-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Agpg+XXakVNH0iGGP2Y9nwvrqDRSnfKKp+l12LOV20m6HHyz070vCO0ADfiuQl+i OjDH5VV8Gdohs47pbwJnXQ== 0001144204-08-035475.txt : 20080617 0001144204-08-035475.hdr.sgml : 20080617 20080617073225 ACCESSION NUMBER: 0001144204-08-035475 CONFORMED SUBMISSION TYPE: 10-K/A PUBLIC DOCUMENT COUNT: 28 CONFORMED PERIOD OF REPORT: 20061231 FILED AS OF DATE: 20080617 DATE AS OF CHANGE: 20080617 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Citigroup Mortgage Loan Trust 2006-HE2 CENTRAL INDEX KEY: 0001370805 STANDARD INDUSTRIAL CLASSIFICATION: ASSET-BACKED SECURITIES [6189] FILING VALUES: FORM TYPE: 10-K/A SEC ACT: 1934 Act SEC FILE NUMBER: 333-131136-09 FILM NUMBER: 08901983 MAIL ADDRESS: STREET 1: 390 GREENWICH STREET CITY: NEW YORK STATE: NY ZIP: 10013 10-K/A 1 sec10ka.txt UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A Ammendment No. 1 [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2006 ----------------------------------------------- or [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to ------------------- -------------------- Commission file number of issuing entity 333-131136-09 ------------------- Citigroup Mortgage Loan Trust 2006-HE2 - ------------------------------------------------------------------------- (Exact name of issuing entity as specified in its charter) Commission file number of registrant 333-138237 ------------------- Citigroup Mortgage Loan Trust Inc. - ------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) Citigroup Global Markets Realty Corp. - ------------------------------------------------------------------------- (Exact name of sponsor as specified in its charter) Delaware 01-0791848 - ------------------------------ --------------------------------- State or other jurisdiction of (I.R.S. Employer incorporation or organization Identification No.) 390 Greenwich Street, 14th Floor, New York, New York 10013 - ------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (212) - 816 - 6000 ----------------------- Securities registered pursuant to Section 12(b) of the Act: NONE. Title of each class Name of each exchange of which registered - ---------------------------------- --------------------------------- - ---------------------------------- --------------------------------- Securities registered pursuant to section 12(g) of the Act: None. - ------------------------------------------------------------------------- (Title of class) - ------------------------------------------------------------------------- (Title of class) Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes No X ------- ------- Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes No X ------- ------- Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes X No ------- ------- Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (229.405 of this chapter) is not contained herein, and will not be contained, to the best of registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. X ------- Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer. See definition of "accelerated filer and large accelerated filer" in Rule 12b-2 of the Exchange Act. (Check one): Large accelerated filer Accelerated filer Non-accelerated filer X ---- ---- ---- Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes No X ------- ------- State the aggregate market value of the voting and non-voting common equity held by non-affiliates computed by reference to the price at which the common equity was last sold, or the average bid and asked price of such common equity, as of the last business day of the registrant's most recently completed second fiscal quarter. Not Applicable DOCUMENTS INCORPORATED BY REFERENCE List hereunder the following documents if incorporated by reference and the Part of the Form 10-K (e.g., Part I, Part II, etc.) into which the document is incorporated: (1) Any annual report to security holders; (2) Any proxy or information statement; and (3) Any prospectus filed pursuant to Rule 424(b) or (c) under the Securities Act of 1933. The listed documents should be clearly described for identification purposes (e.g., annual report to security holders for fiscal year ended December 24, 1980). None This Amendment No. 1 to the Annual Report on Form 10-K filed with the Securities and Exchange Commission on April 2, 2007 (Accession No. 0001370805- 07-000001) by Citigroup Mortgage Loan Trust 2006-HE2 (the "Initial 10-K"), for the fiscal year ended December 31, 2006, is being filed for the sole purpose of restating the assessment of American Security Insurance Company, Standard Guaranty Insurance Company and TrackSure Insurance Agency, Inc. (the "Asserting Party") for the reporting period of January 1, 2006 through December 31, 2006. The restated assessment, provided to the registrant in February 2008, identifies a material instance of noncompliance with the servicing criteria set forth in Item 1122(d)(4)(xii) under Regulation AB. Specifically, the Asserting Party did not have, during the applicable reporting period, sufficient policies and procedures to capture the information with respect to the Platform Transactions necessary to determine compliance with Item 1122(d)(4)(xii). In response to a Securities and Exchange Commission comment, as of January 1, 2008, the Asserting Party has implemented practices and procedures to capture the information necessary to assess compliance with Item 1122(d)(4)(xii). PART I Item 1. Business. Not Applicable. Item 1A. Risk Factors. Not Applicable. Item 1B. Unresolved Staff Comments. None. Item 2. Properties. Not Applicable. Item 3. Legal Proceedings. There were no legal proceedings Item 4. Submission of Matters to a Vote of Security Holders. There were no matters submitted to a vote of the Security Holders PART II Item 5. Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities. No established public trading market for the Certificates exist. There are approximately 32 holders of record as of the end of the reporting year. Item 6. Selected Financial Data. Not Applicable. Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operation. Not Applicable. Item 7A. Quantitative and Qualitative Disclosures About Market Risk. Not Applicable. Item 8. Financial Statements and Supplementary Data. Not Applicable. Item 9. Changes in and Disagreements With Accountants on Accounting and Not Applicable. Item 9A. Controls and Procedures. Not Applicable. Item 9B. Other Information. Not Applicable. PART III Item 10. Directors, Executive Officers and Corporate Governance. Not Applicable. Item 11. Executive Compensation. Not Applicable. Item 12. Security Ownership of Certain Beneficial Owners and Management and Not Applicable. Item 13. Certain Relationships and Related Transactions, and Director Independence. Not Applicable. Item 14. Principal Accounting Fees and Services. Not Applicable. Substitute Information Provided in Accordance with General Instruction J(2) to Form 10-k Item 1112(b) of Regulation AB. Significant Obligor Financial Information No Applicable Updates. Item 1114(b)(2) and 1115(b) of Regulation AB. Credit Enhancement and Other Support. No Applicable Updates Item 1117 of Regulation AB. Legal Proceedings. No Applicable Updates Item 1119 of Regulation AB. Affiliation and Certain Relationships and Related Transactions. No Applicable Updates Item 1122 of Regulation AB. Compliance with Applicable Servicing Criteria. See Item 15(a) exhibits (33) and (34). The Registrant acknowledges instances of material non-compliance in Exhibits 33(a), 34(a), 33(f), and 34(f) of this form 10K. Item 1123 of Regulation AB. Servicer Compliance Statement. See Item 15(a) exhibits (35). PART IV Item 15. Exhibits, Financial Statement Schedules. (a) Exhibits (4) Pooling and Servicing Agreement, dated as of August 1, 2006, among Citigroup Mortgage Loan Trust, Inc., as Depositor, Ameriquest Mortgage Company, Wells Fargo Bank, N.A., and JP Morgan Chase Bank N.A., as Servicers, Citibank, N.A., as Trust Administrator, and U.S. Bank, N.A., as Trustee (incorporated herein by reference from Exhibit 4.1 of the current report on Form 8-K of the Registrant as filed with the Securities and Exchange Commission on September 18, 2006). (10) Incorporated by reference as Exhibit 4. (31) 302 Sarbanes-Oxley Certification. (33) Item 1122(a) Reports on assessment of compliance with servicing criteria for asset backed securities. (a) Ameriquest Mortgage Company, as Servicer(including AMC Mortgage Services, Inc. as Subservicer) (b) Chase Home Finance LLC., as Sub-Servicer (c) Citibank N.A., as Trust Administrator (d) Citibank N.A., (formerly known as Citibank (West), FSB), as Custodian (e) JP Morgan Chase Bank National Association, as Servicer (f) Wells Fargo Bank N.A., as Servicer (g) American Security Insurance Company, as vendor for Ameriquest Mortgage Company (h) FIS Tax Service, as vendor for Ameriquest Mortgage Company (i) Regulus Group LLC, as vendor for Wells Fargo Bank N.A. (j) ZC Sterling Insurance Agency, Inc., as vendor for Wells Fargo Bank N.A. (34) Item 1122(b) Attestation Report on Assessment of Compliance with Servicing Criteria for Asset Backed Securities. (a) Ameriquest Mortgage Company, as Servicer(including AMC Mortgage Services, Inc. as Subservicer) (b) Chase Home Finance LLC., as Sub-Servicer (c) Citibank N.A., as Trust Administrator (d) Citibank N.A., (formerly known as Citibank (West), FSB), as Custodian (e) JP Morgan Chase Bank National Association, as Servicer (f) Wells Fargo Bank N.A., as Servicer (g) American Security Insurance Company, as vendor for Ameriquest Mortgage Company (h) FIS Tax Service, as vendor for Ameriquest Mortgage Company (i) Regulus Group LLC, as vendor for Wells Fargo Bank N.A. (j) ZC Sterling Insurance Agency, Inc., as vendor for Wells Fargo Bank N.A. (35) Servicer Compliance Statement. (a) Ameriquest Mortgage Company, as Servicer (b) AMC Mortgage Services, Inc., as Subservicer (c) Chase Home Finance LLC., as Subservicer (d) JP Morgan Chase Bank National Association, as Servicer (e) Wells Fargo Bank N.A., as Servicer (99) Aggregate Statement of Principal and Interest Distributions to Certificate Holders for the year ended December 31, 2006 (b) The exhibits filed in response to Item 601 of Regulation S-K are listed in the Exhibit Index above. (c) Not Applicable. SIGNATURES Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. (Registrant) Citigroup Mortgage Loan Trust Inc. ----------------------------------------------------------------- By /s/ Susan Mills ----------------------------------------------------- Susan Mills Vice President (Senior officer in charge of securitization of the Depositor) Date June 13, 2008 ----------------------------------------------------- EX-31 2 ex31.txt Certifications I, Susan Mills, certify that: 1. I have reviewed this report on Form 10-K/A and all reports on Form 10-D required to be filed in respect of the period covered by this report on Form 10-K/A of Citigroup Mortgage Loan Trust 2006-HE2 (the "Exchange Act periodic reports"); 2. Based on my knowledge, the Exchange Act periodic reports, taken as a whole, do not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; 3. Based on my knowledge, all of the distribution, servicing and other information required to be provided under Form 10-D for the period covered by this report is included in the Exchange Act periodic reports; 4. Based on my knowledge and the servicer compliance statement required in this report under Item 1123 of Regulation AB, and except as disclosed in the Exchange Act periodic reports, the servicer has fulfilled its obligations under the servicing agreement in all material respects; and 5. All of the reports on assessment of compliance with servicing criteria for asset-backed securities and their related attestation reports on assessment of compliance with servicing criteria for asset-backed securities required to be included in this report in accordance with Item 1122 of Regulation AB and Exchange Act Rules 13a-18 and 15d-18 have been included as an exhibit to this report, except as otherwise disclosed in this report. Any material instances of noncompliance described in such reports have been disclosed in this report on Form 10-K/A. In giving the certifications above, I have reasonably relied on information provided to me by the following unaffiliated parties: Wells Fargo Bank, N.A., Ameriquest Mortgage Company and JPMorgan Chase Bank, National Association. Date: June 13, 2008 /s/ Susan Mills - --------------------------------- Susan Mills Vice President (Senior officer in charge of securitization of the Depositor) EX-33.A 3 ex33a.txt Certification Regarding Compliance with Applicable Servicing Criteria 1. Ameriquest Mortgage Company and AMC Mortgage Services, Inc. (together the "Company"), wholly-owned subsidiaries of ACC Capital Holding Corporation, are responsible for assessing compliance with the servicing criteria applicable to the Company under paragraph (d) of Item 1122 of Regulation AB, as of and for the 12-month period ending December 31, 2006 (the "Reporting Period"), as set forth in Appendix B hereto. The transactions on which the Company acted as a master servicer, a servicer and/or a subservicer which are subject to the requirements set forth in Regulation AB and covered by this report are set forth on Appendix A hereto (the "Platform"); 2. The Company has engaged certain vendors (the "Vendors") to perform specific, limited or scripted activities, and the Company has elected to take responsibility for assessing compliance with the servicing criteria or portion of the servicing criteria applicable to such Vendors' activities as set forth in Appendix B hereto, as permitted by Interpretation 17.06 of the Securities and Exchange Commission Division of Corporate Finance Manual of Publicly Available Telephone Interpretations ("Interpretation 17.06"), except for certain Vendors that have provided their own reports on assessment of compliance with the applicable servicing criteria. The Company determined the Vendors for which the Company has elected to take responsibility for assessing compliance with the applicable servicing criteria are not "servicers" as defined in Item 1101(j) of Regulation AB and asserted that it has policies and procedures in place to provide reasonable assurance that these Vendors' activities comply, in all material respects, with the servicing criteria applicable to each such Vendor; 3. Except as set forth in paragraph 4 below, the Company used the criteria set forth in paragraph (d) of Item 1122 of Regulation AB to assess the compliance with the applicable servicing criteria. Although the Company is responsible for assessing compliance with the servicing criterion 1122(d)(4)(vi), the Company has determined there were no servicing criterion to be complied with; 4. The criteria listed in the column titled "Inapplicable Servicing Criteria" on Appendix B hereto are inapplicable to the Company based on the activities it performs, directly or through its Vendors for which the Company has elected to take responsibility for assessing compliance with the applicable servicing criteria, with respect to the Platform when taken as a whole, as of December 31, 2006 and for the Reporting Period; 5. The Company has complied, in all material respects, with the applicable servicing criteria as of December 31, 2006 and for the Reporting Period with respect to the Platform taken as a whole, except as described on. Appendix C hereto; 6. The Company has not identified and is not aware of any material instance of noncompliance as of December 31, 2006 and for the Reporting Period with respect to the Platform taken as a whole by the Vendors for which the Company has elected to take responsibility for assessing compliance with the applicable servicing criteria; 7. The Company has not identified any material deficiency in its policies and procedures to monitor the compliance by the Vendors for which the Company has elected to take responsibility for assessing compliance, with the applicable servicing criteria as of December 31, 2006 and for the Reporting Period with respect to the Platform, taken as a whole; 8. Ernst & Young, LLP, an independent registered public accounting firm, has issued an attestation report on the Company's assessment of compliance with the applicable servicing criteria for the Reporting Period. Other Matters to be Reported: As further described on Appendix C hereto, due to a programming error in their servicing system, the Company did not analyze on a timely basis as required in accordance with the servicing criterion 1122(d)(4)(x)(A) certain escrow accounts on the Regulation AB Item 1122 Servicing Platform which were due for annual escrow analysis in 2007. The Company engaged American Security Insurance Company, Standard Guaranty Insurance Company and Safeco Financial Institution Solutions, Inc. (collectively "Assurant") to perform portions of the servicing functions, including those pursuant to the servicing criterion 1122(d)(4)(xii). Assurant provided its own report on assessment of compliance; however, it did not assert to the servicing criterion 1122(d)(4)(xii) as further described on Appendix C hereto. This certification is dated March 26, 2007 AMERIQUEST MORTGAGE COMPANY By: /s/ Jane Johnson -------------------------- Name: Jane Johnson Title: Authorized Servicing Agent By: /s/ Jule J. Keen Title: Executive Vice President and Authorized Servicing Agent AMC MORTGAGE SERVICES, INC. By: /s/ Jane Johnson -------------------------- Name: Jane Johnson Title: Authorized Servicing Agent By: /s/ Jule J. Keen Title: Executive Vice President and Authorized Servicing Agent APPENDIX A 1) Ameriquest Mortgage Securities Inc., Asset-Backed Pass-Through Certificates, Series 2006-R1 2) Ameriquest Mortgage Securities Inc., Asset-Backed Pass-Through Certificates, Series 2006-R2 3) Ameriquest Mortgage Securities Inc., Asset-Backed Pass-Through Certificates, Series ARSI 2006-M3 4) Argent Securities Inc., Asset-Backed Pass-Through Certificates, Series 2006-W1 5) Argent Securities Inc., Asset-Backed Pass-Through Certificates, Series 2006-W2 6) Argent Securities Inc., Asset-Backed Pass-Through Certificates, Series 2006-W3 7) Argent Securities Inc., Asset-Backed Pass-Through Certificates, Series 2006-W4 8) Argent Securities Inc., Asset-Backed Pass-Through Certificates, Series 2006-W5 9) Argent Securities Inc., Asset-Backed Pass-Through Certificates, Series 2006-M1 10) Argent Securities Inc., Asset-Backed Pass-Through Certificates, Series 2006-M2 11) Citigroup Mortgage Loan Trust Inc., Asset-Backed Pass-Through Certificates, Series 2006-AMC 1 12) Citigroup Mortgage Loan Trust Inc., Asset-Backed Pass-Through Certificates, Series 2006-FX 1 13) Citigroup Mortgage Loan Trust Inc., Asset-Backed Pass-Through Certificates, Series 2006-HE2 Appendix B
- -------------------------------------------------------------------------------------------------------------------------------- Servicing Criteria Applicable Servicing Inapplicable Criteria Servicing Criteria - -------------------------------------------------------------------------------------------------------------------------------- Reference Criteria Performed Performed by by subservicer NOT Vendor(s) or vender(s) Performed for which for which by the the the Company Company or Company is is NOT the by Performed Responsible Responsible subservicer(s) Directly Party Party or vendor(s) by retained by Company the Company - -------------------------------------------------------------------------------------------------------------------------------- General Servicing Considerations - -------------------------------------------------------------------------------------------------------------------------------- Policies and procedures are instituted to monitor any X performance or other triggers and events of default in 1122(d)(1)(i) accordance with the transaction agreements. - -------------------------------------------------------------------------------------------------------------------------------- If any material servicing activities are outsourced to X third parties, policies and procedures are instituted to monitor the third party's performance and compliance with 1122(d)(1)(ii) such servicing activities. - -------------------------------------------------------------------------------------------------------------------------------- Any requirements in the transaction agreements to maintain a X 1122(d)(1)(iii) back-up servicer for the mortgage loans are maintained, - -------------------------------------------------------------------------------------------------------------------------------- A fidelity bond and errors and omissions policy is in effect X on the party participating in the servicing function throughout the reporting period in the amount of coverage required by and otherwise in accordance with the terms of the 1122(d)(1)(iv) transaction agreements. - -------------------------------------------------------------------------------------------------------------------------------- Cash Collection and Administration - -------------------------------------------------------------------------------------------------------------------------------- Payments on mortgage loans are deposited into the X appropriate custodial bank accounts and related bank clearing accounts no more than two business days following receipt, or such other number of days specified in the 1122(d)(2)(i) transaction agreements. - -------------------------------------------------------------------------------------------------------------------------------- Disbursements made via wire transfer on behalf of an obligor X 1122(d)(2)(ii) or to an investor are made only by authorized personnel. - -------------------------------------------------------------------------------------------------------------------------------- Advances of funds or guarantees regarding collections, cash X flows or distributions, and any interest or other fees charged for such advances, are made, reviewed and approved as 1122(d)(2)(iii) specified in the transaction agreements. - -------------------------------------------------------------------------------------------------------------------------------- The related accounts for the transaction, such as cash X reserve accounts or accounts established as a form of overcollateralization, are separately maintained (e.g., with respect to commingling of cash) as set forth in the 1122(d)(2)(iv) transaction agreements. - -------------------------------------------------------------------------------------------------------------------------------- Each custodial account is maintained at a federally insured X depository institution as set forth in the transaction agreements. For purposes of this criterion, "federally insured depository institution" with respect to a foreign financial institution means a foreign financial institution that meets the requirements of Rule 13k-1(b)(1) of the Securities 1122(d)(2)(v) Exchange Act. - -------------------------------------------------------------------------------------------------------------------------------- Unissued checks are safegaurded so as to prevent X X(3) 1122(d)(2)(vi) unauthorized access. - --------------------------------------------------------------------------------------------------------------------------------
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- -------------------------------------------------------------------------------------------------------------------------------- Servicing Criteria Applicable Servicing Inapplicable Criteria Servicing Criteria - -------------------------------------------------------------------------------------------------------------------------------- Reference Criteria Performed Performed by by subservicer NOT Vendor(s) or vender(s) Performed for which for which by the the the Company Company or Company is is NOT the by Performed Responsible Responsible subservicer(s) Directly Party Party or vendor(s) by retained by Company the Company - -------------------------------------------------------------------------------------------------------------------------------- Reconciliations are prepared on a monthly basis for all X asset-backed securities related bank accounts, including custodial accounts and related bank clearing accounts. These reconciliations are (A) mathematically accurate; (B) prepared within 30 calendar days after the bank statement cutoff date, or such other number of days specified in the transactidn agreements; (C) reviewed and approved by someone other than the person who prepared the reconciliation; and (D) contain explanations for reconciling items. These reconciling items are resolved within 90 calendar days of their original identification, or such other number of days specified in 1122(d)(2)(vii) the transaction agreements. - --------------------------------------------------------------------------------------------------------------------------------- Investor Remittances and Reporting - --------------------------------------------------------------------------------------------------------------------------------- Reports to investors, including those to be filed with the X Commission, are maintained in accordance with the transaction agreements and applicable Commission requirements. Specifically, such reports (A) are prepared in accordance with timeframes and other terms set forth in the transaction agreements; (B) provide information calculated in accordance with the terms specified in the transaction agreements; (C) are filed with the Commission as required by its rules and regulations; and (D) agree with investors' or the trustee's records as to the total unpaid principal balance and number of mortgage loans serviced by the 1122(d)(3)(i) Servicer. - --------------------------------------------------------------------------------------------------------------------------------- Amounts due to investors are allocated and remitted in X accordance with timeframes, distribution priority and other 1122(d)(3)(ii) terms set forth in the transaction agreements. - --------------------------------------------------------------------------------------------------------------------------------- Disbursements made to an investor are posted within two X business days to the Servicer's investor records, or such 1122(d)(3)(iii) other number of days specified in the transaction agreements. - --------------------------------------------------------------------------------------------------------------------------------- Amounts remitted to investors per the investor reports X agree with cancelled checks, or other form of payment, or 1122(d)(3)(iv) custodial bank statements. - --------------------------------------------------------------------------------------------------------------------------------- Pool Asset Administration - --------------------------------------------------------------------------------------------------------------------------------- Collateral or security on mortgage loans is maintained as X X(4) required by the transaction agreements or related mortgage 1122(d)(4)(i) loan documents. - --------------------------------------------------------------------------------------------------------------------------------- Mortgage loans and related documents are safeguarded as X X(5) 1122(d)(4)(ii) required by the transaction agreements. - --------------------------------------------------------------------------------------------------------------------------------- Any additions, removals or substitutions to the asset pool X are made, reviewed and approved in accordance with any 1122(d)(4)(iii) conditions or requirements in the transaction agreements. - --------------------------------------------------------------------------------------------------------------------------------- Payments on mortgage loans, including any payoffs, made in X accordance with the related mortgage loan documents are posted to the Servicer's obligor records maintained no more than two business days after receipt, or such other number of days specified in the transaction agreements, and allocated to principal, interest or other items (e.g., escrow) in 1122(d)(4)(iv) accordance with the related mortgage loan documents. - ---------------------------------------------------------------------------------------------------------------------------------
