL CA 92602 Single Family Primary Refinance Reduced 65.51 5.125 481,500 7016109295 RICHARDS CA 92629 Single Family Primary Refinance Standard 58.51 5.750 316,000 7016122363 LIU CA 92620 PUD Primary Refinance Rapid 46.27 5.125 428,000 7016122512 ROSTAMI CA 90210 Single Family Primary Refinance Rapid 23.52 5.375 1,000,000 7016125861 FIELDS GA 30534 Single Family Primary Purchase Standard 47.36 5.250 450,000 7016129210 HODGE VA 22152 PUD Primary Refinance Reduced 64.87 4.625 369,770 7016131182 NORTH CA 92688 Single Family Primary Refinance Reduced 70.02 5.000 322,100 7016133220 LALWANI CA 91504 PUD Primary Refinance Reduced 67.34 5.250 633,000 7016134194 GREGORIUS CA 92629 Single Family Primary Refinance Standard 43.24 5.500 333,000 7016142304 CARDIGES CA 92692 PUD Primary Refinance Reduced 75.73 5.625 435,500 7016144839 DOMAL CA 90254 Condominium Primary Refinance Reduced 54.92 5.250 390,000 7016145430 FOX FL 34217 Condominium Secondary Purchase Standard 80.00 5.625 400,000 7016145653 MELTON NC 28226 Single Family Primary Refinance Reduced 63.74 5.000 350,604 7016149606 BAYLOR FL 33331 PUD Primary Refinance Reduced 71.34 5.000 324,615 7016150265 ANENBERG CA 91741 Single Family Primary Refinance Reduced 38.58 5.125 600,000 7016259249 HOVEE CA 92660 Single Family Primary Refinance Reduced 44.40 5.375 543,900
BOAMS 2002-J 5/1 LIBOR MORTGAGE SCHEDULE (continued)
LOAN 1ST PAYMENT MATURITY ORIGINAL MONTHLY CURRENT REMAINING SCHEDULED APPRAISAL SALES NUMBER DATE DATE TERM P&I DUE DATE TERM PB FICO VALUE PRICE PMI COMPANY ------------------------------------------------------------------------------------------------------------------------------------ 6000111689 20021001 20320901 360 2,505.32 20021001 360 447,400.00 760 700,000 - 6000169885 20021001 20320901 360 4,461.34 20021001 360 775,000.00 705 1,750,000 - 6000241957 20020901 20320801 360 2,810.56 20020901 359 494,458.19 774 1,300,000 - 6000448735 20021001 20320901 360 4,029.60 20021001 360 700,000.00 681 1,650,000 - 6001176608 20021001 20320901 360 2,878.29 20021001 360 500,000.00 790 800,000 - 6001576724 20021001 20320901 360 3,223.63 20021001 360 567,750.00 761 800,000 - 6003367171 20021001 20320901 360 2,759.46 20021001 360 486,000.00 791 799,600 - 6005526683 20020901 20320801 360 2,217.58 20020901 359 379,603.25 778 510,000 - 6005890782 20020901 20320801 360 2,620.67 20020901 359 467,475.58 783 590,000 - 6006170739 20021001 20320901 360 1,722.37 20021001 360 335,000.00 806 740,000 734,347 6006856386 20021001 20320901 360 3,149.84 20021001 360 562,500.00 733 750,000 - 6009087369 20021001 20320901 360 2,193.26 20021001 360 381,000.00 739 478,000 - 6009716520 20020901 20320801 360 2,157.60 20020901 359 379,584.07 754 435,000 400,000 GENERAL ELECTRIC MTG INS 6009787364 20021001 20320901 360 4,732.31 20021001 360 800,000.00 769 1,000,000 1,000,000 6011363105 20021001 20320901 360 3,753.28 20021001 360 652,000.00 786 875,000 - 6011563340 20020901 20320801 360 1,799.49 20020901 359 349,549.47 793 645,000 640,000 6012259740 20021001 20320901 360 2,239.89 20021001 360 400,000.00 740 515,000 510,000 6012984263 20021001 20320901 360 2,838.95 20021001 360 500,000.00 697 905,000 - 6013685687 20020901 20320801 360 3,322.08 20021001 359 561,027.42 772 702,000 702,000 6015901793 20020901 20320801 360 3,756.27 20020901 359 634,352.58 694 1,250,000 - 6016057124 20020901 20320801 360 2,334.30 20020901 359 399,582.37 727 625,000 600,000 6016066950 20021001 20320901 360 2,626.08 20021001 360 450,000.00 779 590,000 - 6017383537 20021001 20320901 360 2,086.59 20021001 360 400,000.00 779 530,000 530,000 6017720571 20020901 20320801 360 2,217.49 20020901 359 395,556.26 709 495,000 495,000 6018072949 20021001 20320901 360 2,063.92 20021001 360 363,500.00 766 465,000 - 6019084844 20021001 20320901 360 3,156.91 20021001 360 556,000.00 763 700,000 - 6020982994 20021001 20320901 360 2,742.43 20021001 360 483,000.00 794 767,000 - 6021268864 20020901 20320801 360 2,288.34 20020901 359 413,924.66 792 518,000 518,000 6021896862 20020901 20320801 360 5,756.57 20020901 359 998,930.93 789 2,350,000 2,350,000 6021994881 20021001 20320901 360 4,436.54 20021001 360 750,000.00 751 2,000,000 - 6022624578 20020901 20320801 360 2,543.70 20020901 359 447,509.63 713 850,000 - 6024306547 20021001 20320901 360 3,693.31 20021001 360 592,000.00 722 760,000 - 6024354042 20021001 20320901 360 3,628.62 20021001 360 648,000.00 782 1,150,000 - 6024714401 20020901 20320801 360 2,878.29 20020901 359 499,465.46 779 1,065,000 1,025,000 6025461010 20020901 20320801 360 2,413.11 20020901 359 424,534.81 770 545,000 545,000 6026621182 20020901 20320801 360 2,760.30 20020901 359 472,506.16 704 750,000 - 6027067385 20021001 20320901 360 3,679.04 20021001 360 647,958.00 744 1,100,000 - 6027210290 20020901 20320801 360 1,896.42 20020901 359 333,634.41 715 422,000 - 6030122797 20020901 20320801 360 2,172.51 20020901 359 398,531.55 710 598,000 - 6031044388 20021001 20320901 360 1,953.20 20021001 360 344,000.00 760 550,000 - 6031340273 20021001 20320901 360 2,131.51 20021001 360 386,000.00 781 600,000 - 6032491935 20020901 20320801 360 2,802.59 20020901 359 493,056.73 675 755,000 - 6032606995 20021001 20320901 360 3,213.69 20021001 360 566,000.00 779 850,000 - 6032719806 20020901 20320801 360 2,070.29 20020901 359 354,389.60 758 525,000 - 6036764725 20021001 20320901 360 2,838.95 20021001 360 500,000.00 730 797,000 - 6037169916 20021001 20320901 360 3,974.53 20021001 360 700,000.00 764 1,000,000 - 6037325211 20020901 20320801 360 3,070.91 20020901 359 563,337.84 712 768,000 - 6038460512 20021001 20320901 360 2,754.47 20021001 360 472,000.00 712 675,000 - 6038475965 20021001 20320901 360 4,695.62 20021001 360 827,000.00 734 1,200,000 - 6040542174 20021001 20320901 360 2,967.85 20021001 360 530,000.00 766 1,550,000 - 6041326411 20021001 20320901 360 1,629.67 20021001 360 326,400.00 670 408,000 408,000 6041672632 20020901 20320801 360 1,815.34 20020901 359 347,562.16 774 435,000 435,000 6043478590 20021001 20320901 360 4,141.53 20021001 360 750,000.00 744 1,800,000 - 6046327778 20020901 20320801 360 2,638.03 20020901 359 439,561.97 729 550,000 - 6046344211 20021001 20320901 360 1,773.61 20021001 360 340,000.00 758 425,000 425,000 6046474489 20020901 20320801 360 2,042.51 20020901 359 349,634.57 764 525,000 - 6047922429 20020901 20320801 360 2,177.48 20021001 359 382,757.71 765 640,000 - 6051144829 20020901 20320801 360 3,169.26 20020901 359 507,529.49 747 635,000 - 6051862826 20020901 20320801 360 3,810.85 20020901 359 661,292.28 767 1,300,000 - 6053401375 20021001 20320901 360 3,001.45 20021001 360 536,000.00 781 875,000 - 6053597404 20021001 20320901 360 1,819.91 20021001 360 325,000.00 704 524,000 - 6054118853 20020901 20320801 360 2,721.08 20020901 359 459,531.00 773 1,060,000 1,060,000 6055710997 20020901 20320801 360 1,899.67 20020901 359 329,647.21 758 519,000 - 6056599381 20021001 20320901 360 2,042.51 20021001 360 350,000.00 712 500,000 - 6057199405 20020901 20320801 360 4,317.43 20021001 359 749,015.63 740 1,400,000 - 6057360536 20020901 20320801 360 1,911.09 20020901 359 355,572.24 701 620,000 - 6058350635 20021001 20320901 360 2,113.42 20021001 360 352,500.00 805 452,000 451,500 6060802151 20021001 20320901 360 1,652.58 20021001 360 316,800.00 761 396,000 396,545 6061300858 20020901 20320801 360 4,042.47 20020901 359 673,578.78 657 1,000,000 - 6061762149 20021001 20120901 120 6,254.53 20021001 120 600,000.00 777 2,475,000 - 6063806589 20021001 20320901 360 1,851.26 20021001 360 340,000.00 712 425,000 - 6064086579 20020901 20320801 360 2,480.19 20020901 359 424,556.27 778 1,100,000 - 6064483594 20021001 20320901 360 1,790.30 20021001 360 311,000.00 748 427,000 - 6070153975 20020901 20320801 360 2,583.55 20020901 359 448,320.20 764 565,000 561,000 6070186256 20021001 20320901 360 2,100.82 20021001 360 370,000.00 733 720,000 - 6071001546 20021001 20320901 360 3,020.56 20021001 360 547,000.00 734 800,000 - 6071630849 20021001 20320901 360 5,677.89 20021001 360 1,000,000.00 702 1,700,000 - 6073680487 20020901 20320801 360 1,961.40 20020901 359 375,526.93 801 470,000 470,000 6073815869 20021001 20320901 360 1,793.65 20021001 360 315,900.00 706 355,000 351,000 REPUBLIC MORTGAGE INS CO 6073943703 20020901 20320801 360 2,410.52 20021001 359 407,084.53 773 597,000 - 6074540037 20021001 20320901 360 1,783.51 20021001 360 318,500.00 776 550,000 - 6075758158 20020901 20320801 360 2,314.14 20020901 359 401,570.24 742 680,000 680,000 6075874336 20020901 20320801 360 4,759.76 20020901 359 849,047.53 709 1,375,000 1,365,000 6075983731 20020901 20320801 360 2,787.33 20020901 359 470,719.59 779 589,000 589,000 6077530753 20020901 20320801 360 1,987.27 20020901 359 349,616.90 724 740,000 - 6078923213 20021001 20320901 360 2,172.38 20021001 360 377,173.53 635 500,000 - 6079548423 20020901 20320801 360 2,302.63 20020901 359 399,572.37 765 610,000 - 6081196468 20020901 20320801 360 1,943.30 20020901 359 332,652.33 699 420,000 - 6082352672 20021001 20320901 360 2,567.73 20021001 360 440,000.00 729 580,000 - 6083595196 20021001 20320901 360 2,476.70 20021001 360 468,000.00 784 585,000 585,000 6085409305 20021001 20320901 360 4,159.39 20021001 360 693,750.00 668 868,000 867,208 6086388110 20021001 20170901 180 4,976.04 20021001 180 609,000.00 781 3,275,000 - 6086520431 20021001 20320901 360 2,895.56 20021001 360 503,000.00 741 755,000 - 6087545429 20020901 20320801 360 3,286.69 20021001 359 562,598.67 792 704,000 704,000 6087657208 20020901 20320801 360 2,042.51 20020901 359 349,634.57 658 590,000 - 6088707606 20020901 20320801 360 3,268.01 20020901 359 559,415.32 767 1,055,000 - 6089339342 20021001 20320901 360 5,444.87 20021001 360 1,000,000.00 783 2,250,000 - 6090846483 20021001 20320901 360 2,721.79 20021001 360 492,896.00 683 775,000 - 6091274966 20021001 20320901 360 1,741.93 20021001 360 319,920.00 789 403,000 399,900 6091731148 20021001 20320901 360 2,168.96 20021001 360 382,000.00 784 565,000 - 6091991692 20021001 20320901 360 3,231.04 20021001 360 577,000.00 790 1,450,000 - 6092394581 20020901 20320801 360 2,597.49 20020901 359 444,635.28 687 655,000 - 6093872254 20020901 20320801 360 2,042.51 20020901 359 349,634.57 643 667,000 - 6095022551 20021001 20320901 360 1,662.23 20021001 360 332,920.00 754 525,000 509,900 6099734565 20021001 20320901 360 2,322.26 20021001 360 409,000.00 735 560,000 - 6099767508 20021001 20320901 360 3,310.78 20021001 360 583,100.00 704 729,000 728,990 6103177611 20020901 20320801 360 3,043.35 