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- -------------------------------------------------------------------------------------------------------------------------------- Servicing Criteria Applicable Servicing Inapplicable Criteria Servicing Criteria - -------------------------------------------------------------------------------------------------------------------------------- Reference Criteria Performed Performed by by subservicer NOT Vendor(s) or vender(s) Performed for which for which by the the the Company Company or Company is is NOT the by Performed Responsible Responsible subservicer(s) Directly Party Party or vendor(s) by retained by Company the Company - -------------------------------------------------------------------------------------------------------------------------------- - -------------------------------------------------------------------------------------------------------------------------------- The Servicer's records regarding the mortgage loans agree X with the Servicer's records with respect to an obligor's 1122(d)(4)(v) unpaid principal balance. - -------------------------------------------------------------------------------------------------------------------------------- Changes with respect to the terms or status of an obligor's X mortgage loans (e.g., loan modifications or re-agings) are made, reviewed and approved by authorised personnel in accordance with the transaction agreements and related pool 1122(d)(4)(vi) asset documents. - -------------------------------------------------------------------------------------------------------------------------------- Loss mitigation or recovery actions (e.g., forbearance plans, X X(6) modifications and deeds in lieu of foreclosure, foreclosures and repossessions, as applicable) are initiated, conducted and concluded in accordance with the timeframes or other 1122(d)(4)(vii) requirements established by the transaction agreements. - -------------------------------------------------------------------------------------------------------------------------------- Records documenting collection efforts are maintained during X the period a mortgage loan is delinquent in accordance with the transaction agreements. Such records arc maintained on at least a monthly basis, or such other period specified in the transaction agreements, and describe the entity's activities in monitoring delinquent mortgage loans including, for example, phone calls, letters and payment rescheduling plans in cases where delinquency is deemed temporary (e.g., illness 1122(d)(4)(viii) or unemployment). - -------------------------------------------------------------------------------------------------------------------------------- Adjustments to interest rates or rates of return for mortgage X loans with variable rates are computed based on the related 1122(d)(4)(ix) pool asset documents. - -------------------------------------------------------------------------------------------------------------------------------- Regarding any funds held in trust for an obligor (such as X escrow accounts): (A) such funds are analyzed, in accordance with the obligor's mortgage loans documents, on at least an annual basis, or such other period specified in the transaction agreements; (B) interest on such funds is paid, or credited, to obligors in accordance with applicable mortage loan documents and state laws; and (C) such funds are returned to the obligor within 30 calendar days of full repayment of the related mortgage loans, or such other number of days 1122(d)(4)(x) specified in the transaction agreements. - -------------------------------------------------------------------------------------------------------------------------------- Payments made on behalf of an obligor (such as tax or X X(7) insurance payments) are made on or before the related penalty or expiration dates, as indicated on the appropriate bills or notices for such payments, provided that such support has been received by the servicer at least 30 calendar days prior to these dates, or such other 1122(d)(4)(xi) number of days specified in the transaction agreements. - -------------------------------------------------------------------------------------------------------------------------------- Any late payment penalties in connection with any payment X X(7)(8) to be made on behalf of an obligor are paid from the Servicer's funds and not charged to the obligor, unless the 1122(d)(4)(xii) late payment was due to the obligor's error or omission. - -------------------------------------------------------------------------------------------------------------------------------- Disbursements made on behalf of an obligor are posted X X(7) within two business days to the obligor's records maintained by the servicer, or such other number of days specified in 1122(d)(4)(xiii) the transaction agreements. - -------------------------------------------------------------------------------------------------------------------------------- Delinquencies, charge-offs and uncollectible accounts are X recognized and recorded in accordance with the transaction 1122(d)(4)(xiv) agreements. - -------------------------------------------------------------------------------------------------------------------------------- Any external enhancement or other support, identified in Item X 1114(a)(1) through (3) or Item 1115 of Regulation AB, is 1122(d)(4)(xv) maintained as set forth in the transaction agreements. - --------------------------------------------------------------------------------------------------------------------------------
- ---------- (1) The activities pertaining to these criteria or portions of these criteria are performed by Vendors retained by the Company which provided a separate assertion of management and accompanying 1122 attestation report. (2) These criteria are inapplicable to the Platform as of December 31,2006 article for the Reporting Period since the Company, directly or through Vendors for which the Company has elected to take responsibility for assessing compliance with the applicable servicing criteria, was not required to perform any related activities. (3) The Company has obtained an assertion of management and an accompanying 1122 attestation report from a Vendor regarding any unissued checks solely in file possession and control of such Vendor. (4) The Company has elected to take responsibility for assessing compliance with a portion of such servicing activity as permitted by Interpretation 17.06 with respect to collateral and security on mortgage loan files while held by Vendors who are pursuing loss mitigation or recovery actions. (5) The Company has elected to take responsibility for assessing compliance with a portion of such servicing activity as permitted by Interpretation 17.06 with respect to the safeguarding of mortgage loan files and related documents while held by Vendors who are pursuing loss mitigation or recovery actions, (6) The Company has elected to take responsibility for assessing compliance with a portion of such servicing activity as permitted by Interpretation 17.06 with respect those actions pursued for loss mitigation or recovery which are performed by Vendors. (7) Generally, the responsibility for complying with these criteria Is the responsibility of one or more Vendors from whom the Company has obtained on assertion of management and an accompanying 1122 attestation report. however, the Company takes responsibility for specific limited activities performed by it. (8) The Company obtained an 1122 Report front one of its Vendors, Assurant, which disclaimed the portion of the servicing activity performed by Assurant with respect to these criteria. See Appendix C for further information. APPENDIX C 1. Material instances of noncompliance by the Company with respect to the Platform: a. Item 1122(d)(2)(vi) with respect to the safeguarding of unissued checks. b. Item 1122(4)(4)(vii) with respect to loss mitigation actions being conducted in accordance with the requirements set forth in the transaction documents. 2. Remediation efforts related to material instance of noncompliance by the Company with respect to the Platform: a. With respect to the criterion set forth in paragraph 1.a. above, physical access to restricted areas within the Company's cashiering departments was not always appropriate. The Company utilizes safety paper blank check stock which cannot be used without access to certain secured systems, which have been appropriately controlled, Physical access to applicable areas within the cashiering areas has since been restricted to ensure that unmailed checks are safeguarded. b. With respect to the criterion set forth in paragraph 1.b. above, the Company's Loss Mitigation Plan attached as an exhibit to the pooling and servicing agreement on 8 of 10 Platform transactions issued by the Company requires borrowers placed on informal forbearance to provide documentation showing the existence of a financial hardship and the ability to make the payments required under the proposed forbearance plan. With respect to these 8 sectuitizations,no written documentation was obtained from borrowers placed on informal forbearance plans. The system of record of the Company was documented by an authorized servicing personnel based on verbal representation from the borrower. With respect to the final 2 Platform transactions which closed in 2006 issued by the Company, the Company updated the wording in its Loss Mitigation Plan to indicate that verbal documentation by the borrower to be received by authorized servicing personnel is acceptable. With respect to the 8 other securitization transactions, the Company is in the process of doing the same. 3. No material instances of noncompliance by Vendors were identified by the Company. 4. Remediation efforts related to material instances of noncompliance by Vendors identified by the Company - Not Applicable 5. No material deficiencies in the Company's policies and procedures to monitor Vendors were identified by the Company. 6. Remediation efforts related to material deficiencies in the Company's policies and procedures to monitor vendors -- Not Applicable Other Matters to be Reported: The Company determined that, due to a programming error in designing a query for the loans due for escrow analysis, the query did not contain a date field that resulted in certain escrow accounts not being timely analyzed. Upon the Company's discovery of the query error, all loans were subsequently analyzed, however outside the one year time frame. The Company will assess the impact of this matter on its compliance with Regulation AB servicing criteria for the Platform as of and for the yew ending December 31, 2007. The Company identified the following instance of noncompliance by Assurant who provided their separate Regulation AB 1122 compliance report: Assurant performs certain activities with respect to the Company's Platform under the servicing criterion 1122(d)(4)(xii), however, Assurant informed the Company that it could not assert to the compliance of their activities with this criterion due to limitations in their servicing system, specifically with respect to Assurant's ability to accurately track, record and report to the Company portions of late payment penalties in connection with insurance payments made on behalf of obligors from their escrow accounts. Assurant has informed the Company that it is in the process of updating its servicing system to remediate this matter. EX-33.B 4 ex33b.txt CHASE CHF - Subprime Management's Report on Assessment of Compliance with Applicable Servicing Criteria Chase Home Finance LLC (the "Asserting Party") is responsible for assessing compliance as of December 31, 2006 and for the period from January 1, 2006 through December 31, 2006 (the "Reporting Period"), with the servicing criteria set forth in Title 17, Section 229.1122(d) of the Code of Federal Regulations (the "CFR"), excluding the inapplicable servicing criteria as set forth in Exhibit A hereto (such criteria, after giving effect to the exclusions identified on Exhibit A, the "Applicable Servicing Criteria"). This report covers the asset-backed securities transactions backed by subprime residential mortgages serviced on the Loan Servicing and Accounting Management System I ("LSAMS I") where the related asset-backed securities were outstanding during the Reporting Period (the "Platform"). The Asserting Party has engaged certain vendors (the "Vendors") to perform specific and limited activities or activities scripted by the Asserting Party as of and during the Reporting Period, and the Asserting Party elects to take responsibility for assessing compliance with the Applicable Servicing Criteria or portion of the servicing criteria applicable to such Vendors as set forth in Exhibit A hereto (such criteria, the "Applicable Vendor Servicing Criteria"). The Asserting Party (i) has not identified and is not aware of any material instance of noncompliance by the Vendors with the Applicable Vendor Servicing Criteria and (ii) has not identified any material deficiency in its policies and procedures to monitor the compliance by the Vendors with the Applicable Vendor Servicing Criteria as of December 31, 2006 and for the Reporting Period. The Asserting Party (i) has used the criteria set forth in 17 CFR 229.1122(d) to assess the compliance by the Asserting Party with the Applicable Servicing Criteria for the Reporting Period and (ii) has concluded that the Asserting Party has complied, in all material respects, with the Applicable Servicing Criteria as of December 31, 2006 and for the Reporting Period with respect to the Platform, taken as a whole. PricewaterhouseCoopers LLP, an independent registered public accounting firm, has issued an attestation report for the Platform on our assessment of compliance with the Applicable Servicing Criteria as of December 31, 2006 and for the Reporting Period as set forth in this report. Chase Home Finance LLC Signed:/s/ Kim Greaves Signed:/s/ Jim Miller - ---------------------------- -------------------------- Name: Kim Greaves Name: Jim Miller Title: Senior Vice President Title: Senior Vice President Date: 02/26/2007 Date: 02/26/2007 CHF - Subprime EXHIBIT A
- -------------------------------------------------------------------------------------------------------------------------------- Servicing Criteria Applicable Servicing Inapplicable Criteria Servicing Criteria - -------------------------------------------------------------------------------------------------------------------------------- Reference Criteria Performed Performed by by Servicer Vendor(s) - -------------------------------------------------------------------------------------------------------------------------------- General Servicing Considerations - -------------------------------------------------------------------------------------------------------------------------------- Policies and procedures are instituted to monitor any X(1) performance or other triggers and events of default in 1122(d)(1)(i) accordance with the transaction agreements. - -------------------------------------------------------------------------------------------------------------------------------- If any material servicing activities are outsourced to X third parties, policies and procedures are instituted to monitor the third party's performance and compliance with 1122(d)(1)(ii) such servicing activities. - -------------------------------------------------------------------------------------------------------------------------------- Any requirements in the transaction agreements to maintain a X 1122(d)(1)(iii) back-up servicer for the mortgage loans are maintained, - -------------------------------------------------------------------------------------------------------------------------------- A fidelity bond and errors and omissions policy is in effect X on the party participating in the servicing function throughout the reporting period in the amount of coverage required by and otherwise in accordance with the terms of the 1122(d)(1)(iv) transaction agreements. - -------------------------------------------------------------------------------------------------------------------------------- Cash Collection and Administration - -------------------------------------------------------------------------------------------------------------------------------- Payments on mortgage loans are deposited into the X X(2) appropriate custodial bank accounts and related bank clearing accounts no more than two business days following receipt, or such other number of days specified in the 1122(d)(2)(i) transaction agreements. - -------------------------------------------------------------------------------------------------------------------------------- Disbursements made via wire transfer on behalf of an obligor X 1122(d)(2)(ii) or to an investor are made only by authorized personnel. - -------------------------------------------------------------------------------------------------------------------------------- Advances of funds or guarantees regarding collections, cash X flows or distributions, and any interest or other fees charged for such advances, are made, reviewed and approved as 1122(d)(2)(iii) specified in the transaction agreements. - -------------------------------------------------------------------------------------------------------------------------------- The related accounts for the transaction, such as cash X reserve accounts or accounts established as a form of overcollateralization, are separately maintained (e.g., with respect to commingling of cash) as set forth in the 1122(d)(2)(iv) transaction agreements. - -------------------------------------------------------------------------------------------------------------------------------- Each custodial account is maintained at a federally insured X depository institution as set forth in the transaction agreements. For purposes of this criterion, "federally insured depository institution" with respect to a foreign financial institution means a foreign financial institution that meets the requirements of Rule 13k-l(b)(l) of the Securities 1122(d)(2)(v) Exchange Act. - -------------------------------------------------------------------------------------------------------------------------------- Unissued checks are safeguarded so as to prevent unauthorized X 1122(d)(2)(vi) access. - -------------------------------------------------------------------------------------------------------------------------------- Reconciliations are prepared on a monthly basis for all X X(3) asset-backed securities related bank accounts, including custodial accounts and related bank clearing accounts. These reconciliations are (A) mathematically accurate; (B) prepared within 30 calendar days after the bank statement cutoff date, or such other number of days specified in the transaction agreements; (C) reviewed and approved by someone other than the person who prepared the reconciliation; and (D) contain explanations for reconciling items. These reconciling items are resolved within 90 calendar days of their original identification, or such other number of days specified in 1122(d)(2)(vii) the transaction agreements. - --------------------------------------------------------------------------------------------------------------------------------
- ---------- (1) The Asserting Party monitors events of default as obligated pursuant to the transaction agreements. (2) An affiliate vendor deposits funds from customer transactions to a lockbox clearing account. (3) Two vendors prepare account reconciliations on disbursement clearing accounts. CHF - Subprime
- -------------------------------------------------------------------------------------------------------------------------------- Servicing Criteria Applicable Servicing Inapplicable Criteria Servicing Criteria - -------------------------------------------------------------------------------------------------------------------------------- Reference Criteria Performed Performed by by Servicer Vendor(s) - --------------------------------------------------------------------------------------------------------------------------------- Investor Remittances and Reporting - --------------------------------------------------------------------------------------------------------------------------------- Reports to investors, including those to be filed with the X(4) Commission, are maintained in accordance with the transaction agreements and applicable Commission requirements. Specifically, such reports (A) are prepared in accordance with timeframes and other terms set forth in the transaction agreements; (B) provide information calculated in accordance with the terms specified in the transaction agreements; (C) are filed with the Commission as required by its rules and regulations; and (D) agree with investors' or the trustee's records as to the total unpaid principal balance and number of mortgage loans serviced by the 1122(d)(3)(i) Servicer. - --------------------------------------------------------------------------------------------------------------------------------- Amounts due to investors are allocated and remitted in X(5) accordance with timeframes, distribution priority and other terms 1122(d)(3)(ii) set forth in the transaction agreements. - --------------------------------------------------------------------------------------------------------------------------------- Disbursements made to an investor are posted within two X(6) business days to the Servicer's investor records, or such 1122(d)(3)(iii) other number of days specified in the transaction agreements. - --------------------------------------------------------------------------------------------------------------------------------- Amounts remitted to investors per the investor reports X(7) agree with cancelled checks, or other form of payment, or 1122(d)(3)(iv) custodial bank statements. - --------------------------------------------------------------------------------------------------------------------------------- Pool Asset Administration - --------------------------------------------------------------------------------------------------------------------------------- Collateral or security on mortgage loans is maintained as X required by the transaction agreements or related mortgage 1122(d)(4)(i) loan documents. - --------------------------------------------------------------------------------------------------------------------------------- Mortgage loan and related documents are safeguarded as X 1122(d)(4)(ii) required by the transaction agreements. - --------------------------------------------------------------------------------------------------------------------------------- Any additions, removals or substitutions to the asset pool X are made, reviewed and approved in accordance with any 1122(d)(4)(iii) conditions or requirements in the transaction agreements. - --------------------------------------------------------------------------------------------------------------------------------- Payments on mortgage loans, including any payoffs, made in X accordance with the related mortgage loan documents are posted to the Servicer's obligor records maintained no more than two business days after receipt, or such other number of days specified in the transaction agreements, and allocated to principal, interest or other items (e.g., escrow) in 1122(d)(4)(iv) accordance with the related mortgage loan documents. - --------------------------------------------------------------------------------------------------------------------------------- The Servicer's records regarding the mortgage loans agree X with the Servicer's records with respect to an obligor's 1122(d)(4)(v) unpaid principal balance. - --------------------------------------------------------------------------------------------------------------------------------- Changes with respect to the terms or status of an obligor's X mortgage loans (e.g., loan modifications or re-agings) are made, reviewed and approved by authorised personnel in accordance with the transaction agreements and related pool 1122(d)(4)(vi) asset documents. - ---------------------------------------------------------------------------------------------------------------------------------
- ---------- (4) The Asserting Party provides monthly pool accounting reports to the appropriate party pursuant to the transaction agreements. (5) The Asserting Party remits amounts to the appropriate party pursuant to the transaction agreements. (6) Disbursements made to the appropriate party pursuant to the transaction agreements are posted within two business days to the Asserting Party's records, or such other number of days specified in the transaction agreements. (7) The Asserting Party reconciles its records relating to disbursements made to the appropriate party pursuant to the transaction agreements. CHF - Subprime
- -------------------------------------------------------------------------------------------------------------------------------- Servicing Criteria Applicable Servicing Inapplicable Criteria Servicing Criteria - -------------------------------------------------------------------------------------------------------------------------------- Reference Criteria Performed Performed by by Servicer Vendor(s) - -------------------------------------------------------------------------------------------------------------------------------- Loss mitigation or recovery actions (e.g., forbearance plans, X modifications and deeds in lieu of foreclosure, foreclosures and repossessions, as applicable) are initiated, conducted and concluded in accordance with the timeframes or other 1122(d)(4)(vii) requirements established by the transaction agreements. - -------------------------------------------------------------------------------------------------------------------------------- Records documenting collection efforts are maintained during X the period a mortgage loan is delinquent in accordance with the transaction agreements. Such records arc maintained on at least a monthly basis, or such other period specified in the transaction agreements, and describe the entity's activities in monitoring delinquent mortgage loans including, for example, phone calls, letters and payment rescheduling plans in cases where delinquency is deemed temporary (e.g., illness 1122(d)(4)(viii) or unemployment). - -------------------------------------------------------------------------------------------------------------------------------- Adjustments to interest rates or rates of return for mortgage X loans with variable rates are computed based on the related 1122(d)(4)(ix) mortgage loan documents. - -------------------------------------------------------------------------------------------------------------------------------- Regarding any funds held in trust for an obligor (such as X escrow accounts): (A) such funds are analyzed, in accordance with the obligor's mortgage loan documents, on at least an annual basis, or such other period specified in the transaction agreements; (B) interest on such funds is paid, or credited, to obligors in accordance with applicable mortgage loan documents and state laws; and (C) such funds are returned to the obligor within 30 calendar days of full repayment of the related mortgage loans, or such other number of days 1122(d)(4)(x) specified in the transaction agreements. - -------------------------------------------------------------------------------------------------------------------------------- Payments made on behalf of an obligor (such as tax or X X(8) insurance payments) are made on or before the related penalty or expiration dates, as indicated on the appropriate bills or notices for such payments, provided that such support has been received by the servicer at least 30 calendar days prior to these dates, or such other 1122(d)(4)(xi) number of days specified in the transaction agreements. - -------------------------------------------------------------------------------------------------------------------------------- Any late payment penalties in connection with any payment X to be made on behalf of an obligor are paid from the Servicer's funds and not charged to the obligor, unless the 1122(d)(4)(xii) late payment was due to the obligor's error or omission. - -------------------------------------------------------------------------------------------------------------------------------- Disbursements made on behalf of an obligor are posted X within two business days to the obligor's records maintained by the servicer, or such other number of days specified in 1122(d)(4)(xiii) the transaction agreements. - -------------------------------------------------------------------------------------------------------------------------------- Delinquencies, charge-offs and uncollectible accounts are X recognized and recorded in accordance with the transaction 1122(d)(4)(xiv) agreements. - -------------------------------------------------------------------------------------------------------------------------------- Any external enhancement or other support, identified in Item X 1114(a)(1) through (3) or Item 1115 of Regulation AB, is 1122(d)(4)(xv) maintained as set forth in the transaction agreements. - --------------------------------------------------------------------------------------------------------------------------------