20021001 359 535,413.32 746 670,000 670,000 6103262447 20020901 20320801 360 5,388.32 20020901 359 947,961.26 786 1,700,000 - 6104467169 20021001 20320901 360 2,031.84 20021001 360 367,950.00 731 459,995 459,995 6104736845 20020901 20320801 360 3,223.68 20020901 359 559,401.32 779 1,775,000 - 6105323718 20021001 20320901 360 3,885.69 20021001 360 675,000.00 662 993,000 - 6106508739 20021001 20320901 360 2,519.88 20021001 360 450,000.00 746 675,000 - 6107589811 20020901 20320801 360 3,285.54 20020901 359 547,454.46 630 710,000 685,000 6108402071 20020901 20320801 360 1,645.25 20020901 359 319,588.08 686 405,000 400,000 6109564093 20021001 20320901 360 3,808.03 20021001 360 730,000.00 730 1,740,000 - 6111218241 20021001 20320901 360 1,989.83 20021001 360 376,000.00 741 470,000 470,000 6111769128 20020901 20320801 360 2,697.42 20021001 359 455,535.08 706 575,000 570,000 6111991151 20021001 20320901 360 3,191.84 20021001 360 570,000.00 760 835,000 - 6112316374 20020901 20320801 360 2,613.03 20020901 359 472,657.22 729 592,000 591,557 6112693988 20020901 20320801 360 1,768.67 20020901 359 311,159.04 709 450,000 - 6116057040 20021001 20320901 360 2,346.28 20021001 360 419,000.00 759 540,000 - 6116344695 20020901 20320801 360 2,630.75 20020901 359 456,511.44 786 700,000 - 6119322573 20021001 20320901 360 5,505.32 20021001 360 871,000.00 681 2,900,000 - 6119478953 20020901 20320801 360 3,005.02 20020901 359 507,482.06 744 640,000 - 6120239436 20021001 20320901 360 3,357.40 20021001 360 608,000.00 747 780,000 760,000 6120996944 20021001 20320901 360 2,129.93 20021001 360 370,000.00 765 775,000 - 6122547372 20021001 20320901 360 3,246.96 20021001 360 588,000.00 761 885,000 - 6122722389 20021001 20320901 360 2,583.44 20021001 360 455,000.00 636 650,000 - 6123277086 20020901 20320801 360 3,710.81 20021001 359 671,229.19 757 840,000 840,000 6123619261 20021001 20320901 360 3,241.44 20021001 360 587,000.00 773 2,675,000 - 6123975994 20021001 20320901 360 1,849.93 20021001 360 317,000.00 628 1,075,000 - 6124224285 20021001 20320901 360 2,952.51 20021001 360 520,000.00 774 875,000 - 6124343986 20020901 20320801 360 2,877.85 20020901 359 479,522.15 696 600,000 - 6124384139 20021001 20320901 360 2,927.22 20021001 360 508,500.00 744 574,000 565,000 UNITED GUARANTY 6125264751 20021001 20320901 360 2,129.21 20021001 360 375,000.00 759 550,000 - 6127220801 20021001 20320901 360 3,136.25 20021001 360 576,000.00 755 720,000 720,000 6129253768 20020901 20320801 360 2,327.94 20020901 359 409,551.23 779 515,000 - 6129494750 20021001 20320901 360 2,125.68 20021001 360 390,400.00 782 975,000 - 6130245431 20021001 20320901 360 2,125.99 20021001 360 385,000.00 777 580,000 - 6130627349 20021001 20320901 360 4,258.14 20021001 360 749,950.00 733 964,000 963,690 6131113794 20021001 20320901 360 3,034.58 20021001 360 520,000.00 719 660,000 650,000 6132078822 20020901 20320801 360 2,585.23 20020901 359 442,537.48 743 800,000 - 6133837317 20021001 20320901 360 2,761.02 20021001 360 500,000.00 771 925,000 - 6134112702 20021001 20320901 360 2,827.59 20021001 360 498,000.00 746 622,500 622,500 6135768403 20021001 20320901 360 3,577.08 20021001 360 630,000.00 751 2,850,000 - 6139402058 20021001 20320901 360 2,167.35 20021001 360 376,500.00 775 1,250,000 - 6139940065 20021001 20320901 360 4,703.76 20021001 360 840,000.00 752 1,550,000 - 6140056182 20021001 20320901 360 3,268.01 20021001 360 560,000.00 795 1,200,000 - 6141056686 20021001 20320901 360 3,315.03 20021001 360 592,000.00 785 740,000 740,000 6141479417 20020901 20320801 360 3,005.02 20021001 359 507,482.06 732 635,000 - 6141484797 20020901 20320801 360 4,804.18 20020901 359 869,002.07 730 1,175,000 - 6143187984 20021001 20320901 360 2,475.33 20021001 360 430,000.00 733 787,000 - 6143543632 20020901 20220801 240 2,662.11 20020901 239 390,089.24 747 570,000 - 6143661046 20020901 20320801 360 4,471.34 20020901 359 786,638.04 765 1,350,000 1,050,000 6145687650 20021001 20320901 360 2,493.73 20021001 360 439,200.00 722 549,000 - 6146008211 20020901 20320801 360 3,828.12 20020901 359 664,289.07 674 1,750,000 - 6146847022 20020901 20320801 360 3,268.01 20020901 359 559,415.32 637 930,000 - 6148025072 20021001 20320901 360 4,134.37 20021001 360 718,200.00 723 1,050,000 - 6150618517 20020901 20320801 360 4,557.08 20020901 359 749,271.05 746 980,000 - 6152030992 20021001 20320901 360 3,860.97 20021001 360 680,000.00 761 850,000 - 6152095151 20020901 20320801 360 5,777.38 20020901 359 988,966.37 729 1,550,000 - 6152252091 20020901 20320801 360 2,013.33 20020901 359 344,639.80 735 615,000 615,000 6153871063 20020901 20320801 360 2,480.19 20021001 359 424,556.27 770 1,350,000 - 6154246042 20020901 20320801 360 2,957.69 20020901 359 499,490.23 714 715,000 - 6156347277 20020901 20320801 360 3,090.61 20021001 359 529,047.06 750 662,000 662,000 6156404086 20021001 20320901 360 3,010.93 20021001 360 509,000.00 717 665,000 - 6156473636 20021001 20320901 360 1,907.78 20021101 360 336,000.00 752 375,000 - REPUBLIC MORTGAGE INS CO 6157452795 20020901 20320801 360 2,472.63 20020901 359 417,573.83 684 645,000 - 6161683211 20020901 20320801 360 3,741.77 20020901 359 649,305.11 694 1,455,000 - 6161720286 20020901 20320801 360 4,000.82 20020901 359 694,256.99 754 925,000 - 6162201039 20020901 20320801 360 2,590.94 20020901 359 437,553.44 710 650,000 - 6165332245 20021001 20320901 360 3,040.65 20021001 360 543,000.00 782 1,000,000 - 6165879310 20020901 20320801 360 2,066.33 20020901 359 379,054.45 746 609,000 604,500 6166174653 20021001 20320901 360 2,707.22 20021001 360 476,800.00 769 596,000 596,000 6166413119 20021001 20320901 360 2,326.26 20021001 360 388,000.00 760 485,000 485,000 6166810744 20021001 20320901 360 3,551.80 20021001 360 617,000.00 784 888,000 - 6167812210 20020901 20320801 360 3,453.94 20020901 359 599,358.56 740 1,050,000 - 6169413751 20021001 20320901 360 3,349.96 20021001 360 590,000.00 717 850,000 - 6169459440 20020901 20320801 360 2,142.56 20020901 359 387,554.94 773 491,000 485,000 6172464585 20020901 20320801 360 4,271.76 20020901 359 731,235.74 730 990,000 - 6172678283 20020901 20320801 360 2,671.05 20020901 359 463,503.95 738 584,500 584,065 6174051240 20021001 20320901 360 2,291.65 20021001 360 415,000.00 740 545,000 545,000 6174235884 20021001 20320901 360 2,827.59 20021001 360 498,000.00 754 800,000 - 6176292552 20021001 20320901 360 1,989.83 20021001 360 376,000.00 691 480,000 - 6179080517 20020901 20320801 360 2,900.36 20020901 359 496,481.10 704 900,000 - 6179157174 20020901 20320801 360 1,862.78 20020901 359 346,583.05 790 1,300,000 - 6179522120 20020901 20320801 360 4,258.42 20020901 359 749,179.08 767 960,000 - 6180155837 20020901 20320801 360 4,376.80 20020901 359 749,216.95 801 1,075,000 - 6181573335 20021001 20320901 360 2,463.88 20021001 360 440,000.00 784 725,000 - 6183461828 20020901 20320801 360 2,934.03 20021001 359 495,428.33 769 620,000 620,000 6183557435 20020901 20320801 360 2,732.91 20020901 359 436,745.41 679 690,000 - 6185145338 20021001 20320901 360 3,919.80 20021001 360 700,000.00 688 1,264,000 1,263,250 6185212492 20021001 20320901 360 3,415.83 20021001 360 610,000.00 801 1,350,000 - 6185277834 20021001 20320901 360 2,590.06 20021001 360 432,000.00 649 775,000 - 6187374076 20020901 20320801 360 2,836.95 20020901 359 513,160.71 750 693,000 685,000 6188392952 20021001 20320901 360 1,894.06 20021001 360 343,000.00 746 1,000,000 - 6188693995 20020901 20320801 360 2,242.77 20020901 359 394,567.65 747 950,000 - 6188798331 20020901 20320801 360 1,874.00 20020901 359 316,477.00 773 396,000 396,000 6189358507 20021001 20320901 360 1,955.69 20021001 360 335,122.00 721 405,000 - GENERAL ELECTRIC MTG INS 6189845396 20021001 20320901 360 3,406.74 20021001 360 600,000.00 755 1,100,000 - 6189944595 20020901 20320801 360 2,593.67 20020901 359 456,300.00 722 572,000 572,000 6190726684 20021001 20320901 360 2,675.68 20021001 360 505,600.00 684 632,000 632,000 6190820321 20021001 20320901 360 2,547.87 20021001 360 455,000.00 780 610,000 - 6191144226 20020901 20320801 360 2,153.60 20020901 359 389,552.65 740 850,000 - 6191261624 20020901 20320801 360 2,053.33 20021001 359 387,522.92 715 520,000 485,000 6192115688 20021001 20320901 360 2,418.66 20021001 360 438,000.00 786 750,000 - 6192681697 20021001 20320901 360 3,179.62 20021001 360 560,000.00 775 800,000 - 6193419253 20021001 20320901 360 4,542.32 20021001 360 800,000.00 783 1,600,000 - 6195806556 20020901 20320801 360 2,229.25 20020901 359 381,601.17 703 480,000 477,500 6198016906 20020901 20320801 360 2,793.53 20020901 359 491,461.47 783 1,100,000 - 6198562966 20020901 20320801 360 3,037.74 20020901 359 527,135.85 768 850,000 - 6198752526 20021001 20320901 360 2,643.07 20021001 360 472,000.00 782 590,000 590,000 6199148369 20020901 20320801 360 2,679.46 20020901 359 464,963.39 780 701,000 - 6199200319 20021001 20320901 360 3,443.09 20021001 360 590,000.00 740 775,000 - 6200164926 20021001 20320901 360 1,930.49 20021001 360 340,000.00 773 875,000 - 6202670805 20020901 20320801 360 2,691.50 20020901 359 454,536.10 781 860,000 - 6203937161 20021001 20320901 360 2,480.19 20021001 360 425,000.00 700 1,500,000 - 6205150557 20020901 20320801 360 2,910.37 20020901 359 491,498.38 712 615,000 615,000 6205939710 20020901 20320801 360 2,357.64 20020901 359 403,578.19 748 505,000 505,000 6206121110 20021001 20320901 360 3,501.44 20021001 360 600,000.00 724 975,000 945,000 6206493766 20020901 20320801 360 1,825.77 20020901 359 348,643.14 748 604,000 595,000 6207674968 20020901 20320801 360 3,969.07 20020901 359 749,077.81 778 1,100,000 1,100,000 6209385811 20021001 20320901 360 2,239.89 20021001 360 400,000.00 790 790,000 - 6210631369 20021001 20320901 360 2,190.72 20021001 360 391,220.00 798 524,000 - 6215385045 20021001 20320901 360 2,918.58 20021001 360 507,000.00 762 730,000 - 6216754389 20020901 20320801 360 3,406.74 20020901 359 599,343.26 773 2,125,000 - 6217631073 20021001 20320901 360 2,938.88 20021001 360 517,600.00 792 647,000 647,000 6218361464 20020901 20320801 360 3,793.23 20020901 359 649,321.35 770 960,000 - 6218928817 20020901 20320801 360 3,110.45 20020901 359 532,443.51 756 765,000 - 6219969398 20020901 20320801 360 2,665.47 20020901 359 475,466.61 745 680,000 - 6220473083 20021001 20320901 360 1,919.13 20021001 360 338,000.00 710 423,000 - 6221384834 20021001 20320901 360 2,060.70 20021001 360 368,000.00 790 470,000 460,000 6223611044 20021001 20320901 360 2,859.87 20021001 360 496,800.00 761 621,000 621,000 