- ---------- (8) Three vendors provide information used by the Asserting Party to pay taxes and insurance on behalf of obligors. CHASE CHF - Prime Management's Report on Assessment of Compliance with Applicable Servicing Criteria Chase Home Finance LLC (the "Asserting Party") is responsible for assessing compliance as of December 31, 2006 and for the period from January 1, 2006 through December 31, 2006 (the "Reporting Period"), with the servicing criteria set forth in Title 17, Section 229.1122(d) of the Code of Federal Regulations (the "CFR"), excluding the inapplicable servicing criteria as set forth in Exhibit A hereto (such criteria, after giving effect to the exclusions identified on Exhibit A, the "Applicable Servicing Criteria"). This report covers the asset-backed securities transactions backed by prime residential mortgages serviced on the Real Estate ("RE") servicing system where the related asset-backed securities were outstanding during the Reporting Period (the "Platform"). The Asserting Party has engaged certain vendors (the "Vendors") to perform specific and limited activities or activities scripted by the Asserting Party as of and during the Reporting Period, and the Asserting Party elects to take responsibility for assessing compliance with the Applicable Servicing Criteria or portion of the servicing criteria applicable to such Vendors as set forth in Exhibit A hereto (such criteria, the "Applicable Vendor Servicing Criteria"). The Asserting Party (i) has not identified and is not aware of any material instance of noncompliance by the Vendors with the Applicable Vendor Servicing Criteria and (ii) has not identified any material deficiency in its policies and procedures to monitor the compliance by the Vendors with the Applicable Vendor Servicing Criteria as of December 31, 2006 and for the Reporting Period. The Asserting Party (i) has used the criteria set forth in 17 CFR 229.1122(d) to assess the compliance by the Asserting Party with the Applicable Servicing Criteria for the Reporting Period and (ii) has concluded that the Asserting Party has complied, in all material respects, with the Applicable Servicing Criteria as of December 31, 2006 and for the Reporting Period with respect to the Platform, taken as a whole. PricewaterhouseCoopers LLP, an independent registered public accounting firm, has issued an attestation report for the Platform on our assessment of compliance with the Applicable Servicing Criteria as of December 31, 2006 and for the Reporting Period as set forth in this report. Chase Home Finance LLC Signed:/s/ Kim Greaves Signed:/s/ Jim Miller - --------------------------- --------------------------- Name: Kim Greaves Name: Jim Miller Title: Senior Vice President Title: Senior Vice President Date: 02/26/2007 Date: 02/26/2007 CHF - Prime EXHIBIT A
- -------------------------------------------------------------------------------------------------------------------------------- Servicing Criteria Applicable Servicing Inapplicable Criteria Servicing Criteria - -------------------------------------------------------------------------------------------------------------------------------- Reference Criteria Performed Performed by by Servicer Vendor(s) - -------------------------------------------------------------------------------------------------------------------------------- General Servicing Considerations - -------------------------------------------------------------------------------------------------------------------------------- Policies and procedures are instituted to monitor any X(1) performance or other triggers and events of default in 1122(d)(1)(i) accordance with the transaction agreements. - -------------------------------------------------------------------------------------------------------------------------------- If any material servicing activities are outsourced to X third parties, policies and procedures are instituted to monitor the third party's performance and compliance with 1122(d)(1)(ii) such servicing activities. - -------------------------------------------------------------------------------------------------------------------------------- Any requirements in the transaction agreements to maintain a X 1122(d)(1)(iii) back-up servicer for the mortgage loans are maintained, - -------------------------------------------------------------------------------------------------------------------------------- A fidelity bond and errors and omissions policy is in effect X on the party participating in the servicing function throughout the reporting period in the amount of coverage required by and otherwise in accordance with the terms of the 1122(d)(1)(iv) transaction agreements. - -------------------------------------------------------------------------------------------------------------------------------- Cash Collection and Administration - -------------------------------------------------------------------------------------------------------------------------------- Payments on mortgage loans are deposited into the X X(2) appropriate custodial bank accounts and related bank clearing accounts no more than two business days following receipt, or such other number of days specified in the 1122(d)(2)(i) transaction agreements. - -------------------------------------------------------------------------------------------------------------------------------- Disbursements made via wire transfer on behalf of an obligor X 1122(d)(2)(ii) or to an investor are made only by authorized personnel. - -------------------------------------------------------------------------------------------------------------------------------- Advances of funds or guarantees regarding collections, cash X flows or distributions, and any interest or other fees charged for such advances, are made, reviewed and approved as 1122(d)(2)(iii) specified in the transaction agreements. - -------------------------------------------------------------------------------------------------------------------------------- The related accounts for the transaction, such as cash X reserve accounts or accounts established as a form of overcollateralization, are separately maintained (e.g., with respect to commingling of cash) as set forth in the 1122(d)(2)(iv) transaction agreements. - -------------------------------------------------------------------------------------------------------------------------------- Each custodial account is maintained at a federally insured X depository institution as set forth in the transaction agreements. For purposes of this criterion, "federally insured depository institution" with respect to a foreign financial institution means a foreign financial institution that meets the requirements of Rule 13k-l(b)(l) of the Securities 1122(d)(2)(v) Exchange Act. - -------------------------------------------------------------------------------------------------------------------------------- Unissued checks are safeguarded so as to prevent unauthorized X 1122(d)(2)(vi) access. - -------------------------------------------------------------------------------------------------------------------------------- Reconciliations are prepared on a monthly basis for all X X(3) asset-backed securities related bank accounts, including custodial accounts and related bank clearing accounts. These reconciliations are (A) mathematically accurate; (B) prepared within 30 calendar days after the bank statement cutoff date, or such other number of days specified in the transaction agreements; (C) reviewed and approved by someone other than the person who prepared the reconciliation; and (D) contain explanations for reconciling items. These reconciling items are resolved within 90 calendar days of their original identification, or such other number of days specified in 1122(d)(2)(vii) the transaction agreements. - --------------------------------------------------------------------------------------------------------------------------------
- ---------- (1) The Asserting Party monitors events of default as obligated pursuant to the transaction agreements. (2) An affiliate vendor deposits funds from customer transactions to a lockbox clearing account. (3) Two vendors prepare account reconciliations on disbursement clearing accounts. CHF - Prime
- -------------------------------------------------------------------------------------------------------------------------------- Servicing Criteria Applicable Servicing Inapplicable Criteria Servicing Criteria - -------------------------------------------------------------------------------------------------------------------------------- Reference Criteria Performed Performed by by Servicer Vendor(s) - --------------------------------------------------------------------------------------------------------------------------------- Investor Remittances and Reporting - --------------------------------------------------------------------------------------------------------------------------------- Reports to investors, including those to be filed with the X(4) Commission, are maintained in accordance with the transaction agreements and applicable Commission requirements. Specifically, such reports (A) are prepared in accordance with timeframes and other terms set forth in the transaction agreements; (B) provide information calculated in accordance with the terms specified in the transaction agreements; (C) are filed with the Commission as required by its rules and regulations; and (D) agree with investors' or the trustee's records as to the total unpaid principal balance and number of mortgage loans serviced by the 1122(d)(3)(i) Servicer. - --------------------------------------------------------------------------------------------------------------------------------- Amounts due to investors are allocated and remitted in X(5) accordance with timeframes, distribution priority and other terms 1122(d)(3)(ii) set forth in the transaction agreements. - --------------------------------------------------------------------------------------------------------------------------------- Disbursements made to an investor are posted within two X(6) business days to the Servicer's investor records, or such 1122(d)(3)(iii) other number of days specified in the transaction agreements. - --------------------------------------------------------------------------------------------------------------------------------- Amounts remitted to investors per the investor reports X(7) agree with cancelled checks, or other form of payment, or 1122(d)(3)(iv) custodial bank statements. - --------------------------------------------------------------------------------------------------------------------------------- Pool Asset Administration - --------------------------------------------------------------------------------------------------------------------------------- Collateral or security on mortgage loans is maintained as X required by the transaction agreements or related mortgage 1122(d)(4)(i) loan documents. - --------------------------------------------------------------------------------------------------------------------------------- Mortgage loan and related documents are safeguarded as X 1122(d)(4)(ii) required by the transaction agreements. - --------------------------------------------------------------------------------------------------------------------------------- Any additions, removals or substitutions to the asset pool X are made, reviewed and approved in accordance with any 1122(d)(4)(iii) conditions or requirements in the transaction agreements. - --------------------------------------------------------------------------------------------------------------------------------- Payments on mortgage loans, including any payoffs, made in X accordance with the related mortgage loan documents are posted to the Servicer's obligor records maintained no more than two business days after receipt, or such other number of days specified in the transaction agreements, and allocated to principal, interest or other items (e.g., escrow) in 1122(d)(4)(iv) accordance with the related mortgage loan documents. - --------------------------------------------------------------------------------------------------------------------------------- The Servicer's records regarding the mortgage loans agree X with the Servicer's records with respect to an obligor's 1122(d)(4)(v) unpaid principal balance. - --------------------------------------------------------------------------------------------------------------------------------- Changes with respect to the terms or status of an obligor's X mortgage loans (e.g., loan modifications or re-agings) are made, reviewed and approved by authorized personnel in accordance with the transaction agreements and related pool 1122(d)(4)(vi) asset documents. - ---------------------------------------------------------------------------------------------------------------------------------
- ---------- (4) The Asserting Party provides monthly pool accounting reports to the appropriate party pursuant to the transaction agreements. (5) The Asserting Party remits amounts to the appropriate party pursuant to the transaction agreements. (6) Disbursements made to the appropriate party pursuant to the transaction agreements are posted within two business days to the Asserting Party's records, or such other number of days specified in the transaction agreements. (7) The Asserting Party reconciles its records relating to disbursements made to the appropriate party pursuant to the transaction agreements. CHF - Prime
- -------------------------------------------------------------------------------------------------------------------------------- Servicing Criteria Applicable Servicing Inapplicable Criteria Servicing Criteria - -------------------------------------------------------------------------------------------------------------------------------- Reference Criteria Performed Performed by by Servicer Vendor(s) - -------------------------------------------------------------------------------------------------------------------------------- Loss mitigation or recovery actions (e.g., forbearance plans, X modifications and deeds in lieu of foreclosure, foreclosures and repossessions, as applicable) are initiated, conducted and concluded in accordance with the timeframes or other 1122(d)(4)(vii) requirements established by the transaction agreements. - -------------------------------------------------------------------------------------------------------------------------------- Records documenting collection efforts are maintained during X the period a mortgage loan is delinquent in accordance with the transaction agreements. Such records arc maintained on at least a monthly basis, or such other period specified in the transaction agreements, and describe the entity's activities in monitoring delinquent mortgage loans including, for example, phone calls, letters and payment rescheduling plans in cases where delinquency is deemed temporary (e.g., illness 1122(d)(4)(viii) or unemployment). - -------------------------------------------------------------------------------------------------------------------------------- Adjustments to interest rates or rates of return for mortgage X loans with variable rates are computed based on the related 1122(d)(4)(ix) mortgage loan documents. - -------------------------------------------------------------------------------------------------------------------------------- Regarding any funds held in trust for an obligor (such as X escrow accounts): (A) such funds are analyzed, in accordance with the obligor's mortgage loan documents, on at least an annual basis, or such other period specified in the transaction agreements; (B) interest on such funds is paid, or credited, to obligors in accordance with applicable mortgage loan documents and state laws; and (C) such funds are returned to the obligor within 30 calendar days of full repayment of the related mortgage loans, or such other number of days 1122(d)(4)(x) specified in the transaction agreements. - -------------------------------------------------------------------------------------------------------------------------------- Payments made on behalf of an obligor (such as tax or X X(8) insurance payments) are made on or before the related penalty or expiration dates, as indicated on the appropriate bills or notices for such payments, provided that such support has been received by the servicer at least 30 calendar days prior to these dates, or such other 1122(d)(4)(xi) number of days specified in the transaction agreements. - -------------------------------------------------------------------------------------------------------------------------------- Any late payment penalties in connection with any payment X to be made on behalf of an obligor are paid from the Servicer's funds and not charged to the obligor, unless the 1122(d)(4)(xii) late payment was due to the obligor's error or omission. - -------------------------------------------------------------------------------------------------------------------------------- Disbursements made on behalf of an obligor are posted X within two business days to the obligor's records maintained by the servicer, or such other number of days specified in 1122(d)(4)(xiii) the transaction agreements. - -------------------------------------------------------------------------------------------------------------------------------- Delinquencies, charge-offs and uncollectible accounts are X recognized and recorded in accordance with the transaction 1122(d)(4)(xiv) agreements. - -------------------------------------------------------------------------------------------------------------------------------- Any external enhancement or other support, identified in Item X 1114(a)(1) through (3) or Item 1115 of Regulation AB, is 1122(d)(4)(xv) maintained as set forth in the transaction agreements. - --------------------------------------------------------------------------------------------------------------------------------
- ---------- (8) Two vendors provide information used by the Asserting Party to pay taxes and insurance on behalf of obligors. CHASE Chase Home Finance LLC 3415 Vision Drive Columbus, OH 43219 Authorized Signatures for Chase Home Finance LLC Annual Compliance Reporting: /s/Kim Greaves 2/26/07 - ------------------------ -------------------------- Kim Greaves Date Senior Vice President /s/Jim Miller 2/23/07 - ------------------------ -------------------------- Jim Miller Date Senior Vice President EX-33.C 5 ex33c.txt Management's Assertion of Compliance Management of the Agency and Trust division of Citibank, N.A. (the "Company") is responsible for providing this platform-level assessment of compliance with the servicing criteria specified in Item 1122(d) of Regulation AB promulgated by the Securities and Exchange Commission. Management has determined that the following servicing criteria are applicable in regards to the platform for the following period: Platform: publicly-issued (i.e., transaction-level reporting initially required under the Securities Exchange Act of 1934, as amended) residential mortgage-backed securities, automobile loan or lease-backed securities and student loan-backed securities issued on or after January 1, 2006, for which the Company provides the following servicing functions (the "Platform"): - paying agent, securities administration and trustee; or - securities administration and paying agent; or - paying agent and trustee; or - paying agent. Applicable Servicing Criteria: All servicing criteria set forth in Item 1122(d), to the extent required by the Item 1122(d) servicing criteria in regards to the activities performed by the Company with respect to the Platform as to any transaction, excluding the following servicing criteria: 1122(d)(1)(i), 1122(d)(1)(iii), 1122(d)(I)(iv), 1122(d)(2)(iii). 1122(d)(4) (i), 1122(d)(4)(ii) and 1122(d)(4)(iv) through 1122(d)(4)(xiv), (the "Applicable Servicing Criteria"). Period: Twelve months ended December 31, 2006 (the "Period"). With respect to the Platform, the Company's management provides the following assessment of compliance with respect to the Applicable Servicing Criteria: - The Company's management is responsible for assessing the Company's compliance with the Applicable Servicing Criteria as of and for the Period. - The Company's management has assessed compliance with the Applicable Servicing Criteria as of and for the Period. In making this assessment, management used the criteria set forth by the Securities and Exchange Commission in paragraph (d) of Item 1122 of Regulation AB. - Based on such assessment, as of and for the Period, the Company has complied, in all material respects, with the Applicable Servicing Criteria. KPMG LLP, a registered public accounting firm, has issued an attestation report with respect to management's assertion of compliance with the Applicable Servicing Criteria as of and for the Period. Citibank,N.A. By:/s/Jeffrey Volk ----------------------------- Jeffrey Volk Its: Managing Director ----------------------------- Dated: February 28, 2007 ----------------------- EX-33.D 6 ex33d.txt citibank Citibank, N.A. Citibank Custodial Operations 5280 Corporate Drive MC0052 Frederick, MD 21740 Management Assessment of Compliance with Applicable Servicing Criteria 1. Citibank, N.A., (the "Custodian") is responsible for assessing compliance with the servicing criteria applicable to it under paragraph (d) of Item 1122 of Regulation AB, as set forth in Exhibit A hereto, in connection with the servicing of residential mortgage loans for which the Custodian performs a custodial servicing function pursuant to a custodial agreement with Citigroup Mortgage Loan Trust Inc. for post December 31, 2005 transactions ("the Platform"), as of and for the year ended December 31, 2006; 2. Except as set forth in paragraph 3 below, the Custodian used the criteria set forth in paragraph (d) of Item 1122 of Regulation AB to assess the compliance with the applicable servicing criteria as of and for the year ended December 31, 2006; 3. All criteria on Exhibit A hereto are inapplicable to the Custodian based or the activities it performs with respect to asset-backed securities transactions, except for 1122(d)(4)(i) and 1122(d)(4)(ii); 4. The Custodian has complied, in all material respects, with the applicable servicing criteria as of and for the year ended December 31, 2006; 5. KPMG LLP, a registered public accounting firm, has issued an attestation report on the Custodian's assessment of compliance with the applicable servicing criteria as of and for the year ended December 31, 2006. March 19, 2007 By: /s/ Herb Gover ------------------ Name: Herb Gover Title: Executive Vice President, North American Consumer Asset Operations EXHIBIT A
- -------------------------------------------------------------------------------------------------------------------------------- Servicing Criteria Applicable Inapplicable Servicing Criteria Servicing Criteria - -------------------------------------------------------------------------------------------------------------------------------- Performed by Performed Vendor(s) for Directly which Custodian by is Responsible Reference Criteria Custodian(2) Party(3) - -------------------------------------------------------------------------------------------------------------------------------- General Servicing Considerations - -------------------------------------------------------------------------------------------------------------------------------- Policies and procedures are instituted to monitor any X performance or other triggers and events of default in 1122(d)(1)(i) accordance with the transaction agreements. - -------------------------------------------------------------------------------------------------------------------------------- If any material servicing activities are outsourced to X third parties, policies and procedures are instituted to monitor the third party's performance and compliance with 1122(d)(1)(ii) such servicing activities. - -------------------------------------------------------------------------------------------------------------------------------- Any requirements in the transaction agreements to maintain a X 1122(d)(1)(iii) back-up servicer for the mortgage loans are maintained, - -------------------------------------------------------------------------------------------------------------------------------- A fidelity bond and errors and omissions policy is in effect X on the party participating in the servicing function throughout the reporting period in the amount of coverage required by and otherwise in accordance with the terms of the 1122(d)(1)(iv) transaction agreements. - -------------------------------------------------------------------------------------------------------------------------------- Cash Collection and Administration - -------------------------------------------------------------------------------------------------------------------------------- Payments on mortgage loans are deposited into the X appropriate custodial bank accounts and related bank clearing accounts no more than two business days following receipt, or such other number of days specified in the 1122(d)(2)(i) transaction agreements. - -------------------------------------------------------------------------------------------------------------------------------- Disbursements made via wire transfer on behalf of an obligor X 1122(d)(2)(ii) or to an investor are made only by authorized personnel. - -------------------------------------------------------------------------------------------------------------------------------- Advances of funds or guarantees regarding collections, cash X flows or distributions, and any interest or other fees charged for such advances, are made, reviewed and approved as 1122(d)(2)(iii) specified in the transaction agreements. - -------------------------------------------------------------------------------------------------------------------------------- The related accounts for the transaction, such as cash X reserve accounts or accounts established as a form of overcollateralization, are separately maintained (e.g., with respect to commingling of cash) as set forth in the 1122(d)(2)(iv) transaction agreements. - -------------------------------------------------------------------------------------------------------------------------------- Each custodial account is maintained at a federally insured X depository institution as set forth in the transaction agreements. For purposes of this criterion, "federally insured depository institution" with respect to a foreign financial institution means a foreign financial institution that meets the requirements of Rule 13k-l(b)(l) of the Securities 1122(d)(2)(v) Exchange Act. - -------------------------------------------------------------------------------------------------------------------------------- Unissued checks are safeguarded so as to prevent unauthorized X 1122(d)(2)(vi) access. - --------------------------------------------------------------------------------------------------------------------------------
- ---------- (1) Check only criteria that Servicer neither performs nor takes responsibilty for the performance of a Vendor. (2) If checked, describe in footnote any portion of the applicable criterion that is not performed by the Servicer (because performed by Vendor or performed by another servicing function participant). See footnotes to Exhibit A at end of document. (3) If checked, describe in footnote the portion of the applicable criterion (if less than all) that is performed by the Vendor. See footnotes to Exhibit A at end of document.