6224879475 20020901 20320801 360 3,915.96 20021001 359 718,355.62 762 899,000 899,000 6225564761 20021001 20320901 360 1,986.02 20021001 360 345,000.00 784 545,000 - 6227382774 20021001 20120901 120 7,186.67 20021001 120 666,000.00 782 1,800,000 - 6227562037 20021001 20320901 360 2,239.89 20021001 360 400,000.00 802 835,000 - 6229162232 20021001 20320901 360 2,172.69 20021001 360 388,000.00 708 575,000 - 6229267486 20021001 20320901 360 2,717.12 20021001 360 465,600.00 713 582,000 582,000 6229816738 20021001 20320901 360 2,204.40 20021001 360 399,200.00 769 499,000 499,000 6231259729 20020901 20320801 360 1,984.15 20020901 359 339,645.02 749 425,000 - 6232573144 20021001 20320901 360 3,368.45 20021001 360 610,000.00 783 1,600,000 - 6233761532 20021001 20320901 360 3,378.35 20021001 360 595,000.00 783 850,000 - 6235426779 20021001 20320901 360 2,697.00 20021001 360 475,000.00 727 617,000 - 6236454408 20020901 20320801 360 2,506.13 20020901 359 417,583.87 709 609,000 - 6236627425 20020901 20320801 360 5,395.96 20021001 359 899,104.04 661 1,200,000 - 6237039000 20020901 20320801 360 2,853.14 20020901 359 501,949.99 763 745,000 - 6237114308 20020901 20320801 360 2,252.60 20020901 359 385,596.98 752 566,000 - 6237117541 20020901 20320801 360 2,141.37 20020901 359 361,630.92 788 950,000 - 6237807620 20020901 20320801 360 4,143.79 20020901 359 739,170.79 784 925,000 925,000 6240786217 20021001 20320901 360 2,271.16 20021001 360 400,000.00 765 728,000 - 6240883592 20021001 20320901 360 3,245.15 20021001 360 596,000.00 784 745,000 745,000 6242797063 20020901 20320801 360 2,327.94 20020901 359 409,551.23 738 1,000,000 - 6243543946 20020901 20320801 360 5,756.57 20020901 359 998,930.93 766 1,500,000 1,500,000 6243742647 20020901 20320801 360 2,437.14 20020901 359 411,579.94 736 515,000 515,000 6247325100 20021001 20320901 360 3,810.21 20021001 360 690,000.00 761 1,200,000 - 6247896548 20021001 20320901 360 2,473.44 20021001 360 447,920.00 758 568,000 559,900 6250605646 20021001 20320901 360 4,376.80 20021001 360 750,000.00 729 1,300,000 - 6251190507 20020901 20320801 360 2,814.96 20021001 359 488,477.23 647 617,000 - 6251588148 20021001 20320901 360 2,100.87 20021001 360 360,000.00 782 752,000 700,000 6253805755 20021001 20320901 360 4,257.29 20021001 360 749,800.00 740 1,150,000 1,150,000 6255788280 20021001 20320901 360 3,942.20 20021001 360 704,000.00 764 1,200,000 - 6256550846 20020901 20320801 360 1,852.23 20020901 359 349,569.65 740 604,000 - 6256814119 20020901 20320801 360 2,909.27 20020901 359 472,051.67 747 630,000 630,000 6256981579 20021001 20320901 360 2,793.53 20021001 360 492,000.00 681 615,000 615,000 6258260717 20021001 20320901 360 2,492.60 20021001 360 439,000.00 711 599,000 - 6258907457 20021001 20320901 360 5,522.04 20021001 360 1,000,000.00 719 1,600,000 - 6259365473 20021001 20320901 360 1,903.91 20021001 360 340,000.00 785 750,000 - 6259793229 20021001 20320901 360 4,563.77 20021001 360 815,000.00 721 1,100,000 - 6262350140 20021001 20320901 360 2,187.50 20021001 360 380,000.00 754 575,000 - 6262844779 20020901 20320801 360 2,854.26 20020901 359 488,589.34 716 775,000 - 6262890228 20020901 20320801 360 2,318.83 20020901 359 391,600.34 718 495,000 490,000 6263713254 20021001 20320901 360 3,028.33 20021001 360 540,800.00 732 676,000 - 6263936335 20021001 20320901 360 4,479.77 20021001 360 800,000.00 749 1,600,000 - 6265223328 20020901 20320801 360 2,205.87 20020901 359 388,074.76 789 599,000 - 6265827599 20021001 20320901 360 3,807.81 20021001 360 680,000.00 700 865,000 - 6266092342 20021001 20320901 360 1,798.74 20021001 360 355,000.00 766 415,000 415,000 REPUBLIC MORTGAGE INS CO 6267463286 20021001 20320901 360 2,789.48 20021001 360 478,000.00 734 700,000 - 6270838862 20020901 20320801 360 2,863.46 20021001 359 477,124.54 662 597,000 597,000 6270886119 20020901 20320801 360 2,656.66 20020901 359 461,006.62 749 577,000 576,985 6271602804 20021001 20320901 360 2,540.14 20021001 360 460,000.00 717 890,000 - 6272096766 20021001 20320901 360 3,838.93 20021001 360 695,200.00 757 871,000 869,000 6273536885 20021001 20320901 360 1,794.71 20021001 360 320,500.00 784 680,000 - 6275143425 20020901 20320801 360 4,684.98 20020901 359 791,192.52 710 2,400,000 - 6275835889 20020901 20320801 360 2,481.44 20020901 359 436,556.64 755 855,000 - 6275865696 20021001 20320901 360 4,376.80 20021001 360 750,000.00 692 1,150,000 - 6276515845 20021001 20320901 360 3,958.43 20021001 360 727,000.00 739 1,260,000 - 6277312747 20021001 20320901 360 3,354.04 20021001 360 616,000.00 693 775,000 770,000 6277987456 20020901 20320801 360 2,105.88 20020901 359 355,637.04 803 1,320,000 - 6279011537 20021001 20320901 360 3,611.14 20021001 360 636,000.00 794 850,000 - 6279904905 20020901 20320801 360 2,841.87 20021001 359 473,528.13 778 725,000 - 6281975265 20020901 20320801 360 2,592.76 20021001 359 449,918.49 709 570,000 563,000 6281979523 20021001 20320901 360 4,199.79 20021001 360 750,000.00 697 1,700,000 - 6282287256 20020901 20320801 360 3,366.99 20020901 359 592,350.93 740 750,000 - 6282617593 20021001 20320901 360 1,876.55 20021001 360 330,500.00 781 525,000 - 6282817128 20021001 20320901 360 4,006.57 20021001 360 696,000.00 771 870,000 870,000 6283761853 20021001 20320901 360 4,627.49 20021001 360 815,000.00 774 1,095,000 - 6284043772 20020901 20320801 360 2,271.16 20020901 359 399,562.17 800 1,450,000 - 6284944649 20020901 20320801 360 2,044.05 20020901 359 359,605.95 782 717,000 - 6285337561 20020901 20320801 360 2,384.72 20020901 359 419,540.28 796 745,500 - 6286274540 20021001 20320901 360 4,436.54 20021001 360 750,000.00 741 1,100,000 - 6286922486 20021001 20320901 360 2,340.68 20021001 360 418,000.00 783 600,000 - 6287549171 20021001 20320901 360 2,809.81 20021001 360 475,000.00 780 900,000 - 6287743097 20020901 20320801 360 2,954.29 20020901 359 534,386.34 782 2,100,000 - 6288755892 20021001 20320901 360 2,366.39 20021001 360 405,500.00 741 565,000 - 6289053750 20020901 20320801 360 3,580.59 20020901 359 269,694.41 785 803,000 777,500 6290139598 20020901 20320801 360 3,019.83 20020901 359 496,516.94 707 705,000 - 6291744040 20020901 20320801 360 2,310.18 20020901 359 374,843.99 683 469,000 469,000 6292669451 20020901 20320801 360 5,689.84 20020901 359 973,982.04 760 1,300,000 - 6293217342 20021001 20320901 360 2,213.46 20021001 360 374,187.00 710 610,000 - 6293736994 20021001 20320901 360 2,252.99 20021001 360 396,800.00 736 540,000 - 6294803793 20021001 20320901 360 2,752.04 20021001 360 567,840.00 780 725,000 709,800 6294901050 20021001 20320901 360 1,943.30 20021001 360 333,000.00 716 420,000 - 6295810094 20021001 20320901 360 2,275.73 20021001 360 406,400.00 759 508,000 - 6298531457 20021001 20320901 360 2,211.71 20021001 360 364,000.00 718 455,000 455,000 6300582308 20021001 20320901 360 2,562.23 20021001 360 464,000.00 766 580,000 - 6301252877 20020901 20320801 360 2,211.75 20020901 359 378,604.29 777 565,000 - 6302628281 20020901 20320801 360 2,170.90 20020901 359 371,611.60 780 470,000 - 6302858896 20021001 20320901 360 2,049.50 20021001 360 366,000.00 723 625,000 - 6304037986 20020901 20320801 360 2,147.29 20020901 359 399,519.38 757 1,115,000 - 6304287847 20020901 20320801 360 2,043.90 20020901 359 364,591.00 749 476,000 - 6306230605 20020901 20320801 360 1,937.47 20020901 359 331,653.36 709 458,000 - 6307249869 20020901 20320801 360 1,746.67 20020901 359 311,570.47 667 392,000 389,900 6307372810 20020901 20320801 360 2,089.47 20020901 359 367,597.20 752 460,000 - 6307687209 20021001 20320901 360 1,864.71 20021001 360 333,000.00 762 750,000 - 6310093742 20021001 20320901 360 4,496.63 20021001 360 750,000.00 641 1,160,000 - 6311302886 20021001 20320901 360 2,374.28 20021001 360 424,000.00 723 539,000 530,000 6312642678 20021001 20320901 360 4,199.79 20021001 360 750,000.00 745 1,460,000 - 6314356970 20021001 20320901 360 1,902.10 20021001 360 335,000.00 765 435,000 - 6314872877 20021001 20320901 360 2,257.81 20021001 360 403,200.00 731 510,000 504,000 6314980613 20021001 20320901 360 1,803.73 20021001 360 336,000.00 739 420,000 - 6315100849 20021001 20320901 360 1,847.91 20021001 360 330,000.00 794 738,000 - 6318309165 20020901 20320801 360 4,759.76 20020901 359 849,047.53 743 2,000,000 - 6318358253 20020901 20320801 360 3,064.17 20020901 359 517,471.87 737 900,000 - 6318678999 20021001 20320901 360 4,376.80 20021001 360 750,000.00 711 940,000 - 6319213267 20021001 20320901 360 2,910.37 20021001 360 492,000.00 735 615,000 - 6319307259 20021001 20320901 360 2,091.50 20021001 360 373,500.00 779 600,000 - 6319543044 20020901 20320801 360 3,664.84 20020901 359 627,344.33 696 2,151,000 - 6320635599 20020901 20320801 360 1,840.48 20020901 359 323,793.20 798 865,000 - 6320687335 20021001 20320901 360 2,543.70 20021001 360 448,000.00 774 567,000 560,000 6321672757 20020901 20170801 180 3,952.65 20020901 179 482,014.54 726 645,000 - 6322965838 20021001 20320901 360 3,550.06 20021001 360 652,000.00 755 815,000 815,000 6323160801 20021001 20320901 360 4,684.26 20021001 360 825,000.00 779 1,100,000 1,100,000 6324660049 20021001 20320901 360 2,368.23 20021001 360 395,000.00 769 565,000 - 6325533864 20020901 20320801 360 2,140.74 20021001 359 371,479.43 762 485,000 - 6325967930 20021001 20320901 360 4,116.48 20021001 360 725,000.00 678 998,000 - 6326581433 20020901 20320801 360 1,831.11 20020901 359 331,219.64 696 460,000 - 6326938799 20020901 20320801 360 2,267.19 20021001 359 388,094.37 786 540,000 - 6327711096 20020901 20320801 360 4,065.37 20020901 359 715,216.30 785 895,000 895,000 6330830479 20020901 20320801 360 1,756.98 20020901 359 331,591.77 761 415,000 415,000 6331376704 20020901 20320801 360 1,830.53 20020901 359 317,650.05 755 415,000 - 6332407722 20020901 20320801 360 1,798.28 20020901 359 303,690.05 673 440,000 - 6333875901 20021001 20320901 360 2,247.85 20021001 360 380,000.00 703 615,000 - 6334005920 20021001 20320901 360 1,916.94 20021001 360 333,000.00 744 380,000 - GENERAL ELECTRIC MTG INS 6335261852 20020901 20320801 360 3,862.75 20020901 359 648,452.57 642 950,000 - 6335527997 20020901 20320801 360 1,842.31 20020901 359 328,631.34 0 475,000 470,000 6338435719 20021001 20320901 360 1,890.74 20021001 360 333,000.00 744 420,000 416,250 6339953843 20020901 20320801 360 2,608.24 20021001 359 499,370.93 799 855,000 850,000 6340149514 20021001 20320901 360 2,690.28 20021001 360 461,000.00 685 831,000 - 6340380945 20021001 20320901 360 2,463.88 20021001 360 440,000.00 743 560,000 - 6340796694 20020901 