- -------------------------------------------------------------------------------------------------------------------------------- Servicing Criteria Applicable Inapplicable Servicing Criteria Servicing Criteria - -------------------------------------------------------------------------------------------------------------------------------- Performed by Performed Vendor(s) for Directly which Custodian by is Responsible Reference Criteria Custodian(2) Party(3) - -------------------------------------------------------------------------------------------------------------------------------- Reconciliations are prepared on a monthly basis for all X asset-backed securities related bank accounts, including custodial accounts and related bank clearing accounts. These reconciliations are (A) mathematically accurate; (B) prepared within 30 calendar days after the bank statement cutoff date, or such other number of days specified in the transactidn agreements; (C) reviewed and approved by someone other than the person who prepared the reconciliation; and (D) contain explanations for reconciling items. These reconciling items are resolved within 90 calendar days of their original identification, or such other number of days specified in 1122(d)(2)(vii) the transaction agreements. - --------------------------------------------------------------------------------------------------------------------------------- Investor Remittances and Reporting - --------------------------------------------------------------------------------------------------------------------------------- Reports to investors, including those to be filed with the X Commission, are maintained in accordance with the transaction agreements and applicable Commission requirements. Specifically, such reports (A) are prepared in accordance with timeframes and other terms set forth in the transaction agreements; (B) provide information calculated in accordance with the terms specified in the transaction agreements; (C) are filed with the Commission as required by its rules and regulations; and (D) agree with investors' or the trustee's records as to the total unpaid principal balance and number of mortgage loans serviced by the 1122(d)(3)(i) Servicer. - --------------------------------------------------------------------------------------------------------------------------------- Amounts due to investors are allocated and remitted in X accordance with timeframes, distribution priority and other terms 1122(d)(3)(ii) set forth in the transaction agreements. - --------------------------------------------------------------------------------------------------------------------------------- Disbursements made to an investor are posted within two X business days to the Servicer's investor records, or such 1122(d)(3)(iii) other number of days specified in the transaction agreements. - --------------------------------------------------------------------------------------------------------------------------------- Amounts remitted to investors per the investor reports X agree with cancelled checks, or other form of payment, or 1122(d)(3)(iv) custodial bank statements. - --------------------------------------------------------------------------------------------------------------------------------- Pool Asset Administration - --------------------------------------------------------------------------------------------------------------------------------- Collateral or security on mortgage loans is maintained as X(i) required by the transaction agreements or related mortgage 1122(d)(4)(i) loan documents. - --------------------------------------------------------------------------------------------------------------------------------- Mortgage loan and related documents are safeguarded as X(ii) 1122(d)(4)(ii) required by the transaction agreements. - --------------------------------------------------------------------------------------------------------------------------------- Any additions, removals or substitutions to the asset pool X are made, reviewed and approved in accordance with any 1122(d)(4)(iii) conditions or requirements in the transaction agreements. - --------------------------------------------------------------------------------------------------------------------------------- Payments on mortgage loans, including any payoffs, made in X accordance with the related mortgage loan documents are posted to the Servicer's obligor records maintained no more than two business days after receipt, or such other number of days specified in the transaction agreements, and allocated to principal, interest or other items (e.g., escrow) in 1122(d)(4)(iv) accordance with the related mortgage loan documents. - --------------------------------------------------------------------------------------------------------------------------------- The Servicer's records regarding the mortgage loans agree X with the Servicer's records with respect to an obligor's 1122(d)(4)(v) unpaid principal balance. - ---------------------------------------------------------------------------------------------------------------------------------
- -------------------------------------------------------------------------------------------------------------------------------- Servicing Criteria Applicable Inapplicable Servicing Criteria Servicing Criteria - -------------------------------------------------------------------------------------------------------------------------------- Performed by Performed Vendor(s) for Directly which Custodian by is Responsible Reference Criteria Custodian(2) Party(3) - -------------------------------------------------------------------------------------------------------------------------------- Changes with respect to the terms or status of an obligor's X mortgage loans (e.g., loan modifications or re-agings) are made, reviewed and approved by authorised personnel in accordance with the transaction agreements and related pool 1122(d)(4)(vi) asset documents. - --------------------------------------------------------------------------------------------------------------------------------- Loss mitigation or recovery actions (e.g., forbearance plans, X modifications and deeds in lieu of foreclosure, foreclosures and repossessions, as applicable) are initiated, conducted and concluded in accordance with the timeframes or other 1122(d)(4)(vii) requirements established by the transaction agreements. - -------------------------------------------------------------------------------------------------------------------------------- Records documenting collection efforts are maintained during X the period a mortgage loan is delinquent in accordance with the transaction agreements. Such records arc maintained on at least a monthly basis, or such other period specified in the transaction agreements, and describe the entity's activities in monitoring delinquent mortgage loans including, for example, phone calls, letters and payment rescheduling plans in cases where delinquency is deemed temporary (e.g., illness 1122(d)(4)(viii) or unemployment). - -------------------------------------------------------------------------------------------------------------------------------- Adjustments to interest rates or rates of return for mortgage X loans with variable rates are computed based on the related 1122(d)(4)(ix) mortgage loan documents. - -------------------------------------------------------------------------------------------------------------------------------- Regarding any funds held in trust for an obligor (such as X escrow accounts): (A) such funds are analyzed, in accordance with the obligor's mortgage loan documents, on at least an annual basis, or such other period specified in the transaction agreements; (B) interest on such funds is paid, or credited, to obligors in accordance with applicable mortgage loan documents and state laws; and (C) such funds are returned to the obligor within 30 calendar days of full repayment of the related mortgage loans, or such other number of days 1122(d)(4)(x) specified in the transaction agreements. - -------------------------------------------------------------------------------------------------------------------------------- Payments made on behalf of an obligor (such as tax or X insurance payments) are made on or before the related penalty or expiration dates, as indicated on the appropriate bills or notices for such payments, provided that such support has been received by the servicer at least 30 calendar days prior to these dates, or such other 1122(d)(4)(xi) number of days specified in the transaction agreements. - -------------------------------------------------------------------------------------------------------------------------------- Any late payment penalties in connection with any payment X to be made on behalf of an obligor are paid from the Servicer's funds and not charged to the obligor, unless the 1122(d)(4)(xii) late payment was due to the obligor's error or omission. - -------------------------------------------------------------------------------------------------------------------------------- Disbursements made on behalf of an obligor are posted X within two business days to the obligor's records maintained by the servicer, or such other number of days specified in 1122(d)(4)(xiii) the transaction agreements. - -------------------------------------------------------------------------------------------------------------------------------- Delinquencies, charge-offs and uncollectible accounts are X recognized and recorded in accordance with the transaction 1122(d)(4)(xiv) agreements. - -------------------------------------------------------------------------------------------------------------------------------- Any external enhancement or other support, identified in Item X 1114(a)(1) through (3) or Item 1115 of Regulation AB, is 1122(d)(4)(xv) maintained as set forth in the transaction agreements. - --------------------------------------------------------------------------------------------------------------------------------
- ---------- Footnotes to Exhibit A (i) The custodian is required to safeguard the mortgage file and control the release of the related file. (ii) The custodian is required to safeguard the mortgage file and control the release of the related file. EX-33.E 7 ex33e.txt CHASE JPMCB-Subprime Management's Report on Assessment of Compliance with Applicable Servicing Criteria JPMorgan Chase Bank, National Association (the "Asserting Party") is responsible for assessing compliance as of December 31, 2006 and for the period from January 1, 2006 through December 31, 2006 (the "Reporting Period"), with the servicing criteria set forth in Title 17, Section 229.1122(d) of the Code of Federal Regulations (the "CFR"), excluding the inapplicable servicing criteria as set forth in Exhibit A hereto (such criteria, after giving effect to the exclusions identified on Exhibit A, the "Applicable Servicing Criteria"). This report covers the asset-backed securities transactions backed by subprime residential mortgages serviced on the Loan Servicing and Accounting Management System I. ("LSAMS I") where the related asset-backed securities were outstanding during the Reporting Period (the "Platform"). The Asserting Party (i) has used the criteria set forth in 17 CFR 229.1122(d) to assess the compliance by the Asserting Party with the Applicable Servicing Criteria for the Reporting Period and (ii) has concluded that the Asserting Party has complied, in all material respects, with the Applicable Servicing Criteria as of December 31, 2006 and for the Reporting Period with respect to the Platform, taken as a whole. PricewaterhouseCoopers LLP, an independent registered public accounting firm, has issued an attestation report for the Platform on our assessment of compliance with the Applicable Servicing Criteria as of December 31, 2006 and for the Reporting Period as set forth in this report. JPMorgan Chase National Association Signed: /s/ David Lowman ---------------- Name: David Lowman Title: Executive Vice President Date: 02/26/2007 JPMCB - Subprime EXHIBIT A
- -------------------------------------------------------------------------------------------------------------------------------- Servicing Criteria Applicable Servicing Inapplicable Criteria Servicing Criteria - -------------------------------------------------------------------------------------------------------------------------------- Reference Criteria - -------------------------------------------------------------------------------------------------------------------------------- General Servicing Considerations - -------------------------------------------------------------------------------------------------------------------------------- Policies and procedures are instituted to monitor any X(1) performance or other triggers and events of default in 1122(d)(1)(i) accordance with the transaction agreements. - -------------------------------------------------------------------------------------------------------------------------------- If any material servicing activities are outsourced to X third parties, policies and procedures are instituted to monitor the third party's performance and compliance with 1122(d)(1)(ii) such servicing activities. - -------------------------------------------------------------------------------------------------------------------------------- Any requirements in the transaction agreements to maintain a X 1122(d)(1)(iii) back-up servicer for the mortgage loans are maintained, - -------------------------------------------------------------------------------------------------------------------------------- A fidelity bond and errors and omissions policy is in effect X on the party participating in the servicing function throughout the reporting period in the amount of coverage required by and otherwise in accordance with the terms of the 1122(d)(1)(iv) transaction agreements. - -------------------------------------------------------------------------------------------------------------------------------- Cash Collection and Administration - -------------------------------------------------------------------------------------------------------------------------------- Payments on mortgage loans are deposited into the X appropriate custodial bank accounts and related bank clearing accounts no more than two business days following receipt, or such other number of days specified in the 1122(d)(2)(i) transaction agreements. - -------------------------------------------------------------------------------------------------------------------------------- Disbursements made via wire transfer on behalf of an obligor X 1122(d)(2)(ii) or to an investor are made only by authorized personnel. - -------------------------------------------------------------------------------------------------------------------------------- Advances of funds or guarantees regarding collections, cash X flows or distributions, and any interest or other fees charged for such advances, are made, reviewed and approved as 1122(d)(2)(iii) specified in the transaction agreements. - -------------------------------------------------------------------------------------------------------------------------------- The related accounts for the transaction, such as cash X reserve accounts or accounts established as a form of overcollateralization, are separately maintained (e.g., with respect to commingling of cash) as set forth in the 1122(d)(2)(iv) transaction agreements. - -------------------------------------------------------------------------------------------------------------------------------- Each custodial account is maintained at a federally insured X depository institution as set forth in the transaction agreements. For purposes of this criterion, "federally insured depository institution" with respect to a foreign financial institution means a foreign financial institution that meets the requirements of Rule 13k-l(b)(l) of the Securities 1122(d)(2)(v) Exchange Act. - -------------------------------------------------------------------------------------------------------------------------------- Unissued checks are safeguarded so as to prevent unauthorized X 1122(d)(2)(vi) access. - -------------------------------------------------------------------------------------------------------------------------------- Reconciliations are prepared on a monthly basis for all X asset-backed securities related bank accounts, including custodial accounts and related bank clearing accounts. These reconciliations are (A) mathematically accurate; (B) prepared within 30 calendar days after the bank statement cutoff date, or such other number of days specified in the transactidn agreements; (C) reviewed and approved by someone other than the person who prepared the reconciliation; and (D) contain explanations for reconciling items. These reconciling items are resolved within 90 calendar days of their original identification, or such other number of days specified in 1122(d)(2)(vii) the transaction agreements. - --------------------------------------------------------------------------------------------------------------------------------
- ---------- (1) The Asserting Party monitors events of default as obligated pursuant to the transaction agreements. JPMCB - Subprime
- -------------------------------------------------------------------------------------------------------------------------------- Servicing Criteria Applicable Servicing Inapplicable Criteria Servicing Criteria - -------------------------------------------------------------------------------------------------------------------------------- Reference Criteria - -------------------------------------------------------------------------------------------------------------------------------- Investor Remittances and Reporting - -------------------------------------------------------------------------------------------------------------------------------- Reports to investors, including those to be filed with the X Commission, are maintained in accordance with the transaction agreements and applicable Commission requirements. Specifically, such reports (A) are prepared in accordance with timeframes and other terms set forth in the transaction agreements; (B) provide information calculated in accordance with the terms specified in the transaction agreements; (C) are filed with the Commission as required by its rules and regulations; and (D) agree with investors' or the trustee's records as to the total unpaid principal balance and number of mortgage loans serviced by the 1122(d)(3)(i) Servicer. - --------------------------------------------------------------------------------------------------------------------------------- Amounts due to investors are allocated and remitted in X accordance with timeframes, distribution priority and other terms 1122(d)(3)(ii) set forth in the transaction agreements. - --------------------------------------------------------------------------------------------------------------------------------- Disbursements made to an investor are posted within two X business days to the Servicer's investor records, or such 1122(d)(3)(iii) other number of days specified in the transaction agreements. - --------------------------------------------------------------------------------------------------------------------------------- Amounts remitted to investors per the investor reports X agree with cancelled checks, or other form of payment, or 1122(d)(3)(iv) custodial bank statements. - --------------------------------------------------------------------------------------------------------------------------------- Pool Asset Administration - --------------------------------------------------------------------------------------------------------------------------------- Collateral or security on mortgage loans is maintained as X required by the transaction agreements or related mortgage 1122(d)(4)(i) loan documents. - --------------------------------------------------------------------------------------------------------------------------------- Mortgage loan and related documents are safeguarded as X 1122(d)(4)(ii) required by the transaction agreements. - --------------------------------------------------------------------------------------------------------------------------------- Any additions, removals or substitutions to the asset pool X are made, reviewed and approved in accordance with any 1122(d)(4)(iii) conditions or requirements in the transaction agreements. - --------------------------------------------------------------------------------------------------------------------------------- Payments on mortgage loans, including any payoffs, made in X accordance with the related mortgage loan documents are posted to the Servicer's obligor records maintained no more than two business days after receipt, or such other number of days specified in the transaction agreements, and allocated to principal, interest or other items (e.g., escrow) in 1122(d)(4)(iv) accordance with the related mortgage loan documents. - --------------------------------------------------------------------------------------------------------------------------------- The Servicer's records regarding the mortgage loans agree X with the Servicer's records with respect to an obligor's 1122(d)(4)(v) unpaid principal balance. - --------------------------------------------------------------------------------------------------------------------------------- Changes with respect to the terms or status of an obligor's X mortgage loans (e.g., loan modifications or re-agings) are made, reviewed and approved by authorised personnel in accordance with the transaction agreements and related pool 1122(d)(4)(vi) asset documents. - --------------------------------------------------------------------------------------------------------------------------------- Loss mitigation or recovery actions (e.g., forbearance plans, X modifications and deeds in lieu of foreclosure, foreclosures and repossessions, as applicable) are initiated, conducted and concluded in accordance with the timeframes or other 1122(d)(4)(vii) requirements established by the transaction agreements. - -------------------------------------------------------------------------------------------------------------------------------- Records documenting collection efforts are maintained during X the period a mortgage loan is delinquent in accordance with the transaction agreements. Such records arc maintained on at least a monthly basis, or such other period specified in the transaction agreements, and describe the entity's activities in monitoring delinquent mortgage loans including, for example, phone calls, letters and payment rescheduling plans in cases where delinquency is deemed temporary (e.g., illness 1122(d)(4)(viii) or unemployment). - --------------------------------------------------------------------------------------------------------------------------------
JPMCB - Subprime
- -------------------------------------------------------------------------------------------------------------------------------- Servicing Criteria Applicable Servicing Inapplicable Criteria Servicing Criteria - -------------------------------------------------------------------------------------------------------------------------------- Reference Criteria - -------------------------------------------------------------------------------------------------------------------------------- Adjustments to interest rates or rates of return for mortgage X loans with variable rates are computed based on the related 1122(d)(4)(ix) mortgage loan documents. - -------------------------------------------------------------------------------------------------------------------------------- Regarding any funds held in trust for an obligor (such as X escrow accounts): (A) such funds are analyzed, in accordance with the obligor's mortgage loan documents, on at least an annual basis, or such other period specified in the transaction agreements; (B) interest on such funds is paid, or credited, to obligors in accordance with applicable mortgage loan documents and state laws; and (C) such funds are returned to the obligor within 30 calendar days of full repayment of the related mortgage loans, or such other number of days 1122(d)(4)(x) specified in the transaction agreements. - -------------------------------------------------------------------------------------------------------------------------------- Payments made on behalf of an obligor (such as tax or X insurance payments) are made on or before the related penalty or expiration dates, as indicated on the appropriate bills or notices for such payments, provided that such support has been received by the servicer at least 30 calendar days prior to these dates, or such other 1122(d)(4)(xi) number of days specified in the transaction agreements. - -------------------------------------------------------------------------------------------------------------------------------- Any late payment penalties in connection with any payment X to be made on behalf of an obligor are paid from the Servicer's funds and not charged to the obligor, unless the 1122(d)(4)(xii) late payment was due to the obligor's error or omission. - -------------------------------------------------------------------------------------------------------------------------------- Disbursements made on behalf of an obligor are posted X within two business days to the obligor's records maintained by the servicer, or such other number of days specified in 1122(d)(4)(xiii) the transaction agreements. - -------------------------------------------------------------------------------------------------------------------------------- Delinquencies, charge-offs and uncollectible accounts are X recognized and recorded in accordance with the transaction 1122(d)(4)(xiv) agreements. - -------------------------------------------------------------------------------------------------------------------------------- Any external enhancement or other support, identified in Item X 1114(a)(1) through (3) or Item 1115 of Regulation AB, is 1122(d)(4)(xv) maintained as set forth in the transaction agreements. - --------------------------------------------------------------------------------------------------------------------------------
CHASE JPMCB - Prime Management's Report on Assessment of Compliance with Applicable Servicing Criteria JPMorgan Chase Bank, National Association (the "Asserting Party") is responsible for assessing compliance as of December 31, 2006 and for the period from January 1, 2006 through December 31, 2006 (the "Reporting Period"), with the servicing criteria set forth in Title 17, Section 229.1122(d) of the Code of Federal Regulations (the "CFR"), excluding the inapplicable servicing criteria as set forth in Exhibit A hereto (such criteria, after giving effect to the exclusions identified on Exhibit A, the "Applicable Servicing Criteria"). This report covers the asset-backed securities transactions backed by prime residential mortgages serviced on the Real Estate ("RE") servicing system where the related asset-backed securities were outstanding during the Reporting Period (the "Platform"). The Asserting Party (i) has used the criteria set forth in 17 CFR 229.1122(d) to assess the compliance by the Asserting Party with the Applicable Servicing Criteria for the Reporting Period and (ii) has concluded that the Asserting Party has complied, in all material respects, with the Applicable Servicing Criteria as of December 31, 2006 and for the Reporting Period with respect to the Platform, taken as a whole. PricewaterhouseCoopers LLP, an independent registered public accounting firm, has issued an attestation report for the Platform on our assessment of compliance with the Applicable Servicing Criteria as of December 31, 2006 and for the Reporting Period as set forth in this report. JPMorgan Chase Bank, National Association Signed: /s/ David Lowman ---------------- Name: David Lowman Title: Executive Vice President Date: 02/26/2007 JPMCB - Prime EXHIBIT A
- -------------------------------------------------------------------------------------------------------------------------------- Servicing Criteria Applicable Servicing Inapplicable Criteria Servicing Criteria - -------------------------------------------------------------------------------------------------------------------------------- Reference Criteria - -------------------------------------------------------------------------------------------------------------------------------- General Servicing Considerations - -------------------------------------------------------------------------------------------------------------------------------- Policies and procedures are instituted to monitor any X(1) performance or other triggers and events of default in 1122(d)(1)(i) accordance with the transaction agreements. - -------------------------------------------------------------------------------------------------------------------------------- If any material servicing activities are outsourced to X third parties, policies and procedures are instituted to monitor the third party's performance and compliance with 1122(d)(1)(ii) such servicing activities. - -------------------------------------------------------------------------------------------------------------------------------- Any requirements in the transaction agreements to maintain a X 1122(d)(1)(iii) back-up servicer for the mortgage loans are maintained, - -------------------------------------------------------------------------------------------------------------------------------- A fidelity bond and errors and omissions policy is in effect X on the party participating in the servicing function throughout the reporting period in the amount of coverage required by and otherwise in accordance with the terms of the 1122(d)(1)(iv) transaction agreements. - -------------------------------------------------------------------------------------------------------------------------------- Cash Collection and Administration - -------------------------------------------------------------------------------------------------------------------------------- Payments on mortgage loans are deposited into the X appropriate custodial bank accounts and related bank clearing accounts no more than two business days following receipt, or such other number of days specified in the 1122(d)(2)(i) transaction agreements. - -------------------------------------------------------------------------------------------------------------------------------- Disbursements made via wire transfer on behalf of an obligor X 1122(d)(2)(ii) or to an investor are made only by authorized personnel. - -------------------------------------------------------------------------------------------------------------------------------- Advances of funds or guarantees regarding collections, cash X flows or distributions, and any interest or other fees charged for such advances, are made, reviewed and approved as 1122(d)(2)(iii) specified in the transaction agreements. - -------------------------------------------------------------------------------------------------------------------------------- The related accounts for the transaction, such as cash X reserve accounts or accounts established as a form of overcollateralization, are separately maintained (e.g., with respect to commingling of cash) as set forth in the 1122(d)(2)(iv) transaction agreements. - -------------------------------------------------------------------------------------------------------------------------------- Each custodial account is maintained at a federally insured X depository institution as set forth in the transaction agreements. For purposes of this criterion, "federally insured depository institution" with respect to a foreign financial institution means a foreign financial institution that meets the requirements of Rule 13k-l(b)(l) of the Securities 1122(d)(2)(v) Exchange Act. - -------------------------------------------------------------------------------------------------------------------------------- Unissued checks are safeguarded so as to prevent unauthorized X 1122(d)(2)(vi) access. - -------------------------------------------------------------------------------------------------------------------------------- Reconciliations are prepared on a monthly basis for all X asset-backed securities related bank accounts, including custodial accounts and related bank clearing accounts. These reconciliations are (A) mathematically accurate; (B) prepared within 30 calendar days after the bank statement cutoff date, or such other number of days specified in the transactidn agreements; (C) reviewed and approved by someone other than the person who prepared the reconciliation; and (D) contain explanations for reconciling items. These reconciling items are resolved within 90 calendar days of their original identification, or such other number of days specified in 1122(d)(2)(vii) the transaction agreements. - --------------------------------------------------------------------------------------------------------------------------------
- ---------- (1) The Asserting Party monitors events of default as obligated pursuant to the transaction agreements. JPMCB - Prime
- -------------------------------------------------------------------------------------------------------------------------------- Servicing Criteria Applicable Servicing Inapplicable Criteria Servicing Criteria - -------------------------------------------------------------------------------------------------------------------------------- Reference Criteria - -------------------------------------------------------------------------------------------------------------------------------- Investor Remittances and Reporting - -------------------------------------------------------------------------------------------------------------------------------- Reports to investors, including those to be filed with the X Commission, are maintained in accordance with the transaction agreements and applicable Commission requirements. Specifically, such reports (A) are prepared in accordance with timeframes and other terms set forth in the transaction agreements; (B) provide information calculated in accordance with the terms specified in the transaction agreements; (C) are filed with the Commission as required by its rules and regulations; and (D) agree with investors' or the trustee's records as to the total unpaid principal balance and number of mortgage loans serviced by the 1122(d)(3)(i) Servicer. - --------------------------------------------------------------------------------------------------------------------------------- Amounts due to investors are allocated and remitted in X accordance with timeframes, distribution priority and other terms 1122(d)(3)(ii) set forth in the transaction agreements. - --------------------------------------------------------------------------------------------------------------------------------- Disbursements made to an investor are posted within two X business days to the Servicer's investor records, or such 1122(d)(3)(iii) other number of days specified in the transaction agreements. - --------------------------------------------------------------------------------------------------------------------------------- Amounts remitted to investors per the investor reports X agree with cancelled checks, or other form of payment, or 1122(d)(3)(iv) custodial bank statements. - --------------------------------------------------------------------------------------------------------------------------------- Pool Asset Administration - --------------------------------------------------------------------------------------------------------------------------------- Collateral or security on mortgage loans is maintained as X required by the transaction agreements or related mortgage 1122(d)(4)(i) loan documents. - --------------------------------------------------------------------------------------------------------------------------------- Mortgage loan and related documents are safeguarded as X 1122(d)(4)(ii) required by the transaction agreements. - --------------------------------------------------------------------------------------------------------------------------------- Any additions, removals or substitutions to the asset pool X are made, reviewed and approved in accordance with any 1122(d)(4)(iii) conditions or requirements in the transaction agreements. - --------------------------------------------------------------------------------------------------------------------------------- Payments on mortgage loans, including any payoffs, made in X accordance with the related mortgage loan documents are posted to the Servicer's obligor records maintained no more than two business days after receipt, or such other number of days specified in the transaction agreements, and allocated to principal, interest or other items (e.g., escrow) in 1122(d)(4)(iv) accordance with the related mortgage loan documents. - --------------------------------------------------------------------------------------------------------------------------------- The Servicer's records regarding the mortgage loans agree X with the Servicer's records with respect to an obligor's 1122(d)(4)(v) unpaid principal balance. - --------------------------------------------------------------------------------------------------------------------------------- Changes with respect to the terms or status of an obligor's X mortgage loans (e.g., loan modifications or re-agings) are made, reviewed and approved by authorised personnel in accordance with the transaction agreements and related pool 1122(d)(4)(vi) asset documents. - --------------------------------------------------------------------------------------------------------------------------------- Loss mitigation or recovery actions (e.g., forbearance plans, X modifications and deeds in lieu of foreclosure, foreclosures and repossessions, as applicable) are initiated, conducted and concluded in accordance with the timeframes or other 1122(d)(4)(vii) requirements established by the transaction agreements. - -------------------------------------------------------------------------------------------------------------------------------- Records documenting collection efforts are maintained during X the period a mortgage loan is delinquent in accordance with the transaction agreements. Such records arc maintained on at least a monthly basis, or such other period specified in the transaction agreements, and describe the entity's activities in monitoring delinquent mortgage loans including, for example, phone calls, letters and payment rescheduling plans in cases where delinquency is deemed temporary (e.g., illness 1122(d)(4)(viii) or unemployment). - --------------------------------------------------------------------------------------------------------------------------------
JPMCB - Prime
- -------------------------------------------------------------------------------------------------------------------------------- Servicing Criteria Applicable Servicing Inapplicable Criteria Servicing Criteria - -------------------------------------------------------------------------------------------------------------------------------- Reference Criteria - -------------------------------------------------------------------------------------------------------------------------------- Adjustments to interest rates or rates of return for mortgage X loans with variable rates are computed based on the related 1122(d)(4)(ix) mortgage loan documents. - -------------------------------------------------------------------------------------------------------------------------------- Regarding any funds held in trust for an obligor (such as X escrow accounts): (A) such funds are analyzed, in accordance with the obligor's mortgage loan documents, on at least an annual basis, or such other period specified in the transaction agreements; (B) interest on such funds is paid, or credited, to obligors in accordance with applicable mortgage loan documents and state laws; and (C) such funds are returned to the obligor within 30 calendar days of full repayment of the related mortgage loans, or such other number of days 1122(d)(4)(x) specified in the transaction agreements. - -------------------------------------------------------------------------------------------------------------------------------- Payments made on behalf of an obligor (such as tax or X insurance payments) are made on or before the related penalty or expiration dates, as indicated on the appropriate bills or notices for such payments, provided that such support has been received by the servicer at least 30 calendar days prior to these dates, or such other 1122(d)(4)(xi) number of days specified in the transaction agreements. - -------------------------------------------------------------------------------------------------------------------------------- Any late payment penalties in connection with any payment X to be made on behalf of an obligor are paid from the Servicer's funds and not charged to the obligor, unless the 1122(d)(4)(xii) late payment was due to the obligor's error or omission. - -------------------------------------------------------------------------------------------------------------------------------- Disbursements made on behalf of an obligor are posted X within two business days to the obligor's records maintained by the servicer, or such other number of days specified in 1122(d)(4)(xiii) the transaction agreements. - -------------------------------------------------------------------------------------------------------------------------------- Delinquencies, charge-offs and uncollectible accounts are X recognized and recorded in accordance with the transaction 1122(d)(4)(xiv) agreements. - -------------------------------------------------------------------------------------------------------------------------------- Any external enhancement or other support, identified in Item X 1114(a)(1) through (3) or Item 1115 of Regulation AB, is 1122(d)(4)(xv) maintained as set forth in the transaction agreements. - --------------------------------------------------------------------------------------------------------------------------------
CHASE Chase Home Finance LLC 3415 Vision Drive Columbus, OH 43219 Authorized Signature for JPMorgan Chase NA Annual Compliance Reporting: /s/ David Lowman 2/22/07 - ------------------ ------------- David Lowman Date Executive Vice-President EX-33.F 8 ex33f.txt Wells Home Wells Fargo Home Mortgage Fargo Mortgage One Home Campus Des Moines, IA S0328-0001 YourWellsFargoMortgage.com Wells Fargo Bank, N.A. 2006 Certification Regarding Compliance with Applicable Servicing Criteria 1. Wells Fargo Bank, N.A. (the "Servicer") is responsible for assessing its compliance with the servicing criteria applicable to it under paragraph (d) of Item 1122 of Regulation AB as set forth in Exhibit A hereto in connection with the primary servicing of residential mortgage loans by its Wells Fargo Home Mortgage division, other than the servicing of such loans for Freddie Mac, Fannie Mae, Ginnie Mae, state and local government bond programs, or a Federal Home Loan Bank (the servicing "Platform"); 2. The Servicer has engaged certain vendors (the "Vendors") to perform specific, limited or scripted activities as of and for the year ended December 31, 2006, and the Servicer has elected to take responsibility for assessing compliance with the servicing criteria or portion of the servicing criteria applicable to such Vendors as set forth in Exhibit A hereto, with the exception of those Vendors that have provided their own report on assessment of compliance with servicing criteria, which reports are attached hereto as Exhibit D; 3. Except as set forth in paragraph 4 below, the Servicer used the Criteria set forth in paragraph (d) of Item 1122 of Regulation AB to assess the compliance with the applicable servicing criteria; 4. The criteria identified as Inapplicable Servicing Criteria on Exhibit A hereto are inapplicable to the Servicer based on the activities it performs with respect to its Platform; 5. The Servicer has complied, in all material respects, with the applicable servicing criteria as of and for the year ended December 31, 2006, except as described on Exhibit B hereto; 6. The Servicer has not identified and is not aware of any material instance of noncompliance by the Vendors with the applicable servicing criteria as of and for the year ended December 31, 2006; 7. The Servicer has not identified any material deficiency in its policies and procedures to monitor the compliance by the Vendors with the applicable servicing criteria for the year ended December 31, 2006; and 8. KPMG LLP, a registered public accounting firm, has issued an attestation report on the Servicer's assessment of compliance with the applicable servicing criteria as of and for the year ended December 31, 2006, which attestation report is included on Exhibit C attached hereto. March 1, 2007 WELLS FARGO BANK, N.A. By: /s/ Mary C. Coffin -------------------------------- Mary C. Coffin Executive Vice President Wells Fargo Home Mortgage is a division of Wells Fargo Bank, N.A. EXHIBIT A to Wells Fargo Bank, N.A.'s 2006 Certification Regarding Compliance With Applicable Servicing Criteria
- -------------------------------------------------------------------------------------------------------------------------------- Servicing Criteria Applicable Servicing Inapplicable Criteria Servicing Criteria - -------------------------------------------------------------------------------------------------------------------------------- Reference Criteria Performed Performed by by Servicer Vendor(s) - -------------------------------------------------------------------------------------------------------------------------------- General Servicing Considerations - -------------------------------------------------------------------------------------------------------------------------------- Policies and procedures are instituted to monitor any X performance or other triggers and events of default in 1122(d)(1)(i) accordance with the transaction agreements. - -------------------------------------------------------------------------------------------------------------------------------- If any material servicing activities are outsourced to X third parties, policies and procedures are instituted to monitor the third party's performance and compliance with 1122(d)(1)(ii) such servicing activities. - -------------------------------------------------------------------------------------------------------------------------------- Any requirements in the transaction agreements to maintain a X 1122(d)(1)(iii) back-up servicer for the mortgage loans are maintained, - -------------------------------------------------------------------------------------------------------------------------------- A fidelity bond and errors and omissions policy is in effect X on the party participating in the servicing function throughout the reporting period in the amount of coverage required by and otherwise in accordance with the terms of the 1122(d)(1)(iv) transaction agreements. - -------------------------------------------------------------------------------------------------------------------------------- Cash Collection and Administration - -------------------------------------------------------------------------------------------------------------------------------- Payments on mortgage loans are deposited into the X(1) X(2) appropriate custodial bank accounts and related bank clearing accounts no more than two business days following receipt, or such other number of days specified in the 1122(d)(2)(i) transaction agreements. - -------------------------------------------------------------------------------------------------------------------------------- Disbursements made via wire transfer on behalf of an obligor X 1122(d)(2)(ii) or to an investor are made only by authorized personnel. - -------------------------------------------------------------------------------------------------------------------------------- Advances of funds or guarantees regarding collections, cash X flows or distributions, and any interest or other fees charged for such advances, are made, reviewed and approved as 1122(d)(2)(iii) specified in the transaction agreements. - -------------------------------------------------------------------------------------------------------------------------------- The related accounts for the transaction, such as cash X reserve accounts or accounts established as a form of overcollateralization, are separately maintained (e.g., with respect to commingling of cash) as set forth in the 1122(d)(2)(iv) transaction agreements. - -------------------------------------------------------------------------------------------------------------------------------- Each custodial account is maintained at a federally insured X depository institution as set forth in the transaction agreements. For purposes of this criterion, "federally insured depository institution" with respect to a foreign financial institution means a foreign financial institution that meets the requirements of Rule 13k-l(b)(l) of the Securities 1122(d)(2)(v) Exchange Act. - -------------------------------------------------------------------------------------------------------------------------------- Unissued checks are safeguarded so as to prevent unauthorized X(3) X(4) 1122(d)(2)(vi) access. - --------------------------------------------------------------------------------------------------------------------------------
- ---------- (1) A portion of this servicing criteria is performed by a vendor, as set forth in footnote 2 below. (2) A lockbox vendor receives payments, creates transaction files, deposits checks, reconciles files to deposits and transmits the transaction files to Wells Fargo. See Exhibit D. (3) A portion of this servicing criteria is performed by vendors, as set forth in footnote 4 below. (4) Insurance vendors prepare and safeguard checks on behalf of Wells Fargo. As to one such vendor, see Exhibit D.
- -------------------------------------------------------------------------------------------------------------------------------- Servicing Criteria Applicable Servicing Inapplicable Criteria Servicing Criteria - -------------------------------------------------------------------------------------------------------------------------------- Reference Criteria Performed Performed by by Servicer Vendor(s) - -------------------------------------------------------------------------------------------------------------------------------- Reconciliations are prepared on a monthly basis for all X asset-backed securities related bank accounts, including custodial accounts and related bank clearing accounts. These reconciliations are (A) mathematically accurate; (B) prepared within 30 calendar days after the bank statement cutoff date, or such other number of days specified in the transactidn agreements; (C) reviewed and approved by someone other than the person who prepared the reconciliation; and (D) contain explanations for reconciling items. These reconciling items are resolved within 90 calendar days of their original identification, or such other number of days specified in 1122(d)(2)(vii) the transaction agreements. - --------------------------------------------------------------------------------------------------------------------------------- Investor Remittances and Reporting - --------------------------------------------------------------------------------------------------------------------------------- Reports to investors, including those to be filed with the X Commission, are maintained in accordance with the transaction agreements and applicable Commission requirements. Specifically, such reports (A) are prepared in accordance with timeframes and other terms set forth in the transaction agreements; (B) provide information calculated in accordance with the terms specified in the transaction agreements; (C) are filed with the Commission as required by its rules and regulations; and (D) agree with investors' or the trustee's records as to the total unpaid principal balance and number of mortgage loans serviced by the 1122(d)(3)(i) Servicer. - --------------------------------------------------------------------------------------------------------------------------------- Amounts due to investors are allocated and remitted in X accordance with timeframes, distribution priority and other terms 1122(d)(3)(ii) set forth in the transaction agreements. - --------------------------------------------------------------------------------------------------------------------------------- Disbursements made to an investor are posted within two X business days to the Servicer's investor records, or such 1122(d)(3)(iii) other number of days specified in the transaction agreements. - --------------------------------------------------------------------------------------------------------------------------------- Amounts remitted to investors per the investor reports X agree with cancelled checks, or other form of payment, or 1122(d)(3)(iv) custodial bank statements. - --------------------------------------------------------------------------------------------------------------------------------- Pool Asset Administration - --------------------------------------------------------------------------------------------------------------------------------- Collateral or security on mortgage loans is maintained as X required by the transaction agreements or related mortgage 1122(d)(4)(i) loan documents. - --------------------------------------------------------------------------------------------------------------------------------- Mortgage loan and related documents are safeguarded as X 1122(d)(4)(ii) required by the transaction agreements. - --------------------------------------------------------------------------------------------------------------------------------- Any additions, removals or substitutions to the asset pool X are made, reviewed and approved in accordance with any 1122(d)(4)(iii) conditions or requirements in the transaction agreements. - --------------------------------------------------------------------------------------------------------------------------------- Payments on mortgage loans, including any payoffs, made in X(5) X(6) accordance with the related mortgage loan documents are posted to the Servicer's obligor records maintained no more than two business days after receipt, or such other number of days specified in the transaction agreements, and allocated to principal, interest or other items (e.g., escrow) in 1122(d)(4)(iv) accordance with the related mortgage loan documents. - --------------------------------------------------------------------------------------------------------------------------------- The Servicer's records regarding the mortgage loans agree X with the Servicer's records with respect to an obligor's 1122(d)(4)(v) unpaid principal balance. - --------------------------------------------------------------------------------------------------------------------------------- Changes with respect to the terms or status of an obligor's X mortgage loans (e.g., loan modifications or re-agings) are made, reviewed and approved by authorised personnel in accordance with the transaction agreements and related pool 1122(d)(4)(vi) asset documents. - ---------------------------------------------------------------------------------------------------------------------------------
- ---------- (5) A portion of this servicing criteria is performed by a vendor, as set forth in footnote 6 below. (6) A lockbox vendor receives payments, creates transaction files, deposits checks, reconciles files to deposits and transmits the transaction files to Wells Fargo. See Exhibit D.
- -------------------------------------------------------------------------------------------------------------------------------- Servicing Criteria Applicable Servicing Inapplicable Criteria Servicing Criteria - -------------------------------------------------------------------------------------------------------------------------------- Reference Criteria Performed Performed by by Servicer Vendor(s) - -------------------------------------------------------------------------------------------------------------------------------- Loss mitigation or recovery actions (e.g., forbearance plans, X modifications and deeds in lieu of foreclosure, foreclosures and repossessions, as applicable) are initiated, conducted and concluded in accordance with the timeframes or other 1122(d)(4)(vii) requirements established by the transaction agreements. - -------------------------------------------------------------------------------------------------------------------------------- Records documenting collection efforts are maintained during X the period a mortgage loan is delinquent in accordance with the transaction agreements. Such records arc maintained on at least a monthly basis, or such other period specified in the transaction agreements, and describe the entity's activities in monitoring delinquent mortgage loans including, for example, phone calls, letters and payment rescheduling plans in cases where delinquency is deemed temporary (e.g., illness 1122(d)(4)(viii) or unemployment). - -------------------------------------------------------------------------------------------------------------------------------- Adjustments to interest rates or rates of return for mortgage X loans with variable rates are computed based on the related 1122(d)(4)(ix) mortgage loan documents. - -------------------------------------------------------------------------------------------------------------------------------- Regarding any funds held in trust for an obligor (such as X escrow accounts): (A) such funds are analyzed, in accordance with the obligor's mortgage loan documents, on at least an annual basis, or such other period specified in the transaction agreements; (B) interest on such funds is paid, or credited, to obligors in accordance with applicable mortgage loan documents and state laws; and (C) such funds are returned to the obligor within 30 calendar days of full repayment of the related mortgage loans, or such other number of days 1122(d)(4)(x) specified in the transaction agreements. - -------------------------------------------------------------------------------------------------------------------------------- Payments made on behalf of an obligor (such as tax or X(7) X(8) insurance payments) are made on or before the related penalty or expiration dates, as indicated on the appropriate bills or notices for such payments, provided that such support has been received by the servicer at least 30 calendar days prior to these dates, or such other 1122(d)(4)(xi) number of days specified in the transaction agreements. - -------------------------------------------------------------------------------------------------------------------------------- Any late payment penalties in connection with any payment X to be made on behalf of an obligor are paid from the Servicer's funds and not charged to the obligor, unless the 1122(d)(4)(xii) late payment was due to the obligor's error or omission. - -------------------------------------------------------------------------------------------------------------------------------- Disbursements made on behalf of an obligor are posted X(9) X(10) within two business days to the obligor's records maintained by the servicer, or such other number of days specified in 1122(d)(4)(xiii) the transaction agreements. - -------------------------------------------------------------------------------------------------------------------------------- Delinquencies, charge-offs and uncollectible accounts are X recognized and recorded in accordance with the transaction 1122(d)(4)(xiv) agreements. - -------------------------------------------------------------------------------------------------------------------------------- Any external enhancement or other support, identified in Item X 1114(a)(1) through (3) or Item 1115 of Regulation AB, is 1122(d)(4)(xv) maintained as set forth in the transaction agreements. - --------------------------------------------------------------------------------------------------------------------------------