20320801 360 4,880.19 20021001 359 824,158.87 765 1,100,000 1,100,000 6340930038 20020901 20320801 360 2,209.40 20020901 359 373,119.19 683 530,000 - 6342060156 20020901 20320801 360 1,960.81 20021001 359 335,649.18 682 495,000 - 6342546998 20021001 20320901 360 3,639.82 20021001 360 650,000.00 759 1,040,000 - 6342588230 20020901 20320801 360 5,371.29 20020901 359 944,964.54 684 1,290,000 - 6343100480 20021001 20320901 360 2,396.57 20021001 360 434,000.00 750 675,000 - 6343813652 20021001 20320901 360 2,288.19 20021001 360 403,000.00 794 775,000 - 6343875057 20021001 20320901 360 2,838.95 20021001 360 500,000.00 770 1,075,000 - 6344194201 20021001 20320901 360 2,105.50 20021001 360 376,000.00 748 470,000 - 6345096561 20021001 20320901 360 1,853.51 20021001 360 331,000.00 712 395,000 - UNITED GUARANTY 6345186735 20021001 20320901 360 3,118.58 20021001 360 564,750.00 712 805,000 - 6345872433 20021001 20320901 360 2,141.89 20021001 360 382,500.00 717 480,000 - 6346298661 20020901 20320801 360 3,641.51 20020901 359 614,972.37 684 770,000 769,500 6346843854 20021001 20320901 360 2,430.14 20021001 360 428,000.00 819 750,000 - 6347867373 20020901 20320801 360 4,424.71 20020901 359 747,237.37 766 1,100,000 - 6348238491 20021001 20320901 360 3,487.44 20021001 360 640,500.00 783 915,000 - 6349277118 20021001 20320901 360 2,271.16 20021001 360 400,000.00 745 510,000 - 6352312273 20020901 20320801 360 1,921.67 20020901 359 347,600.83 763 590,000 - 6352529165 20021001 20320901 360 2,187.50 20021001 360 380,000.00 748 691,000 - 6353111682 20021001 20320901 360 1,795.59 20021001 360 311,920.00 781 390,000 389,900 6354494731 20020901 20320801 360 2,359.13 20021001 359 464,234.62 770 585,000 582,000 6354619956 20021001 20320901 360 2,218.27 20021001 360 375,000.00 793 700,000 - 6357610580 20021001 20320901 360 4,218.68 20021001 360 743,000.00 674 1,175,000 - 6358920459 20021001 20320901 360 1,858.17 20021001 360 336,500.00 741 430,000 - 6359190318 20021001 20320901 360 5,439.96 20021001 360 945,000.00 776 1,300,000 - 6361140707 20020901 20320801 360 3,964.60 20020901 359 707,206.65 793 885,000 885,000 6361514349 20020901 20320801 360 4,753.34 20020901 359 771,267.49 643 1,675,000 - 6364637121 20021001 20320901 360 3,793.23 20021001 360 650,000.00 676 1,650,000 - 6365689352 20021001 20320901 360 2,078.11 20021001 360 361,366.32 805 1,020,000 - 6365719464 20020901 20320801 360 3,244.67 20020901 359 555,419.50 773 705,000 695,000 6367661045 20021001 20320901 360 2,303.52 20021001 360 417,150.00 740 750,000 - 6368087497 20020901 20320801 360 2,373.36 20020901 359 417,542.47 775 910,000 - 6369954521 20021001 20220901 240 2,771.01 20021001 240 438,000.00 785 665,000 - 6371751212 20021001 20320901 360 1,848.73 20021001 360 325,600.00 759 420,000 - 6372511912 20020901 20320801 360 2,543.70 20020901 359 447,509.63 802 560,000 560,000 6372744687 20020901 20320801 360 3,341.83 20020901 359 579,904.38 790 1,300,000 - 6373326575 20021001 20320901 360 2,783.06 20021001 360 497,000.00 728 720,000 - 6374381652 20021001 20320901 360 1,905.71 20021001 360 350,000.00 723 985,000 - 6376111131 20020901 20320801 360 3,087.11 20020901 359 528,447.68 691 3,800,000 - 6376496433 20020901 20320801 360 1,927.87 20020901 359 325,575.72 748 540,000 - 6376504673 20021001 20320901 360 1,852.85 20021001 360 317,500.00 708 452,000 - 6377711368 20021001 20320901 360 2,947.37 20021001 360 512,000.00 748 1,250,000 - 6379325258 20021001 20320901 360 4,619.77 20021001 360 825,000.00 749 1,100,000 - 6379354654 20020901 20320801 360 2,917.87 20020901 359 499,477.96 766 775,000 - 6380044179 20020901 20320801 360 2,067.26 20020901 359 344,456.74 739 431,000 431,000 6380114493 20021001 20320901 360 2,716.31 20021001 360 478,400.00 740 598,000 598,000 6381991287 20021001 20320901 360 1,845.32 20021001 360 325,000.00 730 515,000 - 6383683692 20021001 20320901 360 3,236.64 20021001 360 578,000.00 716 835,000 - 6383818785 20020901 20320801 360 2,570.70 20020901 359 499,356.38 784 660,000 654,045 6384352982 20020901 20320801 360 2,748.10 20020901 359 483,470.23 776 660,000 - 6384782360 20020901 20320801 360 2,276.73 20020901 359 395,077.18 699 565,000 - 6385376659 20021001 20320901 360 2,208.82 20021001 360 400,000.00 640 500,000 500,000 6387228379 20020901 20320801 360 4,814.48 20020901 359 824,138.65 762 1,200,000 - 6387430611 20021001 20320901 360 4,436.54 20021001 360 750,000.00 786 1,130,000 - 6387659979 20021001 20320901 360 1,680.77 20021001 360 317,600.00 686 397,000 - 6389966083 20021001 20320901 360 2,094.05 20021001 360 354,000.00 725 525,000 - 6392934334 20021001 20320901 360 2,127.90 20021001 360 380,000.00 671 758,000 - 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6421384303 20020901 20320801 360 2,029.34 20020901 359 361,993.91 745 453,000 - 6421630838 20020901 20320801 360 3,893.09 20020901 359 714,160.56 794 1,065,000 - 6422631215 20020901 20320801 360 2,590.46 20020901 359 449,518.92 643 850,000 - 6423996260 20021001 20320901 360 3,500.08 20021001 360 652,000.00 790 860,000 - 6424323688 20020901 20320801 360 2,088.70 20020901 359 372,582.03 770 510,000 - 6424565288 20020901 20320801 360 2,070.39 20021001 359 349,643.15 761 520,000 - 6425331474 20020901 20320801 360 2,379.04 20020901 359 418,541.38 720 524,000 524,000 6427376964 20021001 20320901 360 1,937.47 20021001 360 332,000.00 784 420,000 415,000 6429380048 20021001 20320901 360 3,560.04 20021001 360 627,000.00 679 1,065,000 - 6429776153 20021001 20320901 360 1,984.49 20021001 360 359,375.00 759 525,000 - 6430063757 20021001 20320901 360 2,366.16 20021001 360 400,000.00 718 789,000 785,000 6430757085 20020901 20320801 360 2,396.07 20020901 359 421,538.10 763 528,000 527,500 6433154652 20021001 20320901 360 1,937.51 20021001 360 346,000.00 763 775,000 - 6433660815 20020901 20320801 360 3,180.64 20020901 359 567,363.53 753 720,000 - 6433723332 20021001 20320901 360 1,791.38 20021001 360 315,500.00 756 615,000 - 6435027963 20021001 20320901 360 5,319.73 20021001 360 950,000.00 775 1,900,000 1,900,000 6437592766 20020901 20320801 360 3,403.29 20020901 359 590,567.96 708 739,000 739,000 6439812485 20021001 20320901 360 5,008.22 20021001 360 870,000.00 760 1,100,000 - 6440589122 20020901 20320801 360 2,051.26 20020901 359 351,133.01 775 380,000 370,000 GENERAL ELECTRIC MTG INS 6440743836 20020901 20320801 360 2,275.94 20020901 359 389,592.81 734 585,000 - 6442101207 20020901 20320801 360 2,763.16 20020901 359 479,486.84 759 625,000 - 6442123961 20021001 20320901 360 2,528.24 20021001 360 451,494.00 787 575,000 - 6442247505 20020901 20320801 360 3,097.40 20020901 359 523,084.15 754 655,000 - 6442507858 20020901 20320801 360 3,713.99 20020901 359 627,211.87 752 795,000 - 6442608425 20021001 20320901 360 1,797.43 20021001 360 360,000.00 785 450,000 450,000 6443716565 20020901 20320801 360 3,594.81 20021001 359 615,356.86 690 770,000 - 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6456644621 20020901 20320801 360 3,856.90 20020901 359 669,283.73 782 1,300,000 - 6457310560 20021001 20320901 360 5,098.75 20021001 360 898,000.00 770 1,200,000 - 6457343165 20021001 20320901 360 2,952.51 20021001 360 520,000.00 781 790,000 - 6458220891 20021001 20320901 360 2,239.89 20021001 360 400,000.00 650 520,000 - 6459190085 20020901 20320801 360 2,375.07 20020901 359 417,842.14 782 523,000 522,966 6459535107 20020901 20320801 360 2,229.25 20021001 359 379,927.95 758 540,000 - 6459820889 20020901 20320801 360 2,670.43 20020901 359 457,122.24 731 572,000 572,000 6460546077 20021001 20320901 360 2,580.04 20021001 360 454,400.00 703 675,000 - 6461440825 20020901 20320801 360 2,325.66 20020901 359 403,568.09 773 505,000 505,000 6461711191 20021001 20320901 360 1,748.08 20021001 360 340,000.00 682 468,000 452,000 6461849561 20021001 20320901 360 4,420.57 20021001 360 757,500.00 782 1,010,000 1,010,000 6462159028 20021001 20320901 360 4,065.37 20021001 360 716,000.00 803 900,000 895,000 6462620029 20020901 20320801 360 2,124.21 20020901 359 363,619.96 737 460,000 - 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6609634545 20021001 20320901 360 2,790.85 20021001 360 542,818.00 661 685,000 678,523 6611578441 20020901 20320801 360 2,091.68 20020901 359 353,122.65 779 670,000 - 6612002466 20021001 20320901 360 5,698.59 20021001 360 976,500.00 767 1,375,000 - 6612236288 20020901 20320801 360 2,863.09 20020901 359 464,558.79 678 620,000 - 6612291804 20021001 20320901 360 1,867.44 20021001 360 320,000.00 788 465,000 - 6612740339 20020901 20320801 360 2,161.49 20020901 359 385,567.47 740 754,000 - 6613004818 20020901 20320801 360 3,229.44 20020901 359 560,400.25 652 710,000 - 6614248703 20021001 20320901 360 4,457.38 20021001 360 796,000.00 732 1,150,000 - 6614845904 20021001 20320901 360 4,207.32 20021001 360 741,000.00 731 1,485,000 - 6615095905 20020901 20320801 360 2,259.63 20020901 359 414,512.77 770 1,175,000 - 6616625221 20020901 20320801 360 2,392.65 20020901 359 409,571.93 732 690,000 - 6616712227 20020901 20320801 360 4,738.22 20020901 359 800,183.34 760 1,600,000 - 6617898140 20021001 20320901 360 2,652.93 20021001 360 460,853.00 754 577,000 576,067 6618636895 20020901 20320801 360 2,379.41 20020901 359 436,486.94 772 790,000 - 6620135464 20021001 20320901 360 2,889.46 20021001 360 516,000.00 761 645,000 645,000 6620593860 20021001 20320901 360 2,952.88 20021001 360 506,000.00 737 823,000 - 6620677952 20020901 20320801 360 3,063.76 20020901 359 524,451.87 663 975,000 - 6621838207 20020901 20320801 360 2,682.81 20020901 359 471,982.82 759 785,000 - 6622630728 20021001 20320901 360 2,015.90 20021001 360 360,000.00 757 1,800,000 - 6623694517 20020901 20320801 360 5,235.02 20020901 359 920,990.81 625 2,100,000 - 6624768542 20021001 20320901 360 2,799.68 20021001 360 507,000.00 777 875,000 - 6625242240 20021001 20320901 360 1,894.82 20021001 360 348,000.00 663 435,000 435,000 6625325631 20021001 20320901 360 2,098.77 20021001 360 354,798.00 763 639,500 - 6625402935 20020901 20320801 360 2,277.43 20020901 359 384,607.47 763 550,000 - 6625766073 20021001 20320901 360 2,342.13 20021001 360 412,500.00 698 525,000 - 6625989931 20021001 20320901 360 3,963.31 20021001 360 670,000.00 725 1,160,000 - 6627054387 20021001 20320901 360 2,043.16 20021001 360 370,000.00 720 816,000 - 6628250729 20021001 20320901 360 3,077.42 20021001 360 542,000.00 773 900,000 - 6628339613 20020901 20320801 360 3,919.80 20020901 359 699,215.62 759 1,000,000 - 6628666429 20021001 20320901 360 4,605.26 20021001 360 800,000.00 678 