- ---------- (7) A portion of this servicing criteria is performed by vendors, as set forth in footnote 8 below, (8) Insurance vendors obtain renewal invoices, create disbursement transactions and submit payments to payees. As to one such vendor, see Exhibit D. (9) A portion of this servicing criteria is performed by one or more vendors, as set forth in footnote 10 below. (10) Insurance vendors obtain renewal invoices, create disbursement transactions and submit payments to payees. As to one such vendor, see Exhibit D. EXHIBIT B to Wells Fargo Bank, N.A.'s 2006 Certification Regarding Compliance With Applicable Servicing Criteria Wells Fargo Bank. N.A. ("Wells Fargo") acknowledges the following material instances of non-compliance with the applicable servicing criteria: 1. 1122(d)(3)(i) - Delinquency Reporting. For certain loans sub-serviced by Wells Fargo or for which servicing rights were acquired on a bulk-acquisition basis, Wells Fargo determined that it provided incomplete data to some third parties who use such data to calculate delinquency ratios and determine the status of loans with respect to bankruptcy, foreclosure or real estate owned. The incomplete reporting only affected securitizations that included delinquent loans. Instead of the actual due date being provided for use in calculating delinquencies, the date of the first payment due to the security was provided. Wells Fargo subsequently included additional data in the monthly remittance reports, providing the actual borrower due date and unpaid principal balance, together with instructions to use these new fields if such monthly remittance reports are used to calculate delinquency ratios. 2. 1122 (d)(4)(vii) - Notification of Intent to Foreclose. Wells Fargo determined that, as required by certain servicing agreements, it did not provide investors with prior notification of intent to foreclose. While investors received monthly delinquency status reports that listed loans in foreclosure, such reports were received after such loans had been referred to an attorney. A new process is being implemented to send such notifications if contractually required, unless an investor opts out in writing. EXHIBIT C to Wells Fargo Bank, N.A.'s 2006 Certification Regarding Compliance With Applicable Servicing Criteria Report of Independent Registered Public Accounting Firm EXHIBIT D to Wells Fargo Bank, N.A.'s 2006 Certification Regarding Compliance With Applicable Servicing Criteria Vendors' Reports on Assessment of Compliance With Servicing Criteria REGULUS Report on Assessment of Compliance with Regulation AB Servicing Criteria 1. Pursuant to Subpart 229.1100 - Asset Backed Securities, 17 C.F.R. 229.1100-229.1123 ("Regulation AB"), Regulus Group LLC, for itself and its wholly-owned subsidiaries (individually and collectively "Regulus"), is responsible for assessing its compliance with the servicing criteria applicable to the remittance processing services it provides to customers who are issuers or servicers of asset backed securities transactions and who have requested confirmation of Regulus' compliance in connection with loan and/or receivables portfolios that include pool assets for asset backed securities transactions (the "Platform"). Remittance processing is a service whereby check payments that are remitted by mail to a post office box are collected, processed through a highly automated data capture system, and prepared for deposit to a bank account held by the beneficiary of the payment. 2. The servicing criteria set forth in Item 1122(d) of Regulation AB were used in Regulus' assessment of compliance. Regulus has concluded that the servicing criteria set forth in Items 1122(d)(2)(i) and 1122(d)(4)(iv) of Regulation AB are applicable to the servicing activities it performs with respect to the Platform (such criteria the "Applicable Servicing Criteria"). Regulus has concluded that the remainder of the servicing criteria set forth in Item 1122(d) of Regulation AB are inapplicable to the activities it performs with respect to the Platform because Regulus does not participate in the servicing activities referenced by such servicing criteria. 3. As of and for the year ending December 31, 2006, Regulus has complied in all material respects with the Applicable Servicing Criteria set forth in Item 1122(d) of Regulation AB. 4. KPMG LLP, a registered public accounting firm, has issued an attestation report on Regulus' assessment of compliance with the Applicable Servicing Criteria as of and for the year ending December 31, 2006. A copy of that attestation report is attached hereto as Exhibit A. /s/ Kimberlee Clark - ----------------------------- Kimberlee Clark Chief Financial Officer February 22, 2007 660 LATOUR COURT NAPA, CA 94558 TEL 707.254.4000 FAX: 707.254.4070 REGULUSGROUP.COM KPMG KPMG LLP 601 Market Street Philadelphia, PA 19103-2499 Report of Independent Registered Public Accounting Firm The Board of Members Regulus Group LLC: We have examined management's assessment for those customers that management has informed us have requested confirmation of compliance, included in the accompanying Report on Assessment of Compliance with Regulation AB Servicing Criteria, that Regulus Group LLC complied with the servicing criteria set Forth in Item 1122(d)(2)(i) and 1122(d)(4)(iv) of the Securities and Exchange Commission's Regulation AB for remittance processing services to those issuers of asset backed securities and servicers of loan and/or receivables portfolios that include pool assets for asset backed securities transactions (the Platform) as of and for the year ended December 31, 2006. Regulus Group LLC has determined that the remainder of the servicing criteria are not applicable to the activities it performs with respect to the Platform as of and for the year ended December 31, 2006. Management is responsible for the Company's compliance with those servicing criteria. Our responsibility is to express an opinion on management's assessment about the Company's compliance based on our examination. Our examination was conducted in accordance with the standards of the Public Company Accounting Oversight Board (United States) and, accordingly, included examining, on a test basis, evidence about the Company's compliance with the servicing criteria specified above and performing such other procedures as we considered necessary in the circumstances. Our examination included testing of less than all of the individual asset-backed transactions and securities that comprise the Platform, testing of less than all of the servicing activities related to the Platform, and determining whether the Company processed those selected transactions and performed those selected activities in compliance with the servicing criteria. Furthermore, our procedures were limited to the selected transactions and servicing activities performed by the Company during the period covered by this report. Our procedures were not designed to determine whether errors may have occurred either prior to or subsequent to our tests that may have affected the balances or amounts calculated or reported by the Company during the period covered by this report for the selected transactions or any other transactions. We believe that our examination provides a reasonable basis for our opinion. Our examination does not provide a legal determination on the Company's compliance with the servicing criteria. In our opinion, management's assessment that the Company complied with the aforementioned servicing criteria as of and for the year ended December 31, 2006 is fairly stated, in all material respects. /s/ KPMG LLP Philadelphia, PA February 22, 2007 KPMG LLP a U.S. limited liability partnership. is the U.S. member firm of KPMG International, a Swiss cooperative. ZC STERLING ZC Sterling Corporation 210 Interstate North Parkway Suite. 400 Atlanta, GA 30339 Tel 770.690.8400 Fax 770.690.8240 http://www.zcsterling.com Report on Assessment of Compliance with Securities and Exchange Commission's Regulation AB Servicing Criteria For the calendar year ending December 31 2006, or portion thereof (the "Period"), ZC Sterling Insurance Agency, Inc. ("ZCSIA") has been a subcontractor for Servicers identified in Appendix A. The undersigned are Senior Vice Presidents of ZCSIA, have sufficient authority to make the statements contained in this Assertion and are responsible for assessing compliance with the servicing criteria applicable to ZCSIA. ZCSIA has used the servicing criteria communicated to ZCSIA by the Servicer to assess compliance with the applicable servicing criteria. Accordingly, servicing criteria 1122 (d) 1(v), 1122 (d) 2(vi), 1122 (d) 4(xi), 1122 (d) 4(xii), and 1122 (d) 4(xiii) are applicable to the activities performed by ZCSIA with respect to the Platforms covered by this report. The remaining servicing criteria set forth in Item 1122 (d) of the Securities and Exchange Commission's Regulation AB are not applicable to the activities performed by ZCSIA with respect to the Platform covered by this report. As a subcontractor for Servicer, ZCSIA has determined that it complied in all material respects with the servicing criteria listed below. ZCSIA engaged Ernst & Young, LLP ("E&Y"), a registered public accounting firm, to review ZCSIA's assessment, and E&Y has issued an attestation report on ZCSIA's assessment of compliance with the applicable servicing criteria for the Period. 1. ZCSIA maintained a fidelity bond and errors & omissions policy in effect On ZCSIA throughout the reporting period in the amount of coverage required by the transaction agreements between the Servicer and ZCSIA (1122(d)((1)(iv)). 2. To the extent that ZCSIA prints checks for Servicer or otherwise has Servicer's checks or check stock, unissued checks are safeguarded so as to prevent unauthorized access (1122(d)(2)(vi)). [AS OF DECEMBER 31, 2006, THIS PROVISION WILL APPLY ONLY FOR THE FOLLOWING SERVICERS: ABN Amro Mortgage Group, Inc, Option One Mortgage Corporation, Sun Trust Mortgage, Inc., HomEq Servicing Corporation, Wachovia Insurance Corporation, Wells Fargo Home Mortgage. 3. Payments made on behalf of Servicer's obligor for insurance premiums are made on or before the related penalty or expiration dates, as indicated on the appropriate bills or notices for such payments, provided that such support has been received by the Servicer at least thirty (30) calendar days prior to these dates, or such other number of days specified in the transaction agreements between Servicer and ZCSIA (1122(d)(4)(xi)). 4. Any late payment penalties in connection with any payment for insurance to be made on behalf of Servicer's obligor are paid from the Servicer's funds or ZCSIA's funds and not charged to Servicer's obligor, unless the late payment was due to the obligor's error or omission (1122(d) (4)(xii)). 5. File(s) provided to Servicer from which Servicer may make disbursements made on behalf of Servicer's obligor are provided to Servicer on an accurate and timely basis and the information thereon is subject to such controls as are specified in the transaction agreements between Servicer and ZCSIA (1122(d)(4)(xiii)). Sincerely, ZC STERLING INSURANCE AGENCY, INC By: /s/ Arthur J. Castner - --------------------------------------- Arthur J. Castner Title: Senior Vice President - Hazard Operations Date: February 20, 2007 By: /s/ James P. Novak - --------------------------------------- James P. Novak Title: Senior Vice President & General Counsel Date: February 20, 2007 Appendix A The following is a list of Clients serviced on the ZC Sterling Integrated Product Solution (ZIPS) Platform: 1. ABN Arnro Mortgage Group, Inc. 2. Dovenmuehle Mortgage, Inc. 3. HomEq Servicing Corporation 4. Option One Mortgage Corporation 5. People's Choice Home Loan, Inc. 6. Sun Trust Mortgage, Inc. 7. Wachovia Insurance Agency (and its affiliates, including Wachovia Mortgage Corporation) 8. Wells Fargo Home Mortgage ERNST&YOUNG Ernst &Young LLP Phone (404) 874-8300 Suite 2800 www.ey.com 600 Peachtree Street Atlanta, Georgia 30308-2215 Report of Independent Registered Public Accounting Firm We have examined management's assertion, included in the accompanying Report on Assessment of Compliance with Securities and Exchange Commission's Regulation AB Servicing Criteria, that ZC Sterling Insurance Agency, Inc. (the Company) complied with certain servicing criteria set forth in Item 1122 (d) of the Securities and Exchange Commission's Regulation AB for the ZC Sterling Integrated Product Solution (ZIPS) hazard insurance outsourcing Platform (Platform) as of and for the year ended December 31, 2006. The Company has determined that only certain servicing criteria 1122 (d) l(iv), 1122 (d) 2(vi), 1122 (d) 4(xi), 1122 (d) 4(xii), and 1122 (d) 4(xiii) are applicable to the activities performed by them with respect to the Platform covered by this report. The Company has determined that the remaining servicing criteria set forth in Item 1122 (d) of the Securities and Exchange Commission's Regulation AB are not applicable to the activities performed by them with respect to the Platform covered by this report. See Appendix A of management's assertion for the Platform covered by this report. Management is responsible for the Company's compliance with those servicing criteria. Our responsibility is to express an opinion on management's assertion about the Company's compliance with the servicing criteria based on our examination. Our examination was conducted in accordance with standards of the Public Company Accounting Oversight Board (United States) and, accordingly, included examining, on a test basis, evidence about the Company's compliance with the applicable servicing criteria and performing such other procedures as we considered necessary in the circumstances. Our examination included testing of less than all of the servicing activities related to the Platform, and determining whether the Company performed those selected activities in compliance with the servicing criteria. Furthermore, our procedures were limited to the servicing activities performed by the Company during the period covered by this report. Our procedures were not designed to determine whether errors may have occurred either prior to or subsequent to our tests that may have affected the balances or amounts calculated or reported by the Company during the period covered by this report for the Platform. We believe that our examination provides a reasonable basis for our opinion. Our examination does not provide a legal determination on the Company's compliance with the servicing criteria. In our opinion, management's assertion that the Company complied with the aforementioned servicing criteria as of and for the year ended December 31, 2006 for the ZIPS Platform is fairly stated, in all material respects. /s/Ernst & Young LLP February 20, 2007 A Member Practice of Ernst & Young Global EX-33.G 9 ex33g.txt RESTATED REPORT ON ASSESSMENT OF COMPLIANCE WITH Section 1122(d)(2)(vi), Section 1122(d)(4)(xi) and Section 1122(d)(4)(xii) of REGULATION AB SERVICING CRITERIA FOR THE REPORTING PERIOD JANUARY 1, 2006 TO DECEMBER 31, 2006 American Security Insurance Company, Standard Guaranty Insurance Company and TrackSure Insurance Agency, Inc. (formerly, "Safeco Financial Institution Solutions, Inc.") (collectively, the "Asserting Party") is responsible for assessing compliance as of December 31, 2006 and for the period of January 1, 2006 through December 31, 2006 (the "Reporting Period") with the servicing criteria set forth in Section 1122(d)(2)(vi), Section 1122(d)(4)(xi) and Section 1122(d)(4)(xii) of Title 17, Section 229.1122(d) of the Code of Federal Regulations, (the "Applicable Servicing Criteria") which the Asserting Party has concluded are applicable to the insurance escrow servicing activities it performs with respect to all mortgage loan-tracking transactions for such asset-backed securities transactions that were registered after January 1, 2006 with the Securities and Exchange Commission pursuant to the Securities Act of 1933 (the "Platform Transactions"). The Asserting Party previously excluded the applicable servicing criteria set forth in Section 1122(d)(4)(xii) from the scope of its assessment of compliance. The Asserting Party has now assessed its compliance with the Applicable Servicing Criteria for the Reporting Period and has identified a material instance of noncompliance with that servicing criterion. Specifically, the Asserting Party did not have, during the Reporting Period, sufficient policies and procedures to capture the information with respect to the Platform Transactions necessary to determine compliance with Section 1122(d)(4)(xii). Accordingly, the Asserting Party has restated its previous assessment for the Reporting Period, which excluded evaluation of the criterion, to include the criterion and reflect the material noncompliance as a result of its assessment. The Asserting Party has concluded that, with the exception of the aforementioned material noncompliance, the Asserting Party has complied, in all material respects, with the Applicable Servicing Criteria for the Reporting Period with respect to the Platform Transactions taken as a whole. The Asserting Party used the criteria set forth in paragraph (d) of Item 1122 of Regulation AB to assess the compliance with the Applicable Servicing Criteria. PricewaterhouseCoopers LLP, an independent registered public accounting firm, has issued an attestation report on the assessment of compliance with the Applicable Servicing Criteria as of and for the Reporting Period ending December 31, 2006. American Security Insurance Company Standard Guaranty Insurance Company TrackSure Insurance Agency, Inc. (formerly, "Safeco Financial Institution Solutions, Inc.") /s/ John Frobose By: John Frobose Senior Vice President Date: February 23, 2007, except for the Asserting Party's restatement described above regarding the assessment of the servicing criteria set forth in 1122(d)(4)(xii) which was previously excluded from the scope of its assessment of compliance with applicable servicing criteria, as to which the date is January 30, 2008. EX-33.H 10 ex33h.txt FIS FIS Tax Services TAX SERVICES 3100 New York Drive, Suite 100 A DIVISION OF FIDELITY Pasadena, Ca 91907 NATIONAL INFORMATION SERVICES tel: 626.345.2010 866.457.4112 fax: 626.398.5205 Management Compliance Statement Management of FIS Tax Services (FIS) and formerly known as LSI Tax Services, is responsible for assessing compliance with applicable servicing criteria set forth in Item 1122(d) of Regulation AB of the Securities and Exchange Commission relating to residential mortgage loans (the Platform), except for General Servicing Consideration criteria (i) - (iv), Cash Collections and Administration (i) - (vii), Investor Remittances and Reporting (i) - (iv), and Pool Asset Administration (i) - (x), (xiv), and (xv), which FIS has determined are not applicable to the activities it performs with respect to the Platform. FIS' management has assessed the effectiveness of the Company's compliance with the applicable servicing criteria as of and for the year ended 2006. In making this assessment, management used the criteria set forth by the Securities and Exchange Commission in paragraph (d) of Item 1122 of Regulation AB. FIS has determined the following servicing criteria in paragraph (d)(4) of Item 1122 are applicable to the activities it performed with respect to the Platform: (xi) Payments made on behalf of an obligor (such as tax or insurance payments) are made on or before the related penalty or expiration dates, as indicated on the appropriate bills or notices for such payments, provided that such support has been received by the servicer at least 30 calendar days prior to these dates, or such other number of days specified in the transaction agreements. (xii) Any late payment penalties in connection with any payment to be made on behalf of an obligor are paid from the servicer's funds and not charged to the obligor, unless the late payment was due to the obligor's error or omission. (xiii) Disbursements made on behalf of an obligor are posted within two business days to the obligor's records maintained by the servicer, or such other number of days specified in the transaction agreements. Based on such assessment, management believes that, as of and for the year ended December 31, 2006, FIS has complied in all material respects with the servicing criteria set forth in Item 1122(d) of Regulation AB of the Securities and Exchange Commission relating to the servicing of the Platform. KPMG LLP, a registered public accounting firm, has issued an attestation report with respect to management's assessment of compliance with the applicable servicing criteria as of and for the year ended 2006. To the best of my knowledge and belief, based on such assessment, FIS has fulfilled all of its applicable obligations throughout the reporting period. /s/ Darryl A. De Bond ------------------------- Darryl A. De Bond Executive Vice President January 22, 2007 EX-33.I 11 ex33i.txt REGULUS Report on Assessment of Compliance with Regulation AB Servicing Criteria 1. Pursuant to Subpart 229.1100-Asset Backed Securities, 17 C.F.R. 229.1100-229.1123 ("Regulation AB"), Regulus Group LLC, for itself and its wholly-owned subsidiaries (individually and collectively "Regulus"), is responsible for assessing its compliance with the servicing criteria applicable to the remittance processing services it provides to customers who are issuers or servicers of asset backed securities transactions and who have requested confirmation of Regulus' compliance in connection with loan and/or receivables portfolios that include pool assets for asset backed securities transactions (the "Platform ). Remittance processing is a service whereby check payments that are remitted by mail to a post office box are collected, processed through a highly automated data capture system, and prepared for deposit to a bank account held by the beneficiary of the payment. 2. The servicing criteria set forth in Item 1122(d) of Regulation AB were used in Regulus' assessment of compliance. Regulus has concluded that the servicing criteria set forth in Items 1122(d)(2)(i) and 1122(d)(4)(iv) of Regulation AB are applicable to the servicing activities it performs with respect to the Platform (such criteria the "Applicable Servicing Criteria"). Regulus has concluded that the remainder of the servicing criteria set forth in Item 1122(d) of Regulation AB are inapplicable to the activities it performs with respect to the Platform because Regulus does not participate in the servicing activities referenced by such servicing criteria. 3. As of and for the year ending December 31, 2006, Regulus has complied in all material respects with the Applicable Servicing Criteria set forth in Item 1122(d) of Regulation AB. 4. KPMG LLP, a registered public accounting firm, has issued an attestation report on Regulus' assessment of compliance with the Applicable Servicing Criteria as of and for the year ending December 31, 2006. A copy of that attestation report is attached hereto as Exhibit A. /s/Kimberlee Clark - ------------------ Kimberlee Clark Chief Financial Officer February 22, 2007 860 LAT0UR COURT NAPA, CA 94558 TEL:707.254.4000 FAX: 707.254.4070 REGULUSGROUP.COM EX-33.J 12 ex33j.txt ZC STERLING KEEPING YOU FIRST ZC Sterling Corporation 210 Interstate North Parkway Suite 400 Atlanta, GA 30339 Tel 770.690.8400 Fax 770.690,8240 http:// ww.zcsterling.com Report on Assessment of Compliance with Securities and Exchange Commission's Regulation AR Servicing Criteria For the calendar year ending December 31 2006, or portion thereof (the "Period"), ZC Sterling Insurance Agency, Inc. ("ZCSIA") has been a subcontractor for Servicers identified in Appendix A. The undersigned are Senior Vice Presidents of ZCSIA, have sufficient authority to make the statements contained in this Assertion and are responsible For assessing compliance with the servicing criteria applicable to ZCSIA. ZCSIA has used the servicing criteria communicated to ZCSIA by the Servicer to asses: compliance with the applicable servicing criteria. Accordingly, servicing criteria 1122 (d) 1(iv), 1122 (d) 2(vi), 1122 (d) 4(xi), 1122 (d) 4(xii), and 1122 (d) 4(xiii) are applicable to the activities performed by ZCSIA with respect to the Platforms covered by this report. The remaining servicing criteria set forth in Item 1122 (d) of the Securities and Exchange Commission's Regulation AB are not applicable to the activities performed by ZCSIA with respect to the Platform covered by this report. As a subcontractor for Servicer, ZCSIA has determined that it complied in all material respects with the servicing criteria listed below. ZCSIA engaged Ernst & Young, LLP ("E&Y"), a registered public accounting firm, to review ZCSIA's assessment, and E&Y has issued an attestation report on ZCSIA's assessment of compliance with the applicable servicing criteria for the Period. 1. ZCSIA maintained a fidelity bond and errors & omissions policy in effect on ZCSIA throughout the reporting period in the amount of coverage required by the transaction agreements between the Servicer and ZCSIA (1122(d)((1)(iv)). 2. To the extent that ZCSIA prints checks for Servicer or otherwise has Servicer's checks or check stock, unissued checks are safeguarded so as to prevent unauthorized access (1122(d)(2)(vi)). [AS OF DECEMBER 31, 2006, THIS PROVISION WILL APPLY ONLY FOR THE FOLLOWING SERVICERS: ABN Amro Mortgage Group, Inc, Option One Mortgage Corporation, Sun Trust Mortgage, Inc., HomEq Servicing Corporation, Wachovia Insurance Corporation, Wells Fargo Home Mortgage. 3. Payments made on behalf of Servicer's obligor for insurance premiums are made on or before the related penalty or expiration dates, as indicated on the appropriate bills or notices for such payments, provided that such support has been received by the Servicer at least thirty (30) calendar days prior to these dates, or such other number of days specified in the transaction agreements between Servicer and ZCSIA (1122(d)(4)(xi)). 4. Any late payment penalties in connection with any payment for insurance to be made on behalf of Servicer's obligor are paid from the Servicer's funds or ZCSIA's funds and not charged to Servicer's obligor, unless the late payment was due to the obligor's error or omission (1122(d)(4)(xii)). 5. File(s) provided to Servicer from which Servicer may make disbursements made on behalf of Servicer's obligor are provided to Servicer on an accurate and timely basis and the information thereon is subject to such controls as are specified in the transaction agreements between Servicer and ZCSIA (1122 (d)(4)(xiii)). Sincerely, ZC STERLING INSURANCE AGENCY, INC. By:/s/ Arthur J. Castner - --------------------------------------- Arthur J. Castner Title: Senior Vice President - Hazard Operations Date: February 20, 2007 By: /s/ James P. Novak - --------------------------------------- James P. Novak Title: Senior Vice President & General Counsel Date: February 20, 2007 Appendix A The following is a list of Clients serviced on the ZC Sterling Integrated. Product Solution (ZIPS) Platform: 1. ABN Amro Mortgage Group, Inc. 2. Dovenmuehle Mortgage, Inc. 3. HomEq Servicing Corporation 4. Option One Mortgage Corporation 5. People's Choice Home Loan, Inc. 6. Sun Trust Mortgage, Inc. 7. Wachovia Insurance Agency (and its affiliates, including; Wachovia Mortgage Corporation) 8. Wells Fargo Home Mortgage EXHIBIT B SERVICING CRITERIA TO BE ADDRESSED IN ASSESSMENT OF COMPLIANCE The assessment of compliance to be delivered by Vendor shall address, at a minimum, the criteria identified below as "Applicable Servicing Criteria":
- -------------------------------------------------------------------------------------------------------------------------------- Servicing Criteria Applicable Servicing Criteria - -------------------------------------------------------------------------------------------------------------------------------- Reference Criteria - -------------------------------------------------------------------------------------------------------------------------------- General Servicing Considerations - -------------------------------------------------------------------------------------------------------------------------------- Policies and procedures are instituted to monitor any performance or other triggers and events of default in 1122(d)(1)(i) accordance with the transaction agreements. - -------------------------------------------------------------------------------------------------------------------------------- If any material servicing activities are outsourced to third parties, policies and procedures are instituted to monitor the third party's performance and compliance with 1122(d)(1)(ii) such servicing activities. - -------------------------------------------------------------------------------------------------------------------------------- Any requirements in the transaction agreements to maintain a 1122(d)(1)(iii) back-up servicer for the mortgage loans are maintained, - -------------------------------------------------------------------------------------------------------------------------------- A fidelity bond and errors and omissions policy is in effect X on the party participating in the servicing function throughout the reporting period in the amount of coverage required by and otherwise in accordance with the terms of the 1122(d)(1)(iv) transaction agreements. - -------------------------------------------------------------------------------------------------------------------------------- Cash Collection and Administration - -------------------------------------------------------------------------------------------------------------------------------- Payments on mortgage loans are deposited into the appropriate custodial bank accounts and related bank clearing accounts no more than two business days following receipt, or such other number of days specified in the 1122(d)(2)(i) transaction agreements. - -------------------------------------------------------------------------------------------------------------------------------- Disbursements made via wire transfer on behalf of an obligor 1122(d)(2)(ii) or to an investor are made only by authorized personnel. - -------------------------------------------------------------------------------------------------------------------------------- Advances of funds or guarantees regarding collections, cash flows or distributions, and any interest or other fees charged for such advances, are made, reviewed and approved as 1122(d)(2)(iii) specified in the transaction agreements. - -------------------------------------------------------------------------------------------------------------------------------- The related accounts for the transaction, such as cash reserve accounts or accounts established as a form of overcollateralization, are separately maintained (e.g., with respect to commingling of cash) as set forth in the 1122(d)(2)(iv) transaction agreements. - -------------------------------------------------------------------------------------------------------------------------------- Each custodial account is maintained at a federally insured depository institution as set forth in the transaction agreements. For purposes of this criterion, "federally insured depository institution" with respect to a foreign financial institution means a foreign financial institution that meets the requirements of Rule 13k-l(b)(l) of the Securities 1122(d)(2)(v) Exchange Act. - -------------------------------------------------------------------------------------------------------------------------------- Unissued checks are safeguarded so as to prevent unauthorized X 1122(d)(2)(vi) access. - -------------------------------------------------------------------------------------------------------------------------------- Reconciliations are prepared on a monthly basis for all asset-backed securities related bank accounts, including custodial accounts and related bank clearing accounts. These reconciliations are (A) mathematically accurate; (B) prepared within 30 calendar days after the bank statement cutoff date, or such other number of days specified in the transactidn agreements; (C) reviewed and approved by someone other than the person who prepared the reconciliation; and (D) contain explanations for reconciling items. These reconciling items are resolved within 90 calendar days of their original identification, or such other number of days specified in 1122(d)(2)(vii) the transaction agreements. - --------------------------------------------------------------------------------------------------------------------------------- Investor Remittances and Reporting - --------------------------------------------------------------------------------------------------------------------------------- Reports to investors, including those to be filed with the Commission, are maintained in accordance with the transaction agreements and applicable Commission requirements. Specifically, such reports (A) are prepared in accordance with timeframes and other terms set forth in the transaction agreements; (B) provide information calculated in accordance with the terms specified in the transaction agreements; (C) are filed with the Commission as required by its rules and regulations; and (D) agree with investors' or the trustee's records as to the total unpaid principal balance and number of mortgage loans serviced by the 1122(d)(3)(i) Servicer. - --------------------------------------------------------------------------------------------------------------------------------- Amounts due to investors are allocated and remitted in accordance with timeframes, distribution priority and other terms 1122(d)(3)(ii) set forth in the transaction agreements. - --------------------------------------------------------------------------------------------------------------------------------- Disbursements made to an investor are posted within two business days to the Servicer's investor records, or such 1122(d)(3)(iii) other number of days specified in the transaction agreements. - --------------------------------------------------------------------------------------------------------------------------------- Amounts remitted to investors per the investor reports agree with cancelled checks, or other form of payment, or 1122(d)(3)(iv) custodial bank statements. - --------------------------------------------------------------------------------------------------------------------------------- Pool Asset Administration - --------------------------------------------------------------------------------------------------------------------------------- Collateral or security on mortgage loans is maintained as required by the transaction agreements or related mortgage 1122(d)(4)(i) loan documents. - ---------------------------------------------------------------------------------------------------------------------------------