1,700,000 - 6629681807 20021001 20320901 360 2,862.58 20021001 360 511,200.00 797 639,000 639,000 6630160767 20021001 20320901 360 2,473.88 20021001 360 448,000.00 720 560,000 560,000 6630450903 20020901 20320801 360 2,262.29 20020901 359 403,547.29 745 505,000 - 6631261721 20021001 20320901 360 2,972.23 20021001 360 516,320.00 751 650,000 645,400 6631361216 20021001 20320901 360 5,670.22 20021001 360 985,000.00 681 1,675,000 - 6631497358 20021001 20320901 360 2,251.09 20021001 360 402,000.00 757 555,000 - 6632322720 20021001 20320901 360 2,952.51 20021001 360 520,000.00 685 650,000 - 6632530090 20020901 20320801 360 2,302.63 20020901 359 399,572.37 761 525,000 500,000 6632647662 20020901 20320801 360 3,285.54 20020901 359 547,454.46 691 685,000 - 6632846355 20020901 20320801 360 2,602.77 20020901 359 439,551.40 727 750,000 - 6633155186 20021001 20320901 360 5,699.00 20021001 360 990,000.00 768 1,450,000 - 6633735573 20020901 20320801 360 2,777.46 20021001 359 495,444.21 780 620,000 620,000 6633776874 20021001 20320901 360 2,672.67 20021001 360 484,000.00 714 780,000 - 6634308396 20021001 20320901 360 1,953.20 20021001 360 344,000.00 709 435,000 430,000 6636985589 20020901 20320801 360 1,952.63 20020901 359 338,837.37 769 530,000 - 6637625085 20020901 20320801 360 2,235.09 20020901 359 382,600.12 716 740,000 - 6639264826 20020901 20320801 360 2,443.51 20020901 359 441,992.43 776 590,000 590,000 6640292659 20020901 20320801 360 5,522.04 20021001 359 998,852.96 693 1,385,000 1,385,000 6641178659 20020901 20320801 360 2,868.96 20020901 359 481,622.51 776 1,175,000 - 6641838799 20021001 20320901 360 1,934.21 20021001 360 336,000.00 712 420,000 420,000 6645665537 20020901 20320801 360 3,314.70 20020901 359 567,406.97 763 710,000 710,000 6646687597 20020901 20320801 360 1,844.14 20020901 359 333,576.94 760 515,000 - 6650212175 20020901 20320801 360 1,954.97 20020901 359 334,650.24 661 525,000 - 6652207553 20020901 20320801 360 3,142.72 20020901 359 552,894.16 773 1,110,000 - 6653013778 20020901 20320801 360 2,743.86 20020901 359 489,450.93 686 700,000 - 6653262771 20021001 20320901 360 3,743.73 20021001 360 650,341.00 701 1,075,000 - 6654166492 20020901 20320801 360 5,756.57 20020901 359 998,930.93 759 1,342,500 1,342,500 6654599155 20020901 20320801 360 2,132.24 20020901 359 370,004.01 766 463,000 463,000 6655267463 20021001 20320901 360 2,242.77 20021001 360 395,000.00 786 1,100,000 - 6655913538 20021001 20320901 360 3,268.01 20021001 360 560,000.00 710 820,000 - 6656812002 20020901 20320801 360 2,855.86 20020901 359 509,428.52 769 840,000 - 6657855935 20021001 20320901 360 2,705.59 20021001 360 470,000.00 765 590,000 - 6660149524 20020901 20320801 360 3,297.53 20020901 359 549,452.47 641 950,000 - 6662040945 20021001 20320901 360 2,980.90 20021001 360 525,000.00 770 1,250,000 - 6663558689 20021001 20320901 360 3,827.41 20021001 360 683,500.00 792 1,625,000 - 6664070940 20021001 20320901 360 2,602.77 20021001 360 440,000.00 672 730,000 - 6664517213 20021001 20320901 360 3,974.53 20021001 360 700,000.00 784 875,000 875,000 6664660294 20021001 20320901 360 3,449.87 20021001 360 633,600.00 748 800,000 792,000 6664848741 20020901 20320801 360 1,966.65 20020901 359 336,648.14 744 425,000 - 6665677396 20021001 20320901 360 2,761.02 20021001 360 500,000.00 724 950,000 - 6666625410 20021001 20320901 360 2,555.06 20021001 360 450,000.00 769 650,000 - 6667032475 20020901 20320801 360 2,947.05 20020901 359 504,472.74 704 788,000 - 6669235779 20020901 20320801 360 2,342.13 20020901 359 412,048.50 698 1,100,000 - 6669859909 20021001 20320901 360 3,179.62 20021001 360 560,000.00 775 810,000 - 6670304549 20020901 20320801 360 5,660.66 20020901 359 968,987.26 728 1,475,000 - 6670711610 20021001 20320901 360 2,071.90 20021001 360 370,000.00 711 820,000 - 6671698758 20021001 20320901 360 5,677.89 20021001 360 995,139.23 772 3,350,000 - 6671968433 20021001 20320901 360 2,590.46 20021001 360 450,000.00 793 570,000 - 6673962582 20020901 20320801 360 3,472.26 20020901 359 594,378.78 774 1,500,000 - 6674465585 20021001 20320901 360 3,526.93 20021001 360 638,700.00 713 2,650,000 - 6674828329 20020901 20320801 360 2,109.62 20020901 359 361,122.57 789 1,200,000 - 6675641804 20020901 20320801 360 4,159.70 20020901 359 702,483.05 644 880,000 879,000 6679053345 20021001 20320901 360 4,668.59 20021001 360 800,000.00 760 1,490,000 1,490,000 6681046709 20021001 20320901 360 1,876.60 20021001 360 313,000.00 727 580,000 - 6681677743 20021001 20320901 360 2,697.00 20021001 360 475,000.00 689 945,000 - 6682507568 20021001 20320901 360 5,599.72 20021001 360 1,000,000.00 726 2,045,000 2,045,000 6683200445 20021001 20320901 360 2,813.46 20021001 360 495,510.00 724 2,800,000 - 6684349316 20021001 20320901 360 2,575.87 20021001 360 460,000.00 664 850,000 - 6685820224 20021001 20320901 360 3,293.18 20021001 360 580,000.00 743 725,000 - 6688010559 20020901 20320801 360 2,611.83 20020901 359 459,496.50 775 1,000,000 - 6691521881 20021001 20320901 360 2,659.87 20021001 360 475,000.00 733 975,000 - 6691996372 20021001 20320901 360 4,083.66 20021001 360 750,000.00 745 1,150,000 - 6692032359 20021001 20320901 360 2,957.69 20021001 360 500,000.00 668 685,000 - 6693913151 20020901 20320801 360 2,997.93 20020901 359 527,422.07 758 975,000 - 6694040350 20021001 20320901 360 3,555.26 20021001 360 617,600.00 789 772,000 772,000 6694676724 20021001 20320901 360 1,791.91 20021001 360 320,000.00 691 485,000 - 6695056116 20020901 20320801 360 5,660.66 20020901 359 968,987.26 743 1,650,000 - 6695234622 20021001 20320901 360 5,263.73 20021001 360 940,000.00 782 1,550,000 - 6696189817 20020901 20320801 360 2,898.54 20020901 359 489,500.42 774 880,000 - 6697789961 20020901 20320801 360 2,705.80 20020901 359 489,437.95 760 1,075,000 - 6697799804 20021001 20320901 360 4,171.79 20021001 360 739,712.74 748 1,300,000 - 6698641906 20020901 20320801 360 2,082.22 20020901 359 351,641.11 804 440,000 440,000 6699134828 20021001 20320901 360 3,807.81 20021001 360 680,000.00 736 850,000 850,000 6700105171 20021001 20320901 360 2,032.11 20021001 360 368,000.00 710 600,000 - 6700882860 20021001 20320901 360 2,469.38 20021001 360 460,000.00 793 685,000 660,000 6705230180 20020901 20320801 360 2,899.07 20020901 359 524,397.81 760 878,000 857,500 6705395801 20021001 20320901 360 3,387.65 20021001 360 580,500.00 671 1,025,000 - 6705454434 20021001 20320901 360 2,796.49 20021001 360 479,200.00 775 600,000 599,000 6708160822 20020901 20320801 360 2,054.18 20020901 359 351,632.49 737 475,000 - 6708169203 20020901 20320801 360 2,020.49 20020901 359 336,664.51 764 408,000 - REPUBLIC MORTGAGE INS CO 6708908238 20020901 20320801 360 2,659.87 20020901 359 474,467.73 704 775,000 - 6711237666 20021001 20320901 360 5,308.53 20021001 360 948,000.00 699 1,300,000 - 6712426060 20020901 20320801 360 5,599.72 20020901 359 998,879.45 736 3,000,000 - 6713023585 20020901 20320801 360 3,501.44 20020901 359 599,373.56 763 785,000 - 6713154687 20021001 20320901 360 2,357.48 20021001 360 421,000.00 750 788,000 - 6713597224 20021001 20120901 120 9,769.47 20021001 120 890,000.00 745 2,750,000 - 6714338206 20020901 20320801 360 5,835.73 20020901 359 998,955.94 789 1,460,000 - 6715160963 20021001 20320901 360 2,628.87 20021001 360 463,000.00 739 624,000 - 6715777394 20021001 20320901 360 2,768.91 20021001 360 481,000.00 714 605,000 - 6716138158 20021001 20320901 360 2,995.85 20021001 360 535,000.00 798 900,000 - 6716383689 20021001 20320901 360 3,549.23 20021001 360 600,000.00 661 750,000 750,000 6716488819 20020901 20320801 360 2,117.71 20020901 359 357,635.00 757 550,000 - 6717397696 20021001 20320901 360 2,225.39 20021001 360 403,000.00 765 535,000 - 6718881250 20021001 20320901 360 1,932.72 20021001 360 350,000.00 635 625,000 - 6719905439 20021001 20320901 360 2,334.30 20021001 360 400,000.00 768 590,000 - 6721294632 20021001 20320901 360 4,715.27 20021001 360 808,000.00 726 3,000,000 - 6721391198 20021001 20320901 360 1,882.81 20021001 360 377,100.00 716 422,000 419,000 UNITED GUARANTY 6725139031 20020901 20320801 360 3,160.36 20021001 359 548,413.08 765 690,000 - 6725204595 20020901 20320801 360 3,639.82 20020901 359 649,271.64 754 900,000 - 6725280165 20021001 20320901 360 2,130.05 20021001 360 365,000.00 699 475,000 - 6726940601 20021001 20220901 240 2,435.13 20021001 240 354,000.00 711 540,000 - 6728437028 20020901 20320801 360 3,151.30 20020901 359 539,436.20 712 775,000 - 6728607349 20021001 20320901 360 2,070.77 20021001 360 375,000.00 787 736,000 730,500 6730738066 20021001 20320901 360 5,599.72 20021001 360 1,000,000.00 708 2,200,000 - 6731013436 20021001 20320901 360 1,890.74 20021001 360 333,000.00 736 420,000 - 6731146590 20020901 20320801 360 2,736.96 20020901 359 468,510.33 752 675,000 - 6732005563 20021001 20320901 360 2,540.14 20021001 360 460,000.00 745 1,040,000 - 6733438524 20021001 20320901 360 1,920.71 20021001 360 343,000.00 771 495,000 - 6735351550 20020901 20320801 360 2,334.30 20020901 359 399,582.37 749 505,000 502,415 6735434208 20021001 20320901 360 4,864.30 20021001 360 845,000.00 781 1,145,000 1,145,000 6736056299 20020901 20320801 360 2,771.98 20020901 359 474,504.06 753 1,000,000 - 6736624344 20020901 20320801 360 2,763.16 20020901 359 479,486.84 673 650,000 - 6738528709 20021001 20320901 360 2,650.09 20021001 360 448,000.00 738 563,000 - 6738761946 20021001 20320901 360 2,258.52 20021001 360 409,000.00 779 590,000 - 6738771424 20020901 20320801 360 3,476.86 20020901 359 595,165.96 741 760,000 - 6739299722 20021001 20320901 360 3,690.63 20021001 360 650,000.00 750 1,127,000 - 6739587555 20021001 20320901 360 2,063.61 20021001 360 379,000.00 737 730,000 - 6741133349 20020901 20320801 360 2,077.45 20020901 359 346,155.05 763 455,000 485,000 6741736885 20021001 20320901 360 2,374.28 20021001 360 424,000.00 705 550,000 530,000 6741748229 20021001 20320901 360 2,913.20 20021001 360 499,200.00 686 625,000 624,000 6742085662 20021001 20320901 360 2,814.89 20021001 360 469,500.00 679 590,000 - 6743713650 20021001 20320901 360 3,718.21 20021001 360 664,000.00 794 830,000 830,000 6745236239 20021001 20320901 360 3,261.39 20021001 360 566,550.00 794 810,000 - 6745471927 20020901 20320801 360 3,022.73 20020901 359 539,195.12 786 985,000 - 6746574703 20021001 20320901 360 2,178.29 20021001 360 389,000.00 740 500,000 - 6746745097 20020901 20320801 360 1,761.51 20020901 359 305,672.87 739 340,000 340,000 UNITED GUARANTY 6746982070 20020901 20320801 360 2,435.88 20020901 359 434,512.56 