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- -------------------------------------------------------------------------------------------------------------------------------- Servicing Criteria Applicable Servicing Criteria - -------------------------------------------------------------------------------------------------------------------------------- Reference Criteria - -------------------------------------------------------------------------------------------------------------------------------- Mortgage loan and related documents are safeguarded as 1122(d)(4)(ii) required by the transaction agreements. - --------------------------------------------------------------------------------------------------------------------------------- Any additions, removals or substitutions to the asset pool are made, reviewed and approved in accordance with any 1122(d)(4)(iii) conditions or requirements in the transaction agreements. - --------------------------------------------------------------------------------------------------------------------------------- Payments on mortgage loans, including any payoffs, made in accordance with the related mortgage loan documents are posted to the Servicer's obligor records maintained no more than two business days after receipt, or such other number of days specified in the transaction agreements, and allocated to principal, interest or other items (e.g., escrow) in 1122(d)(4)(iv) accordance with the related mortgage loan documents. - --------------------------------------------------------------------------------------------------------------------------------- The Servicer's records regarding the mortgage loans agree with the Servicer's records with respect to an obligor's 1122(d)(4)(v) unpaid principal. - --------------------------------------------------------------------------------------------------------------------------------- Changes with respect to the terms or status of an obligor's mortgage loans (e.g., loan modifications or re-agings) are made, reviewed and approved by authorised personnel in accordance with the transaction agreements and related pool 1122(d)(4)(vi) asset documents. - -------------------------------------------------------------------------------------------------------------------------------- Loss mitigation or recovery actions (e.g., forbearance plans, modifications and deeds in lieu of foreclosure, foreclosures and repossessions, as applicable) are initiated, conducted and concluded in accordance with the timeframes or other 1122(d)(4)(vii) requirements established by the transaction agreements. - -------------------------------------------------------------------------------------------------------------------------------- Records documenting collection efforts are maintained during the period a mortgage loan is delinquent in accordance with the transaction agreements. Such records arc maintained on at least a monthly basis, or such other period specified in the transaction agreements, and describe the entity's activities in monitoring delinquent mortgage loans including, for example, phone calls, letters and payment rescheduling plans in cases where delinquency is deemed temporary (e.g., illness 1122(d)(4)(viii) or unemployment). - -------------------------------------------------------------------------------------------------------------------------------- Adjustments to interest rates or rates of return for mortgage loans with variable rates are computed based on the related 1122(d)(4)(ix) mortgage loan documents. - -------------------------------------------------------------------------------------------------------------------------------- Regarding any funds held in trust for an obligor (such as escrow accounts): (A) such funds are analyzed, in accordance with the obligor's mortgage loan documents, on at least an annual basis, or such other period specified in the transaction agreements; (B) interest on such funds is paid, or credited, to obligors in accordance with applicable mortgage loan documents and state laws; and (C) such funds are returned to the obligor within 30 calendar days of full repayment of the related mortgage loans, or such other number of days 1122(d)(4)(x) specified in the transaction agreements. - -------------------------------------------------------------------------------------------------------------------------------- Payments made on behalf of an obligor (such as tax or X insurance payments) are made on or before the related penalty or expiration dates, as indicated on the appropriate bills or notices for such payments, provided that such support has been received by the servicer at least 30 calendar days prior to these dates, or such other 1122(d)(4)(xi) number of days specified in the transaction agreements. - -------------------------------------------------------------------------------------------------------------------------------- Any late payment penalties in connection with any payment X to be made on behalf of an obligor are paid from the Servicer's funds and not charged to the obligor, unless the 1122(d)(4)(xii) late payment was due to the obligor's error or omission. - -------------------------------------------------------------------------------------------------------------------------------- Disbursements made on behalf of an obligor are posted X within two business days to the obligor's records maintained by the servicer, or such other number of days specified in 1122(d)(4)(xiii) the transaction agreements. - -------------------------------------------------------------------------------------------------------------------------------- Delinquencies, charge-offs and uncollectible accounts are recognized and recorded in accordance with the transaction 1122(d)(4)(xiv) agreements. - -------------------------------------------------------------------------------------------------------------------------------- Any external enhancement or other support, identified in Item 1114(a)(1) through (3) or Item 1115 of Regulation AB, is 1122(d)(4)(xv) maintained as set forth in the transaction agreements. - ---------------------------------------------------------------------------------------------------------------------------------
- ---------- ZC Sterling Insurance Agency, Inc Date: 2/20/2007 By:/s/Aurthor J. Castner ------------------------------ Name:Aurthor J. Castner Title: SVP EX-34.A 13 ex34a.txt ERNST YOUNG Ernst & Young LLP Phone: (213) 977-3200 725 South Figueroa Street www.ey.com Los Angeles, California 90017-5418 Report of Independent Registered Public Accounting Firm Regulation AB Item 1122 Servicing Platform Ameriquest Mortgage Company 1100 Town & Country Road Orange, California 92868 AMC Mortgage Services, Inc. 1100 Town & Country Road Orange, California 92868 We have examined management's assertion, included in the accompanying Certification Regarding Compliance with the Applicable Servicing Criteria (the "Management Certification"), that Ameriquest Mortgage Company and AMC Mortgage Services, Inc. (collectively the "Company"), wholly owned subsidiaries of ACC Capital Holdings Corporation, complied with the servicing criteria set forth in Item 1122 (d) of the Securities and Exchange Commission's Regulation AB for the residential mortgage loan servicing compliance platform (the "Regulation AB Item 1122 Servicing Platform"), as defined in the Management Certification, except for the instances of material noncompliance described therein, as of and for the year ended December 31, 2006, and except for criteria 1122(d)(1)(iii), 1122(d)(2)(iv) and 1122(d)(4)(xv), which the Company has determined are not applicable to the activities performed by them with respect to the Regulation AB Item 1122 Servicing Platform covered by this report. Management is responsible for the Company's compliance with those servicing criteria. Our responsibility is to express an opinion on management's assertion about the Company's compliance with the servicing criteria based on our examination. Our examination was conducted in accordance with attestation standards established by the American Institute of Certified Public Accountants, as adopted by the Public Company Accounting Oversight Board (United States) and, accordingly, included examining, on a test basis, evidence about the Company's compliance with the applicable servicing criteria and performing such other procedures as we considered necessary in the circumstances. Our examination included testing of less than all of the individual asset backed transactions and securities that comprise the Regulation AB 1122 Servicing Platform, testing of less than all of the servicing activities related to the Regulation AB 1122 Servicing Platform, and determining whether the Company processed those selected transactions and performed those selected activities in compliance with the servicing criteria and as permitted by the Interpretation 17.06 of the Securities and Exchange Commission Division of Corporation Finance Manual of Publicly Available Telephone Interpretations ("Interpretation 17.06"). Furthermore, our procedures were limited to the selected transactions and servicing activities performed by tile Company during the period covered by this report, Our procedures were not designed to determine whether errors may have occurred either prior to or subsequent to our tests that may have affected the balances or amounts calculated or reported by the Company during the period covered by this report for the selected transactions or any other transactions. We believe that our examination provides a reasonable basis for our opinion. Our examination does not provide a legal determination on the Company's compliance with the servicing criteria. Although the Company is responsible for A Member Practice of Ernst & Young Global ERNST&YOUNG Ernst & Young LLP assessing compliance with the servicing criteria 1122(d)(4)(vi), the Company determined there were no servicing criteria to be complied with. As described in the Management Certification, for servicing criteria 1122(d)(4)(i), 1122(d)(4)(ii), and 1122(d)(4)(vii), the Company has engaged various vendors to perform certain activities required by these servicing criteria. The Company has determined that these vendors are not considered a "services" as defined in Item 11010) of Regulation AB, and the Company has elected to take responsibility for assessing compliance with the applicable criteria to each vendor as permitted by Interpretation 17.06. As permitted by Interpretation 17.06, the Company has asserted that it has policies and procedures in place designed to provide reasonable assurance that the vendors' activities comply in all material respects with servicing criteria applicable to each vendor. The Company is solely responsible for determining that it meets the SEC requirements to apply Interpretation 17.06 for these vendors and related criteria as described in its assertion, and we performed no procedures with respect to the Company's eligibility to apply Interpretation 17.06. Our examination disclosed the following material noncompliance with servicing criteria applicable to the Company's Regulation AB Item 1122 Servicing Platform during the year ended December 31, 2006; 1122(d)(2)(vi) with respect to the safeguarding off unissued checks; and 1122(d)(4)(vii) with respect to the requirement of borrower's documentation in the loss mitigation and recovery process. The information referring to remediation activities and other matters in the section Other Matters To Be Reported, as well as Appendix C, Items 2, 4, 6, and section Other Matters To Be Reported, of the Management's Certification is presented by the Company for information purposes. Such information has not been subjected to the procedures applied in our examination of management's assertion as described above, and accordingly, we express no opinion on it. In our opinion, except for the material noncompliance described in the fourth paragraph, the Company complied with the aforementioned servicing criteria, including servicing criteria 1122(d)(4)(i), 1122(d)(4)(ii), and 1122(d)(4)(vii) for which compliance is determined based on Interpretation 17.06 as described in the third paragraph, as of and for the year ended December 31, 2006 for the Regulation AB 1122 Servicing Platform. As further described in the Management Certification, due to a programming error in their servicing system, the Company did not analyze on a timely basis as required in accordance with the servicing criterion 1122(d)(4)(x)(A) certain escrow accounts on the Regulation AB Item 1122 Servicing Platform which were due for annual escrow analysis in 2007. /s/ Ernst & Young LLP March 26, 2007 EX-34.B 14 ex34b.txt PRICEWATERHOUSE PricewaterhouseCoopers LLP PricewaterhouseCoopers Center 300 Madison Avenue New York NY 10017 Telephone (846) 471 3000 Facsimile (813) 286 6000 Report of Independent Registered Public Accounting Firm To the Stockholder of Chase Home Finance LLC: We have examined management's assertion, included in the accompanying Management's Report on Assessment of Compliance with Applicable Servicing Criteria, that Chase Home Finance LLC (the "Company") complied with the servicing criteria set forth in Item 1122(d) of the Securities and Exchange Commission's Regulation AB, as of and for the year ended December 31, 2006 (the "Reporting Period"), for asset backed securities transactions backed by subprime residential mortgages serviced on the Loan Servicing and Accounting Management System I ("LSAMS I") where the related asset-backed securities were outstanding during the Reporting Period (the "Platform"), excluding criteria 1122(d)(1)(iii), 1122(d)(4)(i), 1122(d)(4)(ii) and 1122(d)(4)(xv), which the Company has determined are not applicable to the activities performed by it with respect to the Platform. Management is responsible for the Company's compliance with the servicing criteria. Our responsibility is to express an opinion on management's assertion based on our examination. Our examination was conducted in accordance with standards of the Public Company Accounting Oversight Board (United States) and, accordingly, included examining, on a test basis, evidence about the Company's compliance with the applicable servicing criteria and performing such other procedures as we considered necessary in the circumstances. Our examination included testing of selected asset-backed transactions and securities that comprise the Platform, testing of selected servicing activities related to the Platform, and determining whether the Company processed those selected transactions and performed those selected activities In compliance with the applicable servicing criteria. Our procedures were limited to the selected transactions and servicing activities performed by the Company during the period covered by this report. Our procedures were not designed to detect noncompliance arising from errors that may have occurred prior to or subsequent to our tests that may have affected the balances or amounts calculated or reported by the Company during the period covered by this report. We believe that our examination provides a reasonable basis for our opinion. Our examination does not provide a legal determination on the Company's compliance with the servicing criteria. In our opinion, management's assertion that the Company complied with the aforementioned applicable servicing criteria as of and for the year ended December 31, 2006 for the for asset-backed securities transactions backed by subprime residential mortgages serviced on the LSAMS I where the related asset-backed securities were outstanding during the Reporting Period is fairly stated, In all material respects. /s/ PricewaterhouseCoopers LLP February 26, 2007 EX-34.C 15 ex34c.txt Report of Independent Registered Public Accounting Firm The Board of Directors Citibank, N.A.: We have examined management's assertion, included in the accompanying Appendix I, that Citibank, N.A. (or "Company") complied with the servicing criteria set forth in Item 1122(d) of the Securities and Exchange Commission's Regulation AB for publicly-issued (i.e., transaction-level reporting initially required under the Securities Exchange Act of 1934, as amended) residential mortgage- backed securities, automobile loan or lease-backed securities and student loan-backed securities issued on or after January 1, 2006 for which the Company provides the following servicing functions: paying agent, securities administration and trustee; or securities administration and paying agent; or paying agent and trustee; or paying agent, collectively "Servicing Functions." (the "Platform"), excluding servicing criteria 1122(d)(1)(i), 1122(d)(1)(iii), 1122(d)(1)(iv), 1122(d)(2)(iii), 1122(d)(4)(i), 1122(d)(4) (ii) and 1122(d)(4)(iv) through 1122(d)(4)(xiv), which the Company has determined are not applicable to the activities the Company performs with respect to the Platform, as of and for the twelve months ended December 31, 2006. Management is responsible for the Company's compliance with those servicing criteria. Our responsibility is to express an opinion on management's assertion about the Company's compliance based on our examination. Our examination was conducted in accordance with the standards of the Public Company Accounting Oversight Board (United States) and, accordingly, included examining, on a test basis, evidence about the Company's compliance with the servicing criteria specified above and performing such other procedures as we considered necessary in the circumstances. Our examination included testing of less than all of the individual asset-backed transactions and securities that comprise the Platform, testing of less than all of the servicing activities related to the Platform, and determining whether the Company processed those selected transactions and performed those selected activities in compliance with the servicing criteria. Furthermore, our procedures were limited to the selected transactions and servicing activities performed by the Company during the period covered by this report. Our procedures were not designed to determine whether errors may have occurred either prior to or subsequent to our tests that may have affected the balances or amounts calculated or reported by the Company during the period covered by this report for the selected transactions or any other transactions. We believe that our examination provides a reasonable basis for our opinion. Our examination does not provide a legal determination on the Company's compliance with the servicing criteria. In our opinion, management's assessment that the Company complied with the aforementioned servicing criteria as of and for the twelve month ended December 31, 2006 is fairly stated, in all material respects. /s/ KPMG LLP Chicago, Illinois February 28, 2007 EX-34.D 16 ex34d.txt KPMG KPMG LLP Telephone 314 444 1400 Suite 900 Fax 314 444 1470 10 South Broadway Internet www.us.kpmg.com St. Louis, MO 63102-1761 Report of Independent Registered Public Accounting Firm The Board of Directors Citibank, N.A.: We have examined management's assessment, included in the accompanying Management Assessment of Compliance with Applicable Servicing Criteria, that Citibank, N.A. (the Custodian) complied with servicing criteria 1122(d)(4)(i) and 1122(d)(4)(ii) set forth in paragraph (d) of Item 1122 of the Securities and Exchange Commission's Regulation AB in connection with the servicing of residential mortgage loans for which the Custodian performs a custodial function pursuant to a custodial agreement with Citigroup Mortgage Loan Trust Inc. for post December 31, 2005 transactions (the Platform), as of and for the year ended December 31, 2006. Management is responsible for the Custodian's compliance with those servicing criteria. Our responsibility is to express an opinion on management's assessment about the Custodian's compliance based on our examination. Our examination was conducted in accordance with the standards of the Public Company Accounting Oversight Board (United States) and, accordingly, included examining, on a test basis, evidence about the Custodian's compliance with the servicing criteria specified above and performing such other procedures as we considered necessary in the circumstances. Our examination included testing of less than all of the individual asset-backed transactions and securities in which the Custodian performs a particular servicing function and determining whether the Custodian processed those selected transactions and performed those selected activities in compliance with the servicing criteria. Furthermore, our procedures were limited to the selected transactions and servicing activities performed by the Custodian during the period covered by this report. Our procedures were not designed to determine whether errors may have occurred either prior to or subsequent to our tests that may have affected the balances or amounts calculated or reported by the Custodian during the period covered by this report for the selected transactions or any other transactions. We believe that our examination provides a reasonable basis for our opinion. Our examination does not provide a legal determination on the custodian's compliance with the servicing criteria. In our opinion, management's assessment that the Custodian complied with certain servicing criteria outlined in Exhibit A in the accompanying Management Assessment of Compliance with Applicable Servicing Criteria, as of and for the year ended December 31, 2006 is fairly stated, in all material respects. /s/ KPMG LLP St. Louis, Missouri March 19, 2007 EX-34.E 17 ex34e.txt PRICEWATERHOUSECOOPERS - ----------------------------------------------------------------------------- PricewaterhouseCoopers LLP PricewaterhouseCoopers Center 300 Madison Avenue New York NY 10017 Telephone (646) 471 3000 Facsimile (813) 286 6000 Report of Independent Registered Public Accounting Firm To the Stockholder of JPMorgan Chase Bank, National Association: We have examined management's assertion, included In the accompanying Management's Report on Assessment of Compliance with Applicable Servicing Criteria, that JPMorgan Chase Bank, National Association (the "Company") complied with the servicing criteria set forth in Item 1122(d) of the Securities and Exchange Commission's Regulation AB, as of and for the year ended December 31, 2006 (the "Reporting Period") for asset-backed securities transactions backed by subprime residential mortgages serviced on the Loan Servicing and Accounting Management System I ("LSAMS I") where the related asset-backed securities were outstanding during the Reporting Period (the "Platform"), excluding criteria 1122(d)(1)(iii); 1122(d)(2)(i), (ii), (iii), (iv), (v), (vi), (vii); 1122(d)(3)(i), (ii), (iii), (iv); 1122(d)(4)(iv), (v), (vi), (vii), (viii), (ix), (x), (xi), (xii), (xiii), (xiv), and (xv), which the Company has determined are not applicable to the activities performed by it with respect to the Platform. Management is responsible for the Company's compliance with the servicing criteria. Our responsibility is to express an opinion on management's assertion based on our examination. Our examination was conducted in accordance with standards of the Public Company Accounting Oversight Board (United States) and, accordingly, included examining, on a test basis, evidence about the Company's compliance with the applicable servicing criteria and performing such other procedures as we considered necessary in the circumstances. Our examination included testing of selected asset-backed transactions and securities that comprise the Platform, testing of selected servicing activities related to the Platform, and determining whether the Company processed those selected transactions and performed those selected activities in compliance with the applicable servicing criteria. Our procedures were limited to the selected transactions and servicing activities performed by the Company during the period covered by this report. Our procedures were not designed to detect noncompliance arising from errors that may have occurred prior to or subsequent to our tests that may have affected the balances or amounts calculated or reported by the Company during the period covered by this report. We believe that our examination provides a reasonable basis for our opinion. Our examination does not provide a legal determination on the Company's compliance with the servicing criteria. In our opinion, management's assertion that the Company complied with the aforementioned applicable servicing criteria as of and for the year ended December 31, 2006 for the for asset-backed securities transactions backed by subprime residential mortgages serviced on the LSAMS I where the related asset- backed securities were outstanding during the Reporting Period is fairly stated, in all material respects. /s/ PricewaterhouseCoopers LLP February 26, 2007 EX-34.F 18 ex34f.txt KPMG KPMG LLP 2500 Ruan Center 666 Grand Avenue Des Moines, IA 50309 Report of Independent Registered Public Accounting Firm The Board of Directors Wells Fargo Bank, N.A.: We have examined Wells Fargo Bank, N.A.'s (the Company) compliance with the servicing criteria set forth in Item 1122(d) of the Securities and Exchange Commission's Regulation AB for its primary servicing of residential mortgage loans by its Wells Fargo Home Mortgage division, other than the servicing of such loans for Freddie Mac, Fannie Mae, Ginnie Mae, state and local government bond programs, or a Federal Home Loan Bank (the Platform), except for servicing criteria 1122(d)(1)(iii) and 1122(d)(4)(xv), which the Company has determined are not applicable to the activities it performs with respect to the Platform, as of and for the year ended December 31, 2006. Management is responsible for the Company's compliance with those servicing criteria. Our responsibility is to express an opinion on the Company's compliance based on our examination. Our examination was conducted in accordance with the standards of the Public Company Accounting Oversight Board (United States) and, accordingly, included examining, on a test basis, evidence about the Company's compliance with the servicing criteria specified above and performing such other procedures as we considered necessary in the circumstances. Our examination included testing of less than all of the individual asset-backed transactions and securities that comprise the Platform, testing of less than all of the servicing activities related to the Platform, and determining whether the Company processed those selected transactions and performed those selected activities in compliance with the servicing criteria. Furthermore, our procedures were limited to the selected transactions and servicing activities performed by the Company during the period covered by this report. Our procedures were not designed to determine whether errors may have occurred either prior to or subsequent to our tests that may have affected the balances or amounts calculated or reported by the Company during the period covered by this report for the selected transactions or any other transactions. We believe that our examination provides a reasonable basis for our opinion. Our examination does not provide a legal determination on the Company's compliance with the servicing criteria. Our examination disclosed the following instances of material noncompliance with certain servicing criteria applicable to the Company during the year ended December 31, 2006: 1. l122(d)(3)(i) - Delinquency Reporting - The Company provided incomplete data to some third parties who use such data to calculate delinquency ratios and determine the status of loans with respect to bankruptcy, foreclosure or real estate owned. Instead of the actual due date being provided for use in calculating delinquencies, the date of the first payment due to the security was provided. 