644 875,000 - 6747261771 20021001 20320901 360 2,509.37 20021001 360 430,000.00 710 582,000 - 6747424346 20020901 20320801 360 1,998.16 20020901 359 342,042.51 726 430,000 428,000 6747767652 20021001 20320901 360 2,048.59 20021001 360 360,800.00 693 451,000 - 6749440126 20021001 20320901 360 1,929.61 20021001 360 335,200.00 741 419,000 419,000 6749663925 20021001 20320901 360 3,581.02 20021001 360 639,500.00 736 1,900,000 - 6749883846 20021001 20320901 360 5,291.73 20021001 360 945,000.00 782 1,900,000 - 6750039510 20020901 20320801 360 1,748.08 20020901 359 339,562.34 744 484,000 470,760 6750491034 20020901 20320801 360 2,072.43 20020901 359 364,600.49 700 460,000 - 6753328910 20021001 20320901 360 3,724.50 20021001 360 647,000.00 773 2,000,000 - 6753385597 20021001 20320901 360 2,543.70 20021001 360 448,000.00 726 560,000 - 6756542772 20021001 20320901 360 2,413.14 20021001 360 437,000.00 769 1,425,000 - 6758045741 20021001 20320901 360 4,002.17 20021001 360 650,000.00 708 1,100,000 - 6758333675 20021001 20320901 360 3,265.29 20021001 360 552,000.00 654 690,000 690,000 6758873506 20020901 20320801 360 4,029.60 20020901 359 699,251.65 765 1,300,000 1,300,000 6761186359 20021001 20320901 360 3,166.64 20021001 360 565,500.00 771 707,500 - 6761848099 20021001 20320901 360 1,816.93 20021001 360 320,000.00 730 401,000 - 6762847561 20021001 20320901 360 3,338.60 20021001 360 588,000.00 767 760,000 - 6765120925 20020901 20320801 360 3,056.18 20020901 359 523,153.22 732 675,000 - 6765698813 20020901 20320801 360 4,055.84 20020901 359 690,199.09 718 950,000 - 6766405366 20021001 20320901 360 2,100.82 20021001 360 370,000.00 773 620,000 - 6766439811 20020901 20320801 360 5,227.08 20020901 359 958,872.92 732 2,000,000 - 6766667858 20021001 20320901 360 2,917.87 20021001 360 500,000.00 723 625,000 - 6766714841 20020901 20320801 360 2,833.46 20020901 359 505,433.00 738 885,000 - 6766777947 20021001 20320901 360 3,247.84 20021001 360 580,000.00 726 770,000 - 6768842376 20021001 20320901 360 2,706.88 20021001 360 457,600.00 650 800,000 - 6769458974 20021001 20320901 360 2,458.65 20021001 360 458,000.00 717 585,000 572,500 6769561819 20021001 20320901 360 4,003.48 20021001 360 725,000.00 749 1,150,000 - 6770187026 20021001 20320901 360 1,771.51 20021001 360 312,000.00 768 390,000 390,000 6770425723 20020901 20320801 360 2,519.96 20020901 359 425,565.67 785 540,000 - 6770690193 20021001 20320901 360 2,498.28 20021001 360 438,350.82 735 1,000,000 - 6771170336 20020901 20320801 360 2,418.79 20020901 359 425,533.71 754 541,000 - 6771595268 20020901 20320801 360 2,351.88 20020901 359 419,529.37 742 575,000 550,000 6771646376 20021001 20320901 360 2,596.59 20021001 360 463,700.00 770 582,000 582,000 6772068695 20020901 20320801 360 2,800.57 20020901 359 479,398.95 717 600,000 599,900 6772446388 20020901 20320801 360 2,437.00 20021001 359 434,712.33 766 545,500 - 6773556375 20021001 20320901 360 3,191.84 20021001 360 570,000.00 795 815,000 - 6773712895 20020901 20320801 360 2,235.09 20020901 359 382,600.12 785 625,000 - 6775388017 20020901 20320801 360 2,957.69 20020901 359 499,490.23 679 735,000 625,000 6775730903 20021001 20320901 360 5,747.42 20021001 360 998,411.00 804 2,200,000 - 6776168186 20021001 20320901 360 3,375.51 20021001 360 594,500.00 762 1,100,000 - 6777281020 20021001 20320901 360 1,935.65 20021001 360 327,222.00 668 490,000 - 6778468212 20021001 20320901 360 4,317.43 20021001 360 750,000.00 724 950,000 950,000 6778596822 20021001 20320901 360 2,810.56 20021001 360 495,000.00 707 735,000 730,000 6779978284 20020901 20320801 360 2,714.04 20020901 359 477,476.79 750 600,000 - 6780100225 20021001 20320901 360 2,993.42 20021001 360 520,000.00 742 650,000 650,000 6780853807 20020901 20320801 360 3,316.27 20020901 359 552,574.36 694 737,500 737,500 6781579344 20020901 20320801 360 2,357.90 20020901 359 398,198.60 633 640,000 - 6781939308 20020901 20320801 360 2,214.38 20020901 359 389,573.12 720 725,000 - 6782933920 20020901 20320801 360 2,566.41 20020901 359 451,505.26 751 565,000 565,000 6783251017 20020901 20320801 360 3,040.51 20020901 359 513,475.95 762 660,000 - 6783373852 20021001 20320901 360 2,674.31 20021001 360 471,004.00 754 700,000 - 6785729051 20021001 20320901 360 2,698.45 20021001 360 462,400.00 774 578,000 578,000 6786276326 20020901 20320801 360 2,964.64 20020901 359 514,449.42 782 1,250,000 - 6786726759 20020901 20320801 360 2,839.39 20020901 359 479,510.61 742 620,000 - 6788373006 20020901 20320801 360 3,453.94 20020901 359 599,358.56 747 810,000 805,000 6788428065 20021001 20320901 360 1,878.02 20021001 360 387,500.00 772 488,000 487,500 6788554662 20020901 20320801 360 2,878.29 20020901 359 499,465.46 765 840,000 - 6789800726 20021001 20320901 360 2,381.44 20021001 360 450,000.00 769 600,000 - 6790534215 20020901 20320801 360 2,514.04 20020901 359 424,566.69 712 557,000 - 6791579391 20021001 20320901 360 2,799.86 20021001 360 500,000.00 705 810,000 - 6791759241 20020901 20320801 360 4,247.07 20020901 359 747,181.26 740 935,000 - 6793511343 20020901 20320801 360 1,966.83 20020901 359 346,020.84 746 450,000 433,000 6794408002 20020901 20320801 360 2,388.98 20021001 359 414,556.33 787 620,000 - 6794778024 20021001 20320901 360 3,253.46 20021001 360 550,000.00 770 830,000 - 6795276010 20021001 20320901 360 1,813.32 20021001 360 315,000.00 767 400,000 - 6795590444 20021001 20320901 360 2,952.51 20021001 360 520,000.00 742 650,000 650,000 6795897658 20020901 20320801 360 1,917.43 20020901 359 337,330.36 780 455,000 - 6796855085 20020901 20320801 360 2,371.71 20020901 359 411,559.54 714 516,000 515,000 6797190128 20020901 20320801 360 2,808.40 20021001 359 474,061.93 773 595,000 - 6799126344 20021001 20320901 360 2,139.09 20021001 360 366,550.00 780 525,000 - 6800726546 20021001 20320901 360 2,655.26 20021001 360 455,000.00 662 650,000 - 6801748788 20021001 20320901 360 3,258.51 20021001 360 607,000.00 773 1,200,000 - 6802007689 20021001 20320901 360 4,355.90 20021001 360 800,000.00 751 1,400,000 - 6802375474 20021001 20320901 360 3,929.10 20021001 360 692,000.00 783 2,300,000 - 6802750304 20020901 20320801 360 3,260.96 20020901 359 454,857.74 735 600,000 524,415 UNITED GUARANTY 6805153837 20021001 20320901 360 3,974.53 20021001 360 700,000.00 759 3,000,000 - 6805165047 20021001 20320901 360 3,583.82 20021001 360 640,000.00 789 850,000 - 6805681365 20020901 20320801 360 1,998.62 20020901 359 351,614.71 766 440,000 - 6810357936 20021001 20320901 360 2,211.89 20021001 360 395,000.00 777 550,000 - 6810596657 20021001 20320901 360 2,873.02 20021001 360 506,000.00 720 725,000 - 6811994810 20020901 20320801 360 2,650.09 20020901 359 447,543.24 748 560,000 560,000 6813283592 20021001 20320901 360 1,750.70 20021001 360 308,335.00 775 355,000 - GENERAL ELECTRIC MTG INS 6814541758 20020901 20320801 360 1,910.96 20020901 359 331,328.94 766 493,000 - 6814863913 20021001 20320901 360 1,964.55 20021001 360 346,000.00 767 505,000 - 6815337925 20021001 20320901 360 2,164.98 20021001 360 381,300.00 737 575,000 - 6815670002 20020901 20320801 360 2,307.00 20020901 359 389,602.38 752 1,400,000 - 6816834532 20020901 20320801 360 2,240.92 20020901 359 383,599.08 800 480,000 480,000 6818697960 20021001 20320901 360 2,366.16 20021001 360 400,000.00 791 700,000 - 6818998038 20020901 20320801 360 3,529.45 20020901 359 604,168.55 720 2,160,000 2,160,000 6819418390 20021001 20320901 360 1,903.91 20021001 360 340,000.00 801 850,000 - 6820116348 20021001 20320901 360 3,309.43 20021001 360 591,000.00 630 1,000,000 - 6823921645 20021001 20320901 360 5,522.04 20021001 360 1,000,000.00 706 1,600,000 - 6825222703 20021001 20320901 360 4,318.23 20021001 360 730,000.00 645 1,075,000 - 6825268607 20020901 20320801 360 3,548.13 20021001 359 607,365.20 761 760,000 760,000 6825361279 20020901 20320801 360 2,845.30 20020901 359 480,509.60 730 745,000 - 6825733063 20020901 20320801 360 2,238.38 20021001 359 378,014.20 645 473,000 - 6827438026 20020901 20320801 360 2,123.75 20020901 359 368,530.59 813 755,000 - 6829667648 20020901 20320801 360 3,639.82 20020901 359 649,271.64 712 1,070,000 - 6833023275 20021001 20320901 360 2,177.95 20021001 360 400,000.00 698 655,000 - 6833205799 20020901 20320801 360 5,062.50 20020901 359 866,594.27 783 1,750,000 - 6834056902 20021001 20320901 360 2,159.89 20021001 360 391,139.00 664 604,000 - 6834861483 20021001 20320901 360 2,605.63 20021001 360 499,500.00 776 807,000 799,500 6835216133 20021001 20320901 360 1,767.06 20021001 360 320,000.00 730 400,000 - 6835278968 20020901 20320801 360 4,732.31 20020901 359 799,184.36 757 1,800,000 - 6836010253 20020901 20320801 360 2,446.54 20020901 359 424,545.65 736 570,000 570,000 6836058542 20021001 20320901 360 3,815.55 20021001 360 672,000.00 782 845,000 - 6838889894 20021001 20320901 360 2,725.39 20021001 360 476,838.00 763 758,000 - 6839256341 20020901 20320801 360 2,861.57 20020901 359 483,256.79 768 650,000 645,000 6839829972 20021001 20320901 360 3,898.53 20021001 360 716,000.00 762 1,800,000 1,750,000 6841720771 20020901 20320801 360 5,641.44 20020901 359 978,952.31 750 2,360,000 - 6842234194 20021001 20320901 360 3,012.41 20021001 360 516,200.00 655 1,315,000 - 6842399559 20021001 20320901 360 2,861.66 20021001 360 504,000.00 718 630,000 630,000 6843093771 20021001 20320901 360 2,641.95 20021001 360 471,800.00 743 700,000 - 6843330470 20020901 20320801 360 2,183.89 20020901 359 389,562.99 784 795,000 - 6844000650 20020901 20320801 360 2,422.19 20020901 359 403,597.81 699 525,000 505,000 6844721297 20020901 20320801 360 2,234.29 20021001 359 398,552.90 768 499,000 499,000 6844967890 20021001 20320901 360 1,928.13 20021001 360 330,400.00 776 460,000 - 6845642674 20021001 20320901 360 3,493.24 20021001 360 615,234.00 756 771,000 769,043 6845646303 20020901 20320801 360 4,376.72 20021001 359 727,887.50 760 1,500,000 - 6845890430 20021001 20320901 360 2,760.66 20021001 360 493,000.00 719 705,000 - 6847192850 20020901 20320801 360 5,042.07 20020901 359 858,031.70 774 1,200,000 - 6847443089 20021001 20320901 360 2,954.29 20021001 360 535,000.00 744 1,450,000 - 6847813687 20021001 20320901 360 4,479.77 20021001 360 800,000.00 785 2,515,000 - 6848609886 20020901 20320801 360 5,292.09 20020901 359 998,770.41 746 2,700,000 - 6849607889 20020901 20320801 360 2,271.16 20020901 359 399,562.17 793 515,000 - 6851428430 20020901 20320801 360 2,705.80 20020901 359 488,814.90 783 758,000 - 6851832383 20020901 20320801 360 2,240.54 20021001 359 394,175.08 763 510,000 - 