2. 1122(d}(4)(vii) - Notification of Intent to Foreclose - The Company, as required by certain servicing agreements, did not provide investors with prior notification of intent to foreclose. KPMG LLP a U.S. limited viability partnership, is the U.S. member form of KPMG International, a Swiss cooperative. KPMG As described in the accompanying 2006 Certification Regarding Compliance with Applicable Servicing Criteria, for servicing criteria 1122(d)(2)(i), 1122(d)(2)(vi), 1122(d)(4)(iv), 1122(d)(4)(xi), and 1122(d)(4)(xiii), the Company has engaged various vendors to perform the activities required by these servicing criteria. The Company has determined that these vendors are not considered "servicers" as defined in Item 1101(j) of Regulation AB, and the Company has elected to take responsibility for assessing compliance with the servicing criteria applicable to each vendor as permitted by Interpretation 17.06 of the SEC Division of Corporation Finance Manual of Publicly Available Telephone Interpretations ("Interpretation 17.06"), with the exception of those vendors who have provided their own reports on assessment of compliance with servicing criteria to the Company, for which the Company does not take such responsibility. As permitted by Interpretation 17.06, the Company has asserted that it has policies and procedures in place designed to provide reasonable assurance that the vendors' activities comply in all material respects with the servicing criteria applicable to each vendor. The Company is solely responsible for determining that it meets the SEC requirements to apply Interpretation 17.06 for the vendors and related criteria as described in its assertion, and we performed no procedures with respect to the Company's eligibility to apply Interpretation 17.06. In our opinion, except for the instances of material noncompliance described above, the Company complied, in all material respects, with the aforementioned servicing criteria as of and for the year ended December 31, 2006. /s/ KPMG LLP Des Moines, Iowa March 1, 2007 EX-34.G 19 ex34g.txt PRICEWATERHOUSECOOPERS - -------------------------------------------------------------------------------- PricewaterhouseCoopers LLP 10 Tenth Street, Northwest Suite 1400 Atlanta, GA 30309-3851 Telephone: (678) 419 1000 Facsimile: (678) 419 1239 www.pwc.com Report of Independent Registered Public Accounting Firm To the Shareholders and the Board of Directors of Assurant, Inc. We have examined American Security Insurance Company, Standard Guaranty Insurance Company and TrackSure Insurance Agency, Inc. (formerly, "Safeco Financial Institution Solutions, Inc")'s (affiliates of Assurant Inc., collectively, the "Asserting Party") compliance with the servicing criteria set forth in Item 1122(d) of the Securities and Exchange Commission's Regulation AB for all the mortgage loan-tracking transactions for such asset- backed securities transactions that were registered after January 1, 2006 with the Securities and Exchange Commission pursuant to the Securities Act of 1933 (the "Platform") described in the accompanying "Restated Report on Assessment of Compliance with 1122(d)(2)(vi), 1122(d)(4)(xi) and 1122(d)(4)(xii) of Regulation AB Servicing Criteria", as of December 31, 2006 and for the year then ended (the "Reporting Period"), excluding criteria 1122(d)(1)(i)-(iv), 1122(d)(2)(i)-(v), 1122(d)(2)(vii), 1122(d)(3)(i)-(iv), 1122(d)(4)(i)-(x) and 1122(d)(4)(xiii)-(xv), which the Asserting Party has determined are not applicable to the servicing activities performed by it with respect to the Platform. Management is responsible for compliance with the servicing criteria. Our responsibility is to express an opinion on the Management's compliance with the servicing criteria based on our examination. Our examination was conducted in accordance with standards of the Public Company Accounting Oversight Board (United States) and, accordingly, included examining, on a test basis, evidence about the Asserting Party's compliance with the applicable servicing criteria and performing such other procedures as we considered necessary in the circumstances. Our examination included testing of selected asset-backed transactions and securities that comprise the Platform, testing of selected servicing activities related to the Platform, and determining whether the Asserting Party processed those selected transactions and performed those selected activities in compliance with the applicable servicing criteria. Our procedures were limited to the selected transactions and servicing activities performed by the Asserting Party during the period covered by this report. Our procedures were not designed to detect noncompliance arising from errors that may have occurred prior to or subsequent to our tests that may have affected the balances or amounts calculated or reported by the Asserting Party during the period covered by this report. We believe that our examination provides a reasonable basis for our opinion. Our examination does not provide a legal determination on the Asserting Party's compliance with the servicing criteria. The Asserting Party previously excluded the applicable servicing criteria set forth in 1122(d)(4)(xii) from the scope of its assessment of compliance. The Asserting Party has now assessed its compliance with the servicing criterion 1122(d)(4)(xii) for the Reporting Period and has identified material noncompliance with that servicing criterion. Our examination also disclosed material noncompliance with the servicing criterion. Specifically, the Asserting Party did not have, during the reporting period, sufficient policies and procedures to capture the information with respect to the Platform necessary to determine whether any late payment penalties in connection with any payment to be made on behalf of an obligor are paid from the servicer's funds and are not charged to the obligor, unless the late payment was due to the obligor's error or omission. The Asserting Party has restated its previous assessment for the Reporting Period, which excluded evaluation of the criterion, to include the criterion and reflect the material noncompliance as a result of its assessment. Accordingly, our present opinion of the Asserting Party's compliance with the applicable servicing criteria, as presented herein, is different from that expressed in our previous report. In our opinion, except for the material noncompliance described in the preceding paragraph, the Asserting Party complied with the aforementioned applicable servicing criteria as of and for the year ended December 31, 2006 for the Platform, in all material respects. /s/ PRICEWATERHOUSECOOPERS LLP February 23, 2007, except for the Asserting Party's restatement described above regarding the assessment of the servicing criteria set forth in 1122(d)(4)(xii) which was previously excluded from the scope of its assessment of compliance with applicable servicing criteria, as to which the date is January 30, 2008. -2- EX-34.H 20 ex34h.txt KPMG 100 North Tampa Street Suite 1700 Tampa, FL 33602 Report of Independent Registered Public Accounting Firm The Board of Directors Fidelity National Information Services, Inc FIS Tax Services (FIS) We have examined management's assessment, included in the accompanying Management Compliance Statement that FIS Tax Services (FIS) complied with the servicing criteria set forth in Item 1122(d) of the Securities and Exchange Commission's Regulation to residential mortgage loans (the Platform), except for General Servicing Consideration criteria (i) - (iv), Cash Collections and Administration (i) - (vii), Investor Remittances and Reporting (i) - (iv), and Pool Asset Administration (i) - (x), (xiv), and (xv), which FIS has determined are not applicable to the activities it performs with respect to the Platform , as of and for the period ending December 31, 2006. FIS has determined the following servicing criteria from 1122(d) (4) were applicable to the activities it performs with respect to the Platform. (xi) Payments made on behalf of an obligor (such as tax or insurance payments) are made on or before the related penalty or expiration dates, as indicated on the appropriate bills or notices for such payments, provided that such support has been received by the servicer at least 30 calendar days prior to these dates, or such other number of days specified in the transaction agreements. (xii) Any late payment penalties in connection with any payment to be made on behalf of an obligor are paid from the servicer's funds and not charged to the obligor, unless the late payment was due to the obligor's error or omission. (xiii) Disbursements made on behalf of an obligor are posted within two business days to the obligor's records maintained by the servicer, or such other number of days specified in the transaction agreements. Management is responsible for FIS' compliance with those servicing criteria. Our responsibility is to express an opinion on management's assessment about FIS' compliance based on our examination. Our examination was conducted in accordance with the standards of the Public Company Accounting Oversight Board (United States) and, accordingly, included examining, on a test basis, evidence about FIS' compliance with the servicing criteria specified above and performing such other procedures as we considered necessary in the circumstances. Our examination included testing of less than all of the individual residential mortgage loans that comprise the Platform, testing of less than all of the servicing activities related to the Platform, and determining whether FIS processed those selected transactions and performed those selected activities in compliance with the servicing criteria. Furthermore, our procedures were limited to the selected transactions and servicing activities performed by FIS during the period covered by this report. Our procedures were not designed to determine whether errors may have occurred either prior to or subsequent to our tests that may have affected the balances or amounts calculated or reported by FIS during the period covered by this report for the selected transactions or any other transactions. We believe that our examination provides a reasonable basis for our opinion. Our examination does not provide a legal determination on FIS' compliance with the servicing criteria. In our opinion, management's assessment that FIS complied with the aforementioned servicing criteria as of and for the year ended December 31, 2006 is fairly stated, in all material respects. /s/ KPMG LLP Tampa, Florida January 22, 2007 KPMG LLP, a U.S. limited liability partnership, is the U.S. member firm of KPMG International, A Swiss cooperative EX-34.I 21 ex34i.txt KPMG KPMG LLC 1601 Market Street Philadelphia, PA 19103-2499 Report of Independent Registered Public Accounting Firm The Board of Members Regulus Group LLC: We have examined management's assessment for those customers that management has informed us have requested confirmation of compliance, included in the accompanying Report on Assessment of Compliance with Regulation AB Servicing Criteria, that Regulus Group LLC complied with the servicing criteria set forth in Item 1122(d)(2)(i) and 1122(d)(4)(iv) of the Securities and Exchange Commission's Regulation AB for remittance processing services to those issuers of asset backed securities and servicers of loan and/or receivables portfolios that include pool assets for asset backed securities transactions (the Platform) as of and for the year ended December 31, 2006. Regulus Group LLC has determined that the remainder of the servicing criteria are not applicable to the activities it performs with respect to the Platform as of and for the year ended December 31, 2006. Management is responsible for the Company's compliance with those servicing criteria. Our responsibility is to express an opinion on management's assessment about the Company's compliance based on our examination. Our examination was conducted in accordance with the standards of the Public Company Accounting Oversight Board (United States) and, accordingly, included examining, on a test basis, evidence about the Company's compliance with the servicing criteria specified above and performing such other procedures as we considered necessary in the circumstances. Our examination included testing of less than all of the individual asset-backed transactions and securities that comprise the Platform, testing of less than all of the servicing activities related to the Platform, and determining whether the Company processed those selected transactions and performed those selected activities in compliance with the servicing criteria Furthermore, our procedures were limited to the selected transactions and servicing activities performed by the Company during the period covered by this report. Our procedures were not designed to determine whether errors may have occurred either prior to or subsequent to our tests that may have affected the balances or amounts calculated or reported by the Company during the period covered by this report for the selected transactions or any other transactions. We believe that our examination provides a reasonable basis for our opinion. Our examination does not provide a legal determination on the Company's compliance with the servicing criteria. In our opinion, management's assessment that the Company complied with the aforementioned servicing criteria as of and for the year ended December 31, 2006 is fairly stated, in all material respects. /s/ KPMG LLP Philadelphia, PA February 22, 2007 KPMG LLP, a U.S. Limitied Liability partnership in the U.S. member firm of KPMG International, a Swiss cooperative EX-34.J 22 ex34j.txt ERNST & YOUNG Ernst & Young LLP Phone: (404) 874-8300 Suite 2800 www.ey.com 600 Peachtree Street Atlanta, Georgia 30308-2215 Report of Independent Registered Public Accounting Firm We have examined management's assertion, included in the accompanying Report on Assessment of Compliance with Securities and Exchange Commission's Regulation AB Servicing Criteria, that ZC Sterling Insurance Agency, Inc. (the Company) complied with certain servicing criteria set forth in Item 1122 (d) of the Securities and Exchange Commission's Regulation AB for the ZC Sterling Integrated Product Solution (ZIPS) hazard insurance outsourcing Platform (Platform) as of and for the year ended December 31, 2006. The Company has determined that only certain servicing criteria 1122 (d) 1(iv), 1122 (d) 2(vi), 1122 (d) 4(xi), 1122 (d) 4(xii), and 1122 (d) 4(xiii) are applicable to the activities performed by them with respect to the Platform covered by this report. The Company has determined that the remaining servicing criteria set forth in Item 1122 (d) of the Securities and Exchange Commission's Regulation AB are not applicable to the activities performed by them with respect to the Platform covered by this report. See Appendix A of management's assertion for the Platform covered by this report. Management is responsible for the Company's compliance with those servicing criteria. Our responsibility is to express an opinion on management's assertion about the Company's compliance with the servicing criteria based on our examination. Our examination was conducted in accordance with standards of the Public Company Accounting Oversight Board (United States) and, accordingly, included examining, on a test basis, evidence about the Company's compliance with the applicable servicing criteria and performing such other procedures as we considered necessary in the circumstances. Our examination included testing of less than all of the servicing activities related to the Platform, and determining whether the Company performed those selected activities in compliance with the servicing criteria. Furthermore, our procedures were limited to the servicing activities performed by the Company during the period covered by this report. Our procedures were not designed to determine whether errors may have occurred either prior to or subsequent to our tests that may have affected the balances or amounts calculated or reported by the Company during the period covered by this report for the Platform. We believe that our examination provides a reasonable basis for our opinion. Our examination does not provide a legal determination on the Company's compliance with the servicing criteria. In our opinion, management's assertion that the Company complied with the aforementioned servicing criteria as of and for the year ended December 31, 2006 for the ZIPS Platform is fairly stated, in all material respects. /s/ Ernst & Young LLP February 20, 2007 A Member Practice of Ernst & Young Global EX-35.A 23 ex35a.txt ANNUAL STATEMENT OF COMPLIANCE PURSUANT TO SECTION 3.20 Citigroup Mortgage Loan Trust, Series 2006-HE2 Asset-Backed Pass-Through Certificates, Series 2006-HE2 Each of the undersigned does hereby certify that he/she is a duly appointed Authorized Servicing Agent of Ameriquest Mortgage Company (the "Servicer"), and further certify as follows: 1. This certification is being made pursuant to the terms of the Pooling and Servicing Agreement, dated as of August 1, 2006 (the "Agreement"), among Citigroup Mortgage Loan Trust Inc., as depositor, Wells Fargo Bank, N.A., Ameriquest Mortgage Company and JPMorgan Chase Bank, National Association, as servicers, Citibank, N.A., as trust administrator, and U.S. Bank National Association, as trustee. 2. I have reviewed the activities of the Servicer during the preceding year and the Servicer's performance under the Agreement and to the best of my knowledge, based on such review, the Servicer has fulfilled all of its obligations under the Agreement in all material respects throughout the year, provided however that the Servicer has noted the following material exception: Section 3.10 of the Agreement requires: "On behalf of the Trust Fund, the Servicer shall deposit or cause to be deposited in the clearing account (which account must be an Eligible Account) in which it customarily deposits payments and collections on mortgage loans in connection with its mortgage loan servicing activities on a daily basis, and in no event more than two Business Days after the Servicer's receipt thereof, and shall thereafter deposit in the Collection Account, in no event more than one Business Day after the deposit of such funds into the clearing account, as and when received or as otherwise required hereunder..." The practice of the Servicer during the preceding calendar year has been to deposit in the clearing account (which is an Eligible Account) in which it customarily deposits payments and collections on mortgage loans in connection with its mortgage loan servicing activities on a daily basis, and in no event more than one Business Day after the Servicer's receipt thereof, and to thereafter deposit in the Collection Account, in no event more than two Business Days after the deposit of such funds into the clearing account, as and when as and when received. The Servicer has since adjusted its practices to meet the requirements of the Agreement. Capitalized terms not otherwise defined herein have the meanings set forth in the Agreement. IN WITNESS WHEREOF, the undersigned has executed this Certificate as of March 26, 2007. By: /s/ Jane Johnson ---------------- Name: Jane Johnson Title: Authorized Servicing Agent By: /s/ Jule J. Keen ---------------- Name: Jule J. Keen Title: Executive Vice President and Authorized Servicing Agent I, Denise Apicella, an Assistant Secretary of the Servicer, hereby certify that each of Jane Johnson and Jule J. Keen is a duly qualified, and acting Authorized Servicing Agent of the Servicer and that the signature appearing above is his/her genuine signature. IN WITNESS WHEREOF, the undersigned has executed this Certificate as of March 26, 2007 By: /s/ Denise Apicella ------------------- Name: Denise Apicella Title: Assistant Secretary EX-35.B 24 ex35b.txt ANNUAL STATEMENT OF COMPLIANCE PURSUANT TO SECTION 3.20 Citigroup Mortgage Loan Trust, Series 2006-HE2 Asset-Backed Pass-Through Certificates, Series 2006-HE2 Each of the undersigned dose hereby certify that he/she is a duly appointed Authorized Servicing Agent of AMC Mortgage Services Inc., acting as sub-servicer for Ameriquest Mortgage Company (the "Sub-Servicer"), and further certify as follows: 1. This certification is being made pursuant to the terms of the Pooling and Servicing Agreement, dated as of August 1, 2006 (the "Agreement"), among Citigroup Mortgage Loan Trust Inc., as depositor, Wells Fargo Bank, N.A., Ameriquest Mortgage Company and JPMorgan Chase Bank, National Association, as servicers, Citibank, N,A., as trust administrator, and U.S. Bank National Association, as trustee. 2. I have reviewed the activities of the Sub-Servicer during the preceding year and the Sub-Servicer's performance under the Agreement and to the best of my knowledge, based on such review, the Sub-Servicer has fulfilled all, of its obligations under the Agreement in all material respects throughout the year; provided however that the Sub-Servicer has noted the following material exception: Section 3.10 of the Agreement requires: "On behalf of the Trust Fund, the Servicer shall deposit or cause to be deposited in the clearing account (which account must be an Eligible Account) in which it customarily deposits payments and collections on mortgage loans in connection with its mortgage loan servicing activities on a daily basis, and in no event more than two Business Days after the Servicer's receipt thereof, and shall thereafter deposit in the Collection Account, in no event more than one Business Day after the deposit of such funds into the clearing account, as and when received or as otherwise required hereunder..." The practice of the Sub-Servicer during the preceding calendar year has been to deposit in the clearing account (which is an Eligible Account) in which it customarily deposits payments and collections on mortgage loans in connection with its mortgage loan servicing activities on a daily basis, and in no event more than one Business Day after the Sub-Servicer's receipt thereof, and to thereafter deposit in the Collection Account, in no event more than two Business Days after the deposit of such funds into the clearing account, as and when as and when received. The Sub-Servicer has since adjusted its practices to meet the requirements of the Agreement. Capitalized terms not otherwise defined herein have the meanings set forth in the Agreement. IN WITNESS WHEREOF, the undersigned has executed this Certificate as of March 26, 2007. By: /s/ Jane Johnson ---------------- Name: Jane Johnson Title: Authorized Servicing Agent By: /s/ Jule J. Keen ---------------- Name: Jule J. Keen Title: Executive Vice President and Authorized Servicing Agent I, Denise Apicella, an Assistant Secretary of the Sub-Servicer, hereby certify that each of Jane Johnson and Jule J. Keen is a duly qualified, and acting Authorized Servicing Agent of the Sub-Servicer and that the signature appearing above is his/her genuine signature. IN WITNESS WHERE OF, the undersigned has executed this Certificate as of March, 26, 2007. By: /s/ Denise Apicella ------------------- Name: Denise Apicella Title: Assistant Secretary EX-35.C 25 ex35c.txt CHASE SUBSERVICER COMPLIANCE STATEMENT RE: CMLTI 2006-HE2: The Pooling and Servicing Agreement by and among Citibank, N.A. as Trustee Administrator, Wells Fargo Bank, N.A. as Servicer, Citigroup Mortgage Loan Trust Inc. as Depositor, Citibank West, FSB as Custodian, U.S. Bank National Association as Trustee, Ameriquest Mortgage Company as Servicer, and JPMorgan Chase Bank NA as Servicer (the "Agreement") The undersigned, each a duly authorized officer of Chase Home Finance LLC ("CHF"), do hereby certify that: (1) CHF is a Subservicer under the Agreement (2) A review of the activities of CHF during the calendar year ending December 31, 2006 and of the performance of CHF under the Agreement has been made under our supervision; and (3) To the best of our knowledge, based on such review, CHF has fulfilled all its obligations under the Agreement in all material respects throughout such year. Capitalized terms used but not defined herein shall have the meanings assigned in the Agreement. Date: 02/28/2007 Chase Home Finance LLC, as Subservicer By:/s/ Kim Greaves --------------------------------- Name: Kim Greaves Title: Senior Vice President Servicing Manager By:/s/ Jim Miller --------------------------------- Name: Jim Miller Title: Senior Vice President Default Servicing Manager EX-35.D 26 ex35d.txt CHASE SERVICER COMPLIANCE STATEMENT RE: CMLTI 2006-HE2: The Pooling and Servicing Agreement by and among JPMorgan Chase Bank, NA c/o CHF LLC as Servicer, Citibank, N.A. as Trustee Administrator, Wells Fargo Bank, N.A. as Servicer, Citigroup Mortgage Loan Trust Inc. as Depositor, Citibank West, FSB as Custodian, U.S. Bank National Association as Trustee, Ameriquest Mortgage Company as Servicer (the "Agreement") The undersigned, a duly authorized officer of JPMorgan Chase Bank, National Association, as Servicer (the "Servicer") pursuant to the CMLTI 2006-HE2 (The"Agreement"), does hereby certify that: (1) A review of the activities of the Servicer during the calendar year ending December 31, 2006 and of the performance of the Servicer under the Agreement has been made under my supervision; and (2) To the best of my knowledge, based on such review, the Servicer has fulfilled all its obligations under the Agreement in all material respects throughout such year. Date: 02/28/2007 JPMorgan Chase Bank, National Association, As Servicer By:/s/ David Lowman --------------------- Name: David Lowman Title: Executive Vice President EX-35.E 27 ex35e.txt WELLS HOME Wells Fargo Home Mortgage FARGO MORTGAGE One Home Campus Des Moines, IA 50328-0001 Wells Fargo Bank, N.A. Servicer Compliance Statement 1. I, John B. Brown, Senior Vice President of Wells Fargo Bank, N.A. ("Wells Fargo") hereby state that a review of the activities of Wells Fargo during the calendar year 2006 and of Wells Fargo's performance under the servicing agreement(s) listed on the attached Exhibit A (the "Servicing Agreement(s)") has been made under my supervision. 2. To the best of my knowledge, based on such review, Wells Fargo has fulfilled all of its obligations under the Servicing Agreement(s) in all material respects throughout 2006. /s/John B. Brown - ---------------- John B. Brown Senior Vice President Wells Fargo Bank, N.A. March 1, 2007 Wells Fargo Home Mortgage is a division of Wells Fargo Bank, NA EXHIBIT A
MASTER SERVICER/ CLIENT INV# INV TRUSTEE DEALNAME - -------------------------------------------------------------------------------------------------------------------------------- 106 C15 CITIGRP PMSR CMLTI 06-HE2 CITIGROUP CMLTI 2006-HE2 - -------------------------------------------------------------------------------------------------------------------------------- 106 C20 CITIGROUP PMSR CMLT106HE3 CITIGROUP CMLTI 2006-HE3 - -------------------------------------------------------------------------------------------------------------------------------- CITIGROUP PMSR 106 C18 CMLTI06NC2 CITIGROUP CMLTI 2006-NC2 - -------------------------------------------------------------------------------------------------------------------------------- 708 C18 CITIGROUP CITIGROUP CMLTI 2006-NC2 - -------------------------------------------------------------------------------------------------------------------------------- 708 B51 CITIGROUP CITIGROUP CMLTI 2006-WF1 - -------------------------------------------------------------------------------------------------------------------------------- 708 B67 CITIGROUP CITIGROUP CMLTI 2006-WF2 - -------------------------------------------------------------------------------------------------------------------------------- 708 B33 CITIGROUP CITIGROUP CMLTI 2006-WFHE1 - -------------------------------------------------------------------------------------------------------------------------------- 708 438 CITIGROUP CITIGROUP CMLTI 2006-WFHE2 - -------------------------------------------------------------------------------------------------------------------------------- 708 C15 CITIGROUP CITIGROUP CMLTI 2006-WFHE2 - -------------------------------------------------------------------------------------------------------------------------------- 708 823 CITIGROUP CITIGROUP CMLTI 2006-WFHE3 - -------------------------------------------------------------------------------------------------------------------------------- 708 837 CITIGROUP CITIGROUP CMLTI 2006-WFHE4 - -------------------------------------------------------------------------------------------------------------------------------- CITIGROUP PMSR 106 C06 CMLTI06WMC CITIGROUP CMLTI 2006-WMC1 - -------------------------------------------------------------------------------------------------------------------------------- 708 C06/7 CITIGROUP CITIGROUP CMLTI 2006-WMC1 - -------------------------------------------------------------------------------------------------------------------------------- CITIGROUP PMSR 106 C07 CMLTI06WMC CITIGROUP CMLTI 2006-WMC1 DSI - --------------------------------------------------------------------------------------------------------------------------------
EX-99 28 ex99.txt Citigroup Mortgage Loan Trust Inc. Asset-Backed Pass-Through Certificates, Series 2006-HE2 Schedule of Year-To-Date Principal and Interest Distributions to Certificateholders for 2006 Class Interest Principal Realized Ending Distribution Paid Losses Balance A1 5,204,262.10 47,560,835.14 0.00 260,697,164.86 A2A 2,535,059.75 37,418,752.43 0.00 119,832,247.57 A2B 499,275.82 0.00 0.00 28,079,000.00 A2C 875,626.28 0.00 0.00 48,795,000.00 A2D 357,850.56 0.00 0.00 19,619,000.00 CE 5,721,750.36 0.00 0.08 16,108,314.11 M1 487,500.62 0.00 0.00 26,489,000.00 M10 214,855.54 0.00 0.00 8,949,000.00 M2 455,367.24 0.00 0.00 24,699,000.00 M3 278,162.40 0.00 0.00 15,034,000.00 M4 234,278.38 0.00 0.00 12,529,000.00 M5 235,510.40 0.00 0.00 12,529,000.00 M6 217,199.53 0.00 0.00 11,455,000.00 M7 195,614.23 0.00 0.00 9,665,000.00 M8 150,760.58 0.00 0.00 7,159,000.00 M9 220,400.11 0.00 0.00 9,307,000.00 P 1,108,414.90 0.00 0.00 100.00 R 0.00 0.00 0.00 0.00 RX 0.00 0.00 0.00 0.00 -----END PRIVACY-ENHANCED MESSAGE-----