6853123039 20021001 20320901 360 2,133.72 20021001 360 381,040.00 761 480,000 - 6853599279 20020901 20320801 360 3,666.64 20020901 359 663,238.36 784 830,000 - 6854550164 20021001 20320901 360 3,266.88 20021001 360 559,805.00 783 915,000 - 6854701601 20021001 20320901 360 2,982.32 20021001 360 521,250.00 769 1,000,000 - 6855152697 20021001 20320901 360 1,892.92 20021001 360 319,999.00 737 400,000 399,999 6855212533 20021001 20320901 360 2,271.16 20021001 360 400,000.00 752 530,000 - 6855265622 20021001 20320901 360 4,140.77 20021001 360 700,000.00 761 975,000 - 6855970536 20020901 20320801 360 3,520.30 20021001 359 619,321.37 756 775,000 - 6856004368 20020901 20320801 360 2,042.51 20020901 359 349,634.57 787 905,000 - 6856528903 20021001 20320901 360 4,376.80 20021001 360 750,000.00 745 2,050,000 - 6857760364 20021001 20320901 360 2,177.95 20021001 360 400,000.00 712 720,000 - 6858444893 20021001 20320901 360 1,921.67 20021001 360 347,525.16 783 455,000 - 6859721596 20021001 20320901 360 3,566.39 20021001 360 655,000.00 814 1,395,000 - 6861436464 20020901 20320801 360 1,855.26 20020901 359 345,184.74 791 432,000 432,000 6862702856 20021001 20320901 360 1,959.90 20021001 360 350,000.00 718 650,000 - 6863958291 20021001 20320901 360 5,177.14 20021001 360 875,200.00 682 1,094,000 - 6865032087 20021001 20320901 360 3,557.85 20021001 360 692,000.00 789 865,000 865,000 6865045337 20021001 20320901 360 1,932.72 20021001 360 350,000.00 725 550,000 - 6865545013 20020901 20320801 360 2,271.60 20021001 359 416,710.19 711 525,000 521,500 6867232362 20021001 20320901 360 2,208.82 20021001 360 400,000.00 773 600,000 500,000 6868061711 20021001 20320901 360 2,638.59 20021001 360 467,826.25 691 590,000 - 6868433274 20020901 20320801 360 3,495.61 20020901 359 598,374.60 705 1,350,000 - 6868532331 20020901 20320801 360 2,185.20 20020901 359 379,194.18 772 475,000 474,500 6869510344 20020901 20320801 360 5,455.78 20020901 359 986,866.72 761 1,550,000 - 6870601306 20021001 20320901 360 4,871.63 20021001 360 858,000.00 668 1,150,000 - 6872624785 20021001 20320901 360 2,276.73 20021001 360 395,500.00 742 565,000 - 6872762122 20020901 20320801 360 2,026.32 20020901 359 351,623.68 789 440,000 440,000 6872821738 20021001 20320901 360 3,048.98 20021001 360 536,990.00 711 1,200,000 - 6874154740 20020901 20320801 360 2,180.31 20020901 359 383,579.69 765 480,000 480,000 6874834762 20021001 20320901 360 2,320.84 20021001 360 408,750.00 725 545,000 - 6876466324 20021001 20320901 360 1,799.90 20021001 360 317,000.00 659 480,000 - 6878340451 20021001 20320901 360 2,028.71 20021001 360 367,383.00 775 625,000 - 6878995155 20020901 20320801 360 1,921.83 20020901 359 342,815.42 772 430,000 429,000 6883197854 20020901 20320801 360 2,333.83 20020901 359 399,502.45 746 500,000 499,900 6887571724 20021001 20320901 360 4,551.92 20021001 360 836,000.00 764 1,300,000 - 6888597041 20020901 20320801 360 1,940.25 20020901 359 327,665.58 765 410,000 410,000 6890582650 20020901 20320801 360 2,861.66 20020901 359 503,448.34 772 775,000 - 6890913020 20020901 20320801 360 2,279.60 20020901 359 395,576.65 749 500,000 - 6891811876 20021001 20320901 360 1,875.91 20021001 360 335,000.00 692 840,000 - 6895206081 20021001 20320901 360 2,115.94 20021001 360 357,700.00 726 511,000 - 6900335008 20021001 20320901 360 4,826.21 20021001 360 850,000.00 751 2,665,000 - 6900796076 20020901 20320801 360 2,138.79 20020901 359 351,657.88 721 440,000 - 6901876265 20020901 20320801 360 5,727.79 20020901 359 993,936.27 786 1,350,000 - 6902071346 20021001 20320901 360 5,966.30 20021001 360 969,000.00 660 3,100,000 - 6902227195 20021001 20320901 360 4,478.61 20021001 360 778,000.00 752 1,900,000 - 6905374903 20021001 20320901 360 1,916.29 20021001 360 337,500.00 766 453,000 450,000 6906802274 20020901 20320801 360 3,016.85 20020901 359 509,480.03 771 1,000,000 - 6907469214 20021001 20320901 360 1,737.32 20021001 360 347,960.00 804 435,000 434,950 6907483009 20021001 20320901 360 2,054.18 20021001 360 352,000.00 802 440,000 440,000 6910043311 20021001 20320901 360 2,334.30 20021001 360 400,000.00 669 505,000 - 6911883871 20021001 20320901 360 2,537.93 20021001 360 459,600.00 764 585,000 - 6912085757 20021001 20320901 360 1,829.51 20021001 360 313,500.00 769 395,000 - 6914153397 20020901 20320801 360 2,023.06 20020901 359 341,651.32 743 460,000 - 6914782799 20021001 20320901 360 2,770.41 20021001 360 523,500.00 758 1,200,000 - 6915739137 20021001 20320901 360 5,459.72 20021001 360 975,000.00 732 2,000,000 - 6919944527 20021001 20320901 360 2,620.67 20021001 360 468,000.00 687 585,000 585,000 6920685937 20021001 20320901 360 2,083.10 20021001 360 372,000.00 772 465,000 465,000 6921764566 20020901 20320801 360 2,334.30 20020901 359 399,582.37 664 500,000 - 6922698722 20020901 20320801 360 1,957.24 20020901 359 339,636.51 745 425,000 425,000 6922841900 20020901 20320801 360 2,655.00 20020901 359 480,248.50 766 601,000 601,000 6923092388 20021001 20320901 360 2,199.01 20021001 360 382,000.00 705 555,000 - 6924416487 20021001 20320901 360 6,076.11 20021001 360 1,000,000.00 667 2,300,000 - 6924538751 20021001 20320901 360 1,995.82 20021001 360 342,000.00 663 550,000 - 6925189042 20020901 20320801 360 1,911.09 20020901 359 355,572.24 756 460,000 445,000 6925479583 20021001 20320901 360 2,153.09 20021001 360 384,500.00 718 480,000 455,000 GENERAL ELECTRIC MTG INS 6927275385 20021001 20320901 360 3,905.80 20021001 360 697,500.00 772 1,850,000 - 6928366365 20021001 20320901 360 1,873.04 20021001 360 344,000.00 743 430,000 430,000 6929245303 20021001 20320901 360 2,866.63 20021001 360 534,000.00 714 975,000 - 6930165060 20020901 20320801 360 4,046.12 20021001 359 683,302.63 804 1,100,000 - 6930191355 20020901 20320801 360 2,352.97 20020901 359 402,779.03 743 504,000 504,000 6930664195 20021001 20320901 360 2,464.21 20021001 360 434,000.00 701 570,000 - 6931200551 20020901 20320801 360 2,878.29 20020901 359 499,465.46 765 1,300,000 - 6931280363 20020901 20320801 360 3,625.35 20020901 359 588,241.32 776 741,000 736,000 6932074120 20021001 20320901 360 2,475.24 20021001 360 454,600.00 777 945,000 - 6932386714 20021001 20320901 360 1,903.91 20021001 360 340,000.00 746 425,000 425,000 6932527887 20020901 20320801 360 2,924.12 20020901 359 514,436.30 752 735,000 - 6932656694 20021001 20320901 360 2,770.82 20021001 360 488,000.00 728 610,000 - 6933175744 20020901 20320801 360 1,840.21 20020901 359 323,745.25 662 465,000 - 6935351640 20021001 20320901 360 2,129.54 20021001 360 360,000.00 717 1,415,000 - 6937089784 20020901 20320801 360 2,386.82 20021001 359 408,572.97 754 535,000 - 6937261375 20021001 20320901 360 3,180.48 20021001 360 545,000.00 713 1,000,000 - 6939710684 20020901 20320801 360 2,341.30 20020901 359 429,495.16 776 538,000 537,500 6939911746 20021001 20320901 360 1,957.24 20021001 360 340,000.00 721 425,000 425,000 6940311076 20021001 20320901 360 2,720.45 20021001 360 485,818.00 673 607,500 607,273 6940841841 20021001 20320901 360 1,742.64 20021001 360 311,200.00 724 389,000 389,000 6941493998 20020901 20320801 360 2,952.51 20020901 359 519,430.82 729 825,000 - 6941792779 20021001 20320901 360 3,389.79 20021001 360 588,855.00 723 1,000,000 - 6942019446 20021001 20320901 360 4,317.43 20021001 360 750,000.00 692 2,700,000 - 6942876662 20020901 20320801 360 4,258.42 20020901 359 749,179.08 719 1,300,000 - 6943143286 20020901 20320801 360 2,925.81 20020901 359 487,514.19 727 610,000 - 6943328184 20021001 20320901 360 2,374.48 20021001 360 430,000.00 749 800,000 - 6943450012 20020901 20320801 360 3,311.35 20020901 359 582,561.65 741 1,160,000 - 6945459359 20021001 20320901 360 2,239.89 20021001 360 400,000.00 739 695,000 - 6945886064 20021001 20320901 360 2,003.29 20021001 360 348,000.00 736 435,000 - 6945900873 20020901 20320801 360 3,516.62 20020901 359 627,296.30 678 785,000 785,000 6946216451 20021001 20320901 360 1,867.44 20021001 360 320,000.00 751 550,000 - 6947368715 20020901 20320801 360 2,410.16 20020901 359 412,568.80 770 1,400,000 - 6948676553 20021001 20320901 360 2,082.22 20021001 360 352,000.00 816 456,000 - 6949936394 20020901 20320801 360 2,009.98 20020901 359 353,612.52 767 655,000 - 6950211810 20021001 20320901 360 1,925.31 20021001 360 353,600.00 694 445,000 442,000 6950829413 20021001 20320901 360 2,150.08 20021001 360 373,500.00 736 415,000 415,000 GENERAL ELECTRIC MTG INS 6951207718 20020901 20320801 360 2,450.20 20020901 359 449,471.68 760 752,000 725,000 6951695169 20020901 20320801 360 1,784.54 20020901 359 309,668.59 776 605,000 - 6952240205 20020901 20320801 360 3,914.47 20021001 359 678,973.50 726 850,000 850,000 6954176209 20020901 20320801 360 1,724.72 20020901 359 307,654.86 767 595,000 - 6954346851 20021001 20320901 360 2,043.90 20021001 360 365,000.00 740 615,000 - 6954632748 20020901 20320801 360 2,694.08 20020901 359 467,499.67 646 592,000 - 6956047507 20021001 20320901 360 1,939.38 20021001 360 341,567.00 815 875,000 - 6956154287 20020901 20320801 360 3,972.03 20020901 359 689,262.35 702 990,000 - 6957267138 20021001 20320901 360 2,762.87 20021001 360 486,600.00 691 615,000 - 6958012699 20021001 20320901 360 4,258.42 20021001 360 750,000.00 664 1,350,000 - 6958101641 20020901 20320801 360 2,042.51 20020901 359 349,634.57 774 700,000 - 6958546134 20021001 20320901 360 2,850.26 20021001 360 509,000.00 779 935,000 - 6959258432 20020901 20320801 360 2,095.03 20020901 359 358,625.18 779 760,000 - 6959466555 20020901 20320801 360 2,413.48 20020901 359 407,584.02 662 525,000 510,000 6960321716 20020901 20320801 360 2,689.24 20020901 359 486,441.39 680 660,000 660,000 6960644190 20020901 20320801 360 2,417.76 20021001 359 419,550.99 753 525,000 525,000 6961525927 20020901 20320801 360 3,431.41 20020901 359 587,386.09 742 745,000 - 6962748098 20021001 20320901 360 2,152.96 20021001 360 374,000.00 783 700,000 - 6963024473 20021001 20320901 360 2,417.76 20021001 360 420,000.00 780 790,000 - 6963366502 20021001 20320901 360 2,799.86 20021001 360 500,000.00 735 1,600,000 - 6965148403 20020901 20320801 360 2,694.08 20020901 359 467,499.67 679 835,000 - 6966176395 20020901 20320801 360 3,313.23 20021001 359 599,311.77 774 800,000 800,000 6966957026 20021001 20320901 360 2,168.96 20021001 360 382,000.00 799 1,500,000 - 6967274082 20020901 20320801 360 3,449.43 20020901 359 615,309.74 772 775,000 770,000 6967540763 20020901 20320801 360 2,047.11 20020901 359 360,145.37 796 900,000 - 6970289275 20021001 20320901 360 2,872.66 20021001 360 513,000.00 770 1,100,000 - 6970374531 20020901 20320801 360 2,435.82 20021001 359 428,530.43 762 640,000 - 6970600711 20021001 20320901 360 2,187.50 20021001 360 380,000.00 751 750,000 - 6971031171 20021001 20320901 360 4,541.57 20021001 360 834,100.00 776 1,315,000 - 6972790213 20021001 20320901 360 3,133.60 20021001 360 559,600.00 740 850,000 - 6973411660 20021001 20320901 360 1,953.20 20021001 360 344,000.00 682 430,000 - 6974448083 20021001 20320901 360 2,585.23 20021001 360 443,000.00 755 640,000 - 6975608784 20020901 20320801 360 1,981.66 20020901 359 334,658.44 776 790,000 - 6976073376 20020901 20320801 360 3,974.53 20020901 359 699,233.80 703 1,550,000 - 6976087079 20020901 20320801 360 2,830.66 20021001 359 504,933.56 720 777,000 - 6976999737 20020901 20320801 360 1,928.45 20020901 359 334,641.86 769 680,000 - 6977684429 20021001 20320901 360 1,959.22 20021001 360 354,800.00 793 444,000 443,500 6978395074 20021001 20320901 360 2,157.60 20021001 360 380,000.00 788 641,000 - 6979382642 20021001 20320901 360 2,616.19 20021001 360 467,200.00 707 584,000 - 6982183219 20021001 20320901 360 2,275.29 20021001 360 395,250.00 753 515,000 - 6983064087 20021001 20320901 360 2,163.54 20021001 360 391,800.00 776 490,000 489,760 6986803333 20020901 20320801 360 3,071.45 20020901 359 547,885.37 763 1,600,000 - 6986955364 20020901 20320801 360 4,083.66 20020901 359 749,119.47 763 1,055,000 1,055,000 6989072902 20021001 20320901 360 3,029.95 20021001 360 548,700.00 717 1,003,000 - 6989490658 20020901 20320801 360 5,301.66 20020901 359 895,336.23 715 1,210,000 - 6992045986 20020901 20320801 360 1,873.04 20021001 359 343,596.13 708 430,000 430,000 6994429691 20021001 20320901 360 2,415.70 20021001 360 450,000.00 741 812,000 - 6994555339 20020901 20320801 360 2,334.30 20020901 359 399,582.37 639 1,000,000 - 6995321269 20021001 20320901 360 1,778.14 20021001 360 336,000.00 692 420,000 - 6997046773 20020901 20320801 360 2,430.14 20020901 359 427,531.53 759 535,000 535,000 6997557704 20020901 20320801 360 2,763.16 20020901 359 479,486.84 701 600,000 600,000 6998264235 20021001 20320901 360 2,995.72 20021001 360 600,000.00 783 4,000,000 4,000,000 7016089018 20021001 20320901 360 3,220.93 20021001 360 600,000.00 711 1,400,000 - 7016089596 20020901 20320801 360 2,748.05 20021001 359 490,197.09 684 925,000 - 7016099611 20020901 20320801 360 2,745.31 20020901 359 503,608.04 784 1,132,000 - 7016100930 20020901 20320801 360 2,340.40 20020901 359 417,480.66 756 760,000 - 7016102449 20021001 20320901 360 1,697.76 20021001 360 307,450.00 675 395,000 - 7016103223 20021001 20320901 360 2,621.71 20021001 360 481,500.00 750 735,000 - 7016109295 20021001 20270901 300 1,987.98 20021001 300 316,000.00 671 540,000 - 7016122363 20021001 20320901 360 2,330.41 20021001 360 428,000.00 774 925,000 - 7016122512 20021001 20320901 360 5,599.72 20021001 360 1,000,000.00 798 4,250,000 - 7016125861 20021001 20220901 240 3,032.30 20021001 240 450,000.00 648 950,000 950,000 7016129210 20021001 20320901 360 1,901.14 20021001 360 369,770.00 803 570,000 - 7016131182 20021001 20320901 360 1,729.11 20021001 360 322,100.00 769 460,000 - 7016133220 20020901 20320801 360 3,495.45 20020901 359 632,273.93 759 940,000 - 7016134194 20021001 20320901 360 1,890.74 20021001 360 333,000.00 663 770,000 - 7016142304 20021001 20320901 360 2,506.99 20021001 360 435,500.00 739 575,000 - 7016144839 20021001 20170901 180 3,135.13 20021001 180 390,000.00 787 710,000 - 7016145430 20021001 20320901 360 2,302.63 20021001 360 400,000.00 757 520,000 500,000 7016145653 20021001 20320901 360 1,882.12 20021001 360 350,604.00 756 550,000 - 7016149606 20021001 20320901 360 1,742.61 20021001 360 324,615.00 758 455,000 - 7016150265 20021001 20320901 360 3,266.93 20021001 360 600,000.00 749 1,555,000 - 7016259249 20021001 20320901 360 3,045.69 20021001 360 543,900.00 707 1,225,000 -
BOAMS 2002-J 5/1 LIBOR MORTGAGE SCHEDULE (continued)
LOAN 1ST CHANGE ADJUSTMENT CONVERSION 1ST CHANGE MAX RATE MINIMUM MAXIMUM MINIMUM PERIODIC NUMBER DATE FREQUENCY FLAG MARGIN CAP INCREASE RATE DECREASE RATE RATE RATE CAP ----------------------------------------------------------------------------------------------------------------------------- 6000111689 20070901 012 N 2.250 5.00000 5.00 5.00 10.375 2.250 2.00 6000169885 20070901 012 N 2.250 5.00000 5.00 5.00 10.625 2.250 2.00 6000241957 20070801 012 N 2.250 5.00000 5.00 5.00 10.500 2.250 2.00 6000448735 20070901 012 N 2.250 5.00000 5.00 5.00 10.625 2.250 2.00 6001176608 20070901 012 N 2.250 5.00000 5.00 5.00 10.625 2.250 2.00 6001576724 20070901 012 N 2.250 5.00000 5.00 5.00 10.500 2.250 2.00 6003367171 20070901 012 N 2.250 5.00000 5.00 5.00 10.500 2.250 2.00 6005526683 20070801 012 N 2.250 5.00000 5.00 5.00 10.750 2.250 2.00 6005890782 20070801 012 N 2.250 5.00000 5.00 5.00 10.375 2.250 2.00 6006170739 20070901 012 N 2.250 5.00000 5.00 5.00 09.625 2.250 2.00 6006856386 20070901 012 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EXHIBIT E REQUEST FOR RELEASE OF DOCUMENTS [date] To: The Bank of New York 101 Barclay Street - 8 West New York, New York 10286 Attn: Inventory Control Re: The Pooling and Servicing Agreement dated September 26, 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: ___________________________________ ________________ Custodian 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 September 26, 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 West New York, New York 10286 Re: Bank of America Mortgage Securities, Inc., Mortgage Pass-Through Certificates, Series 2002-J, Class ___, having an initial aggregate Certificate Balance as of September 26, 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 September 26, 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 West New York, New York 10286 Re: Bank of America Mortgage Securities, Inc., Mortgage Pass-Through Certificates, Series 2002-J, Class ___, having an initial aggregate Certificate Balance as of September 26, 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 September 26, 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. ----------------- (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. ___ 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. ___ 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 Transferred Yes No 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 Transferred Yes No 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 West New York, New York 10286 Re: Bank of America Mortgage Securities, Inc., Mortgage Pass-Through Certificates, Series 2002-J, Class ___, having an initial aggregate Certificate Principal Balance as of September 26, 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 September 26, 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 West New York, New York 10286 Re: Bank of America Mortgage Securities, Inc., Mortgage Pass-Through Certificates, Series 2002-J, Class ___, having an initial aggregate Certificate Principal Balance as of September 26, 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 September 26, 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-J 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 A-R Certificate (the "Residual Certificate") issued pursuant to the Pooling and Servicing Agreement, dated September 26, 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 taxpayer identification number of the Transferee's nominee 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 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. 12. The Transferee will not cause income from the Residual Certificate to be attributable to a foreign permanent establishment or fixed base, within the meaning of an applicable income tax treaty, of the Transferee or any other person. 13. If the Transferee is purchasing the Residual Certificate in a transfer intended to meet the safe harbor provisions of Treasury Regulations Sections 1.860E-1(c), the Transferee has executed and attached Attachment A hereto. 14. 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 ______________, ____ ATTACHMENT A to AFFIDAVIT PURSUANT TO SECTION 860E(e)(4) OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED, AND FOR NON-ERISA INVESTORS Check the appropriate box: [ ] The consideration paid to the Transferee to acquire the Residual Certificate equals or exceeds the excess of (a) the present value of the anticipated tax liabilities over (b) the present value of the anticipated savings associated with holding such Residual Certificate, in each case calculated in accordance with U.S. Treasury Regulations Sections 1.860E-1(c)(7) and (8), computing present values using a discount rate equal to the short-term Federal rate prescribed by Section 1274(d) of the Code and the compounding period used by the Transferee. OR -- [ ] The transfer of the Residual Certificate complies with U.S. Treasury Regulations Sections 1.860E-1(c)(5) and (6) and, accordingly: (i) the Transferee is an "eligible corporation," as defined in U.S. Treasury Regulations Section 1.860E-1(c)(6)(i), as to which income from Residual Certificate will only be taxed in the United States; (ii) at the time of the transfer, and at the close of the Transferee's two fiscal years preceding the year of the transfer, the Transferee had gross assets for financial reporting purposes (excluding any obligation of a person related to the Transferee within the meaning of U.S. Treasury Regulations Section 1.860E-1(c)(6)(ii)) in excess of $100 million and net assets in excess of $10 million; (iii) the Transferee will transfer the Residual Certificate only to another "eligible corporation," as defined in U.S. Treasury Regulations Section 1.860E-1(c)(6)(i), in a transaction that satisfies the requirements of Sections 1.860E-1(c)(4)(i), (ii) and (iii) and Section 1.860E-1(c)(5) of the U.S. Treasury Regulations; (iv) the Transferee has determined the consideration paid to it to acquire the Residual Certificate based on reasonable market assumptions (including, but not limited to, borrowing and investment rates, prepayment and loss assumptions, expense and reinvestment assumptions, tax rates and other factors specific to the Transferee) that it has determined in good faith; and (v) in the event of any transfer of the Residual Certificate by the Transferee, the Transferee will require its transferee to complete a representation in the form of this Attachment A as a condition of such transferee's purchase of the Residual Certificate. 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 None